"They Can't Take That Away from Me" is a 1937 song (see 1937 in music) written by George Gershwin and Ira Gershwin and introduced by Fred Astaire in the 1937 film Shall We Dance. The song is performed by Astaire on the foggy deck of the ferry from New Jersey to Manhattan. It is sung to Ginger Rogers, who remains silent listening throughout. No dance sequence follows, which was unusual for the Astaire-Rogers numbers. Astaire and Rogers did dance to it later in their last movie The Barkleys of Broadway (1949) in which they played a married couple with marital issues. The song, in the context of Shall We Dance, notes some of the things that Peter (Astaire) will miss about Linda (Rogers). The lyrics include "the way you wear your hat, the way you sip your tea", and "the way you hold your knife