Thomas Wright Waller, commonly known as Fats, composed music for many a memorable song during his thirty-nine years (1904-1943). An accomplished musician, schooled in both classics and jazz, Waller had a large influence on the development of stride piano and later jazz styles. He was also a popular performer, combining his sly comedic talents with his musical ones, on radio, in films, and in live appearances.

The revue "Ain’t Misbehavin’," subtitled "The Fats Waller Musical Show," ran successfully on Broadway in 1988 and continues to spawn local revivals. Its creators, Murray Horwitz and Richard Maltby, Jr., cleverly strung together nearly thirty numbers, to be sung and danced to by a cast of five versatile performers and backed up by a jazz combo. Not all the songs are by Waller, though most are. Occasional interlopers, such as Frank Loesser and Hoagy Carmichael ("Two Sleepy People"), Nat "King" Cole ("That Ain’t Right"), Fred E. Ahlert ("Mean to Me," "I’m Gonna Sit Right Down and Write Myself a Letter"), Porter Granger and Charlie Johnson ("Fat and Greasy"), and Ada Bensen and Fred Fisher ("Your Feet’s Too Big"), wrote songs that Waller may have performed or are associated with his milieu and venues like Harlem’s Cotton Club.

The arrangements by Horwitz and Maltby are excellently put together. A notable innovation appears when Maltby extends the song "Handful of Keys" ("I like to tinkle on an old piana./ I like to play it in a subtle mannah.") into a sort of tutorial on the structure of stride music, explaining and demonstrating the differing actions of right and left hands.

Though renowned for his own merry catch phrases (such as "One never knows, do one?"), Waller was also blessed with several eloquent and witty lyricists as collaborators. One may relish the period playfulness of a George Marion, Jr. couplet like "They’re making Duses/ Of all the chantooses" from the Waller song "Ladies Who Sing with the Band."

But Waller’s preëminent wordsmith was the fascinating figure of Andy Razaf (1895-1973) who wrote the lyrics for at least a quarter of the songs in this revue. His full name was Andreamenentania Paul Razafinkerierfo, and his father was the first African American member of the U.S. diplomatic corps, as consul to Madagascar whose queen was young Andy’s aunt. Razaf, a poet who wrote lyrics for Eubie Blake as well, and to Benny Goodman’s "Stompin’ at the Savoy," composed the words of the show’s famous title song, and for the featured numbers "Honeysuckle Rose," "Off Time," "The Joint is Jumpin’," and "Keepin’ Out of Mischief Now." Razaf also wrote what may be the revue’s most moving song, "Black and Blue" with its haunting words "My only sin/ Is in my skin,/ What did I do/ To be so black and blue?"

Happily, this mostly very lively show expends none of its energy on background material like the foregoing. The little dialogue is mainly banter merely to create some situational settings for the songs. With stage direction and choreography by Patdro Harris and music direction from the piano by JMichael, the show, with its balance of rhythms and tempos, builds until by the second act the cumulative effect becomes irresistible as one is immersed and permeated by the spirit of Fat Waller and the music of his times.

The three ladies of the cast cover a considerable range amongst themselves, from Valerie Payton’s earthy good humor and almost mock-operatic soprano, and Austene Van’s youthful grace and vigor, to Lisa Payton’s style and sophistication. John Steven Crowley’s solid and skillful theatricality and timing excellently evoke the likeable comic spirit of Waller himself and his saucy delivery of novelty numbers.

Most remarkable, however, under difficult circumstances, was the performance of Robert Barry Fleming, substituting at almost the last hour for injured cast member TC Carson. After no more than a couple days rehearsal, Fleming nevertheless performed superbly. His most laudable moment came in the song "The Viper’s Drag" – a woozy hymn to marihuana that rivals even the psychedelic stonedness of the many Sixties anthems on the subject. "I dreamed about a reefer five foot long," Fleming sang, while dancing with silky and serpentine sinuousness. All right, dude!

Another deliriously delicious aspect of the opening night performance was the enthusiastic vocal interjections of some in the audience – a practice that fit in perfectly with the style of this show. Cries of "Go, boy!", "Gorgeous!", "Nice!" "Mm-mm!", and "Whoo!" filled the air, not to mention "O yes!" and "What say?" The persons who provided all these gloriously spontaneous outbursts ought to be hired by the management to reproduce their exhilarating effects for subsequent nights’ houses.

The excellent band consisted of, besides their pianist director JMichael, bass fiddler Kevin Cooper, M’tafiti Imara on various woodwinds, and percussionist Danny King – all well served by M. Scott Grabau’s sound design. Robin Roberts’ scenic design, consisting of an ornate proscenium and a roomy apron, was expressively lighted by Jennifer Setlow. And Reggie Ray’s ever changing costumes provided much visual delight.

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