"What'll I Do" is a song written by Irving Berlin in 1923. It was introduced by singers

Grace Moore Mary Willie Grace Moore (December 5, 1898January 26, 1947) was an American operatic lyric soprano and actress in musical theatre and film.Obituary ''Variety Obituaries, Variety'', January 29, 1947, page 48. She was nicknamed the "Tennessee N ...

and John Steel late in the run of Berlin's third '' Music Box Revue'' and was also included in the following year's edition."American Classics - Music Box Revues 1921-1924" (history), webpage
AmClass-IBerlin

Background

"What'll I Do" is one of the few songs by Berlin that is clearly autobiographical. His fiancée, a society beauty named Ellin Mackay, had been sent to Europe by her disapproving father, a very wealthy Long Island magnate, in the hopes that MacKay would forget Berlin. (She did not and eventually they married.) The song was written during McKay's "tour" of Europe. In the lyrics, the singer longs disconsolately for his love, imagining how he can go on without her.

Recordings

Nat King Cole Nathaniel Adams Coles (March 17, 1919 – February 15, 1965), known professionally as Nat King Cole, alternatively billed as Nat "King" Cole, was an American singer, jazz pianist, and actor. Cole's career as a jazz and Traditional pop, pop ...

recorded the song for his album '' Unforgettable'' (1952). *

Julie London Julie London (born Julie Peck; September 26, 1926 – October 18, 2000) was an American singer and actress whose career spanned more than 40 years. A torch song, torch singer noted for her contralto voice, London recorded over thirty album ...

recorded her version in 1955, released in 1956 on her album, '' Lonely Girl''. *

Johnny Mathis John Royce Mathis (born September 30, 1935) is an American singer. Starting his 69-year career with singles of standard (music), standard music, Mathis is one of the best-selling recording artists of the 20th century and became highly popular as ...

sings the song on his 1957 album '' Warm''. *

Frank Sinatra Francis Albert Sinatra (; December 12, 1915 – May 14, 1998) was an American singer and actor. Honorific nicknames in popular music, Nicknamed the "Chairman of the Board" and "Ol' Blue Eyes", he is regarded as one of the Time 100: The Most I ...

featured his cover of the standard on his album '' All Alone'' (1962). *

Lena Horne Lena Mary Calhoun Horne (June 30, 1917 – May 9, 2010) was an American singer, actress, dancer and civil rights activist. Horne's career spanned more than seventy years and covered film, television and theatre. Horne joined the chorus of the C ...

on her '' Lena on the Blue Side'' (1962) *

Johnny Tillotson Johnny Tillotson (April 20, 1938 – April 1, 2025) was an American singer-songwriter. He enjoyed his greatest success in the early 1960s, when he scored nine top-ten hits on the pop, country, and adult contemporary ''Billboard'' charts, incl ...

released his version on the LP, '' It Keeps Right On a-Hurtin''' (1962) EP and single B-side on the release of, Send Me the Pillow You Dream On. *

The Fleetwoods The Fleetwoods were an American vocal group from Olympia, Washington, whose members were Gary Troxel (born November 28, 1939), Gretchen Christopher (born February 29, 1940), and Barbara Ellis (born February 20, 1940). Early history The band ...

released their cover as a single in 1963, though it did not chart. * The Peddlers' recording was released on a single in March 1967. *

Nancy Sinatra Nancy Sandra Sinatra (born June 8, 1940) is an American singer, actress, film producer and author. She is the elder daughter of Frank Sinatra and Nancy Sinatra ( Barbato) and is known for her 1965 signature hit " These Boots Are Made for Walki ...

has a cover version on her 1967 album ''Sugar''. *

Harry Nilsson Harry Edward Nilsson III (June 15, 1941 – January 15, 1994), sometimes credited as Nilsson, was an American singer-songwriter who reached the peak of his success in the early 1970s. His work is characterized by pioneering vocal overdub experi ...

included the song on his album of American standards, ''

A Little Touch of Schmilsson in the Night ''A Little Touch of Schmilsson in the Night'' is a 1973 album of classic 20th-century standards sung by American singer Harry Nilsson. The album was arranged by Frank Sinatra's arranger Gordon Jenkins, and produced by Derek Taylor. This album ...

'' (1973), arranged by

Gordon Jenkins Gordon Hill Jenkins (May 12, 1910 – May 1, 1984) was an American arranger, composer, and pianist who was influential in popular music in the 1940s and 1950s. Jenkins worked with The Andrews Sisters, Johnny Cash, The Weavers, Frank Sinatra, Lo ...

