“Something to Live For” (1965) Ella Fitzgerald with Duke Ellington; (1939) Duke Ellington; (1975) Tommy Flanagan

“Something to Live For”

Composed and arranged by Billy Strayhorn.

Recorded by Ella Fitzgerald with Duke Ellington and His Orchestra on December 20, 1965 in Hollywood, California.

Ella Fitzgerald, vocal; with Duke Ellington, directing: William “Cat” Anderson, Herbie Jones, Charles M. “Cootie” Williams, Mercer Ellington trumpets; Lawrence Brown, Buster Cooper tenor trombones; Chuck Connors, bass trombone; Russell Procope, Johnny Hodges, Jimmy Hamilton, Paul Gonsalves and Harry Carney, saxophones; Jimmy Jones, piano; John Lamb, bass; Sam Woodyard, drums.

This post is a celebration of one of Billy Strayhorn’s most memorable songs. It traces the development of “Something to Live For” from its earliest recording by Duke Ellington’s band in 1939 shortly after Strayhorn joined the Ellington organization, through two magnificent performances of it, one vocal and one instrumental, made approximately three decades later.

The music: Ella Fitzgerald’s sublime recording of “Something to Live For” is one in which all its parts complement each other perfectly. Ella, at the pinnacle of her powers as one of the greatest singers in jazz, handles this sensuous ballad with consummate skill. The Ellington band, in its mid-1960s period of brilliance, supports her splendidly. And last but of equal importance, Billy Strayhorn’s arrangement provides a luxuriant but provocative musical setting for all of the performers. This masterful recording was released initially as a part of the Verve LP Ella at Duke’s Place. (1)

Felicities abound in this performance, which include Ms. Fitzgerald singing the song’s evocative verse. Despite the large intervals in this song’s melody, Ella’s singing, which is perfectly on pitch throughout, is so completely relaxed that the listener is unaware of any technical challenges in the music. Strayhorn’s instrumental backgrounds, which at times allow Paul Gonsalves’s tenor saxophone and Chuck Connors’s bass trombone to be heard at a slightly louder dynamic level than their section mates, are warmly Impressionistic. (Strayhorn was a great admirer of the music of Claude Debussy and Maurice Ravel.) All of this complements and enhances Ella’s singing. This performance, which is fully realized in every respect, is one of the greatest ever of “Something to Live For.”

The story: 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. In essence, Strayhorn auditioned for Ellington at that first meeting, playing piano and singing a number of songs he had written. Among the songs Strayhorn performed for Ellington that day was “Something to Live For,” which Billy had written before meeting Ellington, probably before July of 1937. Many years later, Strayhorn would recall that meeting: “I played for him – played and sang. He liked me very much.” (2)

Despite Ellington liking Strayhorn very much, he was vague about Billy working for him, which Strayhorn very much wanted to do. The two men parted with nothing settled between them. This frustrated Strayhorn. After several weeks of deliberation, Billy 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.” (3)

Between the time Strayhorn met Ellington in Pittsburgh and joined him in Newark, he had written (but not arranged) “Take the A Train,” utilizing the Manhattan subway directions Duke had given Billy in Pittsburgh, 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 (though often exasperating) 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.”(3) Mercer, who was only 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 (pictured above left – 1939), and Mildred Dixon, Ellington’s lover, as an adjunct to the Ellington family.


“Something to Live For”

Composed by Billy Strayhorn; arranged by Duke Ellington.

Recorded by Duke Ellington and His Orchestra for Brunswick on March 21, 1939 in New York.

Duke Ellington, piano, directing: Wallace Jones, first trumpet; Cootie Williams, trumpet; Rex Stewart, cornet; Lawrence Brown, first trombone; Joseph Nanton, trombone; Juan Tizol, valve trombone; Otto Hardwick, first alto saxophone; Johnny Hodges, alto saxophone; Barney Bigard, tenor saxophone; Fred Guy, guitar; Billy Taylor, bass; Sonny Greer, drums. Jean Eldridge,(4) vocal.

The full Ellington band in the recording studio – late 1930s.

