Victor Schertzinger composed "I Remember You" with lyricist Johnny Mercer for the 1942 Paramount film The Fleet's In, starring Dorothy Lamour and William Holden. It was one of Schertzinger's final compositions before his death, written alongside "Tangerine" for the same picture. Jimmy Dorsey and His Orchestra, with vocalist Bob Eberly, introduced the song and scored an early chart hit. Mercer reportedly wrote the lyrics in under half an hour, drawing on his secret infatuation with Judy Garland during her 1941 marriage to David Rose. The melody unfolds over a conventional AABA form with a smooth, flowing harmonic foundation that has made it enduringly attractive to improvisers. Charlie Parker recorded a highly charged instrumental version for Verve in 1953, and the tune became a staple for vocalists including Ella Fitzgerald, Sarah Vaughan, and Rosemary Clooney. Beyond jazz, the song found unexpected commercial success when Frank Ifield's yodeling rendition reached number one in the UK for seven weeks in 1962 and crossed into the American top five, selling over a million copies. Later interpretations by Glen Campbell, Slim Whitman, and Bjork demonstrate the breadth of the song's appeal across country, pop, and art music. An eight-bar verse, rarely performed today, opens with fanciful references to Tahiti and the Nile before giving way to the familiar chorus and its imagery of stars falling like rain.