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Come Rain or Come Shine (1946)

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Origin and Chart Information
“A reconstructed full-score recording of St. Louis Woman has become available as a result of the Manhattan City Center Theater Encores! Series.”

- JW

AKACome Rain or Shine
Rank 51
Music Harold Arlen
Lyrics Johnny Mercer

“Come Rain or Come Shine” was introduced by Ruby Hill and Harold Nicholas in the Broadway musical St. Louis Woman. Set in St. Louis in 1898, the story revolved around Della Green (Hill), a woman who wants out of her relationship with bar owner Biglow Brown (Rex Ingram) when she falls for Li’l Augie, (Nicholas), a jockey on a winning streak. The show opened on March 30, 1946, at the Martin Beck Theatre to lackluster reviews and attendance and closed after only 113 performances.


More on Ruby Hill at JazzBiographies.com

More on Harold Nicholas at JazzBiographies.com

St. Louis Woman was beset with problems before it even opened. Songwriter Harold Arlen and lyricist Yip Harburg had just scored two successes with Metro Goldwyn Mayer’s Wizard of Oz, for which they won an Academy Award for Best Song, and the long-running Broadway musical, Bloomer Girl (1944). Profiting from stakes in both productions, MGM was eager to back Arlen’s St. Louis Woman, an all-black show based on Arna Bontemps’ first published novel, God Sends Sunday (1931). MGM was further willing to provide Lena Horne as the leading lady, and Johnny Mercer signed on to write the lyrics. Lightning did not strike again. Author and critic Steven Suskin, in Playbill Online, comments,

Trouble arose before they even got out of the gate. The NAACP denounced the show for “offering roles that detract from the dignity of our race.” Horne withdrew, announcing that St. Louis Woman sets the Negro back one hundred years.”

Additional setbacks followed, including the death of the co-librettist and the dismissals of various cast and crewmembers.

In spite of its problems, St. Louis Woman did have the Arlen/Mercer score going for it. Pearl Bailey, in her extraordinary Broadway debut, sang the show-stopping “Legalize My Name” and “It’s A Woman’s Prerogative,” winning the Donaldson Award as the best newcomer of the year. Also included in the score were, “Any Place I Hang My Hat Is Home,” “Ridin’ on the Moon,” “And I Had Myself a True Love,” and of course, the jazz standard, “Come Rain or Come Shine.”

“Come Rain or Come Shine” became a modest hit during the show’s run, making the pop charts with a Margaret Whiting (Paul Weston and His Orchestra) recording rising to number seventeen, and, shortly after, a Helen Forrest and Dick Haymes recording rising to number twenty-three.


Chart information used by permission from
Joel Whitburn's Pop Memories 1890-1954

More on Harold Arlen at JazzBiographies.com

More on Johnny Mercer at JazzBiographies.com

In Max Wilk’s They’re Playing Our Song: Conversations With America’s Classic Songwriters, Johnny Mercer is quoted as saying that finding the right mood for a song is the luckiest thing that can happen to a lyric-writer. Mercer goes on to characterize “Come Rain or Come Shine” as “a really simple way of saying ‘I love you’ ...the way a guy in a saloon would feel it.”

On the S. A. (Samuel Arlen) Music website for Harold Arlen, the lyrics are discussed further.

Harold played the tune for Johnny, the lyricist liked it and even came up with a fitting opening line, “I’m gonna love you, like nobody’s loved you,” after which he paused for a moment. Into the brief silence Arlen jokingly injected, “Come hell or high water...,” to which Mercer reacted by saying, “Of course, why didn’t I think of that - ‘Come rain or come shine.’”.

For those interested in hearing the full score of St. Louis Woman, there is a relatively recent recording available. In 1998 the City Center Theater in Manhattan revived St. Louis Woman, starring Vanessa Williams, as part of their Encores! Series. The score had to be reconstructed from second source material, as every bit of original orchestrated material had been lost. The cast recording is available on the Decca Broadway label, St. Louis Woman (1998 Encores!/City Center Cast).

More information on this tune...

Allen Forte
Listening to Classic American Popular Songs
Yale University Press; Book & CD edition
Hardcover: 219 pages

(Forte devotes seven pages to the song, including its history and analyses of both the music and lyric. The lyrics are included in the book which also has a companion CD.)

- Jeremy Wilson

Music and Lyrics Analysis

While many of the great song composers used repeated notes as a device to build tension and emphasize their harmonies, Harold Arlen, as a rule, was not one of them. “Come Rain or Come Shine,” however, is not just a rare Arlen exception; it may very well be the repeated-notes-champion among the top jazz standards.

The song has a 4-bar introduction, no verse, and a 32-bar refrain that may be diagrammed as A-B-C. The A section and the B section (bridge) are both eight bars. The C section is sixteen bars, the first eight of those echoing the A section.

