The Peggy Lee Bio-Discography And Videography:
The Pre-Contract Interlude / The Capitol Years, Part 1
by Iván Santiago-Mercado

Generated on Apr 26, 2015

The Peggy Lee Look

Three photographic showcases of Peggy Lee in her mid-twenties, 1943-1945. From February of 1943, the first photo was taken a few weeks before Lee handled her notice, informing of her intention to leave The Benny Goodman Orchestra. Undated, the second photo shows Lee with her daughter Nicki and is believed to have been taken in December of 1944 or otherwise in early 1945. The third picture appeared on the cover of a magazine published in Jun of 1945.

Peggy Lee's Recording Career, 1940-1945

This page chronicles a short but noteworthy period in the professional career of Peggy Lee: the two years (1944-1945) during which the singer transitioned from a temporary job working for a big band boss to a life-long tenure as a performing solo artist.

Earlier on (1940-1941), there had also been various job transitions, all of them calculated to advance the singer's career. She had begun the decade entertaining a primarily college-aged audience at The Powers Hotel's Coffee Shop in Fargo, North Dakota, where her musical accompaniment had been circumscribed to an organist.  Though considered a local success, the young vocalist had already set higher professional aspirations for herself; a change of scenery was necessary for their fulfillment. The solo gig at the coffee shop was thus followed by work with two bands -- the first regionally known, the second nationally recognized -- in the larger cities of Minneapolis and St. Louis.  Right afterwards, the ambitious singer moved to Hollywood, where she undertook nightclub work both as a solo act and in a joint bill with a music trio.  (This discography's pre-recording page offers detailed coverage of all such steps of Lee's professional career, further going back into the trips and jobs that she took on during the 1930s.)

At last, in mid-August of 1941, the enterprising vocalist hit the big time. Lee became the canary for The Benny Goodman Orchestra, one of the top bands in the music business. Working with an ensemble of such caliber actually meant not only higher expectations but also further, constant moving around. Then, after helping with the completion of the second half of a month-long engagement in Chicago, the brand new canary proceeded to spend the remainder of the year, along with all of the next one, traveling with the orchestra. Stops of varying duration were made in New York, New Jersey, Massachusetts and many another state. 

Her transient lifestyle came to a halt in late February of 1943, when the band stayed within the Hollywood area for a six-week-long engagement. In March, Peggy Lee married Dave Barbour (Goodman's guitarist) and gave Benny Goodman notice of her intention to leave the ensemble. (Barbour had been fired weeks earlier).  Whether by personal design or at Goodman's request, for the next three months (or so) she still kept fulfilling canary duties, on and off.  But, by June, Lee was about three months pregnant, and her intention to stay home for that reason was conveyed to the press.  Through the second half of the year, Barbour's wife gladly took on the role of housewife and considered herself retired from the singing profession. Away from the daily travails of touring with and performing for a big band, the newlywed gladly envisioned a future in which she would stay at home permanently, doing domestic chores, tending to her husband, and raising children. (Lee's autobiography and her press interviews are the sources for this statement.) Then, in November of 1943, Mrs. Barbour delivered a baby by Caesarean section. After this difficult childbirth, the new mom learned that she could not have more children.

In January of 1944, Peggy Lee Barbour was lured back into the recording studio, this time as a guest vocalist with a jazz ensemble. The Barbours' financial needs factored heavily in her eventual acceptance of the initially declined offer, which what was expected to be an one-time-only return to the recording studio. However, the commercial and critical success of the resulting records brought to Lee quite a few additional offers to not only continue to record but also appear in concerts and on the radio.  Some of those offers were fully declined, while others were accepted, with the common understanding that she was performing only on a non-permanent, every-once-in-a-while basis. 

But such a frame of mind did not last for long.  Any lingering plans of retirement were fully abandoned when Lee decided to sign an exclusive contract with Capitol Records. A momentous event in the artist's career, the signing took place at some point between late 1944 and mid-1945.  It did not lead to an immediate spurt in recording activity: the vocalist did not really begin to record in earnest until 1946. The delay was perhaps due, at least in part, to the need to raise her baby. Lee's comeback from her short period of retirement was thus a gradual one. 

The present paragraph (this introduction's last) is dedicated to suggestions, recommendations, and technical explanations. For more general commentary about Peggy Lee's earliest years at Capitol, consult the notes at the end of the page, which also offer an itemization of this page's 14 masters and a tally of Lee's placements in the music polls, during the period in consideration. Viewers looking for CD recommendations should pay attention to items whose titles are typed in boldface.  As for the blue arrowheads that are periodically found through the page, click on them if you want to see a longer list of albums containing any given Peggy Lee performance.

Date: January 7, 1944
Location: C. P. MacGregor Studios, 729 South Western Avenue, Hollywood, Los Angeles, 7000 Santa Monica Boulevard, Hollywood, Los Angeles
Capitol Session #24

The Capitol Jazzmen (ldr), Dave Dexter, Jr. (pdr), Barney Bigard (cl), Les Robinson (as), Eddie Miller (ts), Clarence "Shorty" Sherock (t), Nappy Lamare (g), Hank Wayland (b), Pete Johnson (p), Stanley Wrightsman (cel), Nick Fatool (d), Peggy Lee (v)

a. 172-2   Capitol Master Ain't Goin' No Place - 3:00  (Dave Cavanaugh aka Dick Larkin) / arr: {Head Arrangement}
     Time-Life Music Licensed CS/LP: 4 Lgd/Slgd 07 — Peggy Lee ("Legendary Singers" Series)   (1985)
     ABM (Audio Book & Music) Public Domain CD: (England) Abmmcd 1092 — It's Lovin' Time   (1999)
Columbia River/Allegro Public Domain CD: Crg 218010 — Peggy Lee ("Cocktail Hour" Series)   (2000)
b. 174-4   Capitol Master That Old Feeling - 2:41  (Lew Brown, Sammy Fain) / arr: {Head Arrangement}
     CAPITOL 78 & 45: 1609 & F 1609 — {That Old Feeling / In My Solitude (Capitol Jazzmen instrumental)} [reissue series]   (1951)
     CAPITOL LP: Tbo 1970 — [Various Artists] Esquire's World Of Jazz   (1963)
CAPITOL©EMI's Blue Note CD: B2 98931 — [Various Artists] Capitol Records; 50th Anniversary, Jazz Box    (1992)
Both titles on:      CAPITOL 78 album: Set A-3 (Cap. 10009-10012) (Reissued as Cd-3) — [Various Artists] New American Jazz (Capitol's Criterion Series)   (1944)
     USA Government's War Department; Army's V-Disc Series V-Disc: 354 — {That Old Feeling, Ain't Goin' No Place + 2 Jack Teagarden vocals, all from New American Jazz}   (1945)
CAPITOL 78: (England) Cl 13298 — {That Old Feeling / Ain't Goin' No Place [not released as a single in the USA]}    (1950)

The Recording Session(s)

1. Photos
Rehearsal for "Ain't Goin' No Place." All record participants are shown. From left to right: Les Robinson and Eddie Miller (saxes), Nick Fatool (drums), Barney Bigard (clarinet), Nappy Lamare (guitar), Peggy Lee (vocal), Pete Johnson (piano), Shorty Sherock (trumpet), and Hank Wayland (bass). Pianist Stanley Wrightsman played celeste behind Lee's other vocal ("That Old Feeling") but did not participate in "Ain't Goin' No Place." Hence his absence from this photo. When this session took place, two months had not quite passed since Lee had given birth to her daughter, Nicki (born November 11, 1943).

2. Dave Dexter, Jr. Productions
This was the second of four jazz-oriented dates that producer Dave Dexter, Jr. conceived at Capitol from 1943 to 1947. For each of them, Dexter, Jr. hired cream-of-the-crop ensembles that Capitol variously named The Capitol Jazzmen (1943, 1944), Jack Teagarden's Chicagoans (1943), The International Jazzmen (1945), and The Hollywood Hucksters (1947). The recordings from the dates by the so-called Capitol Jazzmen were originally released in an album titled New American Jazz, which Dexter produced with the avowed purpose of "represent[ing] jazz as of 1944."

Dexter, Jr. wrote extensively about his hiring process for all of these sessions. Interspersed below are quotes taken from his autobiography Playback and from his liner notes for the LP The Capitol Jazzmen 1943-47, on the Swaggie label.

3. The First Dexter Session Session (November 16, 1943)
The debut date of The Capitol Jazzmen took place on November 16, 1943. As Dexter tells it, "[t]he 16-month American Federation of Musicians strike against every US record company ended in November 1943 ... Most of the most celebrated jazzmen were in town, several of them awaiting induction orders from their draft boards as World War II continued. I managed to book time at the spacious MacGregor Studios ... and to telephone some of my favorite musicians, urging them to participate in my proposed New American Jazz album." Peggy Lee's husband Dave Barbour played in that initial session.

