Cole Porter wrote this classic pop standard in 1936, and it debuted when actress Virginia Bruce sang it in the MGM musical Born to Dance, starring Eleanor Powell and James Stewart, that same year. The song was nominated for an Academy Award for Best Original Song but lost to "The Way You Look Tonight," from the Astaire/Rogers film Swing Time.
If someone is "under your skin," that means you are rather irritated with that person. This song twists the meaning of the idiom, as a lady has gotten under Sinatra's skin, but in a way that makes him crazy about her.
Frank Sinatra began performing this song on his weekly radio show in 1946 but added his signature swagger when he recorded a big-band arrangement by Nelson Riddle for the album Songs for Swingin' Lovers ten years later.
Sinatra re-recorded this for the 1963 album of his favorite numbers, Sinatra's Sinatra. The trombone solo, originally played by Milt Bernhart in the '56 version, was performed by Dick Nash. He recorded it yet again in 1993 with U2 frontman Bono for the album Duets. This version got a video Sinatra and Bono appear together... briefly. Directed by Kevin Godley, it was shot at a tavern, but when they had technical issues that delayed the shoot, Sinatra stormed out. Godley ended piecing the video together from existing footage of Sinatra and shots of Bono singing his part in a monitor.
This became a fixture in Sinatra's setlist and can be heard on his 1966 live album, Sinatra at the Sands, where he is backed by Count Basie's orchestra.
While this was one of Sinatra's signature songs, he certainly was not the only one to record it. Among many others, it was covered by Peggy Lee, Ella Fitzgerald, Eartha Kitt, Sammy Davis Jr., Carly Simon, Michael Buble, Michael Bolton, and Deana Martin. The Four Seasons scored a Top-10 hit with the song in 1966, and Neneh Cherry's hip-hop version earned her the #25 spot on the UK chart.
Sound engineer John Palladino remembers the sessions for Songs for Swingin' Lovers as being particularly challenging because of the awkward setup of Capitol's Studio A - a small area made even smaller when it was crammed with musicians - and Sinatra's demands for perfection. Trombonist Milt Berhart learned this all too well on this song when he played full force, take after take, never quite hitting the crooner's mark.
"That was a dirty trick to play on Milt," Palladino told Sound on Sound. "He'd get in there early and practice the stuff, and then he had to play at full volume. We could have said to Frank, 'Why don't we intercut take one or two with Milt's solo?', but that never occurred to me. And besides that, Frank really didn't like editing. He was fastidious about capturing complete takes, and so I did very little editing on his recordings."
Sinatra held himself to the same standard of perfectionism as he did his musicians. Palladino remembers him running through this song with the musicians for 22 takes.
"Some of those takes could have been false starts where they got through a few notes and then stopped," he said. "I doubt there were more than four or five complete takes. Frank knew his own voice pretty well, and when he wasn't singing well, he'd walk out of a session. I've got to give him credit for that. In fact, I've got no criticism of Frank at all. His criticisms of the musicians' playing were really top-notch, because they locked in with what he was doing. He knew what he was doing, and he knew what he wanted the band to do."
Sinatra sang a ballad version of this song to honor the late Cole Porter during a two-hour tribute at the University of California on February 12, 1967.
Chad L. Coleman sang this on the TV series The Walking Dead in the 2013 episode "Infected."
In a 2014 Songfacts interview
, Frankie Valli told us the Four Seasons were inspired to record this after watching Sinatra perform the song on TV. But they didn't want to copy the crooner's style. "We managed to make it sound like us, and that all came under the heading of the way the harmony was laid out. We used a basic type of harmony on almost everything we did - a harmony that had a lot of church overtones, with a touch at times of the modern."