“Then I’ll Be Happy” (1946) Tommy Dorsey and Sy Oliver with Charlie Shavers and Don Lodice

“Then I’ll Be Happy”

Composed by Cliff Friend; arranged by Sy Oliver.

Recorded by Tommy Dorsey and His Orchestra for RCA Victor in New York on April 8, 1946.

Tommy Dorsey, first and solo trombone, directing: Mickey Mangano, first trumpet; Jack Dougherty, George Seaberg, Ziggy Elman and Charlie Shavers, trumpets; Tex Satterwhite, Greg Phillips, Bill Siegal, trombones; Sid Cooper, first alto saxophone; Boniface “Buddy” De Franco, alto saxophone and clarinet; Don Lodice and Livio “Babe” Fresk, tenor saxophones; Bruce Branson, baritone saxophone; Johnny Potoker, piano; Sam Herman, guitar; Sandy Block, bass; Alvin Stoller, drums.

The story: 

During World War II, the business of operating large touring dance bands, as it had developed through the 1920s and 1930s, was under assault for many reasons. First and foremost were the travel restrictions that resulted from various U.S. government actions taken to assist in the war effort. These included rationing of gasoline and rubber, which made travel by car and bus almost impossible. There were also restrictions on public transport, which gave military personnel and travelers with war-related employment priority over the general public. Then there was the ban imposed by the musicians’ union on making new recordings, which lasted through much of World War II. Also, shellac, which was used in the manufacture of 78 rpm records, was rationed, so the manufacture of reissues of older recordings was hampered. Finally, and most severely damaging was the “Cabaret Tax.” This tax was imposed by the federal government to collect 30 percent on the gross receipts of any “public place where music and dancing privileges… are afforded the patrons in connection with the serving or selling of food, refreshment, or merchandise.” (1)

Tommy Dorsey, unlike most bandleaders during the swing era, seemed to thrive on challenges. Paradoxically, while many bandleaders struggled through the war years despite a booming homefront economy, Tommy found ways and means to build on his earlier successes, while simultaneously overcoming wartime restrictions. The years of World War II were when Tommy’s band reached its peak in terms of making money. Centering his activities in Hollywood then, his most profitable work was his involvement in film-making. TD was under contract to Metro-Goldwyn-Mayer during World War II, and he and his musicians were frequently before the cameras making movies then. These include Las Vegas Nights, made at Paramount, (1941); and then Ship Ahoy (1942), Presenting Lily Mars (1943), Girl Crazy (1943), Du Barry was a Lady (1943), Broadway Rhythm (1944), The Thrill of Romance (1945), and The Great Morgan (1945), all made at M-G-M.

By the early 1940s, Tommy was growing dissatisfied with the business environment he and all other bandleaders were forced to operate in. He noticed that his booking agency, Music Corporation of America (MCA), reaped an unending stream of commissions off the work they assigned to him while he, and indeed all bandleaders, continuously encountered all kinds of problems in keeping their bands together. Operating a road band during World War II was almost impossible. Bandleaders who stubbornly tried to keep their bands going by doing one-night stands then were driven to the brink of bankruptcy or into bankruptcy. This development caused MCA to gradually withdraw from the band-booking business, and enter the business of representing Hollywood movie stars and film directors. Tommy noticed this. By the mid-1940s, he was beginning to think of ways to change the MCA developed road band paradigm. (He had already entered the music publishing business in 1940.)

Consequently, he, as the leader of a consortium of buyers that included his brother Jimmy and bandleader Harry James, purchased and operated Casino Gardens, a ballroom on Ocean Park Pier in Santa Monica, California. This ballroom had been severely damaged by fire on November 5, 1943. The new owners, who bought the wreckage at a low price, refurbished the facility, and then had a welcoming venue and a convenient base of operations near Los Angeles, in which they could make more money than they could in other ballrooms, without the rigors and expense of travel. (Above left: A promotional activity at Casino Gardens Ballroom. Tommy Dorsey loved promotional activities.)

