My producer and dear friend John Fields and I have worked together since the mid 90’s. “Sutures Loose” however is the first song we recorded together without being in the same studio together. We just traded tracks back and forth, surprising eachother with new ideas. I played the acoustic guitar and sang the vocal thinking it was a mid tempo track. John sent back a galloping uptempo rhythm section that blew me away and had that free-wheeling vibe of our 1996 session for my “She” album. Hear the work in progress here. Later he’d add the piano to the choruses that reminded me of his great piano playing on my song “Go!”. He then added sassy electric guitar. I added an unlikely harmonica. Then he sends the track to reed player Brian Gallagher who comes back with a section of flutes! Around this time I was falling in love with a Bay Area band called The Corner Laughers, who I brought to my home studio for a memorable house concert and backing vocal session! Old friends and new friends all on the same track.

“Cut Your Groove” came to me while doing dishes one night, howling the chorus to the Jagger/Richards song “Out Of Time” when it occurred to me I need to write a song that good, that unapologetic, that ruthless. I’d loved the song since being a child but had recently become addicted to Chris Farlowe’s 1966 version of it – listening to it day after day, week upon week, with its bombastic arrangement and fulminating vocals. Its ear-worm was eating my brain out. And over the sink is when a song title came to me: Cut Your Groove. I do this for many of my songs: reverse engineer the work of heroes. Change everything, the chords, the melody but keep the beating heart. People rarely guess the origin song.

In “I Can’t Sleep” the lyric “knowing’ I’ll never sleep beside you” captured the truth of my life at the time. For many years after the birth of our daughter my wife and I didn’t sleep in the same bed, 1) because I wake her up in the middle of the night because I go to bed so fricking late and 2) our house was 850 square feet with 1 bedroom that we surrendered to the baby. So she and I slept wherever we could: the couch, a loft in the back of the house off the kitchen, even in a storage room under the front porch. Mostly, this song is a cry out to my wife, wishing for easier times before children. The story of how it was written is long but remarkable…

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My wife was holding our newborn daughter in her arms. I was across the living room as they walked past the piano. My wife Kay stooped down with one finger and to show the baby what happens when you press a key in what may have been our daughter’s first introduction to making music. The five notes Kay randomly struck on the piano painted the most beautiful picture to me. They embodied a complete thread of ideas, an entire song. I raced across the room and reproduced what Kay had just played, quickly designed some chords to play under it, and then was immediately distracted by fatherhood, and sucked back into the domestic, sleepless malaise of raising a child – never to return to the idea again.

Or so it would seem. Three months later I was in my studio, and the recollection of that moment came to me and I became panicky remembering what a great idea it was and how I’d perhaps forgotten the best song I’d ever written.

So I quick pivoted over to the keyboard but stopped sharp. Anything I play right now will disrupt my ability to recall it. “Don’t play a note until I know what the notes were.” So I sat there in silence, deducing, “OK I think the pattern started on a D, and it might have been over the minor two, but did it ascend or descend? Did it repeat? I know it was 5 notes only. But then how long did I stay on each note? I just sat there like Rodan’s “The Thinker” wanting to play sooooo bad. But I didn’t. I’ve lost too many great ideas like this and this one isn’t getting away.

Tentatively my fingers were poised to the keys. Slowly the first note hit, then the second which led me right to the third and by then it was clearly NOT lost and re-emergent. Not only did it come back out of my fingertips fully formed but it was absolutely clear what the opening lyric had to be for this new dad: “Sleep is all I need”.

Indeed the whole song seemed to emerge from it’s own sleep, not even mine.

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“Illumination” was a blast to record. It has that unusual drum beat, the classic rock style riff in the bass and guitar, the scronking saxophone and the huge distorted pedal steel making such a noise. Singing to that track was a joy. This one’s all about natural beauty. No make up. Just inner light. If you just watch yourself passively and notice who you’re attracted to, it’s always a potpourri of characters and phenotypes. And if you just really dial into what you love about people it’s clear that vision and love have nothing to do with each other. My favorite lyric is “She doesn’t take cues from the televee [sic]/ She don’t want what everyone has.” and I just love that because in my mind, there’s a visitation by a fairy going down, and some truth is being revealed to me by someone uncorrupted by vanity – and they tell me to close my eyes if I want to truly see anything. And there’s a big ironic moment here: My young daughter Ella’s been playing quietly on the studio floor for 20 minutes while I cut the vocal. I’m nearing the last stanza of lyric and it’s a great take and in my periphery I see Ella drop her toys and get up, diaper hanging low, teetering over to me while I’m starting this final long held phrase that lasts four full measures with no breathe. It’s not easy stuff and she reaches for my knees and I’m putting my last curlicue on the note, eyeballing her like, “don’t ruin this one I don’t have many of these in me”. I sing the last syllable of the line as she bursts in with a squeal like a fascinated monkey. At the time I thought she’d ruined that take. But as it turns out she was the visiting fairy, and so I left her in the mix as the final illumination of the song. I pressed ‘stop record’, picked her up and ran upstairs to change a diaper.

