Fleetwood Mac – “Sara”

"Sara" Words & Music by Stevie Nicks, Copyright 1979 Welsh Witch Music (administered by Sony/ATV Music Publishing)

Following the unprecedented success of Rumours, Fleetwood Mac found themselves at a crossroads: deliver a safe sequel or redefine their sound. Driven by Lindsey Buckingham’s obsession with the burgeoning punk and New Wave scenes, the band spent a then-unheard-of $1.4 million to create Tusk, a lo-fi, experimental double album recorded in upgraded studios and tiled bathrooms alike. While the industry initially labeled the project a failure compared to its predecessor, time has vindicated the record as a brave artistic pivot. At the heart of this transition stands “Sara.”

We’ll peel back the layers of the track’s amalgamation of inspirations. The episode investigates the delicate, sweeping drum patterns of Mick Fleetwood, the “Ice Cream Changes” chord structure, and the deeply private stories buried in the mix—including Stevie Nicks’ complicated fallout with her best friend and her secret history with the Eagles’ Don Henley. By isolating vocal tracks and exploring the instrumental performances, this episode demonstrates how Fleetwood Mac turned personal turmoil into a song that continues to strike a heartbeat in millions of listeners.

“Sara” (Words & Music by Stevie Nicks, Copyright 1979 Welsh Witch Music, administered by Sony/ATV Music Publishing)

TRANSCRIPT:

Hey, hey, welcome back to the I’m in Love with that Song podcast. We are part of the Pantheon Media Network; this is where fans belong. My name is Brad Page, I’m the host of this show, and each episode here, I pick one of my favorite songs and we dig into it together to try to understand why it’s such a great song. You don’t have to be a musician or know anything about music theory to enjoy this show. We don’t get super technical; all you need is a little curiosity about what makes a song work.

This episode, we’re exploring a song by one of the biggest bands in history, a song from their most polarizing album. Some people love this record, some don’t, but this song was a top ten hit for them back in 1979, 1980, and it has quite an interesting backstory. So, let’s get into it. This is Fleetwood Mac and “Sara.”

[“Sara” excerpt]

The history of Fleetwood Mac is long and pretty convoluted. We told that story on this podcast a while back on episode 122, where we examined the song “You Make Loving Fun” and the career of the late Christine McVie. You can re-listen to that episode on our website, lovethatsongpodcast.com, or find it back in our feed in your podcast app.

That episode catches you up on the band right up to the Rumours album. This time, we’re picking up with the album that followed: Tusk. Rumours was, of course, one of the most commercially successful albums of all time. It sold tens of millions of copies and generated a bunch of massive hits. The album was a cultural phenomenon. It also shone a spotlight on the messy interpersonal relationships within the band; everybody knew their business now.

And I’m sure it doesn’t need to be said that that kind of success brings a lot of pressure. The fans, the music business, radio, and especially the band’s record label, Warner Brothers, were all waiting for the band to produce a sequel—Rumours 2, if you will. But the driving force behind the new album was guitarist and vocalist Lindsey Buckingham. And Lindsey was determined to pivot away from the breezy California rock of their last two albums. He was inspired by the burgeoning punk and New Wave sounds, and he was afraid that the band would become artistically irrelevant if they didn’t change.

To Warner Brothers, Fleetwood Mac was a cash cow, a revenue machine, and they wanted more of the same. But to Lindsey, that path led to stagnation. And as the architect of this new album, he wasn’t having it. This led to a lot of push and pull with the record’s producers, Richard Dashut and Ken Caillat, and with the other band members, too. Lindsey wanted to strip away the lush harmonies, the polished reverbs and EQs of the previous albums and capture more of a raw, DIY sound and feel.

And it’s always seemed pretty funny to me that in search of this raw, stripped-down, lo-fi sound, the band would end up spending $1.4 million to make this record. At the time, it was the most expensive record ever made. That’s the equivalent of spending like $6 million today. Not exactly a DIY budget.

The album was primarily recorded at the Village Recorder studios in LA. They spent a lot of that budget on modifying and upgrading Studio D at Village Recorders, including installing a new SSL 4000 series console. But Lindsey also did a lot of recording at home using his tiled bathroom, which he affectionately referred to as “Studio B.” He would speed up or slow down the tapes. He had a microphone placed on the tiled floor, then he positioned himself over it like he was doing push-ups and belted out the vocals for the song “Not That Funny.”

[“Not That Funny” excerpt]

There’s even a story that he had the band slap around some raw pork chops for a percussion effect. At this point, I think it’s fair to acknowledge that there was an ungodly amount of cocaine consumed by everyone making this record. But I think it’s unfair to laugh off this creativity and sometimes crazy experimentation as just drug-fueled madness. Regardless of how successful you think this experimentation was, there’s no question Lindsey Buckingham is a creative genius, with or without the drugs.

But let’s not forget that there were three songwriters in Fleetwood Mac. Of the 20 songs on the Tusk album, nine were written by Lindsey Buckingham, six were written by Christine McVie, and five were by Stevie Nicks. Stevie was the breakout star of Fleetwood Mac. People were beginning to cotton on to the fact that Lindsey was the creative architect of the band, and Christine wrote many of their biggest hits—and I still think she was the most under-appreciated member of the band. But it was Stevie Nicks who captured the public’s imagination. People weren’t showing up to Fleetwood Mac’s concerts dressed like Christine or Lindsey, but women were coming to shows in droves in Stevie’s image.

Of the three songwriters in the band, Stevie was always the most enigmatic lyricist. She had described the song “Sara” as her most personal song, but even here, her lyrics are not a straight narrative and they’re not exactly telling a story. And this is where it gets tricky for this show, because the whole purpose of this podcast is to get a better understanding of the song: how it came to be, what it’s about, and what it’s trying to tell us about the world outside and the artists themselves. But some songwriters cloak their songs in mystery; some leave it up to us to decide what the song is about. We get to decide. And some songwriters leave the specifics vague because they want to express their pain, but they want to keep some private things private.

So, I don’t want to put words in any artist’s mouth, and I don’t want to misinterpret the writer’s intention. So, here with “Sara,” we’re going to try to tread softly. There are facts that we can consider and make some connections, but in a case like this, we can never be 100% sure of the artist’s intentions. So let’s try to keep that in mind as we move forward.

The Tusk album is a sprawling double album: 20 songs across four sides, a total of almost 74 minutes long. “Sara” was nestled as the last song on side one. There were six songs from the album released as singles around the world, including the title track, but “Sara” was the most successful. The album version of the song runs 6 minutes and 26 seconds; it’s the longest song on the album. For the single release, the song was edited down to 4 minutes and 37 seconds.

6.5 minutes may seem long, but when Stevie Nicks originally wrote and demoed the song, it ran 16 minutes. As I understand it—and I could be wrong—the original 16-minute version was just Stevie’s vocal and piano. I’ve been trying to find a copy of that demo to play a little bit of it here, but no luck yet. Maybe somebody out there has it; it’s never been officially released. I’m sure somebody out there has a copy.

When Tusk was remastered and reissued, they did include a longer version of “Sara,” clocking in at over eight minutes. But that is still only half the length of the original demo. Here’s a bit of that eight-minute version, sometimes referred to as the “Cleaning Lady” version because of a bit at the beginning where Stevie mentions that.

[“Sara” (Long Version) plays]

In the end, they would cut out nine verses from the original version to get the song down to 6 minutes and 26 seconds. And as I said before, for the single, they cut it down even further to 4 minutes and 37 seconds, which frankly, I think takes some of the heart and soul right out of the song. It just cuts too much. For this episode, we’re going to be listening to the original album version, the one that runs 6 minutes and 26 seconds.

[“Sara” intro plays]

The recording started with a basic track of Stevie singing and playing piano. Stevie was playing what they call a tack piano. That’s a regular piano with thumb tacks—literally tacks stuck into the felt hammers—which produces a sharp metallic attack when each note is struck. It’s the sound you think of when you picture a honky-tonk piano.

Now, Stevie insisted on recording her vocal while she was playing the piano, which immediately caused a problem because the piano sound bled into the vocal mic, and her vocals were also picked up by the piano mic. That meant that you couldn’t separate the two. And also, Stevie wasn’t playing to a click track, so her timing would naturally waver, speed up or slow down a bit. And that meant that overdubbing the other instruments, that was going to be a challenge too, because they had to match up to Stevie’s inconsistent timing. In the intro, you can hear two piano parts: one panned right, one left. One is played by Stevie, the other by Christine McVie.

[“Sara” plays]

Now, with current technology, we can do something that they could not do then: we can isolate her vocal from the piano and all the other instruments. So, let’s listen to her vocal here, and notice how much echo is on this vocal track.

[Isolated Vocals: “Wait a minute, baby / Stay with me a while / Said you’d give me light / But you never told me about the fire.”]

That’s where the rest of the band comes in, led by Mick Fleetwood’s sensitive drumming. He knew he had to do something delicate that would ebb and flow with Stevie’s timing variations. Story goes that he spent 24 hours in the studio working with the track, dropping in phrases that gelled perfectly with Stevie’s tracks, creating the groove for the rest of the band to follow. Rather than use typical drumsticks, Fleetwood used wire brushes playing a continuous sweeping pattern on the snare drum.

[“Sara” plays]

“Drowning in a sea of love where everyone would love to drown.” That line seems pretty simple, almost like a throwaway line really, maybe even a little clunky. But let’s think about that for a minute. Drowning is death, right? And it doesn’t seem like a particularly pleasant way to go. But drowning in love where everyone would love to drown speaks to the irresistible call of love. You’re drawn to it, sometimes against your better judgment; you just can’t help it. Like one of those horror movie scenes where someone steps willingly into death because they’re hypnotized or whatever. I’m not going to go so far as to say that this line is profound, but it articulates a deep idea in just a few words, and that… that’s great songwriting. It also speaks to Stevie’s emotional state at the time and sets the stage for the rest of the song.

[“Sara” plays]

Mick Fleetwood comes in here with a more driving drumbeat, adding in some toms. Let’s listen to what he’s playing along with John McVie’s bass part.

[Isolated Drums and Bass plays]

Stevie and Lindsey Buckingham broke up at the start of making the Rumours album, and many of their songs on that album are about that—pretty much everybody knows that, it was common knowledge at the time. But what most people didn’t know was that Stevie and drummer Mick Fleetwood started an affair during the Rumours tour in 1977. Fleetwood was married at the time and Stevie was in an emotional place; this was just a bad idea at the time. And while I don’t think the affair lasted long, it could have easily destroyed the band. So they ended it, but the fallout can be felt here. The next line in this song, “He was just like a great dark wing,” that is about Mick Fleetwood.

[“Sara”: “And he was just like a great dark wing / Within the wings of a storm / I think I had met my match.”]

This next bit, I think is the most sensuous line in the song: “He was singing and undoing, and undoing the laces, undoing the laces.” The way she sings that, she stretches just those few words out over half a minute. That is an eternity in a pop song. Listen to how she works that line for all it’s worth.

[“Sara”: “He was singing / And undoing / And undoing the laces / Undoing the laces…”]

There’s also some great backing vocal work in there by Lindsey, along with Christine McVie. Let’s keep rolling.

[“Sara” continues]

Here we have our first mention of Sara. Who is Sara? What’s her place in this song? Sara Recor was one of Stevie Nicks’ best friends. According to one story, she was actually present in the room when Stevie recorded that original 16-minute demo of this song. They were very close. But after Stevie and Mick Fleetwood ended their affair, Sara started seeing Fleetwood. He was still married, of course, and Sara was married too. She left her husband and moved in with Mick, and they eventually got married in 1988. But back in 1978, the wounds were still fresh. And for Stevie, the fact that her best friend was having a fling with her former lover and bandmate, it was devastating. Stevie wouldn’t speak to Mick for months, and her relationship with Sara was never the same.

[“Sara”: “Said Sara / You’re the poet in my heart / Never change / Never stop.”]

Those lines, “Now it’s gone, it doesn’t matter what for, but when you build your house, then call me home.” That appears four times in this song; we’ve already heard it once before. As it appears here, it could relate to the turn of her relationship with Sara, but there’s another person who plays a part in this story.

After the end of her affair with Fleetwood, Stevie started a relationship with Don Henley of the Eagles. They met when the Eagles and Fleetwood Mac toured together in 1976. And think about that bill for a minute. That’s like the ultimate ’70s classic rock tour. Can you imagine how much tickets to that show would go for today? Anyway, I think that relationship had ended by this time, but those emotions were still raw. At the time, Don Henley was building a big mansion on Mulholland Drive in LA. So when Stevie refers to “when you build your house,” that could very easily be directed at Henley.

[“Sara”: “But now it’s gone / It doesn’t matter what for / But when you build your house / Then please call me home.”]

I think, though, that it’s not meant literally, more like she’s speaking metaphorically. Not so much about a physical house, but the idea that when you’re settled, when you’ve got yourself together, then I’ll come to you. And so that could be Henley, it could be Sara Recor, it could be anybody, really. It’s the idea of something being painfully lost but having some hope for the future.

[“Sara” continues]

One of the great things about this song is the way the intensity of it rises up and falls back throughout the song, all of it in support of Stevie’s vocal performance. It kind of reminds me of sitting on the shore watching the waves roll in and then pulling back out; there’s something very hypnotic about this song. And that arrangement is a big part of it. Let’s just go back and listen to that section again, just the instruments without the vocals, to hear those dynamics, that rise and fall. And pay particular note to all the little stuff that Lindsey Buckingham is adding in there, overdubbing multiple guitars. None of that is a core part of the song; it’s all filigree, ornamentation, but that’s a big part of what makes the song sparkle.

[“Sara” instrumental section plays]

This song doesn’t really have fixed verses or choruses. There are a few different musical motifs, sets of chord changes that appear throughout the song. This next section is the most simple of them. It’s just switching between F and G chords. But with all the flourishes from the guitars and piano, plus Stevie’s free-flowing vocal, you’d think there’s a lot more going on. Beneath it all, it’s the bass guitar that holds it all together by not straying far from the basic F and G notes.

[“Sara” F to G section plays]

Next, the song returns to its main musical refrain. This is a common chord progression that’s been used literally thousands of times. It’s the 1-6-4-5 chord change. That’s often referred to as the “fifties progression,” the “ice cream changes,” or the “doo-wop progression.” You hear it in tons of songs, like “Stand by Me” or “Earth Angel.”

[Snippet of“Earth Angel” plays]

What Fleetwood Mac has done here is take a familiar chord change and do their own thing with it. With the arrangement and especially with Stevie’s vocal melody on top that takes it to someplace completely different. They’ve created a part that sounds natural, lived-in, but also fresh and unique. Here, Stevie brings back a line from earlier in the song before returning to Sara.

[“Sara” continues]

In 1986, when Stevie checked into the Betty Ford Clinic to deal with her cocaine addiction, she signed in using the alias “Sara.” She would later write a song called “Welcome to the Room Sara” about that experience. That song’s on the Tango in the Night album. Sara was an alter ego for Stevie. This song is as much about Stevie as it is about Sara Recor or anyone else. She’s singing about herself, to herself.

[“Sara” continues]

There is one more part to this story, an uncomfortable one, so I’m going to try to tread lightly. Back in 1991, Don Henley did an interview with GQ magazine where he revealed that he had gotten Stevie pregnant back in the ’70s and that she decided not to have that baby. And that this song was written for the child that never was.

Of course, Stevie was furious that Henley would share this without her permission. It’s an incredibly private thing and it really is a violation. She denied it for a while, but eventually she did confirm it in a 2014 interview with Billboard magazine. She said if she had married Don Henley and if they had the baby and if it had been a girl, she would have named it Sara.

There’s a line right at the end of this song, buried in the mix, where she sings, “There’s a heartbeat and it never really dies.” Is that about the pregnancy that she terminated? That is not for me to say. It may be part of the story, but it’s not the whole story. “Sara” is an amalgamation. It’s not about one person or one experience. In one sense, this is an extremely personal song, yet it has struck a chord with literally millions of people. It’s connected with people in a really meaningful way. For many people, this is their favorite Stevie Nicks song, it’s their favorite Fleetwood Mac song. As I’ve often said on this show, this is the magic of music.

