Let's Fall in Love

By Harold Arlen & Ted Koehler

1933

A major hit from the powerhouse duo of composer Arlen and lyricist Koehler (pictured, Koehler on the right), most popularly known for "Stormy Weather" and other early Cotton Club tunes. It was introduced by Eddy Duchin as a lilting ballad, but later turned into a swinging number when it became more of a jazz standard in the 1950s.

Lyrics:

I have a feeling, it's a feeling,
I'm concealing, I don't know why
It's just a mental, incidental, sentimental alibi
But I adore you
So strong for you
Why go on stalling
I am falling
Our love is calling
Why be shy?

Let's fall in love
Why shouldn't we fall in love?
Our hearts are made of it
Let's take a chance
Why be afraid of it

Let's close our eyes and make our own paradise
Little we know of it, still we can try
To make a go of it

We might have been meant for each other
To be or not be
Let our hearts discover

Let's fall in love
Why shouldn't we fall in love
Now is the time for it, while we are young
Let's fall in love!

Recorded By:

Frank Sinatra
Ella Fitzgerald
Shirley Bassey
Diana Krall
Lee Wiley

 

 

It's Only a Paper Moon

By Harold Arlen, E.Y. "Yip" Harburg & Billy Rose
1933

Initially written for the 1933 Broadway flop The Great Magoo, this Arlen/Harburg gem was included in the film Take a Chance later that same year. It also received its first recording courtesy of the Paul Whiteman orchestra. It didn't really pick up steam until the World War II years, when it became a standard thanks to versions by Ella Fitzgerald and Nat Cole. It has become a jazz improvisation favorite, and was notably included in Tennessee Williams' A Streetcar Named Desire. A light and airy tune with a lovely, whimsical lyric.

Lyrics:

It is only a paper moon
hanging over a cardboard sea,
But it wouldn't be make believe
If you believed in me.

It is only a canvas sky
sailing over a muslin tree,
But it wouldn't be make believe
If you believed in me.

Without your love,
It's a honky-tonk parade.
Without your love,
It's a melody played in a penny arcade.

It's a Barnum and Bailey world,
Just as phony as it can be,
But it wouldn't be make believe
If you believed in me.

Recorded By:

Frank Sinatra
Nat King Cole
Ella Fitzgerald
Tony Bennett
Coleman Hawkins

One for My Baby (And One More for the Road)

By Harold Arlen & Johnny Mercer
1943

Arguably the finest product of the legendary teaming of Arlen and Mercer, two songwriters of equally titanic stature. It has become the all-time classic saloon song, thanks in great part to its iconic interpretation by Frank Sinatra, who turned it into something of a performance piece. However, it was originally written for Fred Astaire, who introduced it in the musical film The Sky's the Limit. It doesn't get any better than Arlen's laconic, smoky melody paired up with Mercer's timeless, aching lyric...

Lyrics:

Its quarter to three,
There's no one in the place, except you and me.
So set 'em up, Joe,
I got a little story I think you oughtta know.

We're drinking my friend
To the end of a brief episode.
So make it one for my baby,
And one more for the road.

I know the routine,
Put another nickel in the machine.
I'm feeling so bad,
Won't you make the music easy and sad?

I could tell you a lot,
But you gotta to be true to your code.
So make it one for my baby,
And one more for the road.

You'd never know it,
But buddy I'm a kind of poet,
And Ive got a lot of things I wanna say.
And if I'm gloomy, please listen to me
Till it's all all talked away.

Well, that's how it goes,
And Joe, I know you're getting anxious to close.
So thanks for the cheer,
I hope you didn't mind
My bending your ear.

But this torch that I found,
Its gotta be drowned,
Or it soon might explode.
So make it one for my baby,
And one more for the road.

Recorded By:

Tony Bennett
Perry Como
Billie Holiday
Frankie Laine
Iggy Pop

That Old Black Magic

By Harold Arlen & Johnny Mercer
1942

Lyricist Mercer, deeply in love with Judy Garland, and an on-and-off paramour of the iconic singer/actress, allegedly wrote the lyrics to this Arlen tune for her. One of the finest products of the legendary Arlen/Mercer collaboration, it was actually introduced on record by Garland herself. It remains one of the most recognizable standards to this day.

Lyrics:

That old black magic has me in its spell, that old black magic that you weave so well.
Those icy fingers up and down my spine,
That same old witchcraft when your eyes meet mine.

The same old tingle that I feel inside, and then that elevator starts its ride,
And down and down I go, round and round I go, like a leaf that's caught in the tide.

