Harbach (at age 25), under a MGM stock player contract in 1945-1948, became acquainted with Kay Thompson at the Culver City's MGM film studio, where he got to know her because she was head of all the musical material at the MGM film studio. They became great friends. When Kay found out that Harbach had been fired from MGM and he had no job when her cabaret act was to transfer to New York City. Always on the move, Kay at age 37, (b: 11/09/1909) decided to put together her own club act which opened at Ciro's Hollywood night club on the Sunset Strip in late 1947. The singer/comedienne was a sensation with her Coward-esque brand of stylish eccentricity. Her unique, full-throttled blend of sophisticated music, outrageous satire and clever banter made her act a virtual "must see" among the Hollywood film industry's "who's who". Featured with her (in both musical and comedy sketches) was a talented harmony she discovered, the singing Williams Brothers, which featured a young Andy Williams. Kay said to Harbach, "Ah, you're going to work with me. You're going to manage me in New York." Harbach said, "Kay, I don't know what to..." She said, "I'll tell you what to do. Just goddamn do it." Bill related, "Kay was divine. Ah! She started me off. I showed up every night for the show and anything she wanted I just did. I would have to check to see if there were any stars in the crowd and report them to Kay for the second show and that kind of stuff, every night that the Williams Brothers and Kay were doing their nightclub performance. Le Director was the name of the night club. She found out that Noel Coward was going to be at the show. She said to me, 'Bill, I want you to get four sets of candles on every table." It was nine o'clock at night! "Go get fifty candles. I want this room full of candles." Bill scrambled all over New York City. He finally found a place that had nothing but candles and he paid a ton of money. He lit 'em all. At the end of the first show Kay said, "Go down and get Mr. Coward." So Bill went and brought Noel up. "I'll never forget what he said. When Kay did her act - it was awesome. At the very end of it she did a bow that would have been for the King of England. Way down, straight forward with both hands, standing up and off the stage - and never go back for the second bow. She would not milk. She did this thing at the very end of each show. Noel walked into the dressing room. 'Hello, darling! You did that beautiful bow at the end and walked off! Had you come back I would have KILLED YOU.' Noel was marvelous. I did things like that when I worked for Kay. One time the socialites of New York wanted to give a big party at River House. They wanted Kay Thompson to do her act and she okayed it. She said to me, 'Now, Bill, listen. I want you get the cheque first. I want it before I go on.' I said 'Okay.' I came early and I knocked on the door. 'I'd like to talk to the person giving the party.' I spoke with this socialite. I said, 'At the risk of being a boor, I have to ask for the check first.' She said, 'Oh, come on, Mr. Harbach. This is the society of America here.' I said, 'I'm sorry, I have to." Now I'm on the rails. If I can't do what Kay asked me to do... and it looked like it was going down in flames with this lady. Luckily, a woman walked by us that I used to date. She was one of the top... it was Babe Paley." She was CBS' William Paley's wife and they were very close friends. "Billy! What are you doing here? You'll have to give me a dance, okay?" The woman saw this and she said, "Okay, Mr. Harbach. We'll do the check now." Bill related, "Little tiny things like that were going on with Kay, but she was marvelous. Kay gave me a little oxygen before things started to happen for me." Bill worked with Kay Thompson and the Williams Brothers act for a year, which was the top night club act in New York when she was performing it. After a six-year trek the cabaret act was disbanded in the summer of 1953 She had to come to New York with The Williams Brothers, including a very young Andy Williams, with her cabaret act. Andy Williams split and went his own way, the cabaret act was over and Kay went back to California and Andy did gigs at The Copa for a week. And then Harbach started with Steve Allen in 1953 at age 33.