4. The Second Session: Enter Peggy Lee
The second date took place almost two months later. "I completed the album in early 1944, following the frenetic Christmas period," explains Dexter, "with an entirely different combo sparked by Peggy Lee's singing and the wild trumpet of Clarence (Shorty) Sherock ... Peggy was hard to get. She had married Benny Goodman's gifted guitarist, Dave Barbour, and had delivered a baby ... by Caesarian surgery on Armistice Day. Barbour, unemployed for the first time in a decade, scurried about Los Angeles seeking work. Peggy was still recuperating when I telephoned her in January. I'm retired, Dave, she purred over the telephone. I don't care to sing anymore. My new life revolves around being a good wife and mother. I couldn't budge her. I then tried to contact Ivie Anderson out of Duke Ellington's band and, failing, was unable to hire former Count Basie trush Helen Humes. So I called Peggy a second time."

Among the various reasons why Dexter wanted to hire Lee was a personal wish to make up for a negative review that he had given her back in 1941, when she was going through her initial, nerve-wracking weeks with The Benny Goodman Orchestra. After listening to her subsequent work, the music critic and record producer had completely changed his opinion of her. By 1944, he was apparently feeling a bit contrite.

Dexter, Jr. remembered the rest of the phone conversation with Lee as follows: "What does the job pay?, she sweetly inquired. I suggested $100 for two songs, which we would put together on the date, without music. Well, she responded, Dave and I do need the money. If you can get me in and out of the studio in a couple of hours, I'll be there. Thanks for thinking of me ..."

5. At The Session
"She showed up on time," continued Dexter. "Her husband had driven her to the MacGregor studios in a rickety, sputtering, pre-war Ford two-seater. Peggy was chubby, but she was smartly dressed and enthusiastically received by the musicians I had assembled. I invited Peggy to the booth and asked that the old standard Sugar lead the session. It gave Peg 30 or 40 minutes to get the feel of the studio and the musicians. She enjoyed every solo, particularly Eddie Miller's tenor saxing and Pete Johnson's raunchy, two-fisted piano contributions." Indeed, Lee writes in her own autobiography that "Eddie Miller played a classic solo" behind the first of her vocals.

"And then Peggy officially emerged from retirement," Dexter, Jr. proclaimed, "taking over the mike to shout Ain't Goin' No Place, a raucous, up-tempo blues that reminded me of her bawdy vocal on the Goodman Why Don't You Do Right? Columbia smash hit a year or so previously. All of us stood around enjoying the playback and one of the men said aloud what we were all thinking: This chick sounds like a drunken old whore with the hots. Because I wanted to record her singing both hot and sweet, I hired two pianists to back Peggy." Wrightsman, the second pianist, played celeste instead of piano.

"Her moody version of That Old Feeling was a stunning reading. Her sound had become pure angel food. Many radio jocks ... gave it heavy air-play. [It] attracted so much airplay in the US that she was forced to acquire a manager, Carlos Gastel, and go out as a single act ... Peggy Lee could sing like a little girl in a church choir or a husky-voiced, tired old whore."


The notes of Mosaic's Classic Capitol Jazz Sessions state that "[u]nless otherwise noted ... sessions between 1942 and 1949 were made at Radio Recorders." That statement contradicts a comment made by producer Dave Dexter, Jr. in his liner notes for the Swaggie LP. Although he does mention that the third date by The Capitol/International Jazzmen was held at Radio Recorders, he cites a different location for the two earlier dates. In reference to the first one (November 16, 1943), Dexter tells us that he "managed to book time at the spacious C. P. MacGregor Studios (between Mercer, Jo Stafford, Margaret Whiting, Andy Russell and Pied Pipers sessions)."

In his autobiography, the record producer added that the second session took place at MacGregor Studios, too. Still further, an article that Dexter, Jr. wrote for Billboard magazine contains a photo of this session, and its caption identifies the location as C. P. MacGregor Studios. Hence I have confidently entered the location given by the producer, on the rationale that, unlike the makers of the excellent Mosaic box, he was one of the session's actual participants.

Musicians And Instruments

1. The Capitol Jazzmen
The Capitol Jazzmen was the name that Dave Dexter, Jr. gave to the West Coast musicians that he hired for record dates held on November 16, 1943 and January 7, 1944. Both this ensemble and later ones (The International Jazzmen, The Hollywood Hucksters) were apparently put together exclusively for these Capitol sessions; I have found no evidence of activity outside of the recording studio.

The first date (November 16) actually consisted of two sessions. In addition to the session with The Capitol Jazzmen, there was another credited to Jack Teagarden's Chicagoans, which was essentially the same ensemble (with the exception of just one different member) under another name.

2. Jack Teagarden And Peggy Lee
As for the two vocalists that participated in these early New American Jazz dates, neither one was present at the other one's session. They would sing together, however, many years later. For details about their duets, check section XXIV (aka The Paul Whiteman Tribute) of this page.

3. Instruments
Piano, clarinet, trumpet, and alto sax on "Ain't Goin' No Place" only. Stanley Wrightsman's celeste on "That Old Feeling" only.


According to a producer's note included in New American Jazz, "[n]o arrangements were used on the two sessions, in Hollywood, which produced the eight exciting performances contained between these two boards. There was no manuscript; no music stands. Each musician played as he elected to play. Jack Teagarden and Peggy Lee sang as they wanted to sing. No one gave instructions; there were no admonitions."


1. New American Jazz [78 album]
This album consists of four 78 discs:

10009: "Clambake In B-Flat" / "I'm Sorry I Made You Cry" (vocal by Jack Teagarden)
10010: "Casanova's Lament" (vocal by Jack Teagarden) / "In My Solitude")
10111: "Sugar" / "Ain't Goin' No Place" ("blues vocal" by Peggy Lee)
10112 "Someday, Sweetheart" / "That Old Feeling" (vocal by Peggy Lee)

All eight sides are credited to The Capitol Jazzmen. The songs in the first two 78s come from the November 16, 1943 date, whereas the songs in the last two shellac discs are from this January 7, 1944 session.

<>New American Jazz (Set A-3) was only the third album ever released by Capitol. The two previous album releases had been Songs By Johnny Mercer (A-1, featuring Mercer with The Pied Pipers and Jo Stafford) and Christmas Carols, (A-2, by the St. Luke's Choristers.) A well-received and probably good-selling issue, Capitol apparently reissued New American Jazz with a new catalogue number (CD-3) in either 1945 or 1946. (Side note: This is a matter in need of further research. My copy of this album bears catalogue number CD-3 and includes a booklet that identifies itself as A-3. Looking at those two numbers, I am left to wonder about the accuracy of part of the information given right before this parenthetical note: were there really two editions with different catalogue numbers? Or is this an erroneous claim, stemming from confusion about the fact that the album and its booklet carry slightly different numbers (SET A-3, CD-3)? Alternatively, could CD-3 really be a second edition, whose booklet misidentifies itself as SET A-3 when it should be more appropriately called SET CD-3? Be that as it may, the popularity of the album is not in question. In one of the copies that I have seen online, I was able to read the words "second printing November 1944," which suggest that Capitol might have run out of its first 'printing' within the first year of release.)


1. "Ain't Goin' No Place"
2. Dave Cavanaugh, Dave Dexter, Dick Larkin
Swaggie's LP The Capitol Jazzmen 1943-47 credits the writing of the song "Ain't Goin' No Place" to its session's producer, Dave Dexter, Jr. So do some Public Domain CD issues, which probably relied on the information originally given by Swaggie. Such a credit appears to be erroneous. The original 78 album (New American Jazz ) credits Dick Larkin instead, and so do the Mosaic issues, which are Capitol-licensed and generally very well-researched.

"Dick Larkin" was actually one of various pseudonyms used by Dave Cavanaugh. At the time of this session Cavanaugh was a Capitol in-house musician but in later decades he would become a well-known Capitol producer. In fact, he went on to spend nearly a decade as Peggy Lee's producer, and also as her sometime co-writer.

Masters And Takes

1. Non-Lee Masters (Instrumentals)
In addition to Peggy Lee's vocals, this session also produced two instrumentals whose master numbers are 171 ("Sugar") and 173 ("Someday, Sweetheart").

2. Take Numbers
Some sources suggest that this session's masters were completed in one take. The booklet of Mosaic's Classic Capitol Jazz Sessions indicates otherwise. For both vocals and instrumentals, take numbers range from 2 to 4.

3. Credits In Capitol's Files
Various sources indicate that, in Capitols files, masters #172 and #174 are credited to "Peggy Lee with Eddie Miller & The All-Star Jazz."

