And so this had to be/painted from memory...
The news broke on the morning of February 9, 2023 that Burt Bacharach had died at the age of 94. That evening, his longtime friend and musical partner Elvis Costello opened a 10-evening residency at New York's Gramercy Theatre which ultimately saw him perform 239 unique songs from every far-flung corner of his wide-ranging catalogue. The residency became a grand tribute to Bacharach. The pre-show music piping throughout the theatre each night was drawn from Burt's solo A&M albums. When the curtain came down, it was to the strains of Jackie DeShannon's recording of "What the World Needs Now Is Love," prompting many a frequent audience singalong. Costello paid tribute to the elder statesman of popular song every night, speaking tenderly and candidly about his friend and performing songs from both Bacharach's back catalogue and their own collaborations. These moments lent gravitas to the concerts but never threatened to cast a pall; instead, they became emotional touchstones, with Bacharach's presence looming large even over Costello's original songs. He referenced Burt's influence on his own "Suspect My Tears," recounted with incredulity Burt's praise of "Stripping Paper," and interpolated "I Say a Little Prayer" into "I Want You." In short, it was the kind of tribute Bacharach would have preferred: one which let his music do (most of) the talking.
Today, that enormous legacy is celebrated with the release of the long-in-the-works 4CD/2LP box set The Songs of Bacharach and Costello. At the Gramercy, Costello touchingly remembered presenting the set to Bacharach not long before his passing. Rather than offering simple praise, Burt was true to form. He scratched his head over the inclusion of "Lie Back and Think of England," a simple, piano-and-voice demo from a proposed Austin Powers musical which closes the second disc of the new collection on a quiet note. Elvis smiled, describing the demo to the New York audience as having the finest vocal on the box. With Bacharach accompanying himself on piano and singing in his sandpaper voice, it may well be: simultaneously beautiful in its intimacy and moving in its frailty. It's all too enticing to get caught up in this fleeting wisp of wistfulness.
Indeed, it's difficult not to get misty-eyed listening to the four discs that comprise The Songs of Bacharach and Costello. In his heartfelt, affectionate liner notes to this extraordinary collection, Costello describes the deeply personal nature of the songs on their first collaborative album, Painted from Memory (1998), subtly remastered on Disc One of the box. "[If] I am completely forthcoming," he writes, "they detailed my own circumstances more than I was willing to admit at the time: bleak, sleepless, volatile, and apparently describing someone unwilling or unable to find their way out of a locked room or flood a vacant mind with light. The titles might suggest the territory: 'In the Darkest Place,' 'This House Is Empty Now,' 'The Sweetest Punch,' 'What's Her Name Today,' 'My Thief.'" Those songs are as sharp, cutting, elegant, and ravishing as they were twenty-five years ago.
Bacharach's melodies tapped into his classic style of songwriting and arrangement as none of his other works since the halcyon days of the 1960s had. He credited his third wife, Carole Bayer Sager, for showing him how to adapt his sensibilities to a contemporary pop mode in the 1980s. Now, Costello's lyrics - though as far removed from Hal David's sneaky, deceptively effortless simplicity as one could imagine - were calling for the grand sweep of "Anyone Who Had a Heart" or "I Just Don't Know What to Do with Myself" (not coincidentally, two of Costello's favorite songs), not to mention the flugelhorns. He recalls in his notes that Bacharach originally suggested enlisting David Foster for the orchestrations; Costello countered with Quincy Jones while arguing that "it was essential that Burt's voice be heard in the strings and brass as well as his touch at the piano." Burt was convinced. His touch, coupled with Costello's seemingly opaque yet ultimately crystal-clear words, gave Painted from Memory its grand-scale emotional heft: portraits of shattered romance ("In the Darkest Place"), guilt ("Toledo"), inner turmoil ("I Still Have That Other Girl"), the inevitable ramifications of a breakup ("This House Is Empty Now"), haunted memories ("My Thief"), the coping with loss ("Painted from Memory"), and sad anger ("God Give Me Strength"). The melodies, most composed jointly by Bacharach and Costello, would conjure these moods even divorced of the lyrics. Questions populate Costello's writing, all delivered in his finest and most impassioned vocals: "Remember the glass we charged in celebration?" "What if we only get what we deserve?" "What am I to do?" "What if we only get what we deserve?" "Can we still be friends?" "How could you do that?"
