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The Songwriter’s Bible

The Songwriter's Bible

by Billy Steinberg

Getting Started

In 1968, I was 18 years old and a freshman at Bard College in upstate New York.  It was there that I discovered that songwriting was my first love and destiny.  I majored in Literature because I wrote poetry.  At that time, the Music department was solely for “serious” students training to become classical composers or musicians.  I would perform my songs for whoever was willing to listen.  I sang them in dormitory rooms and outdoors under maple trees.  My grandmother, Selma Freedman, bought me a beautiful Gibson acoustic guitar that I thoroughly thrashed.  I still own it and treasure it because I wrote my first songs on it.

While at Bard, on a visit to New York City, I had one of my first music business appointments at the offices of Jerry Leiber and Mike Stoller.  I remember the framed sheet music of their hit songs in the hallways.  I played some of my songs for them and I remember receiving some encouraging words.

In 1968, Bard College was a great place to be.  Dylan and The Band were nearby in Woodstock.  Once, when I was hitchhiking, I got a ride from Richard Manuel in a big old station wagon.  Allen Ginsburg used to come to Bard and chant poetry and play harmonium in the gym.  Donald Fagan and Walter Becker, of Steely Dan, were students at Bard. Carter C.C. Collins, Tim Buckley’s percussionist, used to hang around the campus.  Boona Boylan was a Bard student and an amazing songwriter.  I remember fretting that I would never sing or play as well as he could.

In 1971, my beautiful hippie dream life shattered.  I began having severe anxiety attacks.  After my third year, I quit college, returned to my parents’ home in Palm Springs, California, and started seeing a psychoanalyst.  For a couple of years, the pain of my existence was only tolerable because I could write songs from it and about it.

Making It Happen

In 1973, I started “feeling better,” and I went to work in my father’s vineyards in the Coachella Valley desert in Southern California.  I would write lyrics in my red Ford pickup truck.  In the late 1970’s, I became very excited about “New Wave” music.  Elvis Costello, Blondie, Tom Petty & The Heartbreakers, The Police, The Cars, The Talking Heads and The Knack were all creating invigorating music.  They influenced me to write rock songs and I found myself able to write better songs than anything I had previously written.  My new songs were intensely personal, often about my psychological travails or about my mother or father.  In order to demo this material, I called on my good friend, Mark Safan, who lived in Los Angeles and was writing great songs of his own.  He came to Palm Springs, where I recorded in a friend’s garage studio.  Mark brought along singer/songwriter Wendy Waldman and electric guitarist Craig Hull.  In addition, I recruited bassist Bob Carlisle and drummer, Efren Espinosa from the Inland Empire (San Bernardino/Riverside area).  I was elated with the results.  Soon thereafter, Craig, Bob, Efren and I agreed to form a band.  I named the band, Billy Thermal.  Thermal is the small town in the Coachella Valley where our table-grape growing company was based.  I wrote the songs and was the lead singer.

Billy Thermal started to play in small clubs in L.A.  Robin Gee became our manager and Peter Paterno, at Manatt, Phelps, became my music attorney.  We played at The Bla Bla Cafe, Madame Wong’s, The Troubadour and other places.  One night, in early 1980, producer Richard Perry saw us perform.  He had started his own label, called Planet Records.  He signed us to a recording contract.  At about the same time, Wendy Waldman was singing backup for Linda Ronstadt.  Wendy and Craig Hull played one of my songs, “How Do I Make You” for Linda.  She cut it.  That was my first cover and the first money I ever made as a songwriter.  I was 30-years-old.  “How Do I Make You” was a Top Ten Hit in the U.S.  I started my own publishing company (Billy Steinberg Music) and joined ASCAP.  The first time I ever heard “How Do I Make You” on the radio, I was at work in the vineyard and the song played on one of the farmworker’s transistor radios.  It was unforgettably exciting and surreal.

The Billy Thermal LP was never released by Planet.  But, Pat Benatar recorded two of the songs, “I’m Gonna Follow You” and “Precious Time.”  My childhood hero, Rick Nelson recorded one titled “Don’t Look At Me”.  Billy Thermal broke up and I came to the conclusion that perhaps I was destined to be a songwriter, not a singer or a performer.  In retrospect, it should have been obvious because I had stage fright and a limited singing voice.  Most “professional” songwriters who I know started out wanting to sing their own material.  At first, it was disappointing to think that that dream wouldn’t come true for me.  But eventually, I came to realize that I was extremely fortunate to be able to forge a career as a songwriter.

