Awesome Music / Paul Williams

Paul Williams didn't just write timeless and classic Awesome Music for others. He was perfectly capable of holding his own as a recording artist — often making up for an admittedly quirky and limited voice with his own imitable brand of "beautiful loser" pathos — and even made his own versions of his enduring hits.

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The Holy Mackerel (1968)

• Paul's songwriting as we know it really began with "Bitter Honey" from this obscure '60s psychedelic record. One of his first collaborations with Roger Nichols, with whom he would write most of his most well-known work, it's a much-loved sunshine poppy gem with Rogers' trademark immaculate production, with just the right level of ennui to balance things out... in a way, extending the song's theme of being in an "on-off" relationship.
• "Wildflowers" is a psychedelic raga rock number in the same ballpark as George Harrison's experiments with Indian music as part of The Beatles. Some cryptic chord mdulations, a hypnotic bassline, and — owing to a strange distortion effect used — Paul's haunting vocal delivery all make this a standout.
• "10,000 Men" is a profoundly deep song for Paul this early in his career, written around the concept of Reincarnation Romance, as he would several more times in future songs.

Someday Man (1970)

• "So Many People" is a socially-aware, rather stark song about how "choosing sides" and getting lost in the shuffle of schisms, consumerism, and daily life has robbed humanity of a chance for true unity. The line "We killed a man for careless dreaming" is an oblique reference to the assassination of Martin Luther King Jr..
• "Time" is a heartbreaking rumination on time and how fleeting it is. We Are as Mayflies in the grand scheme of things, after all. The sorrowful melody and wistful sitar usage only makes things worse.
  Time / You're leaving me behind / I feel you moving on / As you'll go on forever / Time / Growing into years / Years that left me walking / When you began to fly...
• "To Put Up with You" might be Paul's most powerful moment as a vocalist (though granted, Someday Man generally has Paul in a vocal form that has not been heard before or since), sustaining long notes you had no idea he was capable of. You really feel the Tranquil Fury in his voice here.
• "Roan Pony" is a classic piece of escapist fantasy, not yet that far removed from the wiles of the quickly disintegrating "flower power" movement. The frantic, stifling verses (representing the sometimes overwhelming pressures of the big city) give way to a joyful, serene chorus, in which Paul wishes for a simpler time when the world had not yet been mapped... before jerking you right back to frenetic city life, naturally.
  I'll ride away on my roan pony / Shoshone Indian guide by my side / We'll chart the course of a new river / Give her a name and we're gone / We've got to move on...

Just an Old Fashioned Love Song (1971)

• "Waking Up Alone" is a nostalgic tear-jerker like only Paul can do 'em. Having left his quiet country town to explore the world, and having been dealt many a bad hand along way, the song's subject is overcome with nostalgia and returns home, only to find that the girl he loved has married someone else, and the carefree world of his childhood can never be reclaimed.
  I took my chances on a one-way ticket home / Growing tired of strangers and the kind of life I'd known / Thought the time for settling down had come at last / Guess I hoped to find a future in my past...
• "I Never Had It So Good" is pretty much as Paul Williams as Paul Williams gets. Going through a tragicomic laundry list of his losses, large and small—from losing bets to being chased by friendly dogs—they all melt away when the woman he's hoping would fall in love with him does just that. The triumphant electric guitar break is absolutely perfect, perfectly capturing that patented intimate A&M Records atmosphere.
• Paul's own reading of "We've Only Just Begun" is as sparse and intimate a contrast as you can get to the uptempo Carpenters version. This is the same voice Richard Carpenter heard sing the original jingle way back when, ladies and gentlemen. With stunningly beautiful acoustic guitar work from the legendary Laurence Juber, Paul definitely succeeds in putting his own stamp on this timeless classic. Promotional material for the album featured sentiments akin to Only the Creator Does It Right. They may well have been onto something...
• "An Old Fashioned Love Song", a breath of fresh air in this otherwise quite morose collection of songs, is at once nostalgic and goofy, displaying Paul's willingness—almost eagerness—to poke fun at his own work, what with its Heavy Meta tendencies, and a kazoo solo of all things. This is not the only time Paul's love of old-timey music—Dixieland jazz, in this instance—will surface. Bear with us...

