“Autumn Nocturne” (1941) Claude Thornhill / (1970) Billy May and the Swing Era Orchestra / (1941) Charlie Spivak

“Autumn Nocturne”

Composed by Josef Myrow; arranged by Claude Thornhill.

Recorded by Claude Thornhill and His Orchestra for Columbia on October 6, 1941 in New York.

Claude Thornhill, piano, directing: Conrad Gozzo, first trumpet; Lyle “Rusty” Dedrick and Bob Sprentall, trumpets; Tasso Harris and Bob Jenney, trombones; Richard Hall and Vince Jacobs, French horns; Irving Prestopnik “Fazola,” Jimmy Abato, Dale Brown, Jack Ferrier, Lester Merkin, John Nelson and Hammond Russom, clarinets; Barry Galbraith, guitar; Harvey Cell, bass; Nick Fatool, drums.

The story: 

Autumn here in the Midwest can be a very inspiring time. Cool temperatures, clear blue skies, and in certain charmed years, a riot of colors in the leaves of the trees. The leaves this year are more colorful than usual, and the air a bit crisper. The sun, when it appears and when the sky is clear, seems brighter than usual. The shadows, though lengthening, are sharply defined. All of this inspires me to think of songs of autumn. “Autumn Serenade,” composed by Josef Myrow, is surely one of the most evocative of them.

Josef Myrow (1910-1987) was a Hollywood film composer. He wrote “Autumn Nocturne” in 1941. A lyric, by Kim Gannon, was also a part of the song, but is not heard in the performances presented with this post. Claude Thornhill became aware of the song in mid-1941, wrote an arrangement on it which was recorded by him on a Lang-Worth radio transcription on July 8, 1941. Then, probably because of summer touring, he did not make a commercial recording of it until October 6, 1941. In the meantime, Charlie Spivak made the commercial recording of it presented below on September 9, 1941.

We know that by mid-1941, the bands led by both Claude Thornhill and Charlie Spivak were benefitting from various kinds of assistance from Glenn Miller. Although I do not have direct evidence of exactly what kind of assistance this was, my informed speculation leads me to conclude that it included: a) money; and b) management. Miller and his management team (including the band booking agency General Artists Corporation – GAC), had created the template for the commercial success of the Miller band through 1939 and into 1940. Probably sometime in mid-1940, Miller, using this template, began helping Spivak, and a bit later, Thornhill. A third band, led by Hal McIntyre, received the same kind of assistance starting in the autumn of 1941. The choices of these bandleaders by Miller to receive his help was because Miller had become friends with each of these men at various times in his career. He had worked with Spivak in the Dorsey Brothers Orchestra in 1934, and then again with Spivak, and also with Thornhill, in the Ray Noble band in 1935-1936. Miller induced Hal McIntrye, who was already the leader of a local band in Connecticut, to join his fledgling band in 1937. McIntrye stuck with Miller all through the difficult times Miller encountered leading his own bands in 1937 and 1938. When success began to come to Miller in 1939, McIntyre was an important member of the musical and personnel operation of the increasingly successful Miller band. Miller was loyal to his friends, but I am certain that he separated friendship from business in his involvement in the bands led by Charlie Spivak, Claude Thornhill and Hal McIntyre.

The music:

The arrangement Claude Thornhill wrote on “Autumn Nocturne” is in many ways quintessential Thornhill. In reviewing the personnel of his band at the time this recording was made, I note the presence of an amazing seven musicians in the reed section. Thornhill often had them play their clarinets as a section (usually with at least one bass clarinet in the mix), creating a marvelously warm sound that evoked the resonant sonority of a pipe organ. He also utilized two French horns, often blended with two trombones, to create velvety sonic textures which magically would either contrast with the reeds, or be used as another layer of sounds to thicken the blend he got from the reeds.

In this arrangement, Thornhill expertly deploys the reeds, the trombones and horns, and briefly the trumpets. But at the center of everything is his melodic piano. He plays his parts in a simple but skillful manner that elevates the melody. The marvelously woody clarinet solo in the second chorus was played by New Orleans clarinet master Irving Fazola.

Since the original Columbia recording of Claude Thornhill’s “Autumn Nocturne,” especially the background ensemble parts, are not particularly crisply recorded, I am presenting a later recording of Thornhill’s arrangement that captures a superb performance of it in magnificent stereophonic sound.

“Autumn Nocturne”

Composed by Josef Myrow; original Claude Thornhill arrangement reconstructed by Billy May.

