“Cotton Tail” (1940) Duke Ellington and Ben Webster

Very recently, swingandbeyond.com has hosted its 20,000th viewer! That is very good news for me and for everyone who likes this thing called swing. This blog has been up and running since March of 2016. The 10,000th view happened some seventeen months later. The 20,000th view happened six months after that. More people are viewing posts every day. They are enjoying great music, the stories and images behind that music, and are providing their comments and reactions. Thanks to all who visit the blog. More great music, stories and images are on the way. The celebration of swing continues!  Mike Zirpolo

“Cotton Tail”

Composed and arranged by Duke Ellington with assistance on the arrangement from Ben Webster.

Recorded by Duke Ellington and His Orchestra on May 4, 1940 in Hollywood.

Edward K. “Duke” Ellington, piano, directing: Charles M. “Cootie” Williams, first trumpet; Wallace Jones, trumpet; Rex W. Stewart, cornet; Lawrence Brown, first trombone; Joseph “Tricky Sam” Nanton, trombone; Juan Tizol (Martinez), valve trombone; Otto “Toby” Hardwick, first alto saxophone; John C. “Johnny” Hodges, alto saxophone; Benjamin F. “Ben” Webster and Leon Albany “Barney” Bigard, tenor saxophones; Harry H. Carney, baritone saxophone; Fred Guy, guitar; Jimmie Blanton, bass; William A. “Sonny” Greer, drums.

The story: 

The saga of the relationship between Duke Ellington and Ben Webster is, as one would expect, a colorful one. Ellington, who exerted strong but benign leadership over the temperamental virtuosi who made up his band in the 1930s (and for decades after), was a large man, standing over six feet tall. But he was nonviolent in the extreme. His preferred methods of imposing order among his sidemen were indirect, oblique, and often baffling not only to outsiders, but often to the members of his band as well. Even though Ellington was a heavy drinker throughout the 1930s (something he cut back on greatly around 1940), alcohol did not greatly affect his behavior. His equanimity amid the strife between his sidemen was legendary. (At left: Duke Ellington – 1940.)

Tenor saxophonist Ben Webster was also a large man, and a strong one. He could be violent when he was drinking, and in the 1930s and 1940s he was drinking more or less daily. He could and did pick up people and hurl them when they irritated him. When he was in a bad mood, those who knew him gave him wide berth. And when a bad mood tipped over into rage, those around him fled. That is why one of his nicknames was “the Brute.” Yet he had another side to his personality: extreme sensitivity. He was often moved to tears: by beautiful music, by the kindness of others, and by children, who adored him (the feeling was mutual). (Below right: Ben Webster – 1940s.)

The jazz pianist Jimmy Rowles, who met Webster in the 1940s, and then occasionally worked with him in the 1950s in Los Angeles, frequently witnessed Ben in brawls (usually in bars). On one occasion, Rowles and Ben were scheduled to make a recording session together. It was agreed that Jimmy would pick up Ben, who was then living with his mother, and grandmother, who was quite aged. When Rowles went to the door to fetch Ben, Webster’s mother invited him in. To his astonishment, he saw Ben gently combing his grandmother’s hair.

Nevertheless, Webster could become irrationally angry. One such incident, when he cut up one of Ellington’s suits with a knife, resulted in his first departure from the Ellington band.

It is easy to think that Ben Webster was just a mercurial hard-drinking musical primitive, who sometimes beat people up. But there was much more to the man. He was a musician of great talent, skill and creativity.

Throughout the 1930s, Webster developed most distinguished jazz and swing credentials. In 1932, he was a member of the pioneering Kansas City band led by Bennie Moten that included Count Basie, Walter Page, and Oran “Hot Lips” Page. He was then featured with a number of the better Afro-American bands of the 1930s including Andy Kirk’s (with Mary Lou Williams – a link to her and Webster’s “Walkin’ and Swingin” is at endnote (1) below), Fletcher Henderson’s (a link to Webster’s performance of “Happy as the Day Is Long” with Henderson is at endnote (2) below), Benny Carter’s and Willie Bryant’s. He made a brief appearance in 1935 with Ellington’s band, recording a marvelous solo on Duke’s recording of “Truckin’.” Shortly after that, he joined Cab Calloway’s band.

