Anyone Who Had a Heart: My Life and Music

by Burt Bacharach

  I kept running into Burt in the building and we got to talking about Paul. Then Burt put his arms around me and kissed me and we were back together again. That was the start of our real love affair because this time he did make a commitment to get married. We were together for almost two years and from my point of view, the relationship was wonderful. He wasn’t singing at the time but when he used to sing to me, I’d say, “You’re nuts not to make a record by yourself.”

  We got engaged and Burt bought me a ring from Buccellati on Fifth Avenue. Then I got pregnant and he was fine with it because we were going to get married anyway and Burt loved children. But then he started to get a little edgy and we began to bicker. He was drinking a little bit more than usual, and I think he felt trapped. I knew in my heart that if I married Burt and had his baby, this man was going to leave me and I would never get over him.

  Without Burt knowing it, I aborted the baby. He was very upset when he found out what I had done, especially because I had never discussed it with him. And that was it. We stayed together for maybe another month but the abortion really pulled us apart. Burt and I broke up shortly before John F. Kennedy was killed in 1963.

  I went to California to meet some people who wanted me to become an actress. I made a little movie called The Pleasure Seekers with Gardner McKay and I started to have a little thing with him. Burt called me one night at two in the morning and said, “You’re not alone.” When I said, “No, I’m not,” he hung up on me, and it was two years before we talked to one another again.

  Chapter

  7

  Make It Easy on Yourself

  Bob Hilliard and I wrote a song for the Drifters called “Mexican Divorce,” which came out in February 1962 as the flip side of a record that never even made it on to the charts. Jerry Leiber and Mike Stoller really liked the song but they were so busy running Redbird Records that they asked me to rehearse the background singers for them in my office. There were four girls there, and they all sounded so great that I couldn’t tell which one was the best singer.

  The four girls were Cissy Houston, her nieces Dee Dee and Dionne Warwick, and their cousin Myrna Smith. Right from the first time I ever saw Dionne, I thought she had a very special kind of grace and elegance that made her stand out. She had really high cheekbones and long legs, and she was wearing sneakers and her hair was in pigtails. There was just something in the way she carried herself that caught my eye. To me, Dionne looked like she could be a star.

  About six weeks after we cut “Mexican Divorce,” Dionne got in touch with me and asked if she could come in and make some demos with Hal and me. We took Dionne into the studio and had her cut “It’s Love That Really Counts” and “Make It Easy on Yourself.” When we took the demos to Florence Greenberg, she liked “It’s Love That Really Counts” enough to let me record it with the Shirelles, but she had no interest in “Make It Easy on Yourself.”

  An A&R man named Calvin Carter, whose sister Vivian and brother-in-law James Bracken ran Vee-Jay Records in Chicago, one of the first black-owned and -operated labels, came to the Brill Building one day to look for material and someone gave him “Make It Easy on Yourself.” Calvin took the demo back to Chicago and played it for Jerry Butler, who thought it was a hit just the way Dionne was singing it. When Calvin told him Scepter was not going to put it out, they decided to cut the song on Vee-Jay.

  Unlike Luther Dixon at Scepter, Calvin Carter and Jerry Butler told me, “You get the musicians, you conduct, you make the record.” Vee-Jay put up the money for the date and Calvin Carter and Jerry Butler flew into New York for the session. For the first time ever in the studio, I had maximum control, and it all went pretty well. Jerry Butler always liked to lay back and sing behind the beat so I had to push him a little to get what I wanted on the lead vocal.

  Slim Brandy had come with me to the studio that night. She had a great suntan and was wearing an incredible orange dress. She looked so drop-dead gorgeous that Jerry couldn’t stop staring at her. Calvin Carter finally said over the intercom, “Hey, Jerry, keep your mind on the song, man!” Everybody cracked up, and although we only cut one song that night, “Make It Easy on Yourself” went to number twenty on the pop chart.

