It was introduced by Wini Shaw and Ross Alexander in the 1937 Warner Brothers film Ready, Willing, and Able, as well as used for a production number in a musical revue on Broadway.
The song was used as the love theme for the characters played by Lauren Bacall and Humphrey Bogart in the 1947 film noir Dark Passage, directed by Delmer Daves.
It was introduced in a vocal version (often erroneously credited, without verification, to Jo Stafford), then recurred as an instrumental at important points in the story.
Alec Wilder has praised the song as a "model of pop songwriting, musically and lyrically".
She said that Mercer's lyrics in "Too Marvelous for Words" were an enormously original approach to saying "I love you, honey".