Oh, Lady, Be Good!

Written: 1924

Music by: George Gershwin

Words by: Ira Gershwin

Written for: Lady, Be Good
(show)

On the Main Stage at Cafe Songbook

Two Twenty-First Century Live Performances

The Ray Brown Trio Featuring Regina Carter, Violin

performing

"Oh, Lady, Be Good!"

with Ray Brown, Bass; Larry Fuller, piano &
George Fludas, drums
at the Ray Brown 75th Birthday Concert, 2001

Regina Carter recorded "Oh, Lady, Be Good"
on her 1999 album Rhythms of the Heart.

The John Pizzarelli Quartet

performing

"Oh, Lady, Be Good!"

with John Pizzarelli guitar and vocal; Larry Fuller, piano; Tony Tedesco, drums; Martin Pizzarelli, bass
(March, 2012, Tbilisi, Georgia)

The Pizzarelli clan has a later recording of
"Oh, Lady, Be Good," and it is included on their album Pizzarelli Party (2009) -- (See below.)

More Performances of "Oh, Lady Be Good!"
in the Cafe Songbook Record/Video Cabinet
(Video credit)

Cafe Songbook Reading Room

"Oh, Lady Be Good!"

Critics Corner || Lyrics Lounge

As has been pointed out on the Cafe Songbook page for "Somebody Loves Me," 1924 was a pivotal year both for the Gershwin brothers as well as for Broadway itself. It was the year George ceased writing songs for revues and ventured completely into the realm of the bookmusical, what later became known as the musical comedy, the form that dominated American musical theater for the remainder of the century. It was also the year that George and Ira took up writing as a team on a permanent basis. These changes culminated in the writing of the score for the show Lady, Be Good!, which opened on Broadway at the Liberty Theater on December 1, 1924, a date by which the year had seen some forty other musicals open on the Great White (and by 21st century standards, unimaginably busy) Way. Furthermore, George Gershwin's fame had burst forth in 1924 as much from his performances of his Rhapsody in Blue -- both in concert halls and in private salons (where he played it by request seemingly endlessly). And, as Walter Rimler sums up Gershwin in 1924, "His worldwide fame had begun--only to be compounded when, [at the end of that magical year], he had a huge triumph on Broadway -- the musical Lady, Be Good!, which made stars of Fred and Adele Astaire, and for which he and Ira wrote "Fascinating Rhythm," "Oh, Lady, Be Good!" and "The Man I Love," establishing themselves as a composer-lyricist team in the vanguard of those who were about to usher in the golden age of American popular song" (Rimler, p. 6).

This recording of "Oh, Lady Be Good!" by the Carl Fenton Orchestra was made during the same month, Dec. 1924, that the show, Lady Be Good, starring Adele and Fred Astaire, opened on Broadway.

Even though changes taking place in the American musical theater were making it modern in several profound senses, the influence of the past was still deeply felt on Broadway. This was evidenced by the fact that operetta, that throwback to the more romantic and sentimental tastes of the nineteenth century, was the musical theater form that still proved most popular, being led in 1924 by Rudolf Friml's Rose Marie and Sigmund Romberg's The Student Prince. And even most of the shows with a more contemporary flavor still had books that were little more than vehicles to support their songs instead of songs that were integratedinto the plot. These even included productions with scores by the likes of Irving Berlin, Jerome Kern, Vincent Youmans, Noble Sissle and Eubie Blake. The Gershwins' Lady, Be Good, whose plot was still, in the words of Wilfred Sheed, "simpleminded" and a long way from what would come later in the decade (Sheed, p. 61), was one of the few shows, and certainly the most successful, that could claim to be on some level a modern musical comedy. Gerald Mast characterizes the qualities that distinguished Lady, Be Good as modern: It was "bright and breezy . . . with topical themes (like bootlegging) and topical settings (from a Long Island mansion to the wild west), small casts, amiable jokes, flippant themes, Astaire dancing, and songs, songs, songs" (Mast, p. 76).

Kathleen Riley in her biography of the Astaires (Fred and Adele) elaborates on the show's contemporary qualities and provides Fred's own sense of the show's modernism.

