1.Valdez In The Country (Lee Ritenour)
2.Guitar Player (B.B.King)
3.Django (Joe Pass)
4.Two More For The Blues (Barney Kessel & Herb Ellis)
5.Toronto Under The Sign Of Capricorn
6.Spain (Larry Coryell)
7.Two Track Trip (Joe Pass)
8.Feelings
9.Samba For Sarah(Laurindo Almeida)
10.Counting My Tears (B.B.King)
11.Autumn In New York (Larry Coryell)
12.Shivers
13.Funkville U.S.A. (Irving Ashby & Johm Collins)
14.Tea For Two (Barney Kessel & Herb Ellis)
15.Bertha Baptist (Lee Ritenour)
16.Lament In Tremolo Form (Laurindo Almeida)
17.Alison ll (Joe Pass)
18.Contrary-ness (Barney Kessel & Herb Ellis)

· Joe is heard on 3, 7 & 17. Recorded on October 18, 1976 in Universal City.
· Joe play duo with himself by overdubbed on his playing on17