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"They Can't Take That Away from Me" is a 1937 popular song with music by George Gershwin and lyrics by Ira Gershwin. It was introduced by Fred Astaire in the 1937 film Shall We Dance and gained huge success.

Overview

The song is performed by Astaire on the lonely foggy deck of a ferry from New Jersey to Manhattan. It is sung to Ginger Rogers, who remains silent listening throughout. No dance sequence follows, which was unusual for the Astaire-Rogers numbers. Astaire and Rogers did dance to it later in their last movie The Barkleys of Broadway (1949) in which they played a married couple with marital issues. The song, in the context of Shall We Dance, notes some of the things that Peter (Astaire) will miss about Linda (Rogers). The lyrics include "the way you wear your hat, the way you sip your tea", and "the way you hold your knife, the way we danced till three". Each verse is followed by the line "no, no, they can't take that away from me". The basic meaning of the song is that even if the lovers part, though physically separated the nostalgic memories cannot be forced from them. Thus, it is a song of mixed joy and sadness.

The verse references the song "The Song Is Ended (but the Melody Lingers On)" by Irving Berlin:

Our romance won't end on a sorrowful note, though by tomorrow you're gone. The song is ended, but as the songwriter wrote, 'the melody lingers on'. They may take you from me, I'll miss your fond caress, but though they take you from me I'll still possess....

George Gershwin died two months after the film's release, and he was posthumously nominated for the Academy Award for Best Original Song at the 1937 Oscars but lost out to "Sweet Leilani" which had been made tremendously popular by Bing Crosby.

The song is featured in Kenneth Branagh's musical version of Shakespeare's Love's Labour's Lost (2000), in Stephen Herek's Mr. Holland's Opus (1995), and in Barry Levinson's Rain Man (1988). The melodic hardcore band Strung Out also sampled the song for the intro of "Analog", the opening track on their 2004 album Exile in Oblivion.

Other recordings

• Fred Astaire with Johnny Green and His Orchestra – recorded March 14, 1937
• Billie Holiday – recorded in New York on April 1, 1937
• Artie Shaw – Hollywood, July 14, 1945
• Bing Crosby (recorded November 12, 1947) – included in the album Bing Crosby Sings Songs by George Gershwin.
• Charlie Parker – July 5, 1950, Charlie Parker with Strings
• Mary Lou Williams – The London Sessions (1953)
• Erroll Garner – recorded in Carmel-by-the-Sea, 1955 in "Concert By The Sea"
• Ella Fitzgerald – recorded in 1956 with Louis Armstrong for Ella and Louis and in 1959 for Ella Fitzgerald Sings the George and Ira Gershwin Songbook
• Mel Tormé – Mel Tormé Sings Fred Astaire (1956)
• Oscar Peterson – Pastel Moods (1956)
• June Christy – for June's Got Rhythm recorded in 1958
• Lester Young with Roy Eldridge and Harry "Sweets" Edison – Laughin' to Keep from Cryin' (1958)
• Frank Sinatra for his 1954 album Songs for Young Lovers and for his 1962 album Sinatra and Swingin' Brass
• Tony Bennett – on Steppin' Out (1993), a Fred Astaire tribute album; a duet with Elvis Costello on Bennett's MTV Unplugged (1994); a duet with Diana Krall on Bennett and Krall's Love Is Here to Stay (2018)
• Lisa Stansfield for The Glory of Gershwin (1994)
• Tina May – It Ain't Necessarily So (1995)
• Diana Krall – Love Scenes (1997)
• Robbie Williams with Rupert Everett – Swing When You're Winning (2001)
• Rod Stewart – It Had to Be You: The Great American Songbook (2002)
• Eliane Elias – Bossa Nova Stories (2008)
• Brian Wilson – Brian Wilson Reimagines Gershwin (2010)
• Cliff Richard – Bold As Brass (2010)
• Stacey Kent – Dreamer In Concert (2011)
• Cuban-American singer Gloria Estefan included a cover of this song in her 2013 album The Standards
• Todd Gordon and Janet Seidel with the Royal Air Force Squadronaires big band (2012)
• Van Morrison covered this song in the album Versatile (2017)
• Piero Cusato – recording from SoundCloud