[“Sara” outro plays]

Fleetwood Mac. “Sara.” I imagine by now even the casual fan knows the story of the Tusk album. The record was released in October of 1979. It reached number four on the Billboard chart and number one in the UK. But for the industry and for Warner Brothers, it was considered a failure. It sold four million copies, but Rumours had sold ten times as many.

There was plenty of blame to spread around, including Warner Brothers themselves, who had decided to price the album at $15.98. That was a high price at the time, three bucks more than the usual price for a double album. But Lindsey Buckingham took the brunt of the criticism. But as things often do over time, opinions on this album have changed and it’s now considered as a brave, brilliant move. It set a precedent for indie bands and lo-fi artists to follow in the decades to come.

I will admit that personally I don’t love this album. There are some great songs on it, but I don’t love all of it. But that’s okay. I appreciate more what this record represents: that a band that’s at the peak of their success can take chances, can go out on a limb and not play it safe.

Thanks for listening to this edition of the I’m in Love with that Song podcast. I just want to take a minute to talk about this show. I’ve been doing this podcast for almost nine years now. In that time, it seems like everybody started a podcast: every celebrity, every wannabe celebrity, every has-been celebrity. They all have a show; every influencer. Of course, they have whole teams: they have marketing people, they have agents, they have producers and editors. Well, this show is just me. It’s always been just me: writing, recording, editing, it’s all me.

And most importantly, I choose all the music and topics for this show. Yes, we’re part of a network, Pantheon Media, but the guys at Pantheon have always been hands-off; nobody tells me what to do and what not to do. I’m just saying this because this show, it’s a lot of work for one person to do, and I really appreciate everyone who listens, because you all make it worth it.

Unlike a lot of podcasts, this show has never been about making money. I don’t get paid here; whatever little bit of money comes in goes right back into the show. This show has always been about the mission—if I can be pretentious enough to say that—the mission, which is to keep these songs alive. To document the creativity and the genius behind this music. To remind some people of these great songs and to expose some new listeners, maybe even some young people, to this incredible music for the first time. Nothing makes me happier than to get an email or a message from someone saying that they discovered a song or went out and bought an album because they heard it on this podcast.

So, that is a long-winded way of me saying thank you for listening. And if you love these songs, if you believe in the mission to keep this music around, then please support this show by spreading the word. Share it with your friends and family, email it to your friends, share the link on social media, make your kids listen to it when you’re in the car. Let’s grow this audience and keep this music—real music, not AI-generated crap—let’s keep these great songs alive.

Alright, I will be back in two weeks with another new episode. You can catch up on all of our previous shows on our website, lovethatsongpodcast.com. You can send an email to lovethatsongpodcast@gmail.com, or find the I’m in Love with that Song podcast on Facebook and post there. Thank you once again for listening to this episode on Fleetwood Mac and “Sara.”

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Free – “Mr. Big”

"Mr. Big" - Andy Fraser, Paul Rodgers, Paul Kossoff, and Simon Kirke Copyright 1970 Irving Music, Inc. BMI

In the late 1960’s, a group of London teenagers emerged from the blues-rock underground to form Free, a band that would prioritize emotional weight and groove over flashy speed. Led by the soulful, hyper-masculine vocals of an 18-year-old Paul Rodgers, Free created a sound that felt massive yet remarkably sparse. This episode deconstructs the song “Mr. Big“ from their 1970 breakthrough album, Fire and Water, highlighting the interplay between Paul Kossoff’s legendary guitar vibrato and the melodic counter-melodies of bassist Andy Fraser.

“Mr. Big” (Andy Fraser, Paul Rodgers, Paul Kossoff, and Simon Kirke Copyright 1970 Irving Music, Inc. BMI)

TRANSCRIPT:

All right now, it’s time for another edition of the I’m in Love with that Song podcast. My name is Brad Page, I’m the host of the show, and we’re part of the Pantheon family of podcasts. Each episode of this show, I pick one of my favorite songs and we dive into it together, taking a deeper look at all of the elements—those little details and magical moments that come together to make it a great song.

We don’t get into music theory here; you don’t have to be a musician or musical expert to follow this show. We focus on the arrangements, the performances, and the production that make the song work. It’s easy to get dazzled by a pyrotechnic display of guitar virtuosity, to get swept up in some singer’s vocal gymnastics, or a drum solo that sounds like the drummer must have four arms. Even a bass player can show off now and then. But what’s just as important are the notes not played—the spaces left in the music that let the song breathe.

When it comes to hard rock bands that exemplified that approach, I can think of no one better than Free. Most people know Free only for their one big hit, “All Right Now”, and they were only together for a total of five or six years, but they had a lasting effect. Two of the members would go on to much greater success; two other members would die too soon, one of them tragically young. In this song, Free shows the effectiveness of leaving air and space in the music. And yes, even the bass player gets to show off. This is Free with “Mr. Big”.

In England in the mid-to-late ‘60s, a band called Black Cat Bones was a proving ground where a handful of musicians got their start. Just a few episodes ago, we mentioned how guitarist Rod Price graduated from that band to join Foghat. Two other players who came out of Black Cat Bones were guitarist Paul Kossoff and drummer Simon Kirk.

Kirk was born in 1949 in South London, grew up in the countryside, and returned to London when he was 17 to make it as a drummer. Kirk was never flashy; he was a rock-solid drummer. He was heavy, but always in the pocket.

Paul Kossoff was born in Hampstead in 1950, the son of a well-known actor. After seeing Eric Clapton play with the Bluesbreakers, he knew he had to play electric guitar. But Kossoff focused on the emotional weight of each note; it wasn’t about playing fast. It was about playing the right note at the right time. He developed a distinctive, wide vibrato, a technique that would eventually catch the ear of Clapton himself.

Kirk and Kossoff hit it off, and when they outgrew Black Cat Bones, they set out to form their own band. In 1968, they caught a set by a band called Brown Sugar and were immediately knocked out by their singer, Paul Rogers. Born in Middlesbrough in 1949, Paul Rogers had a voice to be reckoned with—a bluesy, soulful singer with a lot of power. At 18, he had the voice of someone twice his age—a sound that was hyper-masculine but could also be sensitive when needed.

The final piece of the puzzle was introduced to the band by Alexis Corner, one of the founding fathers of British blues. Corner recommended that Kossoff, Kirk, and Rogers check out a young prodigy named Andy Fraser, who, at 15 years old, was already playing bass for John Mayall’s Bluesbreakers. Fraser had a melodic sensibility miles beyond most bass players of the time. He excelled at playing counter-melodies, a syncopated style that fit in perfectly with Kossoff’s guitar style. It was also Alexis Corner who suggested the band call themselves Free.

The band gelled almost immediately. They wrote six new songs during their very first rehearsal. They signed to Island Records and released their first album, Tons of Sobs, in March 1969. They were all still teenagers when that album was released. The album was largely based on their live set and was recorded quickly with a budget of under 800 British pounds. The album featured their first single, “I’m a Mover”, and their cover of Albert King‘s “The Hunter”.

That same year, they released their second album, just called Free. This album focused entirely on original material, with all but one song written by the team of Paul Rogers and Andy Fraser. But it was in 1970 that their third album really broke through. Fire and Water still stands as their creative and commercial peak. It featured their big hit, “All Right Now”, along with the title cut, an absolute classic, and “Mr. Big”.

The album was recorded between January and June of 1970 at Trident Studios and Island Records’ Basing Street Studios in London. The band is credited as producers on the album, but considering it was engineered by Roy Thomas Baker, who would go on to become a legendary producer, I’m sure he had a lot to contribute to the sound of this album. All four band members receive writing credit on the song: Rogers, Kirk, Kossoff, and Fraser. The track is performed by Paul Kossoff on guitar, Simon Kirk on drums, Andy Fraser on bass, and Paul Rogers on vocals.

The song opens with Simon Kirk laying down a simple, straightforward beat. At this point, Paul Kossoff is going to come in with a simple but killer guitar riff that leaves plenty of space, plenty of air for the music to breathe. Notice how the guitar is double-tracked here. Andy Fraser comes in with his bass—such a great bass part. Listen to how his part fills in the spaces left open by the guitar. They are playing in between each other; it’s almost like a coordinated dance between the two instruments. Neither riff is excessively complex, but they combine to make a really interesting part.

And here is where Paul Rogers comes in with the vocal. The vocals are mixed pretty low. The chorus is up next, and if you listen closely, you can hear a bit of piano added to fill out the chorus, probably played by Paul Rogers. Still, musically, this is a pretty stripped-down track.

For the second verse, let’s bring up Paul Rogers’ vocal track. He would become more famous later on, but my favorite of his vocals are all on Free albums. I’ve always thought he was very influenced by Steve Marriott, from Small Faces and Humble Pie, and I think that shows up the most on his work with Free earlier on in his career. Of course, I’m a huge Steve Marriott fan, so I guess it’s not a surprise that I would gravitate to that sound.

Before we move on, let’s go back and listen to the instrumental track for the chorus without the vocals, just to see what the band is doing.

Here, the song shifts into the guitar solo. Paul Kossoff’s solo is overdubbed in the right channel with just the right amount of reverb to sweeten it up. This is pretty classic Kossoff soloing here. He’s not playing flashy; he’s focusing on melody and using feedback and sustain to slowly build the solo up. And that famous Kossoff vibrato is totally on display. Let’s bring up the guitars for this section.

Here’s the point where Paul Kossoff settles back into some chordal figures and arpeggios, while Andy Fraser steps forward and we get to hear some killer bass playing. There’s a very distinctive sound to Andy’s bass, and a big part of that is due to the type of bass that he’s playing. For most of his time in Free, Andy played a Gibson EB-3 bass. The EB-3 is a short-scale bass with a big, fat pickup in the neck position, affectionately known as the “mudbucker” pickup. These unique characteristics led to its distinctive tone. For more discussion on the bass guitar, listen back to episode 200 of this podcast, which was dedicated to the history of the electric bass, and we touch on the EB-3 in that conversation. Or, you can just continue to listen here as Andy Fraser gives us a masterclass on the EB-3.

Along with Andy’s bass, there are three guitar parts panned left, right, and center, and I’m pretty sure I hear a piano in there, too, just popping out occasionally. Let’s push Andy’s bass up in the mix. Let’s bring the band back up.

Kossoff’s going to overdub some additional guitar licks. And now they’re going to break into one final chorus.

“Mr. Big” by Free. This album was a hit, and Free headlined the 1970 Isle of Wight Festival, playing to almost 700,000 attendees. Seemed like they were on their way to being superstars. But their follow-up album, Highway, was a mellower affair and it didn’t sell as well, adding to the friction within the band. The musical partnership of Fraser and Rogers was beginning to fray, and Kossoff had a drug problem that was spiraling out of control.

The band split and issued a live album called Free Live! in 1971 as kind of a farewell to the fans. That album features a killer version of “Mr. Big”; many people consider that to be the definitive version, though I wanted to focus on the studio version here. And I still think I prefer the studio version just for the recording quality. But you can’t go wrong with either version, really.

After that live album, some solo projects were pursued in 1971, but none of them made much of an impact. They decided to get the band back together in 1972, as much to try to save Kossoff from his addictions as anything else, and they released an album called Free at Last. There are a few stellar moments on that record, but it doesn’t quite reach the heights of Fire and Water.

Unfortunately, Kossoff wasn’t able to hold it together. The tour was a mess, and Andy Fraser left again, this time for good. The band brought in bassist Tetsu Yamauchi and keyboardist Rabbit Bundrick as replacements and soldiered on with one more album, Heartbreaker, released in 1973. That album features “Wishing Well”, one of the band’s best tracks ever, and that was a hit. But it was too little, too late. The band called it quits for good.

Paul Rogers and Simon Kirk founded Bad Company and went on to much greater success—bigger hits, sold more records. But for my money, Rogers never sang better than he did with Free. Paul Kossoff spiraled deeper. He released a solo album, Back Street Crawler, which I like quite a bit, and then he started a band with that same name, Back Street Crawler, that released two albums. And he was still in demand as a session guitarist, playing on a number of projects. But the drugs had taken over. He was unreliable and his health was in bad shape. On March 19, 1976, on a flight from Los Angeles to New York, he died on the plane from a pulmonary embolism. He was only 25 years old. I maintain that he could have been one of the greatest guitarists of his generation if he had lived, but it just wasn’t to be.

After leaving Free, Andy Fraser tried to get a few bands off the ground and released some albums, but nothing caught on. He moved to Los Angeles and focused on songwriting. His biggest success as a songwriter was writing “Every Kinda People”; that was a hit for Robert Palmer in 1978. Fraser came out as gay, one of the few rock stars of his generation to do so at that time, and it was revealed that he had HIV. He died from a heart attack in March of 2015. Fraser thought of himself as an all-around musician rather than a bass player, but his distinctive voice as a bassist left a mark on the instrument and has continued to influence players right up until today.

Thanks for joining me here on the Pantheon Podcast Network for this edition of the I’m in Love with that Song podcast. New episodes of this show come out on the 1st and the 15th of every month, so I’ll meet you back here in about 15 days. And if you can’t wait that long, you can find over 200 of our previous episodes on our website, lovethatsongpodcast.com.

This show has no corporate sponsor, no one’s funding this show, there’s no production team, no editor, no producer. It’s just me, doing my thing on my own. It’s a truly independent show. So, if you’d like to support this podcast, you can always go to oldglory.com and buy a t-shirt and use our discount code, “lovethatsong”, to save a few bucks. But more importantly, the best thing you can do is to tell people about the show. Share it with your friends, your family, and fellow music lovers. Anything you can do to spread the word about the show and help us gain new listeners, I really appreciate that. Follow us on Facebook, send an email to lovethatsongpodcast@gmail.com, and post a review wherever you listen to this show. Until we meet again, go seek out some old Free records and crank ‘em up.

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The Curious History of “It Ain’t Easy”

"It Ain't Easy" Ron Davies Copyright 1970 Irving Music Inc. (BMI)

Have you ever noticed a song that seems to follow you through your record collection, appearing in different forms across decades and genres? This episode explores the fascinating journey of “It Ain’t Easy“, a song that found a home in the repertoire of David Bowie, Three Dog Night, Long John Baldry, Mitch Ryder, Shelby Lynne and more. We trace the song back to its source: Ron Davies, a prolific but often-overlooked songwriter who came out of the Pacific Northwest garage rock scene. Despite never reaching the top of the Billboard charts himself, Davies created a song with musical bones so strong that it transitioned seamlessly from the glam-rock harpsichord of Bowie’s sessions to the stripped-back folk of Chris Smither.

We take a look at the specific production touches of the most significant versions, including the “all-star” original recording featuring Leon Russell and Jim Keltner. We discuss the tragic “lost” sessions of Bettye LaVette at Muscle Shoals Sound Studios, the Rolling Stones-style swagger of Claudia Lennear’s version (featuring Ry Cooder), and even modern interpretations by The Raconteurs and Alexis P. Suter. Whether filtered through blues, country, glam, or soul, “It Ain’t Easy” remains a masterclass in songwriting consistency. Join us as we explore the lifespan of a track that proved a great song doesn’t need to be a commercial smash to become a timeless classic.

“It Ain’t Easy” Ron Davies Copyright 1970 Irving Music Inc. (BMI)

TRANSCRIPT:

Welcome back, friends, to the I’m In Love With That Song podcast. We’re surfing the intertubes to come to you, courtesy of the Pantheon Network of podcasts. I’m Brad Page, the host of this shindig, and each edition of this show, I pick a favorite song and we explore it together. This is a show for any music fan; we don’t get too technical or get into music theory or anything like that, so you don’t have to be any kind of expert. This show only requires two things: a love for music and a healthy dose of curiosity.

So, this episode is going to be a little different than usual, but I hope you find it interesting. To paraphrase—or mangle—an old saying: when something happens twice, it could be a coincidence; when something happens three or more times, well, that’s a mystery waiting to be solved. And that is where the curiosity comes in, because I get curious about certain things, like this: Many years ago—I’m talking like 40-something years ago—when I got my first copy of David Bowie‘s Ziggy Stardust album, it caught my eye that Bowie wrote every song on the album– except one. The last song on side one is a song called “It Ain’t Easy“.

