Cheap Trick is one of the great American bands. The new book, This Band Has No Past: How Cheap Trick Became Cheap Trick by Brian Kramp details their history from the very beginning up to their breakthrough album, Cheap Trick At Budokan. It’s an incredible story of hard work & dedication. On this edition of the podcast, Brian joins me to discuss 5 songs that reveal how unique and special Cheap Trick was in their early years. If you only know this band from their hits, this episode is a good introduction to what makes Cheap Trick Cheap Trick.

Besides being an author, Brian Kramp is the host of the “Rock And/Or Roll” podcast, one of my all-time favorite podcasts– an absolute must-listen for every music junkie. Check it out.


‘Elo, Kiddies! Welcome to the “I’m in Love With That Song” podcast on the Pantheon Podcast Network. I’m your host, Brad Page Age, and I’ve got something really special lined up for you this time.

Brian Cramp is the host of the “Rock And/Or Roll” Podcast, one of my all-time favorite podcasts. And after a long hiatus, “Rock And/Or Roll” is back with brand new episodes. So I’m very excited about that. But in even bigger news, Brian has a new book out. It’s called “This Band Has No Past – How Cheap Trick Became Cheap Trick”. In this book, he tells the story of one of America’s greatest bands, from their very beginnings right up to their breakthrough album, “Cheap Trick at Budokan”.

The book is exhaustively researched and covers every detail. It was a very entertaining read, so I couldn’t be happier to have Brian join me on this episode to take a look at the early years of Cheap Trick.  For the uninitiated. That’s guitarist and primary songwriter Rick Nielsen, vocalist extraordinaire Robin Zander, the master of the 12-string bass Tom Petersson, and the incredible drummer, Bun E. Carlos.

Brian’s picked five songs as examples of why Cheap Trick is such a great band. And these songs are a great place to start if you’re just getting into Cheap Trick. So, we’re going to talk about these songs, talk about the band, and of course, talk about Brian’s new book. So here’s our conversation about how Cheap Trick became Cheap Trick.


BRAD: Well, Brian Cramp, welcome to the “I’m In Love With That Song” podcast. I’m a huge fan of the “Rock And/Or Roll” podcast, so I’m really happy to have you on the show. And I’m excited to introduce people to the new book, “This Band Has No Past – How Cheap Trick Became Cheap Trick”. The book will be available September 6, right

BRIAN: As of now, that’s the plan, yeah.

BRAD: September 6, 2022. But people can preorder it now, which I highly encourage people to do right now– go do it right now.

So, to get started, I know the book is, like, over 300 pages, and covers the earliest history of the band in great detail. So I know this is tough to ask, but if you could just give us a broad summary of where Cheap Trick came from and how the band came to be.

BRIAN: Yeah, that’s what the book really gets into. What I found interesting in telling the story is the collision that happened of the baby boom generation, and the British Invasion and the Beatles, and the British Invasion. And that’s exactly where Cheap Trick comes from.

All of them were teenagers, they loved the British Invasion and they all joined bands. So in the mid to late 60’s, all four members of Cheap Trick had their own band. They were all in different bands, but all in the Rockford area.

But the thing is, everybody was in a band. I have a statistic in the book that by 1967, I think it’s two thirds of males under the age of 23 were in a band. I mean, it’s an insane number, but that’s because at that time, what else did they have to do? They barely even had television. But there was nothing else. There were records, instruments… there’s so many distractions for young people these days, but back then, the internet, video games, all of that rolled into one was a guitar and an amp. That’s what they had.

BRAD: Yeah.

BRIAN: And eventually, the book almost becomes kind of like a day-to-day telling of how they formed, how they built this catalog of songs played almost every night of the week, Monday, Tuesday, Wednesday, even in bars, almost all of them in Illinois and Wisconsin. They made plenty of treks to Michigan, Iowa, Minneapolis, stuff like that, and a few trips outside of that Midwest. But almost everything they did from like ‘73 to through ‘76 was in Illinois and Wisconsin. But it was every night, and just 1 bar after another.

BRAD: Well, one of the things they always say about the Beatles is that they weren’t really that great of a band until they went to Hamburg and played every night for 8 hours a night. And nothing will hone you as a band, both as an individual musician and as a unit, as that kind of level of playing together, and these guys put in that many hours and then some.

It’s interesting how Rick Nielsen, I think is, when you think of 70’s guitar icons, he’s definitely one of those guys that comes to mind. But he started his career as a keyboard player.

