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Oh, Lady Be Good! (1924)

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Origin and Chart Information
“When Lester Young played on the second chorus, the jazz world was introduced to another way of playing the tenor saxophone ... Jazz would never be the same.”

- Chris Tyle

AKALady Be Good
Rank 22
Music George Gershwin
Lyrics Ira Gershwin

As improvisational vehicles, many songs could not endure the transition from the loose Dixieland style of the “Roaring Twenties” to the smooth, swing sound of the 1930’s. They were dropped from jazz musicians’ catalogs, performances, and recordings and relegated to period collections and specialty bands. There are, however, a handful of songs written in the mid-twenties or earlier that have persisted as the topmost jazz standards: WC Handy’s “St. Louis Blues” (1914); the Ken Casey, Maceo Pinkard, Ben Bernie composition “Sweet Georgia Brown” (1925); and George and Ira Gershwin’s “The Man I Love” (1924) and “Oh, Lady Be Good” (1924).

Walter Catlett introduced “Oh, Lady Be Good!” on the stage of the Liberty Theater December 1st 1924. The song was included in the Broadway Musical Lady, Be Good! a popular show that would run for 330 performances. The show starred Fred and Adele Astaire, Walter Catlett, Alan Edwards, Jayne Auburn, Kathlene Martyn, and Cliff Edwards. It opened to generally favorable reviews, with the critics raving about the Astaires’ footwork and the “jazzy” Gershwin score.


More on Walter Catlett at JazzBiographies.com

In 1925 “Oh, Lady Be Good!” went on to become a pop chart hit three times with

  • Paul Whiteman and His Orchestra (1925, instrumental, #2)
  • Carl Fenton and his Orchestra (1925, instrumental, #9)
  • Cliff Edwards (1925, #13)

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

Lady Be Good was one of several shows in 1924 that represented a significant departure from the romantic operetta style. According to Edward Jablonski’s book Gershwin: A Biography, these pioneering productions were “... brittle in tone, ‘smart,’ characterized by athletic dances, tongue-in-cheek love songs”; in other words, forerunners of the modern musical comedy.


More on George Gershwin at JazzBiographies.com

More on Ira Gershwin at JazzBiographies.com

“Oh, Lady Be Good!” was one of a dozen songs in the all-Gershwin Broadway score. Also becoming hits were “So Am I,” “Little Jazz Bird,” “The Half of It, Dearie, Blues,” and “Fascinating Rhythm.”

Lady Be Good was also a turning point in the career of Cliff Edwards. Edwards’ ukulele rendition of “Fascinating Rhythm” stole the show and would prove to be the beginning of a string of Broadway appearances for him.


More on Cliff Edwards at JazzBiographies.com

Weak dialogue and poor direction spoiled MGM’s 1941 musical, Lady, Be Good! The producers gambled on a number of changes and lost with a different cast (such greats as Eleanor Powell, Ann Sothern, Robert Young, and Lionel Barrymore), a different plot, and a different score (except for “Oh, Lady Be Good!” and “Fascinating Rhythm.”)

More information on this tune...

Ira Gershwin
Lyrics on Several Occasions
Limelight Editions
Paperback: 424 pages

(The lyricist himself discusses the anecdotal history of the song and its lyric over three pages.)
See the Reading and Research panel below for more references.

- Jeremy Wilson

Music and Lyrics Analysis

Musical analysis of “Oh, Lady Be Good!”

Original Key G major
Form A-A-B-A
Tonality Major throughout; very brief passage in E minor in mm. 5-6 of the “B” section
Movement A balance of step-wise and skips moves primarily downward, followed by large (6th and octave) leaps upward.

Comments     (assumed background)

A playful tune, originally played “slow and gracefully” (Gershwin’s tempo marking), it lends itself to a wide variety of treatments and tempos. This tune is not particularly difficult for instrumentalists as the chord progressions are quite standard and follow all accepted rules of voice leading–in short, no surprises. The arpeggiated melodic passages clearly outline the harmony underneath–the only “non-chord tone” that appears with any frequency is the 6th. Inexperienced vocalists may find the wide leaps a bit intimidating at first, but since they are all chord tones, they should pose no insurmountable challenges. The best suggestion is to simply have fun with this tune, keeping tongue firmly in cheek.
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

Great song for either up-tempo or ballad treatment. Broken I and V7 chords in the melody help the tuning-impaired and help build accuracy and agility.

