The song was written in 1974 by Donna Weiss and Jackie DeShannon. DeShannon recorded the song that same year on her album New Arrangement. But it was not until 1981, when Kim Carnes recorded her version of the song, that it became a commercial success.
According to producer Val Garay, the original demo of the tune that was brought to him sounded like "a Leon Russell track, with this beer-barrel polka piano part." The demo can be heard in a Val Garay interview on TAXI TV at 20:35.  Keyboardist Bill Cuomo came up with the signature synth riff, using the then-new Sequential CircuitsProphet-5 synthesizer, which now defines Carnes' version. The song was recorded completely live in the studio on the first take.
Bette Davis admitted to being a fan of the song and approached Carnes and the songwriters to thank them for making her "a part of modern times."
The song was ranked at No. 12 on Billboard's list of the top 100 songs in the first 50 years of the Billboard Hot 100 chart and at No. 2 on the biggest hits of the 1980s.
Cleopatra Records released a re-recording of the song as a single in 2007.
The video opens in a dance hall with a black-draped leaning figure. The drape opens to reveal Kim Carnes wearing sunglasses as she sings the first verse. In the first chorus, she performs with a band; halfway dancers enter the hall. In the second verse, the dancers make slapping and floor-pounding dance motions. They disappear and reappear in the second chorus. The song finishes with the dancers making dance motions while approaching Carnes; the band is already gone when the video ends with the black-draped leaning figure. A shadowed silhouette of Bette Davis smoking a cigarette appears throughout the video. The video was directed by Australian film director Russell Mulcahy.
There is much confusion over whether the lyrics are "she knows just what it takes to make a crow blush" or "... pro blush". Jackie DeShannon sings "crow" in her version, and Kim Carnes recorded it as "pro" from a mistranscription of the lyrics. This error has proliferated through numerous cover versions. The phrase "could make a crow blush" is an early 20th-century Midwestern United Statescolloquialism meaning that one could unease someone with little effort, and the arranger from Carnes's version was unfamiliar with the term.[dubious– discuss]
Appearances in other media
Voice of America used the song as background when announcing the death of Bette Davis on October 6, 1989, as did other radio and TV stations around the world that day.
The East German band Silly (then still known as Familie Silly) made a note-for-note cover of the song in 1982, released as a single with three other cover hits by East German stars. Performance of covers of Western pop hits was a contractual requirement for East German recording artists, to avoid having to pay the performance royalties for the original versions. As such, it is the only song ever released by Silly in English.
In 1982, Czech singer Marie Rottrová covered the song in Czech, entitled "Dívka která spí jen tak".
Brandon Flowers, lead singer of The Killers, featured this song during his appearance at Live at Abbey Road in 2011 after releasing his solo album, Flamingo.
American band Wiretree covered the song in early 2012 and released it on Soundcloud as a free download.
Live cover performances
French singer Sylvie Vartan performed the song during her Live in Las Vegas Concert in 1982 (it is included in her Integrale Live box set) and during her 2004 show at the Palais des Congrès (also included on her Live au Palais des Congrès 2004 album and DVD).
American Idol contestant Jesse Langseth performed the song on the Top 36 round on February 25, 2009, and although she was not voted through by the public, she was granted a second chance by the judges with a wild-card.
The title was also parodied by Half Man Half Biscuit in their song "Dickie Davies' Eyes" (where Dickie Davies was the presenter of the British sports programme World of Sport). Shirley Stockewell recorded a parody called "Lizzy Taylor Thighs".
Eddie Murphy's character Buckwheat on Saturday Night Live parodied the song in a commercial parody named "Buh-Weet Sings". He sang the lyrics so incoherently that question marks appeared on the screen instead of the song's title.
A Norwegian parody was made in 1981 called "Ivar Medaas Øyne" (Ivar Medaas Eyes) by Prima Vera. The parody made fun of the folk singer Ivar Medaas' eyes. The song spawned controversy and Ivar Medaas ended up suing Prima Vera.
Dire Straits made a joking reference to the song on the track "Industrial Disease" from the album Love Over Gold ("I don't know how you came to get the Bette Davis knees / But worst of all young man, you've got Industrial Disease.")