BRIAN: Yeah, well, he played guitar before that. He would go back and forth in the early versions of his band, The Grim Reapers. The Grim Reapers and Toast And Jam kind of merged at one point, when they decided they wanted to write their own songs. And there was this guitar player named Craig Myers, who everybody I’ve talked to says he was just a genius, a virtuoso. So, yeah, Rick kind of became the keyboard player. He would play guitar once in a while, but like on the record. Yeah, they made one record for Epic, and he played guitar on the album

BRAD: The Fuse album, right?

BRIAN: Yeah, they were called the Grim Reapers and the record label made them change their name. So, Rick had this band, the Grim Reapers, going back to 1965, but when they joined forces with the guys from Toast And Jam, it was a completely different band. But they still used the Grim Reapers name, just because that was the name with the most notoriety for getting bookings. It was a completely different band called The Grim Reapers, basically.

BRAD: And the Grim Reapers have a connection to Otis Redding and the infamous plane crash, right?

BRIAN: Yeah, they were the opening band for that show. And also, it’s important to mention Ken Adamany, who became Cheap Trick’s manager and was a huge part of writing this book, a lot of my information comes from him and I mean, he’s become a friend. He told me he considers me a friend, which was insane. Yeah, Ken Adamany owned the club, The Factory, where Otis was supposed to be playing. And Ken Adamany was booking bands since the late 50’s. He had his own band called The Night Trains, which is interesting, because he eventually ended up playing with Steve Miller and Boz Skaggs, who were going to the University of Wisconsin in Madison. And Ken kind of went from playing in his own band to eventually just becoming a guy who booked concerts and promoted concerts. And then he started managing some of his bands, and eventually his entire career became Cheap Trick for a while, pretty much. But, yeah, he owned The Factory, booked Otis Redding; The Grim Reapers, yeah, they were supposed to open. This was not the band that I was just talking about with Craig Myers and Tom Peterson, this was the earlier version of the Grim Reapers. So, the only guy from Cheap Trick in that band was Rick Nielsen. But, yeah, they were supposed to open, and then Otis’s plane crashed into Lake Minona, which is really just 5, 10-minute drive from where I am right now. Yeah.

BRAD: All right, so I had asked you to pick five songs that would kind of be like a primer for the first period of Cheap Trick. And so, let’s dig into some of those songs. The first one that  you wanted to talk about was a song called “Downed”.


BRIAN: It’s hard to know when Rick wrote this song. It’s about a period when he thought about moving to Australia in, like, 1971.

BRAD: Yeah, that’s like one of the first lines of the song, right?  He references in Australia.

BRIAN: Yeah.  There’s even a newspaper article when the second version of Fuse that had Stewkey and Tom Mooney from Nazz in the band, when that band broke up, the newspaper said that all the guys were going to different places; Rick is going to Australia, Tom Peterson was going to Germany, Tom Mooney back to California, and Stewkey to Texas. That’s what it said in this newspaper article. And Rick has explained later that one of the reasons he didn’t go was because he couldn’t bring his dog [laughs].


BRIAN: I’ve seen him kind of imply, too, that he wrote this song at that time. But the thing is, this song was never played with Sick Man of Europe, the band that he had in ‘71 to ’73, and it was never played in the earliest years of Cheap Trick. So, it’s weird if he would have had this song and then they never played it, so I’m not sure when it, but it is one of the earliest Cheap Trick songs.

BRAD: Well, that’s interesting, too, that it’s one of their earliest songs, but it’s not on their first record. It’s on the second album.

BRIAN: Yeah, most of the songs on the second album they had for the first album, including “I Want You To Want Me”.

BRAD: Me which is so incredible, because the classic thing that everybody says about bands, they have a lifetime to accumulate the songs on their first album and then after that, they’re kind of spent. The sophomore slump and all of that. But here’s a band that had such an incredible catalog of songs that they were able to draw on that for not just their second album, but their third, and even beyond that, which is pretty incredible.

BRIAN: Well, Jack Douglas picked about 20 songs for them to record during the sessions for their first album. And three of those songs were “I Want You To Want Me”, “Surrender” and “Dream Police”.  And then none of them were on the album.

BRAD: Well, “Downed”, the intro of the song is great. It’s this descending melody, really strong melody, reminiscent of, like, “Dear Prudence”, but there’s a million songs that do that. It’s got the Cheap Trick patented harmony vocals in there, and then it kicks in with that really heavy riff. And to me, it just encapsulates everything that’s great about the Cheap Trick sound in that one song. You’ve got it all: you get the melody, you got the heaviness, it’s all there. It’s just a super strong track.