  By saying, “Make the record yourself,” Calvin Carter gave me my first big break After I did that session, I knew I never wanted to work any other way again, because by actually being in the studio while the record was being cut, I could protect my material and make the song sound the way I had heard it in my head and then played it. I could start with a framework and then evolve from that as the musicians heard the song and then played it.

  That was always the moment of truth for me, because the song lived or died with making the record. If I didn’t get it right, I only had myself to blame. Sometimes after a recording date I would wake up at four o’clock in the morning and realize I didn’t want the strings playing that early in the record and leaking into every microphone in the studio but I couldn’t go back in and fix it. I was stuck with it and that always drove me crazy.

  By trying to get everything right before the song went onto tape, I thought I could avoid waking up at four o’clock in the morning, but that never worked for me, either. No matter how hard I tried, nothing was ever perfect. There was always a pimple somewhere. Years later, I finally realized that if everything else felt good, I just had to let it go. Which may be the definition of maturity.

  What I also learned by cutting “Make It Easy on Yourself” was that I could not control what happened once the record was pressed. When I heard the song on the radio for the first time, I couldn’t believe how bad it sounded. I called Ewart Abner, who was the head of Vee-Jay at the time, and told him I thought the record sounded like garbage. He said, “What are you talking about, man? We sold seven thousand copies in Philadelphia today.” And I said, “Yeah, but if you had pressed it right, you could have sold eleven thousand records in Philadelphia today.” I think I even threatened to buy back every copy so I could have it re-pressed myself.

  There were a couple of different methods of pressing records back then, and one was a lot better than the other. The sound on any given 45 also had a lot to do with the quality of the raw materials used to make it, but a lot of record companies would do whatever they could to save as much money as possible when it came to the actual manufacturing process. For the label, it was strictly about economics.

  Whenever one of my records came out back then, I would get totally freaked out when I heard it on the radio for the first time. It was almost as if I didn’t want to hear it because I knew it was never going to sound as good as I wanted it to. More than once, I said I was going to the pressing plant myself so I could see what they were doing wrong. I never actually went but I did start getting pressings from two different plants for every record I made so I could decide which one sounded better.

  Many years later, when I was recording as a solo artist, I cut an album for A&M Records that Herb Alpert and Jerry Moss wanted to release in conjunction with a TV special I had done with Barbra Streisand, Tom Jones, and Rudolf Nureyev. Herb and Jerry were both great friends of mine and I was driving them crazy because I just couldn’t get the record mastered the way I wanted. I mastered it and remastered it and we kept getting closer and closer to the deadline but it still didn’t sound right to me. I had to go to Japan to do some concerts, and Jerry Moss said, “Just let it go, Burt. You’ll come back and work on it and we’ll miss the release date.” That was what we wound up doing, and it was really stupid of me because the TV show won an Emmy Award and I really hurt Herb and Jerry in terms of sales by not being able to let go of the album.

  When I was cutting a record back then, I would hear a song maybe four hundred and fifty times while I was writing and rehearsing it with the artist and then maybe another eighty times as I worked out the arrangement in my apartment. In the studio, I would do as many as twenty or thirty takes, listen compulsively to all the pla
ybacks and mixes as many times as I could, and then play the acetate over and over again. Before a record was ever released, I would have heard it about a thousand times and I was still never satisfied with the way it sounded on the radio.

  The way I felt about “Make It Easy on Yourself” was nothing compared to the way Dionne reacted to it. She was already possessive about what Hal and I wrote and got really upset with us because she felt we had given her song away to someone else, which was definitely not the way it happened. Hal and I wanted to work with her, so we signed Dionne to a production deal with a company we formed, and then we went to Florence Greenberg, who agreed to let Dionne record with us on Scepter.

  The story Dionne likes to tell is that while we were arguing with her about Jerry Butler having done “Make It Easy on Yourself,” she said, “Don’t make me over, man!” and a week later, the two of us brought her a song with that title. Hal never bothered to correct her version of the story, but if you had asked him about it, he would have told you Dionne never said that to him.