Date: Possibly June 30, 1944
Location: Possibly Radio Recorders; Alternatively, NBC Studios , Hollywood, Los Angeles
Label: ARA

Bob Crosby (ldr), Bob Crosby (con, v), Bob Crosby And His Orchestra (acc), Sid Bender, Don Brassfield, Robert "Bob" Lawson, Frank Meyers, Clint Neagley (sax), Claude Bowen, Jack Holmes, Jack Mootz, Quig Quigley (t), Walter Benson, Bill Hearn, Warren Smith (tb), Robert "Bob" Bain (g), Edward Gilbert (b), Ernie Hughes (p), Jimmy Felton (d), Peggy Lee (v)

a. RR-9756-3   Ara Master It's Anybody's Spring - 2:48  (Johnny Burke, Jimmy Van Heusen)
     ARA 78: Rm 114 [Version #2] — {On The Atchison, Topeka And The Santa Fe / On The Midnight Train To Memphis [instrumental by The Porky Freeman Trio}    (1945)
b. RR-9757-2   Ara Master On The Atchison, Topeka And The Santa Fe - 2:52  (Johnny Mercer, Harry Warren)
Both titles on:      ARA 78: Rm 114 [Version #1] — {On The Atchison, Topeka And The Santa Fe / It's Anybody's Spring}    (1945)
     CAPITOL©EMI CD: 7243 5 39756 2 3 — THE SINGLES COLLECTION   (2002)


For this session, my primary source of information has been Charles Garrod and Bill Korst's discography of Bob Crosby, published in 1987 by Joyce Record Club, a music collectors' label. (The same data can also be found in certain jazz discographies which obviously copied it from Garrod and Korst's pamphlet.) No other significant sources of information have come to my attention.

Cross-references (Radio, Record Label)

According to a few sources, including Ron Lackmann's The Encyclopedia Of American Radio, Peggy Lee spent various seasons working as the female vocalist of The Bob Crosby Show. Could it be that this session's performances were taken from broadcasts of that radio show? I suspect such to be the case, but I lack any solid evidence to back up my suspicion.

Specifics about Bob Crosby's radio venture are scant and hard to come by. I have managed to locate data for only seven of the show's 40 episodes. Lee actually guested in one of those seven episodes, but the songs that she performed are not the ones under discussion. In the absence of details about the other 33 programs, I am unable to ascertain whether Lee appeared in the series at any other time, let alone how frequently.

The 40 episodes in question constitute the 1943-1944 season of the show. This is the only season in which Lee could have appeared with any degree of frequency. (Before the second half of 1943, Lee was tied to The Benny Goodman Orchestra, and was thus unable to access any long-term offers to perform solo. After the first half of 1944, Crosby's show remained off the air until 1946, when Lee made only occasional guest appearances in various other programs but never, to my knowledge, on Bob Crosby's.) In conclusion, Lachman's claim that Peggy Lee was a cast member of The Bob Crosby Show for several reasons is an overstatement. At best, she might have have appeared in multiple episodes of the 1943-1944 season.

For a more extensive discussion of my radio-as-source hypothesis, and for longer commentary on Bob Crosby's radio show, consult this miscellaneous page. For a few additional details about the short-lived label Ara Records, see the same page.

Dating And Location

Following my only authoritative source (Garrod and Korst), I have assigned the date June 30, 1944 to both masters. That date was imprinted in test pressings of these performances. The test pressings were once held by the owner of Ara Records, and have been seen by at least one of the authors of Crosby's discography. Both session masters bear the prefix RR, which probably stands for Radio Recorders.

Despite the factual details offered in the preceding paragraph, the exact date and location on which this session's masters were recorded remains tentative. The tentativeness of the dating and location stems from my already shared suspicion that these masters could have been originally culled from radio broadcasts of The Bob Crosby Show (1943-1944 season), whose episodes were probably held at NBC Studios. The tracks would have been recorded to disc while being broadcast, and the discs would have been taken to Radio Recorders for mastering. A lengthier discussion on this speculative subject can be found in the aforementioned miscellaneous page.


1. Duet Vocal
Bob Crosby shares vocal duties with Peggy Lee only on the number "On The Atchison, Topeka And The Santa Fe."

2. Musicians
With the exceptions of Bob Crosby and Peggy Lee, the personnel entered for this session should be deemed tentative. It is actually a collective personnel. Although the musicians listed were indeed members of Bob Crosby's band during the mid-40s, it is not known if all of them were present when Lee's numbers were performed, or if additional musicians participated.


1. Non-Lee Masters
Also listed as recorded during this session are masters Rr 9754 (the instrumental "Java Junction") and Rr 9755 ("Come With Me, My Honey," which features a vocal by The Town Criers). Incidentally, those two numbers were released on another Ara 78 rpm disc (catalogue number Rm 103).

2. "On The Atchison, Topeka And The Santa Fe" And Ara's Master #1137
"On The Atchison, Topeka And The Santa Fe" is listed twice in Garrod and Korst's discography of Bob Crosby, as follows:

- master Rr 9756; June 30, 1944
released on Ara 78 Rm 114

- master Ara #1137; March 4, 1946
released on Ara 78 Rm 114

Looking at the information at hand, it would be reasonable to conclude that these are different Bob Crosby performances of "On The Atchison, Topeka And The Santa Fe." The recording dates are different, and so are the master numbers.

On the other hand, the same 78 rpm disc is listed under both master numbers. If there are no mistakes in Garrod and Korst's information, this last detail would seemingly lead to the opposite conclusion. We would be taking about the same performance of "On The Atchison, Topeka And The Santa Fe," to which Ara would have oddly re-assigned a master number, probably on March 4, 1946.

I do not know which of these opposite conclusions is correct. Readers are invited to form their own opinions after reading the additional details that are provided in the next paragraphs.

It's worth adding that Ara masters#1136 and #1138 are Bob Crosby performances. Hence it is certainly possible that 1137 was a new Crosby master -- a vocal version of "On The Atchison, Topeka And Santa Fe," perhaps undertaken solo rather than with Lee.

Even more curiously, Ara 78 rpm #114 was actually re-released (as explained below, under Issues). We could theorize that different masters (Rr 9756, 1137) were issued in each version of Ara #114, and that such a "fact" accounts for the confusing information presented above. This is a possibility that cannot be confirmed or denied until both issues are aurally inspected and compared. (Verification from any collector who owns copies of both 78s would be appreciated.) Still, the chances that we are dealing with two takes strike me as slim at best.

Issues And Collectors' Corner

1. Two Different Issues Of Ara #114 [78]
Ara #114 was released twice, in partially different versions.

The earliest version contains both of this session's masters, featuring Peggy Lee on vocals: her solo "It's Anybody's Spring" and her duet with Bob Crosby, "On The Atchison, Topeka And The Santa Fe."

The second version of Ara #114 also includes the duet, but its flip side substitutes "It's Anybody's Spring" with an instrumental by The "Porky" Freeman Trio ("On The Night Train To Memphis").

I have seen online photos of the two versions. On their respective labels, both Peggy Lee and Bob Crosby are credited by name.

I have listened to only one of the two releases, however. Hence confirmation is still needed on the assumption that the exact same take of "On The Atchison, Topeka And The Santa Fe" is heard in both 78 rpm versions.

The reason for the partial re-release of Ara #114 remains unknown to me. Hypothetical explanations can be advanced, of course. Perhaps a mixup took place at either Ara or its 78 pressing company, resulting in the issuing of two singles under the same catalogue number. Or maybe Ara's release practices were unorthodox: the label might have had a tendency to recycle its masters. As an instance pointing toward this possibility, it's worth noting that "On The Night Train To Memphis" is found not only on Ara #114 but also on Ara #119. Given the short life of the label, a penchant for recycling could be an indication of financial difficulties, or of a limited number of masters at the company's vaults.

Here is another (and, in my opinion, likelier) motivation for pulling the original issue from the market: objections to the release of "It's Anybody's Spring." Such objections would have been raised by the parties connected to the movie Road To Utopia, in which this song was featured. Since the film did not premiere until 1946, the issuing of this vocal in 1945 could have elicited a "cease and desist" order from such film industry parties, or even from Bob Crosby's brother Bing (the star of the movie) and Decca Records, his exclusive record company. (For more commentary and speculation on this matter, see my supplementary page about these Ara sides.)

Further complicating matters is the fact that the second version of Ara #114 (i.e., the version with the "Porky" Freeman Trio instrumental) exists in two variants. The differences between the variants are very minor, however. A first difference pertains to font size. One variant uses the same font as the first version of Ara #114. The other variant uses a smaller font. A second difference can be found in the label of these 78 discs -- more specifically, in the typography of the Warren-Mercer title. The large font version gives the song's title as "Atchison, Topeka & Santa Fe" (coinciding, once again, with the first version of Ara #114), whereas the small font version calls it "On The Atchison, Topeka & Santa Fe."