Recorded by Billy May and the Swing Era Orchestra for Capitol on May 12, 1970 in Hollywood.

Billy May, directing: John Audino, first trumpet; Clarence F. “Shorty” Sherock, Walter “Pete” Candoli, Uan Rasey, Frank Beach, trumpets; Dick Nash, first trombone; Francis “Joe” Howard, Milt Bernhart, Lew McCreary, trombones; Arthur “Skeets” Herfurt, first B-flat clarinet; Abe Most, Justin Gordon, Plas Johnson, B-flat clarinets; Chuck Gentry, bass clarinet; Ray Sherman, piano; Jack Marshall, guitar; Rowland “Rolly” Bundock, bass; Nick Fatool, drums.

More thoughts about the music:

This recording allows the listener to hear all of the delightful details of Claude Thornhill’s arrangement. The piano part, originally played by Thornhill himself, is expertly performed here by Ray Sherman. Sherman manifested all of the qualities Thornhill cherished in a pianist, most notably a deft keyboard touch, and quicksilver technique which is placed at the service of the music, not used for technical display.

As delightful and memorable as the piano parts of Thornhill’s “Autumn Nocturne” are, the orchestral setting Thornhill created for that series of solos is at least as remarkable. The introduction for this performance is a snapshot of Thornhill’s approach to arranging for his orchestra. The gentle descending figure played by the four B-flat clarinets and one bass clarinet is played against a pedal tone set up by the four trombones. May achieved a sonority with the four open trombones that is similar to the one Thornhill got using two trombones and two French horns. Notice how the open trumpets, played very softly, warm the brass sound in the last couple bars of the introduction. (Above left: Billy May conducts while Plas Johnson – left – and Chuck Gentry play.)

Claude Thornhill was a master of melodic exposition and paraphrase. The piano parts he wrote for himself in his arrangement of “Autumn Nocturne” display those qualities throughout this performance. But again, what Thornhill surrounded that melody with, though subtle, is striking. Listen to his use of the whispering clarinets, warmed by the softly played open brass through the first and second eight bar melody expositions of the first chorus. The secondary melody (bridge) is played by the slightly louder, but still quiet, clarinets against open trombones and cup-muted trumpets. The melodic piano returns to finish the first chorus, again backed by sotto voce clarinets and the most pacific swell of trombones imaginable. (Above right: pianist Ray Sherman.)

A brief transition consisting of humming clarinets, softly played open trombones, and a sprinkling of piano notes leads to the clarinet solo played in this performance by Abe Most. Most used a plastic clarinet reed that occasionally became a bit shrill. But here, he is playing so softly that he successfully evokes the woody sound of Fazola’s Albert system clarinet using a more “modern” Boehm clarinet, plastic reed and all. In this sequence, we hear clearly the very simple background Thornhill originally created for Fazola to play against: whispering guitar, bass and drums, and then a doleful descending figure played by the open brass. (Above left: clarinetist Abe Most.)

The piano returns with the first half of secondary melody, again backed by the most gentle low register open brass. But then Thornhill slips into this sequence a lovely and contrasting ascending one-bar clarinet passage that suggests first light just before dawn. The upward motion of this sequence leads the open brass into a slightly higher register.

The final chorus consists of one more paraphrase of the melody by the piano, and then a reprise of the introduction, that leads to the finale with the piano providing a few choice notes at the end, underscored by Rolly Bundock’s arco bass.

As was mentioned above, this arrangement is quintessential Thornhill: a deceptively simple melodic piano, played in a way as to heighten tone and touch, is surrounded by subtly distinctive orchestral colors, maximized by soft playing of the instrumentalists, and gentle gradations of dynamics.

“Autumn Nocturne”

Composed by Josef Myrow; arranged by Nelson Riddle.

Recorded by Charlie Spivak and His Orchestra for Okeh/Columbia on September 9, 1941 in New York.

Charlie Spivak, trumpet, directing: Legh Knowles, Tristan Haver, and Buddy Yaeger, trumpets; Bill Mustarde, Ben Long and Nelson Riddle, trombones; Benny Legasse, Harold Tennyson and Jerry Florian, alto saxophones; Don Raffell and Michael “Peanuts” Hucko, tenor saxophones; Dave Mann, piano; Kenny White, guitar; Jimmy Middleton, bass; Norris Edwin “Bunny” Shawker, drums.

