I Cover The Waterfront


Away from the city that hurts and knocks,
I’m standing alone by the desolate docks
In the still and the chill of the night
I see the horizon the great unknown
My heart has an ache
It’s as heavy as stone
With the dawn coming on, make it last

I cover the waterfront
I’m watching the sea
Will the one I love
Be coming back to me

I cover the waterfront
In search of my love
An I’m covered
By a starlit sky above

Here am I
Patiently waiting
Hoping and longing
Oh how I yearn
Where are you
Have you thought back time
Will you remember
Will you return

Will the one I love
Be coming back
To me

Song Notes

Billie recorded this song no fewer than 14 times, across four recording sessions, and seven live concert recordings! Three alternate takes are known from the studio sessions. She re-recorded it for the Commodore label 1944, with a more modern feel from how she cut it with Teddy Wilson in the 30’s.

Composed by Johnny Green with lyrics by Edward Heyman, the song was inspired by Max Miller’s 1932 best-selling novel I Cover the Waterfront. It became instantly popular, and many artists covered it in 1933: Annette Hanshaw, Abe Lyman’s California Ambassador Hotel Orchestra, Billie Holiday, Connie Boswell, and Louis Armstrong, among others.

A 1933 motion picture, also inspired by Miller’s book and also titled I Cover the Waterfront, was re-scored at the last minute to include the tune. Sheet music publishers later used the film’s success by claiming that the song was “[i]nspired by the United Artist Picture of the same name”.

R&B/soul singer/actress Miki Howard portraying Billie Holiday performs the song in the 1992 film Malcolm X.