Lounging at the Waldorf Lyrics — Ain't Misbehavin'

Song Overview

Review and Highlights

Quick summary

1. What it is: A Fats Waller instrumental (often dated to 1936) refit for Ain't Misbehavin with lyrics credited to Richard Maltby Jr.
2. Where it appears: In the show and on the cast recording, it arrives in Act 2, after the entr'acte, as a kind of velvet reset. IBDB lists it there, with Maltby credited for lyrics.
3. How it behaves onstage: It is elegance as a dance step: the cast sells luxury without slowing the evening to a crawl.
4. Why it lands: The number gives the revue a different texture - less jump, more glide - and it lets the band show its manners.

Ain't Misbehavin (1978) - stage revue - non-diegetic (presented as nightclub performance). In Act 2, it is staged as a fantasy of uptown polish, a moment where the room pretends it has a doorman and a dress code, even if the audience knows better.

This number is a lesson in theatrical contrast. The revue spends a lot of time in swing's bright streetlight; here it steps under a chandelier. The joke is not cruel and it is not cheap. It is the jazz dream of classy living, performed by people who understand that classy living is also a pose. A 1995 Financial Times review (archived on Archive.org) described choreography that made the "elegance" feel both accessible and faintly self-mocking. That is the right note: you want glamour, but you also want the tiny grin that says the performers are in on it.

Key takeaways:

1. Underplay the comedy: the fun comes from sincerity that is just a touch too perfect.
2. Let the band breathe: this is a number where space is a feature, not a mistake.
3. Sell the room, not the lyric: the lyric works best as social behavior, not as a stand-alone poem.

Creation History

In Waller discographies, "Lounging at the Waldorf" is commonly treated as a 1936 piano-solo title, part of his knack for turning a setting into a musical wink. Wikipedia's Waller entry even lists it among his compositions with that year tag. Ain't Misbehavin repurposed it by adding lyrics credited to Richard Maltby Jr., and IBDB documents that credit in its song list. That retrofit is the revue's signature trick: take something that began as a bandstand piece and make it behave like a scene.

Song Meaning and Annotations

Plot

The "story" is a pose: performers enact the fantasy of lounging in a top-tier hotel space, with the nightclub frame doing the heavy lifting. In a revue, that is plot enough. The audience is invited to watch performers try on status like a jacket, then hand it off and keep the night moving.

Song Meaning

The meaning lives in aspiration and playacting. The Waldorf name drops a whole social world, and the number asks: what does it look like when entertainers inhabit that world for three minutes? Onstage, the answer is physical. You see it in posture, in the way a dancer "sits" into the beat, in the hush that comes from a band playing with manners. It is not confession. It is a public daydream with good tailoring.

Annotations

IBDB lists "Lounging at the Waldorf" in Act 2 and credits Richard Maltby Jr. for lyrics.

That credit tells you what changed in theatre. A piece that many jazz fans know as instrumental becomes a sung number with a point of view, and that shift makes staging easier: you can build character business around the text.

Discography sources commonly tag the tune to Waller's 1936 output.

That date is a vibe cue. It places the song in a period where luxury branding and nightlife mythmaking were already part of the entertainment economy, which is exactly what a revue wants to dramatize.

Cast-recording metadata lists the track at about 3:42 to 3:43.

Short runtime, specific job. It is a concentrated mood change, not a long scene. Directors who stretch it too far often drain the sparkle.

Rhythm, phrasing, and the wink

Audio-tagging pages list the cast-recording track around 83 BPM, which tracks with how it feels in performance: not rushed, but always in motion. The danger is sentimental drag. Keep the pulse alive and let elegance come from restraint. As stated in the 2014 Playbill piece about Maltby Jr. and the show, the revue's Tony wins depended on craft, not fuss - and this number rewards the same ethic.

