"Stay with Me" (often credited as "Stay with Me Baby") is a soul song co-written by Jerry Ragovoy and George David Weiss. It was first recorded in 1966 by Lorraine Ellison, and produced by Ragovoy. Ellison recorded "Stay With Me" at a last-minute booking, following a studio cancellation by Frank Sinatra. With a 46-piece orchestra already hired, Warner Bros. Records asked Ragovoy, with two days' notice, to take over the session at no cost. Ragovoy and arranger Garry Sherman worked up an orchestral arrangement of the song, and called Ellison into the studio to record it live with the orchestra. The recording was engineered by Phil Ramone.