See also

• List of 1930s jazz standards
• Great American Songbook
• 1937 in music

References

1. Library of Congress. Copyright Office. (1937). Catalog of Copyright Entries 1937 Musical Compositions New Series Vol 32 Pt 3 For the Year 1937. United States Copyright Office. U.S. Govt. Print. Off.
2. "Cover versions of They Can't Take That Away from Me by Fred Astaire with Johnny Green and His Orchestra | SecondHandSongs". secondhandsongs.com. Retrieved 2021-08-04.
3. "BRUNSWICK 78rpm numerical listing discography: 7500 - 8000". www.78discography.com. Retrieved 2022-03-20.
4. Horton, Matthew (2015). "Fred Astaire - "They Can't Take That Away From Me". In Dimery, Robert (ed.). 1001 Songs You Must Hear Before You Die. New York: Universe. p. 54.
5. Browne, Ray Broadus; Ambrosetti, Ronald J. (1993). Continuities in Popular Culture: The Present in the Past & the Past in the Present and Future. Popular Press. ISBN 9780879725938.
6. ^ Gioia, Ted (2012). The Jazz Standards: A Guide to the Repertoire. New York City: Oxford University Press. pp. 430–432. ISBN 978-0-19-993739-4.
7. "A Bing Crosby Discography". BING magazine. International Club Crosby. Retrieved July 22, 2017.
8. "Erroll Garner: The Complete "Concert by the Sea" (Columbia/Legacy 20842)". 5 March 2019.
9. They Can't Take That Away From Me (2:40) - June Christy. Retrieved 2024-05-08 – via www.youtube.com.
10. "Tina May – It Ain't Necessarily So: Overview". AllMusic. Retrieved April 1, 2022.

v t e George Gershwin
Albums	Gershwin Plays Gershwin: The Piano Rolls
Ballets	An American in Paris Gershwin Piano Concerto Three Preludes Who Cares?
Operas	Blue Monday (1922) Porgy and Bess (1935)
Orchestral works	Rhapsody in Blue (1924) Concerto in F (1925) An American in Paris (1928) Second Rhapsody (1931) Cuban Overture (1932) Strike Up the Band (1934) Hoctor's Ballet (1937)
Piano compositions	Three Preludes (1926) French Ballet Class (1937)
Songs	"Aren't You Kind of Glad We Did?" "(I've Got) Beginner's Luck" "Bidin' My Time" "Blah Blah Blah" "Boy Wanted" "Boy! What Love Has Done to Me!" "But Not for Me" "By Strauss" "Clap Yo' Hands" "Do It Again" "Doin' Time" "Embraceable You" "Fascinating Rhythm" "A Foggy Day" "For You, For Me, For Evermore" "Funny Face" "'The Half of It, Dearie' Blues" "He Loves and She Loves" "How Long Has This Been Going On?" "I Can't Be Bothered Now" "I Got Rhythm" "I Was Doing All Right" "I've Got a Crush on You" "Isn't It a Pity?" "Just Another Rhumba" "Let's Call the Whole Thing Off" "Let's Kiss and Make Up" "Liza (All the Clouds'll Roll Away)" "Looking for a Boy" "Lorelei" "Love Is Here to Stay" "Love Is Sweeping the Country" "Love Walked In" "The Man I Love" "My Cousin in Milwaukee" "My One and Only" "Nice Work If You Can Get It" "Of Thee I Sing" "Oh, Lady Be Good!" "Oh, So Nice!" "The Real American Folk Song (is a Rag)" "'S Wonderful" "Sam and Delilah" "Slap That Bass" "Somebody from Somewhere" "Somebody Loves Me" "Someone to Watch Over Me" "Soon" "Stairway to Paradise" "Stiff Upper Lip" "Strike Up the Band" "Summertime" "Swanee" "That Certain Feeling" "They All Laughed" "They Can't Take That Away from Me" "Things Are Looking Up" "Tra-la-la" "Treat Me Rough" "Walking the Dog" "Who Cares?" "You've Got What Gets Me"
Tribute albums	Brian Wilson Reimagines Gershwin By George Ella Fitzgerald Sings the George and Ira Gershwin Song Book Ella Sings Gershwin Gershwin Live! Gershwin's World The Glory of Gershwin Ira, George and Joe Nice Work If You Can Get It Oscar Peterson Plays the George Gershwin Songbook Red Hot + Rhapsody: The Gershwin Groove Rosemary Clooney Sings the Lyrics of Ira Gershwin
Related articles	Gershwin Prize Ira Gershwin (brother) Arthur Gershwin (brother) Frances Gershwin (sister) Gershwin Theatre
List of compositions by George Gershwin Category:George Gershwin

• Songs about nostalgia
• 1937 songs
• 1937 singles
• 1930s jazz standards
• Ella Fitzgerald songs
• Frank Sinatra songs
• Fred Astaire songs
• Mildred Bailey songs
• Lisa Stansfield songs
• Pop standards
• Songs about old age
• Songs about parting
• Songs with music by George Gershwin
• Songs with lyrics by Ira Gershwin
• Songs written for films