They Ca n't take that Away from me - wikipedia They Ca n't take that Away from me For the song by Mariah Carey, see Ca n't Take That Away ( Mariah 's Theme ). For JoJo song, see Ca n't Take That Away From Me. `` They Ca n't Take That Away from Me '' is a 1937 jazz song ( see 1937 in music ) written by George Gershwin and Ira Gershwin and introduced by Fred Astaire in the 1937 film Shall We Dance. Overview The song is performed by Astaire on the foggy deck of the ferry from New Jersey to Manhattan. It is sung to Ginger Rogers, who remains silent listening throughout. No dance sequence follows, which was unusual for the Astaire - Rogers numbers. Astaire and Rogers did dance to it later in their last movie The Barkleys of Broadway ( 1949 ) in which they played a married couple with marital issues. The song, in the context of Shall We Dance, notes some of the things that Peter ( Astaire ) will miss about Linda ( Rogers ). The lyrics include `` the way you wear your hat, the way you sip your tea '', and `` the way you hold your knife, the way we danced till three. '' Each verse is followed by the line `` no, no, they ca n't take that away from me. '' The basic meaning of the song is that even if the lovers part, though physically separated the memories can not be forced from them. Thus it is a song of mixed joy and sadness. The verse references the song `` The Song Is Ended ( but the Melody Lingers On ) '' by Irving Berlin : Our romance wo n't end on a sorrowful note, though by tomorrow you 're gone. The song is ended, but as the songwriter wrote, ' the melody lingers on. ' They may take you from me, I 'll miss your fond caress, but though they take you from me I 'll still possess... George Gershwin died two months after the film 's release, and he was posthumously nominated for the Academy Award for Best Original Song at the 1937 Oscars. The song is featured in Kenneth Branagh 's musical version of Shakespeare 's Love 's Labour 's Lost ( 2000 ), in Stephen Herek 's Mr. Holland 's Opus ( 1995 ), and in Barry Levinson 's Rain Man ( 1988 ). The melodic hardcore band Strung Out also sampled the song for the intro of `` Analog '', the opening track on their 2004 album Exile in Oblivion. Notable recordings Fred Astaire -- recorded March 18, 1937 with Johnny Green and His Orchestra, LA 1272 - B -- 3 : 06 Billie Holiday -- recorded in New York on June 30, 1937, Columbia C3L 37 -- 3 : 03 Bing Crosby ( recorded November 12, 1947 ) -- included in the album Bing Crosby Sings Songs by George Gershwin. Charlie Parker -- Charlie Parker with Strings ( 1949 ) Frank Sinatra -- Songs for Young Lovers ( 1954 EP, 1962 ), Sinatra and Swingin ' Brass ( 1962 ) Sarah Vaughan -- Sarah Vaughan with Clifford Brown ( 1954 ), Swingin ' Easy ( 1957 ), Gershwin Live ! ( 1982 ) Erroll Garner -- Concert by the Sea ( 1955 ) Ella Fitzgerald and Louis Armstrong -- Ella and Louis ( 1956 ) Perry Como -- We Get Letters ( 1957 ) Anita O'Day -- Anita Sings the Most ( 1957 ) Lester Young -- Laughin ' to Keep from Cryin ' ( 1958 ) Shirley Bassey -- The Fabulous Shirley Bassey ( 1959 ) Ella Fitzgerald -- Ella Fitzgerald Sings the George and Ira Gershwin Songbook ( 1959 ) Julie London -- Your Number Please ( 1959 ), By Myself ( 1965 ) Nancy Walker performed the song on The