[Music: David Bowie – “It Ain’t Easy”]

I looked at the credits for this song and saw that it was written by someone named Ron Davies. At first, I thought maybe that’s Ray Davies—you know, from The Kinks—but nope, not Ray; it’s Ron, a completely different guy, not related at all. But I always liked that song, so it stuck with me.

A few years later, I picked up an album by a band called Detroit featuring Mitch Ryder of “Devil with the Blue Dress” fame. And this is just a great rock and roll record; I really love this album. And one of the tracks on this album is “It Ain’t Easy“. It’s Detroit‘s version of the same song. This album was actually released in 1971, a year before David Bowie’s The Rise and Fall of Ziggy Stardust and the Spiders from Mars.

Skip ahead a few years: I was turned on to an R&B singer named Bettye LaVette, who’s become maybe my favorite female vocalist of all time. And so I started collecting her albums. I picked up a re-issue of her very first album, Child of the Seventies, and the first song on that album is “It Ain’t Easy“. This song, by a songwriter I’ve never heard of, keeps turning up.

And then, just a couple of years ago, I finally picked up an album that I’d been looking for for quite a while, an album by legendary background singer Claudia Lennear called Phew!. I put the album on and, sure enough, there’s that song again, “It Ain’t Easy“. So that was kind of like the last straw. I had to find out more about this song, which was written by a fairly obscure artist, had never been a hit for anybody, yet so many artists kept covering it. What is the story of this song? On this episode, we’re going to find out.

Ron Davies was born Ronnie Wayne Dickerson on January 15, 1946, in Shreveport, Louisiana. His father was Tex Dickerson, a country singer. His sister, Gale, would become a well-known singer-songwriter herself and the first female record producer in country music. Both Gale and Ronnie took their stepfather’s last name when their mother remarried, hence Davies. They also moved from the South up to Tacoma, Washington. That’s where his stepfather gave him his first guitar.

In the 1960s, the Pacific Northwest was a hotbed of the sound that would eventually be called garage rock. That’s the sound of Nuggets-era bands like The Sonics, The Kingsmen, and Paul Revere & the Raiders. And one of the biggest bands on that scene were The Wailers—not to be confused with Bob Marley and the Wailers, completely separate band. The Wailers had a hit with a song called “Tall Cool One” in 1959.

In 1966, The Wailers released an album called Outburst. Every song on that album was written by Ron Davies. He was only 17 at the time. That established Ron as a songwriter, but he also played and recorded as a solo artist. In 1968, he signed to A&M Records as a singer-songwriter and released his debut solo album in 1970. That album was called Silent Song Throughout the Land. The album was produced by Chad Stewart of Chad & Jeremy fame, and the single released from that album was “It Ain’t Easy“.

The song features kind of an all-star lineup, including the great Leon Russell on piano, Jim Keltner on drums, and backing vocals by Clydie King, Venetta Fields, and Merry Clayton, who we’ve talked about on this show before.

[Music: Ron Davies – “It Ain’t Easy”]

The song never hit the Billboard chart, though it did chart in Canada, reaching number 55 on their RPM chart. Ron Davies would release a second solo album, UFO, in 1974, which included some of the same songs that were on that first album, including “It Ain’t Easy“. He moved to Nashville in 1985 and continued working as a songwriter. Ron Davies died from a heart attack in October of 2003.

The next time “It Ain’t Easy” appeared was courtesy of Three Dog Night. It was actually the title cut from their third album, released in March 1970. Three Dog Night didn’t write their own material, but they were pretty good at finding and adapting other people’s songs and had churned out quite a few hits. The It Ain’t Easy album included their hit version of “Mama Told Me Not to Come“, along with their take on Elton John’s “Your Song” and a cover of “Woman“, a song by Free, who are about to be featured on an upcoming episode here. Three Dog Night’s version of “It Ain’t Easy” is less swampy, doesn’t have that gospel choir feel on the chorus, and the song is a little more AM radio friendly, which fits Three Dog Night’s style. But the song still retains quite a bit of the original’s feel.

[Music: Three Dog Night – “It Ain’t Easy”]

Though Three Dog Night’s It Ain’t Easy album was a big hit, they never released the song as a single, at least not as an A-side. So the song still hadn’t really hit the charts.

“It Ain’t Easy” resurfaced again in 1971 with a version by Long John Baldry. Baldry was a fixture of British blues in the 1960s. He was a founding member of that scene. He had gigged along with The Rolling Stones, and both Rod Stewart and Elton John had been members of his band. He helped to give them their start.

When he released his fifth album in 1971, both Rod and Elton returned the favor by each of them producing half of the record. The album was titled, of course, It Ain’t Easy. The song “It Ain’t Easy” appears on side one—that was the side produced by Rod Stewart. Baldry’s version is bluesier, it’s a little slower, heavy with that blues-rock swagger. Baldry’s vocal is intense, digging into the despair of the lyrics. And he’s supported on the chorus by the backing vocals of Maggie Bell, one of the great blues-rock vocalists of her time. She’s been forgotten, unfortunately, but I would put her right up there with Janis Joplin; she’s that good. Check out her vocals. Also featured on this track is Ron Wood on slide guitar.

[Music: Long John Baldry – “It Ain’t Easy”]

Also in 1971, there was an album released that I personally really love. Mitch Ryder made his name fronting The Detroit Wheels in the 1960s and had a number of hits, including “Devil with the Blue Dress“, “Jenny Take a Ride“, and “Sock It to Me, Baby!“. In the early 1970s, he formed a new band just called Detroit. They took Ryder’s already ramped-up R&B flavored rock and added a heavier edge. Detroit featured guitarist Steve Hunter, who would go on to work for Lou Reed and Alice Cooper—great guitar player. Detroit only issued one self-titled album; it came out in 1971, and it included this version of “It Ain’t Easy“. Check out the little riffs added by Steve Hunter, along with the pretty busy bass part played by W.R. Cooke.

[Music: Detroit – “It Ain’t Easy”]

Dave Edmunds has had a multifaceted career, to say the least. A terrific guitarist and a great singer, he first made his mark in the British psychedelic-tinged rock band Love Sculpture in 1968 and then went solo. He had a big hit with “I Hear You Knocking” in 1970. He went on to form Rockpile, became an in-demand record producer, and collaborated with many artists, including Paul McCartney. But back in 1972, he released his first solo album. It was called Rockpile, and it featured his take on “It Ain’t Easy“. His version is less bluesy than Baldry’s and avoids the studio sheen of Three Dog Night; it’s not as riffy as Detroit’s version, and he injects some of his rockabilly sensibility into it. But the bones of the song remain the same. Let’s hear a little of Dave Edmunds doing “It Ain’t Easy“.

[Music: Dave Edmunds – “It Ain’t Easy”]

Next, we get to the big one. If you’re familiar with this song at all, it’s probably this version. The Rise and Fall of Ziggy Stardust and the Spiders from Mars is not only one of David Bowie‘s biggest records, it’s one of the most iconic albums of the 1970s, probably of all time. When you talk all-time classic albums, this one has got to be on the list.

Ziggy Stardust is a concept album, a very particular, specific vision of David Bowie’s. So why on this album of songs about a space-alien rock star is there a version of “It Ain’t Easy“? Well, the track was originally recorded for Bowie’s previous album, Hunky Dory, released the year before in 1971. It was left off of that album, but for some reason, they decided to include it on the Ziggy Stardust record. Rick Wakeman played many of the keyboard parts on the Hunky Dory album and, because this track was recorded during those sessions, he appears on this song playing harpsichord. It’s the only song on the Ziggy Stardust album that Wakeman appears on. Rick Wakeman was, of course, a member of Yes and would become a legendary keyboard and synthesizer player. Also appearing on this song is Dana Gillespie, providing background vocals on the chorus. Neither Wakeman nor Gillespie were credited on the original release of the album.

Not surprisingly, Bowie’s version drifts the furthest away from the bluesy, swampy vibe of the original. The harpsichord, in particular, takes it to a different place. You don’t find the harpsichord on too many blues numbers.

[Music: David Bowie – “It Ain’t Easy”]

Bettye LaVette is hands-down one of my favorite singers. We featured her on an episode a while back, so if you want to dig into her history further, go listen to episode 139 on Bettye LaVette and “I Still Want to Be Your Baby“. But to sum up things briefly here, Bettye released her first single way back in 1962 and had some success on the R&B charts in the ’60s. In 1972, she went to the legendary Muscle Shoals Sound Studios to record her first album. That album was called Child of the Seventies, and I think it’s a great record. But for some inexplicable reason, the record company never released it. God knows why, but it was put on a shelf until it was rediscovered in 1999 and finally issued. And people rediscovered Bettye LaVette. That album features Bettye’s version of “It Ain’t Easy“, recorded in 1972, the same year that Ziggy Stardust was released, though Bettye’s version wouldn’t be officially released until 27 years later.

[Music: Bettye LaVette – “It Ain’t Easy”]

Claudia Lennear was one of the premier backup singers in the business. She started her career as an Ikette with Ike and Tina Turner, and her list of credits is a mile long. She’s sung on albums by Stephen Stills, Joe Cocker, Dave Mason, Humble Pie, Ry Cooder, Taj Mahal, Freddy King… the list goes on. But she only released one solo album back in 1973; that album was called Phew! (P-H-E-W) and it opens with “It Ain’t Easy“. Claudia’s version injects the song with a whole lot of Rolling Stones-style swagger and a touch of gospel. It also features some excellent guitar work by the great Ry Cooder.

[Music: Claudia Lennear – “It Ain’t Easy”]

Things went quiet for a few years after that until Graham Bonnet recorded a version of “It Ain’t Easy” for his 1977 solo album. Bonnet established himself as one of the leading hard rock and metal singers with his work with Rainbow and Alcatrazz, but here’s his take on “It Ain’t Easy“.

[Music: Graham Bonnet – “It Ain’t Easy”]

One of the more oddball versions was recorded by Dennis Waterman, who was mostly known as a TV actor in the UK, though he also had a career as a singer—a British version of David Hasselhoff, I guess. He released a version in 1977, but I don’t own that record to be able to play it for you.

Chris Smither is a blues and folk artist who started his career in the folk scene around Cambridge, Massachusetts. In 1984, he stripped the song down to its pure basics and released his version of “It Ain’t Easy“.

[Music: Chris Smither – “It Ain’t Easy”]

In 1996, there was a Bowie tribute album released called Crash Course for the Ravers. The alternative band Hazel had the honors of contributing their version of “It Ain’t Easy“. I wouldn’t typically include this song here because it’s more of a tribute to Bowie than it is a cover of the original song, but just to be complete, here is Hazel’s version of “It Ain’t Easy“.

[Music: Hazel – “It Ain’t Easy”]

In more recent years, the song’s been covered by The Raconteurs…

[Music: The Raconteurs – “It Ain’t Easy”]

…and Shelby Lynne did a nice version of it.

[Music: Shelby Lynne – “It Ain’t Easy”]

Fish covered it when they performed the entire Ziggy Stardust album in 2016. And just last year, in 2025, Alexis P. Suter recorded a version for her album Just Stay High.

[Music: Alexis P. Suter – “It Ain’t Easy”]

So that brings us up to date. I wouldn’t be surprised if I missed some other versions of this song, but as far as I can find, these are the significant versions of this track. We’ve heard this same song filtered through blues, to country, to glam, to soul, to rock and back again. The bones of this song remain remarkably consistent, I think, and yet it can slide so easily into the repertoire of so many diverse artists. Not one of these versions was ever a hit; it was never a commercial success. And yet, the song has lived a pretty interesting life. And who knows where it’ll turn up next?

Well, I hope you enjoyed this history ride through the lifespan of this one song. I have to say, this episode is kind of the perfect example of why I do this podcast; every episode begins with me asking myself a question, and then trying to find the answer, just for my own satisfaction. I never go into an episode knowing all the answers. The fun part for me is learning all of this stuff and then sharing it with you. And I hope you find all of this as interesting as I do.

Thanks for joining me here on the Pantheon Podcast Network, where fans belong. New episodes of this podcast come out on the 1st and the 15th of every month, so you can bet your sweet bippy that the I’m In Love With That Song podcast will be back soon. Until then, visit our website at lovethatsongpodcast.com to find all of our previous episodes. Whether you’re catching up on shows you missed or want to rediscover some of your favorites, our website is the best place to do it.

You can support the show by going to oldglory.com and buying a t-shirt or some band merch from your favorite artists. They have a ton of stuff on their site, and if you use our discount code, LOVETHATSONG, you’ll save 15% and you’ll be supporting the show. That’s discount code LOVETHATSONG; the website is oldglory.com.

I would also ask that you share the show with your friends and family. The word-of-mouth support from savvy listeners like you is the best way to spread the word and grow this show, so I really appreciate it. Thank you.

So, I’m going to pack it in for the night. Thanks again for sticking with me on this one. So many great versions of this song, but if I had to pick just one, well, I got a real soft spot for that version by Detroit featuring Mitch Ryder. So let’s close it out with Detroit’s version of “It Ain’t Easy“. I’ll see you next time.

[Outro Music: Detroit – “It Ain’t Easy”]

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The Temptations – “Just My Imagination (Running Away With Me)”

by N. Whitfield, B. Strong Copyright 1970 Jobete BMI

By 1970, the “Psychedelic Soul” movement was beginning to wane, leading producer Norman Whitfield and The Temptations to return to their ballad roots—but with a sophisticated, dream-like twist. This episode deconstructs the instrumental layers of “Just My Imagination (Running Away With Me)” and explores the brilliant production of Whitfield, the legendary contribution of The Funk Brothers, and the heartbreaking reality behind the lyrics. This episode serves as a bittersweet tribute to a group at a crossroads, marking the final appearances of both Eddie Kendricks and Paul Williams.

Beyond the music, this episode explores the history of The Temptations during this recording session. As the classic lineup began to fracture, the song became a final curtain call for Eddie Kendricks’ ethereal falsetto and features Paul Williams’ single poignant line. Let’s celebrate the enduring legacy of a song that remains one of the most perfect three-minute stories ever committed to tape.

“Just My Imagination (Running Away With Me)” by N. Whitfield, B. Strong Copyright 1970 Jobete BMI

TRANSCRIPT:

This is the I’m In Love With That Song podcast. Oh, it’s not your imagination, the I’m In Love With That Song podcast is back with another episode here on the Pantheon Podcast Network. I’m your host, Brad Page, and each edition of this show, I pick one of my favorite songs and we listen to it together, listening for all the little moments, those special touches that make it a great song. No musical skill or knowledge is required; all you need is a love for music and a little curiosity, and you’ll fit right in here.

We’ve covered The Temptations a couple of times on this show, and that’s because they’re probably my favorite Motown act. I mean, sure, it’s hard to argue with Marvin Gaye, and Stevie Wonder is an outright genius. But both of them did their best work when they pursued their own vision outside of the Motown machine. But The Temptations were firmly rooted within the institution of Motown. In many ways, they exemplified the Motown sound, but they also pushed against those boundaries, especially with their work with producer Norman Whitfield. That’s my favorite era of The Temptations, and that’s the period we’re going to return to in this episode as we venture into the dreamlike landscape of “Just My Imagination (Running Away With Me)”.

As I said, we’ve covered The Temptations a couple of times before with “I Can’t Get Next To You” back on episode 40 and “Papa Was A Rollin’ Stone” on episode 116. We went through a detailed history of the band on those shows, so I won’t cover the same ground here, but let’s review a few things just to get us up to speed.

The Temptations were a five-piece vocal group. Melvin Franklin held down the bottom end with his deep, rich voice. Eddie Kendricks glided along the top with his beautiful falsetto. Otis Williams and Paul Williams—and it’s really just a coincidence that they shared a last name because they weren’t related—they sat in the middle with their baritone voices, and David Ruffin would usually take the lead. This is the lineup that cut The Temptations’ early hits like “My Girl”, “Ain’t Too Proud To Beg”, “I Wish It Would Rain”—all of those classics.

But David Ruffin left the group in 1968 and was replaced by Dennis Edwards, who had sung with The Contours. Edwards had a grittier, more gospel-influenced voice, and with Edwards on board, The Temptations entered an edgier, more experimental phase led by producer Norman Whitfield. We discussed The Temptations’ relationship with Norman Whitfield and his songwriting partner Barrett Strong on those previous episodes that I mentioned, so if you want to dig into that, go back and listen to those episodes.

