Exploring Bob Dylan's Great American Songbook Arrangement Sources - Part 5

If you haven't already, don't forget to check out Part 1, Part 2, Part 3 and Part 4 of this series. Thanks for reading!

Day In, Day Out

Written by: Rube Bloom (music) and Johnny Mercer (lyrics), 1939

Arrangement used by Bob written by: Billy May,1958

Surprisingly, considering how often he arranged for Sinatra, this is only the second Billy May arrangement to appear on one of Dylan’s standards albums (after 'It Had to Be You'). This is probably because May specialised in up-tempo swinging numbers, which Bob avoided altogether on Shadows in the Night and Fallen Angels. On Triplicate, however, Dylan steps outside his comfort zone by recording a number of ‘swingers’, including this one to open disc three. Before including 'Day In, Day Out' on 1959's Come Dance With Me, Sinatra had previously recorded a very different, much slower Nelson Riddle arrangement for the 1955 EP Melody of Love.

Also, just because I've never seen this mentioned anywhere else: I'm positive that the photo of Sinatra on the front of Come Dance With Me is the inspiration for the cover of Wolverine #1. 

I Couldn’t Sleep a Wink Last Night

Written by: Jimmy McHugh (music) and Harold Adamson (lyrics), 1943

Arrangement used by Bob written by: Nelson Riddle, 1956

There are at least three different Sinatra versions of this song from the early 1940s alone: a studio version (recorded acapella with The Bobby Tucker Singers due to the 1942-1944 musician’s strike), a V-Disc for the Armed Forces, and a recording for the soundtrack of the film Higher and Higher (Sinatra’s second film role, and first starring role). Bob bypasses all of these in favour of Sinatra’s 1956 recording with the Hollywood String Quartet for Close to You. 

Sentimental Journey

Written by: Les Brown & Ben Homer (music) and Bud Green (lyrics), 1944

Arrangement used by Bob written by: Billy May, 1961

I can’t help but think of Ringo Starr when I hear this song. Ringo recorded 'Sentimental Journey' in 1969, as the title track for what turned out to be the first in a long line of Great American Songbook albums by rock and pop superstars not usually associated with the genre. The same year Ringo released his standards album, Sinatra recorded his first Beatles song: 'Yesterday', for the My Way album. Frank also went on to record 'Something' twice, in 1970 and 1979.

Somewhere Along the Way

Written by: Kurt Adams (music) and Sammy Gallup (lyrics), 1952

Arrangement used by Bob written by: Axel Stordahl, 1961

‘Kurt Adams’ is another alias for Jimmy Van Heusen. Sinatra recorded this song for his final album for Capitol, the appropriately titled Point of No Return, which reunited him with arranger Axel Stordahl for the first time since 1953. Stordahl was excited to work with Sinatra again, but was left dismayed when Frank – who was already recording for his newly-founded label Reprise – made no attempt to hide the fact that he wanted to get in and out of the studio as quickly as possible. Nevertheless, Sinatra’s lack of interest is never evident on the recordings, which are sublime. 

When the World was Young

Written by: Philipe-Gerard (music), Angele Vanier (original French lyrics) and Johnny Mercer (English lyrics), 1950

Arrangement used by Bob written by: Axel Stordahl, 1961

Another song and arrangement from Sinatra’s Point of No Return. As was the case with 'Autumn Leaves', Johnny Mercer penned almost entirely new words for the English version of the song, taking just one phrase (“Ah, the apple trees”) from Angele Vanier’s French lyrics. 

 

These Foolish Things

Written by: Jack Strachey (music) and Holt Marvell (lyrics), 1935/36 (Harry Link is also sometimes credited, but it’s not entirely clear what his contribution to the song was – Wikipedia suggests he might have written an alternative middle-eight.)

Arrangement used by Bob written by: Axel Stordahl, 1961

The third straight song from Point of No Return. While 'These Foolish Things' was eventually absorbed into the Great American Songbook, it was written by two Englishmen: Jack Strachey and Eric Maschwitz (writing as 'Holt Marvell'), for a show called, appropriately enough, Spread it Abroad. Besides being a songwriter, Maschwitz also happened to be Head of Variety at the BBC, and the song only began to gain traction when singer Leslie Hutchinson found the sheet music lying around in Maschwitz’s office and decided to record it.

Grenada-born Hutchinson, better known “Hutch”, had come to England from New York in 1927 and quickly become a huge cabaret star, with 'These Foolish Things' going on to be one of his biggest hits. Hutch’s life story - as a black man whose massive success was tempered by devastating racism in the Britain of the ‘20s and ‘30s - is fascinating, and is movingly told by historian David Olusoga in the fourth episode of his BBC documentary series Black and British: A Forgotten History. In the episode, Olusoga unveils a plaque in Hutch’s honour outside Quaglino’s restaurant in Mayfair, London, where Hutchinson often performed in his later years. 

You Go to My Head

Written by: J. Fred Coots (music) and Haven Gillespie (lyrics), 1938

Arrangement used by Bob written by: Axel Stordahl, 1945

Sinatra recorded this song twice: first for Columbia in 1945, and then again in 1960 for the Nelson Riddle-arranged album Nice & Easy. Bob goes for the earlier Axel Stordahl arrangement. The same year Dylan released his version of the tune on Triplicate, another interpretation was released by Bob’s hero Chuck Berry, on his final, posthumous album Chuck. 