2. Ara 1137: A Third Version Of Ara 114?
Various collectors have also pointed out the rumored existence of a 78 rpm Ara single numbered 1137, containing a Bob Crosby version of "On The Atchison, Topeka And The Santa Fe." The matter remains a rumor because nobody has ever produced a copy of such a 78. The catalogue number itself raises a flag, because it is much higher than those from the regular Ara 100 series, which make up over 90% of Ara's catalogue.

It seems likely that this rumor originated in someone's misreading of the (certainly confusing) information about Ara 114 as provided by Garrod and Korst. The authors refer to a master numbered 1137. At some point, a reader must have wrongly thought that 1137 was a catalogue number instead of a master number.

Date: December 27, 1944
Location: Los Angeles
Capitol Session #108

Peggy Lee (ldr), Dave Barbour And His Orchestra (acc), Henry J. "Heinie" Beau, Harold Lawson, Maury Stein (cl), Billy May (t), Dave Barbour (g), Artie Shapiro (b), Milt Raskin (p), Nick Fatool (d), Peggy Lee (v)

a. 540-3   Capitol Master Baby (Is What He Calls Me) - 2:56  (Kay Butler)
     CAPITOL 78 album: Ad 62 (48012-48015) — [Various Artists] Collector's Items - Top Drawer Jazz Classics (Capitol's Americana Series)   (1948)
     CAPITOL Jazz CD: 0777 7 97826 2 8 — MISS PEGGY LEE    (1998)
ABM (Audio Book & Music) Public Domain CD: (England) Abmmcd 1092 — It's Lovin' Time   (1999)
b. 541-2   Capitol Master What More Can A Woman Do - 2:43  (Peggy Lee, Dave Barbour) / arr: Henry J. "Heinie" Beau
     CAPITOL 78: 197 — {What More Can A Woman Do / You Was Right, Baby}   (1945)
     USA Government's War Department; Army's V-Disc Series V-Disc: 484 — {What More Can A Woman Do /You Was Right, Baby /3 vocals by Bing Crosby}   (1945)
Asv/Living Era Public Domain CD: (England) Aja 5237 — Why Don't You Do Right?; 25 Early Hits   (1997)
c. 542-3   Capitol Master A Cottage For Sale - 2:56  (Larry Conley, Willard Robison)
     Collectors' Choice Licensed CD: Ccm 917 2 — THE LOST '40'S & '50'S CAPITOL MASTERS   (2008)
d. 543-2   Capitol Master You Was Right, Baby - 2:26  (Peggy Lee, Dave Barbour) / arr: Henry J. "Heinie" Beau
     CAPITOL 78: 197 — {What More Can A Woman Do / You Was Right, Baby}   (1945)
     USA Government's War Department; Army's V-Disc Series V-Disc: 484 — {What More Can A Woman Do /You Was Right, Baby /3 vocals by Bing Crosby}   (1945)
CAPITOL 78: 15277 — {It's A Good Day / You Was Right, Baby}    (1948)

The Recording Session (And Johnny Mercer)

The two sides that Peggy Lee had recorded earlier with The Capitol Jazzmen (January 7, 1944) had been very well received, earning radio airplay and positive reviews. As Lee told radio broadcaster Fred Hall, "that was a success, so they asked us to record more ...[...]... I was just beginning to write songs then as a hobby when I was taking care of my house." At the instigation of Barbour's friend Carlos Gastel, the pair of Barbour and Lee decided that it would be okay to just record two or three songs. Gastel asked the couple to play for Johnny Mercer a few songs that they had written as a pastime. "And Johnny [Mercer] heard some of those things and liked them, and he gave me some good, helpful criticism, like Try this or Try that, and I just never will forget him for the many things he did for me. And he was instrumental in my being a songwriter. Then when they talked us into recording, we didn't have any material, so Johnny said, Do those things I heard -- those are great. So we did them, and they were hits ... [...] ... What More Can A Woman Do? and You Was Right, Baby..."

Johnny Mercer has been sometimes identified as the man who brought Lee into the Capitol fold. (Alan Livingston is among those who have bestowed this credit on Mercer. Livingston was the company's main A&R man during the second half of the 1940s, and would go on to preside over the company.) In reality, credit should be shared by Mercer with both Dave Dexter, Jr. (see notes under January 7, 1944 session) and Carlos Gastel (see notes at the bottom of this page). Be as it may, the above-quoted remarks make abundantly clear that Mercer's guidance proved invaluable to Lee during her first years at Capitol. As a budding lyricist, she treasured the songwriting advice that he gave her, and considered him the model to aspire to.


1. "You Was Right, Baby"
Inspiration for the song "You Was Right, Baby" came while Peggy Lee happened to be visiting Capitol's premises: "I was just sitting in the old Capitol office, down there just below Sunset on Vine, and across Vine, Music City was not there yet. And of course, the big Capitol tower was not there yet -- that came much later. And I saw someone hit someone's car in the parking lot and the man stuck his head out the window and said, you was right, baby! And I thought, That's a great song title. So obviously the person had just said, somebody just hit your car. Ha!"

Musicians And Instruments

1. Brass And Reeds
There are some discrepancies between my two main sources for this session. Each assigns different instruments to Harold Lawson and Maurice Stein. In Peggy Lee's Capitol session files, both Lawson and Stein are listed as playing clarinet (along with Heinie Beau). In Jack Mirtle's The Music Of Billy May: A Discography, only Beau is credited with clarinet playing. Lawson is listed on trumpet (along with May) whereas Stein is credited with tenor sax playing.

In my listening of all four performances from the session, I consistently hear various clarinets in unison. (The combination of guitar with a clarinet section is actually characteristic of the Lee-Barbour sessions from the 1940s.) Only very, very briefly, during the intro of "You Was Right, Baby," do I hear any brass -- a trumpet. I am thus putting more trust in the claims made on Capitol's session files.

I consider Mirtle's discography an excellent source. He consulted the American Federation of Musicians contracts, which are justly deemed the most reliable source for session personnel. He also spoke extensively with Billy May. In this case, however, perhaps the contracts simply listed Lawson and Stein under the instruments for which they were best known. Or perhaps the contract did not specify instruments, which would have led to an educated assumption on May's and/or Mirtle's part.

2. Vocal Chorus
The session's musicians are presumed to have supplied the all-male chorus heard toward the closing of "You Was Right, Baby."

3. Maury Stein Or Maurie Styne?
The 78 album Collector's Items - Top Drawer Jazz Classics lists the session personnel in the label of each 78 platter. Whereas Maury Stein is the name given most everywhere else, "Maurie Stein" is the (mis)spelling found in the 78 rpm disc.

Arrangers And Arrangements

1. Sources
2. Heinie Beau
3. Dave Barbour
I have three sources for this date's arranging credits, and they are not in agreement.

According to Jack Mirtle in his discography of Billy May, this session used head arrangements. In making this assertion, Mirtle might have followed both his ear and the opinion of Billy May, with whom Mirtle consulted extensively.

However, these performances are not identified as head arrangements in Capitol's Peggy Lee session files. Instead, the files credit both Dave Barbour and Heinie Beau for the arrangements, without specifying which man is responsible for which.

Surprisingly, the man who receives credit for both "What More Can A Woman Do?" and "You Was Right, Baby" in Capitol's library of music scores is not composer Barbour, but Beau. I am thus giving credit to the latter for those two arrangements.

Capitol's library does not have copies of the other two performances' arrangements. Were we to fully trust the details supplied by the Peggy Lee session file, credit would have to be given to Dave Barbour. If, on the other hand, we were to rely on the details given in the Billy May discography, then one or both of these performances could have head arrangements.

For the time being, and until more information comes forward, I am abstaining from crediting Barbour.

4. "You Was Right, Baby"
5. Cecil L. Stover
An arrangement for this song is extant in Peggy Lee's sheet music library. Its arranger is Cecil L. Stover, its date unknown. I do not believe that Stover's arrangement is the same one heard in this session.


1. Collectors' Items [78 album]
The title of this 1948 album points to the fact that most of its songs had been recorded years earlier, yet left unissued until then. In addition to Peggy Lee, the other seven acts featured in the set are Benny Carter ("I Can't Get Started"), Sonny Greer ("Bug In A Rug"), The Hollywood Hucksters ("I Apologize"), Eddie Miller ("Just One More Chance"), Red Nichols ("Your Everything"), Rex Stewart's Big Eight ("T'Ain't Like That") and Stan Kenton. Besides Peggy Lee, the only other female heard in the record is Anita O'Day, working here in her capacity as Stan Kenton's canary. O'Day sings "Travelin' Man," a number that she recorded on January 5, 1945 -- that is to say, merely a few days after Lee's "Baby (Is What He Calls Me)." Peggy Lee's "Baby" can be found in 78 #48014, whose flip side features the aforementioned Rex Stewart performance.

