Photo Credit: Saul Jay Singer

“Somewhere Over the Rainbow,” sung by Judy Garland in the opening scene of “The Wizard of Oz,” became one of the greatest and most beloved musical standards of all time. In 2001, it was voted the number one song of the 20th century by the Recording Industry Association of America (RIAA) and the National Endowment for the Arts (NEA).



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Three immigrant Jews were responsible for the creation of “Over the Rainbow.” Even those people who may know that the lyrics were written by Yip Harburg, son of Russian-Jewish immigrants, and that the music was composed by Harold Arlen, a cantor’s son whose family immigrated from Lithuania, may not know that important contributions were made by Ira Gershwin, born Israel Gershowitz, also the son of Eastern European Jewish immigrants who moved to the Lower East Side from czarist Russia.

Harburg photo

E. Y. (“Yip”) Harburg (1896-1981) is best known for writing the lyrics to two songs that embodied the American national outlook: the beloved “Over the Rainbow” and “Brother, Can You Spare a Dime,” which became the seminal anthem of the Great Depression. During the classic Broadway era, he was a frequent collaborator with the leading Broadway and Hollywood composers and he wrote lyrics for musicals whose stories he personally developed from scratch, including “Finian’s Rainbow.”

The youngest of four surviving children, Harburg was born Isidore Hochberg, the son of Yiddish-speaking Russian immigrant Orthodox Jews who had fled antisemitic persecution in Russia for the poor and crowded Lower East Side in New York. Nicknamed Yipsel (Yiddish for “squirrel”), he later formally changed his name to Edgar Yipsel Harburg. Yiddish theater had a profound effect upon him but his parents, worried that he would have to perform on Shabbat and the chagim, steered him away from acting; nonetheless, his theatre-loving father sometimes took him to the theater when the two were supposed to be attending synagogue. After the death of his older brother, Max, from cancer at age 28, Harburg renounced his Jewish faith, became a lifelong agnostic, and wrote “Atheist” (a riff on Joyce Kilmer’s famous poem, “Trees”):

Poems are made by fools like me,
but only G-d can make a tree,
and only G-d who made the tree,
also makes fools like me.

But only fools like me,
can make a G-d who makes a tree.

Harburg worked at many jobs while growing up, including putting pickles in jars at a small pickle factory, selling newspapers, lighting streetlamps along the docks of the East River, and working as a journalist in South America. He also owned an electrical appliance company that went bankrupt in the 1929 market crash after which, ironically, he turned to songwriting only as a last resort. His old high school friend, Ira Gershwin, introduced him to several well-known composers and writers, including composer Jay Gorney, with whom Harburg wrote “Brother, Can You Spare a Dime?” (The root of Gorney’s melody was a lullaby that he heard as a Jewish child in his native Russia.) Harburg, who had joined several radical organizations and was a committed socialist – some critics maintain that the name “Yipsel” is actually based upon YPSI, an acronym for the Young People’s Socialist League – was blacklisted by the film industry during the McCarthy era.


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Hyman Arluck (1905-1986) – his parents, who named him “Chaim” because his twin brother died the day after his birth in Buffalo, were not pleased when he later changed his name to Harold Arlen – wrote over 500 songs; was nominated for eight Academy Awards, winning one for “Over the Rainbow”; and was one of the most prolific, successful and admired writers of popular songs in American history. Though he was unquestionably in the same elite class as George Gershwin, Irving Berlin, and Richard Rogers, he never attained their attention and fame and, sadly, he has been largely forgotten.

The son of immigrants from Vilna, Arlen’s youth was marked by his exposure to, and affection for, both Jewish and African American music. His father was the respected cantor at the Pine Street Synagogue, where Arlen sang in the choir, and he credits his sense of melody to his father’s ability to improvise magnificent melodies to fit texts that had never before been set to music. His mother encouraged him to become a piano teacher because she wanted him to be able to set his own work schedule to avoid having to work on Shabbat. At an early age, he was drawn to jazz and gospel music; learned piano from great jazz pianists; and played jazz for dock workers in his working-class Jewish neighborhood. He later performed at the famous Cotton Club in New York City, where he learned to write “black music” accessible to the masses and went on to successfully blend African American blues with the Eastern European Jewish musical traditions he had learned from his father.

In 1929, Arlen composed one of his most beloved songs, “Get Happy” (with lyrics by Ted Koehler), which was considered the perfect musical tonic for a country mired in the Great Depression. Arlen and Koehler’s partnership yielded a number of additional standards, including “Let’s Fall in Love” and “Stormy Weather.”

When Arlen married model Anya Taranda (1938), a Catholic of Russian Orthodox heritage, his parents almost disowned him, but his father nevertheless adopted the tradition of singing “Over the Rainbow” in Hebrew during the Yom Kippur afternoon service. Anya’s seven-year institutionalization due to severe mental issues and her death from a brain tumor reduced him to the alcoholism that marked the final years of Arlen’s life.

