Lady Gaga is used to putting her paws up, but now she's a babe in arms.

The pop superstar joined forces with Tony Bennett on his "Duets II" album for "The Lady Is a Tramp," an upbeat number from '30s musical "Babes in Arms." And while I don't this this Lady is always well-suited for showtunes (particularly up against the undefeatable Bennett), the pair seem to have a really fun time, in that weirdly I-just-met-you sort of way. Gaga is fun as a filly and Tony just kind of eggs her on.

As previously reported, Bennett earned his very first No. 1 album at the age of 85 last week with the duets set.

Gaga was on hand on Saturday night -- along with other musical stars like Bruce Springsteen and Stevie Wonder -- to celebrate Sting's 60th birthday at the Beacon Theater in New York.

Check out the video below: what do you think?