Date: July 30, 1945
Location: Los Angeles
Capitol Session #182

Peggy Lee (ldr), Lee Gillette (pdr), Dave Barbour And His Orchestra (acc), Unknown (sax, cl, b, p), Dave Barbour (g), Peggy Lee (v)

a. 739-3   Capitol Master Waiting For The Train To Come In - 3:04  (Martin Block, Sunny Skylar)
     CAPITOL 78: 218 — {Waiting For The Train To Come In / I'm Glad I Waited For You}   (1945)
     Columbia River/Allegro Public Domain CD: Crg 218010 — Peggy Lee ("Cocktail Hour" Series)   (2000)
     Rajon ?Public Domain CD: (Australia) 2029 — It's A Good Day ("Sounds Of The 20th Century" Series)   (2002)
     Naxos Public Domain CD: (England) 8.120642 — It's A Good Day; Original Recordings, 1941-1950   (2002)
b. 739   Capitol Alternate Waiting For The Train To Come In - 3:04  (Martin Block, Sunny Skylar) / arr: Henry J. "Heinie" Beau
     Time-Life Music Licensed CS/LP: 4 Lgd/Slgd 07 — Peggy Lee ("Legendary Singers" Series)   (1985)
Asv/Living Era Public Domain CD: (England) Aja 5237 — Why Don't You Do Right?; 25 Early Hits   (1997)
c. 740-3   Capitol Master I'm Glad I Waited For You - 2:36  (Sammy Cahn, Jule Styne) / arr: Henry J. "Heinie" Beau
     CAPITOL 78: 218 — {Waiting For The Train To Come In / I'm Glad I Waited For You}   (1945)
ABM (Audio Book & Music) Public Domain CD: (England) Abmmcd 1092 — It's Lovin' Time   (1999)

The Recording Session (And Johnny Mercer)

The exact date on which Peggy Lee signed an exclusive recording contract with Capitol Records is not known. For the reasons discussed below, I suspect that the session under discussion was Lee's very first one, after she had signed such a contract.

In the liner notes of the Capitol CD The Early Years, Robin Callot paradoxically refers to the date under discussion as Peggy Lee's first session for Capitol. Yet Lee had actually been in two previous Capitol dates (January 7 and December 27, 1944). Perhaps Callot's erroneous assertion stems from consulting some official Lee papers which may omit those earlier, one-time deals, listing them instead under the files for The Capitol Jazzmen and for Dave Barbour or even Heinie Beau. (Or perhaps the error is nothing more than the result of misinformation given to the liner note writer. The official Capitol papers that I consulted do list the earlier dates.) In any case, Callot's comment can be construed as a suggestion that, starting with this session, Lee was officially deemed a Capitol recording artist.

Notice also that this is the earliest Capitol-Lee session in which the repertoire exclusively consists of brand new songs of the day -- that is to say, no compositions penned by Lee and no tried-and-true standards. Such type of repertoire strikes me as proof that Lee had now become an official member of the Capitol roster: "plug numbers" had been assigned to her, as they would to any artist under the company's service.

Liner note writer Callot adds that Peggy Lee was tense during this session, a detail that could further correlate with the expectations of being in a new role: that of an artist freshly signed by a company. (n.b.: Of course, Lee was not new to the recording studio. Besides the pre-retirement dates done with Benny Goodman, there had been various post-retirement dates: those already listed in this page and a few more, made for the Capitol-affiliated transcription company MacGregor -- the latter intended for radio airplay only, and listed in a separate page of this discography. Therefore, her nervousness must have stemmed from circumstances other than inexperience with the fundamentals of studio recording. Most probably, she was anxious at the realization that the burden of responsibility was now fully on her shoulders. From this moment on, she would belong to a record company that fully expected her to generate hits out of the numbers assigned to her.) Capitol co-owner Johnny Mercer was present at the date and had a calming influence on Lee. Callot writes that Mercer "urg[ed] her to relax her voice and just bend the notes."


1. "Waiting For The Train To Come In" And The Music Charts
According to Joel Whitburn's estimates in his book Pop Memories, 1890-1954, "Waiting For The Train To Come In" was Peggy Lee's first chart hit as a solo artist. (As a canary with The Benny Goodman Orchestra, ten of Lee's vocals had made the Billboard charts, including one that reached the #1 position.)

Whitburn's estimates may or may not be off the mark. Various articles from this period state that substantial radio airplay was given to Lee's earlier vocals with The Capitol Jazzmen (see session dated January 7, 1944). Similar comments can be found about "What More Can A Woman Do" and "You Was Right, Baby" (see session dated December 27, 1944), too. However, none of those numbers are listed in Whitburn's text -- nor, for that matter, in any other music chart texts at my reach.

"Waiting For The Train To Come In" entered the charts during the week of November 10, 1945 and stayed for 14 weeks. It peaked at #4. There were two competing versions, both of which peaked a little lower than Lee's. With a vocal by Kitty Kallen, a version by Columbia's Harry James spent six weeks in the chart and reached #6. Credited to Decca's Johnny Long & his Orchestra, the other version stayed for ten weeks and climbed to #7; it featured a vocal by Dick Robertson.

2. "I'm Glad I Waited For You" In The Charts
The flip side of Capitol #218 also charted. "I'm Glad I Waited For You" appeared on the chart during the week of March 30, 1946, and peaked at #24. No competing versions are listed in Whitburn's text, but Helen Forrest's recording for Decca makes an appearance in Edward Foote Gardner's Popular Songs Of The Twentieth Century: A Charted History. "I'm Glad I Waited For You" was also sung by Alfred Drake in the soundtrack of the 1946 movie Tars And Spars.


1. Source
The arrangements for this session's two songs are extant in Capitol's library of music scores. Both are credited to Heinie Beau.

Masters And Alternate Takes

1. "Waiting For The Train To Come In"
Various details, both vocal and instrumental, clearly differentiate the master from the alternate take of "Waiting For The Train To Come In." For instance, the song's instrumental interlude is not treated in the exact same manner during the two performances: master and alternate are differently approached by two of the players (the guitarist and the clarinetist). As for the vocal, a comparison of the final lines is telling. In the alternate take, Lee delivers them as follows:

I'm waiting for the train to come in
I'm waiting for the train to come in

In the master take, she adds the word "just":

I'm waiting for the train to come in
Just waiting
I'm waiting for the train to come in

Of the issues listed above, I have corroboration for the accurate placement of the LP, cassette and CDs which I have placed under the master take. As for the CDs and LPs currently under the alternate take, I have listened to the following ones:

Time Life Music CS/LP: 4 Lgd/Slgd 07 — Peggy Lee ("Legendary Singers" Series) (1985)
CAPITOL CS/CD: C4 5/Cdp 7 93195 — The Early Years (Capitol Collectors Series, Volume 1) (1990)
Asv/Living Era CD: (England) Aja 5237 — Why Don't You Do Right?; 25 Early Hits (1997)
CAPITOL CD: 0777 7 97826 2 8 (97827-97830) — MISS PEGGY LEE (1998)
CAPITOL CD: 7243 4 97308 2 3 — The Best Of Miss Peggy Lee (1998)
Reader's Digest CS/CD: Rf7/Krf 140 [Emi 72434 99216] — The Legendary Peggy Lee: Her Greatest Hits & Finest Performances (1999)
Castle/Pie CD: (England) Piesd 045 — Mañana [also part of Ladies Of Jazz: Ella, Billie, Peggy #904, a 3CD set] (1999)
CAPITOL©EMI Special Markets CD: Gsc 15453/7243 4 96336 2 9 — Peggy Lee ("36 All-Time Greatest Hits" Series) (1999)
Gallerie/Music Collection CD: (England) Gale 442 — A Portrait Of Peggy Lee (1999)
Going-For-A-Song CD: (England) Gfs 241 — The Fever Of Peggy Lee (1999)
Movieplay/Intermusic's Goldies CD: (Portugal) Gld 25438 — Golden Earrings (2001)
Disky CD: (The Netherlands) 905191 — Peggy Lee ("Golden Greats" Series) (2002)
Asv/Living Era CD: (England) Aja 266 — It's A Good Day; 50 Original Mono Recordings, 1941-1951 (2002)
CAPITOL©EMI CD: 7243 5 39756 2 3 — The Singles Collection (2002)
Proper CD: (England) Intro Cd 2003 — I Get Ideas ("A Proper Introduction" Series) (2004)
Disky CD: (The Netherlands) Si 903647 /Cb 904361 — Here's Peggy Lee ("The Here's Series," Volume 1) (2006)
History CD: (Germany) 20.3046 Hi — Everything I Love ("The Great Vocalists Of Jazz & Entertainment" Series) (1999)
Tim International CD: (Germany) 205422 304 — That Old Feeling ... You Go To My Head (2001)
Proper CD: (England) 45 P 1277 1280 — The Peggy Lee Story (2002)
Tim International CD: (Germany) 220838 [220839-220843] — A Nightingale Can Sing The Blues ("Document" Series) (2004)
Weton-Wesgram CD: (The Netherlands) Mom 641 — Peggy Lee ("Masters Of Music" Series) (2005)
Proper CD: (England) Box 108 — Miss Wonderful (2006)
Music Club CD: (England) Mccd 619 — Black Coffee; The Best Of Peggy Lee (2007)
Big3 CD: Bt 3039 — Peggy Lee ("The Absolutely Essential CD Collection" Series) (2011)

In the case of all other listed issues, I have needed to make an educated guess, because I do not own copies of them. Since the alternate is by far the most widely disseminated of the two options, I have tentatively placed all unheard issues under that take. I'd appreciate receiving confirmation or corrections from owners of copies.


