Let’s Face the Music and Dance


page originally published on 4 May 2014; latest edit: 5 January 2021


Let’s Face the Music and Dance (Irving Berlin) was originally registered for copyright as an unpublished song on 14 June 1935.* It was introduced in the musical film Follow the Fleet (1936) in a production number in which the song is sung by Fred Astaire (Bake Baker) to Ginger Rogers (Sherry Martin), followed by a dance sequence by the pair.

Astaire and Rogers-Follow the Fleet-Let's Face the Music-2a

Astaire and Rogers-Follow the Fleet-Let's Face the Music-1a

Astaire and Rogers-Follow the Fleet-Let's Face the Music-4a

Let’s Face The Music And Dance

Astaire and Rogers-Follow the Fleet-Let's Face the Music-3aThere may be trouble ahead
But while there’s moonlight and music and love and romance
Let’s face the music and dance

Before the fiddlers have fled
Before they ask us to pay the bill
And while we still have the chance
Let’s face the music and dance

We’ll be without the moon
Humming a diff’rent tune
And then

There may be teardrops to shed
So while there’s moonlight and music and love and romance
Let’s face the music and dance, dance
Let’s face the music and dance

From Wikipedia’s page on Follow the Fleet:

Let’s Face the Music and Dance“: Astaire sings this to Rogers after which the dance begins slowly and culminates in a static exit pose. The dance is filmed in one continuous shot lasting two minutes and fifty seconds. During the first take, Ginger’s dress, which was heavily weighted so as to achieve a controlled swirling action, hit Astaire in the face[7] midway through the routine, though the effect is barely discernible. He nonetheless selected[8] this take out of twenty overall for the final picture.

The set – designed by Carroll Clark under the direction of Van Nest Polglase – is frequently cited as a leading example of Art Deco-influenced art direction known as Hollywood Moderne. Film clips of this routine were featured in the 1981 film Pennies from Heaven – detested by Astaire,[9] – where it was also reinterpreted by Steve Martin and Bernadette Peters with revised choreography by Danny Daniels.

incomplete number (missing the beginning); includes the full dance and vocal sequence


Astaire and Rogers-Follow the Fleet-Let's Face the Music-8'Follow the Fleet' Movie Stills

Astaire and Rogers-Follow the Fleet-Let's Face the Music-7-t25-sh15

Al Bowlly-NBC-signed 1Ray Noble, inscribed-1-t40-cr1-d20-hx8

Ray Noble and his Orchestra, vocal by Al Bowlly — recorded on 23 January 1936 (matrix 98672-1); issued on the 78 rpm single (US) Victor 25241, c/w “Let Yourself Go” (also issued on HMV BD-5047, and HMV EA-1670)


Johnny Green and Fred Astaire-Packard Hour, 1936 (1)

Fred Astaire with Johnny Green and his Orchestra — recorded on 30 January 1936 (matrix LA 1088); issued on Brunswick 7608, Columbia (US) 3116D, and on Columbia (UK) DB 1633, c/w “Let Yourself Go” in each case


Ted Fio Rito & his Orchestra, vocal by Stanley Hickman — recorded in NYC on 30 January 1936; issued as Decca 697A, b/w “It’s Been So Long”


Bob Crosby and his Orchestra, with unknown vocalist — recorded between 26 February and 19 March 1936 by the Muzak Transcription Service


Harry Roy and his Orchestra, vocal: Harry Roy? — recorded on 23 March 1936; issued on Parlophone F-433, c/w “We Saw the Sea”


Roy Fox and his Orchestra, vocal: Denny Dennis — recorded on 6 April 1936, and issued on His Master’s Voice BD 5033, c/w “But Where Are You”


Frank Milne, Duo-Art Roll #01048, 1936 — The provider says, “Although the pianists given credit are the Sherry Brothers, in actuality it is Frank Milne playing [both parts of a duet arrangement].”


Mel Tormé and the Marty Paich Dek-Tette — from the 1956 LP Mel Tormé Sings Fred Astaire, Bethlehem Records BCP-6013; recorded in Los Angeles in November 1956, arranged and conducted by Marty Paich


Anita O’Day — recorded in Los Angeles on 18 December 1956 — Harry Edison (trumpet) Larry Bunker (vibraphone) Paul Smith (piano) Barney Kessel (guitar) Joe Mondragon (bass) Alvin Stoller (drums) Anita O’Day (vocal) — issued on Pick Yourself Up With Anita O’Day, Verve MGV 2043

album links:


Frank Sinatra — recorded on 20 December 1960 at United Recorders, Hollywood — leader: Frank Sinatra, arranger/conductor: Johnny Mandel —  released on the 1961 album Ring-a-Ding-Ding!

album links:


1962 Linger Awhile-Vic Damone-Capitol Records 1646

Vic Damone — from the 1962 LP Linger Awhile with Vic Damone


Nat King Cole — from the 1963(?) LP Let’s Face the Music!, Capitol Records SW 2008 (Stereo), Capitol W 2008 (Mono); all tracks recorded 21–22 November 1961, with arranger/conductor Billy May


Frank Sinatra — recorded on either 18 July or 19 September 1979 (Reprise) — arranger: Billy May


1997 Let's Face the Music-Susannah McCorkle

Susannah McCorkle — from the 1997 LP Let’s Face the Music: The Songs of Irving Berlin, released on 27 May 1997 — album recorded at Sound on Sound Studios, NYC, NY, 28-30 October 1996


1999 When I Look In Your Eyes (LP)-Diana Krall, Verve ORG 035 (Vinyl)

Diana Krall — from her 1999 LP When I Look In Your Eyes, Verve 050 304-2 (CD), Impulse! IMPD 287 (CD), Verve ORG 035 (Vinyl)

album links:


(below) official video


Astaire and Rogers-Follow the Fleet-Let's Face the Music-6-f14-hx8

selected links:


* From The Complete Lyrics of Irving Berlin, edited by Robert Kimball and Linda Emmet (2001), p. 307: “Copyrighted January 10, 1936. Previously registered for copyright as an unpublished song June 14, 1935.”


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