You never really needed to know the words to Harold Arlen's best songs, because you knew the tunes, and those luminous tunes were utterly eloquent and enveloping.

Listen to the bitter chill of "Stormy Weather" and "Ill Wind," the ebullience of "Get Happy" and "It's Only a Paper Moon," the resignation of "I Gotta Right to Sing the Blues" and "The Man That Got Away," the bounce of "I Love a Parade" and "Accentuate the Positive."

And listen to "Over the Rainbow," its supple surface rippling over an ocean of melancholy. These are the works of a master craftsman, their beauty drawn out of what Arlen once defined as the inspiration of "the unsought phrase."

You certainly heard the lyrics of his favorite collaborators, men like E.Y. (Yip) Harburg, Johnny Mercer, Ira Gershwin and Ted Koehler, but it was Harold Arlen's melodies that lingered on and insinuated themselves. No wonder that the great stylists, from Ethel Waters to Barbra Streisand, and the great jazz musicians, from Jack Teagarden to Miles Davis, were all drawn to Arlen's work, as are successive generations.

Harold Arlen's songs were jewels, made to last. Which is exactly what they've done. Chances are you could start humming "Over the Rainbow" almost anywhere in the world and somebody could finish it.

Singers sometimes assumed his songs: Judy Garland with "Over the Rainbow," Ethel Waters with "Stormy Weather," Sinatra with "Last Night When We Were Young." But Arlen's songs had a purity that could touch any listener directly. It was always the song; the singer was just the frosting on the cake. But more often than not, it was the song that defined the singer, not the other way around.

Arlen, a gentleman who tended to be as dapper and immaculately tailored as his songs, died Wednesday in New York at the age of 81. Apart from Irving Berlin, Jule Styne, Jimmy Van Heusen and Sammy Cahn, who are all still living, he was the last of the great songwriters to develop and thrive between the Jazz Age of the '20s and the advent of rock 'n' roll in the mid-'50s. It was during that time that new generations of songwriters began to redefine American popular song, investing it with a newfound literacy, musicianship and national characteristics.

Ironically, songwriting was the last thing on Arlen's mind while he was growing up in Buffalo. Like Berlin, he was the son of a cantor, and his earliest musical experience came at age 7, singing in the synagogue choir. His parents paid for piano lessons in the hope he would become a music teacher, but Arlen soon abandoned the classical progam for jazz. Dropping out of high school at 15, he progressed through a series of ever-larger combos (the Snappy Trio, the Southbound Shufflers, the Buffalodians), playing local nightclubs and the excursion boats, immersing himself in the popular music of the day.

In a last-ditch effort to dissuade him, Arlen's father introduced him to the well-known lyricist Jack Yellen; much to his chagrin, Yellen simply confirmed that the son's career was on the path he had apparently chosen for himself, as a singer, pianist and arranger. Songwriting was never mentioned.

In 1929, after graduating to New York and singing with several orchestras and in vaudeville, Arlen landed the thankless job of rehearsal pianist for Vincent Youmans' "Great Day!", endlessly repeating the show's tunes as cast and crew polished and altered the book. Somewhat bored, Arlen began to elaborate on a standard vamp used to alert the dancers that a routine was about to begin. Harry Warren overheard it, introduced Arlen to lyricist Ted Koehler and soon there was a song, "Get Happy," a new partnership and, after Ruth Etting turned the song into a hit, a new career.

Arlen loved to call this process "an accident" and he was soon working as a staff writer with a major publisher, augmenting his $55-a-week salary accompanying singers such as Ethel Merman and Frances Williams.

In 1930, Arlen and Koehler became involved in the fabled Cotton Club Revues and the songs that emerged from that period established his reputation: "Stormy Weather" (written for Cab Calloway, but defined by Ethel Waters and Lena Horne, who as a 16-year old also introduced "As Long As I Live"), "Between the Devil and the Deep Blue Sea," "I Love a Parade," "I've Got the World on a String." He also teamed up with Harburg and Gershwin in the first of his Broadway revues, "Life Begins at 8:40."

Four years later, as Broadway suffered one of its cyclical downturns, Arlen made his first trip to Hollywood, which had rediscovered the movie musical and provided refuge, at least for a while, for compatriots such as Kern and Berlin, the Gershwins, Cole Porter, Hoagy Carmichael and Frank Loesser. This crew tended to such sports as golf, swimming, tennis and cocktailing, but also managed to produce some of the greatest music of our time.

Still, outside the riches of "The Wizard of Oz" in 1939 and "A Star Is Born" in 1954, individual Arlen songs from that era are remembered far more easily than the films that spawned them: "Blues in the Night," "That Old Black Magic," "Let's Fall in Love," "This Time the Dream's on Me," "Happiness Is a Thing Called Joe" and a pair of songs written for Fred Astaire, "My Shining Hour" and "One for My Baby."

The composer had an equally checkered career on Broadway. "Bloomer Girl," a musical about suffragettes, ran for 654 performances, but "St. Louis Woman", an all-black musical comedy, ran for only 124, even though it provided some outstanding songs, including "Come Rain or Come Shine," "Legalize My Name" and "Any Place I Hang My Hat Is Home".

Arlen liked to call himself a blues writer, and there was an elemental blueness to much of his best writing, though, outside of "Blues in the Night" (with its classic Johnny Mercer intro, "My mamma done tol' me/When I was in knee pants"), very few of his songs actually resembled the idiom. That reflected not only Arlen's love of black music styles, but the influence of his own cultural background. Arlen would often reminisce about his father's fine cantor singing, pointing out the inspiration of its flowing melodic lines and subtle improvisations.

The earthy, melancholy grace of many of his songs reflected a passion for jazz and blues. He was certainly the most jazz-oriented of the Hollywood/Broadway composers. Quintessential torch ballads such as "The Man That Got Away" and "One for My Baby" ached utterly, yet there was also an inherent sense of swing that made many of his other tunes jazz staples.

Ethel Waters once said, "Harold Arlen is the Negro-ist white man I ever knew," and his melodies have long been a favorite of jazz musicians, though he never achieved the popular recognition of contemporaries such as George Gershwin and Cole Porter.

Arlen's last major works had been "House of Flowers," a 1954 musical with book and lyrics by Truman Capote and starring Pearl Bailey and Diahann Carroll; "Jamaica," a 1957 musical with Lena Horne; "Saratoga"; and "Blues Opera (Free and Easy)" in 1959. Although "House of Flowers" was widely praised as one of Arlen's most ambitious and beautiful scores, it closed after 137 shows. With the advent of rock 'n' roll, Arlen seemed overwhelmed by the shift of emphasis from melody to rhythm. It signaled an end to a golden era and one story has Arlen trying to shop his songs to pop labels and being told, rather coldly, that he was hopelessly out of fashion. Still, he continued to write until 1970, when his wife's death was followed by an unstated but definite retirement.

Arlen once said "happy collaboration is a good wedding," and though he worked with a number of lyricists, some were favored, including Ira Gerswhin and Yip Harburg.

In his best collaborations, Harold Arlen was totally empathetic. One could distinguish the melodist and the lyricist by their credits, but could not separate the words and the music. Come to think of it, the same was true for the songs and the man who wrote the melodies that still soar and swoop and curl around us to remain an enduring part of our collective consciousness.