Why are the singers gangsters?

They are debt collectors forced onstage in Kiss Me, Kate and improvise the routine to stall.

Is the number essential to the plot?

Not strictly, but it provides comic relief and time for the backstage story to reset.

How many Shakespeare plays are referenced?

At least eight, including Othello and Coriolanus.

Was the song risqué in 1948?

Yes—Porter’s suggestive puns skirted the era’s censors.

Who choreographed the soft-shoe?

George Abbott staged it; Hanya Holm crafted the signature shuffling steps.

Brush up Your Shakespeare Lyrics – Kiss Me, Kate

Brush up Your Shakespeare Lyrics

MOBSTERS:
The girls today in society
Go for classical poetry,
So to win their hearts one must quote with ease
Aeschylus and Euripides.
But the poet of them all
Who will start 'em simply ravin'
Is the poet people call
The bard of Stratford-on-Avon.

Brush up your Shakespeare,
Start quoting him now.
Brush up your Shakespeare
And the women you will wow.
Just declaim a few lines from "Othella"
And they think you're a helluva fella.
If your blonde won't respond when you flatter 'er
Tell her what Tony told Cleopaterer ,
If she fights when her clothes you are mussing,
What are clothes? "Much Ado About Nussing."
Brush up your Shakespeare
And they'll all kowtow.

With the wife of the British embessida
Try a crack out of "Troilus and Cressida,"
If she says she won't buy it or tike it
Make her tike it, what's more, "As You Like It."
If she says your behavior is heinous
Kick her right in the "Coriolanus."
Brush up your Shakespeare
And they'll all kowtow,
And they'll all kowtow,
And they'll all kowtow.
Last Update: June, 27th 2025

Song Overview

Screenshot from Brush Up Your Shakespeare lyrics video by Cole Porter — Cole Porter’s gangsters ham it up while delivering the “Brush Up Your Shakespeare” song text.

Song Credits

Primary Artist / Composer: Cole Porter
Musical: Kiss Me, Kate (1948 Broadway premiere; cast album 1949)
Original Performers: Two unnamed “second-act” gangsters (often George Davis & Jack Diamond on the OCR)
Genre: Broadway Show Tune / Swing Comedy Number
Instrumentation: 30-piece pit orchestra – reeds, trumpets, trombones, strings, rhythm section
Length: ?2 min 55 sec (original cast recording)
Label: Columbia Masterworks (1949 LP) • Capitol (later revivals)
Release Date (OCR single): February 7 1949
Copyrights © & ? 1949 MPL / WB Music Corp.

Song Meaning and Annotations

Cole Porter performing song Brush Up Your Shakespeare — Performance in the music video.

Set in the backstage whirl of Kiss Me, Kate, “Brush Up Your Shakespeare” bursts in after the curtain chaos has peaked. Two low-rent hoods wander onstage, pistols in pockets, and suddenly must stall for time. Their solution? A vaudeville soft-shoe peppered with bard-centric pick-up advice. Think Damon Runyon meets Stratford-upon-Avon, scored for hi-hat and muted trumpet.

Porter laces the verses with triple-rhymed couplets—“ambessida / Cressida”—while the melody bounces like a rubber ball on a marble floor. Behind the gag, though, lurks a satire of 1940s social climbing: even mobsters believe quoting iambic pentameter might grant entrée to embassy soirées. The song’s arc is simple—brag, demonstrate, topple under its own bravado—but the comic timing is surgical. Every internal rhyme lands on a brass stab, each risqué pun (“kick her right in the Coriolanus”) slips in under a cymbal choke.

Culturally, the number nods to Porter’s own Yale-honed wordplay obsession and to America’s mid-century Shakespeare boom—think Gielgud tours and GI pocket editions. Yet Porter gleefully undercuts the reverence: our “scholars” mispronounce Othello as “Othella” and treat Euripides like a countertop brand. It’s theatrical sleight-of-hand: mock the erudition while secretly reinforcing it.

Opening Stanza

The girls today in society go for classical poetry…

The gangsters frame courtship as an arms race—stockpile hexameters or lose the battle. Porter’s plosive consonants (“girls…go”) mimic a carnival barker to grab attention.

