“Smoke Dreams”
Composed by Nacio Herb Brown and Arthur Freed; arranged by Jimmy Mundy.
Recorded by Benny Goodman and His Orchestra for Victor on December 9, 1936 in New York.
Benny Goodman, clarinet, directing: Harry Finkelman (Ziggy Elman), first trumpet; Gordon “Chris” Griffin and Irving Goodman, trumpets; Sterling “Red” Ballard and Murray McEachern, trombones; Hymie Shertzer, first alto saxophone; Bill DePew, alto saxophone; Arthur Rollini and Vido Musso, tenor saxophones; Jess Stacy, piano; Allan Reuss, guitar; Harry Goodman, bass; Gene Krupa, drums; Helen Ward, vocal.
The story: A Tale of Two Singers – Part One: Helen Ward.
Helen Ward’s birth name was Helen Wiltschek. She was born in New York City on September 19, 1913, and was the daughter of an Austrian immigrant father. She reportedly attended New York University before joining Nye Mayhew’s orchestra for her first professional singing job and then worked with Freddy Martin, Eddie Duchin, Rubinoff, and Enric Madriguera, recording with the latter in 1934. She also recorded with Ed Loyd’s orchestra in February 1934.(1) (At right: Helen Wiltschek in 1930.)
Helen met Benny Goodman at an audition for a radio show in Manhattan sometime in 1933. Neither of them were chosen for that show, and they had no further interactions for awhile. A few months after that, they were reintroduced by arranger George Bassman, and Benny’s interest in her became greater. They began dating, and visited the homes of each other’s families. Helen kept busy singing for various bands, and was singing with Enrique Madriguera at the Waldorf-Astoria in the spring of 1934 when Benny asked her to sing with his newly organized band at an audition for impresario Billy Rose. Goodman had previously auditioned for Rose without a vocalist, and Rose was not impressed. This time however with a girl singer in tow, Rose was impressed enough to hire the Goodman band. The gig for Rose started on June 21, 1934. Helen did not appear with the Goodman band on the Rose gig, probably because she was making more money and had steady employment with Madriguera.(2) (Tenor saxophonist Arthur Rollini was with the embryonic Goodman band then and later reported that on the Rose gig: “(W)e worked seven nights a week from seven p.m. to three a.m.at the lowest salary I ever received.)” The Rose engagement ended on October 17, 1934. (3)
Shortly after that, the Benny scored a major coup by landing a place on a sponsored network radio show, NBC’s Let’s Dance.(3A) This was a big-time gig, and it paid enough money so that he could keep his band together, begin building a book of new arrangements, and hire Helen Ward. Through 1935 and 1936, the Benny Goodman band with Helen Ward’s singing featured, slowly but surely moved up in public awareness and popularity.
When Benny Goodman recorded the tune “Smoke Dreams” at the end of 1936, a number of things were happening in his career that would help him climb to a place of prominence not only in the world of swing, but as a headliner in the entertainment industry. He and his business-savvy brother Harry, who had joined Benny’s band just before the debut of the Let’s Dance show (and his handlers at Music Corporation of America, his booking agency), had worked very hard over the previous two years to move the Goodman band up the dance band pecking order. They had appeared on a couple of sponsored radio shows, had made a feature film in Hollywood, had recorded a number of fine sides for Victor. In the summer of 1936, they had landed a major engagement, a place on the CBS weekly radio show the Camel Caravan, which ensured that they would be presented to a nationwide audience and would make enough money each week to cover a large part of the band’s overhead. The band’s success and prospects were ascending, indeed compounding. No one wanted this more than Benny Goodman himself. (Above right: Benny Goodman in the late 1930s. His iron will and determination to succeed were what drove him to ever-greater success.)
As was usually the case when a leader of a swing band was working toward success, Benny’s personal life was rather meager. Leading his band and keeping his skills as a clarinetist at virtuoso levels required a huge amount of his time, energy and effort each day. After those expenditures, little was left. He and Harry had moved their mother from Chicago to New York, and they provided the money for her and the younger Goodman children (Benny was one of twelve) to live in comfort. But they seldom had the time to visit her.
