# Lady Day: The Complete Billie Holiday on Columbia 1933–1944

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Lady Day: The Complete Billie Holiday on Columbia 1933–1944 is a 10-CD box set compiling the complete known studio master recordings, plus alternate takes, of Billie Holiday during the time period indicated, released in 2001 on Columbia/Legacy, CXK 85470. Designed like an album of 78s, the medium in which these recordings initially appeared, the 10.5" × 12" box includes 230 tracks, a 116-page booklet with extensive photos, a song list, discography, essays by Michael Brooks, Gary Giddins, and Farah Jasmine Griffin, and an insert of appreciations for Holiday from a diversity of figures including Tony Bennett, Elvis Costello, Marianne Faithfull, B.B. King, Abbey Lincoln, Jill Scott, and Lucinda Williams. At the 44th Grammy Awards on February 27, 2002, the box set won the Grammy Award for Best Historical Album of the previous year.

## History

These recordings were made in a time before the LP album, introduced by Columbia Records in 1948. Recorded music had arrived a few decades earlier in the form of a 10-inch gramophone record playing at 78 revolutions per minute, two songs of around three-and-a-half minute duration per side. During the Great Depression, record sales for domestic use dramatically decreased, but a viable market remained for the playing of records in jukeboxes. Initially, these records featuring Billie Holiday were made with that market in mind.
John Hammond, who had discovered Holiday singing in a Harlem jazz club in 1933, arranged for her first recording session that same year on November 27. In the company of Jack Teagarden, Gene Krupa, and Hammond's future brother-in-law Benny Goodman, the two sides with Holiday would be released under Goodman's name. A little more than 19 months later, Holiday would be in another New York studio for her second session in association with Goodman again, as well as Ben Webster and Cozy Cole, under the leadership of Teddy Wilson. From July 2, 1935, through August 7, 1941, Holiday would regularly record, for commercial issue, 78s credited to herself or to Wilson.
With a few exceptions, these records were originally released on labels other than Columbia which catered to an African American market, then referred to as race records. The labels Brunswick Records and Vocalion Records became fellow companies to Columbia when it was purchased in 1934 by the American Record Corporation, which had owned Brunswick and Vocalion since late 1931. Records credited to Wilson were released on Brunswick; those to Holiday on Vocalion. With the purchase of ARC in 1939 by CBS, the corporation re-organized its record labels under the aegis of Columbia as the parent company. Starting in 1940, the Holiday releases were issued on the Okeh Records imprint, reactivated by CBS to handle its product for the "race record" market.

## Content

Discs one through six, and disc seven tracks one through fourteen present the master takes in chronological recorded order. The remainder of disc seven, and discs eight through ten, present the alternate takes and other items, also in chronological recorded order. The other items consist of eight tracks not part of the general body of Wilson/Holiday recordings from 1935 to 1941. The first, track 15 of disc seven "Saddest Tale" with the Duke Ellington Orchestra, was taken from the soundtrack to the short film Symphony in Black released by Paramount in 1935. Disc eight, tracks three through five, contain airchecks with the Count Basie Orchestra from 1937, the only documentation of Holiday's year-long tenure as Basie's band singer. Disc nine, tracks seven and eight, feature recordings broadcast on the Camel Caravan radio variety program of January 17, 1939; with backing by the Benny Goodman Orchestra, Billie sings alongside Johnny Mercer, Martha Tilton, and Leo Watson on the second song, Mercer's "Jeepers Creepers".
The final two tracks of the set, numbers 22 and 23 of disc ten, are from the Esquire Award Winners Concert at the Metropolitan Opera, broadcast and recorded on V-Discs for distribution to servicemen overseas during World War II. Holiday had won top female jazz vocalist for 1943, and became the first African American woman to sing at the Met. "Do Nothing 'Til You Hear From Me" and "Billie's Blues," under a different title, are performed accompanied by other Esquire poll winners, Roy Eldridge, Barney Bigard, Art Tatum, Al Casey, Oscar Pettiford, and Sidney Catlett. This recording took place more than two years after the final studio session in 1941, and during the Petrillo recording ban; the AFM waived the strike terms for the recording of V-discs.
Original recording sessions took place at the following locations in New York City: at the 55 Fifth Avenue Studio on November 27, 1933; at the 1776 Broadway Studio from 1935 through January 1939; at the 711 Fifth Avenue Studio from March 1939 through June 1940; at Liederkranz Hall on East 58th Street in September and October 1940; and at Columbia Studios in their new headquarters at 799 Seventh Avenue in 1941. The producers for the original recordings included John Hammond and Bernie Hanighen, others are not known.