These vivid, heartbreaking songs inspired television creator/screenwriter Chuck Lorre (Two and a Half Men, The Big Bang Theory) to approach Bacharach and Costello about turning Painted from Memory into a stage musical. It would have been nothing like the situation comedies on which he made his name, cheekily described by Costello as "a long night's journey into...sorrow; like Eugene O'Neill with less tap dancing." At the end of the road (for now, anyway?), Elvis wondered "whether what we had been writing all along was actually something closer to an oratorio - to give it a grand name - rather than an all-singing and all-dancing musical."
Disc Two of The Songs of Bacharach and Costello, titled Taken from Life, finally gives listeners the chance to hear a loose semblance of what the Painted from Memory musical might have been like. The songs on this disc (also available with the original Painted from Memory album as part of the 2-CD highlights package) evoke the passionate, large-scale romanticism of Broadway's golden age, a style all too absent today thanks to the rise of jukebox musicals and pop-oriented musicals. There is little in the way of resemblance to Bacharach's upbeat 1968 Tony Award-winning musical Promises, Promises, though his music bears the same sophisticated hallmarks of shifting time signatures, unexpected chord changes, and overflowing melodicism.
Taken from Life isn't assembled in score order, and its songs aren't performed by a consistent cast. All of the tracks are also solos, something that would be quite unusual for a musical. But thanks to Costello's vivid prose in the essay, one can imagine the characters in this domestic drama, among them a young model with a taste for danger, a vain and self-centered older painter, and the wife and daughter he betrayed. Six new Bacharach/Costello compositions premiere on Taken from Life, three of which are performed by Elvis.
"You Can Have Her" and "Look Up Again," both of which Costello debuted in concert at the Gramercy, were recorded by Elvis, Burt, and arranger-conductor Vince Mendoza at Capitol Studios in September 2021. "You Can Have Her" is a stunning coda to the original Painted from Memory, written for a specific character and situation (the supporting role of a wealthy businesswoman, the lover with whom the artist would jilt) but viscerally universal. The singer is attempting to disguise a deep hurt with a defiant admonition - but does she (personified not by a female vocalist but by Costello, digging deep into the relationship between passion and obsession) believe what she's singing? The music beautifully reveals the truth, both contrasting and supporting the lyric, from the grand opening vamp to the ever-shifting melody lines. "You Can Have Her" doesn't quite resemble the original Painted album; Vince Mendoza, a longtime collaborator of both Bacharach and Costello, orchestrated and conducted in his own style. But Mendoza, under the watchful eye of co-writer/co-producer Bacharach, captures the song's majestic sweep as well as its inherent intimacy.
Elvis reveals that "Look Up Again," first heard in instrumental form on Herb Alpert's 2016 album Human Nature, predated the musical and was, in fact, written for Diana Krall, a.k.a. Mrs. Costello. It's quieter and more pensive than "You Can Have Her," a rueful late-night soliloquy with a graceful, delicate lilt. Mendoza's strings pierce the soundscape, echoing the clock on the wall so vividly described in the lyric: "3 a.m./Then as you look up again/Hands that keep score/Circle the wall/And it's 2:04/Look up again..." The third new song sung by Costello, "Taken from Life," was recorded with his longtime band The Imposters and co-producer Sebastian Krys. The lack of an orchestra boils the song down to its essence, giving voice to the painter's dilemma: "When I make love to her with everything I have/Whose face will I see?/Who will I be thinking of?/My lover or my wife?/Am I living a lie?" It's theatrical but also a concise, haunting pop song.