Benny had a series of girlfriends through this period, though none of those relationships were particularly meaningful, with the exception of his relationship with Helen Ward. (The story of that is told in detail in the post here at swingandbeyond.com on “Between the Devil and the Deep Blue Sea,” which can be accessed via the link at endnote 4.) For a complex set of reasons, Benny Goodman, even before he became “The King of Swing,” was not a person others could easily get close to. In 1934, he and Helen were dating regularly, and something occurred between them that was unusual. Helen later recalled that: “(D)uring dinner one night at Mama Leone’s, he started reminiscing about his father, and as he told me about David Goodman’s hard life and early death, tears filled his eyes and he quietly began to sob. It was the first and last time I ever saw Benny give vent to his feelings so emotionally.”(3) It is unlikely that Benny Goodman had a relationship with any other woman where he did anything like this until he and Alice Hammond began seeing each other, and eventually (in March of 1942) marrying.
Nevertheless, by late 1936 Benny had begun to experience major success, and he liked it. Indeed, he wanted success so badly that it caused Helen to quit his band and end their relationship. Helen did not give Benny an ultimatum. She simply went along with his ideas about their relationship, including his proposal of marriage, until it became obvious to her that what was motivating him was not his love for her, but his desire that she remain as the singer with his band. When she realized this, she was hurt and angry. No acceptable option was open to her but to leave the Goodman band.
When this recording was made, Benny Goodman and his band were in the middle of a long run at the Madhattan Room of Hotel Pennsylvania in New York City. Helen Ward had effectively left the band toward the end of October 1936, though she did return on a few occasions after that from late November through early December of 1936 to help Benny out. BG cast about for a singer to replace Helen, but this process proved to be a long and vexing one with several fits and starts, that did not end until Benny hired Martha Tilton in August of 1937. (The story of that is told in the post here at swingandbeyond.com on “Never Should have Told You,” which can be accessed at endnote 5.)
Helen Ward was a very popular member of the Goodman band. She was particularly popular with the young men who gathered around the bandstand to hear (and see) her sing, up-close. One of those young men was the writer George T. Simon. His recollections of Helen are revealing: “For me, and, I presume for many others who gathered around the Goodman bandstand, Helen was an especially stimulating singer, visually as well as vocally. Her style embodied a warm, sensuous jazz beat, and her body moved in a very sexy manner. She had, in addition to her physical attributes, a fine ear, and could also play pretty good piano.” (6)
The music:
The Benny Goodman recording of “Smoke Dreams” opens with a four-bar introduction consisting of a straight-muted trumpet, probably played by Ziggy Elman, against a 2/4 rhythm provided by bassist Harry Goodman, pianist Jess Stacy’s left hand chords and drummer Gene Krupa’s high-hat cymbals. The effect arranger Jimmy Mundy was seeking was the clip-clop of a horse on a western trail, with a cowboy in the saddle.
This rhythmic configuration continues into the first chorus (Gene switches to 4/4), with BG playing the main melody in two repeated eight-bar tracts. Mundy adds a few quiet brass blips, then some softly played open brass, and the satiny saxophones, led with admirable warmth by Hymie Shertzer. The five brass instruments carry the secondary theme on the bridge, with soft asides from the saxophones. Benny returns for the last eight bars of chorus one, playing as before, but with a few choice notes added in the background by Mr. Stacy.
Benny and the saxophones play through the atmospheric modulation into Helen Ward’s vocal. Helen sings the two eight bar main melody segments against a background of humming saxophones, muted brass and Gene’s fluttering snare drum press rolls. On the bridge, she easily and warmly goes into a higher register, investing the lyric with a lot of smoldering emotion. She finishes her chorus by adding minimal flourishes to the main melody.
The band takes the finale spotting open brass underlined by the warm reeds.