Lady, Be Good! was no less a milestone than the first performance of Rhapsody in Blue, for it changed the American musical, carrying with it a new sound, a new verve and sophistication, and a new spirit, boldly and authentically twentieth-century. As Fred maintained: "This was no hackneyed ordinary musical comedy. It was slick and tongue in cheek, a definite departure in concept and design" (Riley, p. 98-99).

Nevertheless, the book for Lady Be Good! would be considered flimsy in comparison to later shows that featured songs that were truly integratedinto their stories. Anyone who had time-traveled back from two decades later having seen Rodgers' and Hammerstein's Oklahoma (1943) to attend Lady, Be Good! would feel that the 1924 show was not much more than a conventional revue. It's songs, great as some of them were (as mentioned above, "Oh, Lady Be Good," "Fascinating Rhythm," and, until it was dropped before the Broadway opening, "The Man I Love"), were were intended mainly as a means of providing opportunities for the star performers to do their thing, though they did in most cases at least relate to the plot. The show featured four such stars: comic Walter Catlett, Cliff Edwards (otherwise know as Ukulele Ike, an enormously popular vaudevillian), and, mirabile dictu, Fred and Adele Astaire, who were then still relatively unknown. They were a down-on-their-luck sister and brother in the show as well as sister and borther in life and it was for them that the Gershwins were mainly creating their song and dance numbers. Fred and George had known each other since they were teenagers working at or hanging around theTin Pan Alleymusic scene. As far back as that, they had dreamed out loud to each other about how great it would be if some day George created a show that would star Fred and his sister. In fact, Lady, Be Good! fulfilled that dream being the show that truly made them, songwriter and performers alike, stars.

1925 recording of "Oh, Lady, Be Good!" by Cliff Edwards (Ukulele Ike) who was a member of the original cast of Lady, Be Good! on Broadway but did not perform the song in the show.

We now know how modern Lady, Be Good! really was, at least for its time, but apparently most contemporary reviewers did not. Gershwin biographer Edward Jablonski captures the essence of what the critics missed:

Though several reviewers made note of the songs they made no mention of the innovative sound, the spare sinewy melodies, the definitely non-operetta rhythms, the wit of the lyrics. A score that scintillated and crackled with the unsentimental contemporaneity . . . of such songs as "Little Jazz Bird," "The Half of It, Dearie, Blues, and of course, "Oh, Lady Be Good" and "Fascinating Rhythm" (Jablonski, pp. 86-87, hardcover Ed.).

The show's origins can be traced to London during the summer of 1924, where George was putting the final touches on the production of the British show Primrose, for which he had written the score. In London, he met with American producer Alex Aarons, writer Guy Bolton and Fred Astaire about a show they were plannin to mount on Broadway later that year, a show that at that point bore the working title Black-Eyed Susan. On the steamship voyage back to New York, George met millionaire and arts patron Otto Kahn whom he tried to interest in investing in the show. Reportedly, when George played one of his songs then included in the score for Black-Eyed Susan, "The Man I Love," Kahn was so enthusiastic that he immediately put up $10,000; unaware, at the time, that the song would eventually be dropped from the show because coproducer Vinton Freedley had come to think "The Man I Love" slowed the show down. Interestingly, as George Gershwin biographer Howard Pollack informs us, the show Lady Be Good! got its final title from the song "Oh, Lady, Be Good" and not the other way around, which was commonly the case with title songs. When back in New York, Aarons and Freedley heard George and Ira's song "Oh, Lady, Be Good!" while the show title was still called Black-Eyed Susan, and, liking the song so much, decided to switch out Black-Eyed Susan for Lady, Be Good! -- and thus altered the history of American musical theater.