Stardust

Written by: Hoagy Carmichael (music) and Mitchell Parish (lyrics), 1927

Arrangements used by Bob performed by The Harry James Orchestra (1939), Artie Shaw & His Orchestra (1940), and Glenn Miller & His Orchestra (1940)

Possibly the most recorded song on all three of Dylan’s standards albums, it could be said that 'Stardust' is the tune that started the entire project. In 2015, Bob revealed that he had first been inspired to record a standards album after hearing Willie Nelson’s LP Stardust in 1978. Columbia Records chief Walter Yetnikoff was less enthusiastic. “You can go ahead and make that record,” he told Bob. “But we won’t pay for it, and we won’t release it. But go ahead and make it if you want to.” Ice cold. 

The Harry James/Frank Sinatra recording comes from an August 1939 live performance at New York’s Roseland Ballroom, and wasn’t released commercially until 1994. Coincidentally, 1994 was also the year Bob Dylan played a memorable residency at the same venue. Sinatra recorded another version of the song with Tommy Dorsey in 1941. (He also technically recorded 'Stardust' with Don Costa for Sinatra & Strings 1961, although this version consists only of the song's seldom-heard introductory verse)

While Bob's version seems to have been influenced by Sinatra's 1939 performance, it also bares a striking resemblance to Artie Shaw's instrumental recording of the tune from 1940 (the intro in particular). Meanwhile, the ending of Bob's version appears to have been borrowed from another instrumental recording by Glenn Miller, also from 1940.

(Both Shaw and Miller have Sinatra connections: Shaw was married to Sinatra's future wife, actress Ava Gardner, from 1945-6, while Sinatra recorded Miller's 'Moonlight Serenade' for his 1966 album Moonlight Sinatra)

The Harry James Orchestra featuring Frank Sinatra, 1939

Artie Shaw and his Orchestra, 1940

The ending of Glenn Miller's 1940 recording

It’s Funny to Everyone But Me

Written by: Jack Lawrence (music & lyrics), 1939

Arrangement used by Bob performed by the Harry James Orchestra, 1939

Another of the very few songs on these albums (and across the Great American Songbook in general) written by just one person. ‘It’s Funny to Everyone but Me’ was first performed by the vocal group The Ink Spots, whose lead singer Bill Kenny had joined the group three years earlier after winning one of the Harlem Apollo Theatre’s famous Amateur Night contests. Bob adapts the version by the Harry James Orchestra (featuring Frank Sinatra), which was recorded just three months after the release of the Ink Spots' version.

Why Was I Born?

Written by: Jerome Kern (music) and Oscar Hammerstein II (lyrics), 1929

Arrangement used by Bob written by: Axel Stordahl, 1947

'Why Was I Born?' was originally written for Broadway show Sweet Adeline, and went on to be performed by the likes of Ella Fitzgerald, Billie Holiday, and Lena Horne. Sinatra recorded just one version of the song, for Columbia in 1947. The song’s refrain, “Why was I born to love you?”, makes an appearance in Bob Dylan’s 2006 song ‘Someday Baby'.

SPECIAL BONUS TRACK:

He's Funny That Way

Written by: Neil Moret (music) and Richard Whiting (lyrics), 1929

Arrangements used by Bob performed by Gene Austin (1929), and Emmett Miller (1929)

Bob Dylan recorded 'He's Funny That Way' for Universal Love: Wedding Songs Reimagined, a 2018 EP celebrating LGBT marriage. It has been recorded many times as both 'He's Funny That Way' and 'She's Funny That Way', and even 'I'm Funny That Way' by Marion Harris in the 1931 film Gems of MGM.

As was the case with 'Stardust', Bob's interpretation is a combination of more than one arrangement. The strings intro of Dylan's version is taken from Gene Austin's hit 1929 recording of 'She's Funny That Way'. (This isn't the first time Bob has borrowed from Austin: 'Sugar Baby' from "Love and Theft" is adapted from Austin's 'The Lonesome Road'). 

Gracie Fields also recorded the same arrangement in 1929. Interestingly, where most female singers perform the song as 'He's Funny that Way', Fields sings it as 'She's Funny That Way', although she does change "I've got a woman, crazy for me" to "I've got a someone, crazy for me".

The intro to Dylan's version is, however, a red herring, as the rest of his take on the song is based on another 1929 recording of 'She's Funny That Way' by Emmett Miller. A blackface minstrel performer, Miller was a big influence on early country performers like Jimmie Rodgers, Hank Williams and Bob Wills, all of whom Dylan is known to adore.

Frank Sinatra was one of the many singers to record 'She's Funny That Way', doing so in 1944, 1951 and 1960.

Exploring Bob Dylan's Great American Songbook Arrangement Sources - Part 4

If you haven't already, don't forget to check out Part 1, Part 2, and Part 3 of this series.

This post is dedicated to the memory of Norm Macdonald

Triplicate Disc 2: 'Devil Dolls'

Braggin’

Written by: Artie Manners, Jimmy Shirl and Robert Marko, 1940

Arrangement used by Bob performed by: The Harry James Orchestra, 1941

Disc two of Triplicate opens with another arrangement performed by The Harry James Orchestra, and one that, like 'Skylark', was recorded after Sinatra had left the band. The singer here is Dick Haymes, who went on to replace Sinatra again in The Tommy Dorsey Orchestra in 1942. 'Braggin’' is such an obscure song that it’s almost impossible to find any information about it – the only other version I could track down was recorded by Tony Pastor and His Orchestra, also from 1941. 

As Time Goes By

Written by: Herman Hupfield (music & lyrics), 1931

Arrangement used by Bob written by: Axel Stordahl, 1962

From a very obscure song to a very famous one. 'As Time Goes By' was written for the Broadway show Everybody’s Welcome in 1931, but didn’t really take off until it appeared in the film Casablanca 1942, sung by Dooley Wilson. Since then, it has never stopped being recorded. Sinatra didn’t get around to tackling the song until his 1962 album Point of No Return, which, appropriately enough, was his final album for Capitol. Dylan chooses to adapt this version, making this the first Axel Stordahl arrangement he’s used since Shadows in the Night. 