BRIAN: Yeah, it really is. It’s a brilliant piece of work.


BRAD: The second song that you picked is a song that brings us back to that first album, which there’s some history to this song, “The Ballad of TV Violence”. Why don’t you tell us the story of this track?


BRIAN: Yeah, this is another one. One of the earliest Cheap Trick songs, definitely one of like the first ten. This song, I think, is a perfect example of what was so different about Cheap Trick. If you picture a song like this in 1975, if you really listen to the song, and then ask yourself , “who the hell would write this?”  It’s a very different song. It’s a very unique, brilliant song, I think, but it’s really odd in a lot of ways, because the song is about Richard Speck, a mass murderer, and you’ve got Robin Zander kind of playing that role. By the end, he’s just screaming. Just screaming like a maniac.


BRIAN: It’s an insane song. I mean, there’s a concert they played, on Mother’s Day in a park in Rockford in 1975. And they play this song. And you’re just thinking, “This song is insane. And they’re playing it to a bunch of families in the park.” There’s an article in the newspaper about all the families out for this nice spring day. It’s Mother’s Day. And then the band is playing this song

BRAD: This song about a mass murderer. And the original title of the song was “The Ballad of Richard Speck” or something, right?

BRIAN: Yeah. Richard Speck was a spree killer in Chicago, in I think the late 50’s that happened.

BRAD: Yeah. He murdered a bunch of nurses, right?

BRIAN: Yeah. I think he murdered eight young women just in one night. This insane crime. Yeah.

BRAD: It’s a horrific story.

Speaker C: Yes. And since it was in Chicago, it was virtually like a local event for Cheap Trick, you know?

BRAD: So “The Ballad of TV Violence”, it’s got a great stomping riff to it. I love how the guitar kind of follows the vocal. It’s like you said, Robin is just shredding his voice at the end of the song. I imagine this must have been the last session of the day, because I can’t imagine going back and singing anything else after he finishes this take. It’s intense.


BRAD: Well, another song off the first record that you picked is a song called “He’s A Whore”. What’s the story behind this one?

BRIAN: This song came after the last two songs we talked about, at least by a little bit, but they had it by ‘75. And I mean, this is kind of the quintessential Cheap Trick song, really, especially the early version of Cheap Trick. And you think about a song like this in 1975, it’s almost a punk song. It’s just a perfect example of how unique and original Rick Nielsen’s songwriting was at the time. Rick Nielsen’s songwriting is probably more influential than we even realize. You know, the bands like Kiss and even Cheap Trick, a lot of the people they influenced are not considered, by elitist or pretentious people or whatever, they’re not considered top-tier bands, or important bands, or whatever. But if you look at all these people that started bands in the ‘80’s and even the ‘90’s, tons of them were influenced by Cheap Trick. And Rick Nielsen was, his songwriting style was very individual and unique. The way he played guitar and the way he wrote songs, he really developed his own style. And I think this song is a perfect example. Nobody else would have written this song.


BRIAN: I think it’s just a brilliant song. But it’s so Cheap Trick. It really kind of sums it up about what was unique and special about the early years of Cheap Trick, I think.

BRAD: Yeah, it’s a classic Robin Zander vocal. And, I mean, he still sounds like that today, which is incredible. Then you’ve got Rick’s backing vocals, which are again, it’s a trademark Cheap Trick sound, those backing vocals that he does.


BRAD: The song clocks in at 2 minutes and 43 seconds. I mean, there’s not a second wasted in this song. And that’s, that’s a Cheap Trick thing, too. I mean, all of these songs we’re talking about today, but just in general, their songs are always tight. You know, “Downed” is just over four minutes; “Ballad Of TV Violence” clocks in at over five minutes. But that’s about as long as a Cheap Trick song ever really gets.


BRIAN: And a really interesting thing I have in the book is, Ken Adamany had told me a story about how Rick Nielsen, when he would write some lyrics, he would call Ken Adamany’s office, he was the manager of Cheap Trick, and he would dictate the lyrics over the phone to Ken’s secretary, who would take them down in shorthand and then she would type them up. So, then Rick had his lyrics typed, you know, and so Ken Adamany still has this piece of yellow paper from a legal pad, says “He’s A Whore” at the top, and then it’s a bunch of shorthand symbols. And the picture of that is in the book. It’s pretty amazing.

BRAD: Shorthand. Talk about a lost art, right?

