This song was composed for Donald O'Connor to perform in the 1952 musical film Singin' in the Rain. O'Connor performed an acrobatic dance routine to it of extreme difficulty, allegedly having to spend several days in bed recovering from the exertions of filming it.

The song is extremely similar to Cole Porter’s comic song “Be a Clown”. Reported reasons for why Porter did not sue despite having grounds to do so range from his gratitude toward songwriter Arthur Freed for hiring him on the 1948 film The Pirate to simply being amused by the copy. Stanley Donen, the co-director of Singin' in the Rain, reportedly called this song “100 percent plagiarism.”