Life Goes On (1972)

• "Little Girl" is a sad, poignant deconstruction of The '60s flower power movement. A young girl, stifled by social mores of the time, leaves her home to find freedom, only to end up with the wrong crowd, who ultimately abandons her when the next thing comes along. What's sad is, this really happened to all too many young people of the day, many of which never recovered. It's clear he wrote this from personal experience somehow, which does not help in the least.
• "Where Do I Go from Here" is another "beautiful loser" classic about returning home to your hometown only to find its places and people have changed from what you remember, and whatever fame and glory you amassed in the larger world means little here. Featured in the much-loved cult film Thunderbolt and Lightfoot starring Clint Eastwood and a young Jeff Bridges, it was notably recorded by Elvis Presley, whom Paul idolized.
• "Traveling Boy" is one the last high-watermark collaborations of the legendary Williams/Nichols duo, a stark Not Staying for Breakfast weeper chock full of "the road is calling me on" sentiment.
  Well, I won't say that I'll be back again / But time will tell that tale / This traveling boy was only passing through / But he will always think of you...
• Paul's version of the enduring American standard, "That Lucky Old Sun", is another of his greatest moments as a vocalist. He nails that high note in the bridge with gusto, backed only by a simple piano. It was recorded in loving memory of Paul's late father, whose musical influence on young Paul was vast.

Here Comes Inspiration (1974)

• "You and Me Against the World". The title just says everything you need to know about the song. One might not make it alone, but two just might make it through. It's applicable to any manner of codependent relationship, be it familiar or romantic. The strange, carnivalesque bridge that counterpoints the otherwise lush and dreamy arrangement stands out as a definitive hallmark moment for Paul.
• "You Know Me" is nothing but the absolute quintessence of Paul Williams. Funny and self-deprecating, yet also sad and loving, with a perfect marriage of melody and lyrics (one of the first collaborations between Paul and Ken Ascher, who would be his second most well-known collaborator; they also wrote YAMATW) it's absolutely one of his most dynamic moments through the years.
• "That's What Friends Are For" is one of the first songs credited solely to Paul, and is a moving tribute to The Power of Friendship. It's obvious he's picked up some tricks from Nichols and other collaborators along the way. With a suitably powerful arrangement, it builds up to a joyful chorus:
  So, drink up / I'm a homesick old sailor / Who longs for the sound of his own front door / Tell me your stories / I'll teach you my songs / And we'll have one more / Isn't that what friends are for?
• "Rainy Days and Mondays" is a touching farewell to the legendary Williams-Nichols team, which had all but disbanded by this time. Another worldwide hit originally sung by Karen Carpenter, this one is noticeably more similar to Richard's arrangement than Paul's previous such cover. Rather humorously, Paul admits to not really having much against rainy days and/or Mondays; it was just something that came over him when writing its famously morose lyric.
• "What Would They Say", made famous in the cult film The Boy in the Plastic Bubble (wherein it was sung by a very young John Travolta) is a touching love song about small-town stigma, and running away to live and love together, no matter what people may think.

A Little Bit of Love (1974)

• "Sunday" is a breezy uptempo number with an uncharacteristically bawdy lyric, interspersed with some light social commentary about '70s television programming (which is rather ironic, as Paul would in a short while became a part of the very television culture—in his own words, "football games and gunplay"—he critiques). But the real winner here is the heavily-brassy instrumentation, filled with as many catchy '70s pop hooks as you please!
• "The Family of Man" is a rock-driven, socially-conscious Green Aesop that depicts '70s society as something more akin to Mordor than anything else. A minor hit for Three Dog Night, which is probably where Paul got the rock influences. Ain't nothing "soft" about this one!
  This tired city was somebody's dream / Billboard horizons as black as they seem / Four level highways across the land / We're building a home for the family of man...
• "Nice to Be Around", Paul's lyric for the main theme of Cinderella Liberty, originally composed by John Williams (no relation). Sorta bitter and filled with world-weary ennui, it's a perfect match for John's melody. There's also a bridge (which Paul sings rather well) that seems like some more humorous self-deprecation on Paul's part:
  Should I say that it's a blue world without you?^note A verbatim lyrical reference to the standard of the same; totally up Paul's alley. / Nice words I remember from an old love song / But all wrong / 'Cause I never called it love before...
• "Loneliness" couldn't have been named more aptly, because it captures the essence of loneliness like nothing else Paul's ever written. Most everybody's been through what he's singing about. There's also an undertone of how it can get you trapped in a vicious cycle of self-debasement and helplessness, a situation Paul would know all too much about in a decade or so. When he asks someone he's met to "stay a while," there's an undercurrent of desperation and fear of going back to that bleak loneliness. The melancholy yet hopeful string arrangement does nothing to ease the pain. Damn, Paul.
• "Sad Song" is Paul's stab at an Epic Rocking countryesque honky-tonk Love Nostalgia Song, which he nails thoroughly thanks to his deep knowledge of the classic country ballads. It's about hearing "our song" again long after a parting, sung by someone else without their knowing, and remembering all the good times, as well as the sad times; a fitting way to end an album... if you can make it through to the end. Also well remembered for being performed during Paul's guest appearance on The Muppet Show.