The music:

The magical musical relationship between Tommy Dorsey and Sy Oliver that had started in 1939, was winding down by 1946. Oliver was TD’s main arranger in the period 1940-1943. But then Oliver was called to military service, and remained in the U.S. Army from 1943 until late 1945, when he returned to civilian life. At that time, Sy began to test the waters as a free-lance arranger in New York. It was in this capacity that he wrote this arrangement for the TD band.(2) It is clear from listening to it that whatever mysteriously enchanting spell TD was able to cast on Oliver, it was still quite strong when this arrangement was written. (Above right: Sy Oliver and Tommy Dorsey in the early 1940s: their musical relationship was magical.)

The introductory segment of this chart, which lasts for forty seconds, is a masterwork of simplicity and musicality. It begins with a hip melodic fragment played by bassist Sandy Block, supported only by Alvin Stoller playing brushes on his snare drum, and Basie-like piano aphorisms played by Johnny Potoker. This covers four bars. Then Oliver places the TD-led open trombone quartet, playing a quiet mid-register riff, punctuated by higher-register clarinet chirps (played by Buddy DeFranco), atop this subtle musical base. This segment lasts eight bars, and is repeated a bit louder, for another eight. As was so often the case with Oliver’s writing, the resulting contrasts are delightfully beguiling.

The tune proper then begins with the silky-sounding four trombones playing the main melody for eight bars against the simple rhythmic foundation Oliver had established in the introductory section. A richly-voiced saxophone section transition is continued as a background through the eight bars of Tommy’s melodic trombone solo. The reeds continue in singing fashion following that, creating a transition to Charlie Shavers’s cup-muted trumpet solo, which is delivered in two four-bar segments separated by those singing reeds, now with a bit of rhythm provided by the trombones. The interplay between the reeds and the trombones behind Shavers’s solo is a delight. (Above left: Charlie Shavers.)

After the open brass play a rhythmic transition, we hear tenor saxophonist Don Lodice, playing a marvelous, floating jazz improvisation for sixteen bars. During the first eight bars of this solo, Oliver removes all background sounds except for the bass, rhythm guitar, and brushed snare drum. In the second eight, he unveils yet another sonority, the syncopated oo-ah trombones, played very quietly, as the background for Lodice to play against(Above right: Don Lodice.)

The bright, bouncing open brass again play a brief transition into a melodic segment by the trombone choir, and then a brief  reprise of the sounds heard in the introduction bring this classic performance to a close.

This is the work of a virtuoso swing era arranger, brought vividly to life by a virtuoso swing band.

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

Notes and links:

(1) While in theory the “cabaret tax” appeared as if it would be a “safe” revenue generator (meaning it would raise revenue without causing any economic damage), an unintended but devastating consequence of the tax was that it made the hiring of big dance bands cost-prohibitive in ballrooms and most other venues where they normally worked. Consequently, these venues booked smaller instrumental groups that were emerging with a new style of jazz called bebop, which was intended not to be dance music.

(2) Not exactly. See the comment of Elizabeth below. Oliver had written an earlier arrangement on this tune for Tommy’s 1943 band with strings.

Here are some links to other great performances by Tommy Dorsey of Sy Oliver’s arrangements:






And here are links to other great Sy Oliver arrangements:






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  1. I’m guessing you’re aware of the October of ’43 Hotel Pennsylvania aircheck version, speculated to be perhaps the Dorsey band’s first performance of this old tune, in an expanded Oliver arrangement, with additional themes. There is a little overlap in personnel, notably Don Lodice, on the location rendition and the studio take, but immediately noticeable on the earlier performance is the presence of strings and the absence of Charlie Shavers. To my ears, the initial chart lacks the focus and distillation that defines the work of my favorite arranger, Sy Oliver. With the benefit of comparison, we can almost see the elemental perfection of the ’46 record as an instance of Sy’s self-editing in a manner not dissimilar to how Glenn Miller, with his famous “black pencil,” approached the work of his arranging staff. The Dorsey band studio take benefits from Sy’s judicious excisions.

  2. Elizabeth, I was not aware of the earlier TD version of this arrangement. In preparing this post, I checked my TD discography for earlier versions than the one presented here, but did not find any. I will have to correct my post to reflect what you have found. Brava Elizabeth!

    • Thank you, Mike. The live performance can be found on Hep Records’ CD 40, THE CARNEGIE HALL V-DISC SESSION APRIL1944,which includes, besides “Then I’ll Be Happy,” other airchecks from the same general period. The two takes are similar, with the arresting intro and outro being the standout feature of both, but the pruning of the original was a definite improvement.

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