P.S. Legend has it that when lyricist/songwriter Johnny Mercer met Helen Ward in July of 1936 on the Paramount lot in Hollywood while the Benny Goodman band was making The Big Broadcast of 1937 (Helen did not, much to her annoyance, appear in that film with the Goodman band), he looked at her and said: “Jeepers Creepers, where’d you get those eyes”?
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“Smoke Dreams”
Composed by Nacio Herb Brown and Arthur Freed; arranged by Eddie Sauter.
Recorded by Red Norvo and His Orchestra for Brunswick on January 8, 1937 in Chicago.
Red Norvo (Joseph Kenneth Norville), xylophone, directing; Louis Mucci, first trumpet; Bill Hyland and Stew Pletcher, trumpets; Al Mastren (Alessandro Mastrandrea), trombone; Hank D’Amico, Frank Simeone, alto saxophones and clarinets; Herbie Haymer, tenor saxophone; Bill Miller, piano; Dave Barbour, guitar; Pete Peterson, bass; Maurice Purtill, drums; Mildred Bailey, vocal.
The story – A tale of Two Singers – Part Two – Mildred Bailey.
Which of your bodily organs do you listen to music with? A question with an obvious answer, perhaps. Our ears are uniquely designed to hear sounds, including music. But it seems that many people also use another organ to listen to music: their eyes. People who sing professionally are well aware of this strange phenomenon. Consequently, they take pains to appear attractive whenever they perform. Indeed, some go to great lengths to change their appearance so that they will look more beautiful. The great swing era singer Helen Forrest was so insecure about her appearance that she had plastic surgery on her face so that she would look more attractive to her audiences. (The story of that can be found at the post here at swingandbeyond.com on “I’ve Heard That Song Before,” which may be accessed at endnote 7.)
Many swing era female vocalists who were good singers were also very beautiful. Examples are: Billie Holiday, Edythe Wright, Kathleen Lane, Louise Tobin, Peggy Lee, Bea Wain, Lena Horne and Doris Day. (At left: Lena Horne in 1941.) Many girl singers were beautiful but not particularly good singers. That often didn’t matter very much because their audiences were busy listening with their eyes. And then there were the women who were great singers but were not beautiful, or at least they didn’t think they were beautiful. At the top of that list was Mildred Bailey. (A summary of the early years of Mildred Bailey’s career can be found at the post here at swingandbeyond.com on “Is That Religion?” which can be accessed at endnote 8.)
Mildred’s insecurities emanated from the fact that she was constantly fighting her own personal battle of the bulge: she was overweight and this bothered her greatly. The fact that she was one of the truly great singers of the swing era, indeed a pioneer in singing in front of a band, who had a marvelously personal jazz-tinged style and excellent vocal technique, could not counterbalance her insecurity about her weight. Consequently, she was prone to eruptions of temper at times that tended to alienate her from her fellow musicians, and from her husband at the time, Red Norvo.

Mildred Bailey walks along the boardwalk in Atlantic City, New Jersey in the spring of 1937 with her husband, Red Norvo (to her left), and some friends.
Nevertheless, by the mid-1930s, Mildred Bailey was well-known and much respected in the world of swing as one of the best female vocalists on the scene. She had made many recordings both as a featured singer with others (as with Paul Whiteman and the Dorsey Brothers), and as the artist with her name on the record label. She had appeared on radio many times. Her career seemed to be headed in a positive direction.
In 1931, Mildred married xylophonist Joseph Kenneth “Red” Norvo (1908-1999). They had met in Paul Whiteman’s orchestra and then worked together intermittently. But Mildred’s public profile was much higher than Red’s in the early and mid-1930s, so she spent most of her time working in New York quite successfully on her own. For his part, Norvo began trying to be a bandleader, often working in conjunction with the young saxophonist Charlie Barnet, who was trying to do the same thing. Whatever bands Norvo led in the years 1933 through 1936 were part-time operations that existed only when there was a gig for them to play.(9)
In his later years, Red Norvo told interviewers that he really did not want to be a bandleader, that it just happened. That is not consistent with the known facts. Norvo had acted as the leader of many ad hoc musical aggregations both in-person and in recording studios, starting in 1933. These groups varied in size. In the summer of 1935, Norvo put together a pick-up band for what turned out to be a somewhat chaotic gig in Bar Harbor, Maine. That autumn, after he returned to New York, Norvo opened with a small band (six pieces including Norvo on xylophone) at the Famous Door, a small club on West 52nd Street. A handful of live recordings from the Famous Door, and a bit later a few commercial recordings on the Decca label were made and they document what Norvo was doing musically then. He continued with this small band through the first half of 1936.

