Frank Cries .......... Mark Adler

Somewhere Over The Rainbow .......... Kaulana Kanekoa & Vince Esquire

Zip Gun Bop .......... Royal Crown Revue

Bella Luna .......... Robert J. Walsh

Cha Cha Charlie .......... Mel Young

Ciribiribin .......... Mark Adler

Joyous Shades Of Brilliant Magenta/Hey Bread Man .......... Mark Adler

Begin The Beguine .......... Mark Adler

Steve's Story .......... Mark Adler

Pedro Goes To Town .......... Mel Young

Dr. Bones .......... Cherry Poppin' Daddies

Rita's Clothes .......... Mark Adler

Getting Sentimental Over You .......... Mark Adler

Scattering The Ashes .......... Mark Adler

Moonbeams .......... Bill Le Blanc & Robert J. Walsh

Swing Tango .......... Moody Rivers

Baile Fresco .......... Scott Nickoley & Ronald Dunlap

Frank & Meredith .......... Mark Adler

On The Sunny Side Of The Street .......... Louis Armstrong & His Orchestra

Instrumental

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This town shuts down too damn soon
(We don't like it, we don't like it)
No dancin' room and no saloon
(We don't like it, we don't like it)
Got the itch, gotta scratch
Man there's just one catch
2 a.m. ain't good enough for me
If you want to know the score
When you're steppin' out the door
Grab the cash, forget the old ID
Just hang with me and you'll be singin'
Whoa, everybody knows
If you're thirsty after three
Got to talk to Mister Lee
Now Lee's a big ole' cat
With a big ole' baseball bat
All he wants is plenty dough-re-mi
Now the kids they wanna ball
And they hate to hear last call
Time to go and check on Mr. Lee
And we'll find a place where we can sing out
Whoa, everybody knows
Well if you're thirsty after three

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Eight ball in the pocket with a voodoo moan
You can't trust him 'cause he's never alone
Then he'll start talkin' chicken shit
And grab your fuzzy dice
That's when my hounds begin to howl
That's when my dog begins to growl
Don't be shy, take off your towel
And get to slammin'

Dr Bones Dr. Bones Dr. Bones
I loves you Dr. Bones
Shake shake shake, shake and rattle
Rattle them Dr Bones
Come on and shake shake shake and rattle
Rattle them Dr. Bones

He'll get sniffin' when your fish is gashed
He likes you best when your banana's mashed
He's only happy with your girlfriend's pie
And his bony fingers up your ass
He's breakin' eggs all over the place
Don't tell me you're my friend
Just get the fuck out of my face
You got me pukin' in the kitchen sink
I've lost my baby and I've had too much to drink

Shake shake shake, shake and rattle
Rattle them Dr Bones
Come on and shake shake shake and rattle
Rattle them Dr Bones

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Grab your coat and get your hat
Leave your worries on the doorstep
Life can be so sweet
On the sunny side of the street

Can't you hear the pitter-pat
And that happy tune is your step
Life can be complete
On the sunny side of the street

I used to walk in the shade with my blues on parade
But I'm not afraid...this rover's crossed over

If I never had a cent
I'd be rich as rockefeller
Gold dust at my feet
On the sunny side of the street

(instrumental break)

I used to walk in the shade with them blues on parade
Now I'm not afraid... this rover has crossed over

Now if I never made one cent
I'll still be rich as rockefeller
There will be goldust at my feet
On the sunny
On the sunny, sunny side of the street