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Some Notes on Marshall Barer, Lyricist


by Jack Foley



“I have a feeling that rabbit is late….” —Marshall Barer, “Lost in Wonderland” “Why don’t you go all the way and marry Truman Capote?” —Reputedly said by Richard Rodgers to his daughter Mary when she announced her desire to marry Marshall Barer.

arshall Barer (1923-1998) wrote the lyrics to one musical which was indisputably a hit: Once Upon a Mattress (1959, music by Mary Rodgers). He also wrote the lyrics to one musical which was indisputably a failure: Pousse-Café (1966, music by Duke Ellington). Yet if you look either show up in Gerald Bordman’s authoritative American Musical Theatre, you will find no mention of Marshall Barer. Bordman seems completely unaware of Barer’s existence—though he does note that Mary Rodgers’ songs for Once Upon a Mattress are “skillful and musicianly, but never memorable.” “In “Barer of Good News”—Good News was not a show Barer wrote—Jaime J. Weinman writes,

Barer was part of a generation of songwriters who came of age when the Broadway musical was at the height of its popularity, and started breaking into musical theatre at a time when many of the “classic” composers and writers were going into semi-retirement (Berlin and Porter, to name two, didn’t do much after the mid-’50s). The chief characteristic of these new musical theatre writers is that for them, musical theatre had a history: unlike the previous generation of musical-theatre writers, who just wrote in the prevailing style of the time and then did their own twist on it, the ’50s generation broke into musical theatre at a time when popular music was starting to change, and when writing in a classic musical-theatre style was already starting to seem like a conscious stylistic choice.

Barer was, like his rabbit, late, and his awareness of that fact meant that he was likely to produce both homage and parody and that nostalgia was a considerable element in his work. One of the problems he faced was how to make nostalgia alive, vital—current. An admirer of both Rodgers and Hart and Rodgers and Hammerstein, he wrote songs with—and nearly married—Richard Rodgers’ daughter, Mary. (This despite the fact that Barer was primarily a gay man.) (1/) An admirer of Johnny Mercer (whom Barer described to Ken Bloom as his “idol”), he wrote lyrics to Hoagy Carmichael’s music—and attempted a kind of Johnny Mercer imitation in both his lyrics and singing style in the Duke Ellington collaboration, Pousse-Café. Barer’s amazing “Shall We Join the Ladies”—“I mean join them to each other and make one big lady”—is a parody of Noel Coward’s comic songs and is sung by Barer in an appropriately daffy British accent. The music there is by frequent collaborator David Ross. (The song was performed by Joe Guthrie in the 2000 film, The Broken Hearts Club.) Barer’s send up of “Send In the Clowns” asks “How in the hell / Did warmed-over Ravel / Ever get to the top of the charts?” and in “The R-H Factor” he exclaims, “Oh, what a heartwarming Hammerstein lyric and oh, what a beautiful Dick / Rodgers melody.” In one of the lyricist’s most successful pieces, the wonderfully witty and tender “On Such a Night As This,” he references Judy Garland’s performance of “The Boy Next Door” in the 1944 film, Meet Me in Saint Louis; the music to that film was written by Hugh Martin, the same man who wrote the music to “On Such a Night As This.” (2/) Again and again eroticism and nostalgia mingle in Barer’s lyrics. This is from “Beyond Compare”:

Who could compose
Your valentine?
Not Billy Rose
Nor Gertrude Stein
Only a Hart like Larry might
Tell you what burns in mine tonight

When Cole Porter wrote lyrics like that the people he named were often alive. One of the verses to “You’re the Top”—a title Barer’s title echoes—refers favorably to Benito Mussolini! Though paradox haunts Barer’s lyrics as much as it does Porter’s, Barer was guilty of no such embarrassing topicality. The Beatles and rock ’n’ roll were a sensation during the time he was writing—and he enthusiastically embraced the psychedelic, even writing a paean to marijuana with music by Antonio Carlos Jobim—but neither the Beatles nor rock ’n’ roll find a place in his work. How many post 1960 lyrics refer to the once famous film star Dolores Costello? Barer’s “Here Come the Dreamers” (music, Hugh Martin) does. “You Can’t Go Home Again”—an exquisite song Barer wrote with David Raksin, the composer of “Laura”—quotes Thomas Wolfe, not Jack Kerouac or Ken Kesey: “a stone, a leaf, a door.” At one point Barer’s words echo Lorenz Hart in addition to Wolfe: the singer announces that the past is utterly beyond reach—“The where and when / Of what was then / Is gone for good / Look homeward, angel nevermore.” At the same time, however, Raksin’s music sounds like something out of a 40s film noir: the past constantly asserting itself in a lush, wonderful way. The brilliant Barer-Hugh Martin song, “Wasn’t It Romantic?” is deliberately contrapuntal to Rodgers and Hart’s classic “Isn’t It Romantic?”; “Wasn’t It Romantic?” begins,

