“Lush Life” (1956) Sarah Vaughan

“Lush Life”

Composed by Billy Strayhorn; arranged by Harold Mooney.

Recorded on April 1, 1956 by Sarah Vaughan for Mercury Records in New York.

Strayhorn in Pittsburgh – late 1930s.

Billy Strayhorn met Duke Ellington backstage at the Stanley Theater in Pittsburgh on December 2, 1938, while the Ellington band was appearing there for a week-long engagement. At the time of this meeting, Strayhorn was 23 years old, and had had an unconventional, but extraordinarily complete musical training and apprenticeship in Pittsburgh over the prior ten years. (Above left: Strayhorn in Pittsburgh – late 1930s.) He had by then composed a substantial amount of music, including the ultra-sophisticated song “Lush Life,” originally titled “Life is Lonely,” something that probably was a reflection of Strayhorn’s years living in Pittsburgh’s black community in the 1930s as a young man, an intellectual, and a homosexual. He also had developed a complete understanding of arranging, having prepared music for all manner of combinations from trios to concert orchestras.He was also conversant with the music of the top swing bands, numerous jazz pianists, including Art Tatum and Teddy Wilson, his favorites, and was a capable pianist himself.

The dynamic Duke – late 1930s.

Strayhorn in essence auditioned for Ellington between shows in Duke’s dressing room, while the maestro was lying on a chaise lounge in an embroidered robe, getting his hair conked.(1) (Hajdu, page 50. See below.) Strayhorn’s audition consisted of him first playing Ellington’s “Sophisticated Lady” and “Solitude” exactly as Ellington had just played them with his band on the stage of the Stanley, and then by him reinterpreting them, using different tempos and harmonies.Upon hearing this, Ellington, now standing next to Strayhorn with a turban around his newly conked hair, asked him: “Where did you learn to do that young man?” Strayhorn, with the lovely lack of pretense of youth replied: “at Westinghouse High School.” (Above right: The dynamic Duke – late 1930s.)

By this time Ellingtonians Harry Carney, Johnny Hodges and Ivie Anderson were also in Duke’s dressing room, witnessing and enjoying Strayhorn’s ongoing audition, which now included him playing some of his own songs. Since Ellington had to play several more shows that day, he invited Strayhorn to come back, but not before giving him an assignment: to write an arrangement for the Ellington band for one of his (Strayhorn’s) songs, possibly “Something to Live For,” and also for a current pop tune. Strayhorn did this within a day or two in a way that fit the Ellington band perfectly. Duke was astonished. But in typical Ellington fashion, he was vague in his discussion with Strayhorn about “joining our organization.” He did however write down subway directions to Ellington’s apartment in Harlem, and handed them to Strayhorn.

Ellington and Strayhorn – their relationship was unconventional, but productive.

After several weeks of deliberation, Strayhorn decided to try to meet up with Duke on the road, and press the issue of him joining the Ellington organization. This eventually happened backstage at the Adams Theater in Newark, New Jersey on January 23, 1939. When Strayhorn appeared there on that date, Duke remembered his face (and musical talent), but not his name. Ellington then said, “I just asked my manager to get your address and send for you.” Strayhorn replied, “Well, you don’t have to do that now because I am here.” (Hajdu, 57) (At left: Ellington and Strayhorn – their relationship was unconventional, but productive.)

Between the time Strayhorn met Ellington in Pittsburgh and joined him in Newark, he had written (but not arranged for the Ellington band) “Take the ‘A’ Train,” utilizing Duke’s subway directions for the lyric. He played this new composition for Duke in Newark, and Ellington liked it. Duke then called his son Mercer in New York and instructed him to secure a room for Strayhorn at the YMCA near Ellington’s Manhattan apartment.

So at that moment, Billy Strayhorn went to work for Duke Ellington.There was no contract between them then, or ever. Strayhorn had no job description. All that was said by Ellington was: “I don’t have any position for you. You’ll do whatever you feel like doing.” From the outset, Duke fashioned an ambiguous relationship between himself and Strayhorn, but one where Duke was and would continue to be the perfect patron. It would remain so for the next twenty-eight years.

Strayhorn’s tenancy at the YMCA, which in his opinion was a rather depressing place, was extremely short. Within a day or two of his arrival there, he called Mercer Ellington and asked if he could come over to “learn about Duke Ellington.” (Hajdu, 57) Mercer, who was a few years younger than Strayhorn (and a music student at Juilliard), said yes, and from the moment Billy arrived at the palatial seven room Ellington penthouse at 409 Edgecomb Avenue, he was heartily welcomed by Mercer, Duke’s younger sister Ruth, who was Strayhorn’s age, and Mildred Dixon, Ellington’s lover, as an adjunct to the Ellington family. After that, he rarely (if ever) slept at the Y again.

