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Ain't Misbehavin': A Swing Standard

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Savin' All My Love for You

Fats Waller wrote Ain't Misbehavin' with Andy Retzlaff and Harry Brooks, if the stories are to be believed, in forty-five minutes as a last-minute addition for the opening of their show "Hot Chocolates" in 1929. Would that everyone could invent such an influential and just plain fun song in so short a time! The first year after the show debuted there were six covers of Ain't Misbehavin' on the Top 20 US music charts, along with an instrumental version from Fats Waller himself.

As you can see from the dozens of versions I've included below, Ain't Misbehavin' has worked its slightly-naughty way into the hearts of musicians around the world. After eighty years, this earliest of swing songs still gets toes tapping and eyes winking. Watch some videos, read the lyrics, and learn a bit more about this fanatastic jazz standard.

Andy Retzlaff's Lyrics for Ain't Misbehavin'

As Performed by Fats Waller and Co.

No one to talk with,
All by myself, no one to walk with
But I'm happy on the shelf
Ain't misbehavin'
I'm savin' my love for you

I know for certain the one I love
I through with flirtin' it's just you I'm thinkin' of.
Ain't misbehavin'
I'm savin' my love for you

Like Jack Horner in the corner
Don't go no where
What do I care?
Your kisses are worth waitin' for
Be-lieve me

I don't stay out late, don't care to go,
I'm home about eight, just me and my radio
Ain't misbehavin'
I'm savin' my love for you

Music Videos in which No One Is Misbehavin'

Of course, with Muppets

Anita O'Day performs with The Nat King Cole Trio, for added wonderfulness. You'll have to watch (or skip) Sammy Davis, Jr.'s two-and-a-half-minute intro, but his cover of Ain't Misbehavin' makes it worth the wait.

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Who Performs Your Favorite Version of Ain't Misbehavin'?

Do you love the traditional, Fats Waller torch song versions, Louis Armstrong's more uptempo songs, or the inventive instrumental covers of Ain't Misbehavin'?

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My Favorite Cover Version

Billie Holiday Ain't Misbehavin', Either

Lady Sings the Blues (Reis) (Rstr) (Dig)

Lady Sings the Blues (Reis) (Rstr) (Dig)

Amazon Price: $4.80 (as of 05/28/2012)Buy Now

Billie Holiday's amazing voice and the jazzy arrangement on this album make a perfect pair. You get the old-fashioned feel of the song and a simply enjoyable cover filled with feeling, like all of Lady Day's best recordings. I love the Fats Waller and Louis Armstrong versions, too, but you just can't go wrong with Billie Holiday.

What, You Thought That Was All?

More Ain't Misbehavin' Music Videos

In this set you'll find the divine Eartha Kitt singing Ain't Misbehavin', after three minutes of interview from shortly before her death in 2008 that's not really relevant here but is well worth watching nonetheless, Hank Williams, Jr., and a great (if poorly-recorded) Dr. Jazz version. As a bonus, you'll get a wacky, accordion version and a little bit of Jonathan Frakes of Star Trek fame serenading a hotel bar in San Diego.

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Sample and Buy More Versions

Ain't Misbehavin' to Try Before You Buy!

Here you'll not only find the covers of Ain't Misbehavin' from many of the videos but fantastic versions from other jazz and swing greats like Sarah Vaughan, Etta Jones, The Mills Brothers, Count Basie, Woody Herman, and Willie Nelson. I've also included recordings from the on-going Broadway productions of the show.

Ain't Misbehavin' on Film

Try these movies that include the great swing standard.

In addition to 1943's "Stormy Weather" (with Fats Waller) and "Atlantic City" (starring Louis Armstrong and his band), you can also hear Ain't Misbehavin' in a 1955 movie of the same title, the classic "Gentlemen Marry Brunettes" released the same year, and another Louis Armstrong movie (this one with Mickey Rooney) from 1951 titled "The Strip".

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Please Let Me Know if You Love Ain't Misbehavin'

Original, Cover, or All of Them?

I'd love to hear your opinions on Ain't Misbehavin', the lyrics, the performers, or both.

  • Stazjia Aug 18, 2009 @ 5:00 am | delete
    Great song and I like how you've covered it here.
  • kimmanleyort Aug 17, 2009 @ 8:23 pm | delete
    Yes, this is another classic. I like Ella's version a lot. It was fun listening to some of the other videos I had not heard before.
  • GrowWear Aug 16, 2009 @ 9:06 am | delete
    Ah, great song! Nice lens, too!
  • a_willow Aug 16, 2009 @ 5:30 am | delete
    Another great song to spotlight! Well done!
  • Tipi Aug 15, 2009 @ 8:46 pm | delete
    Ain't Misbehavin is a great song. This is a very nice lens, I like it.
    Sure is a pretty evening sky in Fargo, glad it cooled off again.
    Susie
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