Though the world has grown cold, we can banish the chill
We can order the present to vanish at will
We can darken the room
We can start the machine
And from here in the gloom
As we gaze at the screen
We can step into yesterday still
We can step into yesterday still

In the original conception of the song, Jeanette MacDonald was to sing “Wasn’t It Romantic?” as a duet with her image on film singing “Isn’t It Romantic?” from the 1932 film, Love Me Tonight. Past and present again collide, but the Barer-Martin song promises, “I will know romance again.” Unfortunately, MacDonald died before the project could come to fruition, and the musical was never produced. (3/)

With his tongue only half in his cheek, Barer famously described himself as “irrepressible, wafer-thin, rapier-keen, Anglo-sexual, psycho-Semitic, almost unbearably gifted.” Not once does he call himself “successful.” One of his most beautiful songs was written with Duke Ellington. “Settle for Less” might well have autobiographical overtones:

The first thing you learn
Is the dream must be tall
A dream that is small
Ain’t worth dreaming at all
But reach for the stars
And an apple may fall
From the sky
If you’re lucky, an apple may fall from the star-spangled sky

The next thing you learn
Is to get through each day
Without ever once
Letting hope slip away
For once you are hopeless
You might as well lay 
Down and die
Yes, you might as well lay yourself down in the gutter and die

The next thing you learn
Is the hardest to learn
But you’ll use it as long as you live
It’s the oldest of rules
And the wisest of rules
And it’s simply “You get what you give”

But the last thing you learn
Is the best thing, I guess
When the dream has gone smash
And you’re left with the mess
And you know in a flash
You must settle for less
Than that castle in Spain
Or that certain caress
What a bless-
ing to learn you are willing to settle for less

Marshall Barer had a career as an illustrator and designer as well as a lyricist. (The cover he drew for Pousse-Café, the only example of his art I’ve seen, is quite wonderful.) His best-known song brought him money but no pride: the theme to Mighty Mouse, “Here I Come to Save the Day.” He claimed that the lyric was written in the back seat of a taxicab on the way to the recording session. In the 1970s, after many failures, Barer gave up on New York and moved to Venice, California, where he opened an art gallery and became one of the more flamboyant Venice characters. As cabaret artists began to take up his work, he continued to write songs but never attempted another Broadway production. (His collaborator on Once Upon a Mattress, Mary Rodgers, also became disenchanted with Broadway: discouraged by the fact that she could find no producer for her version of Member of the Wedding—a project on which she had worked for three years—she turned to other modes of expression, notably the extremely successful novel/film, Freaky Friday.)

Gifted with a limited but charming singing voice, Barer became a cabaret artist himself, performing his work primarily at The Gardenia in Los Angeles—a venue used recently by singer B.J. Ward to present an evening of Barer’s songs. She describes him as wearing a cape at these performances and sometimes encumbered by failing over-dubbing equipment. In Venice he became known among his friends as “the world’s best living lyricist and the world’s worst houseguest.” Ward comments, “Things caught fire when Marshall visited you.” Yet people continued to love him. His social persona seems to have been that of the good bad boy—the charmer who can get away with things. If mothers populate Barer’s lyrics—as they do Cole Porter’s—so do children: Barer seems to have had no trouble contacting his “inner child,” and that child was frequently—in Red Skelton’s phrase—the “mean widdle kid,” the bad boy. Though “I’ve Heard A Lot About You” was written at the request of Marlene Dietrich, who suggested the theme, one feels that Barer was also musing on some of the ramifications of his own “reputation”:

I’ve heard a lot about you
I’ve heard the stories they tell
I’ve never seen you before
And yet I know you so well
My spies have warned me you are fickle
They’ve informed me you are cold
But I wish I had a nickel
For every lie I’ve been told
The gossips all over town
Attack you mercilessly
But I don’t care what they say
Because I like what I see
Just relax and you’ll discover
What a good friend I can be
If you will just disregard
What you have heard about me 

(The song was introduced in 1956 by Tallulah Bankhead in Welcome, Darlings.)

