Frank Sinatra / Sinatra and Swingin' Brass / 1962
They Can't Take That Away from Me
tender, rueful, quietly defiant
A Gershwin standard turned into a wistful catalog of small, physical habits belonging to a lover the singer may lose. Sinatra reads it less as a love song than as an act of preservation, insisting that even if the relationship ends, the sensory particulars of it are permanently his.
memory as possession impermanence of romance the erotics of small habits nostalgia loss softened by recollection
Who's speaking
A first-person speaker addresses a departing or already-lost lover directly, cataloging details about them; the tone is intimate and confiding, as though the listener is being let in on a private inventory.
What happens
The song doesn't tell a story so much as build an accumulating list, moving from lighter observations toward more intimate physical ones, before pausing to acknowledge the relationship's uncertain future and then returning to the list with even more specific, almost strange details.
How it's built
Built on the standard AABA popular song form, with the listed items functioning as a repeating structural device rather than narrative progression. The bridge briefly steps outside the catalog to name the actual stakes -- possible separation -- before the final A section returns to specifics, now sharpened by that admission.
Section by section
Opening verse
The speaker frames what follows as a deliberate list, asking permission to enumerate reasons for his attachment. This framing device signals that the song is about specificity itself -- not abstract love, but evidence.Early details / tea smcommentary already covers content
First A section
“the way you sip your tea”
The details chosen are ordinary and domestic rather than conventionally romantic, which is the song's central trick: intimacy is located in habit and repetition, not grand gesture.
Second A section
The imagery shifts slightly toward imperfection -- an off-key voice, a recurring dream -- suggesting the speaker treasures flaws as much as charms, reinforcing that this is memory speaking, not idealization.
Bridge
“we may never never meet again”
The bridge breaks the cataloging pattern to state plainly what has been implied throughout: separation is likely or already happening. This admission recontextualizes every prior detail as an act of mourning in advance.
Final A section
“the way you hold your knife”
The closing details grow oddly specific and even a little unglamorous, which paradoxically deepens the intimacy -- these are things only someone paying very close attention would notice, and the song insists such attention outlasts the relationship itself.
Craft
- anaphora
- Nearly every line begins with the same phrase pattern, turning the song into a litany; repetition mimics the act of mentally replaying memories.
- synecdoche
- The lover is never described as a whole person, only through fragments -- gestures, mannerisms, habits -- so those parts come to stand in for the entire relationship.
- refrain as argument
- The recurring insistence that these things can't be taken away functions less as decoration than as a repeated rebuttal to an unspoken fear of loss.
- bathos
- Grand romantic sentiment is deliberately punctured by mundane or unglamorous details, which paradoxically makes the affection feel more specific and believable.
Reading it
The most persuasive reading treats the song as being about memory's power to outlast circumstance -- the speaker isn't claiming the relationship will survive, only that his internal record of it will. A secondary reading hears it as more purely celebratory, a playful love song enjoying a partner's idiosyncrasies without much anxiety about loss; Sinatra's phrasing, with its unhurried, almost elegiac pacing on this particular recording, tips the balance toward the wistful reading rather than the purely lighthearted one.
Context
The song was written by George and Ira Gershwin for the 1937 film Shall We Dance, originally performed by Fred Astaire. Sinatra recorded numerous versions across his career; this one appears on Sinatra and Swingin' Brass (1962), an album built around brassy, up-tempo big-band arrangements, which places a genuinely tender, memory-driven lyric inside a more assertive orchestral setting than the song originally had.
Listen for
- how the band's brass punctuates lines without undercutting the intimacy of the lyric
- Sinatra's phrasing lingering slightly on the more vulnerable or unusual details rather than the conventionally pretty ones
- the shift in vocal tone at the bridge when the possibility of separation is voiced directly
- the way repetition of the refrain accumulates weight rather than becoming redundant
About Frank Sinatra
Francis Albert Sinatra was an American singer, conductor, and actor. Nicknamed the "Chairman of the Board" and "Ol' Blue Eyes", he is regarded as one of the most influential entertainers of the 20th century.
1915 - 1998 / United States
Full biography and catalogue