"The Man that Got Away" is a torch song, published in 1953 and written for the 1954 version of the film A Star Is Born. The music was written by Harold Arlen, and the lyrics by Ira Gershwin. In 1954, it was nominated for the Academy Award for Best Original Song. In 2004, Judy Garland's performance of the song was selected by the American Film Institute as the eleventh greatest song in American cinema history.
Composition
"The Man That Got Away" was one of several songs composed by Harold Arlen and Ira Gershwin for the 1954 film A Star is Born, a vehicle for Judy Garland, whom Arlen had already provided with the career-defining songs "Over the Rainbow" and "Get Happy". Arlen and Gershwin would collaborate on songs for A Star is Born afternoons at Gershwin's Beverly Hills mansion, Arlen being seated at a Steinway while Gershwin would work on the lyrics seated at a card table. "The Man That Got Away" was written in response to screenwriter Moss Hart's request for a "dive song". Ira Gershwin's wife Leonore overheard the melody Arlen was working on and opined that it sounded as if it could have been written by Gershwin's deceased collaborator and brother George Gershwin. Not wanting to be an ersatz George Gershwin, Arlen swiftly began playing a melody he had written several years previously for a song which had evidently either never been completed or left unpublished, as its lyricist Johnny Mercer had penned forgettable lyrics for it. (To wit: "I've seen Sequoia, it's really very pretty, the art of Goya, and Rockefeller City, but since I saw you, I can't believe my eyes." The Gershwin Collection at the Harry Ransom Humanities Research Center at the University of Texas at Austin contains a typescript draft of the lyrics with Ira Gershwin's handwritten changes.) Ira Gershwin found the melody arresting, and came up with the title "The Man That Got Away" (Ira Gershwin quote:) "as a paraphrase of the [fisherman's boast] 'You should have seen the one that got away'". The composition of the song proved arduous, with hours passing before Gershwin had the opening stanza.
Ira Gershwin had not wanted any of the songs he and Arlen wrote for the film to be "leaked" prior to the score being finished and made Arlen promise to respect this, a request Gershwin reiterated when Arlen mentioned he would be visiting Palm Springs, where Judy Garland - along with her husband Sid Luft, producer of A Star is Born - would be at that time. While accompanying Garland and Sid Luft as they played their way around a Palm Springs golf course, Arlen began whistling the melody of "The Man That Got Away": Garland soon guessed the tune's provenance and insisted that the three of them retire to the clubhouse, where there was a piano for Arlen to play the song properly for Garland and Luft who (in Arlen's words) "went wild with joy."
Judy Garland performance and recording
Judy Garland recorded "The Man That Got Away" with the Warner Bros. orchestra under the direction of Ray Heindorf using an arrangement by Skip Martin. Garland's performance of the song in A Star is Born is unusual for being filmed in one continuous shot. In the finished take, Garland (as Esther Blodgett) performs the song in a nightclub during a musicians-only session after closing time. The chairs are up on the tables for floor cleaning, the air is filled with cigarette smoke, and Garland's character, without an audience other than her musician friends, is encouraged by the pianist to rise from her seat on the piano bench and "take it from the top."
"The Man That Got Away" is arguably the most important single musical sequence in the entire film. As one of the first segments filmed for the movie, it was photographed in three costumes on three occasions, in over forty partial or complete takes. Judy Garland recorded the song on September 3, 1953, and the number was first filmed on Wednesday, October 21, 1953.
Due to technical limitations of the medium at the time, the cameraman could not give director George Cukor what he wanted: "low light levels, the impressionistic feeling of the musical instruments, Garland moving in and out of pools of light," so he was fired. Cukor realized later that the film stock itself was the problem, not the cinematographer, and re-employed him in a number of other films later on.
Changes were then made to the costume and set and the number was filmed a second time the following Thursday, October 29. Art director Gene Allen said, "The first time it looked as if we had painted a set to look like a bar. So to give it a slightly impressionistic look I...put a scrim between the musicians and the back bar. If you look very carefully at that scene you can see the scrim nailed down on the floor..."