In 1936, after the tremendous financial success of Top Hat, it was inevitable that Pandro Berman of RKO would ask Irving to write the songs for another musical. This one would feature Harriet Hilliard before she became Mrs. Ozzie Nelson, Randolph Scott, Betty Grable and Lucille Ball.
This clip from the movie features Betty Grable in the middle of the girl trio backing Ginger. The constant movement between the minor and major key is a feature of songs written in the early to mid Thirties. Maybe it had something to do with the Depression. While Fred Astaire takes to this dance sequence naturally, you can see the look of concentration on Gingers face as she valiantly keeps up with him. During rehearsals, her feet bled profusely working on this number,