Calloway was the top earner in Irving Mills’s stable of bands in the 1930s, which also included Duke Ellington’s band. Duke was not a man who showed envy, not openly at least. But the fact that Calloway always seemed to be Mills’s favorite rankled him nevertheless. After Ellington and Mills parted on less than friendly terms in 1939, Ellington felt liberated in a number of ways that resulted in him bringing several new musicians into his band including the great pioneering bassist Jimmie Blanton, the brilliant young arranger/composer Billy Strayhorn, and Ben Webster. Webster’s arrival inaugurated a period in the Ellington band when his solos on tenor saxophone would become a major feature in Duke’s musical presentations. Prior to Webster’s arrival (and indeed after it), Barney Bigard played tenor saxophone in the section, but never soloed on that instrument. (Bigard was a great clarinetist.) (Anove left: L-R: Duke Ellington, Irving Mills and Cab Calloway – at the March 15, 1937 jam session at Master/Variety recording studios, NYC. Note that Mills is very close to Calloway.)

After Webster left Calloway’s band in 1937, he bounced around spending short spells with various bands large and small, but settled down for nine months in 1939 with pianist Teddy Wilson’s new band, which he liked very much musically. Unfortunately, the Wilson band was unsuccessful commercially. When Ben became aware that the Wilson band would soon break up in early 1940, he joined Ellington. (Webster completed his commitment to Wilson by appearing with Teddy’s band at a Wilson recording session in New York on January 18, 1940. But this was after Ben had started working with Ellington.)

The music:

On the surface, “Cotton Tail” appears to be a simple straightforward romp on the chords of George Gershwin’s “I Got Rhythm.” But, as was so often the case with Ellington’s music, there is a great deal beneath the surface that is anything but simple and straightforward.

The sprightly 16-bar opening sequence (there is no introduction) features Cootie Williams’s plunger and straight-muted trumpet, along with (an octave lower) Webster’s tenor saxophone and Lawrence Brown’s agile trombone, all playing in unison. They set out the melody of “Cotton Tail,” such as it is, at first alone, and then against a mysterious Ellingtonian blend of sounds that included some (or all) of the other brass instruments, and Harry Carney’s baritone saxophone, which Ellington loved to use to create deep, rich sonorities. Williams follows on the bridge with a typically swinging solo, played against surging reeds.

Webster’s two chorus solo is rightly celebrated as a magnificent example of swinging improvisation. David Rickert (3) wrote that Webster: “finds a remarkable balance between a whole world of musical ideas: swinging eight-note phrases interspersed with long and expressive held notes, some of these embellished with passionate vibratos and shakes, tonal colorations ranging from soft hues to hot and raspy timbres… (including his patented ‘yodel’ effect). It is a solo of remarkable logic and craft, deviating (somewhat) from Gershwin’s chord changes, yet ultimately abounding in memorable melodies. It has become a cliché to say that a jazz solo to be effective should tell a story. But Webster achieves just that: a commanding introduction, followed by the development of key phrases which lead logically to a climax.” (Above right: Ellington and Webster – early 1940s.)

After a rhythmic ensemble passage, a brief solo by Harry Carney and a bit of stride piano by Ellington, comes the now famous saxophone soli. It is followed by yet more intense and rhythmic ensemble playing, which is set off against well-placed brass bursts. As Mark Tucker (4) said: “the orchestra could roar ahead like an express train and stop on a dime.” The band builds in intensity with an extraordinary control of dynamics to a dissonant climax, before a recapitulation of the main theme, played as in the beginning of the piece, by Williams, Webster and Brown.

What is less known about “Cotton Tail,” is that Ben Webster composed the soli saxophone chorus, which sounds like one of his jazz solos scored for five saxophones. Ellington masterfully set Webster’s tenor saxophone solo and the saxophone section passage in perfectly complementary, indeed brilliantly creative, musical settings. One of Duke’s great strengths was that he readily accepted and encouraged collaboration from his musicians, and often supplemented their contributions with his own stimulating musical ideas. (Above left: Ben Webster in his hotel room, about 1940.)

Although every musician in the Ellington band performs at the top of his talent in this swing extravaganza, special praise must be given to bassist Jimmie Blanton, whose robust yet nimble playing provides a springy rhythmic base for the music, and drummer Sonny Greer, whose brilliant use of his drums and cymbals provides the driving beat and color Ellington always valued so highly. Also, don’t overlook the marvelous comping Duke himself provides to the band and soloists throughout this performance.