The A section begins with a repeated a note (thirteen times!) and ends the first eight bars by dropping to an f which is repeated and then held. The second eight bars reprise the first with one exception, the second measure starts off with a c. The melody could not be much flatter, providing a driving feeling that supports Mercer’s insistent lyrics, “I’m going to love you like nobody’s loved you…”


Musical analysis of “Come Rain or Come Shine”

Original Key One flat, starting in F major and ending in Dminor
Form A1 – B – A2 – C
Tonality Unsettled; goes back and forth between major and minor; some shifting key centers
Movement Primarily steps and small skips; large number of repeated notes

Comments     (assumed background)

The initial harmonic progression is actually quite simple and common, being a variation of  I – III7 – vi – II7 – V7 – I, but the use of a viiø7 after the opening I chord leading to the III7 gives it a more sophisticated sound. The “B” section is a bit more complicated. It is actually in the parallel minor key, starting with a iv – V7 – I sequence. The next two measures descend by whole steps from iv down to ii7 – V7 but then the melody goes into a false key change by going to a minor chord one step higher (functioning as a ii7 of the old V7, which has now become the new “tonic of the moment”). The following sequence: i – viø7 – ii7 (embellished with a bVI7 [augmented sixth] chord before the ctø7 based on a vi with a flatted fifth) gets the progression back to the original tonic when theV7 resolves to a I7 that becomes the pivot chord and V7 of the original tonic of Section “A.”

At first glance/hearing, Section “C” seems to be quite a detour, but what sounds initially like deceptive resolutions are actually variations of standard ones. For example, Arlen’s original progression at “C” was coming from a Dm chord: F#m11– B7 – Em7 – A7, with one chord change per measure. It sounds odd, but really all Arlen is doing is leaving out some secondary dominants (that could easily be included). Possible chord progression here might be: F#m11 (four beats), B7 (two beats) – E7 (two beats) – A7 (eight beats). (An Em chord could be thrown in for the last two beats of measure 7 of Section “A2” to avoid monotony.) After this, the final “C” section does, indeed, contain deceptive cadences and resolutions, giving the aural impression that the song will return to F major. Instead, when Arlen reaches the II7 in measure four, he goes not to the V7 (C7) but to D minor, finishing the song with a cadence that leaves no doubt that the tonic is now, indeed, that key.

K. J. McElrath - Musicologist for JazzStandards.com

Check out K. J. McElrath’s book of Jazz Standards Guide Tone Lines at his web site (www.bardicle.com).
Musicians' Comments

“Come Rain or Come Shine” is a wonderful composition with a fantastic melody and very challenging changes. For the jazz musician, there are many openings for altering the changes and heading in different directions harmonically.

David Friesen, jazz bassist

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Soundtrack information
“Come Rain or Come Shine” was included in these films:
  • King of Comedy (1983, conflicting information)
  • For the Boys (1991, Bette Midler)
  • Forget Paris (1995, David Sanborn)
  • Midnight in the Garden of Good and Evil (1997, Alison Eastwood)
  • Harold Arlen: Somewhere over the Rainbow (1998)
  • The Other Sister (1999, Juliette Lewis)
  • Leaving Las Vegas (2000, Don Henley)
  • Stormy Weather: The Music of Harold Arlen (2003, Sandra Bernhard)
And on stage:
  • St. Louis Woman (1946, Ruby Hill, Harold Nicholas) Broadway
  • Free and Easy (1959) Amsterdam and Paris "blues opera"
  • Dream: The Johnny Mercer Musical (1997) Broadway revue
  • Wizard: The Music of Harold Arlen (2004) cabaret
Reading and Research
Additional information for "Come Rain or Come Shine" may be found in:

Allen Forte
Listening to Classic American Popular Songs
Yale University Press; Book & CD edition
Hardcover: 219 pages

(7 pages including the following types of information: history, lyric analysis, music analysis and song lyrics. (Book includes CD).)

David Ewen
American Songwriters: An H.W. Wilson Biographical Dictionary
H. W. Wilson
Hardcover: 489 pages

(1 paragraph including the following types of information: history and performers.)

Alec Wilder
American Popular Song: The Great Innovators, 1900-1950
Oxford University Press; Reprint edition
Hardcover: 576 pages

(3 paragraphs including the following types of information: music analysis.)

Allen Forte
The American Popular Ballad of the Golden Era, 1924-1950: A Study in Musical Design
Princeton University Press
Hardcover: 336 pages

(5 pages including the following types of information: music analysis.)

Thomas S. Hischak
The American Musical Theatre Song Encyclopedia
Greenwood Press
Hardcover: 568 pages

(1 paragraph including the following types of information: summary.)

Max Morath
The NPR Curious Listener's Guide to Popular Standards
Perigee Books
Paperback: 235 pages

(1 paragraph including the following types of information: history and performers.)

Philip Furia
Skylark: The Life and Times of Johnny Mercer
St. Martin's Press; 1st edition
Hardcover: 320 pages

(1 page including the following types of information: anecdotal and history.)