. *

Cher Cher ( ; born Cheryl Sarkisian, May 20, 1946) is an American singer, actress and television personality. Dubbed the "Honorific nicknames in popular music, Goddess of Pop", she is known for her Androgyny, androgynous contralto voice, Music an ...

included the song on her album '' Dark Lady'' (1974). *

Chet Baker Chesney Henry "Chet" Baker Jr. (December 23, 1929 – May 13, 1988) was an American jazz trumpeter and vocalist. He is known for major innovations in cool jazz that led him to be nicknamed the "Prince of Cool". Baker earned much attention and ...

recorded his cover on his album " She Was Too Good To Me" (1974), *

Linda Ronstadt Linda Maria Ronstadt (born July 15, 1946) is an American singer who has performed and recorded in diverse genres including rock, country, light opera, the Great American Songbook, and Latin music. Ronstadt has earned 11 Grammy Awards, three A ...

, with the Nelson Riddle Orchestra, featured the song on her first album of popular standards in 1983, ''

What's New What's New may refer to: Music * What's New?, a song composed by Bob Haggart in 1939 * ''What's New?'' (album), by Sonny Rollins, 1962 * ''What's New'' (Bill Evans album), 1969 * ''What's New'' (Linda Ronstadt album), 1983 * '' What's New!!!'', ...

'', produced by Peter Asher. (Ronstadt had first attempted this and several other

torch songs A torch song is a sentimental love song, typically one in which the singer laments an unrequited or lost love, either where one party is oblivious to the existence of the other, where one party has moved on, or where a romantic affair has affect ...

during experimental 1981 sessions in New York City, encouraged by producer

Jerry Wexler Gerald Wexler (January 10, 1917 – August 15, 2008) was a music journalist turned music producer, and was a major influence on American popular music from the 1950s through the 1980s. He coined the term "rhythm and blues", and was integra ...

.) *

Rosemary Clooney Rosemary Clooney (May 23, 1928 – June 29, 2002) was an American singer and actress. She came to prominence in the early 1950s with the song "Come On-a My House", which was followed by other pop numbers such as "Botch-a-Me (Ba-Ba-Baciami Piccin ...

released a version on her album '' Rosemary Clooney Sings the Music of Irving Berlin'' (1984). *

Elkie Brooks Elkie Brooks (born Elaine Bookbinder; 25 February 1945) is an English Rock music, rock, blues and jazz singer. She was a vocalist with the bands Dada and Vinegar Joe (band), Vinegar Joe, and later became a solo artist. She gained her biggest su ...

covers the song on her album ''

Screen Gems Screen Gems is an American film production company owned by Sony Pictures Entertainment, a subsidiary of Japanese conglomerate, Sony Group Corporation. ''Screen Gems'' has served several different purposes for its parent companies over the de ...

'' (1984). *

Michael Crawford Michael Patrick Smith (born 19 January 1942), known professionally as Michael Crawford, is an English actor, comedian and singer. Crawford is best known for playing the hapless Frank Spencer in the sitcom '' Some Mothers Do 'Ave 'Em'', Cornel ...

, with the

London Symphony Orchestra The London Symphony Orchestra (LSO) is a British symphony orchestra based in London. Founded in 1904, the LSO is the oldest of London's orchestras, symphony orchestras. The LSO was created by a group of players who left Henry Wood's Queen's ...

, recorded a version for his album '' Songs from the Stage and Screen'' (1987). *

Pink Martini Pink Martini is an American band founded in 1994 by pianist Thomas Lauderdale in Portland, Oregon. Group members call it a little orchestra that crosses several styles, such as Classical music, classical, Latin music, Latin, traditional pop, and ...

performs the song on the album '' Get Happy'' (2013). *

Bob Dylan Bob Dylan (legally Robert Dylan; born Robert Allen Zimmerman, May 24, 1941) is an American singer-songwriter. Described as one of the greatest songwriters of all time, Dylan has been a major figure in popular culture over his nearly 70-year ...

covered the song for his album of standards '' Shadows in the Night'' (2015). *The song also is included on

Seth MacFarlane Seth Woodbury MacFarlane (; born October 26, 1973) is an American actor, animator, writer, producer, director, comedian, and singer. He is best known as the creator and star of the television series ''Family Guy'' (since 1999) and ''The Orvill ...

’s fifth album, '' Once in a While'' (2019). *

Darcelle XV Darcelle XV (November 16, 1930 – March 23, 2023) was the stage name of Walter Willard Cole, an American drag queen, entertainer, and cabaret owner and operator in Portland, Oregon. Guinness World Records had certified him as the oldest drag q ...

(with

) released the song on their single ''The Rose'' (2022).

In popular culture

*The song was used as a generalized theme in

Nelson Riddle Nelson Smock Riddle Jr. (June 1, 1921 – October 6, 1985) was an American arranger, composer, bandleader and orchestrator whose career stretched from the late 1940s to the mid-1980s. He worked with many vocalists at Capitol Records, including ...

