"They Can't Take That Away from Me" was composed by George Gershwin in 1937, with lyrics by his brother Ira Gershwin. Introduced by Fred Astaire in the film Shall We Dance, the song received an Academy Award nomination for Best Original Song. Tragically, George passed away from a brain tumor just two months after the film's release, making this one of his final compositions.
Written in E-flat major, the song follows a 32-bar AABA form. The melody features distinctive repeated notes and pentatonic elements, while the bridge pivots to G minor, lending a poignant emotional depth. Harmonically, the piece employs secondary dominants, chromatic passing chords, and subtle blue-note inflections that seamlessly blend Tin Pan Alley lyricism with jazz sophistication. Syncopated rhythms in the melody create a natural, conversational swing feel, making it equally appealing for vocalists and instrumentalists alike.
Among the most celebrated recordings is the duet by Ella Fitzgerald and Louis Armstrong on Ella and Louis (1956), a masterpiece of interplay and warmth. Frank Sinatra's rendition on Songs for Young Lovers (1954) is also widely admired for its elegant, understated arrangement.
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