BRIAN: It’s hilarious, too, because it’s all these shorthand symbols and you get town towards the bottom and you just see the word “gigolo”, because there’s no shorthand symbol for ‘gigolo”.

BRAD: That’s great. All right, so the fourth track on your list jumps ahead to the third album, a song called “Auf Wiedersehen”. It’s the first song we’ve talked about that wasn’t entirely written by Rick Nielsen; this one, Rick and bass player Tom Petersson share writing credit. But what’s the history of “Auf Wiedersehen”?

BRIAN: Well, they had it for the first album. They had this song, was written in ‘76. It seems like the original title of it was “Kamikaze”. There’s at least one article where the author refers to it as that. That might have been the original title. But again, this is a perfect example of how unique and interesting Rick Neilsen’s songwriting was, especially for the time; it’s another song that’s completely insane. I do a podcast with Ken Mills called “Cheap Talk” where Ken has laughed multiple times on the podcast about when I brought up the concept of you go see Cheap Trick at like a state fair, and by the end of the show, Rob Zander is just screaming suicide over and over at the top of his lungs. It’s a perfect example of early Cheap Trick and how out there it was. But also, it’s a great song. It’s such a cool song, the riffs are amazing.


BRAD: Yeah, you’re right, it’s a great riff. Great riff. It’s another pretty tight song, this one’s 3 minutes and 41 seconds long. You can clearly hear Tom Petersson’s 12-string bass at the beginning of it, which is kind of another element of their sound. Not that many people are playing– still today, not that many people play the 12-string bass. Kind of an integral part of their sound in a lot of ways. And Robin’s voice, this is his classic punky voice.


BRAD: In your book, you point out what a great mimic Robin was as just as a singer. He really is a guy who could sing anything.

BRIAN: Yeah. And it’s interesting, because when Robin first joined Cheap Trick, when he was like, 20, 21 years old, I don’t think he knew exactly what he was capable of. And I think he learned as he went. He mostly sang, like, folk music, and he was playing for years. He would play Neil Young. Bee Gees, early Bee Gees, Crosby Stills and Nash, he was doing a lot of stuff.

BRAD: Yeah, he was mostly performing as a duo with another guitar player, right? They were primarily acoustic kind of stuff.

BRIAN: Right. Yeah, he did that for years. And he had never really been in a rock band. He had a couple of flirtations with it. But if you hear the really earliest recordings that are available of Robin with Cheap Trick, you can tell that he really developed his vocals, and I think actually learned what he was capable of. You know, eventually Rick Nielsen just starts using Robin’s voice as another instrument. That’s another facet of Rick Nielsen’s songwriting is, he only could write some of the songs he wrote because he knew Robin could sing it.

BRAD: Yeah, there’s so many influences in there. You mentioned it right at the top that all of these guys were big fans of The Beatles and the British Invasion. So, you’ve got The Beatles influence and The Who and all of that. But there’s just elements of everything in his songwriting, and the fact that he had a singer who could pull off whatever he gave him, like whether it was a Beatles pop melody or just an all-out screamer, or something that had that kind of punky edge to it. He could write whatever he wanted and Robin could sing it.

BRIAN: Yep. Yeah, that was very important because it gave Rick Nielsen the freedom to just kind of go wild with his songwriting and run the gamut, from nice and sweet and syrupy to completely over the top insane screaming at the top of your lungs.

BRAD: And that brings us to the last song that you had on your list, which is “On Top of the World”, which is one of my favorite Cheap Trick songs. It’s got everything. It’s got that Peter Gunn style guitar riff at the top. Then it goes into that brilliant chorus that is super catchy. The verses have these very… it’s not a three-chord blues type of riff, there’s a lot of chords in there. It’s very kind of Beatlesque. There’s the piano in there, I assume that’s Rick playing the piano on the track? And then at the end, you have almost this ELO-style, Beatlesque bit at the end. I mean, once again, all the elements of what make Cheap Trick great are in this track.


BRIAN: So this is the only song I picked that they didn’t have in the early years. This is one that was actually written probably right before “Heaven Tonight”. They had never even played this song live before they recorded the album. But to me, this is one of the most incredible songs of all time, by anyone. And I think it’s really a quintessential example of exactly how brilliant Rick Nielsen was and exactly how great this band was. The arrangement of this song is stunning. I don’t know how anyone could not be impressed by a song like this. This is one of the best examples, I think, of the capabilities of Rick and the band. It’s an amazing, incredible song.