Refrain

Brush up your Shakespeare – start quoting him now…

A nifty ii-V-I progression in B-flat major propels the hook. The harmony is as reassuring as a well-thumbed sonnet, encouraging the audience to sing along before they notice the punchlines.

Middle Punch-Line Run

If she fights when her clothes you are mussing / What are clothes? Much ado about nussing…

Word-play escalates into bawdy territory, revealing the gangsters’ true colours. The music briefly modulates to D major—bright flash—then snaps back, echoing the “mussing” of moral fabric.

Final Tag

And they’ll all kow-tow… odds Bodkins, all kow-tow!

The tag lands on a barbershop-style dominant seventh, letting the clowns milk applause while the plot wheels crank forward backstage.

Similar Songs

Thumbnail from Brush Up Your Shakespeare lyric video by Cole Porter — A screenshot from the “Brush Up Your Shakespeare” music video.

“Luck Be a Lady” – Frank Loesser
Both pieces feature underworld types romanticising sophistication: Loesser’s craps-shooting gamblers pray to Lady Luck, Porter’s hoods pray to the Bard. Swing rhythms, brass chatter, and slightly sardonic lyrics tie them together.
“I Cain’t Say No” – Rodgers & Hammerstein
A comic list song driven by country swing instead of big-band stomp, yet it shares the playful confession vibe—earthy humour masking real social commentary.
“You’re the Top” – Cole Porter
Same author, same love of rapid-fire cultural references. If “Brush Up” is Porter’s Shakespeare mixtape, “You’re the Top” is his Art-Deco playlist—both celebrate name-dropping as a flirtation sport.

Questions and Answers

Scene from Brush Up Your Shakespeare track by Cole Porter — Visual effects scene from “Brush Up Your Shakespeare”.

Why are the singers gangsters?: In Kiss Me, Kate, the producer owes money to a mob boss. The henchmen arrive to collect, get swept onstage mid-performance, and ad-lib this routine to avoid breaking character.
Is the number essential to the plot?: Technically no—it’s a comic detour—but audiences loved it so much Porter kept it after Detroit previews. It also buys backstage characters time to untangle the romantic mess.
How many Shakespeare plays are referenced?: Eight in the original verse: Othello, Antony and Cleopatra, Much Ado About Nothing, Troilus and Cressida, As You Like It, Coriolanus plus nods to generic bardolatry.
Was the song considered risqué in 1948?: Absolutely. Lines about “mussing clothes” and “kick her… Coriolanus” tip-toed past censors thanks to Porter’s pun-heavy camouflage.
Who choreographed the famous soft-shoe?: Original Broadway director George Abbott staged the bit, but choreographer Hanya Holm supplied the slouchy, heel-drag steps that have become tradition in revivals.

Awards and Chart Positions

Kiss Me, Kate won the first Tony Award for Best Musical (April 24 1949), boosting “Brush Up Your Shakespeare” into cabaret repertoires worldwide.
No commercial single charted, but the original cast album hit #3 on Billboard’s 1949 Best-Selling Popular Albums list.

Fan and Media Reactions

Seventy-plus years on, the tune keeps resurfacing—high-school thespians, cruise-ship crooners, even TikTok dads brandishing paperbacks. Online chatter mixes admiration for Porter’s rhymes with side-eye at the dated gender jokes.

“Porter drops more puns per bar than a crossword on espresso.” —@VerseNerd

“Still my go-to karaoke flex—three verses, one breath, infinite smirks.” —@SoftShoeSue

“The Coriolanus gag? Grandma laughed, Grandpa blushed. Worth it.” —@FamilyMatinee

“Teach Shakespeare, get laughter insurance—just play this track first.” —@LitProf42

“Problematic fave? Yeah. Unforgettable earworm? Also yeah.” —@RetroBard

The New Yorker once dubbed the number “Porter’s cheekiest invitation to the library.” Hard to argue when audiences still clap on the off-beat, convinced a quick sonnet recitation might actually work at happy hour.

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