The "lady" referred to in the title of both song and show is Susie Trevor (Adele Astaire) sister of Dick Trevor (Fred Astaire). The plot, which is far too complicated and melodramatic to render in anything close to its entirety, presents a character named Jack who was supposedly murdered in Mexico but somehow shows up in New York trying to inherit a large estate claimed by a Mexican in the name of his sister on the grounds that she had married the murdered character while vacationing south of the border. Watty Watkins, the character played by Walter Catlett, is not only Dick Trevor's lawyer, but has been engaged by the Mexican to collect his sister's share of the inheritance. Watty tries to get Susie Trevor to impersonate the Mexican's sister to help in securing his new client's share. Whether or not Susie complies will determine if the lady will be "good" or not -- where "good" can mean either good or bad depending on which character is using the term. The title song is sung by Catlett/Watkins to Adele/Susie to get her to be "good" to him by complying with his requests, both literal and implied. Susie at first declines despite Catlett's lucrative offer and then suddenly reverses course turning a yacht club party into a riot -- concluding the first act. Don't worry, everything works out and the truly "good" guys and ladies (which include Fred's and Adele's characters) get the inheritance and preserve their virtue. (The best plot summary including placement of songs is found in Michael Feinstein's book The Gershwins and Me: A Personal History in Twelve Songs -- pp. 52-54). Fred Astaire was crazy about the music in the show right from his first hearing, but years later confirmed a commonly held view of the nature of the story by stating in his autobiography Steps in Time: "What the plot of Lady, Be Good! was I really can't remember, but do know that it was pretty stupid" (Steps in Time, pp. 126-127, hard-cover, Ed.).

As one can tell, even from this abbreviated synopsis of Lady Be Good!, it was not the story that made the show so memorable and important in the history of American musical theater. It was the songs. They with "their originality and excellence, their complexity and sophistication in rhythm, harmony and lyric writing raised musical comedy to new heights. . . ." Writing of the show's title song, the sculptor Isamu Noguchi, who in 1929, had sculpted a brooding, modernist bust of Geroge Gershwin, commented how the Gershwin brothers had the "rare gift of being able to transfix in such a slender song as "Oh, Lady, Be Good!" the timely yet timeless image of an era, poignant still." (See Kimball and Simon, The Gershwins, p. 39, hard-cover Ed.)

Bob Thomas, in his biography of Fred Astaire, captures the qualities of the Gershwins' score for Lady, Be Good:

The Gershwin songs were new and fresh and vital, perfectly attuned to 1924 America. Ragtime and jazz had been introduced to Broadway before, but the Lady, Be Good songs transcended the popular music of honky-tonks and cabarets. George had combined Negro music with his own syncopation. And Ira's lyrics, perfectly cadenced to the complicated music and brilliantly rhymed, gave it a finish of worldly sophistication.

Thomas also quotes the New York Times review of Lady, Be Good, which demonstrates the relative status of Adele and Fred near the beginning of their careers:

When she [Adele] left [New York for London] she was a graceful dancer--and she has returned not only with all her glorious grace but as a first-rate comedienne in her own right. Miss Astaire in the new piece is as charming and entertaining a musical comedy actress as the town has seen on display in many a moon. Fred Astaire too makes a good account of himself.

Deena Rosenberg in her book on the collaboration between George and Ira, elucidates the place the song and show titles came to hold in the culture of The Twenties, both popular and literary:

"Oh, Lady, Be Good!" like the rest of the score it comes from, is at once sassy and vulnerable, innocent and seductive, confident , yet insecure -- suggestive, satisfying and very twenties. The phrase "Oh, Lady, Be Good!" became the "definitive male invocation" of the decade in the words of the British critic Benny Green. It was quickly absorbed into everyday speech as well as more esoteric literary language. Ezra Pound wrote in his #74 of his Pisan Cantos,

Oedipus. repotes Remi Magnanimi
so Mr. Bullington lay on his back like an ape
singing: O sweet and lovely
O Lady be good. (p. 104 paper-bound Ed.)

Rosenberg's full discussion of "Oh, Lady, Be Good!" is revealing and incisive.

It is difficult to follow the recording history of "Oh, Lady Be Good!" without noting the extent to which jazz musicians of every generation from the time the song was written have taken it up. Ted Gioia in his The Jazz Standards offers about as good an overview of "Oh, Lady, Be Good!" in the jazz repertoire as there is.