Phantom of the Paradise (1974)

• Despite (or maybe because of) being pretty much the definition of Playing Against Type, Paul's angsty, savvy, and satirical Oscar-nominated soundtrack for Brian De Palma's much-loved 1974 cult film is largely viewed as his absolutely finest piece of work, and he composed all the songs himself.
• The three songs by The Juicy Fruits/Beach Bums/Undead^note "Goodbye, Eddie, Goodbye" sung by Archie Hahn; "Upholstery", Jeffrey Comanor; "Somebody Super Like You (Beef Construction Song)", Harold Oblong by are catchy, affectionate genre pastiches that clearly show that Paul knows his tropes, be it '50s Doo-wop, '60s surf á la The Beach Boys, or '70s glam rock/metal.
• "Faust", part of an in-story cantata based on, well, Faust, appears in two different incarnations: a sparse piano ballad with a pained, coarse lead vocal by the late Bill Finley, and a poppier rendition, sung by Paul, using every trick in the A&M production book. Both are loved equally for different reasons, the song being considered one of Paul's absolute masterpieces. Paul's "I let her down" songs are generally morose to a fault, sure, but this is something else right here.
  I was not myself last night / Couldn't set things right with apologies or flowers / Out of place as a crying clown / who could only frown / and the play went on for hours / And as I lived my role / I swore I'd sell my soul for one love...
• "Old Souls" is an awesome musical moment not only for Paul, but for singer Jessica Harper, who more than rises to the challenge in trying to replicate the haunting, languid delivery that made Karen Carpenter's "Superstar" a power ballad classic. Paul's strongest affirmation of his belief in reincarnation and love that transcends life and time.

Ordinary Fool (1975)

• "Lifeboat" is a tiny gem that's often forgotten in the hustle. Paul's love of the sea and nautical motifs shine through in what's become a pretty archetypal formula for Paul at this point: a hopeless, weary, and depressing verse giving way to a joyful chorus. The instrumentation, though decidedly different from what has come before, does a great job of building up to said chorus with drums that should, by all rights, be much too hard for soft rock.
• "Don't Call It Love". Here's the album's requisite upbeat number, a veritable shot in the arm starting off the second side, and it's chock full of more strange, wacky, and ear-wormy instrumentation that you can handle, including fuzz guitar, a heavy brass section, and (more) cowbell. And the whole "let's not jinx this thing by calling it love" theme is pretty funny.
• "Ordinary Fool" is, of course, much more well-known in its Bugsy Malone incarnation, but it took all its cues from Paul's original album version down to the instrumentation. A genuine throwback to starry-eyed classic jazz from the '40s, electric pianos, a jazzy saxophone, and a downright awesome chord progression makes this one of Paul's absolute finest moments.

Bugsy Malone (1976)

