| 1. Third Rate Romance | not rated | 3:24 |
| 2. The 'Ella B' | not rated | 4:33 |
| 3. The Marigolds - Rollin' Stone | not rated | 4:23 |
| 4. Billy Swan - Memphis Rocks | not rated | 7:20 |
| 5. Hit The Nail On The Head | not rated | 0:00 |
| 6. Who Will The Next Fool Be | not rated | 2:51 |
| 7. Amazing Grace (Used To Be Her Favorite Song) | not rated | 0:00 |
| 8. Anything You Want | not rated | 3:53 |
| 9. My Tears Still Flow | not rated | 3:28 |
| 10. Dave Myers - You Can't Love Me That Way | not rated | 2:50 |
| 11. Why Can't I Be Satisfied | not rated | 3:04 |
| 12. The Amazing Rhythm Aces - King Of The Cowboys | not rated | 4:01 |
| 39:47 |
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