Elvis Costello on His and Burt Bacharach’s Collaborative Boxed Set

What the world needs now is Burt, sweet Burt, and there’s a bereft feeling to be had in knowing we won’t be getting any more of the haunting, mind-twisting melodies that characterized the composer’s work over a period of more than six decades of sumptuous pop. But Burt Bacharach left a gift behind — something he actually held the finished product of in his hands, before he died Feb. 8 at age 94: “The Songs of Bacharach & Costello,” a deluxe boxed set of the material he worked on with Elvis Costello from the mid-’90s on up till nearly the present day. As anthologized by Costello with Steve Berkowitz (who also helps assemble Bob Dylan’s “Bootleg Series” sets), the new collection is a worthy testament to a true maestro who was doing some of the best work of his life in his final decades.

It also bears witness to the ongoing genius of Costello, who was able to adapt himself to Bacharach’s idiosyncratic beauty as they made the “Painted From Memory” album in 1998, then follow up with more work with the elder composer on a planned Broadway musical. Some of the songs that were planned for that unproduced musical drama landed on other Costello projects in recent years, but others are being heard in the new boxed set for the first time, including a couple of almost freshly recorded tracks that represented Bacharach’s final co-productions in the studio. More condensed versions of the freshly remastered original album and its bonus material are also available, but do find a way to buy or stream the complete four-CD, two-LP deluxe set. It’s certainly in a tie with Bob Dylan’s “Fragments” for the deluxe edition that’s most likely to still be standing atop the boxed-set heap at 2023’s end.

Variety spoke with Costello about the collection and his history with Bacharach in early February, and we were tentatively scheduled to talk with Bacharach as well before he took a turn for the worst. So you’ll forgive the singer-songwriter if he’s found occasionally talking about his friend in the present tense in this Q&A. Costello was not immediately available for a follow-up interview in the wake of the passing, but you can clearly feel the love in his comments here. And he said plenty during his recent 10-night stand at New York’s Gramercy Theatre, largely by playing some of the same early Bacharach covers you get live versions of in the “Songs of Bacharach & Costello” bonus discs. “People say, when somebody leaves you who’s a great age [Bacharach was 94], ‘Well, it was a good ending.’ Yeah, but it’s never time to say goodbye to somebody if you love ‘em. And I’m not ashamed to say I did love this man.” So did anyone who had a heart.

(The following interview has been edited for length and clarity.)

Do you think Burt’s legend in general grew, through you and him doing “Painted From Memory,” bringing him back into the limelight in his late rcareer?

No, I don’t think so. He didn’t need any help from me.

But you mention in the new set’s liner notes that there was this “easy listening” aura around Burt that you felt was unfair. How you think Burt’s reputation among the rock ‘and’n’ roll generation has changed over the years, on up through and beyond “Painted From Memory”?

I don’t have an opinion about that. I don’t care. I can’t name any songs by any bands in the ‘90s — big rock bands. You could ask me the names of bands with huge, huge careers. I’ve no idea what songs they sing. Like, huge swaths of music from the ‘80s and ‘90s, I wasn’t listening. I don’t care about rock ‘n’ roll orthodoxy. So why do I care what they think?

I think what made people more aware, and maybe tapped a little bit into the swinging kind of guy that he was, was Mike (Myers) using him for a cameo in the first “Austin Powers” film, and us both being in the second one, which was great fun. And then Mike actually asked us to consider working on an “Austin Powers” musical, which was very intriguing. Unfortunately, that didn’t happen, but not for creative reasons — for legal reasons. And I think in that time there were more compilations that started to come out, and that’s great. Publishers should always be making sure that people’s catalogs are being heard, even at the cost of it being attached to something.

I mean, you can’t blame people for taking the shorthand version and not having any curiosity about where it comes from. If you’ve written “What’s New, Pussycat?,” there’s a fairly good chance that people could mistake you for naughty! Have you read Tom Jones’ book? Oh, it’s great. He says he thought Burt was singing dummy lyrics when he played him “What’s New, Pussycat?” He thought it was a joke. He said, “I’m not gonna sing that,” and then he had to be persuaded, sort of.