Three other spellbinding new compositions are sung by other artists. Costello recorded Jenni Muldaur (daughter of Geoff and Maria), accompanied by pianist Thomas Bartlett (an accomplished composer and producer in his own right), on "Shameless," perhaps the most atypical Burt Bacharach song you're ever likely to hear. Though Burt first flirted with a certain expletive on "Who Are These People?" (sung with relish by Costello on the "uncensored" version of the song from Bacharach's Grammy-winning 2005 solo album At This Time) and then on "Don't Fuck with Me" from the play-with-music New York Animals (lyrics by Steven Sater), "Shameless" goes one step further with lyrics that would warrant a parental advisory. Written for the character of the model, it's set to a deliciously twisty Weimar-esque melody and is by far the most unexpected item on Taken from Life. Bacharach went into the studio with Audra Mae, a great-great-niece of Judy Garland, and pianist Jim Cox to record "I Looked Away." It's a more introspective character study in which the character demonstrates some self-awareness as she wrestles with her relationship ("Small indiscretions that I learn to swallow/That kind of man is so hard to follow/And see it all torn down/I wanted to run but I learned to stay").
Taken from Life is primarily rounded out with songs familiar to Costello fans. Audra Mae plaintively sings a new version of the original Painted album's "In the Darkest Place" and "What's Her Name Today" while Muldaur returns with a sensitive new recording of "Stripping Paper," first heard in Costello's own, fully-arranged version on 2018's Look Now. Bacharach joined Elvis and The Imposters for "Don't Look Now" and "Photographs Can Lie" from that album. "Why Won't Heaven Help Me?" (like "Stripping Paper," a solo Costello composition written for the musical with Bacharach's blessing) and "He's Given Me Things" are likewise reprised from Look Now. Two further tracks are drawn from Bill Frisell's 1999 album The Sweetest Punch, a jazz reimagining of Painted from Memory. Cassandra Wilson coolly offers "Painted from Memory," and clarinetist Don Byron joins Frisell to reinterpret "My Thief." (Could a Frisell and Byron-inspired instrumental treatment have underscored a ballet or choreographic piece in the musical?)
Quips about tap dancing aside, any potential Painted from Memory musical would have likely been top-heavy with ballads (typically any director's least favorite type of song in a musical, as uptempo or production numbers present a much greater opportunity for dynamic visuals). In addition to the sleek, retro soul of "Why Won't Heaven Help Me," some tempo was brought with "Everybody's Playing House." The bright and playful tune, propelled by Steve Nieve's central riff and a Bacharach bounce, premiered on the 2019 vinyl/digital EP Purse and makes its CD debut on Taken from Life.
Though it's by nature not as cohesive as the 1998 Painted from Memory, Taken from Life is the poignant sequel that never was. It's chockablock with multi-layered, often gut-wrenching songwriting in service of a story that has yet to be fully revealed, but possesses a sweet punch in its own right. If the Painted remaster and Taken from Life are the main course, the final two discs of The Songs of Bacharach and Costello are tasty dessert platters.
Disc Three, Because It's a Lonely World (a working title for the original Painted album), presents a potpourri of live performances from 1998-1999 when these songs were fresh. (Costello has continued to perform many of them in concert over the years.) Most feature just Costello and Attractions/Imposters pianist Nieve, who's somehow able to both remain faithful to the melodies as written while bringing his own stylish flourishes to the songs. Costello and Nieve are joined by the Swedish Radio Symphony Orchestra for "Painted from Memory" and "What's Her Name Today." Bacharach accompanies his co-writer on "This House Is Empty Now" from Conan O'Brien's late-night talk show.
The fourth and final disc, Costello Sings Bacharach/David (and Hilliard and Dixon and Mack David), collects eight of the covers Elvis has performed over the years from the classic Bacharach/Hal David songbook. These include the 1977 recording of "I Just Don't Know What to Do with Myself" with The Attractions (the first song not written by Costello to appear on one of his records), his delightful duet with Burt on "I'll Never Fall in Love Again" from Austin Powers: The Spy Who Shagged Me, "(Don't Go) Please Stay" from Kojak Variety; and a low-key duet with Nick Lowe on "Baby, It's You." Best of all are the four songs recorded in concert with Bacharach including a romp through "My Little Red Book" and reverent, lush readings of "Make It Easy on Yourself," "Anyone Who Had a Heart," and once again, "I Just Don't Know What to Do with Myself."