The story:

Charlie Spivak (1905-1982) was a very solid melodic lead trumpeter who was much valued by various bandleaders through the early swing era. He was also unusually loyal to many of the leaders he worked for, remaining with them for long periods of time. The basic arc of his career as a sideman ran as follows: Paul Specht (1924-1930); Ben Pollack (and Gil Rodin) (1930-1934); The Dorsey Brothers (and Glenn Miller) (1934); Ray Noble (and Glenn Miller) (1935-1936); NYC studio work (1936-1937); Bob Crosby (and Gil Rodin) (1937-1938); Tommy Dorsey (last half of 1938); Jack Teagarden (1939). Toward the end of 1939, Spivak formed his own big band.

The music:

This performance by trumpeter Charlie Spivak and his band is first-rate. But this performance is not so much about how the Spivak band played this music, it is how creative the arrangement, written by a twenty year-old trombonist in the band, Nelson Riddle, is. Riddle went on to a major career writing arrangements for many of the top pop singers of the 1950s and 1960s, including Nat “King” Cole, Frank Sinatra and Ella Fitzgerald. But in 1941, he was just beginning to find his voice as an arranger. (Nelson Riddle at age 21 is shown in the photo at right.)

We immediately know that something marvelous is going on in this music as we hear the lovely, slightly melancholy melody Riddle composed and used in the introduction, and reprises at strategic spots later in the performance. Riddle uses the reeds to set forth this melody, but then cleverly uses it as a means of introducing Spivak’s diva-like trumpet sound into the performance.

Spivak then plays the melody in the first chorus against a background of shifting reed sounds, warmed by softly played open brass played in their low register. The melody Riddle used in the introduction reappears in the next sequence, with a few bright trumpet notes added by Spivak. Riddle apparently used this as a lengthy modulation in the mode of Eddie Sauter, which leads to a lovely woodwind melody exposition, with the bass clarinet being heard very clearly. The next sequence is yet another pass at the melody, but a contrasting one, with the Spivak-led trumpets playing softly in cup mutes. Pianist Dave Mann then plays the bridge melody in a manner that evokes Claude Thornhill, supported only by whispering brushed drums, soft guitar and bass. (Trumpeter Charlie Spivak is shown in the collage at upper left.)

The final chorus is led by the open brass reprising the melody yet again, blended with low reeds taking the music to its climax. The reeds then play a brief denouement which leads into a dramatic ascending passage in which the ensemble plays chords answered by Spivak’s trumpet. The music then returns to the autumnal introductory melody Riddle began this marvelous performance with.

Clearly young Nelson Riddle had a lot to say musically in this arrangement.

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

Notes and links:

Here is a link to some worthwhile interviews of Nelson Riddle:


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  1. The Thornhill recording is one of my all-time favorites — by anybody. His arrangement, highly representative of his singular approach and keenly developed musical sensibilities, is at once ethereal and so evocative of my favorite season. Claude’s often tinkly piano is not typical of my taste, but there’s something about the delicacy in his playing, particularly on this side, that I love, and it of course ideally suited the band’s sound.

    I’ve always considered Thornhill’s decision to seek the services of Irving Fazola, who had recently concluded his lengthy stay with the Crosby band and returned to his native New Orleans, an inspired one. It’s obvious in all of Claude’s work that he gave very careful consideration to sonic texture and pursued the arrangers and musicians that he felt were most capable of providing what he wanted to hear. There are a slew of clarinetists whose work I deeply admire, but Faz, an Albert system player, had what I find to be the most beautiful clarinet tone of all. In “Autumn Nocturne,” as on the later Thornhill recording of “Where or When,” Faz’ solo appearance, well into the performance, strikes me as the pièce de résistance. It’s always fascinated me that such exquisite sound and uncluttered, unhurried lines flowed from someone who, from the accounts of some of his musical associates, appears to have been a rather crude, somewhat irritable person. His poignant and serene playing on such sides as this one, the Crosby band’s “My Inspiration,” his feature, and “Sympathy,” as well as his own New Orleans combo’s “Sweet Lorraine” could break your heart.

  2. Henry Mancini’s 1966 arrangement of “Autumn Nocturne,” on the album “Mancini ’67” (with solos by Jimmy Rowles, Jack Sheldon, Ted Nash, Larry Bunker and Plas Johnson) is every bit as good as the Thornhill and Riddle versions. In all fairness, however, Mancini acknowledged his debt to Thornhill: “I was thinking of that great old record by Claude Thornhill when I scored this.” (liner notes to Mancini ’67).

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