Red Norvo and his band at the Palm Court room of the Commodore Hotel in Manhattan: June – August 1936. L-R: front – Joe Liss, Norvo, Don “Slats” Long, Frank Simeone, Herbie Haymer; back: unknown, (possibly a male vocalist); Maurice Purtill, Pete Peterson, Stew Pletcher, Bill Hyland, Eddie Sauter and Leo Moran. The girl singer on this gig was Nancy Flake, Purtill’s wife, who is not in this picture.
By mid-1936, he had enlarged the band to four brass, four saxophones and four rhythm, plus his xylophone. They landed what turned out to be a three-month engagement at the Palm Room of Hotel Commodore in Manhattan, which ran from June through August of 1936. The few records this band made in the second half of 1936 (on the Brunswick label), also featured vocals by Mildred Bailey, though she was still not a regular member of the band then. After the Palm Room gig, the Norvo band toured, and landed another location job, at the Syracuse Hotel in Syracuse, New York. This gig lasted through October and November of 1936.
In December of 1936, the Norvo band was booked into the Blackhawk Restaurant in Chicago for an engagement that eventually ran into March of 1937. The Blackhawk had a remote radio connection that made it a valuable venue for new bands that were trying to get their names and music recognized by the public. It was at this time that Mildred Bailey joined her husband as his band’s featured singer.

Mildred Bailey and Red Norvo in the late 1930s.
The music:
I will cite to the excellent liner notes written by Don DeMichael in 1980 for Red Norvo’s volume of recordings in the Giants of Jazz series to guide listeners through Eddie Sauter’s delightful arrangement, and the first-class performance of it by the Norvo band and Mildred Bailey. DeMichael spoke at length with Red Norvo at that time in preparation for writing those notes: “Out in Chicago, we couldn’t get any good tunes. Everything was always spoken for at Brunswick, so they’d send us dog tunes. ‘Smoke Dreams’ was one. I said to Eddie, ‘(W)e’re going to make something out of this so they won’t send us these anymore. We’re going to do this polytonal.’ (Playing in two different keys simultaneously.) When Sauter’s chart was brought to rehearsal for the first time, “we fell out laughing,” recalled Norvo. “It was just perfect. It was wild.” Then in a massive understatement, Norvo said: “It was a little too early for polytonality, really.”
“Smoke Dreams” begins with high-pitched dissonances from the horns that descend slowly as Norvo plays an odd figure against them. Without reaching any definite tonality the introduction simply flows unbroken into the vocal. Bailey enters on A-flat, singing sweetly and perfectly on pitch, a tribute to her fine ear and musicianship. ‘She comes in on nothing.’ Norvo said. ‘Just boom, she comes in.’ (Per MZ: Not so. Pianist Bill Miller can be heard giving her a key note just before she enters. This in no way diminishes Mildred’s greatness in this performance.) The dissonance behind her contrasts sharply at first with the banal lyric, but gradually resolves into something nearer consonance.”
“The key changes suddenly to D-flat after the vocal, for an intriguing Norvo solo in which he strikes the first notes of the tune and then glides smoothly down and up the chords, flirting with the proper polytonality. He seems to cut-loose from the beat in the fifth bar, then returns to it for eight bars of delicately played octaves. Behind him the band’s dissonant chords create an Ellingtonian effect. Trumpeter Stew Pletcher’s bright solo on the bridge is clear as a bell in conception and tone. Norvo returns, adroitly playing octaves and embellishing the coda with blue notes, ending with a trip-hammer trill as the band winds up the piece without ever resolving to the tonic.” (10)

Arranger Eddie Sauter in the late 1930s.