Imagination

Written by: Jimmy Van Heusen (music) and Johnny Burke (lyrics), 1940

Arrangement used by Bob performed by The Tommy Dorsey Orchestra, 1940

According to Wikipedia, 'Imagination' was one of the earliest compositions of Jimmy Van Heusen, who had been carrying the tune around since he was a teenager before finally allowing Johnny Burke to write lyrics for it in 1940. Sinatra released two versions of this song, 21 years apart: first in 1940 with Tommy Dorsey, and again in 1961 for his Dorsey tribute album I Remember Tommy. Dylan chooses the earlier arrangement. 

How Deep is the Ocean?

Written by: Irving Berlin (music and lyrics), 1932

Arrangement used by Bob written by: Nelson Riddle, 1960

This is another case where Dylan seems be to combining the musical backing of one Sinatra performance with the vocal stylings of another: the arrangement is from the version found on Sinatra’s Nice & Easy album, while the vocal sounds like it was heavily influenced by Frank’s 1946 recording for Columbia. Sinatra also recorded another version of the song for the 1951 film Meet Danny Wilson.

P.S. I Love You

Written by: Gordon Jenkins (music) and Johnny Mercer (lyrics), 1934

Arrangement used by Bob written by: Nelson Riddle, 1956

'P.S. I Love' You shares a title with an early Beatles song, and also a 2007 film, which stars Gerard Butler as a dead man who communicates with his wife from beyond the grave (this sounds like the premise for a horror film, but apparently it’s a ‘romantic drama’). The Sinatra album this song appears on, 1957’s Close to You, is notable for Frank being backed by the Hollywood String Quartet as opposed to the usual large orchestra. 

The Best is Yet to Come

Written by: Cy Coleman (music) and Carolyn Leigh (lyrics)

Arrangement used by Bob written by: Quincy Jones, 1964

‘The Best is Yet to Come’ features on the 1964 album It Might as Well Be Swing, Sinatra’s second album with the Count Basie Orchestra (after 1962’s Sinatra-Basie) and first to be arranged and conducted by Quincy Jones, who would later perform the same role on Sinatra at the Sands in 1966, and return to conduct and produce L.A. is My Lady in 1984. A few of the songs on this album – 'Fly Me to the Moon', 'I Wanna Be Around', 'The Good Life', and, indeed, 'The Best is Yet to Come' – either already were or went on to become signature tunes for the great Tony Bennett.

Aside from recording this arrangement of ‘The Best is Yet to Come’, Bob Dylan has crossed paths with Quincy Jones several times. Jones produced the ‘We Are the World’ single in 1985 (which featured Bob), conducted the band at Bill Clinton's inauguration in 1993 (where Bob performed 'Chimes of Freedom'),  and also gave Dylan a warm introduction to the stage at the 2012 Montreux Festival. 

But Beautiful

Written by: Jimmy Van Heusen (music) and Johnny Burke (lyrics), 1947

Arrangement used by Bob written by: Axel Stordahl, 1947

Another Jimmy Van Heusen song written for a film, but not for one that starred Sinatra: 1947's Road to Rio featured Sinatra’s idol-turned-friendly-rival Bing Crosby, who performed ‘But Beautiful’ in the film. Wasting no time, Sinatra recorded the song for Columbia later that year. 

Here’s That Rainy Day

Written by: Jimmy Van Heusen (music) and Johnny Burke (lyrics), 1953

Arrangement used by Bob written by: Gordon Jenkins, 1959

'Here’s That Rainy Day' was originally written for the 1953 Broadway musical Carnival in Flanders. Sinatra recorded it just once - the 1959 recording for No One Cares, which Bob adapts - but someone who enjoyed a much longer association with the song was legendary Tonight Show host Johnny Carson. According to former Tonight Show guitarist Gene Bertoncini on a 2015 episode of the Classical Guitar Insider podcast, Carson fell in love with the tune when he saw jazz singer Ethel Ennis sing it on the show. This performance inspired Carson to learn the guitar*, with the goal of playing and singing 'Here’s That Rainy Day' live in front of his audience. And guess what? He did! That old Simpsons gag about Johnny Carson being able to do anything was obviously true.

Johnny performed the song again as a duet with Bette Midler on the second-to-last edition of his show in 1992, and his former musical director Doc Severinson led a performance of the song on The Late Show with David Letterman after Carson’s death in 2005.

* In another random Sinatra link, the guitarist who taught Carson to play 'Here’s That Rainy Day' was Tony Mottola (also a Tonight Show band member), who recorded with Sinatra in 1949, and went on to become a permanent member of Sinatra's band in 1980.

Where is the One?

Written by: Eddie Finckel (music) and Alec Wilder (lyrics), 1947

Arrangement used by Bob written by: Gordon Jenkins, 1957

Sinatra recorded this song twice: once in 1949 for Columbia and again in 1957 for Where Are You?, which is the arrangement Bob chooses to adapt. Interestingly, the 1957 recording was also the second attempt at the song for Gordon Jenkins, who had also released a version in 1949 with his orchestra, featuring Dick Haymes on vocals. 

There’s Flaw in My Flue

Written by: Jimmy Van Heusen (music) and Johnny Burke (lyrics), 1956

Arrangement used by Bob written by: Nelson Riddle, 1956

This is a comedy song that Sinatra recorded to see if the quality control department at Capitol were paying attention. They weren’t, because no one raised an eyebrow or said anything. Frank was forced to admit that it was a joke, and the recording remained on the shelf until 1978, when it was released on an album of Capitol-era outtakes and rarities called The Rare Sinatra. A 1990 article in The New York Times Magazine revealed that Sinatra had originally heard the song being performed by Bing Crosby on Crosby’s radio show; the only recording I could track down is Crosby singing the tune with Ethel Merman, which may be the performance Sinatra was referring to.