Even at age twenty-three, Billy Strayhorn was an extremely cultivated person. He spoke English perfectly, and was a Francophile. (He later learned to speak French.) His knowledge of music, especially harmony, was extensive, as was his knowledge of art and literature. In New York, he quickly became familiar with the nuances of fine cuisine and wine. His wardrobe soon revealed his exquisite sartorial taste. He was well-read and a marvelous conversationalist. He could discuss a multitude of topics with insight. He also attended performances by as many top bands of the day as possible. Ruth Ellington came to look upon him as an adopted brother. Mercer Ellington initially was as taken by Strayhorn as Ruth, but eventually became somewhat jealous of him for a number of reasons. “My father didn’t take me under his wing the way he did Strayhorn.” (Hajdu, 59)

Those of us who live in a world governed by conventions, including legal and financial conventions, find it difficult to understand the supremely unconventional legal and financial relationship between Duke Ellington and Billy Strayhorn. No written (or probably oral) contract ever existed between the two men. Strayhorn was undoubtedly an employee of Ellington’s corporation Duke Ellington, Inc., which operated the Ellington band. And as such, he was paid a salary, which by all outward indicators, was quite handsome. Billy Strayhorn never wanted for anything, and he knew how to (and indeed did) live well.

At first, when Strayhorn composed a new tune, Ellington would put his name on it as a co-composer, even if he had not written a note of the composition.This was common practice in the swing era, the thinking being that the promotion of a new song by a top band was worth one-half of the composer credit going to the leader of that band, especially if the band recorded the tune. This practice by Ellington stopped in 1941 when Strayhorn’s composition “Take the ‘A’ Train” became a hit.(2) In addition, the many Strayhorn compositions that were published with his name alone as composer, were published by Duke’s music publishing company, Tempo Music, Inc.(3) This provided Strayhorn’s music at least a chance at being recognized in the pop music marketplace. And, after the success of “Take the ‘A’ Train,” Duke also gave Billy shares in Tempo Music, so it became legally possible for Strayhorn to receive a part of the profits from all of the other music published by Tempo.

It must be remembered that the greatest promotional device ever for Strayhorn’s work was Duke Ellington’s Orchestra. It would be impossible to calculate how much time, effort, skill, money, and pure work Duke Ellington put into maintaining his band for over five decades. True, the band was also the greatest promotional device for Duke’s own works. But there was also incalculable benefit in Billy Strayhorn being associated as he was with both Duke and his orchestra. It is significant that Duke Ellington and Billy Strayhorn never had a disagreement over money. They understood intuitively that their unconventional legal and financial relationship worked for them both. And financially, that was that.

The most notable disagreement they ever had was over music.It happened in 1953 at a Capitol recording session, when Duke, for whatever reason, cut a substantial part of Strayhorn’s composition/arrangement “Orson,” which was dedicated by Strayhorn to Orson Welles, from the music that was recorded that day. Indeed, it seems that one of the few things that would trigger anger in Strayhorn was when anyone altered his music. When unbeknownst to him, Nat “King” Cole, a musician/singer whom Strayhorn liked and admired, had arranger Pete Rugolo alter parts of Strayhorn’s song “Lush Life,” and then recorded the altered version (for Capitol on March 29, 1949 in New York), Strayhorn was livid, even though that recording brought him substantial royalties and had a lot to do with popularizing “Lush Life,” which brought Strayhorn even more royalties. (Only Strayhorn’s name is on “Lush Life.” The Ellington band never played the piece.)

Significantly, “Lush Life” was not registered for copyright until 1949. Prior to Cole’s recording of “Lush Life,” it had languished in obscurity for some fifteen years primarily because Strayhorn never took any steps to promote it. This is yet another example of how Strayhorn’s principal focus was on music, not business.

Lush Life was composed in the middle 1930s, but completed in 1936, when Strayhorn was twenty years old.The melody contains intervals that require great vocal control, and is set over relatively complex chord changes, compared with many jazz standards. It also contains chromaticism and modulations. This is a song that requires a very high level of vocal range, flexibility and sensitivity, to be sung effectively. The lyric is remarkably sophisticated, especially when one considers that it was written by a teen-ager. The song was performed only privately by Strayhorn, until he and (significantly) Ellington vocalist Kay Davis, a concert vocalist with a master’s degree from Northwestern University,(4) performed it as a duet with Strayhorn on piano on November 13, 1948 at Ellington’s fifth (and last) annual Carnegie Hall concert.

It is quite possible that Nat Cole was present at this Ellington concert. (Cole was in New York then, and had met and married Maria Ellington, no relation to Duke, but one of his vocalists in the 1940s. They married earlier in 1948. Nat was very much a part of the Ellington band social set in 1948.) If he heard the Strayhorn/Davis performance, he as a great pianist would have been struck by the unusual form and beauty of Strayhorn’s song, and likely began thinking of how he might sing and record it himself.

The music:

Sarah Vaughan (1924-1990) was a jazz singer who had an astonishing voice. Her large range, rich voice quality, and superb sense of pitch and phrasing are all on display in her recording of “Lush Life.” 