But Whitfield was the mastermind behind psychedelic soul. He was melding the sounds of psychedelic rock with the groove and feel of R&B. Sly Stone and George Clinton were exploring this sound too, but Whitfield had his own approach. With Whitfield at the helm, The Temptations laid down definitive psychedelic soul classics like “Ball Of Confusion”, “Cloud Nine”, “Papa Was A Rollin’ Stone”, and “Psychedelic Shack”. This is my favorite period for The Temptations.

But psychedelic soul was a short-lived fad, at least as far as Motown. By 1970, the novelty was wearing thin and Whitfield could see the audience interest was moving on. And The Temptations themselves, they were not huge fans of this direction; they preferred their old style. So, “Just My Imagination (Running Away With Me)” was a transitional song, an attempt to return to a somewhat more traditional Temptations-style ballad, but retain some of the psychedelic elements. No fuzz guitar, no wah-wah, but it retains the psychedelic sense of disorientation.

“Just My Imagination (Running Away With Me)” was a song Whitfield and Strong had worked on before, but it had been put on the shelf. They dusted it off and began working out the basic tracks for The Temptations. We should also say that The Temptations themselves were not in a good place at this point. The band was fracturing and the classic lineup wouldn’t last much longer. But first, they had a hit to record.

The backing track was recorded in November 1970 at Golden World Studio B, which had been purchased by Motown in 1966. Whitfield brought in the legendary The Funk Brothers to lay down the foundation. The band included Eddie Willis and Dennis Coffey on guitars, Earl Van Dyke on keyboards, Andrew Smith on drums, Jack Ashford on marimba, Jack Brokensha on timpani, and on bass, Bob Babbitt. Most people assume James Jamerson played the bass as he was the man responsible for so many classic Motown bass lines. But studio logs confirm that it was Bob Babbitt who played the bass on this track.

The song begins with one of Motown’s most memorable guitar intros, played by Eddie Willis. The guitar is drenched in reverb which, in the context of the mix, the soundscape places it off in the distance.

[Instrumental Breakdown]

So we have Eddie Willis’s guitar in the right channel playing that main riff, and Dennis Coffey’s guitar is on the left playing some accent fills. Both guitars have a very clean tone; there’s no fuzz tones here. Bob Babbitt’s bass is dead center and then the strings are layered on top in the right channel along with that main guitar. Let’s play it again from the top.

[Music: Intro]

The Temptations come in with some harmonies.

[Music: Harmonies]

And you can also hear Jack Ashford on marimba sitting nicely in the mix. Let’s just hear a little of that along with the guitars.

[Music: Marimba and Guitars]

Okay, that brings us to the first verse where the drums will come in along with Eddie Kendricks and that incredible falsetto voice. We’ll explore all of this in a minute, but first, let’s just play through that first verse.

[Music: Verse 1]

All right, let’s unpack a few things here. First, let’s listen to the bass and drums laying down a patented Motown groove.

[Music: Bass and Drums]

Really nice reverb on the drums. Andrew Smith is just hitting the rim of his snare drum, not the drum head itself, to get that “tack” sound. Now let’s bring the rest of the instruments in and listen to the backing track without the vocals. The first thing that jumps out at me are those tasteful little guitar fills.

[Music: Instrumental backing track]

That’s a nice little touch; sounds like it’s a harp there. Listen to how the orchestration starts to build.

[Music: Orchestration building]

Now, let’s listen to Eddie Kendricks’ vocal. He’s singing it in a soft, ethereal way that perfectly matches the daydream-like vibe of the music. You can imagine him lost in his own thoughts. And let’s take a look at the lyrics, too, because they are inseparable from this vocal. The lyrics are so critical to this song.

“Each day through my window I watch her as she passes by. I say to myself, ‘You’re such a lucky guy.’ To have a girl like her is truly a dream come true. Out of all the fellows in the world, she belongs to you.”

Which all sounds innocent enough, except that we’re about to find out it’s all an illusion. But there’s a clue planted right there at the beginning: “Each day through my window.” He watches her pass by. He’s observing, but not interacting. We’ll learn more as the story progresses.

[Music: Verse 1 Vocals]

Let’s put all those pieces back together and hear the final mix.

[Music: Verse 1 Full Mix]

The group is going to harmonize on this one line: “To have a girl like her is truly a dream come true.”

[Music: Verse 1 Harmonies]

That takes us right into the chorus, which we’re going to take one line at a time.

“But it was just my imagination.”

Notice how the guitar part echoes the vocal melody there. And the next line: “Running away with me.” And the strings almost sound like they’re running away there. All right, let’s keep going.

“It was just my imagination running away with me.”

Again, the guitar echoes the vocal melody, but this time an octave higher. The chorus ends with the strings swelling up and Jack Brokensha comes in with the timpani drum. Now let’s hear that whole chorus start to finish.

[Music: Chorus]

The second verse begins with the group singing a single word, “So,” before Eddie Kendricks starts the verse.

[Music: Verse 2]

Okay, so that first verse was kind of sweet, this guy longing for this woman. But here, it starts to get a little obsessive. He’s building this whole fantasy with them having children and living in the country.

“Soon we’ll be married and raise a family. Oh yeah. A cozy little home out in the country, with two children, maybe three.”

And this verse concludes with the lines, “I tell you, I can visualize it all. This couldn’t be a dream, far too real it all seems.” And there’s some really beautiful harmony work from the group here.

[Music: Verse 2 Harmony/Outro]

And that leads into the second chorus, and let’s bring up the vocals on this one.

[Music: Chorus 2]

And that leads to a short instrumental break where the orchestration takes over.

[Music: Instrumental Break]

Now the next line is not sung by Eddie Kendricks; it’s sung by Paul Williams. It’s a short line: “Every night on my knees I pray.” It’s the only lead vocal in this song that’s not sung by Eddie Kendricks.

At the time, Paul Williams was in a bad spot. He was a serious alcoholic and suffering from sickle cell disease. These would be the last words he would ever sing with The Temptations. It’s kind of poignant.

“Dear Lord, hear my plea. Don’t ever let another take her love from me or I would surely die.”

Starting to get maybe a little creepy. “Don’t ever let another take her love from me or I would surely die.” And that leads right into one final verse.

[Music: Verse 3]

Taking a closer look at this verse, it’s purely orchestration. The drums and guitars have dropped out; the beat is handled by the timpani. And then we have the key line in the song that shatters the illusion: “In reality, she doesn’t even know me.” The way he delivers it is heartbreaking. And the rock instrumentation comes back in for the final chorus.

[Music: Final Chorus]

And one final ad-lib by Eddie Kendricks puts a button on the whole thing: “I never met her, but I can’t forget her.” We’ll let it play out through the fade.

[Music: Outro/Fade]

“Just My Imagination (Running Away With Me)” by The Temptations.

By the time “Just My Imagination (Running Away With Me)” came out, Eddie Kendricks had basically quit the band. He signed to Motown as a solo artist. This song would be the last Temptations single that Kendricks sang on. It was also the last single that Paul Williams sang on. By this time, his alcoholism and his sickle cell disease had really caught up to him. The Temptations had tried to cover for him, but eventually, he had to go. And things did not get better for Paul Williams. Tragically, he was found dead in his car from a gunshot wound in 1973. He was only 34 years old.

Eddie Kendricks did have a successful solo career. Unfortunately, after 30 years of smoking, he was diagnosed with lung cancer in 1991. He had one of his lungs removed to try to prevent the spread of the cancer, but he passed away on October 5th, 1992. He was 52. Melvin Franklin died in February 1995, and Dennis Edwards left us in February 2018. But Otis Williams, at the time of this recording, is still with us.

Thank you for tuning into this episode. The I’m In Love With That Song podcast will return with another new episode in about two weeks. All of our previous episodes are available on our website, lovethatsongpodcast.com. So if you missed any of them—and there are over 200 episodes now—you can go back and re-listen to any of them right there on the website. And make sure that you follow the show so that you never miss an episode.

If you’d like to help the show out, the best thing that you can do is to tell someone about it. Talk it up, share it with your friends and your family, because recommendations from listeners like you are the best advertising that a show like this could ever ask for. So, thank you. I will see you back here on the Pantheon Podcast Network for our next episode. Until then, let your imagination run away with you and go listen to some classic Temptations.

RESOURCES & REFERENCES:

Bands & Artists:

Record Labels & Studios:

Historical References:

Creedence Clearwater Revival – “Green River”

John Fogerty Copyright 1969 Jondora Music

In 1969, Creedence Clearwater Revival accomplished the unthinkable: releasing three career-defining albums in a single year. At the heart of this creative explosion was “Green River,” a track that reached #2 on the charts and perfectly encapsulated the band’s “swamp rock” aesthetic. Let’s dive deep into the mastermind of John Fogerty, revealing how he his Rickenbacker and a solid-state Kustom amp to create the raw guitar tone that created an indelible riff. We also look at the locked-in rhythm section of Stu Cook and Doug Clifford and the driving force that Fogerty famously dubbed “chooglin’.”

Beyond the music, this episode uncovers the nostalgic and sociopolitical layers of the lyrics. While the song evokes the bayous of Louisiana, its true origins lie in Fogerty’s childhood memories of Putah Creek in California… and a lime-flavored soda pop. We’ll look at how the smoldering world of 1969—marked by the Vietnam War and recent political assassinations—crept into Fogerty’s writing, transforming a childhood reminiscence into a plea for a simpler time. Whether you are a recording nerd interested in the studio minutia, or a casual fan of great rock, this episode offers a comprehensive look at a timeless American masterpiece.


Words & Music by John Fogerty Copyright 1969 Jondora Music

TRANSCRIPT:

Come on home to the “I’m in Love With That Song” podcast, one of the Pantheon family of podcasts. My name is Brad Page and on each edition of this show, I pick one of my favorite songs and we explore it together, listening for all those special elements, those magic moments that make it a great song. We don’t get into music theory on this show; we focus on the arrangements, the performances, and the production that make the song work. So, you don’t need to be a musician to enjoy this show; this is a podcast for every music fan.

As we’ve done in our last couple of episodes, we’re revisiting a band that we featured on this show once before. It’s been about four years since we discussed Creedence Clearwater Revival—I can’t believe it was that long ago, actually. So, let’s return to this classic American band and explore how a group from San Francisco was able to capture the swamp rock atmosphere of the American Deep South. This is one of my favorite Creedence Clearwater Revival tracks; this is “Green River”.

[Audio Clip: “Green River”]

Back on that previous episode where we explored “Run Through the Jungle”—and if you haven’t heard that episode, go back and listen to it, it’s a good one—on that episode, we covered the early history of Creedence, so I’m not going to go over that again. We’ll pick things up in 1969. Many people consider 1969 to be the peak year for Creedence Clearwater Revival. In the span of this single year, the band released three career-defining albums: Bayou Country in January, Green River in August, and Willy and the Poor Boys in November.

John Fogerty, the mastermind behind Creedence, was always afraid that the audience would forget about the band if they weren’t inundating the airwaves with a steady stream of hit singles. “Green River” was the song that kicked off the album of the same name: side one, track one. It was released as a single in July ’69, a month before the album came out. It was written by John Fogerty and performed by Fogerty on lead guitar and lead vocal, his brother Tom Fogerty on rhythm guitar, Stu Cook on bass, and Doug Clifford on drums. It was recorded at Wally Heider Studios in San Francisco, produced by John Fogerty and engineered by Russ Gary.

The song opens with John Fogerty’s electric guitar riff. An acoustic guitar joins about halfway through before the drums and the bass kick in. Okay, first, let’s not bury the lead. Let’s take a look at Fogerty’s guitar part. It’s the crux of the song. It’s based around an E7 chord, and you don’t need to know anything about the theory behind it. Just know that the key of E, it’s the ultimate guitar key, and Fogerty works it for all its worth, hanging on this chord for extended periods. Playing in E allows him to include an open-string drone, which is often referred to as a pedal tone. That’s a term originated by pipe organ players who would use their feet to hold down low notes using pedals. But in a more general sense, it refers to a note that’s held or repeated while other notes are played over the top. In this case, Fogerty plays a pattern of notes that slowly descends while the E is sustained underneath.

[Audio Clip: Guitar Riff]

You’ll notice that that guitar is placed primarily in the right channel, and his guitar tone is pretty raw. There’s almost a brittle edge to it. I wouldn’t call it a warm tone, which is what many guitarists go for. I would chalk up that tone mostly due to the guitar amp that was used. John Fogerty preferred amps made by the Kustom company—that’s Kustom with a K—specifically, the K200A model. Kustom amps are distinctive due to their Naugahyde tuck-and-roll upholstery. But what’s important to the sound here is that these were solid-state amplifiers, not amps that use tubes, which were and still are preferred by most guitarists over solid-state amps. Tube amps have a natural compression that happens when you hit them with a loud sound; it’s a very pleasing tone. Solid-state amplifiers don’t do that. They have a much faster transient response and respond instantly with a harder, uncompressed sound. That is where the sharp, raspy tone comes from.

Now, as to which guitar Fogerty was playing, I’ve seen conflicting reports. Some sources say it’s a Gibson Les Paul Custom or a Gibson ES-175. You can find photos of Fogerty playing both of those models during this time period. But Fogerty also played a Rickenbacker 325—that’s the same model that John Lennon used to play—and I think Fogerty himself has said that that was the guitar he used here. So, I’m going to take his word for it, and that sounds right to me.

As far as the acoustic guitar, that was a Gibson J-200, which I assume was played by his brother Tom Fogerty. The acoustic is recorded a little “boomy”, not a lot of high end, and is mixed towards the left channel, so each guitar has its own space in the mix. The acoustic guitar is also just hanging on that E chord.

[Audio Clip: Guitars together]

You can also hear there’s a tambourine overdubbed there. So, after establishing the riff by playing it a few times, they launch into the first verse.

[Audio Clip: First Verse]

So, that first verse really sets the tone for where we’re going here. “Well, take me back down where the cool water flows, let me remember the things that I love.” So, it’s about a yearning for a return to a place and a time long past. And then he reminisces about some of these things: stopping at the log where the catfish bite, walking along the river road at night, and those barefoot girls dancing in the moonlight.

So, it’s a trip down memory lane, but it’s more than that. You might say it’s a longing for a more innocent time. That line about the dancing barefoot girls is interesting because it sort of speaks to an early sexual awareness, just starting to discover those feelings right before things get complicated. I think that’s a key element of this song: the desire for a life less complicated.

[Audio Clip: Verse continues]

You’ll notice the vocals have that classic slap-back echo on them, right out of the Sun Records playbook, like an old Elvis or Jerry Lee Lewis record. Another interesting note for you recording studio nerds out there: John Fogerty is singing into a Shure SM56 microphone. That was a relatively inexpensive mic; essentially, it’s a Shure SM57 but with an integrated pistol-grip stand mount. These are decent microphones for recording snare drums and guitar amps, but almost never used in the studio to record lead vocals. This mic was chosen by engineer Russ Gary, but why he chose this particular mic, I don’t really know. He said that this was the only time he ever used this mic for Fogerty’s vocal, so it was definitely an oddball choice. But it works.

With the second verse, you can imagine Fogerty reminiscing about his favorite swimming hole.

[Audio Clip: Second Verse]

There’s a nice little doubled guitar part that’s added in there. So, that verse is the first mention of Green River. There is no actual place named Green River, at least not as articulated in this song. One of Fogerty’s tendencies as a songwriter—you could call it a quirk or a stroke of genius, depending on how you look at it—but he was always evoking the sights and sounds of the South: New Orleans, the Mississippi River, the bayou. But Fogerty was a California boy, born and raised. He might have made you envision someplace in the South, but his actual childhood memory here is of Putah Creek near the town of Winters, California.

So, where did the name Green River come from? Well, Putah Creek doesn’t exactly sound as charming as Green River, and it’s not as easy to sing. So, Fogerty looked back to another childhood memory, this one of drinking one of his favorite beverages. Richard C. Jones, who owned a sweet shop, created Green River, a lime-flavored soft drink or soda pop, in Davenport, Iowa, in 1916. In 1919, he sold the formula to a Chicago brewing company who would switch to making soda during Prohibition. Eventually, other bottlers began to sell the flavor, but by the 1990s, it had all but disappeared. Though you can still buy bottles of Green River today, you’ll have to seek it out.