My thanks to jacksonivy, a fellow board member at the Peggy Lee Bulletin Board ( for alerting me and all other members to the existence of the alternate take of "Waiting For The Train To Come In."

Date: December 26, 1945
Location: Radio Recorders, 7000 Santa Monica Blvd., Los Angeles
Capitol Session #230

Peggy Lee (ldr), Lee Gillette (pdr), Dave Barbour All-Stars (acc), Unknown (sax, cl, b, p), Dave Barbour (g), Peggy Lee (v)

a. 886-3   Capitol Master I Can See It Your Way, Baby - 2:58  (Inez James, Sidney Miller) / arr: Henry J. "Heinie" Beau and/or Billy May
     CAPITOL 78: 236 — {I Can See It Your Way, Baby / I Don't Know Enough About You}   (1946)
     ABM (Audio Book & Music) Public Domain CD: (England) Abmmcd 1092 — It's Lovin' Time   (1999)
     Hallmark Public Domain CD: (England) Halmcd 1320 — It's Lovin' Time [Reissue of ABM 1092]   (2001)
     CAPITOL©EMI CD: 7243 5 39756 2 3 — THE SINGLES COLLECTION   (2002)
b. 887-2   Capitol Master I Don't Know Enough About You - 3:23  (Dave Barbour, Peggy Lee) / arr: Henry J. "Heinie" Beau and/or Billy May
     CAPITOL 78: 236 — {I Can See It Your Way, Baby / I Don't Know Enough About You}   (1946)
     CAPITOL double EP/(10") LP: Ebf/H 151 (rel. 6/52) — Rendezvous With Peggy Lee   (1949)
CAPITOL 78 & 45: 1667 & F 1667 — {I Don't Know Enough About You / I Can't Give You Anything But Love} [reissue series]   (1951)
c. 887   Alternate Take I Don't Know Enough About You - 3:17  (Dave Barbour, Peggy Lee)
     CAPITOL LP: T 151 — Rendezvous With Peggy Lee   (1955)
     CAPITOL reel/8T/CS/LP: X/8xt/4xt/Dkao 377 — Peggy Lee's Greatest! (Duophonic Series)   (1969)
CAPITOL©EMI's Pathé Marconi CS/LP: (France) Pm 154 773 4/1 (also Pm 407) — Rendez-Vous With Peggy Lee ("Retrospect" Reissue Series)   (1984)


1. "I Don't Know Enough About You" In The Music Charts
According to Joel Whitburn, "I Don't Know Enough About You" was Peggy Lee's third chart hit as a solo artist. After making its debut during the week of May 25, 1946, Lee's recording went on to peak at #7 and to stay in the charts for 6 weeks. "[T]he song was so popular with radio listeners that it stayed on the Hit Parade radio show for a record 17 weeks," adds Robin Callot in the liner notes of the Capitol CD The Early Years.

Peggy Lee's self-penned tune also enjoyed competing versions from men who had recorded duets with her, or who would eventually record duets with her. At Columbia, old boss Benny Goodman re-enlisted Lee's erstwhile partner Art Lund as the orchestra's vocalist, and their version reached #12. At Decca, the very popular Mills Brothers -- Lee's duet partners years later, when she moved to their label -- tied her score (#7).


1. Dave Barbour's All-Stars
Except for Dave Barbour, the identities of this session's musicians are unknown. Capitol's decision to name the ensemble "Dave Barbour's All-Stars" could be an indication that some of them were well-known musicians. (Then again, the name could be merely an attention-grabbing moniker.)

It's also worth pointing out that this session is close in time to Lee's MacGregor transcription sessions (listed in a separate page of this discography), whose personnel is as follows: Heinie Beau (cl), Herbert Haymer (ts), Billy May (t), Dave Barbour (g), Phil Stephens (b), Buddy Cole (p), Tommy Romersa (d). During this period, Barbour and Lee steadily worked with most of those excellent musicians.

2. Billy May
Jack Mirtle's discography of Billy May lists May as possibly playing trumpet during the session; I am not certain that a trumpet is heard in this date's masters.

Arrangements And Arrangers

1. Heinie Beau
2. Billy May
My two sources for this session's arrangements are in conflict. Capitol's library of music scores identifies Heinie Beau as the arranger of both numbers. Jack Mirtle's The Music Of Billy May: A Discography credits Billy May as the session's arranger, without specifying whether he's responsible for both arrangements, or just one. Faced with this problematic discrepancy, I am giving tentative credit to both arrangers, and hoping that clearer information will eventually come forward.


1. Radio Recorders
2. MacGregor Studios
My source for this session's location is the Capitol Label Discography, by Michel Ruppli, Bill Daniels, and Ed Novitsky, with Michael Cuscuna.

No location is listed in Peggy Lee's session file, which is my primary source. The likeliest site for most of Lee's Capitol-LA studio sessions from 1945 to October 1947 is indeed Radio Recorders, but I have abstained from entering it in any session where the file does not give it. The possibility remains that, for one reason or another, some of the sessions had to be held elsewhere.

During Capitol's earlier years, MacGregor Studios had been the recording studio of choice. Margaret Whiting tells an interesting story about one of the reasons why Capitol stopped using it. She says that the owner, "feeling flush with Capitol's success and the money it had given him" had the walls repainted. "When the engineers came back, the sound wasn't the same." For more details about the association between Capitol and MacGregor, see this discography's MacGregor Transcriptions page.

Masters And Alternate Takes

1. "I Don't Know Enough About You"
Upon first listening, the master and the alternate take of "I Don't Know Enough About You" might sound identical. However, repeated listening can reveal quite a few small divergences in both the music and the vocal. Among the most readily noticeable differences is Lee's pronunciation of the last syllable of the word 'baby,' from the fifth line ("And baby, what can I do?"). Lee's approach to that syllable is huskier in the alternate, more girlish in the master. Another audible difference occurs toward the end of the song, in the spoken lines "I guess I'd better get out the encyclopedia / And brush up on from shmer to shmoo." In the master, Lee lightly elongates the vowel of the word 'shmer,' and then does a very quick pause before uttering the next word. In the alternate, 'shmer to shmoo' is uttered without much of a pause. Furthermore, each take's instrumental intro has a few unique details; for instance, guitarist Dave Barbour begins with a resonant chord stroke in the alternate, but not in the master.

Of the entire list of issues entered under these two takes of "I Don't Know Enough About You," I have listened to all the LPs and CDs that contain the alternate, and to a portion of the LPs and CDs under the master take. (The reason why I have not listened to the other portion is simple: I do not have copies of many of those issues -- especially Public Domain ones -- nor do I have any way to access copies at the present time.) Hence I have had to make an educated guess as to whether certain issues contain the master or the alternate. Given the relative rarity of the alternate take, I have tentatively placed all unheard Public Domain issues under the master take. I'd appreciate receiving corrections and assistance from any fellow fans who have copies of those PD items.

