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12. 'They Can't Take That Away From Me' (from 'Shall We Dance')
Songwriters: George and Ira Gershwin
Who it lost to: "Sweet Leilani"
Why it's still great today: Proving its longevity, this poignant, tender song keeps popping up in other movies (it even made it into a second Fred Astaire/Ginger Rogers film after "Shall We Dance," 1949's "The Barkleys of Broadway"). "You Can't Take That Away From Me" has become a standard, as has most of the Gershwins' songbook, and the inherent sadness of the lyrics about how memories survive whether or not the relationship does is a vivid photograph of love lost (even though the movie had a happy ending). There's a reason why everyone from Ella Fitzgerald to Frank Sinatra to Brian Wilson has covered this song -- and why "Sweet Leilani" is better known as a china pattern.
- Liane Bonin Starr