That verse is followed by one of those guitar and vocal moments that is so uniquely a John Fogerty signature. Then that leads us right into a short guitar solo.

[Audio Clip: Guitar Solo]

We haven’t really talked about the other guys in the band, so let’s touch on them for a moment. Doug Clifford on drums and Stu Cook on bass in particular were the engine that drives this track forward. Neither of them is playing anything complex, and neither is Tom Fogerty on rhythm guitar, but they are all locked in together. At the center of the Creedence Clearwater Revival sound is that rhythm that’s often described as “chooglin'”. Fogerty wrote a song called “Keep On Chooglin’”; he may have invented that term, I don’t know. It’s hard to describe, but you know it when you hear it, and you’ll hear it on virtually every Creedence track. Let’s hear this rhythm section “choogle.”

[Audio Clip: Isolated Rhythm Section]

And that brings us to the final verse. A little bit of a shift in lyrical tone here. Let’s listen to the vocal track first.

[Audio Clip: Isolated Vocals]

All right, let’s look at these lyrics a little closer. First, he mentions Cody’s Camp. This was an actual place, a cabin near Putah Creek that was supposedly owned by a relative of Buffalo Bill Cody. Then he sings about flat-car riders and cross-tie walkers. These are men traveling by train unlawfully—what they used to call hoboes. Here we have Fogerty as a young boy among the drifters and the outsiders. And then Old Cody Junior must be the guy who owns that cabin, takes young John aside and warns him, “You’re going to find the world is smoldering, and if you get lost, come on home to Green River.”

The shadow of the grown-up world is creeping into this childhood memory. And thinking back to 1969, when this song was released, the Vietnam War was raging, and it was only a year out from the assassinations of Martin Luther King and Robert F. Kennedy. The world was indeed smoldering. And really, looking around at our world now, when is the world ever not smoldering? But he ends the song with the plea or the reassurance that if you get lost, come on home to Green River. Now, let’s hear that final verse.

[Audio Clip: Final Verse and Outro]

Creedence Clearwater Revival, “Green River”.

“Green River” climbed the charts and reached number two. It was poised to hit number one, but it was kept out of the number one spot by “Sugar, Sugar”, a bubblegum pop song by a fake band, The Archies. Oh, the indignities! Creedence has the distinction of being the band with the most songs to reach number two without ever having a number one chart-topper. The Green River album also featured “Bad Moon Rising”, another hit that reached number two. It’s interesting to compare these two songs because while “Bad Moon Rising” juxtaposes some pretty dark lyrics with a really jaunty up-tempo beat, “Green River” sounds dark and moody even though its lyrics are more upbeat. But these are the quirks that make the music of CCR so memorable and endlessly fascinating, and it’s why these songs still stand out today.

Hope you enjoyed this episode. The “I’m in Love With That Song” podcast will return with another new episode in just about two weeks. All of our previous episodes are available on our website, lovethatsongpodcast.com, so if you missed any of them—and there are over 200 episodes now—or you just want to re-listen to an episode, you’ll find them all right there. And make sure you follow the show so that you never miss an episode.

Thanks for coming along for the ride; I really appreciate it. If you want to help the show out, the best thing you can do is to tell someone about it. Talk it up, share it with your friends and family, because recommendations from people like you are the best advertising I could ever ask for. So, thank you. I will meet you back here on the Pantheon Podcast Network for our next episode. Until then, get back down where the cool water flows, watch out for those barefoot girls dancing in the moonlight… and come on home to Green River.

RESOURCES & REFERENCES:

Bands & Artists:

Studios & Production:

Gear & Technical:

References & History:

Sources & Citations:

  • Levitin, This is Your Brain on Music (Sonic analysis).
  • Mix Online, “Classic Tracks: Fortunate Son/Green River” (Detailed recording logs, Russ Gary interview, gear specifics).
  • Wikipedia/Rolling Stone (2012 Interview, geography of the song).
  • Louder Sound/Classic Rock (Historical context, album imagery).
  • Louder Sound (John Fogerty interview, 1969 productivity).

Foghat – “Fool For The City”

Words & Music by Lonesome Dave Peverett Copyright 1975 Kohaw Music o/b/o Knee Trembler Music (ASCAP) c/o The Bicycle Music Company

In this episode, we’ll explore the story and sonic architecture behind Foghat’s 1975 arena rock anthem, “Fool for the City“. Tracing the band’s roots back to British blues rockers Savoy Brown, we dive into how Foghat solidified their heavy boogie sound and retreated to a remote studio in Vermont to record their breakthrough platinum album. And we’ll take a tour through the song’s isolated instrumental tracks, uncovering the characteristically dry 1970’s drum mix, producer Nick Jameson’s funky bass contributions, the one-of-a-kind voice of Lonesome Dave Peverett, and Rod Price’s classic guitar work.

Words & Music by Lonesome Dave Peverett Copyright 1975 Kohaw Music o/b/o Knee Trembler Music (ASCAP) c/o The Bicycle Music Company

TRANSCRIPT:

Hello once again, and welcome back to the “I’m in Love With That Song” podcast, beamed directly into your earholes courtesy of the Pantheon Podcast Network. As always, I’m your host, Brad Page, and each edition of this podcast, I pick a song from my library of favorites, and we explore it together, trying to get a better understanding of what makes a song work. Why do I love this song? We limit the technical jargon here and keep the music theory to a minimum. This is a show for anyone who loves music. You don’t have to be a musical expert to enjoy this show.

On this episode, we’ll continue our exploration of bands that have been featured on this podcast once before, as we revisit Foghat, one of the bands that defined the sound of 1970s arena rock. This time, we’re going straight to their most popular studio album and digging into the title cut. That’s right– this is Foghat with “Fool for the City”.

Back on episode 78, we explored Foghat’s take on “Honey Hush”. I did a quick overview of their career on that show, but it’s been a while, so let’s go over those details again.

By the mid to late 1960s, it seemed like London was overrun by young British musicians obsessed with American blues; Muddy Waters, Big Bill Broonzy, Howlin’ Wolf… these British kids couldn’t get enough of this music, whether it was Delta Blues or Chicago Blues or anything in between. Sure, there was an element of fetishization about it, but these kids genuinely loved this music, and they appreciated it a lot more than American white kids did at this time.

One of the premier British blues bands was Savoy Brown, led by guitarist Kim Simmons. Savoy Brown seemed to churn through members, but for a time, the band settled around six members. Along with Simmons were Chris Youlden on vocals, Bob Hall on piano, Tony Stevens on bass, Roger Earl on drums, and Lonesome Dave Peverett on rhythm guitar and occasional vocals.

This lineup of Savoy Brown released a handful of albums: Blue Matter and A Step Further both came out in 1969, and then Raw Sienna in 1970. At that point, Chris Youlden and Bob Hall had left the band, and Lonesome Dave took over the lead vocals for their next album Looking In.

After that album, Lonesome Dave Peverett, Roger Earl, and Tony Stevens all left the band to start their own group. Simmons was pushing the band in a jazzier direction, while the rest of the guys wanted to pursue a heavier boogie sound. “Boogie” was a straightforward, visceral sound, with the swing of the blues melded with the aggression of rock. Things came to a head in December 1970, when Simmons fired Stevens and put additional demands on Peverett and Earl. They decided to quit, and the three of them got together to start their own group.

What they needed now was a new lead guitarist, and they found just the guy in Rod Price. Price had been playing with Black Cat Bones, and his brilliant slide guitar playing earned him the nickname the bottle. His addition to the band transformed their sound. His searing slide guitar leads delivered the sound that gave the band its heavy edge.
So, the band had their lead guitarist and their sound nailed down. Now all they needed was a name. It was Peverett who provided Foghat.

The name Foghat was a meaningless word that Peverett made up during a game of Scrabble he played with his brother when they were kids. I guess the word stuck around, but it literally doesn’t mean anything.

The band met with quite a few record labels but found no takers until they met with Albert Grossman, who signed them to his Bearsville record label. Soon, they would relocate to New York.

They released their first album, self-titled, in 1972. It was produced by Dave Edmunds and featured their version of Muddy Waters’ “I Just Want to Make Love to You”, which became a staple of their live shows. It set the template for the Foghat sound. Take a classic blues tune, ramp it up, crank up the guitars, and belt out the vocals in Lonesome Dave’s distinctive style.

Three more albums followed, and though a big hit eluded them, the band built an audience, focusing on the US, growing a fan base through relentless touring. But that pace was grueling, and it took its toll. By 1975, Tony Stevens had enough and left the band. Now they were missing a bass player just as they were about to record their most ambitious album to date.

Nick Jameson had produced their previous album, Rock and Roll Outlaws, and he was lined up to produce this new record. Rather than audition a bunch of new bass players, the band turned to Nick Jameson and asked him to play bass on the album.  Nick was a guitarist and a keyboard player, but not an experienced bass player, but he took on the job and became their de facto bassist for this new album.

The band decided to decamp to a small studio in Vermont called Suntreader. Located in Sharon, Vermont, it was about as removed from the city as you could get. This allowed the band to focus on the music, but you gotta wonder how that influenced this title cut.

“Fool for the City” was written by Dave Peverett. It’s performed by Peverett on lead vocals and rhythm guitar, Rod Price on lead and slide guitar, Roger Earl on drums, and Nick Jameson on bass. It was produced by Jameson.

The song begins with a quick flam, probably on a floor tom, and then we’re into the opening riff.

The first thing I notice on this track is that the drums are pretty dry. I’m not really hearing any reverb. That’s pretty standard for a 1970s recording. It wasn’t until the 1980s that they started putting tons of reverb on the drums to the point where the drum sounds got kind of ridiculous, at least in my opinion. But this dry drum sound is pretty typical of the 1970s. Let’s bring up the drums and listen to that for a bit.

Now let’s go back and play the intro through to the first verse.

That first verse pretty much lays out the thesis for this song. Not a lot of subtext here. “The country sure is pretty, but I’ll leave it all behind.” Let’s bring up that vocal track by Lonesome Dave Peverett.

There’s the chorus, classic gang vocals on the chorus there, and definitely plenty of reverb on the vocals. Let’s bring that up in the mix.

Now, before they start the second verse, there’s a short bit with some harmonized guitar parts. Let’s bring that forward a bit.

I like that because it serves as a transition from the chorus to the verse, and it gives you something new to keep things fresh.

Let’s go back and hear just the instrumental track for the verse to hear what’s going on underneath the vocals.

And back to the chorus.

And that brings us to the bridge. There are two distinct parts to the bridge. Let’s tackle the first part.

First, we’ll hear the instrumental track without the vocals. Like most of the song, there are at least two guitars panned left and right, but in this section, there’s another guitar in there right in the middle. It sounds like there’s some phasing or flanging on that guitar as well.

Okay, let’s hear that with the vocals now.

The vocals are doubled there. Another thing that I’m noticing is that the vocals are mixed pretty low throughout this song. Sometimes the guitars almost drown them out. Dave Peverett has a great voice, but Foghat was definitely a guitar band.

Let’s move on to the second part of the bridge, and things get funky here. It was Nick Jameson who came up with this idea, and it really adds a whole new element to the song.

All right, let’s dissect this part. First, let’s just hear Dave’s vocal. It’s pretty much a spoken word part.

And now the instrumental parts. Some interesting things happening here. There’s an acoustic guitar playing that country blues riff. It’s the first time we’ve heard an acoustic guitar in this song. And Nick Jameson is playing some slap bass that’s kind of a counterpart to that acoustic guitar. I like the way those two play off of each other. And then there are some electric guitars that come up in the left and right channel, both with an envelope filter or auto-wah effect on them. It’s a very specific kind of sound. All these parts work together in a pretty interesting way. Let’s hear all of that.

And that leads right into a guitar solo, giving Rod Price a moment to shine. Rod was mostly known for his slide playing, but he’s not using any slide here.

Now, listen to how Rod Price incorporates some of the vocal melody into his solo here. And they’ve also added some backing vocals, but they’re doing something different than what they do during the other choruses. It’s all kind of clever.

And that leads right into a reprise of the bridge.

This time around, Lonesome Dave uses more of his singing voice than the spoken word. Let’s hear that in the final mix and listen to Jameson’s funky bass part here.

That time around, there’s no acoustic guitar part there, which leaves room for Jameson’s bass to really jump out of the mix. And notice how the band builds up out of that section into these final choruses. It’s a really nice way to create some excitement leading into the finale.

As Dave Peverett ad-libs his vocals over the top, Nick Jameson’s bass and Roger Earl’s drums get a little more frantic, busier, driving the song to its conclusion.

And now Rod Price has overdubbed some more guitar licks, adding even more energy to the track.

Foghat – “Fool for the City”

Besides the title cut, the album also includes “Slow Ride”, their biggest hit. The album would become their first platinum album. And in 1977, they released their live album, Foghat Live, which would become their biggest-selling album.

But by 1979, trends changed and new sounds were capturing the attention of the general public, and Foghat fell out of fashion. They continued to release albums into the 1980s with diminishing returns.

Rod Price left the band in 1980, and they continued on for a while with a guitarist named Erik Cartwright, but they eventually split around 1984. There were a number of reunions with various lineups, but I don’t think anything captured the highlights of their 1970s peak.

Lonesome Dave Peverett, one of the most distinctive singers of his era, died in February 2000 from kidney cancer. He was 56. Rod Price was living in Wilton, New Hampshire, not far from where I lived, when he suffered a heart attack and fell down a flight of stairs. He was 57.

But at the time of this recording, Nick Jameson and Roger Earl are still with us, and Earl still tours with a version of Foghat.

Thanks for joining me for this edition of the “I’m in Love With That Song” podcast. I will be back in two weeks with another new episode. If for some unexplainable reason you just can’t bear to wait two weeks, you can relisten to all of our previous shows on our website, lovethatsongpodcast.com.

You can support the show by going to oldglory.com and buying some merch from your favorite artists. They even have a Fool for the City T-shirt that you can buy. And if you use our discount code, lovethatsong, you’ll save 15% and you’ll be helping to support this show. That’s oldglory.com with the discount code, lovethatsong.

Thank you for being part of this show here on the Pantheon Podcast Network, where fans belong. Now let’s turn up the volume and crank up “Fool for the City” by Foghat.

RESOURCES & LINKS:

  • Foghat: Visit their Official Website for current tour dates, official merchandise, and their latest music releases.
  • Savoy Brown: The Official Savoy Brown Website features news and details on founder Kim Simmonds’ autobiography, which chronicles his six-decade journey in blues-rock.
  • Muddy Waters: The Muddy Waters Foundation is dedicated to preserving the history of the blues and supporting emerging blues musicians.
  • Howlin’ Wolf: The Howlin’ Wolf Memorial Site offers detailed biographical insights, rare photographs, and stories covering his incredible life and legacy.
  • Lonesome Dave Peverett: His Concord Music Publishing profile highlights his massive impact as the founding member of Foghat and the writer behind defining hits like “Slow Ride” and “Fool For The City”.
  • Nick Jameson: His Discogs Profile outlines his eclectic and prolific career as a producer, engineer, voice actor, and multi-instrumentalist.
  • Rod Price obituary: https://www.the-independent.com/news/obituaries/rod-price-530402.html

Record Labels & Studios:

  • Bearsville Records: You can explore the ongoing legacy of Albert Grossman’s iconic label and its artists at the Bearsville Center. For a complete visual history of their original album art, catalog numbers, and tracklists, the Bearsville Discogs page is an invaluable database.
  • Suntreader Studios: The Suntreader Studios Discogs page catalogs the various releases cut at this remote Sharon, Vermont location, including Foghat’s platinum milestone.