American popular songs are one of the places American light verse goes when it decides to remove itself from the often stuffy slopes of Parnassus. Even Ogden Nash—an immensely popular light verse poet—wrote lyrics for musicals. Barer’s status as Broadway failure meant that he could write a kind of song which was not limited to the requirements of Broadway—so that his failure was freeing in a way. Meditative, “poetic” songs such as “It Might Be Nice” (music, Dean Fuller) and “Saint Augustine” (music, Anita Nye) were the result of this freedom:

We used to go to Saint Augustine
In the winter months
Many years ago
I never cared for Saint Augustine
I preferred Shaker Heights
And snow
But now, with the first hint of autumn chill
At my window sill
Here in the gathering dark,
It might not be bad to be warming my bones
In sunny Saint Augustine Park.
Come to Saint Augustine
Quaint old Saint Augustine
Sit beside the Fountain of Youth
Come and stay in Saint Augustine
Play in Saint Augustine
Mahjonng and gin and vermouth
But now, with the first hint of autumn chill
At my window sill
Here in the gathering dark,
It might not be bad to be warming my bones
In sunny Saint Augustine Park.


Jaime J. Weinman suggests that

Barer may just have been too old-fashioned a lyricist for Broadway. Like Hart, he wasn’t really a songwriter who wrote for character or theatrical situation; instead he wrote about things that interested him, in his own voice, not the voice of the character. That’s fine for cabaret material, but not so fine for the modern Broadway musical, and that's part of the reason why a lot of Barer’s show songs work better as stand-alone cabaret songs.

I have some problems with this conception of “the modern Broadway musical.” Rodgers and Hammerstein’s insistence on songs being “in character” and on a plot that “makes sense” was in a way code for bringing back the operetta—a form in which Hammerstein felt very comfortable. I can’t help wondering whether Hammerstein’s “I’m as corny as Kansas in August / I’m as normal as blueberry pie” shows more depth of characterization than Lorenz Hart’s “I work at the Palace Ballroom / But gee, that Palace is cheap” or Cole Porter’s “Love for Sale.” In any case, it is not true that Barer’s songs are primarily “in his own voice.” Many of them resemble dramatic monologues, with an implied character speaking the words. The mad Englishman singing “Shall We Join the Ladies” is one example, as is Barer’s turn as a Glenn Campbell clone in “Promise Me No Promises”—one of the few lyrics for which Barer himself supplied the music. In “Bongalee” (music by Dean Fuller) the protagonist is a calypso singer, as is the protragonist of “Christmas is An Island” (music by Marshall Barer and Lance Ong), a song delightfully interpreted, with Barer’s active participation, by Rosemary Clooney. Perhaps the most extraordinary of these character songs was one Barer co-wrote with Anita Nye, the wife of the late Louis Nye. The singer is a homeless person who is experiencing the first signs of Alzheimer’s; he has forgotten his own name:

Begging your pardon,
Perhaps you could help me, sir
What is my name?
You seem a kind
And intelligent person
Do you know my name?
You look familiar to me
Maybe I look the same
I knew it yesterday
Well as I know my own—
Voice on the telephone

Why are you smiling?
Do you think it’s comical—
Some kind of game?
I can assure you
It isn’t so funny
Forgetting your name
I should be heading on home
But I don’t know where to aim
If anyone knows me—
It’s right on the tip of my—
Who in the hell am I?

Some people whisper
And point when they pass me, 
“Now, ain’t that a shame?”
Sometimes I wonder
If anyone ever
Remembered my name
No one can see what I was
Because of what I became
If someone remembers—
It’s right on the tip of my—
What’s my goddamn name?

Anita Nye’s rendition of this stunning song—part of the very difficult to find, indeed withdrawn Painted Smiles CD, The time has come! The Songs of Marshall Barer—is unforgettable. None of Barer’s verbal pyrotechnics are in evidence in this lyric, but the emotional intensity of the song is so strong that we scarcely notice their absence. If Barer’s songs usually depend upon a knowing awareness of the past, here—tragically—the past is utterly lost: “No one can see what I was / Because of what I became.” (4/)

Marshall Barer’s pun on “dick” in “The R-H Factor” removes him forever from the world of Rodgers and Hammerstein. (Cole Porter made the same pun in Kiss Me, Kate.) But, in other moods, Barer could be as blandly affirmative as Oscar Hammerstein was in “You’ll Never Walk Alone”—a lyric which might (and perhaps should) grace a Hallmark card. Unlike Hammerstein, who remained discreetly vague on the subject, Barer actually goes to the extent of bringing “God” into his lyric. Which “God,” you might ask? Never mind: we’re talking about God. This is “I Hold the Golden Morning in My Hand,” also from the Painted Smiles CD:

The autumn sun smiles on the land
And I can hold the morning in my hand
The rip’ning [sic] vines are hung with gold
And I’m in thrall with all that I behold
I can taste the mint that grows beside the pool
I can hear the sound of laughter from the school
How green the hills, how fair the land
Where I can hold the morning in my hand
The swift white birds came in upon the eastern breeze
And now they light,
Lantern-bright,
High in the cinnamon trees
I watch the sun arise
Into the smiling skies
And God, I think, is smiling too
I’ve never before seen his eyes
Looking quite so blue!
He smiles to see
A man so free
As free as He
Intended men to be
With each new dawn
I rise and shine
And count once more what miracles are mine
I can drink or not the warm October wine
I can take the fruit or leave it on the vine
How grand the view from where I stand
And hold the golden morning in my hand!