Technical Information (Quick Facts)

1. Song: Lounging at the Waldorf
2. Artist: Original Broadway Cast of Ain't Misbehavin
3. Featured: Ensemble (cast-recording credit lines list multiple principals with the band)
4. Composer: Thomas "Fats" Waller
5. Lyricist: Richard Maltby Jr. (revue lyric credit)
6. Arrangements (cast recording context): Vocal arrangement credit appears in Discogs release notes
7. Release Date: 1978 (original cast recording era; later digital releases list 1987 dates)
8. Genre: Jazz; swing; musical theatre revue
9. Instruments: Voice; piano; ensemble band
10. Label: Cast recording released on RCA Victor in discography listings; digital catalog pages appear under Legacy and Masterworks brands depending on edition
11. Mood: Suave; plush; lightly ironic
12. Length: 3:42 to 3:43 (common listing)
13. Track #: Disc 2, track 3 (Legacy Recordings 2-CD track list)
14. Language: English
15. Album: Ain't Misbehavin (Original Broadway Cast Recording)
16. Music style: Jazz elegance framed as nightclub theatre
17. Poetic meter: Accentual, speech-leaning stresses over swing phrasing

Frequently Asked Questions

Was this originally an instrumental?

Yes. It is widely treated as a Waller instrumental in jazz catalogs, then refashioned for Ain't Misbehavin with lyric credit to Richard Maltby Jr.

Where does it appear in the show?

IBDB song lists place it in Act 2, after the entr'acte, as a mood change toward elegance.

How long is the cast-recording track?

Common listings put it at about 3:42 to 3:43.

Is there one official key?

Keys vary by arrangement and casting. The revue treats the tune as a staging vehicle, so transposition is normal.

What is the main acting idea?

Play aspiration with discipline. You are not mocking luxury from the sidewalk - you are wearing it for a moment and making it look natural.

What is the main musical challenge?

Keeping the groove alive at a relaxed tempo so the number stays stylish rather than sleepy.

Does it need choreography?

It needs choreography or stage business that reads as social etiquette: turns, placements, and small choices that suggest a polished room.

Why is it effective in a revue?

Because it supplies contrast. A night of jump numbers needs a sleek chapter, and this is that chapter.

Awards and Chart Positions

The chart story here is theatre, not pop radio. Ain't Misbehavin won the 1978 Tony Award for Best Musical, and IBDB lists additional wins including Nell Carter for Featured Actress and Richard Maltby Jr. for Direction. MTI also notes the Best Musical win as a notable milestone for a revue format.

How to Sing Lounging at the Waldorf

The number rewards control. A relaxed tempo estimate around 83 BPM shows up in track-metadata services for the cast-recording track, and the runtime sits near 3:43. Use those as rehearsal handles, then follow your production chart.

1. Tempo: Rehearse with a metronome at about 83 BPM, then adjust to your music director's preferred pocket. The goal is "unhurried," not "slow."
2. Diction: Keep consonants clean and light. Elegant singing is often just clear speech delivered on pitch.
3. Breathing: Take quiet breaths on phrase corners. Loud breaths break the illusion of lounge ease.
4. Flow and rhythm: Sit in the groove. If you push ahead of the beat, the number starts to sound anxious.
5. Accents: Choose a few spotlight words per phrase and let the rest float. Too many accents reads as trying too hard.
6. Ensemble: If multiple singers share the number, rehearse entrances like a host passing the microphone. Smooth handoffs are part of the style.
7. Mic: If amplified, use intimate dynamics and let the mic do its job. This is a room-with-cocktail-glasses number.
8. Pitfalls: Avoid turning it into a lullaby. Keep a quiet smile in the rhythm section of your body.

Additional Info

For theatre historians, there is a pleasing paper trail. The New York Public Library archives list Luther Henderson materials that include "Lounging at the Waldorf" in score and part formats. That matters because it shows how seriously the revue treated its musical infrastructure: the elegance onstage was backed by real ink, not just vibes. According to IBDB, the show kept touring, and the song remained part of the Act 2 lineup in documented tour song lists.

Key Contributors

Sources

Sources: IBDB production record and tour song list, Tony Awards archive, MTI show page, Discogs cast recording listing, Legacy Recordings track list, Presto Music track timings, NYPL Archives finding aid, Financial Times archive text (Archive.org), YouTube (Masterworks Broadway upload)