Merchandise Sponsor: oldglory.com (Use code Lovethatsong for 15% off)

Podcast Network: Pantheon Podcast Network

The Band – “Life Is A Carnival”

"Life Is A Carnival" Words & Music by Robbie Robertson, Levon Helm & Rick Danko copyright 1971 WC Music Corp and Canaan Music, Inc. All rights administered by WC Music Corp

By 1971, The Band was one of the most influential forces in rock music, having steered the genre away from psychedelic excess toward a more rustic, roots-based sound. However, the recording of their fourth album, Cahoots, was a period of high tension within the group.  Despite these fractures, the album’s opening track, “Life is a Carnival,” stands out as a masterpiece of groove and atmosphere, drawing on Robertson’s real-life experiences working in a traveling circus to paint a vivid picture of life as a relentless “hustle.”

Let’s dive inside the track to examine the individual elements that make it work: the interplay between Levon Helm’s “behind the beat” drumming, Rick Danko’s fretless bass, Robbie Robertson’s funky guitar work, and the “calliope” atmosphere created by Garth Hudson’s Lowrey organ. And a major highlight is Allen Toussaint’s contribution; the New Orleans legend’s horn arrangements were written specifically to weave around Robertson’s existing guitar solo, resulting in a rhythmic conversation that remains irresistible decades later. This episode is a tribute not just to a great song, but to the enduring legacy of five musicians who changed the landscape of American music.

“Life Is A Carnival” Words & Music by Robbie Robertson, Levon Helm & Rick Danko copyright 1971 WC Music Corp and Canaan Music, Inc. All rights administered by WC Music Corp

TRANSCRIPT:

Take a load off, because it’s time for another episode of the I’m in Love with That Song podcast. I’m your host, Brad Page, coming to you courtesy of the Pantheon Podcast Network, where fans belong. Each episode of this show, I pick one of my favorite songs and we take a look at it together as we try to get a better understanding of what makes a song work. We’ll dig into all those little elements, those small decisions and choices that add up to making a great song. No musical knowledge or experience is required here; we don’t get too technical. This podcast is for anyone who loves music and is curious about what makes a song great.

This time around, we’re revisiting one of the most important bands that came out of the late 1960s, and they had a huge impact on the direction of rock music. We’re talking about The Band. We’ve covered The Band once before—that was way back on Episode 17, with a song from their second album. This time, we’ll explore a song from their fourth album, released in 1971. This is a great song called “Life is a Carnival.”

(Music: “Life is a Carnival” by The Band)

In the late 1950s, a singer named Ronnie Hawkins had a backing band called The Hawks. The Hawks included four Canadians: guitarist Robbie Robertson, bassist Rick Danko, Richard Manuel and Garth Hudson both on keyboards, and one American: a drummer named Levon Helm. Hawkins built up quite a following in the Ontario area, but eventually, The Hawks outgrew working with Ronnie and split off on their own. In 1965, Bob Dylan hired them to be his band for his 1965-66 tours, and suddenly, The Hawks were thrust into the big time. They became known as simply The Band, and after working with Dylan on what became known as The Basement Tapes, they got their own record deal and released their first album, Music from Big Pink.

(Music: “The Weight” by The Band)

To say that that album was influential would be a huge understatement. It changed the landscape, the whole direction of rock music. Suddenly, the trippy excesses of psychedelic rock were out, and the rustic, return-to-roots sound that The Band exemplified became the hot new thing. But by the turn of the 1970s, the pressure of their own myth was clearly having an effect. When they recorded their first album in 1968, they were as tight as a band could get, practically telepathic in their musical communication—it was a shared communal experience. But when they headed into the studio to make their fourth album, Cahoots, in 1971, their brotherhood was being fractured by fame, substance abuse, and creative stagnation.

Probably the biggest casualty by this time was pianist and singer Richard Manuel. On their first album, he was a key ingredient of their creative stew, contributing a number of that record’s best tracks. But by the fourth album, his creative output had evaporated; he contributed no new material for this album. Drummer and singer Levon Helm’s creative input had also diminished, though he did remain their primary vocalist. That left Robbie Robertson as the driving force for getting this new album together. So then, of course, that imbalance of songwriting led to resentment from the other members. From his perspective, Robertson felt abandoned by the others and forced into taking the role of the leader. And the rest of the band, particularly Levon Helm, would become bitter about the songwriting credits and the lack of royalty payments that followed.

The studio situation just made things worse. Albert Grossman, the band’s manager and also founder of the Bearsville record label, had built Bearsville Sound Studios in Woodstock, New York. It was designed to be a state-of-the-art studio, but when The Band entered it in 1971, the studio wasn’t finished yet, and there were a lot of technical issues that just hadn’t been fixed. And the band were used to working in more natural environments. This new studio felt sterile to them—too bright, too cold. And the album that resulted, Cahoots, is often described as sounding muddy and murky.

Cahoots isn’t a concept or thematic album by design, but there is a thread that runs through the record. Maybe unintentionally, but it’s there. Most of the songs deal with obsolescence: the vanishing of trades and traditions, the extinction of animals like the buffalo and the bald eagle. You could pretty easily extrapolate these themes as representing The Band itself at this time. But we’re still talking about The Band here; even at their lowest points, they were still capable of brilliance. There are a few moments like these on the album, especially the song that opens the record, “Life is a Carnival.”

Interestingly, “Life is a Carnival” is the only song on the album where band members besides Robertson share credit. The song is credited to Rick Danko, Levon Helm, and Robbie Robertson. It features Levon Helm on drums, Rick Danko on fretless bass, Robbie Robertson on guitar, Richard Manuel on piano, and Garth Hudson on a Lowrey organ. The vocals are delivered by both Rick Danko and Levon Helm. The track opens with a single kick drum hit, then the bass, guitar, and the drums and percussion come in for four measures.

(Music: Intro to “Life is a Carnival”)

Okay, a couple of things here. First, I’m hearing a lot of noise in the left channel. I imagine you can hear it too, even on this podcast MP3 file. Now, I’m using the original CD of this album released in 2000 for this breakdown. This album was remixed and remastered in 2021, but I didn’t want to use that version because it’s significantly different than the original album, and I just wanted to stick with the original mix for better or worse. I did go back and listen to my vinyl copy of this album, and other than the typical surface noise from an old record, I didn’t really hear as much noise on the vinyl as I do on this CD. So I don’t know if this is something unique to this particular copy of the CD, but there’s definitely some distracting noise in that left channel. I could run some software to clean it up, but I’m not going to do that; I don’t want to mess with the original track. So we’ll leave it, noise and all.

Okay, so now let’s go back and listen to this intro, this time just the drums and the bass. This is quite a funky little groove that Levon and Rick are laying down. Remember that Rick is playing a fretless bass—it’s actually an Ampeg AMUB-1. We discussed these bases a little bit a few episodes ago on Episode 200 about the history of the electric bass. Let’s hear that intro.

(Music: Isolated bass and drums)

And now, let’s bring up Robbie Robertson’s guitar to see what he’s playing in counterpoint to that groove. Notice how Robbie’s guitar has a tremolo effect on it.

(Music: Isolated guitar with tremolo)

All right, now let’s put that back together and we’ll listen to the first four measures of this intro.

(Music: Reassembled intro)

And here, starting with the next measure, the horns come in. And from my money, the horns are the most exciting part of this song. They were arranged by Allen Toussaint, an absolute legend. Based in New Orleans, Allen Toussaint produced literally hundreds of recordings. He wrote a number of classic songs, he’s in the Rock and Roll Hall of Fame, the Songwriters Hall of Fame, the Blues Hall of Fame. He was awarded the National Medal of Arts by President Obama in 2013. There’s a street named after him in New Orleans; he even had his own postage stamp issued last year. His horn arrangement on this track is so great.

(Music: Intro with horn section)

A couple more things to note here: the stereo placement of the horns—some on the left, some on the right—really accentuates the way the different horns bounce off of each other in a funky conversation. Also, notice that there’s an acoustic guitar that’s been added, somewhat low in the mix, adding another percussive rhythm.

(Music: Intro with acoustic guitar detail)

That brings us to the first verse, where the vocals come in. The song is sung as a duet between Rick Danko, taking the high parts, and Levon Helm, with Richard Manuel providing backup on the choruses.

(Music: Verse 1 vocals)

That leads us into the second part of the verse and a couple of my favorite lines in the song. It’s a great example of how Robbie Robertson’s songwriting could really paint a visual picture. First, let’s bring up the vocals.

(Music: Verse 1 continued vocals)

You can really picture this guy peddling watches on the street. That’s the hustle, right? The hustle of this carnival called life. Let’s hear that verse in the final mix.

(Music: Verse 1 final mix)

And that brings us to the first chorus. Garth Hudson’s Lowrey organ is heard more prominently here.

(Music: Chorus 1)

The intro riff returns here for a few measures.

(Music: Interlude)

Here comes the second verse, which tells of a man with “a jinx in the third degree” from dealing with people “he can’t see”. This is the most enigmatic line in the song; there’s a few ways you could interpret that. One thing we should probably mention here is that Robbie Robertson actually spent time working in a carnival. When he was 14, he worked at a traveling circus and freak show outside of Toronto. I think the things he saw and experienced there were life lessons that he carried with him—a certain perspective on human nature, which I think informs this song.

(Music: Verse 2)

Before we move on, I want to go back and listen to that verse without the vocals, just to appreciate this performance. Everything about it is great. Levon Helm’s drums are played perfectly laid-back, behind the beat. He’s avoiding the typical clichés and playing around the beat. Rick Danko’s also playing bits that slide around the beat, often avoiding the ‘one’ and playing in between the beats. Robbie Robertson’s laying down an acoustic guitar track that almost functions more as a percussion instrument than a melodic one. And then there’s those horns: sharp, rhythmic stabs bouncing off of each other and the rest of the band. The playing between Rick Danko, Levon Helm, and that brass section creates this push-pull rhythm that is absolutely irresistible.

(Music: Instrumental track of Verse 2)

And the last half of this verse really gets to the crux of the song. “We’re all in the same boat ready to float off the edge of the world; the street is a sideshow, from the peddler to the corner girl. Life is a carnival, it’s in the book. Life is a carnival, take another look.”

(Music: Verse 2 conclusion and Chorus)

Next up is a guitar solo from Robbie Robertson. And what I love about this solo is the way it bobs and weaves around the other parts. But it wasn’t constructed that way; the solo was actually recorded before the brass section was arranged and recorded. Allen Toussaint received a rough mix of the song with the guitar solo already there and wrote the horn parts around the existing solo. Listen to how all of these parts—the solo, the rhythm section, and the horns—interact with each other.

(Music: Guitar solo with horn interaction)

And that brings us to a reprise of the line about the guy hawking watches before one final chorus. But before we get there, I want to listen to just the rhythm section one more time, especially to Rick Danko on fretless bass.

(Music: Rhythm section isolated)

Let’s bring the other instruments back in.

(Music: Instrumental build-up)

All right, now let’s go back, add the vocals back in, and listen to the final mix. This time, listen for Robertson’s funky guitar part and how Garth Hudson’s organ recreates the atmosphere of a circus calliope on the chorus.

(Music: Final Verse and Chorus)

And they’re going to ride out on this great groove into the fade.

(Music: Fade out)

“Life is a Carnival” by The Band.

When Cahoots was released in September 1971, it met with reviews that ranged from mediocre to downright hostile. That was something The Band wasn’t used to; they’d been critical darlings up until that point. The reaction stung, so much so that it would be four years before they released another album of new material. They followed Cahoots with a live album, Rock of Ages, that featured a horn section all arranged by Allen Toussaint. And then, an album of all cover songs called Moondog Matinee. They didn’t release an album of new original songs until Northern Lights-Southern Cross in 1975. By 1978, they called it quits and celebrated with The Last Waltz. They would later reform, but without Robbie Robertson.

All the members of The Band are gone now. Richard Manuel took his own life in March 1986. After a gig in Florida, he hung himself in the hotel bathroom. He was 42 years old.

Rick Danko passed away from heart failure at his home in December 1999. He was 55.

Levon Helm survived a bout with throat cancer in the 1990s that left him unable to sing for years. Eventually, he started singing again in 2004, but it was never really the same. The cancer returned, and after years of a valiant fight, Levon Helm died in April 2012. He was 71.

Robbie Robertson died at the age of 80 in Los Angeles from prostate cancer.

And the last surviving member, Garth Hudson, died in his sleep at a nursing home in Woodstock, New York, on January 21, 2025. He was 87 years old.

The music lives on, though—that’s a cliché to say, but it’s true. They were one of the most influential groups ever, whether people realize it or not, and that music continues to inspire and influence artists upcoming today.

Thanks for checking out this edition of the I’m in Love with That Song podcast. New episodes of this show come out on the 1st and the 15th of every month, so stay tuned for more. You can catch up on or revisit any of our previous episodes on our website, lovethatsongpodcast.com. Keep up with us on Facebook—just look for the I’m in Love with That Song podcast, you’ll find us there—or send email to lovethatsongpodcast@gmail.com.

You can support the show by going to oldglory.com and buying a t-shirt or some band merch. Use our discount code “lovethatsong” to get 15% off.

And please, share the show with the other music lovers in your life—your friends, your family. Please spread the word about this podcast, because that’s what keeps us going.

On behalf of everyone here on the Pantheon Podcast Network, I thank you for listening. And remember– life is a carnival.

(Music: “Life is a Carnival” reprise)

RESOURCES & REFERENCES:

The Beastie Boys – “So What’cha Want” & “Gratitude”

“So What’cha Want” - Michael Diamond, Adam Horovitz, Adam Yauch Copyright 1992 Brooklyn Dust Music (ASCAP). “Gratitude” - Michael Diamond, Adam Horovitz, Adam Yauch & Tom Cushman Copyright 1992 Brooklyn Dust Music (ASCAP) and PolyGram International Music Publishing, Inc.

The Beastie Boys’ trajectory is one of the most unique in music history, moving from underground punk, to the “frat-rap” superstardom of Licensed to Ill, to socially-conscious stars of both hip-hop and alternative rock. In this episode, we explore the pivotal moment when the band faced an artistic crisis following the commercial failure of Paul’s Boutique. Severing ties with Def Jam and moving to Los Angeles, the trio—Mike D, MCA, and Ad-Rock—found absolute creative freedom in their own L.A. studio. With the help of Mario Caldato Jr. and Money Mark, they began to blend their hip-hop roots with live funk, punk, and rock, resulting in the 1992 triumph, Check Your Head.

We’ll do a track-by-track breakdown of “So What’cha Want” and “Gratitude,” revealing the secrets behind their signature sounds. We’ll see how the Hammond organ and distorted karaoke vocals created the atmosphere of “So What’cha Want,” and how Adam Yauch’s (MCA) spiritual journey influenced the heavy, fuzz-drenched riff of “Gratitude.” The episode concludes with a poignant look at the band’s legacy following Yauch’s passing in 2012, celebrating a group that proved innovation often comes from looking back at your roots while moving fearlessly forward.

“So What’cha Want” – Michael Diamond, Adam Horovitz, Adam Yauch Copyright 1992 Brooklyn Dust Music (ASCAP).

“Gratitude” – Michael Diamond, Adam Horovitz, Adam Yauch & Tom Cushman Copyright 1992 Brooklyn Dust Music (ASCAP) and PolyGram International Music Publishing, Inc.

TRANSCRIPT:

You have found your way to the I’m in Love with that Song podcast, one of the many shows in the Pantheon family of podcasts. My name is Brad Page, and on each edition of the show, I pick a song and we examine it together, exploring the twists and turns that make it a great song. I want this show to be accessible to everyone, so we don’t get super technical or get deep into music theory. This is a show for anyone who loves music.

Now, I usually keep the personal stuff to a minimum on this show, but my wife, Heidi, has a birthday coming up this month—June of 2026. I’m not going to tell you how old she is, that wouldn’t be polite, but suffice to say it’s a milestone birthday. So, I thought this time we’ll tackle one of her favorite bands—and I like these guys, too. And few bands in history have had the trajectory of these guys; from punks to party-boy rappers to socially conscious artists, and along the way, absolute innovators in the use of sampling and video. This time out, we’re taking a look at the Beastie Boys, and not one, but two great songs: “So What’cha Want” and “Gratitude.”