Muppet Show ( 1977 / 78 ) June Christy -- A Lovely Way to Spend an Evening ( 1986 ) Mel Torme - Mel Torme sings Fred Astaire ( 1956 ) Patti Austin -- The Real Me ( 1988 ) Tuck & Patti -- Love Warriors ( 1989 ) Harry Connick, Jr. -- The New York Big Band Concert ( 1992 ) Harry Groener -- Crazy for You ( 1992 ) Tony Bennett -- Steppin ' Out ( 1993 ), MTV Unplugged : Tony Bennett ( 1995 ) Frank Sinatra and Natalie Cole -- Duets ( 1993 ) Lisa Stansfield -- The Glory of Gershwin ( 1994 ), Live at Ronnie Scott 's ( 2005 ) John Pizzarelli -- After Hours ( 1996 ) Diana Krall -- Love Scenes ( 1997 ) Susannah McCorkle -- Someone to Watch Over Me -- Songs of George Gershwin ( 1998 ) Smoke City -- Red Hot + Rhapsody ( 1998 ) Jamie Cullum -- Heard It All Before ( 1999 ) Stacey Kent -- Let Yourself Go : Celebrating Fred Astaire ( 1999 ), Dreamer in Concert ( 2011 ) Robbie Williams and Rupert Everett -- Swing When You 're Winning ( 2001 ) Rod Stewart -- It Had to Be You : The Great American Songbook ( 2002 ) Eliane Elias -- Bossa Nova Stories ( 2008 ) Sal Viviano -- The Standards of Love ( 2008 ) Alison Balsom ( trumpet ) and Sarah Connelly ( mezzo - soprano ) -- arrangement by Barry Forgie performed at the Last Night of the Proms at the Royal Albert Hall, London on 12 September 2009 Johnny Dankworth -- Too Cool for the Blues ( 2010 ) Brian Wilson -- Brian Wilson Reimagines Gershwin ( 2010 ) Gloria Estefan -- The Standards ( 2013 ) Uri Caine -- Rhapsody in Blue ( 2013 ) Matt Dusk and Margaret -- Just the Two of Us ( 2015 ) Kristin Chenoweth -- The Art of Elegance ( 2016 ) See also List of 1930s jazz standards Great American Songbook William Shakespeare 's Love 's Labour 's Lost Characters King Ferdinand of Navarre Lord Berowne Lord Longaville Lord Dumaine Princess of France Lady Rosaline Lady Maria Lady Katharine Boyet Don Adriano de Armado Moth Sir Nathaniel Holofernes Dull Costard Jaquenetta Marcadé Adaptations Love 's Labor Lost ( animated ; 1920 ) Love 's Labour 's Lost ( opera ; 1973 ) Love 's Labour 's Lost ( TV ; 1985 ) Love 's Labour 's Lost ( film ; 2000 ) Related Love 's Labour 's Won Honorificabilitudinitatibus Nine Worthies The School of Night Robert Tofte The Princess ( poem ; 1847 ) George Gershwin, Ira Gershwin, Guy Bolton and Jack McGowan 's Girl Crazy ( 1930 ) Adaptations Girl Crazy ( 1932 film ) Girl Crazy ( 1943 film ) When the Boys Meet the Girls ( 1965 film ) Crazy for You ( 1992 musical ) Songs 1930 musical `` Bidin ' My Time '' `` Embraceable You '' `` Sam and Delilah '' `` I Got Rhythm '' `` But Not For Me '' `` Treat Me Rough '' `` Boy ! What Love Has Done To Me ! '' 1992 musical `` I Ca n't Be Bothered Now '' `` Things Are Looking Up '' `` Someone to Watch Over Me '' `` Slap That Bass '' `` The Real American Folk Song is a Rag '' `` Stiff Upper Lip '' `` They Ca n't Take That Away from Me '' `` Nice Work If You Can Get It '' Related `` You 've Got What Gets Me '' Variations on `` I Got Rhythm '' George Gershwin Albums Gershwin Plays Gershwin : The Piano Rolls Ballets An American in Paris Gershwin Piano Concerto Three Preludes Who Cares ? List of stagings Operas Blue Monday ( 1922 ) Porgy and Bess ( 1935 ) Orchestral works Rhapsody in Blue ( 1924 ) Concerto in F ( 1925 ) An American in Paris ( 1928 ) Second Rhapsody ( 