Tom Kelly

In the summer of 1981, I met Tom Kelly at a party in the Pacific Palisades home of record producer Keith Olsen.  I was still enough of a  “hick” that I brought my acoustic guitar to Keith’s party hoping to play some of my songs.  I asked Tom if he would like to collaborate.  He said he would.

Tom is from Indiana.  He and I are, in many respects, opposites.  I’m nervous. He’s calm.  I play tennis. He plays golf.  I’m afraid to fly. He’s not, etc.  But we discovered we had one thing in common:  We loved the same music.  As kids, we owned the same records and liked the same songs.  Tom and I definitely knew we were meant to write together when we discovered that we both loved the obscure 1950’s song, “Susie Darlin’” by Robin Luke.  In addition, we both love the Everly Brothers, John Lennon, Laura Nyro, Roy Orbison, Al Green, Smokey Robinson and Prince.  I am more of a Dylan fan.  Tom is more of a Beach Boys fan.

When I met Tom, I didn’t consider myself more lyricist than music writer.  Up until that time, I hadn’t separated the two in my songwriting process.  I was accustomed to starting with a lyric or poem and writing a song to it on the acoustic guitar.  But as soon as I heard Tom play the piano and guitar, I realized he was a far better musician than I was.  He could offer more interesting chords and prettier melodies.  He was happy to learn that I excelled at writing lyrics.  And I got lucky because Tom adapted well to my preferred method of starting with a song lyric and then writing music to it.  Between 1981 and 1991, Tom and I wrote approximately 150 songs together.  Our biggest hits include “Like A Virgin” (Madonna), “True Colors” (Cyndi Lauper, Phil Collins), “ Eternal Flame” (Bangles), “In Your Room” (Bangles), “I Drove All Night” (Cyndi Lauper, Roy Orbison, Celine Dion), “ So Emotional” (Whitney Houston), “Alone” (Heart),  “I Touch Myself” (Divinyls) and “I’ll Stand By You” (Pretenders).

Tom and I recorded an album for Epic Records.  We called ourselves “i-TEN” and the album was called, Taking a Cold Look. It was released in 1983.  An early version of  “Alone” is on that album.

Like a Virgin

Writing “Like A Virgin” was a big breakthrough for Tom and me.  Until that time, we had mostly written rock or pop-rock songs.  In 1983, while working in the vineyard, I wrote most of the lyrics for “Like A Virgin.”  As soon as I wrote it, I knew I had something very quirky and special.  I like playing with words and I realized that the word “virgin” would be edgy and provocative.

Like many of my lyrics, it was very personal, describing the joy I was experiencing in a new relationship after the break up of a difficult one.  The first verse says:

“I made it through the wilderness / Somehow I made it through / I didn’t know how lost I was / Until I found you / I was beat, incomplete / I’d been had, I was sad and blue / But you made me feel / Yeah, you made me feel shiny and new”

When Tom and I got together to write he read those words and started trying to write a sensitive ballad to them.  It was okay until he hit the chorus:

“Like a virgin / Touched for the very first time / Like a virgin / When your heart beats next to mine”

No matter how he sang those words, they sounded ridiculous.  Tom tried to set the lyric aside, but I wouldn’t let him because I knew it was a potential hit song.  Out of sheer frustration, Tom started playing the bass line for “Like A Virgin” and singing the words in falsetto.  In its first seconds, it was a channeling of Smokey Robinson’s voice and a tip of the songwriting hat to both Holland, Dozier and Holland’s “I Can’t Help Myself” and Michael Jackson’s “Billie Jean.”  I started shouting, “That’s It! That’s It!”  Tom stopped playing and said, “What?…Really?”  Tom was used to belting out a song like Lou Gramm of Foreigner.  He felt uncomfortable with the idea of using his falsetto.  But I convinced him that it was cool.  He sang the demo and I added some background vocals, including the “hey!” in the chorus.  Once the demo was finished, our early attempts to get the song recorded were unsuccessful.  I remember one A&R person telling me that the song was “catchy,” but that “no one will ever sing that lyric.”

