“Yesterdays” (1938) Artie Shaw


Composed by Jerome Kern; arranged by Jerry Gray.

Recorded by Artie Shaw and His Orchestra for RCA/Bluebird on September 27, 1938 in New York.

Artie Shaw, clarinet, directing: John Best, first trumpet; Chuck Peterson and Claude Bowen, trumpets; George Arus, first trombone; Harry Rodgers and Russell Brown, trombones; Hank Freeman, first alto saxophone; George Koenig, alto saxophone; Tony Pastor and Ronnie Perry, tenor saxophones; Les Burness, piano; Al Avola, guitar; Sid Weiss, bass; Cliff Leeman, drums.

The story: Through the first half of 1938, Artie Shaw and his band kept getting better and better. Slowly through 1937 they had worked their way up the swing band food chain, getting slightly better gigs that paid slightly more money. Still, the band was not making as much money on many weeks as its ongoing overhead. Also, during this difficult time, essentially the first seven months of 1938, Shaw had no contract to make commercial records.The money most bands earned by making records was vitally necessary to keeping the band’s finances balanced. Without it, Shaw was going deeper into debt each week. Yet the band kept improving musically, and with Shaw’s virtuoso clarinet and vocalist Billie Holiday’s singing as features, they frequently caused a sensation when they performed.

During the spring of 1938, the Shaw band was working for New England band bookers Si and Charlie Shribman. These brothers owned and/or provided bands for the Roseland State Ballroom in Boston, and a number of other ballrooms in New England. Roseland State had a radio wire linked to WEEI in Boston, so bands that played there could be heard around New England frequently, and occasionally nationwide via a hookup with the CBS radio network. This provided valuable promotion for a band. Shaw used Roseland State Ballroom as his base of operations from mid March until early June of 1938. He broadcast every Tuesday and Saturday night from there. On other nights, he toured throughout New England playing at other Shribman circuit ballrooms, and also at other ballrooms. (Above right: Art Shaw and his band play at the Sunnybrook Ballroom in Pottstown, PA on either June 28 or July 2, 1938. Also visible – tenor saxophonist Tony Pastor and drummer Cliff Leeman.)

On July 1, 1938, they played at Gwynn Oak Park Ballroom in Baltimore. Down Beat, then very much to swing bands what Variety was to other parts of show business, including having its own “hepcat” argot, reported on what happened at that gig: “Baltimore swing-gates have had an elegant time these past few weeks at the new Gwynn Oak Park Ballroom. Art Shaw and ork were right in the groove when they jived out plenty of swing. The crowd nearly went wild when Billie Holliday, the ork’s colored canary, sang ‘You Go To My Head.’ Both she and Art were swarmed with alligator autographers at the intermission. Art and his liquorice stick with several other members of the ork held about seven or eight ten-minute jam sessions. The crowd went so haywire that Gwynn Oak’s managers brought Jimmy Dorsey to the ballroom for another swing session.”(1) (Above left: Shaw and Billie Holiday – summer 1938.)

Clearly, to everyone who knew anything about the band business, the Shaw band was “happening” in the early summer of 1938. Wherever the band appeared, audiences went “haywire,” meaning they were greatly excited by Shaw’s music. And the band was making still more money on one-night dance gigs because they were drawing larger crowds. But for over a year before this, Shaw had kept his band on the road, working, building, polishing their music and presentation. And through most of that year, the band’s grosses each week simply did not equal or exceed its expenses. Art Shaw was one person who understood completely that what he had been working for for so long with this band (and another one before it that was not a commercial success), was finally coming to fruition, at least in the musical sense. He wanted success desperately, and now it seemed to be within his grasp. (Above right: Art Shaw and Cliff Leeman – 1938.)

But he was deeply in debt. Consequently, at some time during the spring of 1938, to keep the band together, he made an agreement with Si Shribman to loan him money whenever the band’s earnings for a week did not meet or exceed its expenses. It is unclear whether Shaw consulted an attorney while this transaction was being negotiated, or indeed if there was ever a contract drawn to memorialize the agreement between Shaw and Shribman. This arrangement allowed Shaw to continue to operate and to continue to build his band’s music and public identity through the spring and summer of 1938.

Sometime in July of 1938, Shaw’s management team finally secured for him a recording contract with RCA/Bluebird. While that contract was basically an entry-level agreement that would enable Shaw to make records for a period of time with a small cash advance against a small per disk royalty, it would provide his band with some much needed revenue. Also, because of Victor/Bluebird’s strong national (and indeed international) distribution network, it would provide the opportunity for Shaw’s music to be heard by audiences far beyond the ballrooms where they were playing one night stands throughout the early summer of 1938. Their very first recording for Bluebird was “Begin the Beguine.” The story surrounding that recording, which quickly became a runaway best-seller, is told elsewhere here at swingandbeyond.com. As soon as that record was issued in September of 1938, things began to change for Art Shaw in a big way.

The music:

The great popular song composer Jerome Kern composed “Yesterdays” in 1933. The lyric, by Otto Harbach, as one would expect given the song’s title, is about nostalgia. “Yesterdays,” a moody ballad, was written for a Broadway musical called Roberta, which was based on the novel Gowns by Roberta by Alice Duer Miller. “Yesterdays” was overshadowed by the musical’s more popular song, “Smoke Gets in Your Eyes.”

The original Broadway production opened at the New Amsterdam Theatre on November 18, 1933, and ran for 295 performances. It starred, among others, Bob Hope, George Murphy, Fred MacMurray and Sydney Greenstreet. None were yet the stars they would soon become by appearing in Hollywood films.

