Harold Jones, Marcia Butler — Suite for Flute and Oboe: II. Air - Andante

Autumn Nocturne (popularized by Claude Thornhhill's Orchestra during the swing era, also heard on guitarist Billy Butler's 1970 album "Nightlife")

I Can't Face The Music/I Want A Little Boy (the first song was recorded by Mildred Bailey, Billie Holiday and Ella Fitzgerald, who also recorded the second one)

Take Me In Your Arms (inspired by classic recording of Red Garland's 1962 album "Red's Good Groove")

You're Drivin' Me Crazy (reminiscent of Count Basie sound and vocal stylings of Ella Fitzgerald and Sarah Vaughan)

Lester Leaps In

Last Train From Overbrook (Jon Hendricks gives a creative, lyrical bebop scat solo set against drummer Harold Jones' fast train-like opening rhythm.)

Short Indigo (Jon Hendricks wrote and sang lyrics inspired by soulful, inventive Shorty Baker trumpet solo on "Mood Indigo" chord changes.)

Tickle Toe (Jon Hendricks sings this song with the last eight bars from a trumpet solo of Bix Beiderbecke, who influenced Lester Young.)

Flamingo (This is an authentic lyrical bolero.)

Impressions (recalls John Coltrane's importance in introducing and shaping modal concept and sound in jazz.)

Lester's Minor Blues

Shadow Of Your Smile (Bassist Nat Johnson displays a beautiful natural vocal sound on this lyrical ballad.)

Do You Call That A Buddy? (John Hendricks sings with ensemble reminiscent of the Duke's small groups, featuring former Ellington trumpeter Allen Smith.)

Bye Bye Blackbird (Jon Hendricks sings Miles Davis' muted trumpet sound.)

Why Not (reminiscent of 1952 Count Basie recording featuring Paul Quinichette on tenor)

Blue And Sentimental