Alan Jay Lerner and Frederick Loewe wrote this for the Broadway musical My Fair Lady.

The song was almost cut after a preview in New Haven, Connecticut where it did nor register with the audiences as the singer was a minor character who had not been properly introduced.

Lerner added some dialogue to introduce Freddie Eynsford-Hill as a possible threat to Professor Higgins, thus reminding who the character singing the song was and the song became a show-stopper.

Vic Damone recorded the most successful version of this around the time the show opened. In 1964, anticipating the film release of My Fair Lady, Andy Williams released his version, which reached #28 in the US.