## Significance

In terms of a collected body of work combining both influence and quality of achievement, these recordings are some of the most important in jazz history. Ranking jazz records always presents an exercise in both controversy and consternation, but certainly the Wilson/Holiday sides belong in the company of the Hot Five and Hot Sevens of Louis Armstrong, the collated set by Fletcher Henderson later called A Study In Frustration, the early Basie band on Decca, Duke Ellington's records with Ben Webster and Jimmy Blanton for RCA Victor, the Charlie Parker bebop sides for Savoy and Dial, and the Atlantic LPs by Ornette Coleman, not to mention the expanse of albums by Miles Davis and John Coltrane, together and separately.
The sessions coincide with the rise of the swing era on its way to becoming the popular music of the United States during the late Depression and war years. Chosen by Hammond, Hanighen, Holiday, or Wilson, many of the musicians present were members of the leading swing bands of the day, such as those by Ellington, Basie, Goodman, Artie Shaw, Jimmie Lunceford, and Cab Calloway, among others. Of special note are the records cut with members of the Basie band, Holiday herself hired by Basie in 1937, including his rhythm section of Freddie Green, Walter Page, and Jo Jones, along with key soloists Buck Clayton and Holiday's musical soul-mate, Lester Young. The roster of Holiday and Wilson sidemen reads like a who's who of jazz soloists from the 1930s.
As a singer, Holiday had influence on defining the style of a big band vocalist after that of Bing Crosby and her role model, Louis Armstrong. Her records appeared just as the swing era was getting underway; subsequently, singers such as Ella Fitzgerald, Frank Sinatra, Anita O'Day, and Peggy Lee, for instance, starting out respectively with the bands of Chick Webb, Tommy Dorsey, Gene Krupa, and Benny Goodman, all found inspiration in the Holiday records on Brunswick and Vocalion. Her manipulation of rhythm and length of musical phrases, allied to her ability to find emotional resonance in songs, was acknowledged publicly as a template by singers from her own era, Sinatra, Lee, Bennett, and others, and by myriad singers in later eras. As stated by Gary Giddins in the liner notes to the box set:
    "When I first got to know ["A Sailboat in the Moonlight"], I thought it a fine melody with pretty chord changes and words that might be corny but didn't seem to be so bad when Lady Day delivered them. Then I chanced to find the sheet music at a Midwestern bazaar; at home, I picked out the melody with one finger and was astonished at how different it was from what Holiday sang. Until that moment, I had not fully gauged how freely imaginative her embellishments could be. By ironing out a phrase here, retarding another there, raising this note, slurring that, she transformed a hopelessly banal and predictable melody into something personal, real, meaningful."
That Sony would lavish such an expensive box for recordings originally designed for the inexpensive medium of jukebox play from six to seven decades previously stands as testament to the staying power of this body of work.

## Select collective personnel

* Billie Holiday – vocal
* Teddy Wilson – piano
* Bobby Hackett — cornet
* Henry "Red" Allen, Bunny Berigan, Buck Clayton, Harry "Sweets" Edison, Roy Eldridge, Chris Griffin, Harry James, Jonah Jones, Hot Lips Page, Charlie Shavers, Cootie Williams — trumpet
* Benny Morton, Dicky Wells, Trummy Young — trombone
* Buster Bailey, Benny Goodman, Vido Musso, Artie Shaw — clarinet
* Edgar Sampson — clarinet, alto saxophone
* Tab Smith — soprano saxophone, alto saxophone
* Johnny Hodges, Don Redman — alto saxophone
* Benny Carter — alto saxophone, tenor saxophone
* Chu Berry, Don Byas, Herschel Evans, Babe Russin, Ben Webster — tenor saxophone
* Lester Young — tenor saxophone, clarinet
* Harry Carney — baritone saxophone, clarinet
* Margaret "Countess" Johnson, Billy Kyle, Joe Sullivan, Claude Thornhill, Sonny White — piano
* Dave Barbour, Al Casey, Freddie Green, Carmen Mastren, Dick McDonough, Allan Reuss — guitar
* Milt Hinton, John Kirby, Grachan Moncur, Walter Page – bass
* Kenny Clarke, Cozy Cole, J.C. Heard, Jo Jones, Gene Krupa — drums

## Reissue personnel

* Michael Brooks – producer
* Michael Cuscuna – producer
* Steve Berkowitz – co-producer
* Seth Rothstein – co-producer
* Mark Wilder – digital remastering
* Seth Foster – digital remastering
* Phil Schaap – consultant
* Ron Jaramillo – art direction, design
* Adam Owett – art direction

## Track listing

In the writer(s) column the lyricists are named first.

### Disc one

| Track | Recorded | Catalogue | Released | Song Title | Writer(s) | Time |
| 1. | 12/18/33 | Columbia 2856D | 1934 | Your Mother's Son-In-Law | Alberta Nichols and Mann Holiner | 2:45 |
| 2. | 12/18/33 | Columbia 2867D | 1934 | Riffin' the Scotch | Johnny Mercer, Dick McDonough, Benny Goodman, Fordlee Buck | 2:31 |
| 3. | 7/2/35 | Brunswick 7501 | 1935 | I Wished on the Moon | Dorothy Parker and Ralph Rainger | 3:01 |
| 4. | 7/2/35 | Brunswick 7498 | 1935 | What a Little Moonlight Can Do | Harry M. Woods | 2:56 |
| 5. | 7/2/35 | Brunswick 7501 | 1935 | Miss Brown to You | Leo Robin, Richard Whiting, Ralph Rainger | 2:58 |
| 6. | 7/2/35 | Brunswick 7498 | 1935 | A Sunbonnet Blue (and a Yellow Straw Hat) | Irving Kahal and Sammy Fain | 2:50 |
| 7. | 7/31/35 | Brunswick 7511 | 1935 | What a Night, What a Moon, What a Girl | John Jacob Loeb | 2:55 |
| 8. | 7/31/35 | Brunswick 7520 | 1935 | I'm Painting the Town Red | Charles Tobias, Charles Newman, Sam H. Stept | 2:57 |
| 9. | 7/31/35 | Brunswick 7511 | 1935 | It's Too Hot for Words | Walter Samuels, Leonard Whitcup, Teddy Powell | 2:45 |
| 10. | 10/25/35 | Brunswick 7550 | 1935 | Twenty-Four Hours a Day | Arthur Swanstrom and James Hanley | 3:00 |
| 11. | 10/25/35 | Brunswick 7550 | 1935 | Yankee Doodle Never Went to Town | Ralph Freed and Bernie Hanighen | 2:42 |
| 12. | 10/25/35 | Brunswick 7554 | 1935 | Eeny Meeny Meiny Mo | Johnny Mercer and Matty Malneck | 3:10 |
| 13. | 10/25/35 | Brunswick 7554 | 1935 | If You Were Mine | Johnny Mercer and Matty Malneck | 3:09 |
| 14. | 12/3/35 | Brunswick 7577 | 1936 | These 'n' That 'n' Those | Milton Pascal and Edward Fairchild | 3:12 |
| 15. | 12/3/35 | Brunswick 7581 | 1935 | You Let Me Down | Al Dubin and Harry Warren | 2:52 |
| 16. | 12/3/35 | Brunswick 7581 | 1935 | Spreadin' Rhythm Around | Ted Koehler and Jimmy McHugh | 2:53 |
| 17. | 1/30/36 | Brunswick 7612 | 1936 | Life Begins When You're in Love | Lew Brown and Victor Schertzinger | 3:02 |
| 18. | 6/30/36 | Brunswick 7702 | 1936 | It's Like Reaching for the Moon | Al Lewis, Al Sherman, Gerald Marqusee | 3:20 |
| 19. | 6/30/36 | Brunswick 7699 | 1936 | These Foolish Things | Holt Marvell and Jack Strachey | 3:17 |
| 20. | 6/30/36 | Brunswick 7729 | 1936 | I Cried for You | Gus Arnheim, Arthur Freed, Abe Lyman | 3:10 |
| 21. | 6/30/36 | Brunswick 7702 | 1936 | Guess Who | Ralph Freed and Burton Lane | 3:08 |
| 22. | 7/10/36 | Vocalion 3276 | 1936 | Did I Remember? | Harold Adamson and Walter Donaldson | 2:49 |
| 23. | 7/10/36 | Vocalion 3276 | 1936 | No Regrets | Harry Tobias and Roy Ingraham | 2:35 |
| 24. | 7/10/36 | Vocalion 3288 | 1936 | Summertime | DuBose Heyward, Ira Gershwin, George Gershwin | 2:53 |
| 25. | 7/10/36 | Vocalion 3288 | 1936 | Billie's Blues | Billie Holiday | 2:38 |