• The title (and opening) track sets the stage perfectly for this kid-friendly gangster epic. A lazy, shuffling "I Am" Song from a third-person perspective, it tells of the title character's virtues; a good enough guy, but you wouldn't want to get on his bad side. The same clever lyricism found throughout the entire soundtrack is evident from the word "go."
• "Fat Sam's Grand Slam" is a rousing raggy-time chorus number with perhaps his most clever use of rhyme, all at a rather impressive Motor Mouth pace. Being the out-and-out catchiest song on a soundtrack like this is absolutely nothing to sneeeze at!
• "Tomorrow" is a minor-key blues number whose repetitive, droning shuffle perfectly evokes the feeling of being stuck in a no-end job, unable to fulfill even your smallest of dreams. Downbeat though it is, it just makes it all the more uplifting when the powerful chorus hits. Those muted trumpets are pure jazzy bliss.
  Anyone who feels the rhythm movin' through 'em / knows it's gonna do 'em good to let music burst out / When you feel it, show it / let the people know it / let your laughter loose / until your scream becomes a love shout
• "Bad Guys" is the cheeriest Villain Song you're ever liable to hear; a charming indulgence in "evil" as defined by the value system of a little kid. Thumping drums and a catchy hook in the form of repetitive piano notes renders this an ear-worm of considerable magnitude. Paul's attempts at a Joisey accent are pure gold!
• "My Name Is Tallulah" has to be one of the god-tier ear-worms of Paul's entire body of Work. Built around a hypnotic bassline and catchy horn section, this racy, vampy little number—"performed" in the film by no less a star than Jodie Foster—is probably the Signature Song of the film. The singer's voice, equal parts demure and sultry, is nothing short of sublime.
• "You Give a Little Love" is a stone-cold PHW classic and one hell of a final number, deftly modulating the "Bad Guys" riff and verse form into something truly uplifting. An unabashed ode to the powers that be, it's probably as essential a Paul Williams song as you're ever liable to find.

A Little on the Windy Side (1979)

• "Moonlight Becomes You" is a slightly disco-inflected version of the J. Van Heusen/J. Burke (both admitted musical idols of Paul himself) pop standard that instantly highlights the unique new direction Paul decided to take on this album; a quirky, yet undeniable likeable mix of classic and traditional pop, Nashville sound elements, and Paul's patented love ballad tropes.
• "Save Me a Dream" is a decidedly dreamy ballad about dreams and their importance to Man's ceaseless quest in trying to find the meaning of life, or at the very least, enhance peoples' lives, through artistry. And you know Paul is singing straight from the heart, and with profound experience, on this one.
• Paul revisits Bugsy Malone with his hypnotically laid-back take on "I'm Feelin' Fine" (retitled "This Strange New Feeling" for reasons unknown), featuring some inspired electric piano lines, a nice and thick bass line, and several instrumental breaks from a distinctive-sounding synthesized horn.
• "Here's Another Fine Mess", of course, originated with the 1976 dark comedy The End starring Burt Reynolds and Dom DeLuise. An archetypal PW piano ballad on merely a superficial level, it fits the movie's themes of facing death with irreverence like a tee, with Paul walking a fine line between comedy and tragedy. "It's a little bit sad, it's a little bit funny..."
• "For the Life of Me"—though otherwise topping the list of Paul's ear-worms with its trippy synthesizer riffs—deftly touches on some of modern society's more paradoxical tendencies, such as its puritanical stance on things as natural as love while unnatural things like violence is treated as an inevitable matter of course; embraced, even. A bit more socially conscious than we're used to from Paul, and all the better for it.
• The album's re-release on compact disc brought us what unbeknownst to most might well be one of Paul's absolutely finest moments as an artist, with his version of "When the River Meets the Sea". Originally made famous in Emmet Otter's Jug-Band Christmas , it's a rousing, gospel-tinged number about embracing—not fearing—death. With its beautiful use of imagery and symbolism, Jim Henson loved the song so much he chose it to be played at his memorial service.
  When the mountain / touches the valley / All the clouds are taught to fly / Thus our souls will leave this earth most peacefully / And though our minds / be filled with questions / In our hearts, we'll understand / when the river meets the sea..

Back to Love Again (1997)

