"Memory" is a song from the musical Cats, written by Andrew Lloyd Webber and Trevor Nunn. The lyrics are based on poems by T. S. Eliot. The song is sung mainly by the character Grizabella. It expresses her sad memories of her past and her hope for kindness from others. "Memory" is the most important part of the musical and is the most famous song from it. It became popular with many people outside of the musical. In 2006, a music expert named Jessica Sternfeld said that "Memory" might be the most successful song ever from a musical.

Elaine Paige first performed the role of Grizabella in the West End production of Cats. She was the first person to sing "Memory" on stage. The song won the award for Best Song Musically and Lyrically at the 1982 Ivor Novello Awards. In 2020, Jessie Thompson and Zoe Paskett of the Evening Standard wrote that Paige's performance helped make "Memory" one of the most well-known musical theatre songs ever.

Context

In the musical Cats, the song "Memory" is primarily sung by Grizabella, a former "glamour cat" who has experienced difficult times and is now very different from her past self. For most of the musical, Grizabella is treated unfairly by her fellow Jellicle cats. She sings an early version of "Memory" at the end of the first act, remembering the time before she became an outcast.

Short parts of "Memory" are sung twice in a higher D major key by Jemima (also known as Sillabub), a young cat who feels sorry for Grizabella's situation. The first time happens at the start of the second act after "The Moments of Happiness," and the second time occurs near the end of the second act just before Grizabella's final appearance. As Grizabella returns near the end of the musical, she sings the complete version of the song while asking for acceptance, with Jemima briefly joining her to encourage her.

Conception and composition

Andrew Lloyd Webber first created the melody for a planned project based on the work of Giacomo Puccini, but later stopped working on it. Although the melody was intentionally written to sound like Puccini's style, Lloyd Webber worried he might have unknowingly copied it from one of Puccini's own compositions. He asked his father, an expert on Puccini, if the melody resembled Puccini's work. His father replied, "It sounds like a million dollars!" Before being used in Cats, the melody was also planned for an early version of Sunset Boulevard.

The wife of Larry Clinton claimed that "Memory" was inspired by Clinton's song "Bolero in Blue," which itself was based on Maurice Ravel's Boléro. However, musicologist John Snelson disagreed, pointing out differences in the structure of the two works. Boléro has a long, continuous melody, while "Memory" uses repeated tones and a specific musical pattern called a "turnlike figure" to highlight those tones. Snelson also noted that the chord progression (I-vi-IV-iii) and time signature (8) in "Memory" are more similar to popular music from that time, suggesting it was not inspired by Boléro.

The musical Cats is based on a 1939 book of poems by T. S. Eliot titled Old Possum's Book of Practical Cats. The lyrics for "Memory" were adapted by Cats director Trevor Nunn from Eliot's poems "Rhapsody on a Windy Night" and "Preludes." Lloyd Webber's former collaborators, Don Black and Tim Rice, also submitted lyrics for the song, but Nunn's version was chosen. Elaine Paige performed a different lyric each night during the previews of Cats.

The song "Memory" includes three key changes to ensure it stays within a comfortable vocal range for a chest voice. It begins in the key of B-flat major, shifts to G-flat major as the character Grizabella collapses, and moves to D-flat major for the climax. Lloyd Webber and Nunn created two versions of the song: one for the stage production and another for a single recorded by Elaine Paige. In the stage version, the second bridge is sung an octave higher by the character Jemima, with Grizabella joining her for the second half. This was done to make the low pitch easier to hear in a live theater and to create a visual contrast between Jemima and Grizabella. The stage version also features a different first verse, a repositioned second bridge, a shortened break, and a revised second bridge, as it was felt a kitten would not sing about the same struggles as Grizabella.

The first commercial release of "Memory" was an instrumental single performed by guitarist Gary Moore. It was released in early 1981 by MCA Records to promote Cats while the musical was still being developed. Elaine Paige heard this version while driving and rushed home to record it from the radio, planning to contact Lloyd Webber to request a vocal version. The next day, Lloyd Webber called her, asking if she would replace the injured Judi Dench as Grizabella in the London production of Cats. Paige later said the chance to sing "Memory" was the main reason she agreed.

In the 2019 film adaptation of Cats, featuring Jennifer Hudson as Grizabella, the soprano part originally performed by Jemima was given to Victoria the White Cat.

Elaine Paige version

Elaine Paige first performed the role of Grizabella in the West End production of Cats. She recorded a version of the song "Memory," which became a Top 10 hit in the UK, reaching number 6 on the UK Singles Chart in July 1981. This recording was included in the original London cast recording of the musical. Her first version of the song, in which she sang "all alone with the memory" as "all alone with my memory," appeared on the compilation album The Premiere Collection: The Best of Andrew Lloyd Webber.

In 1998, Paige re-recorded the song for the video release of Cats. This version, which used the lyrics from the stage production, reached number 36 on the UK Singles Chart in October 1998. She also recorded "Memory" for her 1983 album Stages, produced by Tony Visconti. Live performances of the song, considered her signature piece, are included on her albums Performance, Live: Celebrating A Life On Stage, and I'm Still Here: Live at the Royal Albert Hall.

Paige performed "Memory" at Andrew Lloyd Webber's 50th birthday concert, released on DVD as Andrew Lloyd Webber: Celebration. She also sang it during the first Chinese concerts of his work, released on DVD as Andrew Lloyd Webber: Masterpiece. Additionally, she performed the song in This is Your Life (1994), a special focused on the composer, and at the BBC's concert celebrating Webber's 60th birthday in Hyde Park, London. This concert was filmed but has not been shown on TV as of 2024.

Notable cover versions

The song "Memory" has been performed by many musicians. By 2006, about 600 recordings of the song existed, including versions in calm and gentle music styles and electronic music styles.

• Barry Manilow released a version of "Memory" as a single in late 1982. This version reached No. 39 on the Billboard Hot 100 in January 1983, making it the highest-charting version at that time. It also reached No. 8 on the Billboard adult contemporary chart. This recording is on his album Here Comes the Night.
• In 2014, Nicole Scherzinger performed "Memory" in the West End revival of Cats. She was nominated for an Olivier Award for her performance.

Barbra Streisand, an American singer, songwriter, actress, and director, recorded "Memory" for her 1981 album Memories. The song was produced by Andrew Lloyd Webber. When released as a single, Streisand's version reached No. 52 on the Billboard Hot 100 and No. 9 on the Billboard adult contemporary chart in 1982. In the UK, this version reached No. 34 the same year. This recording was also used in the 2023 superhero film The Marvels.

Legacy

The song was part of a lip-sync performance during Season 2 of RuPaul's Drag Race UK between two contestants, Tayce and Cherry Valentine, in the second episode.