### Disc two

| Track | Recorded | Catalogue | Released | Song Title | Writer(s) | Time |
| 1. | 9/29/36 | Vocalion 3333 | 1936 | A Fine Romance | Dorothy Fields and Jerome Kern | 2:51 |
| 2. | 9/29/36 | Vocalion 3333 | 1936 | I Can't Pretend | Charles Tobias, Paul Rusincky, W. Edward Breuder | 3:03 |
| 3. | 9/29/36 | Vocalion 3334 | 1936 | One, Two, Button Your Shoe | Arthur Johnston and Johnny Burke | 2:47 |
| 4. | 9/29/36 | Vocalion 3334 | 1936 | Let's Call a Heart a Heart | Arthur Johnston and Johnny Burke | 2:59 |
| 5. | 10/21/36 | Brunswick 7762 | 1936 | Easy to Love | Cole Porter | 3:10 |
| 6. | 10/21/36 | Brunswick 7768 | 1936 | With Thee I Swing | Basil Adam, Alex Hyde, Al Stillman | 3:16 |
| 7. | 10/21/36 | Brunswick 7762 | 1936 | The Way You Look Tonight | Dorothy Fields and Jerome Kern | 3:00 |
| 8. | 10/21/36 | Brunswick 7768 | 1936 | Who Loves You? | Benny Davis and J. Fred Coots | 3:13 |
| 9. | 11/19/36 | Brunswick 7789 | 1936 | Pennies from Heaven | Arthur Johnston and Johnny Burke | 3:15 |
| 10. | 11/19/36 | Brunswick 7789 | 1936 | That's Life I Guess | Peter DeRose and Sam M. Lewis | 3:08 |
| 11. | 11/19/36 | Brunswick 7781 | 1936 | I Can't Give You Anything but Love | Dorothy Fields and Jimmy McHugh | 3:26 |
| 12. | 1/12/37 | Vocalion 3431 | 1937 | One Never Knows, Does One? | Mack Gordon and Harry Revel | 3:02 |
| 13. | 1/12/37 | Vocalion 3431 | 1937 | I've Got My Love to Keep Me Warm | Irving Berlin | 2:55 |
| 14. | 1/12/37 | Vocalion 3440 | 1937 | If My Heart Could Only Talk | Walter Samuels, Leonard Whitcup, Teddy Powell | 3:03 |
| 15. | 1/12/37 | Vocalion 3440 | 1937 | Please Keep Me in Your Dreams | Tot Seymour and Vee Lawnhurst | 2:16 |
| 16. | 1/25/37 | Brunswick 7824 | 1937 | He Ain't Got Rhythm | Irving Berlin | 2:49 |
| 17. | 1/25/37 | Brunswick 7824 | 1937 | This Year's Kisses | Irving Berlin | 3:08 |
| 18. | 1/25/37 | Brunswick 7859 | 1937 | Why Was I Born? | Oscar Hammerstein II and Jerome Kern | 2:50 |
| 19. | 1/25/37 | Brunswick 7859 | 1937 | I Must Have That Man | Dorothy Fields and Jimmy McHugh | 2:54 |
| 20. | 2/18/37 | Brunswick 7844 | 1937 | The Mood That I'm In | Abner Silver and Al Sherman | 2:59 |
| 21. | 2/18/37 | Brunswick 7840 | 1937 | You Showed Me the Way | Ella Fitzgerald, Teddy McRae, Chick Webb, Bud Green | 2:58 |
| 22. | 2/18/37 | Brunswick 7844 | 1937 | Sentimental and Melancholy | Johnny Mercer and Richard Whiting | 2:37 |
| 23. | 2/18/37 | Brunswick 7840 | 1937 | My Last Affair | Haven A. Johnson | 3:08 |