There's an abundance of riches on The Songs of Bacharach and Costello. Is it everything? Well, no. A new Dolby Atmos surround mix of Painted from Memory has been relegated to digital-only status. Costello and Nieve's 1999 live performances of "Painted from Memory" from the Melbourne Athenaeum and "What's Her Name Today" from Tokyo's Shibuya Hall remain exclusive to the Painted from Memory 2CD Limited Tour Edition (1999). The duo's live "Tears at the Birthday Party" from Sydney's Capital Theatre has been orphaned along with the radio edit of "Toledo" on a CD single. "Such Unlikely Lovers" from the Perth Concert Hall was released on another CD single supporting the album version of "Toledo." A fascinating 40-minute interview with Bacharach and Costello was released on a promotional CD in conjunction with the original album's release. Most crucially, their concert appearance on the television program Sessions at West 54th remains unreleased on DVD or Blu-ray (though a VHS was released). A soundboard recording exists of their October 29, 1998 Royal Festival Hall show from which a few songs have been excerpted on Disc Four of the box set; Elvis' interpolation of Bacharach and David's "24 Hours from Tulsa" into his own "Accidents Will Happen" is inspired, and his rendition of "Just a Memory" in the Bacharach style is likewise unforgettable. A more complete version of the concert would have been a welcome inclusion here.
The Songs of Bacharach and Costello, co-produced and curated by Elvis and Steve Berkowitz, is handsomely packaged in linen at LP size. The endpapers house the four CDs in slots as well as two 140-gram vinyl LPs containing Painted from Memory (on three sides) and a truncated Taken from Life with the new songs only (on one side). Note that the LP has an exclusive item: Audra Mae and John Pagano's duet of "Don't Look Now." The song is heard on CD in Elvis' own recording.
Two booklets are included. The first has Costello's liner notes and many striking photos; the second has lyrics and credits. (Oddly, both are adorned with the same William Claxton photograph.) Those endpapers are filled with Painted from Memory memorabilia that will leave you wanting more: pages from Chuck Lorre and Steven Sater's stage script dated January 8, 2014; lyric drafts in Costello's hand; sheet music; and various tapes. Bob Ludwig has subtly mastered the audio here.
Is this the last word on The Songs of Bacharach and Costello? One hopes not. Most tantalizingly, Elvis reveals in his notes that fifteen songs were composed for the Austin Powers musical. As he asked the Gramercy audience, how is an Austin Powers musical written by Costello and Bacharach not on Broadway right now? (Yeah, baby, yeah!) In addition to "Lie Back and Think of England," Elvis sang Dr. Evil's song "I'll Make the World Pay" in concert on May 13, 2016. It hasn't yet resurfaced. He and Burt published a song called "I'll Always Have Men" that's absent from this set, and recently musician-producer Ted Perlman, a friend and collaborator of Bacharach's, streamed a demo of a song called "No Longer Mine" which he attributed to Burt and Elvis. The liner notes also allude to additional Painted from Memory demos having been recorded by Burt with vocalists John Pagano and Audra Mae. Perhaps more of those, too, will one day see release.
For now, though, this remarkable set is the culmination of the 25+-year friendship and collaboration between two musical titans of very different generations who brought out the best in each other. It's a master class in the art of popular song, and an exquisite listening experience that only grows richer and more affecting with each consecutive play. Grab some Kleenex, turn the lights down low, and lie back and think of Burt Bacharach.
The Songs of Bacharach and Costello is available now:
4CD/2LP: Amazon U.S. / Amazon U.K. / Amazon Canada / ElvisCostello.com
2LP: Amazon U.S. / Amazon U.K. / Amazon Canada
2CD: Amazon U.S. / Amazon U.K. / Amazon Canada
2LP with Lithograph: ElvisCostello.com