Out of the dozens of issues listed under the master take, here is a list of those to which I have actually listened:

CAPITOL 78: 236 — {I Don't Know Enough About You / I Can See It Your Way, Baby} (1946)
CAPITOL (10") LP: H 151 — Rendezvous With Peggy Lee (1952)
CAPITOL LP: (D)T 1743 — Bewitching-Lee! ("The Star Line" Series) (1962)
CAPITOL LP: (Japan) Ecs 65039/65040 - Peggy Lee ("Golden Double 32" Series) (ca. 1976)
CAPITOL CS/CD: C4 5/Cdp 7 93195 — The Early Years (Capitol Collectors Series, Volume 1) (1990)
CAPITOL CD: 0777 7 97826 2 8 (97827-97830) — Miss Peggy Lee (1998)
CAPITOL CD: 7243 4 97308 2 3 — The Best Of Miss Peggy Lee (1998)
EMI Special Markets CD: Gsc 15453/7243 4 96336 2 9 — Peggy Lee ("36 All-Time Greatest Hits" Series) (1999)
EMI CD: 7243 5 39756 2 3 — The Singles Collection (2002)
Dcc CD: Dzs 179 / 7243 5 23863 2 1 — Bewitching-Lee! (1999)
Reader's Digest CS/CD: Rf7/Krf 140 [Emi 72434 99216] — The Legendary Peggy Lee: Her Greatest Hits & Finest Performances (1999)
Movieplay / Goldies CD: (Portugal) Gld 25438 — Golden Earrings (2001)
North Star CD: Ns163/73435 40699 2 5 — The Marvelous Miss Lee (2002)
S&P audiophile LP/CD: Sp 502/Spr 709 [Emi 7243 5 84239 2 1] — Bewitching-Lee! (2003)
[Public Domain issues]
Asv / Living Era CD: (England) Aja 5237 — Why Don't You Do Right?; 25 Early Hits (1997)
History CD: (Germany) 20.3046 Hi — Everything I Love ("The Great Vocalists Of Jazz & Entertainment" Series) (1999)
Gallerie / Music Collection CD: (England) Gale 442 — A Portrait Of Peggy Lee (1999)
Castle / Pie CD: (England) Piesd 045 — Mañana [also part of Ladies Of Jazz: Ella, Billie, Peggy #904, a 3CD set] (1999)
Going-For-A-Song CD: (England) Gfs 241 — The Fever Of Peggy Lee (1999)
Columbia River/Allegro CD: Crg 218010 — Peggy Lee ("Cocktail Hour" Series) (2000)
Planet Media and Entertainment CD: (England) Plm 1027 — Let There Be Love (2000)
Naxos CD: (England) 8.120642 — It's A Good Day; Original Recordings, 1941-1950 (2002)
Proper CD: (England) 45 P 1277 1280 — The Peggy Lee Story (2002)
Tim International CD: (Germany) 220838 [220839-220843] — A Nightingale Can Sing The Blues ("Document" Series) (2004)
Weton-Wesgram CD: (The Netherlands) Mom 641 — Peggy Lee ("Masters Of Music" Series) (2005)
Proper CD: (England) Box 108 — Miss Wonderful (2006)
Red & Blue CD: (The Netherlands) Red 2007 — The Red Collection (2007)
Big 3 CD: Bt 3039 - Peggy Lee ("Absolutely Essential 3 CD Collection" Series) (2011)

Among the issues to which I have not listened, I am particularly interested in finding out whether the following ones truly contain the master, not the alternate:

CAPITOL double EP: Ebf 151 — Rendezvous With Peggy Lee (1949)
CAPITOL 78 & 45: 1667 / F 1667 — {I Don't Know Enough About You / I Can't Give You Anything But Love} [reissue series] (1951)


My thanks to Ken Hawkins, a fellow member of the Peggy Lee Bulletin Board (, for first noticing and pointing out the existence of the alternate take of "I Don't Know Enough About You."

Date: Late 1945 Or January/February of 1945

Don Otis (pdr), The Charles Wolcott Orchestra (acc), Other Individuals Unknown (unk), Peggy Lee (v)

a. A-2665?   Disney Master* Two Silhouettes - 2:48  (Ray Gilbert, Charles F. Wolcott)
     DISNEY 78: none shown — {Two Silhouettes / All The Cats Join In [instrumental by The Charles Wolcott Orchestra]}   (1946)
     ABM (Audio Book & Music) Public Domain CD: (England) Abmmcd 1092 — It's Lovin' Time   (1999)
     Columbia River/Allegro Public Domain CD: Crg 218010 — Peggy Lee ("Cocktail Hour" Series)   (2000)
     Hallmark Public Domain CD: (England) Halmcd 1320 — It's Lovin' Time [Reissue of ABM 1092]   (2001)
     Naxos Public Domain CD: (England) 8.120642 — It's A Good Day; Original Recordings, 1941-1950   (2002)
b. A-2666?   Disney Master* Johnny Fedora & Alice Blue Bonnet - 2:38  (Ray Gilbert, Allie Wrubel)
     DISNEY 78: none shown — {Johnny Fedora Fedora And Alice Blue Bonnet / Without You [sung by Anita Boyer]}   (1946)
     CBC Collectors' Label CD: (Canada) Fa 002 — [Various Artists] Hold On To Your Hat!; More Golden Gems From Adrian's Music On Fresh Air   (2001)

This session is currently under re-construction. Various details offered below will undergo correction or modification.

Cross-references (Film)

This session's songs were originally written for the animated Disney film Make Mine Music. Peggy Lee is not heard in the film. For details about Make Mine Music, read section I of this page.

Issues And Master Numbers

1. Make Mine Music [78s]
Three 78s bearing the legend From Walt Disney's Make Mine Music are known to exist. Extensive details about them are given in section II of this page.

Personnel And Record Companies

1. Charles Wolcott And Disney Films
The aforementioned 78 rpm discs feature accompaniment by Charles Wolcott And His Orchestra. Wolcott was Disney's musical director from 1944 to 1948, and is certainly credited with composing the score of the movie Make Mike Music. His participation in the 78s suggests that those discs were produced either with the involvement or under the auspices of Disney.

2. Don Otis And Capitol Records
All three 78s carry the statement "recording supervised by Don Otis." A February 16, 1946 issue of Billboard magazine announced that "Don Otis, KMPC disc jockey and former program director, will take over duties as program director for Capitol Records' newly formed e.t. division effective March 1. He will work under Lee Gillette, Capitol exec. in building music library transcriptions. He had been with KMPC for years, and KFAC, 14 years."

3. Capitol As A Manufacturing Company
There is no manufacturer's identification in the 78 discs under discussion. Nonetheless, collector Dave Weiner reports that all three of them "look like they were pressed by Capitol." (He's relying on visual examination of the copies that he owns, and in his experience with Capitol 78s.)

The Recording Session (And Other Mysteries)

The date(s), the location(s), and the circumstances under which Peggy Lee's recorded "Two Silhouettes" and "Johnny Fedora And Alice Blue Bonnet" remain unknown. None of my sources contain data about this (these?) session(s). Therefore, even my placement of both masters under one session (rather than two different sessions) is tentative. The placement is predicated merely on a reasonable expectation that Lee would have recorded two songs on the same day. For a speculative discussion on this and related session topics, consult this page, beginning with part III.


I know of no hard evidence which could clearly determine the date(s) on which the above-listed performances were recorded. I have discussed the pros and cons of various hypothetical dates in a separate page (last sections).


1. ASCAP additions
The songwriters credited in this discography are those listed on the label of the promotional 78s. ASCAP credits additional songwriters (Victor Schoen, Albert E. Sack, Wolcott himself) for both songs. Presumably, those additional credits correspond not to the performances heard on the promotional 78s but to the movie soundtrack versions, or to other artists' commercially released versions.

2. Allie Wrubel
Allie Wrubel's last name is misspelled as "Wruble" in the label of the "Johnny Fedora And Alice Blue Bonnet / All The Cats Join In" 78.

3. Ray Gilbert
Disney-associated lyricist Ray Gilbert penned all but one of the six songs from those 78s; the exception is the movie's titular number, credited to Darby and Daniel.


1. Recommended Issues
This session's performances have yet to appear in an issue that can be fully recommended. (The sound quality of the various CDs that contain "Two Silhouettes" is, at best, adequate.)


A Transitional Period. Peggy Lee As A Capitol Recording Artist.

This page covers Peggy Lee's recording studio work from 1943 to 1945. Those three years followed the period that she had spent as the canary of The Benny Goodman Orchestra and preceded her full-time commitment to the career of a solo recording artist.

Both personally and professionally, 1943 was an eventful year for Lee. In March, she married guitarist Dave Barbour and informed The Benny Goodman Orchestra that she intended to leave the band. After announcing her intention to retire from professional singing (ca. June), the former vocalist became a housewife and gave birth by caesarean section in November. The delivery was a difficult one that put Lee's own life at risk. A hysterectomy made it impossible for her to ever have other children.

During the second half of 1943, the newlywed is not known to have done any professional singing, but the memory of one of her hits had lingered on. She had left the recording industry while riding high on the success of "Why Don't You Do Right?" Although Peggy Lee and The Benny Goodman Orchestra had recorded this number way back in July 1942, Columbia had not released Lee's version of this song until the very end of that year. "Why Don't You Do Right?" became a chart hit in January 1943 but gained further attention halfway through the year (that is, after her retirement), when Lee was seen singing it in the movie Stage Door Canteen. (The movie clip had been filmed before Lee's departure from The Benny Goodman Orchestra. The flick premiered in June 1943 and proved very popular with audiences.)