Part 5

Exploring Bob Dylan's Great American Songbook Arrangement Sources - Part 3

If you haven't already, don't forget to check out Part 1 of this series, which features the arrangement sources for Shadows in the Night plus an introduction explaining what this is all about, and Part 2 for the Fallen Angels arrangement sources.

As noted in Part 1, Olof Bjorner's notes on the Triplicate songs were extremely useful in writing this section. 

Triplicate, Disc 1 - 'Til the Sun Goes Down

I Guess I’ll Have to Change My Plan

Written by: Arthur Schwartz (music) and Howard Dietz (lyrics), 1929

Arrangement used by Bob written by: Nelson Riddle, 1956

This song has an interesting history: it started life as a tune called 'I Like to Lay Awake in Bed', composed by Arthur Schwartz with lyrics by Lorenz Hart (who would go on to write the words to songs like ‘Blue Moon’ and ‘My Funny Valentine’ with Richard Rodgers) while they were both counsellors at a summer camp in 1920. Ten years later, Schwartz and Howard Dietz had just completed work on the score for the Broadway musical The Little Show, when leading man Clifton Webb told them he wanted another song. Schwartz resurrected the melody for ‘I Like to Lay Awake in Bed’, and Dietz wrote new words to transform it into ‘I Guess I’ll Have to Change My Plan’.

Dylan has adapted the arrangement recorded by Sinatra on the 1957 album A Swingin’ Affair.

September of My Years

Written by: Jimmy Van Heusen (music) and Sammy Cahn (lyrics), 1965

Arrangement used by Bob written by: Gordon Jenkins, 1965

Cahn and Van Heusen wrote this track as the title song for Sinatra’s September of My Years album, which was released just three months before the singer’s 50th birthday in 1965. It’s a very personal song, and one that can't help but be filtered through the life experiences of the person singing it – whether that person is 49-year-old Frank Sinatra, or 76-year-old Bob Dylan. 

Surprisingly, SecondHandSongs reports that 'September of My Years' has only been recorded nine times, and mostly as an instrumental. Bob is only the third person to record it with the words; the second being the late German singer Roger Cicero in 2015 (Cicero, like Bob, sticks faithfully to the original Gordon Jenkins arrangement). 

I Could Have Told You

Written by: Arthur Williams (music) and Carl Sigman (lyrics), 1953

Arrangement used by Bob written by: Nelson Riddle, 1953

‘Arthur Williams’ is a pseudonym for none other than Jimmy Van Heusen, who, according to Discogs, also wrote under the aliases Ada Kurtz, Kirk Adams and Eward Chester Babcock (which was his real name). While Sinatra recorded this song in December 1953 (at the same session he laid down 'Young at Heart') it didn't see the light of day until 1959, when it was featured on the singles compilation Look to Your Heart. Bob Dylan selected 'I Could Have Told You' as the lead-off single for Triplicate in January 2017 - he had already been performing it onstage since the previous summer.

Once Upon a Time

Written by: Charles Strouse (music) and Lee Adams (lyric), 1962

Arrangement used by Bob written by: Nelson Riddle, 1965

Bob premiered his version of this song at Tony Bennett’s 90th birthday TV special in 2016. Although Ray Bolger and Eileen Herlie  originally performed 'Once Upon a Time' in the 1962 Broadway musical All American, Bennett was the first singer to record the song, on his classic album I Left My Heart in San Francisco in June of that year. Dylan, however, was performing the arrangement from Frank Sinatra’s September of My Years album.

Stormy Weather

Written by: Harold Arlen (music) and Ted Koehler (lyrics)

Arrangement used by Bob written by: Gordon Jenkins, 1959

Olof Bjorner’s notes state that Frank recorded this song no less than five times between 1944 and 1984, but Bob has chosen what is arguably the definitive arrangement: Sinatra’s 1959 recording for the No One Cares album. 'Stormy Weather' is possibly the bleakest song on a collection of extremely dark tunes. The intro, with Frank almost singing against the music, is genuinely unsettling.

This Nearly Was Mine

Written by: Richard Rodgers (music) and Oscar Hammerstein III (lyrics), 1949

Arrangement used by Bob written by: Nelson Riddle, 1963

Sinatra recorded 'This Nearly Was Mine' – which came from the 1949 Rodgers & Hammerstein musical South Pacific – for the 1963 Reprise album The Concert Sinatra (which, despite its name, is a studio album). This was one of Sinatra’s most ambitious recording projects, placing him at the centre of a 76-piece orchestra and reuniting him with Nelson Riddle after five years apart.

That Old Feeling

Written by: Sammy Fain (music) and Lew Brown (lyrics), 1937

Arrangement used by Bob written by: Nelson Riddle, 1960

'That Old Feeling' was written for the film Walter Wagner’s Vogues of 1938, which, confusingly, came out in 1937. The song was duly nominated for an Academy Award for Best Original Song, but lost to Bing Crosby’s 'Sweet Leilani' from the film Waikiki Wedding. Composer Sammy Fain went on to be nominated for the same award another eight times, winning in 1953 and 1955. Sinatra recorded the song twice, in 1947 and 1960, with Dylan adapting the latter version. 