When the music industry held a tribute to Arlen at Lincoln Center on November 17, 1968, the program was to end with him playing “Over the Rainbow” alone at the piano, but the audience erupted when, in her final American appearance before her death, Judy Garland joined him on stage and, after singing “Over the Rainbow,” said simply “Thank you, Harold.” Ironically, on the day of Arlen’s burial, the New York Times reported an enigmatic meteorological spectacle: magnificent rainbows across the sky.

The Harburg-Arlen collaboration on “Over the Rainbow” followed their usual process whereby Harburg would begin by suggesting an idea related to the plot, Arlen would then compose the music to fit the idea, and Harburg would follow with the lyrics. Arlen’s idea for the haunting melody for “Over the Rainbow” struck him suddenly while en route to Grauman’s Chinese Theatre, and he quickly jotted it down after asking Anya to pull the car over on Sunset Boulevard. (Some critics have suggested a harmonic and melodic similarity to the intermezzo from Guglielmo Ratcliff (1895), an opera by Pietro Mascagni.)

When Arlen first played it for him, Harburg suggested that they defer work on it because its best use might not be for it to be sung by a pigtailed twelve-year-old girl but, when Arlen expressed great disappointment, Harburg agreed to continue working on the song. Arlen was not satisfied with the result until Harburg called his friend, lyricist Ira Gershwin, who suggested that Arlen adopt a little more of a “pop style.” The title did not come until later, when Harburg fit the lyrics to Arlen’s music.

Arlen’s launch of “Over the Rainbow” through a dramatic octave leap (“Some-where . . “) was typical of much of his work. He claimed that the melody accompanying the verse “Someday I’ll wish upon a star” was intended to emulate a child’s piano exercise, but Harburg recalled that this was how Arlen whistled to summon his dog. When they could not find a satisfactory ending for the song, they again called on Ira Gershwin, who cried when he heard it and suggested the now-famous lyric, “If happy little bluebirds fly, beyond the rainbow, why, oh why can’t I?”

In this handwritten 1980 response to a correspondent, Arlen affirms that “yes, it’s true – that the Director Mr. Fleming too wanted it [Over the Rainbow] out.” (Interestingly, he adds, “I don’t care for Disco.”)
Ironically, “Over the Rainbow” was almost cut from the film, and there are various explanations offered for the near loss of this all-time classic. Some film critics maintain that during test screenings and final editing in the summer of 1939, MGM studio head Louis B. Mayer wanted the song cut because it was too sad. Others claim that a number of MGM executives objected to the song because they thought Garland’s sudden burst into song in a farmyard surrounded by farm animals was patently absurd; others suggest that the song was too sophisticated for children, the film’s target audience; and still others argue that execs wanted to cut the song because it slowed the pace of the film and did not materially advance the narrative.

Finally, producer Mervyn LeRoy and assistant producer Arthur Freed, who were passionate supporters of the song, threatened to resign if it was not included, and Mayer decided to “let the boys have the damn song.” However, a reprise of “Over the Rainbow,” which Dorothy was to sing as she sat trapped in the witch’s castle awaiting death as the hourglass sand was running out, was cut from the film. (The reprise soundtrack still exists.)

Although, on its face, The Wizard of Oz, originally written by L. Frank Baum as The Wonderful Wizard of Oz (1900), tells the children’s story of Dorothy, a little girl from Kansas and her little dog, Toto, on their odyssey down the yellow brick road towards the Emerald City, many commentators view it as a political allegory and satire of 1890’s populism as the agrarian revolt spread across the Midwest (Dorothy lived on a farm with Uncle Henry and “Auntie Em”). Dorothy’s travel down the Yellow Brick Road wearing her silver slippers (which were changed to the famous red ruby slippers in the film) was seen as a commentary on the Gold Standard and free silver debate raging during Baum’s time. However, for Arlen and Harburg, The Wizard of Oz and “Over the Rainbow” may have reflected an altogether different allegory, one deeply rooted in their Jewish experience.

The official opening of the Wizard of Oz was on August 25, 1939, less than a week before Germany invaded Poland and launched WWII, and it is not unreasonable to speculate that the lyrics of “Over the Rainbow” constituted a reflection on Harburg’s and Arlen’s Jewish experience post-Kristallnacht (November 9-10, 1938). Nor is it unreasonable to imagine that they were thinking of their millions of co-religionists being kept prisoner in Hitler’s Europe dreaming of a sun-drenched land where their dreams would come true and they would live as free men in their own land. In fact, Harburg always spoke of his belief that notwithstanding millennia of antisemitism, Jews had always fought and won their battle for survival and would continue to do so.

Reading Harburg’s lyrics from this perspective and in their historical context, it is almost impossible not to imagine that he drew on Zionist movement themes expressing a yearning for Zion; indeed, some of the lyrics seem frighteningly prophetic:

Somewhere over the rainbow, way up high,
there’s a land that I heard of, once in a lullaby.
Somewhere over the rainbow, skies are blue,
and the dreams that you dare to dream really do come true.

