The Modernaires were an American vocal group renowned for their performances during the swing music era, particularly in collaboration with the Glenn Miller Orchestra. The group originated in 1934 as a trio called "Don Juan, Two and Three," composed of high school friends Hal Dickinson, Chuck Goldstein, and Bill Conway from Lafayette High School in Buffalo, New York. They initially performed on Buffalo's WGR radio station before moving to New York City for a 26-week engagement on CBS network radio.

The Modernaires expanded to a quartet with the addition of Ralph Brewster and gained further exposure through performances with the Ozzie Nelson Band and the Paul Whiteman Orchestra. They recorded with Charlie Barnet's orchestra and later joined the George Hall band, eventually becoming regulars on the Paul Whiteman radio show.

Their major breakthrough came in 1940 when Glenn Miller invited them to record "It's Make Believe Ballroom Time." They became a significant part of Miller's band, achieving ten chart hits in 1941 and appearing in the film "Sun Valley Serenade." Paula Kelly joined the group during this period, becoming a permanent member after Miller enlisted in the U.S. Army.

The Modernaires were known for hits like "Chattanooga Choo Choo," "I've Got a Gal In Kalamazoo," and "Jukebox Saturday Night." They continued to perform and record, collaborating with artists like Frank Sinatra in the 1950s. The group was inducted into the Vocal Group Hall of Fame in 1999, cementing their legacy in American music history.