It Gets Lonely Early

Written by: Jimmy Van Heusen (music) and Sammy Cahn (lyrics), 1965

Arrangement used by Bob written by: Gordon Jenkins, 1965

Another Van Heusen/Cahn song, written especially for Sinatra’s September of My Years album. There is very little information available about this song, and Dylan appears to be only the second person to record it. The only other version of 'It Gets Lonely Early' I could locate is a 2020 recording by singer Elijah Nisenboim for his album Standards (which, incidentally, is almost entirely comprised of songs that also appear on Triplicate)

My One and Only Love

Written by: Guy Wood (music) and Robert Mellin (lyrics), 1952

Arrangement used by Bob written by: Nelson Riddle, 1953

Like 'I Guess I’ll Have to Change My Plan', 'My One and Only Love' began life as an entirely different song. When 'Music from Beyond the Moon', with music by Guy Wood and lyrics by Jack Lawrence, failed to catch on, Robert Mellin wrote a new set of lyrics and renamed the song 'My One and Only Love'. The first singer to record the new version of the tune was Frank Sinatra, who used it as the B-side to his Capitol single 'I’ve Got the World on a String' in 1953. Bob chose 'My One and Only Love' as the second single to be released from Triplicate in February 2017.

Trade Winds

Written by: Cliff Friend and Charles Tobias, 1940

Arrangement used by Bob performed by The Tommy Dorsey Orchestra, 1940

Sinatra’s recording of 'Trade Winds' with the Tommy Dorsey Orchestra was apparently only the second recording of the song, put to wax just one month after the original recording by Ray Herbeck. This is another very obscure song choice by Dylan: of the ten other versions of 'Trade Winds' listed on SecondHandSongs, eight of them are from 1940, and one from 1942. Pianist Bill Carruthers resurrected the song in 2013. 

Part 4

Exploring Bob Dylan's Great American Songbook Arrangement Sources - Part 2

If you haven't already, don't forget to check out Part 1 of this series, which features the arrangement sources for Shadows in the Night, plus an introduction explaining what this is all about.

Fallen Angels

Young at Heart

Written by: Johnny Richards (music) and Carlolyn Leigh (lyrics), 1953

Arrangement used by Bob written by: Nelson Riddle, 1953

Despite Nelson Riddle arguably being Frank Sinatra’s most famous arranger, none of his arrangements appear on Shadows in the Night - the first Riddle appearance in Dylan’s standards project arrives here, with the opening track of Fallen Angels. 'Young at Heart' was written and recorded for the 1953 film of the same name, which starred Sinatra and Doris Day. Ten years later, Sinatra recorded the song again (in a slightly different Nelson Riddle arrangement) for Sinatra’s Sinatra – an album of Capitol-era hits re-recorded for his new label, Reprise.

Maybe You’ll Be There

Written by: Rube Bloom (music) and Sammy Gallop (lyrics), 1947

Arrangement used by Bob written by: Gordon Jenkins, 1957

Dylan returns to the Where Are You? album, which provided three of the arrangements on Shadows in the Night. While the arrangement Bob is using dates from 1957, Gordon Jenkins had arranged 'Maybe You'll Be There' once already, for a 1948 recording with his orchestra featuring Charles Lavere on vocals. His 1957 arrangement, while quite different, clearly draws from his earlier work, particularly the string section flourish after “Each time I see a crowd of people”.

Polka Dots and Moonbeams

Written by: Jimmy Van Heusen (music) and Johnny Burke (lyrics), 1940

Arrangement used by Bob performed by the Tommy Dorsey Orchestra, 1940

For the first time across the three Songbook albums, Bob dips into Sinatra’s 1939-42 tenure with the Tommy Dorsey Orchestra. I haven’t been able to find out who actually wrote this arrangement, but it’s very representative of the role singers played in large orchestras at the time – they were often just another instrument, and the long intro here (faithfully reproduced by Bob) makes it clear that trombonist Dorsey was the star of the show. Nevertheless, this was Sinatra’s first hit song. He re-recorded it, with an arrangement by fellow Dorsey alumnus Sy Oliver, for the 1961 Reprise album I Remember Tommy.

All the Way

Written by: Jimmy Van Heusen (music) and Sammy Cahn (lyrics), 1957

Arrangement used by Bob: Nelson Riddle, 1957

In the 1950s and well into the ‘60s, Jimmy Van Heusen and Sammy Cahn served as a kind of in-house songwriting team for Sinatra, often tasked with penning songs for single releases and film soundtracks. 'All the Way' was written for the Sinatra vehicle The Joker is Wild, and then served as the title track on the fourth Capitol compilation of Sinatra singles in 1961. Like 'Young at Heart', this song was also re-recorded for the 1963 album Sinatra's Sinatra, with Nelson Riddle supplying a very-slightly-tweaked version of his earlier arrangement.

Skylark

Written by: Hoagy Carmichael (music) and Johnny Mercer (lyrics), 1941

Arrangement used by Bob performed by The Harry James Orchestra, 1942

Here it is: the first song on Bob’s Songbook albums that was never recorded by Sinatra. However, there is a strong Sinatra link here. Dylan is using an arrangement by the Harry James Orchestra, in which Frank served as vocalist between July-November 1939. The singer on this track is Helen Forrest, who, besides her work with Harry James, also sang in the orchestras of Artie Shaw, Benny Goodman, and Lionel Hampton. In another Sinatra connection, Forrest was touring with Frank Sinatra Jr at the time of the younger Sinatra’s kidnapping in 1963.

Nevertheless

Written by: Harry Ruby (music) and Bert Kalmar (lyrics), 1931

Arrangement used by Bob written by: Nelson Riddle, 1960

'Nevertheless (I'm in Love with You)' was recorded by three artists in 1931: Jack Denny & his Orchestra, Ruth Etting, and The Radiolites. It was then forgotten about for the next two decades, before being featured in the 1950 Fred Astaire film Three Little Words, which was itself a biopic of songwriters Ruby and Kalmar. After that, everyone wanted to record it - including Sinatra, who recorded the song for Columbia in October 1950. Bob, however, goes for the arrangement Sinatra used when he revisited the song ten years later for the Capitol album Nice 'n' Easy.

