Songfacts®:

• Irving Berlin bought a house for his mother from the money he made from his 1911 monster hit "Alexander's Ragtime Band," and appears to have been deeply affected by her death 11 years later. According to his biographer Laurence Bergreen in As Thousands Cheer..., "What'll I Do?" was published in early 1924 and sold more than a million copies of the sheet music. Another song, "All Alone," had the same tragic inspiration and similar commercial success. >>

  Suggestion credit:
  Alexander Baron - London, England
• This was a #1 hit for Paul Whiteman and His Orchestra in 1924, shortly after it was introduced by Grace Moore and John Steel in Berlin's Music Box Revue. Frank Sinatra and Nat King Cole both released versions in 1948, with Sinatra peaking at #23 and Cole landing at #22. Sinatra recorded in again in 1962 for the album All Alone.
• Sonny Bono performed this as the opening number on The Sonny Comedy Revue, his first variety show without ex-wife Cher.
• Sung by actor William Atherton, this was used as the theme for the 1974 film adaptation of The Great Gatsby, starring Robert Redford and Mia Farrow.
• Berlin was married to his second wife, Ellin Mackay, from 1926 until her death in 1988. Their daughter Linda Emmet told PBS' Think Tank that this song was the spark that kindled her parents' romance: "My parents met at a dinner party given by a mutual friend. And my mother charmed my father because the first thing that she said to him was, 'Oh, Mister Berlin, I do so like your song, 'What Shall I Do?'' And the song, of course, is 'What'll I do.' And so my father made some remark about his grammar not being nearly as good as hers. They took an instant liking to each other and then they started to see each other and when my grandfather got wind of it he disapproved and sent my mother abroad to get over Irving Berlin."