### Disc three

| Track | Recorded | Catalogue | Released | Song Title | Writer(s) | Time |
| 1. | 3/31/37 | Brunswick 7867 | 1937 | Carelessly | Nick Kenny, Charles Kenny, Norman Ellis | 3:05 |
| 2. | 3/31/37 | Brunswick 7867 | 1937 | How Could You? | Al Dubin and Harry Warren | 2:29 |
| 3. | 3/31/37 | Brunswick 7877 | 1937 | Moanin' Low | Howard Dietz and Ralph Rainger | 3:03 |
| 4. | 4/1/37 | Vocalion 3543 | 1937 | Where Is the Sun? | John Redmond and Lee David | 2:45 |
| 5. | 4/1/37 | Vocalion 3520 | 1937 | Let's Call the Whole Thing Off | Ira Gershwin and George Gershwin | 2:36 |
| 6. | 4/1/37 | Vocalion 3520 | 1937 | They Can't Take That Away from Me | Ira Gershwin and George Gershwin | 3:02 |
| 7. | 4/1/37 | Vocalion 3543 | 1937 | Don't Know If I'm Comin' or Goin' | Lee Wainer and Lupin Fien | 2:45 |
| 8. | 5/11/37 | Brunswick 7917 | 1937 | Sun Showers | Arthur Freed and Nacio Herb Brown | 3:06 |
| 9. | 5/11/37 | Brunswick 7917 | 1937 | Yours and Mine | Arthur Freed and Nacio Herb Brown | 3:15 |
| 10. | 5/11/37 | Brunswick 7903 | 1937 | I'll Get By | Roy Turk and Fred E. Ahlert | 3:07 |
| 11. | 5/11/37 | Brunswick 7903 | 1937 | Mean to Me | Roy Turk and Fred E. Ahlert | 3:06 |
| 12. | 6/1/37 | Brunswick 7911 | 1937 | Foolin' Myself | Peter Tinturin and Jack Lawrence | 3:00 |
| 13. | 6/1/37 | Brunswick 7911 | 1937 | Easy Living | Leo Robin and Ralph Rainger | 3:02 |
| 14. | 6/1/37 | Brunswick 7926 | 1937 | I'll Never Be The Same | Gus Kahn, Frank Signorelli, Matty Malneck | 3:01 |
| 15. | 6/15/37 | Vocalion 3593 | 1937 | Me, Myself, and I | Irving Gordon, Allen Roberts, Alvin Kaufman | 2:35 |
| 16. | 6/15/37 | Vocalion 3605 | 1937 | A Sailboat in the Moonlight | Carmen Lombardo and John Jacob Loeb | 2:49 |
| 17. | 6/15/37 | Vocalion 3605 | 1937 | Born to Love | Jack Scholl and M.K. Jerome | 2:38 |
| 18. | 6/15/37 | Vocalion 3593 | 1937 | Without Your Love | Johnny Lange and Fred Stryker | 2:51 |
| 19. | 9/13/37 | Vocalion 3701 | 1937 | Getting Some Fun Out of Life | Edgar Leslie and Joseph A. Burke | 3:00 |
| 20. | 9/13/37 | Vocalion 3701 | 1937 | Who Wants Love? | Gus Kahn and Franz Waxman | 2:32 |
| 21. | 9/13/37 | Vocalion 3748 | 1937 | Travelin' All Alone | J. C. Johnson | 2:12 |
| 22. | 9/13/37 | Vocalion 3748 | 1937 | He's Funny That Way | Neil Moret and Richard Whiting | 2:39 |

### Disc four

| Track | Recorded | Catalogue | Released | Song Title | Writer(s) | Time |
| 1. | 11/1/37 | Brunswick 8015 | 1937 | Nice Work If You Can Get It | Ira Gershwin and George Gershwin | 3:07 |
| 2. | 11/1/37 | Brunswick 8015 | 1937 | Things Are Looking Up | Ira Gershwin and George Gershwin | 3:19 |
| 3. | 11/1/37 | Brunswick 8008 | 1937 | My Man | Jacques Charles, Channing Pollock, Albert Willemetz, Maurice Yvain | 3:01 |
| 4. | 11/1/37 | Brunswick 8008 | 1937 | Can't Help Lovin' Dat Man | Oscar Hammerstein II and Jerome Kern | 3:14 |
| 5. | 1/6/38 | Brunswick 8053 | 1938 | My First Impression of You | Charles Tobias and Sam H. Stept | 2:47 |
| 6. | 1/6/38 | Brunswick 8070 | 1938 | When You're Smiling | Mark Fisher, Joe Goodwin, Larry Shay | 2:50 |
| 7. | 1/6/38 | Brunswick 8070 | 1938 | I Can't Believe That You're in Love with Me | Clarence Gaskill and Jimmy McHugh | 2:49 |
| 8. | 1/6/38 | Brunswick 8053 | 1938 | If Dreams Come True | Edgar Sampson, Benny Goodman, Irving Mills | 3:03 |
| 9. | 1/12/38 | Vocalion 3947 | 1938 | Now They Call It Swing | Walter Hirsch, Vaughn De Leath, Norman Cloutier, Lou Handman | 2:58 |
| 10. | 1/12/38 | Vocalion 3947 | 1938 | On the Sentimental Side | Johnny Burke and Jimmy Monaco | 3:03 |
| 11. | 1/12/38 | Vocalion 4029 | 1938 | Back in Your Own Backyard | Al Jolson, Billy Rose, Dave Dreyer | 2:40 |
| 12. | 1/12/38 | Vocalion 4029 | 1938 | When a Woman Loves a Man | Johnny Mercer, Bernie Hanighen, Gordon Jenkins | 2:23 |
| 13. | 5/11/38 | Vocalion 4126 | 1938 | You Go to My Head | J. Fred Coots and Haven Gillespie | 2:52 |
| 14. | 5/11/38 | Vocalion 4126 | 1938 | The Moon Looks Down and Laughs | Bert Kalmar, Sid Silvers, Harry Ruby | 2:55 |
| 15. | 5/11/38 | Vocalion 4151 | 1938 | If I Were You | Bob Emmerich and Buddy Bernier | 2:24 |
| 16. | 5/11/38 | Vocalion 4151 | 1938 | Forget If You Can | Jack Manus, Ken Upham, Leonard Joy | 2:48 |
| 17. | 6/23/38 | Vocalion 4208 | 1938 | Having Myself a Time | Leo Robin and Ralph Rainger | 2:28 |
| 18. | 6/23/38 | Vocalion 4208 | 1938 | Says My Heart | Frank Loesser and Burton Lane | 2:48 |
| 19. | 6/23/38 | Vocalion 4238 | 1938 | I Wish I Had You | Bud Green, Al Stillman, Claude Thornhill | 2:49 |
| 20. | 6/23/38 | Vocalion 4238 | 1938 | I'm Gonna Lock My Heart (and Throw Away the Key) | Jimmy Eaton and Terry Shand | 2:06 |
| 21. | 9/15/38 | Vocalion 4457 | 1938 | The Very Thought of You | Ray Noble | 2:45 |
| 22. | 9/15/38 | Vocalion 4457 | 1938 | I Can't Get Started | Ira Gershwin and Vernon Duke | 2:46 |
| 23. | 9/15/38 | Vocalion 4396 | 1938 | I've Got a Date with a Dream | Mack Gordon and Harry Revel | 2:42 |
| 24. | 9/15/38 | Vocalion 4396 | 1938 | You Can't Be Mine | J. C. Johnson and Chick Webb | 2:21 |