BRIAN: The arrangement and the melodies and the instrumentation and the musicians playing it, everything about it is pretty stunning. Yeah, I thought it was a good way to round it out and maybe the best example, just in terms of songwriting and arrangement, it’s one of the best examples you’re going to find of the brilliance of Rick and Cheap Trick.

BRAD: Yeah, and I think it points in the direction that the band would follow. You’ve got a guy who can write a song like this and of course, a guy who can sing it, but also a band who can execute on all these different parts and changes. It’s kind of like a little mini tour de force of what makes Cheap Trick such a great and unique band. It’s, it’s a great song.


BRIAN: Yeah, exactly. Both Jack Douglas and Tom Werman, who have worked with a lot of bands, both basically say Cheap Trick are the favorite band they ever worked with, the best band they ever worked with, the tightest band. They took the least amount of time in the studio. They would just hammer everything out, play it perfectly, because they had been doing it for so long by that point. And they were at the top of their game. But also, they were very creative and unique. Rick Nielsen always injects an element of kind of sloppiness or just wackiness into everything, which I think in some ways, is one of the reasons, maybe, that people don’t realize quite how talented and skilled he was, because he never took himself seriously and never really let anybody else take him seriously, either.

BRAD: Right.

BRIAN: But if you look past that, a song like this makes it so obvious how talented they were.

BRAD: So the book is called “This Band Has No Past”. Obviously, you’ve got to love a band to devote that much time and energy into writing a book about them like this. How did you first get into Cheap Trick?

BRIAN: Well, they were always around when I was growing up. But when I was a kid, everything for me was about heavy metal. So, I knew Cheap Trick, I had a couple of their records ‘cause I would buy records at my local record store for a buck. And so, in my first, like, 50 records I had, I had “In Color” and “Dream Police” in there or something. But they were not one of my favorite bands when I was growing up, it wasn’t until I got to college and it was really the revelation of the first album, which I had no idea about until I was in college and started just collecting records like a maniac. And when I heard the first Cheap Trick album, that was kind of the realization of, wait a minute, this is the same band? That album probably my favorite album of all time. It’s very different from anything else in Cheap Trick’s catalog. And it blew me away at the time. And then I got “One On One”, it’s another of my favorite Cheap Trick albums that I just had no idea about when I was growing up. Once I started getting their entire catalog, and learning more about them, they just became my favorite when I was in college. Of course, Kiss was my favorite band growing up.

BRAD: Yeah, me too.

BRIAN: That’s another thing: I went to college in Madison, where Cheap Trick were complete legends. That was like their home away from home. They were from Rockford, but Madison was where Ken Adamany, their manager, was based. They had a huge fan base there. I don’t know, it just went from there. But yeah, I became kind of obsessed.

BRAD: And what inspired you to write the book?

BRIAN: When I started the podcast– which was one of the smartest things I ever did– I met a lot of people; one of my earliest episodes, I had Greg Renoff on, and this is when he was just working on “Van Halen Rising”. I guess that was part of my inspiration. My original idea was to pitch a “33 1/3” book about the first album; that’s that I first started working on. And I started interviewing people, including some people from the record label. And then I talked to this guy named Jim Charney, who was part of signing the band to Epic, worked for Epic at the time. Turns out Jim Charney had been friends with Ken Adamany since the late ‘60’s. And he’s like, “I could put you in touch with Ken”. And for me, Ken Adamany was like this mythic figure. You know, anybody who was a fan of Cheap Thick just knows about Ken Adamany. But by the time I became a fan, that was kind of around the time they broke ties with Ken. So, Jim Charney puts me in touch with Ken Adamany, and then Ken Adamany gets involved. And that’s when I started to realize that might I have to expand the scope of this thing. And then I was supposed to go meet with Ken, and when the meeting finally happened, he got Bun E. Carlos to come. So, then I had this, like, three-and-a-half hour meeting with Ken Adamany and Bun E. Carlos, and it’s like “OK, OK… Now this is really turning into something.” So, this has been like five years in the making.

BRAD: What were the biggest things you learned writing the book?

BRIAN: I guess I learned that with a project like this, there’s a long period of time where you might not, would never even say it out loud or admit it to someone, but you’re not sure you can actually accomplish what you’re trying to accomplish. And at some point you get over the hump and then it’s a downward slope. And that’s an amazing moment when you realize, “I actually am going to pull this off. I actually can do this.” It’s an insane process to get from a blank page to a 400-page book. So I guess one lesson is, you can do it. I wasn’t anybody, but I just tried. So, if you want to do something like this and you think that you can do it, even if you feel like nobody else thinks you can, there’s no harm in trying, so…

BRAD: Well, we mentioned a few times throughout this episode, you host a podcast called “Rock And/O Roll”, you’ve been doing it for years and that’s how you and I first connected. And you’ve recently relaunched the podcast, which I am totally psyched about. So, just drop a few hints or tidbits about what you’ve got coming up on your podcast.