But, lucky for us, Madonna was starting her career.  Warner Brothers A&R man, Michael Ostin, came to visit Tom and me in our studio at Tom’s house in the San Fernando Valley.  When we played him “Like A Virgin,” he said it would be perfect for Madonna.
In my enthusiasm, if I’m not mistaken, I suggested that she could perform the song in a video wearing a wedding dress.  I have no idea whether or not Michael ever related this idea to her.

Michael advised us that Madonna loved the song and would record it with producer Nile Rodgers.  During this period, Tom and I never met Madonna nor did we hear the song until it was ready to be released as a single.  When we first heard it, we liked her vocal and the production, and we were flattered that she had stayed true to the demo.  Madonna copied every nuance and ad lib that Tom sang as our demo faded with the lines:

“Like a virgin / Ooh, like a virgin / Feels so good inside / When your heart beats
/ And you hold me / And you love me / Oh, oh…”

On September 14, 1984, Madonna performed “Like A Virgin” at the MTV Video Awards wearing a wedding dress. This was before the song was released to radio.  The camera followed her as she writhed around the stage, offering the world what looked to me to be some unflattering shots of the then babyfat voluptuous Madonna.  Happily, nothing would derail Madonna or “Like A Virgin.”  It became the title track and first single from her second album.  It shot to #1 on the US Pop Charts and stayed there for 6 weeks.

As I write this, it’s October of 2004, and “Like A Virgin” is still a high-profile song.  It’s on Madonna’s ever-popular Immaculate Collection.  In the 1992 film, Reservoir Dogs, the characters discuss the meaning of “Like A Virgin” in the opening scene.  In 2001, a riotous performance of “Like A Virgin” was featured in the film, Moulin Rouge.  In 2004, in the movie Bridget Jones: The Edge of Reason, “Like A Virgin” is sung by the main character.

Top Three Questions

  1. Why do you think you are successful? What traits have made you successful?

    This is an interesting question. I think a psychological factor played a big part in turning me into a songwriter. By nature, I avoid confrontation. I am uncomfortable with anger or expressions of disappointment. I always try to maintain a placid surface, often at the expense of my inner self. I have been this way for all my life. One of the results is that I have transferred these powerful, repressed feelings and yearnings into my songs. When I originally started writing I had no control over what came spilling out of my unconscious mind. My early poems and songs are filled with imagery, but they are hard to decipher. As I gained experience, I learned to filter these wordplays through my conscious mind. It’s as if there are two writers at work: the unconscious, who is passionate, raw and symbolic, and the conscious, who is aware of song structure and of the need to be intelligible.

    That covers the urge and the ability to write. There are other key factors: perseverance, willingness to collaborate, resilience in the face of frequent rejection, and belief in my own work and my ability to promote it. I have these traits.

  2. What is the funniest moment in your career so far?

    Sometimes the funniest things take some time to appreciate. The one and only occasion that Tom Kelly and I met Madonna is a funny story to me now:

    In 1989, Tom and I received invitations to Freddy DeMann’s 50th birthday party. Freddy managed Madonna. It was to be a black tie affair at DeMann’s Beverly Hills mansion. After all the success of “Like A Virgin”, I was “chomping at the bit” to finally meet Madonna. I arrived at the party with Tom and a lot of expectations. I was hoping to be personally thanked for contributing her breakthrough song. I was hoping that Tom and I might be asked to co-write with her. I was hoping that she might think I was irresistible and want to have sex with me. Tom and I were standing on an outdoor terrace talking to Stephen Bray. Stephen collaborated with Madonna on some of her early dance hits, like “Into The Groove.” Madonna, with Warren Beatty in tow, came walking toward us. It felt like the perfect opportunity to be introduced. Stephen said, “Madonna, this is Billy Steinberg and Tom Kelly, who wrote “Like A Virgin.” Warren Beatty started to laugh, thinking it was a joke because Madonna would have surely already known the writers of her signature song. I gave her my biggest smile and said, “Madonna, I’ve wanted to meet you for so long.” She said, “Well, now you did,” grabbed Warren and walked away. I was devastated. Tom started to laugh. I can’t remember what Stephen’s reaction was. I think it’s funny now. And I’ve never met Madonna since.

