This song was introduced by Fred Astaire and Ginger Rogers (on roller skates) in Shall We Dance, a film released by RKO on May 7, 1937.
This was the first George and Ira collaboration after Porgy and Bess. It was begun in New York just before they left for Hollywood in August 1936.
In his 1959 book Lyrics on Several Occasions, Ira recalled that, having worked with the sophisticated and classically trained Vernon Duke for much of 1935, he found George's new tune somewhat “thin and unimportant.” Eventually, he changed his mind.
Ira Gershwin and his wife Leonore suffered the linguistic incompatibility featured in this song, Ira preferring the eether and Leonore the eyether.
The eighteen-bar verse (“Things have come to a pretty pass”) is written in a highly evolved but colloquial pop recitative style—one in which color notes are added to simple harmonic sequences to create transient and subtle emotional effects: for instance, instability, yearning and satisfaction in the “For you like this and the other/While I go for this and that” section. There is a joke in the fourth bar when on the word “flat” in “Our romance is going flat” the singer is left stranded singing a C-sharp atop an unrelated F-ninth chord.
The refrain (“You say eether/And I say eyether”) has a soft-shoe quality. Like many later Gershwin songs, it makes use of the I-vi-ii7-V7 “Heart and Soul” harmonic pattern. But Gershwin spruces this pattern up with color notes. Instead of a G-Em-Am7-D7 sequence we get G-Em9-Am7-D7flat9. For the release (“But “Oh!”) he creates a sound that has real discomfort (a C#m7 with a diminished fifth) and it is only gradually resolved.
Fred Astaire's soundtrack recording is available, as is a March 19, 1937 studio version that he recorded with accompaniment by John Green and His Orchestra. In later years, he recorded this song with the Grantz All-Stars, with an orchestra conducted by David Rose, and with an orchestra conducted by Elliot Lawrence.
Other 1937 versions were by Jimmy Dorsey, Shep Fields, Joe Haymes and His Orchestra, Red Nichols ad His Orchestra, and Adrian Rollini and His Orchestra. In April 1937 there were recordings by Eddy Duchin, Billie Holiday, and the Ink Spots. In May of that year there was a version by Hildegarde, and in June came one by Greta Keller and Brian Lawrence.
There are many other recordings, including versions by Michael Feinstein, Ella Fitzgerald, Ella Fitzgerald and Louis Armstrong, Earl Hines, Marni Nixon with piano accompaniment by Lincoln Mayorga, and Sarah Vaughan.