Robert Gottlieb, Robert Kimball
Reading Lyrics
Hardcover: 736 pages

(Includes the following types of information: song lyrics.)
Also on This Page...

Music & Lyrics Analysis
Musician's Comments
Reading & Research

Jazz History Notes
Getting Started
CD Recommendations
Listen and Compare
By the Same Writers...

Jazz History Notes

Talented trumpet player Clifford Brown had a brilliant career cut short by his untimely death in an auto accident at age 25. However, during his four years of recording he managed to leave a large body of work with many great moments of jazz.

In Paris, as a member of the Lionel Hampton Orchestra in 1953, Brown was in the studio with a small group made up of his compatriots from the Hampton band, performing arrangements written by Quincy Jones (also a member of the Hampton group). On the CD reissue of their recording of “Come Rain and Come Shine” we have the opportunity to hear two takes of the tune, illustrating Brown’s inventive genius. (The album has multiple takes of other numbers also.)

Chris Tyle - Jazz Musician and Historian

Clifford Brown
Clifford Brown in Paris
Original Jazz Classics 357

Getting Started
This section suggests definitive or otherwise significant recordings that will help jazz students get acquainted with “Come Rain or Come Shine.” These recordings have been selected from the Jazz History and CD Recommendations sections.

The 1959 recording of “Come Rain or Come Shine” by Ray Charles (The Genius of Ray Charles) is widely beloved and is a great example of the song as a vehicle for ballad singing. The tune is often played with a swing feeling as well, and the standout performance among many in this style is Art Blakey’s from 1958 (Moanin'). This performance features dramatic solos from each of Blakey’s sidemen from this incarnation of Jazz Messengers, Bobby Timmons, Lee Morgan, Benny Golson and Jymie Merritt.

Noah Baerman - Jazz Pianist and Educator

CD Recommendations for This Tune
Click on any CD for more details at Amazon.com
Wes Montgomery
Full House
1990 Original Jazz Classics 106
Original recording 1962
Generations of guitarists have been inspired by Montgomery’s work on this album, a live collaboration with saxophonist Johnny Griffin and the Wynton Kelly Trio with Paul Chambers and Jimmy Cobb. The CD offers two takes of this remarkably swinging interpretation of “Come Rain or Come Shine.”
Modern Jazz Quartet
1994 Atlantic 82538

The Modern Jazz Quartet celebrated their 40th anniversary by making an album full of collaborations with a variety of guest artists. This cross-generational performance features a lyrical, understated performance by Branford Marsalis on soprano saxophone.

- Noah Baerman

Art Blakey & the Jazz Messengers
1990, Blue Note 46516
Original recording, 1958
On this hard bop version of "Come Rain or Come Shine"' drummer Blakey gives the song the Messenger touch with Benny Golson's sax and Lee Morgan's trumpet coolly punctuating a dynamite Bobby Timmons piano solo.
Ray Charles
The Genius of Ray Charles
1990 Atlantic 1312
Original recording 1959
This is one of the most influential vocal performances of “Come Rain or Come Shine.” The soprano choir and string arrangements of Ralph Burns might dominate in other circumstances, but here they take a backseat to Ray’s knockout vocals and the subtle accompaniment of a small jazz ensemble. Trombonist Bob Brookmeyer gets in some particularly tasty licks.
Bill Evans Trio
Portrait in Jazz
2001, Riverside Records
Original recording, 1959
Pianist Bill Evans is his usual innovative self on this interpretation of the song. His playing is discordant yet sensitive as he reinvents the song with the help of bassist Scott LaFaro and drummer Paul Motian.
Dinah Washington
Smoke Gets In Your Eyes
Collection, 1999, Recall

Vocalist Washington is all sass and confidence on this wonderful live version of the torch song classic.
Ella Fitzgerald
Arlen Songbook 2
Polygram Records
Original Recording 1960
Ella gives a slyly swinging performance here with the tasteful accompaniment of Billy May’s big band.
Art Pepper
Original recording 1960
Alto saxophonist Art Pepper's heart is on his sleeve as he delivers this deeply moving reading of the ballad. The emotion is genuine on this wistful track.
Joe Pass
Original recording 1978
Guitarist Pass and bassist Orsted Pedersen make it easy to forget that you are only listening to a duo. A subtle and delightful blues flavor permeates this slow-tempo performance.
Diane Schuur
1990, GRP 9540
Original recording, 1986
The album’s “Timeless” title describes the selections, the orchestral arrangements, and vocalist Schuur’s soaring soprano, which invests “Come Rain or Come Shine” with passion. Among the guest artists is Stan Getz.

- Ben Maycock

Written by the Same Composer(s)...
This section shows the jazz standards written by the same writing team.

Harold Arlen and Johnny Mercer

Year Rank Title
1946 51 Come Rain or Come Shine
1942 180 That Old Black Magic
1941 207 Blues in the Night
1943 307 My Shining Hour
1941 416 This Time the Dream's on Me
1944 434 Out of This World
1943 739 One for My Baby (And One More for the Road)

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