In Broadway musical Music In The Air. Vocal: Paul Small. Where Irving Berlin set the standards for Tin Pan Alley pop tunes, Kern excelled in show tunes and film songs. See also: Ol' Man River, Yesterdays and Smoke Gets In Your Eyes.
Melody possibly inspired by the song of the finch that kept Jerome awake two nights in a row. It also reminds a passage in Ponchielli's Danza Delle Ore (see there).