Li'l Darlin'

Neal Hefti composed and arranged it in 1957 for the Count Basie Orchestra, and it was first recorded on The Atomic Mr. Basie. It was copyrighted in 1958 as Lil' Darlin'. Hefti pictured a medium swing tempo rather than a ballad. Donald Clarke called it an object lesson in how to swing at a slow tempo, and Gary Giddins wrote that the theme dies if it is not played at exactly the right tempo, and that Basie never flinched.

Basie's version without lyrics was often used as the closing theme of The Tonight Show Starring Johnny Carson. Jon Hendricks wrote lyrics, and Lambert, Hendricks & Ross performed it with Basie on May 26, 1958. Bart Howard wrote a different set, Don't Dream of Anybody But Me, in 1959. Mel Torme sang it with the band on The Judy Garland Show in 1963. Guitarists including Joe Pass, George Benson and Kenny Burrell recorded it, and the Jazz Discography lists 324 recordings as of June 2019.