Gioia attributes the songs success both to George's "ear for the innovations of jazz" as well as to Ira's for the "new vernacular twists in the spoken language of the day." Gioia's account of the song's performance history acknowledges the big bands "hard-swinging" versions but emphasizes the small combos from the mid-thirties as the basis for the song's eventual mantle of jazz standard. These include Lester Young's performance with Count Basie from 1936 (which includes "one of his most studied and emulated sax solos" and led to his performance with Charlie Parker in 1946), Coleman Hawkins' London recording from 1934, and the Benny Goodman trio version from 1936. (Gioia, pp. 306-308)

Click here to read the lyrics for "Oh, Lady, Be Good!" as sung by Ella Fitzgerald on the album The George and Ira Gershwin Songbook, as well as on the album:
Oh Lady Be Good: Best of the Gershwin Songbook (both contain her 1959 studio version with Nelson Riddle arrangement)

For the published lyric, see The Complete Lyrics of Ira Gershwin:

Robert Kimball, Ed. The Complete Lyrics Of Ira Gershwin, New York: Alfred A. Knoph, 1993; reprinted as paperback by Da Capo Press, 1998.

Click here to read Cafe Songbook lyrics policy.

Visitor Comments

Credits

The Cafe Songbook
Record/Video Cabinet:
Selected Recordings of

"Oh, Lady Be Good!"

1924
Paul Whiteman and His Orchestra
album: Fascinating Rhythm - The Broadway Gershwin 1919-1933

Notes: Whiteman's 1924 Victor recording 19551B reached #2 on the charts in April, 1925.
Music-Video:

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1934
Coleman Hawkins
album: Jazz Plays Gershwin

Amazon

iTunes

Notes: Coleman Hawkins, tenor sax; Albert Harris, guitar; Tiny Winters, bass; Stanley Black, piano; London, November 18, 1934
Music-Video: same track as on album above

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1936
Lester Young with Count Basie
album: The Genius of Lester Young

Notes: Lester Young - Tenor Sax; Carl "Tatti" Smith - Trumpet; Count Basie - Piano; Freddie Green - Rhythm Guitar; Walter Page - Bass; Jo Jones - Drums
Music-Video: same track as on album shown above

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1936
Benny Goodman Trio with Gene Krupa
album: After You've Gone:The Original Benny Goodman Trio And Quartet

iTunes Album Review: "Although Benny Goodman came to fame as leader of a big swinging orchestra, from nearly the beginning he always allocated some time to playing with smaller groups. On July 13, 1935, the Benny Goodman Trio debuted (featuring drummer Gene Krupa and pianist Teddy Wilson) and 13 months later vibraphonist Lionel Hampton made the unit a quartet. The first interracial group to appear regularly in public, this outlet gave BG an opportunity to stretch out and interact with his peers. The CD After You've Gone contains the first ten Trio recordings and the initial twelve studio performances by the Quartet. Helen Ward contributes two fine vocals but the emphasis is on the close interplay between these brilliant players."
Music-Video: same track as on album above

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1937
Django Reinhardt and
Stephane Grappelli
album: title

Amazon

iTunes

Video:

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1946
Charlie Parker
album: Jazz at the Philharmonic

Notes: Producer-impresario Norman Granz presents Jazz At The Philharmonic (Los Angeles, January 28, 1946) featuring Charlie Parker's first recording for Verve. Recorded live, the album features a set of expanded renditions of pop and jazz standards, including "a jubilant interplay" on "Oh, Lady, Be Good." Players include Al Killan, Howard McGhee (trumpet), Charlie Parker, Willie Smith (alto sax), Lester Young (tenor sax), Arnold Ross (percussion), Billy Hadnott (bass), Lee Young (drums).
Music-Video:

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1952
Fred Astaire with the Jazz at the Philharmonic All Stars
album: Oscar Peterson & Fred Astaire: The Complete Norman Granz Sessions

Notes: Originally this album was published under the title The Fred Astaire Story. It consists of 40 tracks of songs associated with Astaire, sung by him accompanied by the Jazz at the Philharmonic All Stars (Charlie Shavers, trumpet; Flip Phillips, tenor sax; Oscar Peterson piano and celeste,; Barney Kessel, guitar; Ray Brown, Bass; Alvin Stoller, drums. Although Astaire did not sing "Oh, Lady, Be Good!" when he starred in the original 1924 production, he claims that George Gershwin "never dreamed" of his song as a jazz song. It was merely a musical comedy number designed to further the plot. Some commentators, however, (See Lasser and Furia, this page.) believe that the composer was trying to introduce jazz to Broadway in his 1924 show Lady Be Good. In any case, Astaire introduces the track for "Oh, Lady, Be Good!" as evidence that the song has evolved as a jazz classic--which the recordings in this set of selections surely demonstrate. Benny Green, British jazz saxophonist and writer, describes Astaire's performance here as follows: "When [Astaire] assumes that expression of mute appeal and requests, with a slight lilt in his voice: 'Oh, sweet and lovely, / lady be good, oh / lady be good to me,' the listener gets the sense that here is one of those rare occasions when the form and the content, the creator and the interpreter, have fused to produce something not often encountered in popular art, or indeed in anything else -- perfection" (quoted in The Fred Astaire Story guide to the album, BBC Radio 2, 1975).
Video: same track as on album above but without the Astaire Intro. above quoted.

