Be Honest with Me

"Be Honest With Me" was a 1940 song by Gene Autry and Fred Rose. The recording by Autry was one of the big Hillbilly (Country and Western) hits of 1941, and was nominated for the 1942 Academy Award for Best Original Song.

Autry recorded it on August 20, 1940 at CBS Columbia Square Studios, Hollywood, California. At the time, the working title was "Be Honest With Me Dear", and Autry was the sole songwriter. Later in the year, it was decided the song would be included in the singing cowboy's latest film, 'Ridin' on a Rainbow', directed by Lew Landers. One week before the film was released on January 24, 1941, "Be Honest with Me" was released on Columbia Records budget Hillbilly label, Okeh 5980, coupled with "What's Gonna Happen to Me". An error on the disc label lists "Autry" as the sole songwriter. However, sources including publishing info and geneautry.com confirm it was an Autry-Rose collaboration. Error on disc label carried down several years. It reached the top of The Billboard's monthly Hilllbilly chart during the fall of 1941, and finished as the No. 3 song of 1941 to "You Are My Sunshine" and Ernest Tubb's "Walking the Floor Over You". The film received a nomination for the Academy Award for Best Original Song for "Be Honest with Me"

Despite his enormous success, Autry dutifully enlisted in the U.S. Army in 1942. He and Rose wrote their last numbers together when he returned in 1944, including their biggest hit, "At Mail Call Today". 1940-41 was their most prolific time together, and "Be Honest With Me" their biggest hit during that time. It is notable that the song was covered by the major Hillbilly acts of the day (see Cover versions) in 1941, plus Bing Crosby, the number one popular singer.

Cover versions

 * Red Foley covered the song in a recording session on March 26, 1941. The single was released by Decca Records (#5936) in April 1941, with "Ridin' on a Rainbow" on the flipside.
 * Jimmy Wakely and His Rough Riders recorded the song in April 9, 1941, which was released by Decca Records (#5942) on April 22, 1941, with "Won't You Remember" on the flipside.
 * Roy Acuff and His Smoky Mountain Boys recorded the song in April 28, 1941, which was released by Okeh Records (#6229) on June 3, 1941, with "Worried Mind" on the flipside.
 * Dick Robertson and His Orchestra recorded the song on May 9, 1941 . The single was released by Decca Records (#3791) in July 1941, with "Goodbye, dear, I'll be back in a year" on the flipside.
 * Horace Heidt and His Musical Knights recorded the song on August 11, 1941 . The single was released by Columbia Records (#36380) in September 19, 1941, with "The Trumpets Have Triplets" on the flipside.
 * Bing Crosby with John Scott Trotter Eight recorded the song on May 23, 1941 . The single was released by Decca Records (#3856) in June 1941, with "Goodbye, Little Darlin’, Goodbye" on the flipside.
 * Freddy Martin and His Orchestra Clyde Rogers ; Eddie Stone recorded the song in July 23, 1941, which was released by Victor Records (#6229) on June 3, 1941, with "Is it taboo? (To fall in love with you)" on the flipside.
 * The Prairie Ramblers  recorded the song on October 8, 1940, which was released by Okeh Records (#6028) in February 1941, with "Since I Lost My Darling" on the flipside.
 * Light Crust Doughboys recorded the song on March 3, 1941, which was released by Okeh Records (#6113) on June 3, 1941, with "Too Late" on the flipside.
 * Al Donahue And His Orchestra recorded the song on June 18, 1941, which was released by Okeh Records (#6294) on July 1941, with "Why Don't We Do this More often?" on the flipside.