This music is a classic example of what made the Norvo band of the late 1930s musically great: a brilliantly creative arrangement, a first-class jazz vocal, and jazz solos that were perfectly fitting. Almost everyone who worked in Red Norvo’s band then loved the experience. What they were doing musically, because of Red’s questing approach to pop music and jazz, and Eddie Sauter’s forward-looking charts, was stimulating for them in a world of dance music that too often was devoid of those things. Unfortunately, the audiences that came out to dance to their music were often baffled by what they were hearing, while at the same time being beguiled by the attractive sounds that Norvo band made. Mildred Bailey’s singing was a definite musical and commercial plus for the Norvo band, even though she didn’t particularly excite the people who listened with their eyes. Marketplace success for this aggregation would prove elusive.
The recordings presented with this post were digitally remastered by Mike Zirpolo.
Notes and links:
(1) Band Chirps Helen Ward https://bandchirps.com/artist/helen-ward/#fn1
Note: Helen Ward died on April 21, 1998 in Arlington, Virginia.
(2) Benny Goodman probably used the vocalist Ann Graham on the 1934 Billy Rose Music Hall gig. She recorded with the BG band on August 16, 1934.
(3) Swing, Swing, Swing …The Life and Times of Benny Goodman, by Ross Firestone (1993), (95).
(3A) Benny’s bass-playing older brother, Harry Goodman, was likely also involved in securing the Let’s Dance radio show gig for the Goodman band. Harry Goodman’s role in building the success of the early Benny Goodman band (late 1934 to early 1939) was much larger than has been recounted by the many writers and historians who have chronicled that time period. Harry was well-versed in the ways of the band business, had a very positive, outgoing personality, and was a born diplomat. Benny, especially in those years, was described by pianist Oscar Levant as “moody and inarticulate,” and definitely had an artistic temperament.
(4) Here is a link to the post here at swingandbeyond.com that explores the relationship between Benny Goodman and Helen Ward: https://swingandbeyond.com/2018/06/16/between-the-devil-and-the-deep-blue-sea-1935-benny-goodman-helen-ward-and-bunny-berigan/
(5) Here is a link to the story of how Benny Goodman went about replacing Helen Ward as his band’s singer: https://swingandbeyond.com/2020/02/08/never-should-have-told-you-1936-benny-goodman-with-margaret-mccrae/
(6) The Big Bands, by George T. Simon (1967), 208.
(7) Here is a link that includes the story of how Helen Forrest changed her looks: https://swingandbeyond.com/2025/06/07/ive-heard-that-song-before-1942-harry-james-with-helen-forrest-1970-billy-may-with-joe-graves-and-eileen-wilson/
(8) Here is a link to the story and music of one of Mildred Bailey’s great early recordings, “Is That Religion?”: https://swingandbeyond.com/2017/02/25/is-that-religion-1933-mildred-bailey-and-the-dorsey-brothers/
(9) Red Norvo was also handicapped by the New York musicians’ union rule that required musicians who were not members of Local 802 to reside in New York City for a year before they qualified for membership. This forced Norvo out of the Whiteman band, which began a lengthy residency in Manhattan at the Biltmore Hotel on June 8, 1932. (See: Paul Whiteman – Pioneer in American Music – 1930-1967, Volume 2, by Don Rayno, 73.) The year following that date was one of scuffling for Red Norvo when it came to working. He lived comfortably however because of Mildred’s ongoing success as a singer.
(10) Giants of Jazz … Red Norvo, notes on the music by Don DeMichael (1980), 39.
Here is a link to the story and music of one of the early Red Norvo band’s greatest recordings: https://swingandbeyond.com/2018/09/22/remember-1937-red-norvo-and-1970-billy-may-and-the-swing-era-orchestra/
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