The story continues: The first opportunity Strayhorn had to interact creatively and at close-range with Ellington and his musicians was when Duke summoned him to attend a February 27,1939 recording session for a small group drawn from the Ellington band under the titular leadership of Johnny Hodges. Ellington had since the mid-1930s used small groups led ostensibly by Cootie Williams, Rex Stewart, and Barney Bigard, in addition to Hodges, to record pop tunes and (often) blues-based originals sketched out by the sidemen (and Duke) for use in juke boxes. In addition, the recordings made by the small groups were often used by Duke as trial balloons. If one of them sold in significant numbers, it would then be fleshed out and recorded by the full Ellington band. In reality, Ellington himself had led the bands on these recording sessions, and prepared almost all of the music that was recorded. “Prepared” is perhaps misleading: Ellington’s approach to the music on these sessions was informal in the extreme. Most of the music played by the band members consisted of simple backgrounds that were unobtrusive and functional.

At the February 27 session, four tunes were to be recorded: “Like a Ship in the Night,” and “Mississippi Dreamboat,” both with vocals by Jean Eldridge; “Swingin’ on the Campus,” a romp featuring swinging solos by Hodges; and “Dooji Wooji,” an Ellington concoction. (Jean Eldridge was a talented young vocalist from Pittsburgh whom Duke employed for a period of months late 1938 early 1939 as a supplement to Ivie Anderson. It is not clear why Duke added her as a vocalists then. See end note (4) below.) In the studio, Duke peremptorily assigned the vocals and “Swingin’ on the Campus” to Strayhorn to set the routines for the musicians and Ms. Eldridge. Strayhorn worked most efficiently doing this. Ellington found it necessary to edit only slightly what Strayhorn had prepared for “Mississippi Dreamboat.” Otherwise, Strayhorn’s work was played as written by the Ellingtonians. The four tunes – two with a nervous young vocalist – were satisfactorily recorded in a little more than two hours. Very often these sessions had exceeded four hours previously. Ellington was pleased. From this point on, Strayhorn would gradually take over the majority of work leading these small band sessions, and preparing the music for them.

The music: The full Ellington band entered the studio on March 21, 1939 to record three selections: “Portrait of the Lion,” a tribute to pianist Willie “The Lion” Smith, “Solid, Old Man,” and the song Billy Strayhorn had played and sung for Duke Ellington two and a half months earlier in Pittsburgh, “Something to Live For.” This recording session took place at World Broadcasting System Studios (the old NBC studios, later Fine Sound), located at 711 Fifth Avenue in Manhattan. It began at 5:30 p.m. and ended at 9:00 p.m.

The Ellington band in action in January 1939, probably in Philadelphia, with vocalist Jean Eldridge. L-R: Harry Carney, Otto Hardwick, Johnny Hodges, Jean Eldridge, Ellington; the trombonist is Lawrence Brown. (Thanks to historian Loren Schoenberg for accessing this photo in archival materials and sharing it.)

It is significant that Ellington arranged “Something to Live For” for this recording, not Strayhorn. Although Billy was certainly capable of arranging it at that juncture, he had not yet learned enough about Duke Ellington to fashion the music in the Ellington mode. Duke’s arrangement is quintessential, with a number of touches that would later reemerge in his Victor recording of “Brown Skin Gal in the Calico Gown.” The instrumental voices we hear as this performance unfolds are those of cornetist Rex Stewart, playing gently, with a cup mute, and lead alto saxophonist Otto Hardwick, whose sound comes through predominantly in the sonic mix. The counterlines behind him are provided by trombonist Lawrence Brown. The modulation into the vocal is lovely.

Vocalist Jean Eldridge (shown at left with Ellington in 1939) sings Strayhorn’s tricky melody well, but somewhat uneasily pitchwise, as she carefully works her way through its sometimes large intervals.

The brief ensemble passage after the vocal is Dukish, but merely a reprise of the melody. The end of this performance comes soon thereafter, perhaps too soon. There seems something perfunctory and incomplete about the half-chorus after the vocal.

It is not clear why Ellington recorded “Something to Live For” when he did, using a relatively inexperienced vocalist who was clearly inferior to Ivie Anderson. (See end note 4.) But he did, and this recording remains a period piece historical footnote, with some interesting touches.