The play was made into a feature film in 1935 by RKO, starring Fred Astaire, Irene Dunne, Ginger Rogers and Randolph Scott.(2)

Jerry Gray wrote this arrangement for the Shaw band, with considerable input from Artie himself concerning its pacing, probably in early 1938. It acquired a third trombone part written by Shaw trombonist/arranger Russell Brown probably in the late spring or early summer of 1938.

Shaw’s recording of “Yesterdays” is one of the earliest showcases for his virtuoso clarinet in what is a small concerto-like arrangement. (The structure of Kern’s song is two sixteen bar segments which together make up a full chorus.) After a brief, muscular introduction involving an exchange between the saxophones and the brass, Shaw appears to set forth one of Jerome Kern’s most stirring melodies, utilizing the middle register of his clarinet against a minimalist background. Shaw’s ability to present a melody in a most attractive way was unexcelled. Also, by mid-1938, he had fully developed the full, rich clarinet sound for which he would become renowned. The second sixteen bars has him moving into his higher register with the background remaining sparse. Clearly, Shaw intended the focus in this melody chorus to be on his clarinet.

After a transitional passage at the end of the first chorus where the unison saxophones and the open brass play call and response, there is a dramatic use of the three trombones (led by George Arus) to create counterlines for some instrumental dialog with the trumpets and reeds blended together.(The photo at left shows Artie Shaw with the brass section of his band in the fall of 1938: trumpets L-R: John Best, Claude Bowen and Chuck Peterson; trombones: Harry Rodgers, George Arus and Russell Brown. Mysteriously, Brown is holding a bass trombone, an instrument he never played with Artie Shaw’s band, at least not on its recordings. See comment of Gary Letts below.)

Then a totally different sound appears, that of Shaw’s four man saxophone section, always one of the most impressive features of this band. They play with singing unity for eight bars, followed by four bars of the open brass for contrast, followed by four more melodic bars by the saxophones. It should be noted that the saxophones are led on this recording with inspiration by Hank Freeman. (Les Robinson, Shaw’s regular lead alto, was out of the band temporarily due to illness.) Under Freeman’s strong lead, the saxophones play in this sequence deliciously behind the beat, imparting terrific swing to their music. (Below right, Artie Shaw and his band in the Victor/Bluebird recording studio on September 27, 1938. Back row L-R: George Arus and Harry Rodgers; middle: Hank Freeman, George Koenig and Tony Pastor; Shaw is in front.)

This chorus ends with brass, superbly led by John Best on trumpet, setting up a catapult for Shaw’s clarinet to spring back into the spotlight. Listen to Artie play the serpentine modulation into the next chorus that was written out for him by Jerry Gray. It is a virtuoso touch for both Shaw and Gray, and is exciting music. Now the band is roaring, with the open brass and the reed players adding a few bright notes to the brilliant sonic mix briefly using their clarinets. Shaw returns, at first in his middle register, then scaling the heights on his clarinet atop the forte ensemble, moving this classic performance to its dramatic conclusion.

The use of the trombones as a discrete section, which is done in this arrangement most effectively, was not done often in swing bands of the late 1930s. Although I am sure that Shaw had considerable input into how he wanted this arrangement to unfold and build to a climax, arranger Jerry Gray was clearly in the early phases of his often brilliant, creative work for Shaw’s band by mid-1938. This is a superlative, well-paced arrangement and a great performance. (Above left: Sid Weiss smiles as John Best plays a trumpet solo. Claude Bowen and Chuck Peterson, to Best’s left, are also listening.)

The recording presented in this post was digitally remastered by Mike Zirpolo.


(1) Down Beat, August 1938, p. 26

(2) The information contained in this post about the beginnings of Jerome Kern’s “Yesterdays” is based on what is contained in the Wikipedia posts for that song and for the Broadway musical Roberta..


Here is a link to the first recording Art Shaw made for RCA/Bluebird on July 24, 1938, Cole Porter’s “Begin the Beguine,” in another brilliant arrangement by Jerry Gray, that is done full justice by Shaw and his sidemen. No band ever started a relationship with a record company more auspiciously. This recording has sold many millions of copies.


And here is a link to that other great Jerome Kern song from Roberta, “Smoke Gets in Your Eyes,” in a great performance by the early Tommy Dorsey band: https://swingandbeyond.com/2016/09/28/bud-benny-and-the-high-holidays/

For a panorama of images here at swingandbeyond.com, check out this link:



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  1. Thanks for that, Mike! Never can have too much Shaw. 😉
    Never realized it was Hank Freeman playing lead on this session. Amazing how much he sounded like Les Robinson, which is I guess why I never noticed!
    I find Artie’s sound and vibrato quite different in these ’37-’39 recordings than the ’41 and especially ’44-’45 bands and to me it’s pretty amazing how much he evolved/matured in those areas. Certainly not saying there was anything wrong with his sound or vibrato here, but he certainly attained a more rounded, darker sound and more “fluid” vibrato in the years after this recording. I think it’s noticeable how much those things changed when listening to tunes he re-recorded in those later years. Proof positive he was always evolving and perfecting his craft!

  2. I don’t think Russell Brown is holding a Bass Trombone. It looks to be a large bore tenor Trombone with an “F attachment”. It is pretty unusual as I’ve never seen a Shaw trombonist using one during that period. I thought I’d mention the photo below it is printed in reverse as the musicians are playing they horns “backwards”. Great site!

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