All or Nothing at All

Written by: Arthur Altman (music) and Jack Lawrence (lyrics), 1939

Arrangement used by Bob written by: Andy Gibson, 1939

We’re back with the Harry James Orchestra again, and this time Frank is here too! Although the James/Sinatra recording of 'All or Nothing at All' was originally released in 1939, it only became a million-selling hit when it was reissued by Columbia in 1943. Unusually for the time period, this performance does not relegate the singer to a supporting role – Sinatra is front and centre all the way through. He would rerecord 'All or Nothing at All' in 1961 (arranged by Don Costa) for Sinatra and Strings, in 1966 (arranged by Nelson Riddle) for Strangers in the Night, and in 1977 (in a truly surreal disco version arranged by Joe Beck).

On a Little Street in Singapore

Written by Peter DeRose (music) and Billy Hill (lyrics), 1939

Arrangement used by Bob written by: Andy Gibson,1939

Another Harry James Orchestra arrangement. It’s fascinating how this era of Sinatra’s career has such a presence on Fallen Angels but doesn’t feature on Shadows in the Night at all. 'On a Little Street in Singapore' is a good example of a song that never quite caught on but has never gone away either: it was recorded a handful of times in 1939-40 (the Harry James version being the first) before disappearing, only to re-emerge in the '50s and '60s (often as an instrumental) before vanishing again. It had an unexpected comeback when it was released as a single by the Manhattan Transfer in 1978, but then went unrecorded for another 22 years. Bob's version is the third of the 21st Century, after Katya Gorrie (2004) and Marina Xavier (2010).

It Had to Be You

Written by: Isham Jones (music) and Gus Kahn (lyrics), 1924

Arrangement used by Bob written by Billy May, 1979

Transporting us from the earliest period of Sinatra’s recording career to the latest, Dylan’s version of 'It Had to Be You' uses the arrangement found on Sinatra’s 1980 album Trilogy: Past, Present, Future. An ambitious three-disc set (sound familiar?), this album was designed as Sinatra’s triumphant return to long-playing records after a six-year hiatus. 'It Had to Be You' appears on disc 1, a selection of standards arranged by Billy May. Disc two is comprised of contemporary songs arranged by Don Costa, while disc three is devoted to an experimental song suite written and arranged by Gordon Jenkins. The album received a mixed reception, but is well worth investigating.

Melancholy Mood

Written by: Walter Schuman (music) and Victor Knight (lyrics)

Arrangement used by Bob written by: Andy Gibson, 1939

The fourth Harry James Orchestra arrangement on Fallen Angels. James’ instrumental intro on this track (faithfully transposed to guitar on Dylan's version) is great, as is the outro. This is one of the most obscure songs on any of Bob’s songbook albums: according to secondhandsongs.com, Dylan was first the person to record it since 1959.

That Old Black Magic

Written by: Harold Arlen (music) and Johnny Mercer (lyrics), 1942

Arrangement used by Bob performed by Louis Prima and Keeley Smith, 1958 

This is probably the most left-field arrangement choice on all five discs of Dylan’s songbook albums. Bob had a choice between Sinatra’s 1946 Columbia recording, which appeared on the album Songs by Sinatra the following year, and the more famous 1961 recording that was featured on the Capitol album Come Swing With Me!. He chose …. neither of them, instead opting to adapt the arrangement performed by Louis Prima and Keely Smith on their hit version of the tune from 1958.

But wait! There are Sinatra connections to be found. The most obvious one is that Sinatra, Prima and Smith were all on the same label, Capitol, at the time. But there’s more: 'That Old Black Magic' apparently had a huge fan in none other than John F. Kennedy. When Kennedy was elected President of the United States in 1962, Prima and Smith were invited to perform their version of the song at the Pre-Inaugural Gala, an event that was produced and hosted by … Frank Sinatra. Some sources report that Sinatra also performed his version of the tune at the event, while Wikipedia alleges that Sinatra and Prima performed it together. 

Keely Smith also holds the distinction of being the only singer to record duets with Sinatra during the Capitol era ('Nothing in Common' and 'How Are Ya Fixed for Love'). Smith released a Sinatra tribute album in 2001 entitled Keely Sings Sinatra.

Come Rain or Come Shine

Written by: Harold Arlen (music) and Johnny Mercer (lyrics), 1946

Arrangement used by Bob written by: Axel Stordahl, 1946

'Come Rain or Come Shine' was originally written for the Broadway musical St Louis Woman. The more famous Sinatra recording of the song is probably the one that appears on the 1962 album Sinatra and Strings, arranged by Don Costa. Bob, however, adapts Sinatra’s 1946 Columbia recording, which was released as a 'V-Disc' for the armed forces serving in World War II. 

Part 3

Exploring Bob Dylan's Great American Songbook Arrangement Sources - Part 1

Intro:

Lately I’ve been listening to an album called Peter Stampfel’s 20th Century in 100 Songs. On this 5-disc epic, Americana legend Peter Stampfel covers a song from each year of the 20th Century (which, as this album taught me, spans 1901-2000, rather than 1900-1999 as I had previously thought) to demonstrate the evolution of American music over that time.

It’s a quite a ride, but the music is only half the story. In his liner notes, Stampfel unpacks some of the history behind each song, offers biographical information about the songwriters, and tells personal anecdotes about the part these songs have played in his life. Reading Peter’s notes got me thinking: what if Bob Dylan had written liner notes for his three Great American Songbook albums?