• Wasting no time whatsoever from the moment the acoustic guitars ring in the title cut, Paul Hamilton Williams, Jr. resurfaces as a conquering hero over his own demons, recounting how love saved his life during his "lost years." It sounds like a cliche—and the man would agree—but it's nothing short of the truth. It adeptly sets the tone for the coming reunion with an old friend with a cozy and laid-back Award-Bait Song style of instrumentation that fits Paul's voice—which has never sounded better, by the way—like hand in glove. Ladies and gentlemen... He's Back!!
• "You're Gone" is a stark "The Reason You Suck" Speech from Paul to his younger, troubled self. You'll have a hard time finding a more honest recounting of a man's flaws and failures; his almost shameful, belated realization of how much the woman he loved at the time suffered on his part is pure Tear Jerker.
  I said "Hello, I think I'm broken" / And though I was only joking / It took me by surprise when you agreed / I was trying to be clever / For the life of me I never would have / guessed how far a simple truth could lead...
• "I Won't Last a Day Without You" is reimagined here as a ballad with singer Valerie Carter, suffusing what is already a pop classic with soulful grace. This could've easily been an end credits ballad for a '90s Renaissance Age of Animation classic.
• "Someone to Believe" is an instantly classic "codependent anthem", showing Paul hasn't missed a single trick since his heyday. With soul-crushing loneliness giving way to the light of love both lyrically and in song-structural terms, it's a song that only that one man in the universe can make the way he does 'em.
• The album closer, "'Till You're Loved" is an epic affirmation of The Power of Love: the one true thing that unites people regardless of race, ideology, or social station. A pauper is as rich as king if he has it, and the king truly poor if he does not. Musically grounded by a hypnotic African world music choir, it feels like the end credits song The Lion King (1994) never had. And after all, where would the Circle of Life be without love?

I'm Going Back There Someday (2005)

• Decades after a certain banjo-toting frog who dared to dream ushered it into pop-cultural immortality, Paul kicks off this nostalgia-laden "video album" with a duet rendition of "Rainbow Connection", featuring no less an artist than Willie Nelson! Their inviting sense of camaraderie is readily apparent, and the cozy, laid-back instrumentation sets the groundwork for this intimate reunion with an old friend.
• Out of all the revamped classics on the album, "Out in the Country" is the one that benefits the most from a fresh coat of paint, having been given an earthbound, organic arrangement featuring Irish bagpipes and other Celtic woodwinds that really emphasize the "Country" in the song title. It's like you're right there in the rolling hills of the Emerald Isle! And the Green Aesop overtones do only become e'er more relevant...
• "When You Said Hello" (a Meet Cute duet with Melissa Manchester) and "It's All Been Said Before" appear as if written in his A&M heyday, written with some delicious self-awareness of his card-carrying sentimentalist label.
• "Love Dance" is a late-night bluesy jazz tune that sounds like a certain "Ordinary Fool" finally had some luck in love after all. The line "Turn up the quiet / because love wants to dance" is — for better or worse — as essential a Paul-ism as anything.
• The album closer is the title track (Yeah, don't ask us about the Exact Words disparity either) as a duet with none other than The Great Gonzo ("Voiced by Dave Goelz", whatever that means!) who originally sang it in The Muppet Movie. Ostensibly a song about having flown and yearning to return to the sky, it's even more resonant as a metaphor for whatever may lie beyond this life. There's only one way we'll ever know, but what's important is what we do with the life we have. And for what your life has brought to all of us over the years, we are as thankful as Gonzo for your beautiful music, Paul. Thank you.

Other

• "Flying Dreams", Paul's lyrical treatment of the main theme of The Secret of NIMH, composed by Jerry Goldsmith, is a beautiful paean to The Power of Love and the importance of following your heart, whether sung by loving mother Mrs. Brisby or by Paul himself during the end credits.
• "Breathe in the Good Sunshine" is the musical climax of "Just an Old Fashioned Lab Song", an episode of classic '90s animated show Dexter's Laboratory, in which Paul (as an Ink-Suit Actor piano teacher) tries to teach the scientifically-minded Dexter the joys of music in technical terminology he can understand. The overarching message is that music can be found everywhere and be made by anyone, and that some songs will never, ever leave your brain.
• "Still Alive", played during the end credits of the biographical documentary of the same name, is a heartbreakingly bittersweet song Paul wrote for his younger, troubled self. Seldom will you find a song as self-derogatory yet still positive in its way. The deft usage of the melody from "What Friends Are For" will hit any long-time Paul fanatic right in the nostalgia pancreas.
• "Touch", his collaboration with Daft Punk (whose "masked musician" gimmick was inspired by Phantom) is a massive Epic Rocking masterpiece ostensibly about a robot trying to understand emotions. Paul's tender, pained vocal that is trying to manifest itself during the opening minutes are absolutely haunting. Paul's vocals bookend DP's massive tapestry of sound in an understated, sparse fashion. He's Back! and then some!
  Touch, sweet touch / You've given me too much to feel / You've almost convinced me I'm real / I need something more / I need something... more...

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