1931 ) Cuban Overture ( 1932 ) Strike Up the Band ( 1934 ) Hoctor 's Ballet ( 1937 ) Piano compositions Three Preludes ( 1926 ) French Ballet Class ( 1937 ) Songs `` Are n't You Kind Of Glad We Did ? '' `` ( I 've Got ) Beginner 's Luck '' `` Bidin ' My Time '' `` Blah Blah Blah '' `` Boy Wanted '' `` Boy ! What Love Has Done To Me ! '' `` But Not for Me '' `` By Strauss '' `` Clap Yo ' Hands '' `` Do It Again '' `` Doin ' Time '' `` Embraceable You '' `` Fascinating Rhythm '' `` A Foggy Day '' `` For You, For Me, For Evermore '' `` Funny Face '' `` ' The Half of It, Dearie ' Blues '' `` He Loves and She Loves '' `` How Long Has This Been Going On ? '' `` I Ca n't Be Bothered Now '' `` I Got Rhythm '' `` I Was Doing All Right '' `` I 've Got a Crush on You '' `` Is n't It a Pity ? '' `` Just Another Rhumba '' `` Let 's Call the Whole Thing Off '' `` Let 's Kiss and Make Up '' `` Liza ( All the Clouds 'll Roll Away ) '' `` Looking for a Boy '' `` Lorelei '' `` Love Is Here to Stay '' `` Love is Sweeping the Country '' `` Love Walked In '' `` The Man I Love '' `` My Cousin in Milwaukee '' `` My One and Only '' `` Nice Work If You Can Get It '' `` Of Thee I Sing '' `` Oh, Lady Be Good ! '' `` Oh, So Nice ! '' `` The Real American Folk Song ( is a Rag ) '' `` 'S Wonderful '' `` Sam and Delilah '' `` Slap That Bass '' `` Somebody from Somewhere '' `` Somebody Loves Me '' `` Someone to Watch Over Me '' `` Soon '' `` Stairway to Paradise '' `` Stiff Upper Lip '' `` Strike Up the Band '' `` Summertime '' `` Swanee '' `` That Certain Feeling '' `` They All Laughed '' `` They Ca n't Take That Away from Me '' `` Things Are Looking Up '' `` Tra - la - la '' `` Treat Me Rough '' `` Walking the Dog '' `` Who Cares ? '' `` You 've Got What Gets Me '' Tribute albums Brian Wilson Reimagines Gershwin By George Ella Fitzgerald Sings the George and Ira Gershwin Song Book Ella Sings Gershwin Gershwin Live ! Gershwin 's World The Glory of Gershwin Ira, George and Joe Nice Work If You Can Get It Oscar Peterson Plays the George Gershwin Songbook Red Hot + Rhapsody : The Gershwin Groove Rosemary Clooney Sings the Lyrics of Ira Gershwin Related articles Gershwin Prize Ira Gershwin ( brother ) Arthur Gershwin ( brother ) Frances Gershwin ( sister ) Gershwin Theatre List of compositions by George Gershwin Category : George Gershwin Jump up ^ `` A Bing Crosby Discography ''. BING magazine. International Club Crosby. Retrieved July 22, 2017. Retrieved from `` https://en.wikipedia.org/w/index.php?title=They_Can%27t_Take_That_Away_from_Me&oldid=800973689 '' Categories : 1937 songs Songs about old age Songs with music by George Gershwin Songs with lyrics by Ira Gershwin Ella Fitzgerald songs Frank Sinatra songs Fred Astaire songs 1930s jazz standards Mildred Bailey songs Talk About Wikipedia Deutsch Français Italiano 日本 語 Suomi Edit links This page was last edited on 16 September 2017, at 22 : 02. Text is available under the Creative Commons Attribution - ShareAlike License ; additional terms may apply. By using this site, you agree to the Terms of Use and Privacy Policy. Wikipedia ® is a registered trademark of the Wikimedia Foundation, Inc., a non-profit organization. About Wikipedia

Question: who wrote you can't take that away from me
Answer: George Gershwin