The story of the Beastie Boys begins in New York City in 1979 with a punk band called The Young Aborigines, which included a drummer named Mike Diamond and a young woman, Kate Schellenbach, on percussion. They banged around New York City playing in the underground scene to moderate success. A friend of theirs, Adam Yauch, was learning to play bass and he would show up at their rehearsals just to hang out. When The Young Aborigines’ bass player left in 1981, Adam Yauch joined the band as his replacement. Mike Diamond also moved to the front as vocalist, and Kate Schellenbach became the drummer, and the band rebranded themselves as the Beastie Boys.

Not long after renaming themselves Beastie Boys, their guitar player left, and he was replaced by Adam Horovitz. They also grew enamored of the new sound of hip-hop and rap coming out of the city, and they started integrating more and more of that sound into what they were doing. That resulted in the release of their single in 1983 called “Cooky Puss,” which is essentially a novelty song.

[Music: “Cooky Puss“]

And the move towards hip-hop meant a bigger reliance on drum machines. That, and their new “frat-rap” image, didn’t leave much room for Kate Schellenbach, and she was squeezed out of the group. But that established the Beastie Boys trio that would go on to bigger and better things: Mike Diamond, or Mike D; Adam Yauch, who picked up the moniker MCA; and Adam, Ad-Rock, Horovitz.

By 1984, the trio had hooked up with two names who would play a big part in launching them into stardom: Russell Simmons and Rick Rubin, the men behind Def Jam Records. Working with Rick Rubin in his NYU dorm room throughout 1986, they crafted their debut album, Licensed to Ill, released in November 1986. It was a smash hit. It was the first rap album to reach number one on the Billboard 200 album chart, and it held that spot for seven weeks. It was one of Columbia Records’ fastest-selling debut albums.

But that success brought with it some issues to grapple with. First, looking back on it today, it does raise some eyebrows when you consider that the first number-one rap album was made by some affluent white kids. You can’t get around it; there certainly are elements of cultural appropriation and white privilege that have to be wrestled with. And then there were unintended consequences at the time that had an effect on the band. Their frat-rap image was meant to be tongue-in-cheek, but a big part of their audience took it more seriously. Sure, it might have been ironic misogyny, but it was misogyny nonetheless, and that really started bothering the three of them.

Eventually, the relationship between the Beastie Boys and Rubin and Simmons soured, and they severed ties with them and the record label and moved to Los Angeles. They signed a new contract with Capitol Records with the hopes of growing past their obnoxious image. They began working with the production team known as The Dust Brothers on what would become Paul’s Boutique, their second album and an absolute masterpiece of the genre.

[Music: “Shake Your Rump“]

This was in the days before legal restrictions on sampling and copyright enforcement, and it was an absolute free-for-all for the Beasties and The Dust Brothers. This album is incredibly dense with samples—some authorized, many not. It’s a mind-blowing technical achievement, and it’s considered by many to be the absolute peak of sample-based production.

[Music: “Hey Ladies“]

Unfortunately, the album was a commercial failure—a flop. The record company was not happy, and after a series of high-profile lawsuits that resulted in restraints and high costs for clearing samples, it meant that densely layered samples in productions like Paul’s Boutique were just no longer legally or financially viable. So, the Beastie Boys faced an existential and artistic crisis. And after the commercial failure of Paul’s Boutique, it seemed like Capitol Records couldn’t care less about the Beastie Boys. At first, that was depressing, but the guys discovered that the label’s lack of interest actually gave them almost complete creative freedom.

Without unlimited samples to rely on, the Beastie Boys reverted back to their roots and focused on playing their instruments. They built their own little studio in L.A. and brought in Mario Caldato Jr. as their engineer and producer. The band would spend many an afternoon record shopping and crate digging with Caldato, and then they’d spend all night listening to those records, soaking in the grooves and the rhythms of James Brown, Sly Stone, The Meters, and many others. They would jam for hours, putting those late-night listening sessions into action. And the final piece of the puzzle fell into place when they were joined by Mark Ramos Nishita, known as Money Mark, whose clavinet and Hammond organ playing added whole new textures to their jams.

The combination of their performances with selectively, carefully chosen samples resulted in their third album, Check Your Head, released on April 21, 1991. It was a genre-defying mix of hip-hop, alternative rock, and funk. The album generated five big singles and sold double-platinum. It was a commercial and critical triumph and resurrected the Beastie Boys’ career.

We’re going to take a closer look at two songs from this album, which represent both of their approaches to their sound and production: on one, their judicious use of sampling technology, and on the other, their proficiency at creating killer tracks using their own instruments. First, we’ll take a look at track seven on the album, “So What’cha Want,” a song built off a sample from a 1973 song, “I’ve Been Watching You,” by a Chicago band called Southside Movement.

[Music: “I’ve Been Watching You“]

They originally planned to use a sample of this song’s groove, probably something like this:

[Music: Clean groove loop]

But after working on it for a while, they decided to ditch the sample and recreate the groove with their own instruments. So most of what you’re hearing is the Beastie Boys’ own performance. The song opens with some noise and maybe some studio chatter. Then Money Mark kicks things off with some Hammond organ licks played through a Leslie rotating speaker; that’s what gives the organ its shimmering, watery sound.

That leads right into the first verse. Each of the Beastie Boys takes a turn at the mic, starting with Ad-Rock handling the first four lines. Another one of the interesting things about this track was the way the vocals were recorded. Rather than use your typical expensive studio mics, they recorded their vocals using cheap karaoke microphones. These mics were lo-fi, and they drove them far into the red, creating a heavily distorted sound that really accentuated their aggressive vocal delivery. Let’s isolate Ad-Rock’s vocal take to hear just how trashy these vocals sound—and I mean trashy in the best possible way.

Mike D takes the mic for the next four lines. And then MCA steps up to the mic for the last four lines before the chorus. There’s a couple of driving chords underneath there—I’m assuming that’s a heavily distorted organ. That takes us into the first chorus, which is led by Ad-Rock with MCA and Mike D backing him up.

Couple of things on this next section: Ad-Rock has overdubbed a nasty little guitar part. There’s nothing fancy here; this is all attitude. Then there’s a vocal sample—this is a Biz Markie line sampled from the song “Just Rhymin’ with Biz” by Big Daddy Kane. So let’s hear that section.

And that brings us to the next verse. Mike D starts us off this time. Before we continue with the verses, let’s focus on the instrumentation for a minute. Let’s start with Mike D’s drums. These drums sound like they were recorded pretty simply—I’m guessing just a few mics—but they sound big and aggressive. Now let’s hear the bass and the guitar together. Both of these tracks, guitar and bass, are heavily overdriven, distorted.

All right, let’s pick up that verse where MCA comes in. You probably noticed that Ad-Rock has added something a little extra to his guitar part there. Let’s get back to the verse as Ad-Rock takes over the mic. The next lines are back to Mike D. Let’s hear a bit of his vocal track. That squeal there is actually from the guitar. After that short break, we hear the Biz Markie sample one more time.

Let’s go back and bring up the organ part. And you can also hear another part in there, kind of a drone or pedal tone that swells up—it might even be played backwards. I’m not sure, but that’s always an effective way to get that kind of sound. After that comes a short section where they’re mixing in some of their own samples. Let’s just hear that sample track for a second.

All right, let’s pick it back up. And that will take us into another verse, starting with MCA. And here comes Ad-Rock. And one more verse from Mike D. And then we get one final verse from MCA, which has my favorite line in the song: “I’m as cool as a cucumber in a bowl of hot sauce.” It’s pretty good. Let’s hear MCA’s vocal.

There’s another instrumental section here. This time let’s bring up Money Mark’s Hammond organ again.

That’s the Beastie Boys with “So What’cha Want.” But we’re not done yet. Let’s pause for a quick breather here and then we’ll be right back with more Beastie Boys.

Let’s take a look at another track from the same album, Check Your Head. Track number four on this album is a song called “Gratitude.” It was released as a single in October of 1992, and it was primarily targeted at modern rock or alternative rock radio. And it’s one of the best examples of the Beastie Boys playing as a band. There’s no significant samples; it’s not based on any pre-existing track. It’s just the boys showing that they can rock hard.

Lyrically, the song shows the band’s move towards more socially conscious themes. The lyrics were inspired by Buddhist philosophy: mindfulness, being present, and the daily practice of gratitude. MCA, Adam Yauch, was a practicing Buddhist by this time. So, though the song is actually sung by Ad-Rock, Adam Horovitz, I would bet that MCA was a driving force behind this song. His bass playing is certainly a driving force in this track. It’s the lynchpin; it’s the riff that carries this song forward and sonically overwhelms this track in a good way. The song begins with the sound of what I think is a detuned bass before that fuzzed-out bass part kicks off.

At the core of that bass sound is a fuzz box. There seems to be a little bit of debate around which fuzz pedal he used. If the video for the song is to be believed, MCA is playing a Fender Precision Bass—and for everything you ever wanted to know about the Fender P-Bass, go back a few episodes and listen to our special episode dedicated to that specific instrument. In the video, he’s playing a Precision with a pick through a Univox Super-Fuzz pedal. Most people seem to think that’s right, but I’ve seen other people say that they’ve had better luck duplicating that sound using other pedals. But either way, this is one of the gnarliest bass tones you are ever going to hear.

I love the crack of that snare drum there. Once again, Mike D is playing a simple but rock-solid drumbeat, with the drums miked up and recorded to sound very live. Let’s listen to his drum track for a bit. Let’s back it up and play it through to the first verse. You’ll also hear some conga drums on this song; those were played by James Bradley Jr.

Okay, so Ad-Rock comes in with his guitar and his vocal on the first verse. First, let’s hear that guitar part. And now let’s hear Ad-Rock’s vocal. “Good times gone and you miss them / What’s gone wrong in your system?” He’s double-tracked his vocals here.

Ad-Rock is going to play what is basically a two-note guitar solo. Can’t get much simpler than that, but you add that wah-wah pedal in and it’s pretty funky. Second verse—there’s only two verses in this song—and this one has the line that really cuts to the chase: “What you think that the world owes you?” and that’s followed by “What’s going to set you free? Look inside and you’ll see.” Let’s hear that vocal track.

The guitar is going to lay out for the rest of the song, and Money Mark’s going to take over on the organ. But first, let’s hear a little of those congas. All right, let’s go back to the final mix. Now here comes an organ break by Money Mark. Let’s solo that organ part for a little bit. Now let’s go back and hear that in the final mix, and then we’ll play it through to the end of the song. And there’s some cowbell in there now, too.

“Gratitude” by the Beastie Boys.

After the success of Check Your Head, the band had a long run of commercial success and critical acclaim. The follow-up album, Ill Communication, sold even better and contained one of their biggest songs, “Sabotage.” More albums followed, as did their social activism. Adam Yauch in particular was deeply committed to his causes, including human rights and Tibetan freedom.

But in 2009, Yauch was diagnosed with cancer. He fought the good fight but lost his battle with cancer on May 4, 2012. He was 47 years old. Mike D and Ad-Rock confirmed the end of the Beastie Boys and have stated unequivocally that they would never perform or record as the Beastie Boys again out of respect for their fallen bandmate.

But as we’ve said so often on this show, all of this music is still out there, still there to be appreciated and discovered. It’s up to us to keep the music alive.

As for Kate Schellenbach, though she got the short end of the stick when she was squeezed out of the band, she became the drummer for Luscious Jackson, who the Beastie Boys would sign to their label. So they did her right in the end.

I want to thank you for taking part in this episode and for joining me to wish a happy birthday to my wife, Heidi, who’s really the one that makes this whole show possible. I’ll be back here in two weeks with another new episode. Remember to subscribe or follow the show so you never miss an episode. And if you’d like to catch up on any of our previous episodes, they can all be found on our website, lovethatsongpodcast.com. Keep in touch with me and your fellow listeners on our Facebook page—just search for the I’m in Love with that Song podcast, you’ll find us there. Or you can send an email to lovethatsongpodcast@gmail.com. We are part of the Pantheon Podcast Network, home to a ton of other music-related podcasts, so be sure to check out some of the other shows. That is it for this episode. Happy birthday, Heidi, and I will see the rest of you next time.

RESOURCES & REFERENCES:

Bands & Artists:

Producers & Production

Record Labels:

Equipment Referenced:

My Favorite Trax from STAX – Part 2: 1964-1966

On this episode, we continue our journey from last year through the history of Stax Records, the iconic label that defined Southern Soul music, as I play some of my favorite Stax tracks from 1964 to 1966.

Sam & Dave, Otis Redding, Booker T & The MG’s, Albert King, Rufus & Carla Thomas, Eddie Floyd… they’re all here on some of the greatest singles ever released. Let’s dig in, shall we?

TRANSCRIPT:

The night time is the right time for the “I’m In Love With That Song” podcast, coming to ya on the Pantheon Podcast Network. I’m Brad Page, host of the show, and on this special edition of the podcast, we’re going to continue our look at Stax Records and some of my personal favorite records released by Stax– this time, from 1964 through 1966.

Last year, back on Episode 163, we looked back at the beginning of Stax Records, when Jim Stewart and his sister Estelle Axton opened their first studio, then called “Satellite”, in 1959, eventually moving to 926 East McLemore Avenue in Memphis, Tennessee, and changing their name to Stax Records.

Back on that previous episode, I played a bunch of my favorite Stax tracks from those early years, 1959 to 1963. If you haven’t heard that episode, you might want to go back and listen to it, though you don’t necessarily have to. I’ll try to catch you up on who’s who and what’s what as we pick up the story here at Stax in 1964.

Stax got off to a fine start in January 1964 with the release of another Rufus Thomas classic with “Dog” in the title. This time it was “Can Your Monkey Do The Dog?” It’s hard to top that title.

Rufus returned in April with a duet with his daughter, Carla Thomas. The A-side was a track called “That’s Really Some Good”, but my favorite is actually the B-side; it’s their version of the Ray Charles hit, “The Nighttime Is The Right Time”.

Otis Redding released a handful of singles in 1964. My personal favorites came right at the end of 1964 with a killer A and B side, pairing with one of his all-time classics on the A-side” “That’s How Strong My Love Is”.

And you flip that record over and on the B-side is another great Otis Redding track, “Mister Pitiful”.

In March 1965, Stax released a single called “A Place Nobody Can Find”. Though it was not much of a hit, it was a momentous occasion, as it was the first stack single released by Sam & Dave, the duo that would go on to have some of the biggest hits in Stax history. Sam and Dave were brought to Stax by their partnership with Atlantic Records. They had released six or seven singles for other labels without much success, and their first Stax single didn’t make many waves either. But big things were on the horizon, and it would all begin here with “A Place No One Can Find”.

Another momentous occasion for Stax in ‘65 was the arrival of Al Bell. Al Bell wasn’t a musician, a singer, or a songwriter; he came on board as the head of promotion, but he would go on to become a key figure in Stax history. Soon, he would become Vice President of Stax, and by 1972, he would own the company.

Booker T and the MGs, besides being the core Stax studio band and backing musicians, continued to release instrumental albums. In April 1965, they released their biggest hit since “Green Onions”, a track called “Boot-leg”. A few things make this one notable: It’s the first MG’s track to feature Donald “Duck” Dunn on bass—he had replaced Lewos Steinberg; and though it bears his name, Booker T doesn’t even play on this track. The keyboards were actually played by Isaac Hayes.

May ‘65 saw the release of “Candy” by The Astors, written by Steve Cropper and Isaac Hayes. It was The Astors biggest hit, largely forgotten now, but I think it’s a perfect little confection blending R&B and b with pop.

In August 1965, Otis Redding released a little song he wrote called “Respect”. Of course, Aretha Franklin would release her version a couple years later and totally make it her own. But Otis wrote it, and his original version is pretty damn good, too.

As I said, this is just me picking some of my favorite Stax singles. It’s not a definitive list, these are just songs that I really like. Case in point, this next track: it was not a hit or an important track for Stax, I just like it. It’s another one by The Astors– this one’s called “In The Twilight Zone”.

In November 1965, we were gifted with the first of Sam and Dave’s true classics.  Written by Isaac Hayes and David Porter, the songwriting team that would go on to write many iconic tracks, this was their first big hit for Sam & Dave. It’s the brilliant “You Don’t Know Like I Know”.  Dave sings the first verse and they both trade lines on the second verse. It’s well known that Sam and Dave didn’t really like each other very much, but man, they knew how to work a tune.