  What made Dionne different from a lot of the artists we worked with was that she had minored in piano in college and could read music, which was a big plus for me. The more Hal and I worked with her, the more we saw what she could do. In “Don’t Make Me Over,” a song that goes from twelve/eight to six/eight, I had her sing an octave and a sixth and she did it with her eyes closed.

  Dionne could sing that high and she could sing that low. She could sing that strong and she could sing that loud, yet she could also be soft and delicate. As our musical relationship evolved, I began to see her potential and realized I could take more risks and chances. To me, her voice had all the delicacy and mystery of sailing ships in bottles.

  Dionne Warwick: “Don’t Make Me Over” was my very first recording and I still remember it vividly because we literally did thirty-two takes. Burt kept saying, “Can you give me one more? I think you’ve got one more in you.” And it was not as if he was fixing one or two notes or a couple of words. It was the entire song each time, full out. Can a singer do thirty-two takes? I don’t know about anyone else but I certainly did. Everybody was in the studio at the same time so all the musicians and backup singers were doing this as well and Burt wound up using the second take.

  We cut the song at Bell Sound, and when Hal and I brought it to Florence Greenberg, she cried. Not because of how much she liked the record. Florence cried because of how much she didn’t like it. Both of us were really taken aback by her reaction but there was nothing we could do or say to make her change her mind. She wound up putting out “Don’t Make Me Over” as the B-side of “I Smiled Yesterday,” a song we had cut at the same session.

  Fortunately for us all, disc jockeys flipped the record over and began playing “Don’t Make Me Over,” which went to number twenty-one on the pop chart and number five on the R&B chart. My first name was misspelled as “Bert” three different times on the label and because Scepter mistakenly put a w into Dionne’s last name, which was Warrick, she became Dionne Warwick from then on. Eventually, even Florence Greenberg came around. Not because she liked the record. Not at all. Florence started loving it because she saw it go up the charts.

  A month before all this happened, Hal and I had actually had the biggest hit we had ever written with “Only Love Can Break a Heart,” by Gene Pitney, a song that went to number two on the pop chart. Gene was a lovely guy who had an almost freakishly high voice. Gene was also a pretty good songwriter and had already had hits with “Hello, Mary Lou” for Ricky Nelson, “Rubber Ball” for Bobby Vee, and “He’s a Rebel” for the Crystals, which Phil Spector produced.

  Hal and I wrote “Only Love Can Break a Heart” specifically for Gene. The melody doesn’t sound like something I would have written without having first seen the lyrics, and the song has a very odd structure. Hal must have given me the line “Last night I hurt you / But darling remember this,” because the hook, which is almost like the chorus, comes in four bars after the song starts. It’s an unusual form but that never bothered me so long as it made sense.

  Instead of making a demo of it, Hal and I went over to 1650 Broadway so I could play the song for Gene on the piano. Then I wrote the arrangement, and you can hear Gene whistling over the opening section. The thing about Gene was that he always came to the studio prepared, so this wasn’t one of my “beat up the singer” sessions. The song didn’t take long to do and I walked out of the studio feeling good, thinking, “Wow, this sounds like a hit.” “Only Love Can Break a Heart” went to number two on the pop chart for a week, and the funny thing was that “He’s a Rebel” was number one. I’ve always wondered why nobody has ever cut “Only Love Can Break a Heart” again, particularly a country artist.

  Hal and I then came up with a song called “I Just Don’t Know What to Do with Myself.” Tommy Hunt, the former lead singer of the Flamingos, a really terrific doo-wop group, had just had a big hit on Scepter with “Human,” so the label decided to let him cut this as a follow-up. I did the arrangement and conducted the orchestra, and Jerry Leiber and Mike Stoller produced the session.

  I thought it was a terrific record, but because Florence Greenberg didn’t like the fact that Tommy Hunt was dating one of the Shirelles while also being kept by some other woman, she did nothing to promote it and the song went nowhere. It didn’t become a hit until Dusty Springfield covered it two years later. Elvis Costello did a live version of the song with the Attractions in 1977 and performed it onstage when we toured together in 1999.