BRIAN: Well, I. Have a whole bunch of interviews in the can with guys from the history of power pop from the 70’s & 80’s, that’s one thing that’s coming up, and probably a series about Colonel Tom Parker, Elvis’s con-man grifter manager. And then episodes here and there that’ll be similar to what I used to do.

BRAD: That’s awesome. I’m particularly looking forward to those power pop interviews, that’ll be great. I said it before, and I will never stop giving you credit for it, it was you and a handful of shows like yours that inspired me to start this podcast. This show would not have ever existed without you, so I thank you so much for that. And I thank you so much for coming on the show today. Brian Cramp, the podcast is “Rock And/Or Roll”. It’s available again on your favorite podcast service. The book is called “This Band Has No Past – How Cheap Trick Became Cheap Trick” It’ll be available September 6, 2022, published by Jawbone Press, right? That’s the publisher?

BRIAN: Yeah, they’re a publisher out of the UK. Do you have their Todd Rundgren book?

BRAD: Mm-hmm.

BRIAN: I figured.

BRAD: Yep. Yep. Yeah. So, Jawbone Press. You can order it from Amazon today. You can get it from your local bookstore. Brian, so good to talk to you. Thank you so much for coming on the show.

BRIAN: All right, thanks, Brad.

BRAD: And thanks to everyone for listening to this episode on Cheap Trick. They’re an amazing band with a really rich, deep catalog. I hope this episode gave you a taste of what the band has to offer and inspires you to check out more of their records. You’ll be glad you did.

Brian’s podcast “Rock And/Or Roll” is part of the Pantheon Podcast Network, right alongside this show and dozens of other music related shows. So please check out “Rock And/Or Roll” and some of the other shows on the Pantheon Network of podcasts.

The “I’m In Love With That Song” podcast will be back in a couple of weeks with a brand new episode, so stay tuned for that. In the meantime, follow us on Facebook and check out our previous episodes on our website,, as well as anywhere you can find podcasts.

Thanks again for listening to this episode on Cheap Trick. Farewell, sayonara, auf wiedersehen, so long.

Few albums in history have had the cultural impact as Marvin Gaye’s “What’s Going On”. Universally loved by music fans around the world, it’s an album like none before it. Few records have captured the zeitgeist and remained as relevant as this album — Marvin’s crowning achievement. On this episode, we take a deep dive into the title cut to discover the elements that make up this masterpiece.

“What’s Going On” (Marvin Gaye, Al Cleveland and Renaldo Benson) Copyright 1970, 1971, 1972 Jobette Music Co, Inc.

If you liked this episode, check out our previous episode featuring the great Marvin Gaye:


Before you were even born, you were listening. In the womb, you can’t see the world, you can’t smell it or touch it, but you can hear it. Sound is your first connection to the world that awaits you.  My name is Brad Page, and this is the “I’m In Love With That Song” podcast on the Pantheon Podcast Network. On this show, we use our ears to explore the world of music together, on our mission to discover how songs are put together and what makes a great song work.

On this episode, we’ll explore one of the most important records ever made. There are very few albums you can say that truly changed music history. This is one of them. The title song from Marvin Gaye’s classic album, “What’s Going On”.


Marvin Gaye seemed like a guy who had it all together. By 1970, he was Motown’s number one male solo artist, the Prince of Motown. He was smooth, he was cool, but underneath that cool exterior, he was a tortured soul. He was racked with self-doubt and shame, raised by a violent, abusive father who was a preacher, a so-called “Man of God” who was a total hypocrite that beat his wife and kids. And Marvin received the worst of the beatings. Thanks to music, Marvin was able to escape from the mistreatment, but I think he always carried some guilt about abandoning the rest of his family.

Marvin’s first taste of success came when he hooked up with Harvey Fuqua from The Moonglows, and Marvin kind of became his protege. But then Fuqua linked up with the Gordy family, and basically sold Marvin’s contract to Barry Gordy and Motown. Marvin was essentially traded for money. That’s a simplification, but you get the gist of it. And that whole experience left Marvin with a sense of disillusionment with the music business, before he even cut his first song for Motown.

