After a lengthy recording association with RCA Victor Records ended in 1963, Lena Horne cut a couple of albums for Charter Records and one for 20th Century-Fox Records before landing on United Artists Records in 1965. There she made four albums, of which this was the second. It found her in familiar territory, singing songs associated with motion pictures. Some, such as "In Love in Vain," the Jerome Kern-Oscar Hammerstein II song from Centennial Summer, and Kern and Dorothy Fields' "A Fine Romance" from Swing Time, were standards of decades' standing, while others were recent. Horne treated them all with the same enthusiasm, shining especially on up-tempo numbers like Henry Mancini and Johnny Mercer's "It Had Better Be Tonight" from The Pink Panther. Ray Ellis' charts were sometimes surprising, notably the unusual arrangement of "Singin' in the Rain" that kicked the album off. The result was a typically classy effort for Horne, but one that had little to do with the pop marketplace of late 1965.