In my head the lyric to “No Surprise” was going to be about getting cheated on. You’d probably assume I’m directing it at a lover. But it was actually written expressly to the guys in my band, The Trio. I didn’t want them moonlighting with other groups; impeding our practice, recording and touring schedules, which I kept brisk, sometimes 150 shows a year. I was very possessive. A bad boyfriend! Which seems a bit demented now. But back in the early 90’s in Minneapolis bands were more like baseball teams. You didn’t bat for the opponent. And Minneapolis in particular was a band town infatuated with its Replacements, Hüsker Dü, The Suburbs, The Jayhawks, Trip Shakespeare, Soul Asylum and then a whole tier of amazing bands just below them like Blue Hippos, The Cows, Rex Daisy, The Spectors. So keeping a band together, touring and recording became a full time obsession. But life was pulling us in different directions, and the only way my young self was able to cope, was to paint myself as the victim of some betrayal.

The lyrics for “It’s Better Not To Care” came pouring out of my co-writer and Laurel Canyon neighbor Shelly Peiken. My producer John Fields had introduced us at a party in my own backyard planting the seed we should write together. While the words flowed from her I kept pumping out chord structure ideas on the guitar for her to sing to. At one point I stopped and she (all business) said, “keep, keep, keep going.” Most pop songwriting is an exercise in minimization. Annoyingly un-expansive. So this was an opportunity to really build in some elegant chords, some unlikely inversions, and subtly vary each verse and chorus as the song unfolded. She had begun the session stating, “I want to write a song today that you’re comfortable singing”. And indeed I feel this one is perfectly bespoke to me. So much so that I put a songwriter’s live solo version as a bonus track on the CD version of “Face The Sun”. Check it out. As far as the full band version on the main album… that is the most difficult lead vocal I’ve ever sung. It was so high and difficult that I was only able to lay down 2 1/2 takes before my voice was fried. But we got what we needed. That’s me walking on my frontier, in front of a microphone.

Jackie Lomax, the writer of “Fall Inside Your Eyes” is the most unjustly ignored artist to be signed to The Beatles’ Apple Records. “Is This What You Want” is an awesome album. When my pals and I started collecting Apple ephemera in the early 80’s this was one album that made us feel like we alone understood The Apple vision. To this day people don’t discuss it, but it’s great and “Fall Inside Your Eyes” in particular is lodged so deeply in my subconscious I just had to cut it.

All four Beatles loved Jackie’s music and they took turns supporting him in many ways, but it’s really George that got behind the project and produced it with Jackie. Around 2005 I saw Jackie on what was perhaps his last tour – a solo show at the AlterKnit in Los Angeles. I believe he was living in Topanga Canyon with a woman who was there by his side doing a lot of the talking. He seemed a little confused by everything and his new songs sounded unfinished and bit hokey and old-time country and western, as was the garish folded leather bull-rider hat he wore. Regardless, after the show, I got him to sign my original issue Apple album, and told him how brilliant “Is This What You Want” remains and how influential it was for me and my high school band. In Fact, we covered “The Eagle Laughs At You” and the title track. For us, the best part of Jackie’s obscurity, particularly it being the early 80’s when the Apple legacy was largely uncelebrated, was that our friends thought we’d written his songs ourselves.

The final overdub we added to my version was performed by Eric Heywood, who’d come over to my studio with his pedal steel. My favorite moment is basically every moment that Eric plays. He brought magic and I videoed what wound up being his final (and first) take, figuring I’d just get some footage and then record him playing a better take next once he knew the song and when I wasn’t pointing a camera up his crotch to capture all the fascinating knee bar work he was up too. Well, thank God I had the gain set right on the mic because he nailed it in one take. What a stud, this Eric Heywood. And, come to think of it, it’s an unintentional homage to Jackie’s life that an instrument so deeply associated with country music, is melting all over my version. Jackie, I eat my (your) hat.

Another production note: the acoustic guitar is actually an electric guitar unplugged. It’s a mid-60’s Gibson 125 TD hollow body. I wanted a sound that wasn’t too beautiful, where the metal strings were louder than the actual tone coming out of the wooden body. My favorite detail is at around 2:30 when I accidentally got a little too into the performance, swayed to my right a bit and banged the guitar into the microphone. I just had to leave that in the mix.

My favorite recording on the album is “Invisible In Love”. It’s a 5 1/2 minute pop music symphony, written in my Laurel Canyon studio with Philadelphia’s everywhere-boy Cliff Hillis. The song begins as a spacious ode to CSN&Y’s “Déjà Vu” era but then suddenly edges into an almost-silence with little but the effervescent vocals of L.A.’s peerless songstress Kelly Jones. Then it kicks in harder, only to next slow to zero tempo, then builds up again into a tidal wave of bold, rocking sound, finishing with the all-but forgotten studio technique of the long fade out. It’s such a long adventure and the making of it is diarized in great detail at my blog .

“Face The Sun” closes the album and to some degree was inspired by the cover photograph taken by Rob Stark. He’s is a cinematographer/producer who works mainly in advertising. He took me to the LACMA sculpture garden and positioned me among the art. He had me leaning back, holding a pose so uncomfortable, to the point where I was shaking. Somehow he captured a worshipful moment of looking upward, and it was the only photo from the session missing my usual nervousness and self-awareness that I get during photo shoots. So, I had already sequenced, mixed and mastered the album and was preparing it for release when John Fields sent me a piano idea for a song and asked me to write melody and lyric. Once the first lyric started flowing “Face the sun/Taste the rain” I realized it would have to be recorded and added to the album. It was the obvious title track given that the photo shoot had already destined it to be so.