Ain't Misbehavin' opened as a limited-run cabaret act at the Manhattan Theatre Club on February 8, 1978, but was so well received that it soon moved to the Longacre Theatre on Broadway. The show featured the music of Fats Waller and reproduced the atmosphere of a Harlem nightclub in the 1930s. It ran for 1,604 performances and enjoyed a brief revival in 1988.

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