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This side was produced in Kansas City, Missouri on November 27th 1930 featuring Bennie Moten director, Jimmy Rushing vocals, Ed Lewis, Booker Washington and Hot Lips Page trumpets, Thamon Hayes and Eddie Durham trombones, Harlan Leonard and Jack Washington clarinet & alto sax, Woody Walder clarinet & tenor sax, Count Basie Piano, Ira 'Buster' Moten accordion, Leroy Berry banjo, Vernon Page tuba, and Willie McWashington drums.
*"Won't You Be My Baby?" was co-written by Bennie Moten and James Rushing.
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