### Disc five

| Track | Recorded | Catalogue | Released | Song Title | Writer(s) | Time |
| 1. | 10/31/38 | Brunswick 8259 | 1938 | Everybody's Laughing | Sammy Lerner and Ben Oakland | 3:00 |
| 2. | 10/31/38 | Brunswick 8259 | 1938 | Here It Is Tomorrow Again | Patrick Gibbons and Roy Ringwald | 2:44 |
| 3. | 10/31/38 | Brunswick 8270 | 1938 | Say It with a Kiss | Harry Warren and Johnny Mercer | 2:34 |
| 4. | 10/31/38 | Brunswick 8265 | 1938 | April in My Heart | Helen Meinardi and Hoagy Carmichael | 3:06 |
| 5. | 10/31/38 | Brunswick 8265 | 1938 | I'll Never Fail You | Irving Taylor and Vic Mizzy | 2:58 |
| 6. | 10/31/38 | Brunswick 8270 | 1938 | They Say | Paul Mann, Stephan Weiss, Edward Heyman | 3:10 |
| 7. | 11/28/38 | Brunswick 8283 | 1938 | You're So Desirable | Ray Noble | 2:51 |
| 8. | 11/28/38 | Brunswick 8281 | 1938 | You're Gonna See a Lot of Me | Al Goodhart, Manny Kurtz, Al Hoffman | 2:57 |
| 9. | 11/28/38 | Brunswick 8281 | 1938 | Hello, My Darling | Frank Loesser and Friedrich Hollaender | 2:43 |
| 10. | 11/28/38 | Brunswick 8283 | 1938 | Let's Dream in the Moonlight | Raoul Walsh and Matty Malneck | 2:53 |
| 11. | 1/20/39 | Vocalion 4631 | 1939 | That's All I Ask of You | Robert E. Pope | 2:56 |
| 12. | 1/20/39 | Vocalion 4631 | 1939 | Dream of Life | Carmen McRae | 2:43 |
| 13. | 1/30/39 | Brunswick 8314 | 1939 | What Shall I Say? | Peter Tinturin | 3:04 |
| 14. | 1/30/39 | Brunswick 8314 | 1939 | It's Easy to Blame the Weather | Sammy Cahn and Saul Chaplin | 2:58 |
| 15. | 1/30/39 | Brunswick 8319 | 1939 | More Than You Know | Vincent Youmans, Billy Rose, Edward Eliscu | 3:05 |
| 16. | 1/30/39 | Brunswick 8319 | 1939 | Sugar | Maceo Pinkard, Sidney Mitchell, Edna Alexander | 2:45 |
| 17. | 3/21/39 | Vocalion 4834 | 1939 | You're Too Lovely to Last | Teddy McRae, Charlie Beal, Earl Fraser | 2:48 |
| 18. | 3/21/39 | Vocalion 4786 | 1939 | Under a Blue Jungle Moon | R. Conway and N. Brisben | 2:55 |
| 19. | 3/21/39 | Vocalion 4786 | 1939 | Everything Happens for the Best | Billie Holiday and Tab Smith | 2:48 |
| 20. | 3/21/39 | Vocalion 4834 | 1939 | Why Did I Always Depend on You? | Teddy McRae | 2:31 |
| 21. | 3/21/39 | Columbia 37586 | 1941 | Long Gone Blues | Billie Holiday | 3:05 |

