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Don't Explain (1944)

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Origin and Chart Information
“Pain can be washed out with a song, Pain can become jazz digested and transformed.”

- Alexis De Veaux

Rank 253
Music Billie Holiday
Lyrics Arthur Herzog Jr.

“Don’t Explain” was written by jazz singer Billie Holiday and songwriter Arthur Herzog, Jr. who also collaborated with her on “God Bless the Child” and “Somebody’s on My Mind.” The lyric is purported to have been inspired by a real life incident. Holiday married Jimmy Monroe in 1941, and one night he came home with lipstick on his collar. When he started to defend himself, Billie cut him off. Either she accepted his infidelity and didn’t want him to leave her or, according to some accounts, their marriage was unofficially ended at the time. According to her own recollections, the phrase “don’t explain” kept running through her head, and one night she sat down with Herzog and together they finished the song.


More on Arthur Herzog Jr. at JazzBiographies.com

More on Billie Holiday at JazzBiographies.com

Some accounts say that Holiday recorded “Don’t Explain” for Decca in 1939 as a single; however, she didn’t sign with Decca until August of 1944. In October of that year she went into the studio to record her first two sides with a string orchestra led by Toots Camarata. Few jazz singers had recorded with strings, and Billie was nervous when she arrived. Camarata took her out for a drink and they returned to the studio and recorded “Lover Man” and “No More.”

On November 8, 1944, Holiday went back to record “Don’t Explain,” arranged for strings by Camarata who was Decca’s musical director, and they recorded two versions with a few differences in the lyrics and tempo. On August 14, 1945, she recorded Camarata’s arrangement of the song again, this time with the Bob Haggart Orchestra, which took it at a slightly slower tempo. She also recorded “Don’t Explain” as part of her Carnegie Hall concert in 1956 with a small group.

The song was published in 1946 and became one of Billie’s signature tunes:

Hush now, don’t explain

Just say you’ll remain

I’m glad you’re back, don’t explain

Her lyric reflects the kind of pain that Billie endured in many of her relationships:

Cry to hear folks chatter
And I know you cheat
Right or wrong, don’t matter
When you’re with me, sweet

In her prose poem Don’t Explain: A Song of Billie Holiday, Alexis De Veaux says, “Pain can be washed out with a song, Pain can become jazz digested and transformed.” Holiday was known for her personal involvement with the music. She tailored the songs of others to her own experiences, and her own songs reflected her life.

Holiday is featured singing “Don’t Explain” on Ken Burns’ Jazz, available on DVD. The song has been recorded by trumpeter/vocalist Chet Baker, pianist Kenny Barron, bassist Red Mitchell, saxophonists Bud Shank and Dexter Gordon, vocalists Sheila Jordan and Abbey Lincoln, guitarist Jim Hall, and trumpeter Clifford Brown. Since the late ‘90s it has been recorded by pianist Jessica Williams, guitarist Bill Frisell, and vocalists Wesla Whitfield and Madeline Eastman.

- Sandra Burlingame

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