It could be said that he did exactly that: there is a case to be made that Dylan’s interviews on the subject in 2015 and 2017 are actually liner notes disguised as interviews. Even though Bob doesn't talk about each song individually, what he does say is fascinating, particularly when he gets onto the subject of arrangements during the 2015 conversation. When asked if he arranged the songs himself, Dylan answers:

“No. The original arrangements were for up to 30 pieces. We couldn’t match that and didn’t even try. What we had to do was fundamentally get to the bottom of what makes these songs alive. We took only the necessary parts to make that happen. In a case like this, you have to trust your own instincts.”

A little later on, Bob talks about the arrangers Frank Sinatra - who was presumed to have been the inspiration for these albums - had worked with:

“People talk about Frank [Sinatra] all the time — and they should talk about Frank — but he had the greatest arrangers. And not only that, but he brought out the best in these guys. Billy May and Nelson Riddle or Gordon Jenkins. Whoever they were. They worked for him in a different kind of way than they worked for other people. They gave him arrangements that are just sublime on every level.”

While Dylan included songwriter credits on Shadows in the Night (he discontinued the practice for Fallen Angels and Triplicate, although credits can be found on his website), none of the albums cite arrangement sources. Since many of these songs had been recorded by a wide variety of artists, I was curious about which arrangements Bob had chosen to adapt. As a result, I decided to see if I could track down the arrangements used by Bob on all three of his songbook albums, with the intention of trying to write my own Peter Stampfel-style liner notes. 

(While I did check the web to see if anyone had attempted to track down Bob's arrangement sources for these albums before, I stupidly only remembered to check Spotify after I had finished compiling my list. As far as I can see, two people have previously attempted this task, with slightly different results to both me and each other: Pete Trallhatten’s ‘Dylan’s Great American Songbook: Where he heard them...’, and 12655544451’s ‘Dylan/Sinatra: Original Versions of Frank Sinatra Songs)

While the vast majority of Dylan's versions of these songs are derived from Sinatra arrangements, this isn't quite as clear-cut as it sounds. Sinatra often recorded the same song multiple times throughout his career, in various arrangements, and Bob often bypasses a well-known Sinatra performance in favour of a much more obscure recording.

Fascinatingly, while a handful of the songs on Fallen Angels and Triplicate were never recorded by Sinatra, the arrangements chosen by Dylan always reveal a link to Frank, occasionally in surprising ways. Despite not explicitly promoting these albums as Sinatra tributes, every arrangement on these five discs is either adapted from a Sinatra recording, or from a recording by someone Frank was strongly associated with in some way.

And that wasn’t all. Even though Bob was adapting arrangements previously used by others, I assumed he would still have had to alter the key of each song to accommodate his vocal range. Incredibly, this is not the case: of the 52 songs Dylan recorded for his standards project, 50 of them are sung in the keys the arrangements were originally performed in by Sinatra and others. Only ‘All the Way’ and ‘Day In, Day Out’ have been lowered by half a step, presumably out of absolute necessity.

As Bob was keen to point out in his interviews, this is not a copy-and paste job. These arrangements were mostly written for massive orchestras and big bands, and paring them down for just five instruments – without really losing anything – is no small feat.

 

Before we get started, here’s a quick list of sources:

Sinatra! The Song is You: A Singer's Art by Will Friedwald

The Rough Guide to Frank Sinatra by Chris Ingham

Sinatra! The Complete Guide

Richard Cook and Steve Albin’s Sinatra Sessionography

The Café Songbook Catalogue of the Great American Songbook

Frank Sinatra Wiki

Olof Bjorner's notes on the Triplicate songs

YouTube channels like the78prof, tommy194970, catman916 and MrRJDB1969, all of who provide detailed and informative descriptions to accompany their Sinatra videos.





Shadows in the Night

I’m a Fool to Want You

Written by: Jack Wolf (lyrics), and Joel Herron (music), Frank Sinatra (lyric rewrites), 1951

Arrangement used by Bob written by: Gordon Jenkins, 1957

Frank Sinatra recorded this song twice, in 1951 (with the Ray Charles Singers) and 1957 – both years in which he got divorced. Bob goes for the 1957 arrangement, from the album Where Are You? (albeit with a slightly shortened intro), although it sounds like some of his vocal inflections have been influenced by Sinatra’s 1951 take. The intro to Jenkins’ arrangement also sounds like it was inspired by the earlier recording.

This song also marks a rare writing credit for Sinatra, as he changed some of Jack Wolf’s lyrics during the 1951 recording session. Sinatra was the second artist to tackle the song (just one month after Billy Eckstein recorded his version) and the tune has been recorded frequently ever since. 'I'm a Fool to Want You' was also the opening track to Billie Holiday's 1955 Columbia album Lady in Satin.

The Night We Called it a Day

Written by: Matt Dennis (music) and Tom Adair (lyrics), 1941

Arrangement used by Bob written by: Axel Stordahl, 1942

This was the first song recorded by Sinatra at his very first session as a solo artist on the Bluebird label in January 1942, and this arrangement, which Sinatra re-recorded for Columbia in 1947, is the one Bob chooses to adapt. Dylan also had the option of Sinatra’s 1957 Capitol recording, which appeared with an arrangement by Gordon Jenkins on Where Are You?.

The 1947 version: 

Stay With Me

Written by: Jerome Moross (music) and Carolyn Leigh (lyrics), 1963

Arrangement used by Bob written by: Don Costa, 1963

Sinatra recorded ‘Stay With Me’ in 1963 for the soundtrack of the film The Cardinal, and two years later it appeared on the Reprise singles compilation Sinatra ‘65. In the context of the film - which concerns a newly-ordained priest suffering a crisis of faith - the lyrics of the song take on a religious meaning. The lyrics and sentiment of 'Stay With Me' are also quite similar to the hymn 'Stand By Me' (published in 1905 by Rev. Charles Albert Tindley), which Bob Dylan performed in 1990 and recited during his MusiCares speech in 2015.