### Disc six

| Track | Recorded | Catalogue | Released | Song Title | Writer(s) | Time |
| 1. | 7/5/39 | Vocalion 5021 | 1939 | Some Other Spring | Arthur Herzog Jr. and Irene Kitchings | 3:01 |
| 2. | 7/5/39 | Vocalion 5129 | 1939 | Our Love Is Different | Billie Holiday, R. Conway, Basil Alba, Sonny White | 3:13 |
| 3. | 7/5/39 | Vocalion 5021 | 1939 | Them There Eyes | Maceo Pinkard, William Tracey, Doris Tauber | 2:48 |
| 4. | 7/5/39 | Vocalion 5129 | 1939 | Swing Brother Swing | Clarence Williams, Lewis Raymond, Walter Bishop Sr. | 2:54 |
| 5. | 12/13/39 | Vocalion 5377 | 1940 | Night and Day | Cole Porter | 2:58 |
| 6. | 12/13/39 | Vocalion 5377 | 1940 | The Man I Love | Ira Gershwin and George Gershwin | 3:04 |
| 7. | 12/13/39 | Vocalion 5302 | 1939 | You're Just a No Account | Sammy Cahn and Saul Chaplin | 2:58 |
| 8. | 12/13/39 | Vocalion 5302 | 1939 | You're a Lucky Guy | Sammy Cahn and Saul Chaplin | 2:43 |
| 9. | 2/29/40 | Vocalion 5609 | 1940 | Ghost of Yesterday | Arthur Herzog Jr. and Irene Kitchings | 2:37 |
| 10. | 2/29/40 | Vocalion 5481 | 1940 | Body and Soul | Johnny Green, Edward Heyman, Robert Sour, Frank Eyton | 2:57 |
| 11. | 2/29/40 | Vocalion 5481 | 1940 | What Is This Going to Get Us? | Arthur Herzog Jr. and Irene Kitchings | 2:39 |
| 12. | 2/29/40 | Vocalion 5609 | 1940 | Falling in Love Again | Sammy Lerner and Friedrich Hollaender | 2:49 |
| 13. | 6/7/40 | Okeh 5991 | 1941 | I'm Pulling Through | Arthur Herzog Jr. and Irene Kitchings | 3:09 |
| 14. | 6/7/40 | Vocalion 5719 | 1940 | Tell Me More-More-Then Some | Billie Holiday | 3:07 |
| 15. | 6/7/40 | Vocalion 5719 | 1940 | Laughing at Life | Nick Kenny, Charles Kenny, Bob Todd, Cornell Todd | 2:54 |
| 16. | 6/7/40 | Okeh 5991 | 1941 | Time on My Hands (You in My Arms) | Vincent Youmans, Harold Adamson, Mack Gordon | 3:04 |
| 17. | 9/12/40 | Okeh 5831 | 1940 | I'm All for You | Jerry Bresler and Larry Wynn | 3:08 |
| 18. | 9/12/40 | Okeh 5831 | 1940 | I Hear Music | Frank Loesser and Burton Lane | 2:39 |
| 19. | 9/12/40 | Okeh 5806 | 1940 | The Same Old Story | Michael Field, Newt Oliphant | 3:10 |
| 20. | 9/12/40 | Okeh 5806 | 1940 | Practice Makes Perfect | Don Roberts and Ernest Gold | 2:34 |
| 21. | 10/15/40 | Okeh 6064 | 1941 | St. Louis Blues | W.C. Handy | 2:53 |
| 22. | 10/15/40 | Okeh 6064 | 1941 | Loveless Love | W.C. Handy | 3:15 |
| 23. | 3/21/41 | Okeh 6134 | 1941 | Let's Do It | Cole Porter | 2:55 |
| 24. | 3/21/41 | Okeh 6134 | 1941 | Georgia on My Mind | Stuart Gorrell and Hoagy Carmichael | 3:17 |

### Disc seven

| Track | Recorded | Catalogue | Released | Song Title | Writer(s) | Time |
| 1. | 3/21/41 | Okeh 6214 | 1941 | Romance in the Dark | Sam Coslow and Gertrude Niesen | 2:15 |
| 2. | 3/21/41 | Okeh 6214 | 1941 | All of Me | Seymour Simons and Gerald Marks | 3:01 |
| 3. | 5/9/41 | Okeh 6451 | 1941 | I'm in a Low Down Groove | Roy Jacobs | 3:08 |
| 4. | 5/9/41 | Okeh 6270 | 1941 | God Bless the Child | Billie Holiday and Arthur Herzog | 2:58 |
| 5. | 5/9/41 | Columbia 37586 | 1941 | Am I Blue? | Harry Akst and Grant Clarke | 2:50 |
| 6. | 5/9/41 | Okeh 6270 | 1941 | Solitude | Duke Ellington, Eddie DeLange, and Irving Mills | 3:13 |
| 7. | 8/7/41 | Okeh 6369 | 1941 | Jim | Nelson Shawn, Caesar Petrillo, Edward Ross | 3:08 |
| 8. | 8/7/41 | Columbia 37493 | 1945 | I Cover the Waterfront | Johnny Green and Edward Heyman | 2:55 |
| 9. | 8/7/41 | Okeh 6369 | 1941 | Love Me or Leave Me | Walter Donaldson and Gus Kahn | 3:20 |
| 10. | 8/7/41 | Okeh 6451 | 1941 | Gloomy Sunday | Rezső Seress, László Jávor, Sam M. Lewis | 3:11 |
| 11. | 2/10/42 | Harmony 1075 | 1947 | Wherever You Are | Cliff Friend and Charles Tobias | 2:59 |
| 12. | 2/10/42 | Columbia CL6163 | 1950 | Mandy Is Two | Johnny Mercer and Fulton McGrath | 2:59 |
| 13. | 2/10/42 | Harmony 1075 | 1947 | It's a Sin to Tell a Lie | Billy Mayhew | 3:02 |
| 14. | 2/10/42 | Columbia 37493 | 1945 | Until the Real Thing Comes Along | Sammy Cahn, Saul Chaplin, L.E. Freeman, Alberta Nichols, Mann Holiner | 3:08 |
| 15. | 3/12/35 | Legacy C3K 47724 | 1991 | Saddest Tale | Irving Mills and Duke Ellington | 2:53 |
| 16. | 7/10/36 | previously unreleased | | No Regrets (Take 2) | Harry Tobias and Roy Ingraham | 2:35 |
| 17. | 10/21/36 | previously unreleased | | The Way You Look Tonight (Take 1) | Dorothy Fields and Jerome Kern | 3:07 |
| 18. | 10/21/36 | previously unreleased | | Who Loves You? (Take 3) | Benny Davis and J. Fred Coots | 3:14 |
| 19. | 11/19/36 | previously unreleased | | Pennies from Heaven (Take 2) | Arthur Johnston and Johnny Burke | 3:13 |
| 20. | 11/19/36 | previously unreleased | | That's Life I Guess (Take 2) | Peter DeRose and Sam M. Lewis | 3:18 |
| 21. | 4/1/37 | previously unreleased | | They Can't Take That Away from Me (Take 2) | Ira Gershwin and George Gershwin | 2:54 |
| 22. | 4/1/37 | previously unreleased | | Don't Know If I'm Comin' or Goin' (Take 2) | Lee Wainer and Lupin Fien | 2:45 |
| 23. | 5/11/37 | Columbia C3L40 | 1964 | I'll Get By (Take 2) | Roy Turk and Fred E. Ahlert | 3:06 |
| 24. | 5/11/37 | Columbia C3L40 | 1964 | Mean to Me (Take 2) | Roy Turk and Fred E. Ahlert | 3:05 |