But he established himself, had a string of hits as a solo artist, along with duets with Mary Wells, Kim Weston, and most successfully, with Tammi Terrell. The two of them recorded a bunch of classic duets together, including “Ain’t No Mountain High Enough”.


And “Ain’t Nothing Like The Real Thing”.

Then on October 14, 1967, Tammi collapsed into Marvin’s arms on-stage during a performance of “Ain’t No Mountain High Enough”. She was eventually diagnosed with a brain tumor; she would die a few years later.

But the Motown machine had to keep churning out those hits, and Marvin was even forced into recording some fake duets with Valerie Simpson pretending to be Tammi Terrell. This just made Marvin even more disillusioned and depressed.

To make matters worse, along the way, Marvin had married Barry Gordy’s sister, Anna, and their marriage was tumultuous, to say the least.

In 1968, Marvin had a huge hit with “I Heard It Through the Grapevine”. We covered that song in-depth, back in episode number 62 of this podcast. If you haven’t heard that one, go check it out. It’s a good one.

“I Heard It Through The Grapevine” was not only a number one smash hit, it also became the biggest selling hit in Motown’s history. And it was a record that Barry Gordy didn’t even want to release. In fact, he fought against it.

In the end, Marvin was ambivalent about his success with “Grapevine”, but one thing it did prove to him was that Barry Gordy and his Motown machine could be wrong. They could make mistakes. Their judgment wasn’t always right. And that empowered Marvin to start making the album that he really wanted to make.

The reverberations from the assassinations of Robert Kennedy and Martin Luther King were still being felt in 1970, along with the riot at the Democratic National Convention and the ongoing effects of the war in Vietnam.  Tammi Terrell had died in March 1970; Marvin spoke at the funeral very emotionally. Then, in June 1970, Marvin headed into the studio to record “What’s Going On”.

Obie Benson was a member of the Four Tops, and when they were in California in May of ‘69, he had witnessed the police attacking protesters in Berkeley, and that inspired him to start writing “What’s Going On” with his songwriting partner, Al Cleveland. Now, the Four Tops were not interested in recording what they saw as a “protest song”, so Cleveland and Benson brought the song to Marvin, and Marvin refined the melody and added to the lyrics.

Marvin’s brother Frankie had served in Vietnam and brought home some horrific stories that he shared with Marvin. Those emotions work their way into “What’s Going On”. Marvin was able to channel his feelings about his brother’s pain, his own sadness over the loss of Tammi Terrell, and his frustrations over his career. All of it was poured into “What’s Going On”.

Marvin Gaye, Obi Benson and Al Cleveland share writing credit on “What’s Going On”. The musicians on the track include members from the legendary Motown session players called the Funk Brothers, including bass player James Jamerson. But Marvin wanted to mix it up, too, so he brought in some outside musicians. Rather than use the regular Funk Brothers drummers, he brought in a drummer with big band experience, Chet Forrest.

The song opens with the sound of a small crowd, like we’ve just joined some friends at a party.


Those voices include some of the Funk Brothers and two members of the Detroit Lions, Mel Farr and Lim Barley, friends of Marvin’s, who he invited into Motown Studio, the “Hitsville” studio. The voice you can hear loudly proclaiming, “Hey, man, what’s happening?” Is LG Stover, a Motown employee and a trusted friend of Marvin’s.

Now that saxophone part that opens the song is one of the most recognizable in history. Marvin worked hard with the arranger and the musicians to refine the tracks exactly as he imagined them, but he also knew magic when he heard it. And there are two key features of this song that were completely accidental, but so perfect that Marvin kept them and they became essential elements of the song:

Eli Fontaine was an alto sax player that Marvin brought in to play on the song. Eli listened to the track and then played a little bit on his saxophone just to warm up. Then he told Marvin he was ready to record. Marvin said, “Nope, you can go home. We got what we needed.” What Eli had played for his warm up, just noodling around, was perfect. What was captured on tape and became part of music history isn’t even a first take– it’s a rehearsal. That part is so memorable, it’s one of the main hooks of the song, and that is the only time that that part appears in the song, just right there at the very beginning. Let’s listen to the whole intro again into the first verse.


OK, let’s spend some time on how these tracks were put together, because there’s a lot of layers here. There are two guitar parts. I’m going to play them together, but pan them left and right so that you can differentiate them, but also see how they work together.


There’s a few tracks of drums and percussion. Here’s the drum part.


There’s a conga part


And also this percussion part.


