Keepin' Me Up Nights is the 11th studio album by American western swing band Asleep at the Wheel. Recorded primarily in Nashville, Tennessee, it was produced by the band's frontman Ray Benson with Barry Beckett, Tim DuBois and Scott Hendricks, and released in July 1990 as the group's first album on Arista Records. Unlike its 1988 predecessor Western Standard Time, Keepin' Me Up Nights features almost all original material, with just one cover version included.

Despite the commercial success of both 10 and Western Standard Time, Asleep at the Wheel was dropped by Epic Records and subsequently signed with the newly founded Arista Nashville imprint in 1989. For the group's first album on the new label, they worked with several external songwriters and a number of producers, including the division's founder co-DuBois. The record was Asleep at the Wheel's last to feature fiddler Larry Franklin as a full-time band member.

Keepin' Me Up Nights peaked at number 73 on the US Billboard Top Country Albums chart, the band's lowest position since 1985's Pasture Prime failed to chart. All three singles from the album – "Keepin' Me Up Nights", "That's the Way Love Is" and "Dance with Who Brung You" – registered on the Billboard Hot Country Singles chart. Reviews for the release were generally positive, with critics praising the abundance of original material as good songs for the country genre.

Despite the commercial success of their two albums on Epic Records – 10 (1987) and Western Standard Time (1988) – Asleep at the Wheel left the label in 1989 and signed with Arista Records, as one of the first signings for its new country imprint Arista Nashville.^[4] Barry Beckett was assigned to produce the group's debut album alongside their frontman Ray Benson.^[5] Speaking about the deal and the production of the record, the label's co-founder Tim DuBois commented that "I'd been a fan of [the band's] for many years and always felt that nobody ever marketed them properly. We tried hard to get today's technical standards with an Asleep at the Wheel feel."^[6] A number of Nashville-based country songwriters were also enlisted to contribute songs to the album, including Harlan Howard, Bobby Braddock and Fred Knoblock.^[7]

Keepin' Me Up Nights was recorded in late 1989 and mixed in January 1990 by Scott Hendricks.^[8] The album was completed with overdubbing in March, production of which was led by DuBois with engineering by Chris Hammond.^[9] The titular opening song, written by James Dean Hicks and Byron Hill, was released as the first single from Keepin' Me Up Nights in June 1990,^[10] reaching number 54 on the US Billboard Hot Country Singles chart.^[11] "That's the Way Love Is", written by former band member LeRoy Preston, followed in October,^[12] which was promoted with a cartoon series written by Kinky Friedman and illustrated by James Bennett.^[13] The single peaked at number 60 on the Hot Country Singles chart.^[14] Final single "Dance with Who Brung You", written by Benson, reached number 71 on the Billboard country singles chart.^[15]