"I'm Making Believe" is a 1944 song composed by James V. Monaco with lyrics by Mack Gordon. The song first appeared in the film ''

Sweet and Low-Down ''Sweet and Low-Down'' is a 1944 film directed by Archie Mayo and starring Benny Goodman and Linda Darnell. The film was a fictionalized version of life with Goodman, his band, and their manager while entertaining at military camps. The song " I ...

''; the performance by Benny Goodman and His Orchestra was nominated for the

Academy Award for Best Original Song The Academy Award for Best Original Song is one of the awards given annually to people working in the motion picture industry by the Academy of Motion Picture Arts and Sciences (AMPAS). It is presented to the ''songwriters'' who have composed ...

. The version recorded by

the Ink Spots The Ink Spots were an American pop vocal group who gained international fame in the 1930s and 1940s. Their unique musical style presaged the rhythm and blues and rock and roll musical genres, and the subgenre doo-wop. The Ink Spots were widely ac ...

and

Ella Fitzgerald Ella Jane Fitzgerald (April 25, 1917June 15, 1996) was an American jazz singer, sometimes referred to as the "First Lady of Song", "Queen of Jazz", and "Lady Ella". She was noted for her purity of tone, impeccable diction, phrasing, timing, in ...

topped '' The Billboard''s National Best Selling Retail Records chart for two weeks in 1944. Their version had sold over one million copies by the time of Fitzgerald's death in 1996.

Composition and appearance in ''Sweet and Low-Down''

"I'm Making Believe" was composed by James V. Monaco with lyrics by Mack Gordon. It first appeared in the 1944 film ''

'', in which it is performed by Benny Goodman and His Orchestra. Their rendition earned the film an

Academy Award The Academy Awards, better known as the Oscars, are awards for artistic and technical merit for the American and international film industry. The awards are regarded by many as the most prestigious, significant awards in the entertainment ind ...

nomination for Best Original Song.

The Ink Spots and Ella Fitzgerald recording

On August 30, 1944,

and the vocal group

recorded the vocals for "I'm Making Believe" and "

Into Each Life Some Rain Must Fall "Into Each Life Some Rain Must Fall" is a 1944 song performed as a duet by The Ink Spots, featuring Bill Kenny, and Ella Fitzgerald. Their recording was made on August 30, 1944 for Decca Records (catalog No. 23356B). The song was written by Allan ...

" in New York City for producer

Milt Gabler Milton Gabler (May 20, 1911 – July 20, 2001) was an American record producer, responsible for many innovations in the recording industry of the 20th century. These included being the first person to deal in record reissues, the first to se ...

. "I'm Making Believe" was recorded with two opposing choruses by Fitzgerald and Ink Spots member Bill Kenny. The single was released in November 1944 as a 78-rpm disc by

Decca Records Decca Records is a British record label established in 1929 by Edward Lewis. Its U.S. label was established in late 1934 by Lewis, Jack Kapp, American Decca's first president, and Milton Rackmil, who later became American Decca's president. ...

Other versions

"I'm Making Believe" was also recorded by the Three Suns,

Hal McIntyre Hal McIntyre (born Harold William McIntyre; November 29, 1914, Cromwell, Connecticut – May 5, 1959 Los Angeles, California) was an American saxophonist, clarinetist, and bandleader. McIntyre played extensively as a teenager and led his ow ...

and

Mark Warnow Mark Warnow (April 10, 1900 – October 17, 1949) was a violinist and orchestra conductor, who performed on the radio in the 1930s and 1940s. He was the older brother of composer and bandleader Raymond Scott, born Harry Warnow, and is credited wi ...

Reception

'' The Billboard'' praised the pairing of Fitzgerald and the Ink Spots, predicting the song would be popular among both jukebox and phonograph listeners. ''

DownBeat ' (styled in all caps) is an American music magazine devoted to "jazz, blues and beyond", the last word indicating its expansion beyond the jazz realm which it covered exclusively in previous years. The publication was established in 1934 in Ch ...

'' wrote of it: " itzgeraldreally tears this one apart … She's never done anything like it, and her vocal is actually thrilling."

Chart performance

The Ink Spots' and Fitzgerald's recording of "I'm Making Believe" topped ''The Billboard''s National Best Selling Retail Records chart for two consecutive weeks in December 1944. It also peaked at number three on the magazine's Most Played Jukebox Records chart. In 1945, their version peaked at number two on the Harlem Hit Parade and number five on the Records Most Played on the Air chart, both published by ''The Billboard''. Hal McIntyre's cover of the song peaked at number 14 on the magazine's Records Most Played on the Air chart.

References