(Billie Holiday / Arthur Herzog Jr.)
[Originally by Billie Holiday]

Hush now, don't explain
Just say you'll remain
I'm glad your back, don't explain

Quiet, don't explain
What is there to gain
Skip that lipstick
Don't explain

You know that I love you
And that love endures
All my thoughts are of you
For I'm so completely yours

Cry to hear folks chatter
And I know you cheat
Right or wrong, don't matter
When you're with me, sweet

Hush now, don't explain
You're my joy and pain
My life's yours love
Don't explain