### Disc eight

| Track | Recorded | Catalogue | Released | Song Title | Writer(s) | Time |
| 1. | 6/15/37 | Columbia CL6129 | 1951 | Me, Myself, and I (Take 1) | Irving Gordon, Allan Roberts, Alvin Kaufman | 2:35 |
| 2. | 6/15/37 | Columbia CL6163 | 1951 | Without Your Love (Take 2) | Johnny Lange and Fred Stryker | 2:52 |
| 3. | 6/30/37* | Columbia C3L21 | 1964 | They Can't Take That Away from Me | Ira Gershwin and George Gershwin | 3:23 |
| 4. | 6/30/37* | Columbia C3L21 | 1964 | Swing Brother Swing | Clarence Williams, Lewis Raymond, Walter Bishop Sr. | 1:50 |
| 5. | 11/3/37* | Columbia C3L21 | 1964 | I Can't Get Started | Ira Gershwin and Vernon Duke | 2:45 |
| 6. | 1/6/38 | Columbia C3L40 | 1964 | My First Impression of You (Take 3) | Charles Tobias and Sam H. Stept | 2:50 |
| 7. | 1/6/38 | Columbia 36208 | 1945 | When You're Smiling (Take 4) | Mark Fisher, Joe Goodwin, Larry Shay | 3:00 |
| 8. | 1/6/38 | Columbia 36335 | 1945 | I Can't Believe That You're in Love with Me (Alternate take) | Clarence Gaskill and Jimmy McHugh | 2:48 |
| 9. | 1/6/38 | Columbia JG34837 | 1976 | If Dreams Come True (Take 2) | Edgar Sampson and Benny Goodman | 3:03 |
| 10. | 1/12/38 | Columbia C3L40 | 1964 | Now They Call It Swing (Take 1) | Walter Hirsch, Vaughan DeLeath, Norman Cloutier, Lou Handman | 3:04 |
| 11. | 1/12/38 | Columbia C3L21 | 1964 | On the Sentimental Side (Take 1) | Johnny Burke and Jimmy Monaco | 3:04 |
| 12. | 1/12/38 | Columbia JG34837 | 1976 | Back in Your Own Backyard (Take 2) | Al Jolson, Billy Rose, Dave Dreyer | 3:14 |
| 13. | 5/11/38 | previously unreleased | | You Go to My Head (Take 2) | J. Fred Coots and Haven Gillespie | 2:52 |
| 14. | 5/11/38 | previously unreleased | | The Moon Looks Down and Laughs (Take 2) | Bert Kalmar, Sid Silvers, Harry Ruby | 2:54 |
| 15. | 5/11/38 | previously unreleased | | If I Were You (Take 1) | Bob Emmerich and Buddy Bernier | 2:27 |
| 16. | 5/11/38 | previously unreleased | | Forget If You Can (Take 1) | Jack Manus, Ken Upham, Leonard Joy | 2:49 |
| 17. | 6/23/38 | Legacy C3K 47724 | 1991 | Having Myself a Time (Take 2) | Leo Robin and Ralph Rainger | 2:29 |
| 18. | 6/23/38 | Legacy C3K 47724 | 1991 | Says My Heart (Take 2) | Frank Loesser and Burton Lane | 2:43 |
| 19. | 6/23/38 | previously unreleased | | I Wish I Had You (Take 1) | Bud Green, Al Stillman, Claude Thornhill | 2:59 |
| 20. | 6/23/38 | Columbia C3L40 | 1964 | I'm Gonna Lock My Heart (and Throw Away the Key) (Take 2) | Jimmy Eaton and Terry Shand | 2:06 |
| 21. | 9/15/38 | Columbia JG34837 | 1976 | I Can't Get Started (Take 2) | Ira Gershwin and Vernon Duke | 2:46 |
| 22. | 9/15/38 | Columbia JG34837 | 1976 | I've Got a Date with a Dream (Take 2) | Mack Gordon and Harry Revel | 2:41 |