  3. Of all the songs you’ve written, which is your favorite?

    I can’t pick just one, but my favorite five, at this moment, would be:

    True Colors

    Steinberg/Kelly

    Cyndi Lauper (1986)

    lyrics
    You with the sad eyes
    Don’t be discouraged
    Oh, I realize
    It’s hard to find courage
    In a world full of people
    You can lose sight of it all
    And the darkness inside you
    Makes you feel so small

    CHORUS:
    But I see your true colors shining through
    I see you true colors, that’s why I love you
    Don’t be afraid to let them show
    Your true colors
    Your true colors are beautiful like a rainbow

    Show me a smile then
    Don’t be unhappy
    Can’t remember when
    I last saw you laughing
    If this world makes you crazy
    And you’ve taken all you can bear
    You call me up
    And you know I’ll be there

    REPEAT CHORUS

    Eternal Flame

    Steinberg/Kelly/Hoffs

    The Bangles (1988)

    lyrics
    Close your eyes, give me your hand, darlin’
    Do you feel my heart beating?
    Do you understand?
    Do you feel the same?
    Am I only dreaming
    Is this burning an eternal flame?

    I believe it’s meant to be, darlin’
    I watch you when you are sleeping
    You belong with me
    Do you feel the same?
    Am I only dreaming
    Or is this burning an eternal flame?

    Say my name - sun shines through the rain
    A whole life so lonely
    And then you come and ease the pain
    I don’t want to lose this feelin’, oh!

    (solo)

    Say my name - sun shines through the rain
    A whole life so lonely
    And then you come and ease the pain
    I don’t want to lose this feelin’, oh

    Close your eyes, give me your hand
    Do you feel my heart beating?
    Do you understand?
    Do you feel the same?
    Am I only dreaming
    Or is this burning an eternal flame?

    I Touch Myself

    Steinberg/Kelly/Amphlett/McEntee

    Divinyls (1991)

    lyrics
    I love myself, I want you to love me
    When I feel down, I want you above me
    I search myself, I want you to find me
    I forget myself, I want you to remind me

    CHORUS:
    I don't want anybody else
    When I think about you I touch myself
    Oh, I don't want anybody else

    You're the one who makes me come runnin'
    You're the sun who makes me shine
    When you're around I'm always laughin'
    I want to make you mine

    I close my eyes and see you before me
    Think I would die if you were to ignore me
    A fool could see just how much I adore you
    I'd get down on my knees, I'd do anything for you

    REPEAT CHORUS

    I love myself, I want you to love me
    When I feel down, I want you above me
    I search myself, I want you to find me
    I forget myself, I want you to remind me

    SPOKEN:
    I want you, I don't want anybody else
    And when I think about you, I respect myself, Ooh!

    REPEAT CHORUS

    I’ll Stand by You

    Steinberg/Kelly/Hynde

    The Pretenders (1994)

    lyrics
    Oh, why you look so sad, tears are in your eyes
    Come on and come to me now
    Don't be ashamed to cry, let me see you through
    'cause I've seen the dark side, too
    When the night falls on you
    You don't know what to do
    Nothing you confess could make me love you less

    CHORUS:
    I'll stand by you, I'll stand by you
    Won't let nobody hurt you, I'll stand by you

    So, if you're mad get mad, don't hold it all inside
    Come on and talk to me now
    Hey, what have you got to hide? I get angry, too
    Well I'm a lot like you
    When you're standing at the crossroads
    And don't know which path to choose
    Let me come along 'cause even if you're wrong

    REPEAT CHORUS:
    I'll stand by you, I'll stand by you
    Won't let nobody hurt you, I'll stand by you
    Take me in into your darkest hour
    And I'll never desert you
    I'll stand by you

    And when...when the night falls on you, baby
    You're feeling all alone, you won't be on your own

    REPEAT CHORUS:
    I'll stand by you, I'll stand by you
    Won't let nobody hurt you, I'll stand by you
    Take me in into your darkest hour
    And I'll never desert you
    I'll stand by you

    Falling into You

    Steinberg/Nowels/D'Ubaldo

    Celine Dion (1996)

    lyrics
    And in your eyes I see ribbons of color
    I see us inside of each other
    I feel my unconscious merge with yours
    And I hear a voice say, “what’s his is hers”


    Chorus:
    I’m falling into you
    This dream could come true
    And it feels so good falling into you

    I was afraid to let you in here
    Now I have learned, love can’t be made in fear
    The walls begin to tumble down
    And I can’t even see the ground

    Chorus:
    I’m falling into you
    This dream could come true
    And it feels so good falling into you

    Falling like a leaf, falling like a star
    Finding a belief, falling where you are

    Bridge:
    Catch me, don’t let me drop!
    Love me, don’t ever stop!