This arrangement, by Harold Mooney, who worked with many different musical groups throughout the 1940s and into the fifties, opens with an English horn playing the melody notes that support the words “life is lonely again” in Strayhorn’s lyric, immediately evoking loneliness.The balance of Mooney’s arrangement includes a number of shifting instrumental textures that provide a colorful, but understated background for Ms. Vaughan’s voice.

The lengthy introductory segment/verse is really a separate song in that it is completely different from the main theme of “Lush Life,” which starts when the words “life is lonely again…” are sung almost half way through the performance. In the opening segment we hear many of the most vivid images in Strayhorn’s lyric. In essence, he is setting the stage for the the lyric of the main strain of “Lush Life.” Here is the lyric for “Lush Life.”

I used to visit all the very gay places
Those come what may places
Where one relaxes on the axis of the wheel of life
To get the feel of life
From jazz and cocktails.
The girls I knew had sad and sullen gray faces
With distingue’ traces
That used to be there you could see where they’d been washed away
By too many through the day
Twelve o’clock tales.
Then you came along with your siren of song
To tempt me to madness!
I thought for a while that your poignant smile was tinged with the sadness
Of a great love for me.
Ah yes! I was wrong
I was wrong.
Life is lonely again,
And only last year everything seemed so sure.
Now life is awful again,
A troughful of hearts could only be a bore.
A week in Paris will ease the bite of it,
All I care is to smile in spite of it.
I’ll forget you, I will
While yet you are still burning inside my brain.
Romance is mush,
Stifling those who strive.
I’ll live a lush life in some small dive
And there I’ll be, while I rot
With the rest of those whose lives are lonely, too.


Although many vocalists have tried to sing “Lush Life” effectively (including Frank Sinatra, who reportedly recorded it, and then ordered it to be held because he was not satisfied with his performance), few have been able to deliver performances that equal this masterful rendition by Sarah Vaughan. Her voice was so tremendous that she was often tempted, especially later in her career, to engage in technical displays that were not necessarily in the best of taste. Here, there is none of that. Ms. Vaughan’s singing of “Lush Life” presents as perfect an example of her highly personal artistry as is extant.

The recording posted here was digitally remastered by Mike Zirpolo.


(1) Lush Life …the Biography of Billy Strayhorn, by David Hajdu, (1996). “Conking”  was the process of applying conk, an idiomatic reference to Kongolene, a hair straightener gel product made from lye, that was popular among African-American men from the 1920s to the 1960s. “Conks” was a reference to various ways of wearing one’s hair using the Kongolene process. They were often styled as large pompadours, though the style of slicking the straightened hair down, allowing it to lie flat, was also popular.

(2) For the entire story behind “Take the ‘A’ Train,” please click on the link to it at the bottom of this post.

(3) Ellington organized Tempo Music, Inc. to publish his music shortly after he and Irving Mills severed their various business relationships in 1939. Prior to that, Ellington’s music was published by Mills Music, Inc.

(4) Kay Davis had an operatically trained voice, and the academic background to sing and understand any music.

Links: Here are links to other posts here at swingandbeyond.com to the music of Billy Strayhorn:





And here is a link to an example of how well Duke Ellington and Billy Strayhorn collaborated:


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  1. Such an amazing song. Sass had the perfect voice for it…it really is a mini-aria to an opera waiting to be composed. I also love Carmen McRae’s edition for Kapp (reissued by Decca, later Universal?). Hers was a different instrument than Vaughan’s, though. Excellent piece, Mike.

  2. As a vocalist myself and having managed award winning vocalists (UCLA Sinatra Vocalist of the Year) I want to praise this article as an extremely perceptive and accurate examination of a classic standard that every vocalist I have ever known considers to be their own life story. In addition Mike accurately describes not only the history of its creation but brings up two very important points. The first is that those in a position of power to promote a song often demand that their name be included as a co author to make sure that publishing income will come their way. This goes on today as it did then and no matter what the justification it is a less than honorable and exploitative practice. The second point is the incredible difficulty of singing “Lush Life”and even my favorite Jazz vocalist Johnny Hartman does a less than stellar job on this one. The mistake that most vocalists make on this song is their desire to “add” their own interpretation when this standard is already full of interesting changes and does not need embellishment. I cannot say enough about the exceptional quality and insight of this article. Thanks Mike.

  3. This is a wonderful piece. My congratulations. I’d like to correct one statement. Sinatra did not record “Lush Life” and then hold up its release. He tried but had great difficulty and got only partially through when he quit. He never made another effort to record the song. An audio of Sinatra’s failed attempt exists and is probably in the collections of countless Sinatraphiles.

  4. Although frequently sung as you indicate, the line “With distant gay traces” is not correct. As composed, it is “With distingue (with accent over “e”) traces.” My theory as to why the line is not sung correctly is the artist or the A&R person may think most people don’t know what distingue means. By the way, my favorite rendition of “Lush Life” is by Blossom Dearie.

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