The song was written by and Lorenz Hart for the 1940 musical Pal Joey . Unlike the "happier" musicals of that era, Pal Joey was gritty and cynical, featuring an anti-hero who used women for his own gain.
In 1956, Ella Fitzgerald was at a turning point in her career. Her manager, , had just formed Verve Records specifically to provide her with a platform to record the definitive versions of the American Songbook. The song was written by and Lorenz Hart
Lorenz Hart’s original lyrics were highly provocative for 1940, including lines like "Horizontally speaking, he’s at his very best" and "Thank God, I can be oversexed again" . Her manager, , had just formed Verve Records
When the song became a pop hit in 1950 (most notably by Doris Day), it was heavily censored for radio, removing nearly all the witty, adult-themed verses. Ella’s Definitive Recording Ella’s Definitive Recording