Marty Heresniak, Voice Teacher, Actor, Writer, Singer

Quoted from: Heresniak, Marty and Christopher Woitach, “Changing the Standards -- Alternative Teaching Materials.” Journal of Singing, vol. 58, no. 1, Sep./Oct. 2001.

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Soundtrack information
“Oh, Lady Be Good!” was included in these films:
  • Symphony of Swing (1939, Artie Shaw and His Orchestra)
  • Lady Be Good (1941, 1-Ann Sothern, Robert Young; 2-Eleanor Powell, dog; 3-cast)
  • Rhapsody in Blue (1945, instrumental)
  • An American in Paris (1951, MGM Studio Orchestra)
  • That’s Entertainment II (1976, Ann Sothern, Robert Young from Lady, Be Good)
  • Manhattan (1979, New York Philharmonic, Zubin Mehta)
  • American Splendor (2003, Dizzy Gillespie)
And on stage:
  • Lady Be Good (1924, Walter Catlett) Broadway musical
  • Who Cares? (1970, New York City Ballet) dance theater
And on television:
  • The Muppet Show (1978, Dr. Teeth, Floyd, Zoot) Season 3, Episode 69
Reading and Research
Additional information for "Oh, Lady Be Good!" may be found in:

Wayne Schneider
The Gershwin Style: New Looks at the Music of George Gershwin
Oxford University Press
Hardcover: 290 pages

(2 paragraphs 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.)

Ira Gershwin
Lyrics on Several Occasions
Limelight Editions
Paperback: 424 pages

(3 pages including the following types of information: anecdotal, history and song lyrics.)

Philip Furia
Ira Gershwin: The Art of the Lyricist
Oxford University Press; Reprint edition
Paperback: 308 pages

(1 page including the following types of information: lyric analysis.)

Robert Gottlieb, Robert Kimball
Reading Lyrics
Hardcover: 736 pages

(Includes the following types of information: song lyrics.)

Gary Giddins
Visions of Jazz: The First Century
Oxford University Press; New Ed edition
Paperback: 704 pages

(1 paragraph including the following types of information: music analysis and jazz solo transcription.)
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

Record producer John Hammond discovered the Count Basie band while listening to a Kansas City radio broadcast. When the band visited Chicago in 1936, he took the opportunity to record a contingent from the band. The group, under the name Jones-Smith Incorporated (for drummer Jo Jones and trumpeter Carl “Tatti” Smith), laid down “Lady Be Good” in a version demonstrating the essence of Kansas City jazz. Basie’s piano playing on the first chorus was revolutionary in its simplicity, and when Lester Young played on the second chorus, the jazz world was introduced to another way of playing the tenor saxophone besides the approach of Coleman Hawkins. Jazz would never be the same.

Chris Tyle - Jazz Musician and Historian

Lester Young
Ken Burns Jazz Collection: Lester Young
Polygram Records 549082

Getting Started
This section suggests definitive or otherwise significant recordings that will help jazz students get acquainted with “Oh, Lady Be Good!.” These recordings have been selected from the Jazz History and CD Recommendations sections.

Ella Fitzgerald’s dramatic reading of “Lady Be Good,” recorded live 1947 with Dizzy Gillespie’s large ensemble (Pure Ella: The Very Best of Ella Fitzgerald), still ranks among the finest performances of the tune and as one of her defining moments. Among instrumental versions, tenor saxophonist Lester Young’s small group workout with Count Basie (Ken Burns JAZZ Collection: Lester Young) is still the definitive performance, rivaled only by a live version (featuring Young) by one of his most important fans, alto saxophonist Charlie Parker (Confirmation: The Best of the Verve Years).

