
Andy Razaf, frequent lyricist for Fats Waller, says that it took Fats 45 minutes to compose his most popular tune, "Ain't Misbehavin.' Written in 1929 for a Harlem show, it has been a hit for numerous artists, including Louis Armstrong, Fats Waller, Leon Redbone and (in 1986) Hank Williams Jr.,who took his version to #1 on the country charts. Too bad Fats sold it, along with several other songs, for $500! In the AABA form, the song has an unusual bridge, chord-wise. It's well worth it to view Fats' rendition (from the 1943 movie "Stormy Weather") on YouTube. This arrangement in G includes the rarely heard introductory verse, with its quirky chord progression that has a few key changes! Notice how often the common turnaround (G, G#dim, Am, D7) occurs in the chorus.