There’s a piano part, which I believe was played by Marvin himself.


And there’s vibes, played by Jack Brokensha


There’s more saxophone on there, too


And of course, the bass played by James Jameson.


There are also background vocals that are present through the whole song


So now that we’ve heard those parts in isolation, let’s go back and listen to that verse again and see how all those parts come together.


I’m just curious if any of those parts jump out at you now, now that you know what they sound like individually, let’s hear the second verse.


I mentioned before that there were two serendipitous events that ended up becoming a big part of the song. One was that saxophone introduction. The other was a mistake by engineer Ken Sands. Marvin had recorded two different takes for the lead vocal, and he wanted to hear them separately and decide which one to keep. But Ken Sands accidentally played them both back at the same time, and when Marvin heard them together, he liked the way that sounded, the way the two parts weaved around each other. And he decided to keep both vocal parts. This multi layered vocal style became a sound that Marvin would return to throughout his career.


That multi-layered vocal style became a technique that Marvin would return to on many songs throughout the rest of his career. Now we’re heading towards the chorus and there’s a couple of new elements added here. There are some finger snaps:


And a string section, arranged by David Van De Pitte, whose arrangements were a critical part of dozens and dozens of Motown hits.


Let’s listen to it all together now.


In a song full of great moments, this may be my favorite part. The way Marvin syncopates the phrases “picket lines and picket signs”, the sensitivity in his voice when he sings “don’t punish me with brutality”, something he had plenty of personal experience with. And the way his voice just soars when he hits that chorus, it’s total perfection.


And barely audible in the mix, you can hear Marvin add this:


The next section is an instrumental break where you’d normally hear something like a sax solo. But here, Marvin fills the space with his own voice.


And let’s just take a minute to appreciate the groove that the bass, drums and percussion are laying down behind this party.


And here’s the last verse.


Notice right there that Marvin says, “I’ll tell you what’s going on”.


One small little detail that I actually think is important: most people probably interpret the title of this song as a question “What’s going on?”, question mark. But in the actual song title, there is no question mark. In fact, I’ve heard that in the original lyrics, there was a question mark, but by the time they finished the song, Marvin removed it intentionally. The song, and the album, isn’t phrased as a question. There’s no punctuation. So the song can be read as a question and a statement. Marvin is asking us what’s happening, but he’s also telling you what he’s seeing and feeling. He’s being a reporter, a journalist in song, documenting the world around him.


And if you ever wondered what the crowd was talking about in the background there, well, here you go.


At one point, you can hear a voice refer to someone as “Gates”. That was Marvin’s nickname, Gates. Let’s hear that final passage one more time.


And let’s listen to James Jameson’s bass one more time.


Marvin Gaye – “What’s Going On”

As the legend goes, when Berry Gordy first heard the song, he said it was the worst thing he’d ever heard and refused to release it. Well, Marvin told them that he wouldn’t record a single thing for Motown until they released this song. He even decided that he’d just quit music and play football for the Detroit Lions. He’d never actually played football before, but that didn’t seem to deter him.

Eventually, Marvin won out. There was just too much demand for a new Marvin Gaye single, and Marvin wasn’t going to give them anything else. “What’s Going On” was their only option. So they released it.

By then, Berry Gordy had pretty much relocated to California, so it was easier for other people to get the single out without Gordy’s approval. Story goes that Gordy was furious that they released the song, until he discovered that it had sold a hundred thousand copies on the first day… then he changed his tune.

Both the single and the album have sold millions of copies and they frequently topped the list of greatest songs and greatest albums of all time. But beyond the charts and the stats, this album endures because it touches people, it moves people, it inspires people. It’s bigger than Motown, it’s bigger than Marvin.

Marvin Gaye would lead a troubled life that ended in tragedy. But this album that he created is a singular perfect piece of art. Nobody can do better than that.

I used a number of sources to research this episode, but my main resource was a book called “What’s Going On” by Ben Edmonds. I think it’s out of print now, might be a little tough to find, but it’s a fantastic book. Highly recommended.

Thanks for listening and for being a part of this journey. The adventure continues in two weeks when we’re back with another new episode. Until then, visit us on Facebook or on Podchaser, where you can leave comments and feedback. And if you enjoyed the show, share it with your friends and follow the show so that you never miss an episode.

We are but one show on the Pantheon Podcast network. Be sure to check out some of their other great shows. And remember to support the artists and the music you love.

Only love can conquer hate. That was Marvin Gaye and “What’s Going On”.