In 1940, “Cotton Tail” was a startlingly modern composition, an example of modern jazz before there was such a term. (Indeed, it is timeless. If any band today played “Cotton Tail” in a manner resembling Ellington’s classic recorded performance, it would bring an ovation.) The young jazz musicians who in the early 1940s were groping their way toward what would eventually be called bebop were strongly influenced by the record’s angular melody, unusual structure, and advanced harmonies. In “Cotton Tail,” Ellington utilized ninths and flatted fifths, chords that would soon be important to the development of the jazz idiom called bebop. (5)

Ellington’s saxophones – 1940. L-R: Barney Bigard, Johnny Hodges, Ben Webster, Otto Hardwick, Harry Carney. Ellington (standing) is in black suit at left.

But perhaps more importantly, “Cotton Tail” pointed the way toward a new approach to jazz composition for Ellington that included improvisation as its central element. Prior to “Cotton Tail,” Ellington had often developed melodies not just as songs, but also as showcases for soloists in his band. “Cotton Tail” is as much of a framework for a featured solo jazz improvisation as Duke ever wrote. And with its brisk tempo, it was not ideal for dancing, except for the most acrobatic jitterbugs. It helped shape a new role for jazz that was beginning to emerge during the Swing Era: jazz didn’t have to be music strictly for dancing; it could exist for listening as well. It also presaged the many trumpet and tenor saxophone front-line jazz groups that would come to the fore in the later 1940s and beyond.

Soon after release of the Victor record containing Ellington’s and Webster’s “Cotton Tail,” jazz would change drastically, becoming more complex rhythmically and harmonically, and it would be aimed at listening rather than the dancing audiences that had been the lifeblood of swing.

This recording was digitally remastered by Mike Zirpolo.

Notes and links:

(1) Here is a link to the marvelous Andy Kirk recording of “Walkin’ and Swingin’ on which Mary Lou Williams and Ben Webster collaborated: https://swingandbeyond.com/2022/02/11/walkin-and-swingin-1936-andy-kirk-and-mary-lou-williams-1970-billy-may/

(2) Here is the link to Fletcher Henderson’s recording of “Happy as the Day is Long,” which includes Ben Webster’s bracing tenor saxophone solo:


(3) All About Jazz – “Cotton Tail” by David Rickert (2005). I have used Mr. Rickert’s article as the starting point for my commentary on this recording.

(4) See the liner notes for: Duke Ellington..The Blanton-Webster Band (1986), RCA Bluebird 5659-1-RB.

(5) See generally The Swing Era…The Development of Jazz – 1930-1945 by Gunther Schuller, Oxford University Press (1989). pages 580-583.

Related Post


  1. HI, Michael–

    Congratulations on the 20,000 views! I only wish I had that many fans, ha, ha. I’ve been enjoying Swing and Beyond a great deal since its inception. It’s nice to read intelligent writing about the music (there’s a lot out there that isn’t), and to learn historical facts I’ve not seen elsewhere.
    Regarding “Cotton Tail,” your readers might be interested in hearing the 1939 recording of “71,” by Teddy Wilson’s Orchestra, featuring Ben Webster shortly before he joined Ellington’s band. I think Webster arranged “71.” It too features a sax soli chorus; one that sounds like a precursor to “Cotton Tail.” However, the soli in “71” features Webster playing the lead on tenor sax, but voiced under the 1st Alto sax. It’s an unusual sound, and Webster’s “lead” is prominent, even as that second voice. Teddy Wilson’s whole band–with Doc Cheatham in the trumpet section, and J.C. Heard on drums–is fantastic! I think anyone who digs “Cotton Tail” will enjoy hearing “71,” and find it of great interest.

    Keep Calm, and Keep Swinging!
    –Dan Barrett

    • I must thank Dan Barrett for his kind comments. For those of you who don’t know Dan, he is one of the most talented musicians playing in the swing tradition, and has been doing that with distinction for the past thirty-plus years. In addition to playing excellent trombone and cornet, Dan is also a fine arranger. And on top of all of that, he really knows the history of the music. When I get a compliment from a musician of Dan’s stature, it really means a lot to me.

      For those who want to get a little taste of Dan Barrett’s music, I have posted some of it here at swingandbeyond.com. Just go to the “search” box at the top of this post, and type in “Dawn on the Desert.” You will be in for a treat.

      Regarding Teddy Wilson’s recording of “71,” that was one of the recordings Ben Webster made with Teddy on January 18, 1940, just after Ben joined Duke Ellington’s band. Webster composed the tune and wrote the arrangement. I will indeed post that recording at swingandbeyond.com in the near future, because it is one of the great “sleepers” of the swing era…terrific music, but little known.

Leave a Reply

This site uses Akismet to reduce spam. Learn how your comment data is processed.