  In the spring of 1963, I took a song Hal and I had written, called “Blue on Blue,” to Bobby Vinton, who had started out as a trumpet player and a bandleader with Dick Clark’s Caravan of Stars. “Roses Are Red (My Love)” had been a number-one song for him, but after four of his singles in a row failed to hit the charts, he was looking for a hit. I played the song for Bobby, but when he told me he wanted half the publishing on it, I turned around and started to walk out of his office. Bobby ran after me and said, “Hey, Burt. I’m just joking. It’s a great song. Let’s record it.”

  I didn’t produce “Blue on Blue,” but I did the orchestration, and wound up playing piano on the session as well as conducting the orchestra. The record made it to number three on the pop chart. The real significance of “Blue on Blue” is that after Hal and I wrote it, we stopped working with other people. After spending eleven years together, we decided to get married as songwriters and only work with one another.

  Chapter

  8

  Land of Make Believe

  Hal and I were really starting to hit our stride with the R&B material we were writing, but we also kept coming up with songs like “Wives and Lovers,” a three/four jazz waltz that Jack Jones recorded. I never liked the way he cut it because that wasn’t how I thought the song should sound orchestrally, but Jack did win a Grammy for Best Pop Performance for the song. “Wives and Lovers” was covered by people like Frank Sinatra with the Count Basie Band, Stan Getz, Nancy Wilson, Lena Horne, and Ella Fitzgerald, who cut it with Duke Ellington.

  When I heard the version Sinatra had done with Count Basie, I called Quincy Jones, who had produced the session, and said, “Q, how come it’s in four/four? It’s a waltz.” And he said to me, “Burt, the Basie band doesn’t know how to play in three/four.” Some years later, I actually went into the studio and cut the song with Vic Damone and the record was terrible.

  In October 1963, Gene Pitney had a hit with “Twenty-Four Hours from Tulsa,” a song I really liked because as it was getting born and coming together, it became a miniature movie. Hal and I didn’t write a lot of songs together that told stories but whenever we did, it was always an adventure.

  Hal David: In the early days, around the time we did “Twenty Four Hours from Tulsa,” I would sometimes write short stories in a black-and-white high school composition notebook and then write lyrics from that. Doing this really helped me because in the beginning, I used to
wander all over the place with my work, especially when I was telling a story, and doing this enabled me to keep myself on track.

  Hal started out the song with the line “Dearest darling / I had to write / To say / That I won’t be home anymore.” The first note is an A with a G underneath it and I used it to give the opening a sense of dissonance and urgency and pain and anguish so we could tell the story of a guy who meets somebody on the way home and then never gets there. “Twenty Four Hours from Tulsa” opens with trumpets with a bit of dissonance and then a dobro slide guitar comes in against the baion beat. A couple of years later, Billy Joe Royal used the same opening almost note for note on “Down in the Boondocks,” which I guess you could call the highest form of flattery.

  While Hal and I were writing the song together, I visualized all the various parts. Where the trumpets would come in, where the drums would become more pronounced, where the rhythm section would generate a different kind of intensity, and then the really powerful climax where Gene sings, “And I can never, never, never / Go home again.” I loved orchestrating the song because the story was so dramatic and the orchestration propelled it forward.

  Hal and I were also trying to come up with new material for Dionne. While the three of us were rehearsing in my apartment one day for an upcoming recording session, I played her a song that kept changing time signatures, going from four/four to five/four and then with a seven/eight bar at the end on the turnaround. It seemed really natural to me that way and the last thing on my mind was to ever make a song that would be difficult for musicians to play or for an audience to understand.

  I played Dionne a little of the song and told her Hal had not yet finished writing the lyrics. She said, “What are you waiting for? Go finish it off!” Hal went into my bedroom while she and I rehearsed another song, and when he came back out, he gave us the finished lyrics for “Anyone Who Had a Heart.”