I should stay away, but what can I do?
I hear your name and I'm aflame.
Aflame with such a burning desire that only your kiss can put out the fire.

For you're the lover I have waited for, the mate that fate had me created for.
And every time your lips meet mine, darling, down and down I go, round and round I go,
In a spin, loving the spin I'm in, under that old black magic called love.

Recorded By:

Frank Sinatra
Ella Fitzgerald
Glenn Miller
Sammy David Jr.
Louis Prima & Keely Smith

Come Rain or Come Shine

By Harold Arlen & Johnny Mercer
1946

One of the all-time classic songs Arlen composed with various partners for African-American musical revues, this one was written for St. Louis Woman. However, it was actually introduced on record by the Tommy Dorsey orchestra (Sy Oliver vocalist) two months before the show opened. Martin Scorsese would twist the Mercer lyric into an ode to obsessive fandom for his 1983 film The King of Comedy.

Lyrics:

I'm gonna love you,
Like nobody's loved you,
Come rain, or come shine.
Happy together, unhappy together,
Now won't that be fine?

Days may be cloudy or sunny,
We're in or we're out of the money,
But I'm with you always,
I'm with you, come rain or shine.

I'm gonna love,
Like nobody's loved you,
Come rain, or come shine.
High as a mountain, deep as a river,
Now won't that be fine?

I guess when you met,
It was just one of those things.
But don't ever bet me,
Cause I'm gonna be true, if you let me.

You're gonna love me,
Like nobody's loved me,
Come rain, or come shine.
Happy together, unhappy together,
And won't it be fine?

Days may be cloudy or sunny,
We're in or we're out of the money,
But I'll love you always,
I'm with you, rain or shine.

Recorded By:

Billie Holiday
Frank Sinatra
Ray Charles
Dinah Washington
Dexter Gordon

I Gotta Right to Sing the Blues

By Harold Arlen & Ted Koehler
1932

A popular jazz and blues standard by the Arlen/Koehler team, which as far as I know was not part of their revues, but rather a stand-alone song. It was introduced by Louis Armstrong, but soon became more closely associated with Jack Teagarden, who made it his theme song. A great example of the knack the Jewish Arlen for bluesy, African-American styled melodies.

Lyrics:

I gotta right to sing the blues
I gotta right to feel low-down
I gotta right to hang around
Down around the river

A certain gal in this old town
Keeps draggin' my poor (old) heart around
All I see, for me is - misery

I gotta right to sing the blues
I gotta right to moan and sigh
I gotta right to sit and cry
Down around the river

I know the deep blue sea
Will soon be callin' me
It must be love - say what you choose
I gotta right to sing the blues

Recorded By:

Frank Sinatra
Benny Goodman
Billie Holiday
Art Tatum
Earl Hines

Last Night When We Were Young

By Harold Arlen & E.Y. Harburg
1935

Specifically written for the singing actor Lawrence Tibbett by Arlen (pictured) and his frequent associate Harburg, it was introduced by Tibbett in the film Metropolitan. Harburg's powerful lyric deals with a couple who fall in love at the wrong time in their lives. Legend has it then when the bombastic Tibbett heard Sinatra's version 20 years later, he exclaimed, "Oooohhh...I see," as if to say, "So that's how it's supposed to be sung!"

Lyrics:

Last night when we were young
Love was a star, a song unsung
Life was so new, so real so right
Ages ago last night

Today the world is old
You flew away and time grew cold
Where is that star that shone so bright
Ages ago last night?

To think that spring had depended
On merely this: a look, a kiss
To think that something so splendid
Could slip away in one little daybreak

So now, let's reminisce
And recollect the sighs and the kisses
The arms that clung

When we were young last night.

Recorded By:

Judy Garland
Carly Simon
Tony Bennett
Sarah Vaughan
Tierney Sutton

Stormy Weather

By Harold Arlen & Ted Koehler
1933

One of the giants of American popular song, it was written for Ethel Waters to perform at the Cotton Club. However, it would go on to be most closely associated with Lena Horne, after she recorded it (for the first of five times) in 1941. The blues-tinged standard is a flawless expression of disappointment and longing.

Lyrics:

Don't know why there's no sun up in the sky.
Stormy weather--
Since my man and I ain't together,
Keeps rainin' all the time.

Life is bare, gloom and mis'ry everywhere.
Stormy weather--
Just can't get my poor self together,
I'm weary all the time.
So weary all the time.

When he went away, the blues walked in and met me.
If he stays away, old rockin' chair will get me.
All I do is pray the Lord above will let me
Walk in the sun once more.

