Richard Rogers & Lorenz Hart are until today still seen as one of the most important songwriting teams. They wrote a lot of songs for musicals and for the 1937 play Babes In Arms they did this song with those really wonderful lyrics. It was then performed by Judy Garland and Mickey Rooney and has later also been sung by Frank Sinatra or Ella Fitzgerald and most recently by Bryan Ferry.
For George's album Songs From The Last Century the track was co-produced by Phil Ramone.