"What'll I Do" is a show tune written by Irving Berlin, who wrote both the music and the lyrics. It was published in 1923 by Irving Berlin Music Corp., later Warner Chappell Music. Grace Moore and John Steel introduced it late in the run of Berlin's third Music Box Revue in 1923, and it was also included in the following year's edition of the revue. The original performance is credited to them, with English lyrics.
The first recording was made by Paul Whiteman and His Orchestra for Victor in May 1924 (Victor 19299), in an instrumental version. The song is regarded as a jazz standard and has been covered by many artists. Later versions that are among the best known include those by Nat King Cole, Frank Sinatra, Johnny Mathis, Lena Horne, Sarah Vaughan, Nancy Sinatra, Harry Nilsson, Cher, Linda Ronstadt with Nelson Riddle, Bob Dylan and Art Garfunkel.