### Disc nine

| Track | Recorded | Catalogue | Released | Song Title | Writer(s) | Time |
| 1. | 10/31/38 | previously unreleased | | April in My Heart (Take 2) | Helen Meinardi and Hoagy Carmichael | 3:12 |
| 2. | 10/31/38 | Columbia C3L40 | 1964 | They Say (Take 2) | Paul Mann, Stephan Weiss, Edward Heyman | 3:03 |
| 3. | 11/28/38 | previously unreleased | | You're So Desirable (Take 2) | Ray Noble | 2:53 |
| 4. | 11/28/38 | previously unreleased | | You're Gonna See a Lot of Me (Take 2) | Al Goodhart, Manny Kurtz, Al Hoffman | 2:58 |
| 5. | 11/28/38 | previously unreleased | | Hello, My Darling (Take 2) | Frank Loesser and Friedrich Hollaender | 2:42 |
| 6. | 11/28/38 | previously unreleased | | Let's Dream in the Moonlight (Take 1) | Raoul Walsh and Matt Malneck | 2:54 |
| 7. | 1/17/39* | Legacy C3K 47724 | 1991 | I Cried for You | Gus Arnheim, Arthur Freed, Abe Lyman | 2:29 |
| 8. | 1/17/39* | Legacy C3K 47724 | 1991 | Jeepers Creepers | Harry Warren and Johnny Mercer | 3:01 |
| 9. | 1/20/39 | previously unreleased | | That's All I Ask of You (Alternate take) | R.E. Pope | 2:58 |
| 10. | 1/30/39 | Columbia C3L40 | 1964 | More Than You Know (Take 2) | Vincent Youmans, Billy Rose, Edward Eliscu | 3:04 |
| 11. | 3/21/39 | previously unreleased | | You're Too Lovely to Last (Take 2) | Teddy McRae, C. Beal, E. Frazer | 3:01 |
| 12. | 3/21/39 | previously unreleased | | Under a Blue Jungle Moon (Take 2) | R. Conway and N. Brisben | 3:03 |
| 13. | 12/13/39 | Legacy C3K 47724 | 1991 | Night and Day (Take 2) | Cole Porter | 3:02 |
| 14. | 2/29/40 | Columbia C3L40 | 1964 | Falling in Love Again (Take 2) | Sammy Lerner and Friedrich Hollaender | 2:46 |
| 15. | 6/7/40 | Columbia C234849 | 1977 | Laughing at Life (Take 2) | Nick Kenny, Charles Kenny, Bob Todd, Cornell Todd | 2:54 |
| 16. | 9/12/40 | Columbia C3L40 | 1964 | I'm All for You (Take 2) | Jerry Bresler and Larry Wynn | 3:27 |
| 17. | 9/12/40 | Columbia C3L40 | 1964 | I Hear Music (Take 2) | Frank Loesser and Burton Lane | 2:39 |
| 18. | 9/12/40 | Columbia C3L40 | 1964 | The Same Old Story (Take 2) | Michael Field, Newt Oliphant | 3:10 |
| 19. | 9/12/40 | previously unreleased | | The Same Old Story (Take 3) | Michael Field, Newt Oliphant | 3:09 |
| 20. | 9/12/40 | Epic SN6042 | 1964 | Practice Makes Perfect (Take 2) | Don Roberts and Ernest Gold | 2:35 |
| 21. | 9/12/40 | Columbia C3L40 | 1964 | Practice Makes Perfect (Take 3) | Don Roberts and Ernest Gold | 2:42 |
| 22. | 9/12/40 | previously unreleased | | Practice Makes Perfect (Take 4) | Don Roberts and Ernest Gold | 2:43 |

### Disc ten

| Track | Recorded | Catalogue | Released | Song Title | Writer(s) | Time |
| 1. | 10/15/40 | previously unreleased | | St. Louis Blues (Take 2) | W.C. Handy | 2:50 |
| 2. | 10/15/40 | previously unreleased | | Loveless Love (Take 2) | W.C. Handy | 3:15 |
| 3. | 3/21/41 | Columbia C234849 | 1977 | Let's Do It (Take 2) | Cole Porter | 2:56 |
| 4. | 3/21/41 | previously unreleased | | Georgia on My Mind (Take 2) | Stuart Gorrell and Hoagy Carmichael | 2:59 |
| 5. | 3/21/41 | previously unreleased | | Georgia on My Mind (Take 3) | Stuart Gorrell and Hoagy Carmichael | 3:05 |
| 6. | 3/21/41 | previously unreleased | | Romance in the Dark (Take 2) | Sam Coslow and Gertrude Niesen | 2:18 |
| 7. | 3/21/41 | previously unreleased | | Romance in the Dark (Take 3) | Sam Coslow and Gertrude Niesen | 2:14 |
| 8. | 3/21/41 | previously unreleased | | Romance in the Dark (Take 4) | Sam Coslow and Gertrude Niesen | 2:26 |
| 9. | 3/21/41 | Columbia C234849 | 1977 | All of Me (Take 2) | Seymour Simons and Gerald Marks | 2:59 |
| 10. | 3/21/41 | Columbia C234849 | 1977 | All of Me (Take 3) | Seymour Simons and Gerald Marks | 3:57 |
| 11. | 5/9/41 | Time-Life STL3 | 1978 | God Bless the Child (Take 2) | Billie Holiday and Arthur Herzog | 2:58 |
| 12. | 5/9/41 | Legacy C3K 47724 | 1991 | God Bless the Child (Take 3) | Billie Holiday and Arthur Herzog | 2:32 |
| 13. | 5/9/41 | previously unreleased | | Am I Blue? (Take 2) | Harry Akst and Grant Clarke | 2:45 |
| 14. | 5/9/41 | previously unreleased | | Am I Blue? (Take 3) | Harry Akst and Grant Clarke | 2:45 |
| 15. | 8/7/41 | previously unreleased | | Jim (Take 2) | Nelson Shawn, Caesar Petrillo, Edward Ross | 3:04 |
| 16. | 8/7/41 | previously unreleased | | Gloomy Sunday (Take 2) | Rezső Seress, László Jávor, Sam M. Lewis | 3:12 |
| 17. | 8/7/41 | previously unreleased | | Wherever You Are (Take 2) | Cliff Friend and Charles Tobias | 2:59 |
| 18. | 8/7/41 | previously unreleased | | Mandy Is Two (Take 2) | Johnny Mercer and Fulton McGrath | 2:59 |
| 19. | 8/7/41 | previously unreleased | | It's a Sin to Tell a Lie (Take 2) | Billy Mayhew | 3:08 |
| 20. | 8/7/41 | previously unreleased | | It's a Sin to Tell a Lie (Take 3) | Billy Mayhew | 3:07 |
| 21. | 8/7/41 | Legacy C3K 47724 | 1991 | Until the Real Thing Comes Along (Take 2) | Sammy Cahn, Saul Chaplin, Alberta Nichols, Mann Holiner | 3:18 |
| 22. | 1/26/44* | V-Disc 672 | 1948 | Do Nothing 'Til You Hear from Me | Bob Russell and Duke Ellington | 4:58 |
| 23. | 1/26/44* | V-Disc 28 | 1948 | I Love My Man | Billie Holiday | 4:05 |
* live recordings