Barring Dylan’s previous performances of ‘That Lucky Old Sun’, 'Stay With Me' was the first song from Shadows in the Night to be performed live (in October 2014, several months before the release of the album.) It's also an extremely obscure song choice – SecondHandSongs reports that Bob is only the third person to record it, the second being Jackie Richardson in 2003. 

Autumn Leaves

Written by Joseph Kosma (music), Jacques Prevert (French lyrics) and Johnny Mercer (English lyrics), 1945 (Mercer’s lyrics first sung by Jo Stafford in 1950)

Arrangement used by Bob written by: Gordon Jenkins, 1957

Bob must be a big fan of the Where Are You? Album, as he returns to it here for this stirring arrangement of 'Autumn Leaves'. Interestingly, although the original French lyrics were written by Jacques Prevert, the English lyrics are not a translation - Johnny Mercer wrote entirely new words that retained only the ‘falling leaves’ from the original. 

Why Try to Change Me Now?

Written by: Cy Coleman (music), Joseph McCarthy Jr. (lyrics), 1952

Arrangement used by Bob written by: Gordon Jenkins, 1959

Another song that Sinatra recorded twice: once for Columbia in 1952, and again for Capitol in 1959 for the album No One Cares. As the title suggests, No One Cares is perhaps Sinatra's bleakest album. Once again, although Dylan chooses to adapt Gordon Jenkins’ 1959 arrangement, his phrasing sounds like it owes more to the 1952 performance. 

Some Enchanted Evening

Written by: Richard Rogers (music), Oscar Hammerstein II (lyrics), 1949

Arrangement used by Bob written by: Axel Stordahl, 1949

According to a the78prof, a YouTube channel that specialises in these matters, Sinatra was the very first artist to record this very popular song, beating Perry Como by one day in February 1949. Frank recorded it again in 1967 in a very unusual arrangement, but Bob sticks with the 1949 original. According to Olof Bjorner, Dylan previously attempted 'Some Enchanted Evening' during the sessions for Under the Red Sky in 1990, an outtake that is yet to see the light of day.

Full Moon and Empty Arms

Written by: Buddy Kaye (music) and Ted Mossman (lyrics)

Arrangement used by Bob written by: Axel Stordahl, 1945

I can still remember that surprise that greeted Bob Dylan releasing this song, out of nowhere, in May 2014. While it was acknowledged that the track was from an upcoming studio album scheduled for later in the year (it was subsequently pushed back to make way for the Basement Tapes Bootleg Series release), no one knew at the time that Dylan was planning a full album - much less three - of Great American Songbook standards. Besides the choice of song, the other surprise was Dylan's voice; where his singing on 2012's Tempest had been more gravelly than ever, here he was two years later singing better than he had for decades. 

The melody of 'Full Moon and Empty Arms' is derived from the third movement of Rachmaninov's Piano Concerto No. 2. Bob's version is based on Sinatra's 1945 recording for Columbia.

Where Are You?


Written by: Jimmy McHugh (music), Harold Adamson (words), 1937

Arrangement used by Bob written by: Gordon Jenkins, 1957

The title track from what appears to be one of Dylan’s favourite Sinatra albums. In The Rough Guide to Frank Sinatra, author Chris Ingham quotes Sinatra as saying that arranger Gordon Jenkins was “the one man that I felt I could almost leave alone – just let him work by himself. I think he was probably the most sensitive man about orchestrations.”

What’ll I Do

Written by: Irving Berlin (music & lyrics), 1924

Arrangement used by Bob written by: Axel Stordahl, 1947

Irving Berlin was one of the few Great American Songbook writers who wrote both music and lyrics. Peter Stampfel, in his notes for the album Peter Stampfel’s 20th Century in 100 Songs, writes that Berlin “didn’t believe in inspiration, but was said to write a song every day, from after dinner until 4 or 5 am, implying that for every hit he accomplished there were many, many hundreds of misses (or more).” One of Berlin’s earliest hits was 1911’s ‘Alexander’s Ragtime Band’, which is all about “the best band in the land” - the same phrase Bob Dylan sometimes used to introduce his band during the Larry Campbell-Charlie Sexton era.

Written in 1924,‘What’ll I Do’ is the oldest song on Shadows in the Night, and one of the oldest songs on all three of Bob's standards albums. Here in the U.K., this song is probably best known as the theme tune of the sitcom Birds of a Feather, which makes it slightly strange to hear Dylan singing it. Nevertheless, he does a great job, using Sinatra’s 1947 Columbia recording as a template. In 1962, Sinatra would rerecord 'What'll I Do' for the Reprise album All Alone, a record comprised entirely of songs in 3/4 time.

That Lucky Old Sun

Written by: Beasley Smith (music) and Haven Gillespie, 1949

Arrangement used by Bob written by: Jeff Alexander, 1949

Dylan first performed 'That Lucky Old Sun' at the original Farm Aid event in 1985. It went on to appear frequently during his 1986 tour with Tom Petty, before making the occasional surprise appearance on the Never Ending Tour between 1991 and 2000. Although his love for the tune has always been clear, it could be argued that he never truly got to grips with the song until he recorded it for Shadows in the Night. This version is based on Sinatra’s recording from 1949 (the same year the song was written). It made three post-Shadows Never Ending Tour appearances: once per year in 2015, 2016 and 2017.

Part 2