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1947 and 1959
Ella Fitzgerald
albums:

Ella Fitzgerald: The Legendary Decca Recordings (1947 version)

Ella Fitzgerald Sings the George and Ira Gershwin Songbook (1959 version)

Notes: Ella first recorded "Oh, Lady, Be Good!" on May 19, 1947, as Ted Gioia puts it, "a last-minute addition to a studio date, with an arrangement worked out on the spot and the song captured in a single take, . . . a pull-out-the-stops" performance that remains one of her most popular efforts. She also recorded it for the Norman Granz/Nelson Riddle Gershwin Songbook album of January, 1959, which is a "true ballad" performance that includes the brooding verse.
Music-Video 1: same 1947 track as on "Decca" album above (and many other albums)

Music-Video 2: same track as on 1959 "Gershwin Songbook" album above and varieties thereof.

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1964
Cleo Laine and Johnny Dankworth
album: If We Lived on Top of a Mountain (1968 release)

Amazon

iTunes

Notes: the track on the above album is Similar to but not the same as the one on the video.
Music-Video:

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1974
George Wein and His Newport All-Stars
(on European tour-- Copenhagen 1974)

Notes: Apparently the group arrived in Copenhagen late and had to perform as they came. Not bad! Ruby Braff cornet, Barney Kessel guitar, Red Norvo on (borrowed) vibes,
George Wein piano, Larry Ridley bass and Don Lamond drums.

And Kessel and Herb Ellis in a guitar duet -- c. 1994:

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1990, 2009 & 2012
John Pizzarelli
album: My Blue Heaven (1990)

Notes: This is early John Pizzarelli, over two decades before the performance on the Cafe Songbook Main Stage (above) -- featuring John Pizzarelli (guitar and vocal; Milt Hinton (Bass); Dave Mckenna (piano); Bucky Pizzarelli (guitar); Clark Terry (trumpet); Connie Kay (Drums). One imagines these musicians, part of Bucky Pizzarelli's generation, being fixtures in the musical world of John's youth.

A later performance (2009) includes album personel Jessica Molaskey, Rebecca Kilgore (vocals); Aaron Weinstein (violin); Harry Allen (tenor saxophone); Larry Fuller (piano); Tony Tedesco (drums), Bucky Pizzarelli and John Pizzarelli (guitars) Martin Pizzarelli, bass, etc. on the album Pizzarelli Party.

Video: For an even later (2012) Pizzarelli performance of "Oh, Lady, Be Good!" see Main Stage, above).
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1991
Mark O'Connor

Notes: Mark plays "Lady Be Good" in an impromptu performance at an Arkansas Fiddle
Contest in 1991. -- If Mark recorded "Oh, Lady, Be Good!" for an album, it is unknown to us.
Music-Video:

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1997
Dee Dee Bridgewater
album: Dear Ella

Notes:
Music-Video: Live performance; not the same track as on album above

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1998 and 2001
Regina Carter
album: Rhythms of the Heart

Notes: "Violinist Regina Carter's able to cover ample stylistic terrain without any sense of a tourist's itinerary. Her signature excursions on Rhythms of the Heart reveal a jaunty joie de vivre reminiscent of Stéphane Grappelli, best showcased on 'Lady Be Good' and Tadd Dameron's 'Our Delight'." --Amazon Editorial Review. (She is accompanied by Kenny Barron on the "Oh, Lady, Be Good!" track.)
Video: See Main Stage above for a 2001 performance with The Ray Brown Trio.
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