Bette Midler and Jimmy Fallon Flipped Lips and Sang 'Baby It's You'

Yesterday, Bette Midler stopped by The Tonight Show to chat with Jimmy Fallon about It’s the Girls, her collection of girl-group covers. But first, the pair played a round of “Lip Flip,” culminating in Midler’s rendition of “Baby It’s You,” backed up by the Roots. It’s really something!

Midler also talked a bit about the early history of girl groups and even sang a tiny snatch of TLC’s “No Scrubs.” Her cover of “Waterfalls” is great and all, but I think we’ll all mourn forever for the scrubs that weren’t.