Side one
1. "Once Upon A Time"
2. "Fairy Tale High"
3. "Faster And Faster To Nowhere"
4. "Spring Affair"
5. "Rumour Has It"
6. "I Love You"
Side two
7. "Only One Man"
8. "I Remember Yesterday"
9. "Love's Unkind"
10. "The Man I Love"/"I Got It Bad (And That Ain't Good)"/"Some Of These Days"
11. "The Way We Were"
12. "Mimi's Song"
Side three
1. "Try Me, I Know We Can Make It"
2. "Love To Love You Baby"
3. "I Feel Love"
4. "Last Dance"
Side four
5. "MacArthur Park"/"One Of A Kind"/"Heaven Knows/"MacArthur Park (Reprise)"