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Music by George Gershwin, Words by Ira Gershwin
By 1938, the Staffords were involved with Twentieth Century Fox's production of Alexander's Ragtime Band. The studio brought in many vocal groups to work on the film, including The Four Esquires, The Rhythm Kings and The King Sisters. Between takes, the groups sang and socialized while waiting to be called. The Stafford Sisters, The Four Esquires and The Rhythm Kings became a new vocal group called The Pied Pipers. Stafford later said, "We started singing together just for fun, and these sessions led to the formation of an eight-voice singing group that we christened 'The Pied Pipers'". The group consisted of eight members including Stafford, John Huddleston—to whom Stafford was married between 1941 and 1943, Hal Hooper, Chuck Lowry, Bud Hervey, George Tait, Woody Newbury, and Dick Whittinghill.
As The Pied Pipers, they worked on local radio and movie soundtracks. When Alyce and Yvonne King threw a party for their boyfriends' visit to Los Angeles, the group was invited to perform. The King Sisters' boyfriends were Tommy Dorsey's arrangers Axel Stordahl and Paul Weston, who became interested in the group. Weston said the group's vocals were unique for its time and that their vocal arrangements were much like those for orchestral instruments.
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