Leroy Anderson’s music is as blandly inspirational as Barer’s words—words which were, incidentally, not authorized by Anderson. Yet there is a moment at the end of the song which perhaps rings true—which is perhaps even “autobiographical”: “A man so free / As free as He / Intended men to be.” Whatever God’s “intent” may have been—and Barer is happy to tell us exactly what it was—it is certainly a fact that “freedom” meant a great deal to Marshall Barer. Jaime J. Weinman calls Barer a “rhymeaholic”—which is accurate. But the build-up of rhyme upon rhyme, as in Porter’s “flying too high with some guy in the sky is my idea of nothing to do,” not only calls attention to the lyricist’s skill but suggests a kind of freedom: these rhymes should end, but—listen!—they can go on forever. The feeling is illusory, of course—rhymes always end—but it is nevertheless something we experience as the rhymes pile up delightedly upon one another. Is this, at least in part, the kind of freedom Barer is referring to at the conclusion of “I Hold the Golden Morning in My Hand”? Freedom from what? Perhaps freedom from his mother—the goal of many a “bad boy.” But, beyond this, freedom from restraints of all kinds. (5/) Barer’s many “eccentricities”—the stuff of gossip among his friends—were I think at bottom an assertion of his freedom, even if, free as he was, he was simultaneously the prisoner of certain forms, forms beyond which he never moved. Who understands freedom better than a prisoner? And if exact rhyme embodies a kind of freedom, it also embodies a kind of restraint. Barer mentions Gertrude Stein but never writes like her. Nonetheless, his message was perhaps a similar one to hers. Look at me. Value me. Even in the midst of grievous restraints and failures, I’m free. Wouldn’t you like to experience my freedom?

If one toucan 
Can can-can
As well as a man can
And two can perform pas de deux
Let us be like two toucans in tutus
What one toucan can do, two can too—
What one toucan can do, two can too

One final note: this paper wouldn’t have been possible without the encouragement and considerable help of Marshall Barer’s close friend, Reg Fulton. It was Fulton who introduced me to Barer’s work and who supplied me with nearly all of the examples I have quoted. He also told me a secret. There is a drawing of Barer on some of the CDs I received from Reg. It is signed “Jean” with a star appended—the way Jean Cocteau signed his drawings. Barer had spent some time in Paris. Was the drawing by Cocteau? No, it was by Barer; the signature was a forgery, a wish, a fiction. Barer was not Jean Cocteau. And yet… And yet…


1. Barer’s song “The Time Has Come” is a hymn to gay liberation. The song perhaps contains a subtle play on the word “us”:

But such as we
Who choose to see
What others still
Refuse to see
Who brave
The night
To save
The right
To heed a different drum
For us the time has come
The time for us has come

The first “us” refers to those “Who choose to see / What others still / Refuse to see” and thus could refer to anyone, gay or straight, who understands what is happening: these are the people who understand, who “choose to see.” The second “us,” however, refers only to gays: “The time for us”—gay people—“has come.” Barer and his friend Val Holley participated in the Gay March in Washington.

2. Barer’s title, “On Such a Night as This” may be a reference to a line in “Isn’t It Romantic?”: “Isn’t it romantic / Merely to be young / On such a night as this!” The word “night” has many resonances. The original title of the musical for which this song was written was “A Little Night Music.” Further: the title of the musical in which Jeanette MacDonald sang “Isn’t It Romantic?” is “Love Me Tonight.”

3. The CD Michael Feinstein Sings the Hugh Martin Songbook is a fine introduction to this somewhat forgotten songwriter. Martin himself appears on the CD.

4. In his notes to The time has come Barer remarks that he wrote the song “in memory of a beloved aunt who died of Alzheimer’s Disease.”

5. Barer’s humor frequently has a wild, anarchic quality: “Not Indochina. Not even Outdo’ (Outdoor) China”; “Don’t blame me: that’s San Andreas’s fault”; “In such a world one can’t pretend / To know what leads around the bend / Of the yellow brick road that used to lead to Oz / But Oz (ours) is not to question why / Oz is but to do and die.” Even the universal approbation of “honesty” in relationships is questioned by Barer: “Tell a lie…You may open up the door / To a more important truth / Than you’ve ever known before…It may never harm relations to tell a lie.”

© Jack Foley