    So close your eyes and let me kiss you
    and while you sleep, I will miss you

    Chorus:
    I’m falling into you
    This dream could come true
    And it feels so good falling into you

    Falling like a leaf, falling like a star
    Finding a belief, falling where you are

    Falling into you
    Falling into you
    Falling into you

Inspirations

My passion for music started in Fresno, California in the 1950’s.  I started collecting singles (45’s) when I was 7 years old.  The first records I owned included “All I Have To Do Is Dream” by The Everly Brothers, “Poor Little Fool” by Ricky Nelson, “Little Star” by The Elegants and “To Know Him Is To Love Him” by The Teddy Bears.  Owning these records and hearing these songs had a profound, almost mystical impact on me as a child.  I would sit in my bedroom and listen to them over and over again.  It puzzled me that my friends weren’t moved by music in the same way that I was.

My first career ambition was to be a baseball player.  For some reason, that seemed feasible.  It didn’t even occur to me that a person could aspire to be a singer, musician or songwriter.

In 1958, our family moved from Fresno to Palm Springs.  My record collection grew to include R&B hits like Jackie Wilson’s “That’s Why”, Hank Ballard’s “Finger Poppin’ Time,” The Drifters’ “There Goes My Baby” and Doris Troy’s “Just One Look”.  I was 13 years old in January of 1964 when the Beatles changed everything.  I will never forget the electrifying jolt of hearing the singles “I Want To Hold Your Hand,” “Please Please Me” and “She Loves You” for the first time.  Inspired, I helped form a rock band called, The Fables.  I was the lead singer.  We didn’t write any of our own material.  Our repertoire included The Beatles’ “You Can’t Do That”, The Kinks’ “You Really Got Me”, the Animals’ “We Gotta Get Outta This Place”, the Rolling Stones’ “The Last Time” and the Beau Brummels’ “Just A Little”.  The Fables performed at high school dances and at private parties.  Sometimes, we would bring girlfriends along as go-go dancers.

Around this same time, I became aware of the melodic masterpieces written by Burt Bacharach and Hal David.  At the Youth Center, we would slow dance to “Walk On By” or “Wishin’ and Hopin’ ”.  Roy Orbison’s songs, like “In Dreams” and “Oh Pretty Woman” had enormous impact on me.  His voice and emotional style of writing were amazing. Ray Charles was the first artist I saw perform in concert.  My mind was blown by Ray, his band, the Raeletts and the audience.  Children and adults were dancing in the aisles and clapping their hands.

In 1966, I started to listen to Bob Dylan.  Bringing It All Back Home was the first Dylan album I owned.  Earlier, I had been aware of songs like “Blowin’ In The Wind” and “The Times They Are A Changin’” but I had never heard Bob’s versions or owned his records.  “She Belongs To Me”, “Subterranean Homesick Blues” and “Love Minus Zero/ No Limit” changed my life.  I had known the Byrds’ hit cover of “Mr. Tambourine Man”.  It was cool to hear Bob sing it, to hear all the verses left off the Byrds’ single and to compare the recordings.  By the time “Like A Rolling Stone” from the Highway 61 Revisited LP hit the airwaves, I was a Dylan disciple.  The poetry in songs like “Visions of Johanna”, “I Want You” and “Memphis Blues Again” from Blonde On Blonde changed my way of thinking about songs.  I was writing poetry and playing the acoustic guitar.  After hearing Dylan, I started trying to turn my poems into songs. “Like A Rolling Stone” is still my all-time favorite song.

Also, in the mid-1960’s, I learned to love the blues.  Muddy Waters’ Real Folk Blues, with songs like “Same Thing”, “Mannish Boy” and “Walkin’ Blues” was a revelation.  I wore out LP’s by Fred McDowell, Big Mama Thornton, Jimmy Reed, Bo Diddley and Howlin’ Wolf.  I sang in a blues band called “Dirt”.

Motown and Stax were monumental labels with great songs and recording artists.  Songwriters Holland, Dozier and Holland and Smokey Robinson have been major influences on me. Voices like Smokey’s, along with soul men like Otis Redding, Al Green, Marvin Gaye and Stevie Wonder were powerful inspirations.  Other heroes during my formative years include Chuck Berry, James Brown, Hank Williams, Van Morrison, Jimi Hendrix, Laura Nyro and Marc Bolan (T Rex).

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