The story continues: Two days after recording Strayhorn’s song “Something to Live For,” on March 23, 1939, Duke Ellington and His Orchestra departed for a tour of Europe, returning to New York on May 10. While they were gone, Strayhorn, in residence at the Ellington penthouse, began studying Ellington’s scores. Duke later recalled the result of that: “…he looked at my things and decided, I suppose, that it all looked very simple, so when I came back he said, ‘I’ve been looking at your things and I think I could do some of that.’” (5)  In reality, Strayhorn then began to create more of his own unique compositions and arrangements. To the extent they sounded “Ellingtonian” was because Strayhorn, at first, adopted somewhat Duke’s approach of writing for individual musicians in the band, and cross-sectional voicing of instruments. And of course any music played by the Ellington band sounded “Ellingtonian” because of the strong instrumental identities of so many of the band’s members. Soon however, Strayhorn would begin writing in a mode that was clearly different from Ellington’s in a number of respects, but still, paradoxically, Ellingtonian.

Billy Strayhorn’s apprenticeship with Duke continued through 1939 and 1940. 1940 was the last year that the Ellington orchestra did not reflect, to a significant degree, the musical personality of Billy Strayhorn. As noted above, soon after hiring Strayhorn, Duke began assigning musical tasks to him, including preparing music for the Ellington small band recording sessions, then gradually almost all of the vocal arrangements for Duke’s vocalists, Ivie Anderson, and Herb Jeffries. This measured process culminated in Strayhorn’s masterful arrangement on “Flamingo,” which was sung by Herb Jeffries, and recorded memorably by the Ellington band on December 28, 1940.

As 1941 began, Strayhorn was about to emerge as a full-fledged musical collaborator with Ellington. The story of how that happened is to be found here, presented with the iconic recording “Take the ‘A’ Train.”  https://swingandbeyond.com/2016/03/22/take-the-a-train-composed-and-arranged-by-billy-strayhorn/


As a special aesthetic bonus, here is pianist Tommy Flanagan’s lovely performance of “Something to Live For.” Flanagan’s piano artistry is well supported by Keter Betts’s plangent bass tones, and Bobby Durham’s whispering drumming.

“Something to Live For”

Composed by Billy Strayhorn.

Recorded by Tommy Flanagan for Pablo Records on February 15, 1975 in Tokyo, Japan.

Tommy Flanagan, piano; William T. “Keter” Betts, bass; Bobby Durham, drums.


(1) In addition to “Something to Live For,” Strayhorn compositions “A Flower is a Lovesome Thing,” and “Passion Flower” were also included on this album. Obviously, Billy Strayhorn also dwelled at Duke’s place.

(2) Liner notes for the CD “Lush Life – The Billy Strayhorn Songbook,” by David Hajdu, (1996) Verve/Polygram 314 529 208-2

(3) Lush Life …a Biography of Billy Strayhorn, by David Hadju (57).

(4) Jean Eldridge worked with the Ellington band for a period of time in early 1939 for sure. Scholars differ as to when she joined. One source says she had joined sometime in late 1938; another in January of 1939. It is not clear why Duke added her as a vocalist then, though Duke’s main female vocalist, Ivie Anderson, suffered from chronic asthma, and this may have caused her to reduce her work load with Duke at that time. Prior to Jean Eldridge working with Ellington, he had been using vocalist Dolores Brown, who had been singing with Erskine Hawkins’s band. The tenure of Jean Eldridge with Ellington ended when Duke and his band (with Ms. Anderson) left for Europe in late March 1939. Ms. Eldridge then joined pianist Teddy Wilson’s new band, Teddy having left Benny Goodman in early March 1939.

(5) Something to Live For …The Music of Billy Strayhorn, by Walter van de Leur  (27).

Links: Here are some links that will lead you to more information about Billy Strayhorn and Duke Ellington:




The recordings presented in this post were digitally remastered by Mike Zirpolo.

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1 Comment

  1. “Something to Live For” a lesser known but brilliant gem by Billy Strayhorn that really needs no lyrics and does just fine with Tommy Flanagans tasteful piano rendition. Ella Fitzgerald sang a live version in concert in 1965. The intricacies of band politics are once again put on display by Mike Zirpolo in such interesting detail you almost feel like a guest at an exclusive party where you overheard the band talking at the next table. Thanks Mike.

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