Someday I’ll wish upon a star, and wake up where the clouds are far
behind me.
Where troubles melt like lemon drops, away above the chimney tops,
that’s where you’ll find me.

Somewhere over the rainbow, bluebirds fly.
Birds fly over the rainbow, why, then, oh why can’t I?
If happy little bluebirds fly, beyond the rainbow . . .
why, oh why can’t I?

In Jewish tradition, a rainbow signifies divine revelation. In Ezekiel 1:28, the prophet describes a vision in which he had seen the divine presence “like a rainbow in the clouds on a rainy day, with a corona around it; this was how the glory of G‑d appeared . . .” In Berachot 59a, the Talmud cites R. Yehoshua ben Levi, who taught that when seeing a rainbow, a Jew should prostrate himself before G-d. (During his lifetime, no rainbow ever appeared.) The Zohar at Vol. 1, 72:2 teaches that an intensely bright and colorful rainbow will appear as a harbinger of the commencement of the long-awaited Messianic era. Thus, “over the rainbow” is a perfect metaphor for both Dorothy’s desire for a better world and Jewish yearning for their perfect post-Messianic world of redemption and salvation.

The Jews of Europe, who had their own dreams of a “land that they heard of” – i.e., Eretz Yisrael, about which their mothers had sung to them in two thousand years of “lullabies” – were unable to fly “over the rainbow” or go anywhere else. They dared to hope that the dream that they “dared to dream” – the hatikvah of two millennia – “really [will] come true” as per the words of their prophets. Moreover, an introductory verse that was omitted from the song – “when all the world is a hopeless jumble” – could not better describe the state of the world on the eve of the Holocaust and World War II.

Finally, in light of concentration camp crematoria, about which Harburg could not have known, his phrase “away above the chimney tops” is chilling and eerie. Less than a decade later, Jewish dreams really did come true with the birth of Israel.

The theme of “Over the Rainbow” bears an uncanny resemblance to “Omrim Yesha Aretz” (“They Say There is a Land”) written by poet Shaul Tchernichovsky on the eve of his aliyah in 1923 – sixteen years before the appearance of “Over the Rainbow” in 1939. The poem/song begins:

They say there is a land, a land drenched with sun
Wherefore is that land? Where is that sun? . . .

Anyone can enter, meet a brother on arrival,
Welcoming outstretched hands, light and warmth enfolding . . .

The similarity to “Over the Rainbow” is striking. Much as Garland’s iconic rendition resonated deeply with Depression-era audiences with its heartfelt longing to be in a better world, “They Say There is a Land” reflected Jewish yearning for the sun-drenched ancestral homeland about which they had been sung to in the “lullabies” of two thousand years of exile.

However, unlike “Over the Rainbow,” which ends on a highly positive note of hope (“why, oh why, can’t I?”), Tchernichovsky originally ended “They Say There is a Land” on an anguished note of hopelessness:

And already we have crossed many deserts and seas,
Long we have walked, our strength is at an end.
How have we gone astray? When will we be unmolested?
The land of the sun, the land never found.

Perhaps the land no longer exists?
Surely, its radiance has grown dull!
To us, G-d bequeaths nothing.

Understanding that the negativity he had generated with his poem would depress the Zionist pioneers beginning to settle Eretz Yisrael and discourage other Jews from making aliyah, he subsequently cut these last stanzas and added a positive and spirited conclusion: redeem yourself by redeeming your homeland in Eretz Yisrael:

A land where it shall come to pass, what every man had hoped for,
everyone who enters, has met with Akiva.

Peace to you, Akiva! Peace to you, Rabbi!
Where are the saints? Where is the Maccabee?

Answers him Akiva, answers him the Rabbi:
All of Israel are saints, you are the Maccabee!

Tchernichovsky’s two versions are often confused; for example, Naomi Shemer’s famous version includes elements of both. However, it is the latter version, in which every oleh is met by Rabbi Akiva, the leader of the famous Bar Kochba rebellion against the Romans, that Tchernichovsky wrote to be sung in honor of the Global Committee of the Hechalutz movement in Berlin. Of course, it is impossible to say whether Harburg drew on “They Say There is a Land” – whether consciously or unconsciously – in writing “Over the Rainbow” but, in any event, from the perspective of history, it was Harburg and Arlen who proved to be the true “Wizards of Oz.”

Finally, one more fascinating Jewish angle: although the song will always be linked indelibly to Judy Garland, “Over the Rainbow” was first recorded in 1938 by Beatrice (“Bea”) Ruth Wain (1917-2017), a popular vocalist raised in the Bronx by Russian Jewish immigrants. Her recording, which was made with the Larry Clinton Orchestra, is well worth a listen on YouTube.


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Saul Jay Singer serves as senior legal ethics counsel with the District of Columbia Bar and is a collector of extraordinary original Judaica documents and letters. He welcomes comments at at [email protected].