1966 was a big year for Stax. In February, Otis Redding released his version of the Rolling Stones’ “Satisfaction”, putting his own spin on it. It was Steve Cropper’s idea to cover the Song. Otis had never even heard the song before. What you’re hearing here was done in just a couple of takes; it’s just an inspired go for it performance.

March 8 saw the release of the first Stax single by Eddie Floyd. The song was called “Things Get Better”, and it was inspired by an advertising slogan for Coca-Cola, “Things go better with Coke”. You know, when you’re a songwriter, you take inspiration anywhere you can find it. “Things Get Better” wasn’t a big hit for Eddie Floyd, but it was a start.

One of the overlooked gems from Stax is this track by Ruby Johnson. “I’ll Run Your Hurt Away” was written by David Porter and Isaac Hayes. It was a moderate hit on the R&B chart at the time, but inexplicably, it’s faded into obscurity. But Ruby turns in a fantastic vocal performance, just listen to her phrasing on this track.

March ‘66 also brought us one of the best Sam & Dave tracks. David Porter was in the bathroom, and Isaac Hayes was tired of waiting for him to finish his business… he yelled, “Get a move on”, and Porter yelled back, “Hold on, I’m coming!”. And that, believe it or not, was the birth of one of the greatest R&B songs.

Albert King was one of the great blues guitarists. He was left-handed and played a right- handed Gibson Flying V with the strings upside-down, so the high strings were on top. He played fierce, fiery solos that inspired generations of guitar players, in particular, Stevie Ray Vaughan. Albert King had been making records since 1953, but largely at the insistence of Estelle Axton, Albert King cut his first single for Stax in April 1966, and it became one of his most popular tunes: “Laundromat Blues”.

Skipping ahead to July 1966, Carla Thomas returned to the charts with a hit called Baby, B-A-B-Y”. Written by Hayes and Porter, it originally had a groove better suited for Sam & Dave, but Booker T. Rearranged it to fit Carla’s style, and I think it turned out to be one of her best singles.

Also in July came one of the all-time great R&B songs.  Recorded by Eddie Floyd and written by Floyd and Steve Cropper. It’s “Knock On Wood”. What more do I need to say?

Albert King was back at Stax with another song that would become one of his all-time classics– a song that would be covered many times in the future, including a version by Gary Moore in 1990 that also featured a guest appearance by Albert King. But this is the original version from August 1966, It’s Albert King with “Oh, Pretty Woman”.

And Otis Redding was still on a roll at Stax. In September, he released “Fa Fa Fa Fa Fa (Sad Song), another big hit.

And in November, Stax released my favorite Otis Redding track, “Try A Little Tenderness”. The song had been around for years, both Bing Crosby and Frank Sinatra had recorded versions of it. Isaac Hayes initially arranged it, with contributions by drummer Al Jackson Jr. and Booker T. Everybody contributed, but it was really Otis Redding’s vision. He owned it. It’s his masterpiece.

November also included the release of Albert King’s third major contribution, his version of “Crosscut Saw”, another blues classic that would be covered multiple times, including by Eric Clapton. Here’s Albert King with his version of “Crosscut Saw”.

And two Christmas songs came out in November to close out 1966 for Stax: Carla Thomas had “All I Want For Christmas Is You”.  No, not the Mariah Carey Song, this is a melancholy ballad that was originally released in 1963 as the B-side to “Gee Whiz, it’s Christmas”. This time they reissued it as an A-side.

And Booker T. And the MGs had their version of “Jingle Bells” with a great guitar solo by Steve Cropper.

And we’ll wrap up this episode there. We’ll pick up with 1967 sometime next year.

In the meantime, go seek out some of these records, and if you really want to splurge, pick up one of the massive box sets. There are three of them. Most of the facts and figures in this episode come from the fabulous book included in the box sets written by Rob Bowman; some of the best researched and written material you’re ever going to find on Stax. Highly recommended, and of course, I thank Rob for his scholarly work.

Of course, there’s a great Stax documentary on HBO that I’ve mentioned before, released last year, that is well worth watching.

As always, new episodes of this podcast come out twice a month, right here on the Pantheon network, so I’ll see you in about two weeks. All of our past episodes, including the previous episode on Stax, are available on our website, lovethatsongpodcast.com. or just look for them in your favorite Podcast app.

Please, if you enjoyed this episode, tell a friend about it, because your word of mouth and recommendations by people like you, are the best ways for podcasts like this one to grow and thrive. So thanks for supporting the show, and for listening to this episode on some of my favorite tracks from Stax.

RESOURCES:

Stax Records:
Stax Records

Rufus Thomas:
Rufus Thomas

Carla Thomas:
Carla Thomas

Otis Redding:
Otis Redding

Sam & Dave:
Sam and Dave

Al Bell:
Al Bell

Booker T. and the MGs:
Booker T. & the M.G.’s

Isaac Hayes:
Isaac Hayes

Steve Cropper:
Steve Cropper

Albert King:
Albert King

Eddie Floyd:
Eddie Floyd

Ruby Johnson:
Ruby Johnson

Rob Bowman:
Rob Bowman

HBO Max Documentary on Stax Records:
Stax: Soulsville USA | Official Website for the HBO Series | HBO.com

Rob Bowman’s Book on Stax Records:
Soulsville, U.S.A.: The Story of Stax Records

Cheap Trick – “Dream Police”

Words & Music by Rick Neilsen Copyright 1979 Screen Gems-EMI Music and Adult Music

What happens when a record label shelves a band’s most ambitious studio work to capitalize on a surprise live hit? On this episode, we explore this unique moment in rock history and analyze “Dream Police” by Cheap Trick — the title track of the album that sat on a shelf for nine months while Cheap Trick at Budokan conquered the world. We’ll step through the song’s complex architecture, revealing how Rick Nielsen combined lyrics of paranoia with a hard-rocking guitar riff and a heavily orchestrated, at times “horror-movie” vibe.

The episode goes beyond the surface, isolating the tricky guitar melodies, the pre-chorus drama, and the disorienting shift in time signatures. You will gain a new appreciation for the technical prowess of Robin Zander’s vocals, Tom Petersson’s 12-string bass, and Bun E. Carlos’s Moon-esque drumming. Whether you’re a lifelong fan or a newcomer to the “hardest working band in show business,” this episode illustrates why “Dream Police” remains an inescapable classic and a testament to the band’s survival and creativity.

Words & Music by Rick Neilsen Copyright 1979 Screen Gems-EMI Music and Adult Music

TRANSCRIPT:

The smallest bones in your body are in your middle ear. Referred to as the hammer, the anvil, and the stirrup—those are some pretty rock and roll names– these three bones are the first bones in your body to fully ossify; they’re done developing by the time you’re born, and they never grow any bigger. Each of these bones is tiny– smaller than a grain of rice; you could fit all of them on the tip of your finger. But from these tiniest of bones comes a whole universe of creativity and imagination.

This is the I’m in Love with that Song podcast, and I’m your host Brad Page. We’re here on the Pantheon Media Network, and on each edition of this show, I pick a favorite song and we dive into it together, exploring all the nuances, the little moments, and special elements that turn a good song into a great one. If you’re not a musician or you don’t know anything about music theory, don’t worry about it, because we don’t get too technical on this show. All you need is a love for music and a little bit of curiosity, and you’ll fit right in here.

On this episode, we’re heading back to 1979, when one of the all-time great bands was at the top of their game. Cheap Trick were coming off the smash hit live At Budokan album, which they followed up with an album that pushed their sound forward. Stick around as we explore the title cut from this album. This is Cheap Trick with “Dream Police”.

[Music plays]

We’ve discussed Cheap Trick a couple of times before on this show, including an overview of their early career leading up to the At Budokan album. On that show, I was joined by Brian Kramp from the Rock and/or Roll podcast, who wrote the definitive book on Cheap Trick’s history. That book is called This Band Has No Past: How Cheap Trick Became Cheap Trick, and if you don’t have it, go get it—it is a great book. And go back and listen to that episode if you haven’t heard it; it’ll catch you up on the origin of Cheap Trick.

So, I’m not going to cover that same ground here. We’ll pick up the story after the release of the At Budokan album, and that’s a pretty famous story all in itself. Cheap Trick were struggling to break through to the masses in the U.S., but they had managed to gain rock star status in Japan. A live album was recorded during their 1978 tour of Japan, and it was intended as a Japanese-only release. But American radio stations started playing it, and word of this killer import-only live album caught on. Epic Records realized that if they released it in the U.S., they could have a hit on their hands—which they certainly did. When that album came out in the U.S. in February 1979, Cheap Trick At Budokan would eventually sell over three million copies.

Which was great, except for one thing: Cheap Trick had already recorded their next studio album, and it was ready to be released when the record company decided to put it back on the shelf and release the live album globally instead. So the new album, the band’s most ambitious record to date, sat unreleased for at least nine months.

This new album was produced by Tom Werman and engineered by Gary Ladinsky. Along with band members Robin Zander on lead vocals and guitar, Rick Nielsen on lead guitar and occasional vocals, Tom Petersson on bass, and Bun E. Carlos on drums, the band was augmented by some additional studio musicians, most notably Jai Winding, who added keyboards and also helped with the string arrangements. The addition of strings on this album really expanded the sound of this album, but there was another technical decision that contributed to this album’s sound. This was one of the first handful of recordings to be made with the 3M Digital Audio Mastering system, a system that offered 32 tracks of digital recording.

The song that opens the album, side one, track one, would also give the album its name: “Dream Police”. The song was written by Rick Nielsen and performed by Nielsen on guitar, mandocello, and vocals; Robin Zander on lead vocals and probably some rhythm guitar; Bun E. Carlos on drums; and Tom Petersson on 12-string bass.[1] Also appearing on the track are Jai Winding on piano and organ, and producer Tom Werman and engineer Gary Ladinsky also chip in with some background vocals.

The song kicks off with two flams on the snare drum, and we’re off and running.

[Music plays]

The track is already sonically full right from the start, but it’s still just guitars, bass, and drums, and the strings. Before we get any further, let’s just take a minute to look at the parts. Along with the drums, there are two guitar parts panned left and right.

[Music plays]

Then there’s the string parts, which are very dramatic. These are not lush, gentle, romantic strings; there’s a lot of energy and power in this string arrangement.

[Music plays]

And then, underneath it all, is Tom Petersson’s bass part, played on his trademark 12-string bass, which is such a part of the Cheap Trick sound. It blends in with the final mix so it doesn’t necessarily stand out any different than a standard bass part, but when you hear it in isolation, then you can really hear all of those strings ringing out and what it adds to the overall sound and feel of the track.

[Music plays]

We will take a closer look at all of these parts as we go through the song, but for now, let’s move on. The song begins with the chorus, though that’s not exactly a rarity; it is a little less common for a rock song to lead off with the chorus.

[Music plays]

That leads immediately into the first verse. And I think what really makes these verses work, besides the great vocal by Robin Zander, is the combination of the organ, which sounds straight out of a horror movie, and Tom Petersson’s bass part. That 12-string bass really delivers something special here

[Music plays]

The guitar basically lays out most of the verse and just adds some accent chords. Let’s go back and listen to those two parts I mentioned before. First, the organ:

[Music plays]

And here’s the bass part:

[Music plays]

The next section—let’s call that the pre-chorus—perfectly builds the drama into the chorus. Let’s break this down bit by bit.

[Music plays]

First, notice how on the second half of that line, “They’re looking for me,” Petersson doubles the vocal melody on his bass.

[Music plays]

Next, all the instruments and the vocals, they all hit the same syncopated beats together.

[Music plays]

Let’s bring up the drums a little bit in the mix here.

[Music plays]

And another nice little touch is how Rick Nielsen is sliding down out of each of those chord hits. Let’s hear that.

[Music plays]

All right, let’s move on to the next bit. Both the guitar and the bass are playing a nice little descending riff there.

[Music plays]

Okay, let’s keep going. And let’s hear Bun E. Carlos one more time with that drum fill that leads us into the chorus.

[Music plays]

All right, now that we’ve heard that all chopped up, let’s go back and play through the whole pre-chorus into the chorus.

[Music plays]

Let’s look at the vocals on the chorus. Sounds to me like Robin Zander has double-tracked his main vocal, with what I assume is Rick, Tom Werman, and Gary Ladinsky providing the falsetto backing vocals.

[Music plays]

And that brings us to the second verse. And this time, let’s bring up Robin Zander’s vocal first.

[Music plays]

Okay, now let’s hear the final mix of that verse.

[Music plays]

Bun E. Carlos plays some nice drum fills coming out of that verse, so let’s hear that for a second.

[Music plays]

And that brings us to another pre-chorus and chorus. Let’s focus on the vocals again.

[Music plays]

And now we’ve reached the bridge, which is a spoken word part by Rick Nielsen. Let’s just hear his vocal.

[Music plays]

And now we’ll listen to it in context.

[Music plays]

And then there’s a really short guitar solo. It’s nothing flashy, just Rick playing this almost woozy melody; it’s a little disorienting, almost like waking up from a dream.

[Music plays]

That little string part there really adds a lot. And that takes us into one final pre-chorus.

[Music plays]

Now, they’re going to stretch out this last line as the song builds. The bass will hold down the root note while Rick Nielsen’s guitar will climb—slowly at first, then faster. They’re just wringing every bit of drama out of this one chord.

[Music plays]

And we’ve reached a new section of the song, a heavily orchestrated part. All the instruments—the drums, the bass, the guitar, and the strings—each have a different part to play. And to make it even more disorienting, the time signature will shift: two measures of four beats, and then one measure of three beats. And that pattern will continue through this section: two measures of 4/4, one measure of 3/4. Let’s break it down starting with the drums. Bun E. Carlos is playing a part that reminds me of Keith Moon, though not as manic—of course, no one was as manic as Keith Moon.

[Music plays]

Next, let’s hear Rick Nielsen’s guitar. He’s playing these crazy arpeggiated chords; they’re almost dissonant in places, which just adds to the disorientation along with those shifting time signatures.

[Music plays]

In contrast, the bass is playing steady, rapidly picking one note at a time, slowly climbing until he hits a plateau alternating between two notes.

[Music plays]

And finally, the strings are playing an intense cinematic part building to their own crescendo.

[Music plays]

Now let’s hear all of that together as it builds until it finally explodes into the last choruses.

[Music plays]

You can hear some handclaps overdubbed here.

[Music plays]

“Dream Police” – Cheap Trick

Though the At Budokan album would remain Cheap Trick’s best-selling album, Dream Police was their biggest studio album. The song “Dream Police” is maybe the perfect example of Rick Nielsen’s one-of-a-kind songwriting: combining a lyric of nightmare and paranoia with a guitar riff that just rocks hard and orchestration that makes the song a cinematic anthem.

A lot has happened since 1979, but Cheap Trick is still making records and touring consistently. They remain one of the hardest-working bands in the business. And though Bun E. Carlos is no longer a member of the band, all four of the original members are still alive and well at the time of this recording. Cheap Trick are true survivors in every sense of the word.

“Dream Police” is one of those songs that’s just ingrained in my life. I was in high school when it came out, and the song was inescapable. A few years later, when I bought my first car—a second-hand Plymouth Satellite Sebring—it had an old eight-track player in it, so I went out and bought a bunch of second-hand eight-tracks to play in the car. I probably owned maybe six albums on eight-track, but one of them was Dream Police.

I hope you enjoyed this episode of the I’m in Love with that Song podcast. Don’t forget to follow the show so that you never miss an episode. New episodes come out on the 1st and the 15th of every month, so there’ll be another episode coming your way soon. And there’s over 200 previous episodes of this show; if you missed any of them, you can find them all on our website, lovethatsongpodcast.com. I always like to hear your thoughts. You can communicate with us on Facebook—just look for the I’m in Love with that Song podcast there—or send an email to lovethatsongpodcast@gmail.com.

It always helps if you leave a positive review wherever you listen to this show, so thanks for that. But the best thing you can do to support us is to tell someone about the show, recommend it to your friends or family. A good word from listeners like you, that is priceless.

I’ll be back here on the Pantheon Podcast Network with a new episode soon. Until then, watch out for the dream police. Sleep tight…

RESOURCES & REFERENCES:

Bands & Artists

Books & Research

Record Labels & Media

Technical References