Noah Baerman - Jazz Pianist and Educator

CD Recommendations for This Tune
Click on any CD for more details at Amazon.com
Django Reinhardt
First Recordings (Django Reinhardt)
Original recording 1935
On this early performance with the Quintette du Hot Club de France, Reinhardt shows off his already-stunning technique and creativity.
Benny Goodman
Original Benny Goodman Trio and Quartet Sessions, Vol. 1: After You've Gone
Original recording 1936
Goodman’s groundbreaking trio with pianist Teddy Wilson and drummer Gene Krupa is featured on this relaxed and swinging performance.
Tadd Dameron
Fats Navarro Featured with the Tadd Dameron Band
Milestone 47041
Original recording 1948
This is a wonderful early example of trumpet giant Navarro’s small-group collaborations with pianist, arranger and bandleader Tadd Dameron. Navarro’s creativity and virtuosity are stunning. The performance opens with a bebop line (which often carries the titles “Rifftide” or “Hackensack”) that was popular to use over this chord progression.
Ella Fitzgerald
Pure Ella:The Very Best of Ella Fitzgerald
1998, Polygram #539206
(not to be confused with Pure Ella, 1950 Verve 636)
Tracks like Fitzgerald’s take on “Oh, Lady Be Good”’ make it hard to dispute that she is among the elite jazz singers in history, if not the best. Her vocal pyrotechnics here include some over-the-top scatting.
Charlie Parker
Confirmation: The Best of the Verve Years
1995 Verve 27815
Original recording 1946
This live recording features a truly classic solo statement from Parker, whose soulful ideas seem here to flow without limits. Howard McGhee and Lester Young are among those also featured on this long track.
Kenny Burrell
On View at the Five Spot Cafe
1989 Blue Note 46538
Original recording 1959
Burrell romps through a high-energy live version of the tune with a group that includes Tina Brooks on tenor saxophone and Art Blakey on drums.
Oscar Peterson
Oscar Peterson Plays The George Gershwin Songbook
1996 Verve 29698
Original recording 1959
Peterson has recorded this tune many times with different groups. This subtly swinging performance features his wonderful trio with Ray Brown and Ed Thigpen.

- Noah Baerman

Tommy Flanagan
Lady Be Good...For Ella
1994 Polygram 521617

Flanagan, although he enjoyed a solo career, was Ella Fitzgerald’s pianist for 12 years. In two readings that probably express his relationship with Ella, he treats “Lady Be Good”’ reverentially and then takes it as an uptempo romp with Peter Washington (b) and Lewis Nash (d).

- Sandra Burlingame

Red Norvo
2000, Melodie Jazz Classic #1123

This album features superb sound quality on a great recording of “Oh, Lady Be Good.”’ Xylophonist/vibraphonist/bandleader Red Norvo stands aside to let a tight and brassy horn section steal the show.
Slim Gaillard
Rides Again
2002, Universal
Original recording, 1958, Verve
Multi-instrumentalist and bandleader Gaillard gives the song a classic Gaillard reading. His playfulness belies a musicianship and innovation that are hard to discredit. Here Gaillard tickles the ivories while tirelessly improvising the lyrics to make the song his own.

- Ben Maycock

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

George Gershwin and Ira Gershwin

Year Rank Title
1924 18 The Man I Love
1924 22 Oh, Lady Be Good!
1930 24 Embraceable You
1930 54 But Not for Me
1938 57 Love Is Here to Stay
1930 73 I Got Rhythm
1926 77 Someone to Watch Over Me
1937 86 They Can't Take That Away from Me
1937 88 A Foggy Day
1927 98 'S Wonderful!
1937 158 Nice Work If You Can Get It
1937 201 Love Walked In
1927 213 How Long Has This Been Going On?
1929 320 Strike Up the Band
1924 329 Fascinating Rhythm
1929 381 Soon
1931 419 Who Cares? (So Long As You Care for Me)
1935 420 It Ain't Necessarily So
1930 487 I've Got a Crush on You
1936 766 Let's Call the Whole Thing Off
1936 927 They All Laughed
1926 983 Maybe

George Gershwin, Ira Gershwin and DuBose Heyward

Year Rank Title
1935 270 I Loves You Porgy
1935 539 Bess, You Is My Woman Now

George Gershwin, Ira Gershwin and Gus Kahn

Year Rank Title
1929 189 Liza (All the Clouds'll Roll Away)

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