Academy Award The Academy Awards, commonly known as the Oscars, are awards for artistic and technical merit in film. They are presented annually by the Academy of Motion Picture Arts and Sciences (AMPAS) in the United States in recognition of excellence ...

-winning period score for the film ''

The Great Gatsby ''The Great Gatsby'' () is a 1925 novel by American writer F. Scott Fitzgerald. Set in the Jazz Age on Long Island, near New York City, the novel depicts first-person narrator Nick Carraway's interactions with Jay Gatsby, a mysterious mi ...

'' (1974) starring

Robert Redford Charles Robert Redford Jr. (born August 18, 1936) is an American actor and filmmaker. He has received numerous accolades such as an Academy Award, a BAFTA Award, and two Golden Globe Awards, as well as the Cecil B. DeMille Award in 1994, the ...

and

Mia Farrow Maria de Lourdes Villiers "Mia" Farrow ( ; born February 9, 1945) is an American actress. She first gained notice for her role as Allison MacKenzie in the television soap opera ''Peyton Place (TV series), Peyton Place'' and gained further recogn ...

, sung by character actor

William Atherton William Atherton (born July 30, 1947) is an American actor. He had starring roles in ''The Sugarland Express'' (1974), '' The Day of the Locust'' (1975), '' The Hindenburg'' (1975) and '' Looking for Mr. Goodbar'' (1977), but is most recognized ...

. *It was sung by

Mary Steenburgen Mary Nell Steenburgen (; born February 8, 1953) is an American actress, comedian, singer, and songwriter. After studying at New York's Neighborhood Playhouse in the 1970s, she made her professional acting debut in the Western comedy film '' Goin ...

in the movie '' The Butcher's Wife'' (1991) *

Bea Arthur Beatrice Arthur (born Bernice Frankel; May 13, 1922 – April 25, 2009) was an American actress, comedienne and singer. She began her career on stage in 1947, attracting critical acclaim before achieving worldwide recognition for her work o ...

sang it in the ''Golden Girls'' episode, "Journey to the Center of Attention". *The song was used as the theme tune to the

British sitcom A British sitcom or a Britcom is a situational comedy programme produced for British television. British sitcoms have predominantly been recorded on studio sets, while some include an element of location filming. Live audiences and multi-camera ...

'' Birds of a Feather'', performed by

and later by its lead stars

Pauline Quirke Pauline Perpetua Sheen (née Quirke; born 8 July 1959) is a retired English actress. She began her career with roles on various television series, before fronting her own comedy sketch show, ''Pauline's Quirkes'', in 1976. She later starred as ...

and

Linda Robson Linda Patricia Mary Robson Dunford (' Robson; born 13 March 1958) is an English actress and television presenter. She is best known for playing Tracey Stubbs in the sitcom '' Birds of a Feather'' (1989–1998, 2014–2020), and her appearances ...

. *An instrumental version of the song was used under the closing scene of " I Do, Adieu" (1987), the fifth-season finale of the sitcom ''

Cheers ''Cheers'' is an American television sitcom, created by Glen and Les Charles, Glen Charles & Les Charles and James Burrows, that aired on NBC for eleven seasons from September 30, 1982, to May 20, 1993. The show was produced by Charles/Burrows/C ...

''. * On the season 2 episode 6, "War and Peace", of the sitcom ''

Northern Exposure ''Northern Exposure'' is an American comedy-drama television series about the eccentric residents in the fictitious town of Cicely, Alaska, that originally aired on CBS from July 12, 1990, to July 26, 1995, with a total of 110 episodes. It rec ...

'' the character Nickolai Appolanov played by

Elya Baskin Ilya Zalmanovich Baskin (, ; born 11 August 1950), known professionally as Elya Baskin, is a Latvian-born Soviet-American character actor. He first gained attention for his role in '' Moscow on the Hudson'' (1984), as Robin Williams' character's b ...

sang a version of the song. *The

version of the song was also used in the closing scene of "The Jet Set", the eleventh episode in the second season of ''

Mad Men ''Mad Men'' is an American historical drama, period drama television series created by Matthew Weiner and produced by Lionsgate Television. It ran on cable network AMC (TV channel), AMC from July 19, 2007, to May 17, 2015, with seven seasons ...

''. * Adam Hurrey performed a version of the song in the style of football supporters as part of the "Football Cliches" podcast in May 2022. * Puddles Pity Party sings a refrain from the song as a coda to his rendition of Chris Cornell's "When I'm Down".

Notes

External links

* {{Authority control Songs written by Irving Berlin 1923 songs Pat Boone songs Cher songs Rosemary Clooney songs Nat King Cole songs Perry Como songs The Fleetwoods songs Judy Garland songs Johnny Mathis songs Rufus Wainwright songs Anne Murray songs Harry Nilsson songs Linda Ronstadt songs Frank Sinatra songs Liza Minnelli songs Songs about heartache Songs about loneliness