Burt Bacharach and Hal David wrote this for the Broadway musical Promises, Promises, Neil Simon's musical adaptation of Billy Wilder's screenplay The Apartment. Bacharach and David had added this song to the musical at the last minute at a time when Burt had the flu, which explains Hal David's little joke of rhyming "Pneumonia" with "Phone ya."
Though she did not appear in Promises, Promises, Warwick recorded the five songs for the musical and included three of them on her 1968 album Promises, Promises. This was not included on an album until Warwick's 1970 release I'll Never Fall In Love Again.
Because there was no time to write a full musical arrangement, the song was performed to a solitary guitar accompaniment, which was unusual for a Bacharach composition.
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