Cant go on, ev'ry thing I had is gone.
Stormy weather--
Since my man and I ain't together,
Keeps rainin' all the time.

Recorded By:

Billie Holiday
Etta James
Frank Sinatra
Judy Garland
Django Reinhardt

Happiness Is a Thing Called Joe

By Harold Arlen & E.Y. "Yip" Harburg
1940

The same duo that composed the score for The Wizard of Oz wrote this song the following year for another MGM musical, this time the first all-black musical committed to the silver screen. It was written for Ethel Waters, the dependable, matronly protagonist who must secure Eddie "Rochester" Anderson from the temptations of the beguiling Lena Horne.

Lyrics:

It seem like happiness is just a thing called Joe.
He's got a smile that makes the lilacs want to grow.
He's got a way that makes the angels heave a sigh
When they know little Joe's passing by.

Sometimes the cabin's gloomy and the table's bare,
But then he'll kiss me and it's Christmas everywhere.
Troubles fly away and life is easy go.
Does he love me good? That's all I need to know.
Seems like happiness is just a thing called Joe.

Recorded By:

Rosemary Clooney
Peggy Lee
Bette Midler
Ella Fitzgerald
Nancy Wilson

Get Happy

By Harold Arlen & Ted Koehler
1930

This was the first collaboration of Cotton Club legends Arlen & Koehler, who composed it for Ruth Etting in the 1930 show The Nine-Fifteen Revue. It would become most associated with Judy Garland thanks to her iconic performance of it 20 years later in MGM's Summer Stock. The Abe Lyman recording was used as the original theme music for the Warner Bros.' cartoons. The title refers to the old gospel tradition of being touched by the Holy Spirit.

Lyrics:

Forget your troubles,
Come on, get happy!
You better chase all your cares away.
Shout Hallejulah,
Come on, get happy!
Get ready for the judgment day.

The sun is shinin',
Come on, get happy!
The lord is waitin' to take your hand.
Shout Hallejulah,
Come on, get happy!
We're going to the promised land.

We're headin' across the river
To wash your sins away in the tide.
It's all so peaceful
On the other side.

Forget your troubles,
Come on, get happy!
You better chase all your cares away.
Shout Hallejulah,
Come on, get happy!
Get ready for the judgement day.

Recorded By:

Frank Sinatra
Ella Fitzgerald
Benny Goodman
Art Tatum
June Christy

Hit the Road to Dreamland

By Harold Arlen & Johnny Mercer
1942

If ever there was a movie intended to warm the hearts of Americans shocked by the onset of war, it was The Star-Spangled Rhythm, and if ever there was a song intended to do that as well, it was this one, the centerpiece of the picture. Sung in the film by Dick Powell and Mary Martin, it's a classic example of both Arlen's mastery of jazz rhythms and Mercer's expert feel for colloquial language.

Lyrics:

Bye, bye baby,
Time to hit the road to dreamland.
You're my baby--
Dig you in the Land of Nod.

Hold tight, baby,
We'll be swinging up in dreamland.
All night baby,
Where the little cherubs trod.

Look at that knocked-out moon.
You been a-blowing his top in the blue--
Never saw the likes of you,
What an angel!

Bye, bye baby,
Time to hit the road to dreamland.
Don't cry, baby,
It was divine,
But the rooster has finally crowed--
Time to hit the road.

Recorded By:

Dean Martin
Dr. John
Jane Monheit
Betty Hutton
Perry Como

Between the Devil and the Deep Blue Sea

By Harold Arlen & Ted Koehler
1931

Composed for Rhyth-Mania, the first of four Cotton Club revues by Arlen & Koehler, this clever, uptempo tune was introduced on stage by Aida Ward, and first recorded by Cab Calloway (who was also in the show) later in 1931. It has remained a popular standard among jazz performers ever since. Among the other classics the duo wrote for the Harlem hot spot were "Stormy Weather", "I've Got the World on a String", "Ill Wind" and "I Got a Right to Sing the Blues".

Lyrics:

I don't want you,
But I hate to lose you.
You've got me in between
The devil and the deep blue sea.

I forgive you,
'Cause I cant forget you.
You've got me in between
The devil and the deep blue sea.

I ought to cross you off my list,
But when you come a-knocking at my door,
Fate seems to give my heart a twist,
And I come running back for more

I should hate you,
But I guess I love you.
You've got me in between
The devil and the deep blue sea.

Recorded By:

Ella Fitzgerald
Thelonious Monk
George Harrison
Frank Sinatra
Louis Armstrong