Billie Holiday / Behind the Songs
Them There Eyes: Playfulness at the Peak of the Swing Era
Flirtation, rhythmic daring, and pure joy.

The record in context
It is easy to remember Billie Holiday only as a tragedian — the voice of “Strange Fruit” and “Don’t Explain,” the torch singer of the late-night ballads. “Them There Eyes,” recorded in 1939, is the corrective: a bright, flirtatious swing number that shows how much fun she could have with a lyric. In the same year she recorded the harrowing “Strange Fruit,” she also cut this — and the range between the two records is the measure of her artistry.
The song itself is a playful catalog of a lover’s features — “them there eyes,” that smile, that style — and Holiday treats it as a game. The 1939 recording, made for the Columbia family of labels with a top-flight swing band, captures her at the peak of her rhythmic powers: every phrase is a small act of mischief against the beat, and the whole performance swings with an ease that makes the difficulty invisible.
Records like this matter because they complete the picture. The tragedy in Holiday’s later work hits harder when you know the joy she was capable of — and “Them There Eyes” is pure joy, delivered by a singer at the absolute top of her craft.
Listen closely
The first thing you hear is the smile in her voice — audible from the opening phrase. Listen to how she plays with the title words, stretching “them there” just enough to make the colloquialism swing. The lyric is deliberately informal, almost slangy, and Holiday leans into that informality: she sounds like she is teasing someone she adores, and the band teases right back.

Notice the rhythmic games. She is constantly nudging phrases ahead of or behind the beat — never losing it, just playing with it, the way a great dancer plays with the floor. The instrumental breaks give the band their moment, but the record belongs to her phrasing: each verse finds a new way to land the same joke, and each landing is a small delight.
It is worth playing this immediately after “Strange Fruit.” Same year, same singer, same genius — and two emotional worlds that could hardly be further apart. That both are completely convincing is the whole argument for Holiday’s greatness.
Release and recording reference ↗
Release context is sourced above. Listening observations are Past Tunes’ original interpretation, not quotations from the artist.
More from Billie Holiday
The bravest recording of her career — and her biggest seller.
1941 / Behind the SongsGod Bless the Child: A Million-Seller Born of a Family FightThe original she co-wrote, from a real argument about money.
1945 / Behind the SongsLover Man: Wartime Longing on DeccaThe ballad that became an anthem for everyone waiting at home.
1946 / Behind the SongsDon’t Explain: The Most Autobiographical Lyric She Ever SangWritten about infidelity — hers to endure, ours to witness.
1935 / Behind the SongsWhat a Little Moonlight Can Do: The 1935 BreakthroughTwenty years old, with Teddy Wilson, announcing a new kind of singer.
1936 / Behind the SongsSummertime: Turning Gershwin’s Aria into a Jazz StandardHow her recording helped rescue an opera song for the jazz world.
1939 / Behind the SongsFine and Mellow: Her Own Blues, Crowned in 1957The composition she kept returning to — and the legendary television performance.
1946 / Behind the SongsGood Morning Heartache: The Definitive Torch SongThe 1946 Decca record that defined late-night heartbreak.
1937 / Behind the SongsMy Man: A French Chanson, Made Tragically Hers“Mon Homme” transformed — and the identification that made it hers.