On the strength of that hit recording and her film appearance, Peggy Lee received various movie and record offers during 1943. She declined all of them. Although she was dedicating some of her spare time to the hobby of writing songs, Norma Deloris Barbour envisioned herself as fully retired from the business of singing. She foresaw a wife's and mother's life ahead of her.

In January 1944, less than two months after the birth of her baby, various factors coaxed Mrs. Dave Barbour back into the recording studio. One of those factors was the couple's financial needs. Lee wrote in her autobiography that, when they decided to settle in LA, "David had to get a California union card. He could earn only a pittance until he played in LA [for] a certain period of time." Barbour himself insisted that his wife's retirement was an unwise decision, arguing that Lee's talents should not go to waste, and that she was bound to regret her decision later in life. (In her autobiography, the singer also intimated that her husband's insistence might have been partially triggered by Carlos Gastel, a notable artists' manager who was one of Barbour's drinking buddies. Elsewhere, she added that Gastel directly and persistently approached her with offers.)

Peggy Lee ended up accepting offers for occasional, no-strings-attached work in the recording studio. Producer and music critic Dave Dexter, Jr. made the first of the accepted offers. On January 7, 1944, Lee did two sides with The Capitol Jazzmen, a group that Dexter had put together for the purpose of studio recording. (Two months earlier, the producer had also hired Barbour as guitarist for a similar date.)

Dexter made those sides for a company that was, back then, new. Founded in April 1942, Capitol would promptly become a big record label -- and, for many years, the only major in the West Coast. (Columbia, Decca, and RCA Victor had their respective headquarters in New York.) The venture of forming this novel company had been jointly undertaken by Buddy DeSylva (an executive producer at Paramount Pictures and songwriter by trade, who provided a good chunk of the label's financial backing, and functioned as chairman of the board), Johnny Mercer (another songwriter, he was not only the label's nominal president but also, during the company's early days, a de facto A&R man) and Glenn Wallichs (owner of the Music City record store at 1507 Vine Street, and the label's executive president). Peggy Lee explains in her autobiography that "those fellows were conducting business upstairs over Sy's tailor shop on Vine, just below Sunset." (She calls Sy Devore "the leading tailor of the day.") In 1947, Capitol's offices were moved to the second floor of Wallichs' music store, and Wallichs took over the title of president. In an interview conducted by Fred Hall, Peggy Lee gave praise to both Wallichs and Mercer: "dear Glen was really -- I compare him in my mind a bit to Walt Disney. He had the same leadership quality. Such great character and enthusiasm ... Glen really was the man [at the top of Capitol], and of course Johnny always contributed in so many ways -- artistically of course, and creatively in his own writing, as well as helping others." Along with Nat King Cole and Ella Mae Morse, Mercer himself was among the Capitol artists whose singles had already proved successful by early 1944, when Peggy Lee had her date with The Capitol Jazzmen.

Issued on an album that Dave Dexter, Jr. ambitiously titled New American Jazz, the sides which resulted from that date were very well received. "What a thrill," wrote Lee, "to turn the radio on to D.J's Al Jarvis or Gene Norman and hear That Old Feeling and Ain't Goin' No Place. Suddenly I was also meeting people such as DeSylva, Wallichs and Mercer." The positive reception of the Dexter sides probably triggered Capitol's interest in making Peggy Lee -- retired or not -- part of its roster. "At one of those meetings over Sy Devore's record shop," continues Lee, "it was decided that David and I would record for Capitol, which brought up the subject of material." Gastel had listened to a couple of songs that Barbour and Lee had co-written as a pastime, and told the couple that they should play them for Mercer. They did. Mercer's reaction: "why don't you record those?" On December 27, 1944, Lee followed Mercer's suggestion. Released on a 78, the two self-penned songs ("What More Can A Woman Do?" and "You Was Right, Baby") were positively received, and probably did a lot to encourage Lee's ultimate decision to completely abandon any plans of retirement or semi-retirement.

Peggy Lee must have officially signed an exclusive Capitol contract later in 1944 or, more likely, some time during the first half of 1945. The exact date remains unknown. Talks had clearly started before the December 1944 session -- or so I gather from the comment by Lee that I quoted in the previous paragraph. My educated guess is that the signing took place between that 1944 session and her next one (July 30, 1945), in which she recorded brand new songs of the day. Since those were numbers which song pluggers had probably sent to all competing record labels, Lee's recording of them suggests that, by this point, she was following the directives of an employer.

Adding to the impression that by mid-1945 Lee was a newly signed Capitol artist is the company's contemporaneous promotion made on her behalf. Lee's photo graces the cover of the June 1, 1945 issue of Downbeat magazine, in which there is also mention of her just released single, "What More Can A Woman Do"/ "You Was Right, Baby". (Curiously, those two numbers had been recorded on December 27, 1944 but Capitol did not release them until four or five months later -- i.e., in April 1945. Their belated release could also point to the possibility that Lee did not sign a contract until April of 1945.)

Dave Barbour's friend Carlos Gastel was probably heavily involved in the process of signing Lee. When his services were fully enlisted by the Barbours, Gastel was already managing quite a few Capitol acts, and he would go on to manage even more artists from the label's roster: Nat King Cole, Stan Kenton and June Christy, Woody Herman, Mel Tormé, et cetera. Gastel was also the person who put Lee in contact with Tom Rockwell and his agency, General Artists Corporation.

As will be chronicled in the next pages, Peggy Lee rapidly became a chart-hitting artist for Capitol, often (though not always) in partnership with husband Dave Barbour. Lee had success with both the pop numbers of the era and the compositions that the couple continued to compose. She recorded for Capitol on a continuous string from the mid-1940s to February of 1952, by which time she was no longer working in partnership with her husband. Two months after that February 1952 session for Capitol, the artist started recording for Decca, where she stayed for five years. Then, in April of 1957, she returned to Capitol again, and continued to record for the label until April of 1972. Given the fact that she spent roughly 22 years recording for this particular company, Peggy Lee qualifies as one of its longer-lasting vocal acts, along with Nat King Cole, Tennessee Ernie Ford, Gordon MacRae, and Nancy Wilson. A Capitol artist par excellence.

Popularity: Peggy In The Polls

Peggy Lee's temporary retirement from a singing career did not affect her standing as a popular vocalist. On the contrary, at the end of her retirement year (1943) she reached the #2 position of Downbeat's Band, Female poll.

In 1944, Lee gradually came back from retirement, and was newly billed as a solo artist. Thus her name was entered in a different Downbeat poll which was simply called Female. She placed at #10 in the poll. (The appearance of her name at all strikes me as somewhat surprising, since the singer had been barely active throughout the year. Visibility might have stemmed from the radio airplay received by her guest vocals for the album New American Jazz, and from that album's sales.) In the poll, Lee had received 80 votes. Preceding her at #9 with 83 and #8 with 98 votes were her Capitol labelmates Martha Tilton and Ella Mae Morse. The upper echelon consisted of Mildred Bailey (#5), Billie Holiday, Jo Stafford, Helen Forrest and, at the very top with 1245 votes, Dinah Shore.

In 1945, Peggy Lee shot up to the #4 position, with 410 votes. Previous top holder Dinah Shore dropped to #3, with a total of 472 votes. Dropping also was Helen Forrest; with 308 votes, she fell from #2 to #5. Taking Forrest's former position, thanks to 705 votes, was Billie Holiday. Thanks to 838 votes on her behalf, the year's top female act was Jo Stafford, up two slots in the poll.

Statistics: Total Number Of Masters

This discographical page lists a total of 14 masters recorded by Peggy Lee during her transitional period from Columbia to Capitol Records. Also included here are two alternate takes, which Capitol has issued numerous times.

Ten of those masters were officially made for Capitol. In the earliest of them (January 7, 1944), Lee functioned as a guest vocalist. In later ones, she recorded with the musical backing of her husband, guitarist Dave Barbour.

As for the remaining four masters, two were released by Ara Records, and feature Lee as guest vocalist. Made with a name orchestra, she fulfills in them the same "big band canary" role that she had held during her earlier days at Columbia Records. The other two masters are tied to the film company Disney, and may also be connected to Capitol Records.

Of these 14 titles, the Disney masters are the only ones still awaiting a proper release. "Two Silhouettes" has actually appeared on Public Domain CDs, but it still needs to be issued in better sound quality by a legitimate, non-Public Domain record company. More pressingly, "Johnny Fedora And Alice Blue Bonnet" was never issued during the vinyl or the digital era; it exists only on 78. A pleasantly mellow and musical performance, it is very deserving of CD issue.

Sessions Reported: 6

Performances Reported: 16

Unique Songs Reported: 14

Unique Issues Reported: 150