Maybe not the song he should be remembered by… but a song to remember, for sure.

But you know what? Burt wrote the greatest Bond song. I’ll say it. How many people are gonna get up there and say, “I’m gonna sing a standard now,” and sing “Thunderball”? Nobody. But people are going to sing “The Look of Love,” and “Look of Love” is from “Casino Royale,” even if that’s the anomaly of the Bond films. “Goldfinger,” or “Nobody Does It Better,” or something by Adele — is any of those songs as good as “Look of Love”? I don’t think so. Not even close. … And I speak with some authority on this topic, not because I know Burt, but because I know the contemporary singer who sings that song. [He means Diana Krall, who made that the title song of a 2001 album.] I mean, it just is a great song, and it has depth and meaning and transcends the context. Film songs very rarely do that, you know? I’ve learned the lesson of trying to not tie them too specifically to the film or the theatrical property, because you want the song to have life and have possibility for yourself to perform it, or anybody else who wants to take it up.

And Hal David made it seem like the melody for “Look of Love” was written for his lyric… instead of originally conceived as an instrumental theme.

You know, I think the work of the lyricist is lonelier work when you’re dealing with Burt Bacharach melodies because, if you think of “The Look of Love” — [he begins singing it] — you can’t write doggerel, can you, to that melody? It’s so spacious, you have to think, what are those first two words? How do they count? You know… “the look.” [Pause.] OK, there’s a story. “…of love.” It’s so familiar to us, you don’t think about what it must have meant to write it.

And that happened repeatedly to me with our collaborations. Sometimes I would look at it and I’d go, “How am I ever gonna make sense with something so, so, so spaced out?” Because obviously, the more common thing with rock and roll songs is da-da-da-da-da [he scats a fast rhythm] — is Chuck Berry or Bob Dylan. At its worst, that’s doggerel, isn’t it? Getting art into that is the trick. So this was more of a challenge for me, to make those words really land on the (minimal beats), and have it still make sense and have it still sound like me. It took a bit of puzzling.

Do you feel like the work you did with Burt is the sparest lyrical writing you ever did?

The shortest lines, for sure.

When we first heard the “Painted From Memory” album in 1998, I felt like it took me maybe three or four listens to wrap my mind around some of the melodies that you and Burt wrote. They were that twisty and sophisticated, or maybe I was just that daft. But I took some comfort in reading the liner notes to this new set, because when you were describing Burt’s melodies, you actually used the word “perverse” twice.

Yeah. I mean, [he begins singing the Dionne Warwick hit “Here I Am.”] “Here I am, here I’ll stay…” It’s jumping all around!

The bridge of “Alfie” is what I always talk about. If there were no words to “Alfie,” it would be an incredible piece of musical alone. And the words are superb. It doesn’t even matter that it has the word “Alfie” in it, which isn’t a typical, singable name, but has the title of the movie for which it was written, and we associate it with him. Even that works because the tragedy of the song is that that character is a hollow fellow whose definition of himself is to control all these women around him. Eventually he’s taught a lesson; it’s Don Juan. But the melody in the bridge is so bold.

I saw one of these late night shows that was playing lots of versions of Burt songs recently, and they had the Fifth Dimension singing “A House Is Not a Home.” Who writes that? That’s just an extraordinary piece of music. But have you ever seen the film of Bill Evans playing “Alfie”? It’s probably still out there in the ether. It’s in Finland or somewhere, and he’s surrounded by all these Finnish jazz aficionados. It’s very odd; it’s in broad daylight and he plays “Alfie” like it’s a Bach prelude. Evans plays it with such love and with such curiosity, and you go, well, there’s somebody of the highest order of musician you can imagine that saw that in that music in the same way as he did a song by Leonard Bernstein….

Dionne Warwick sang “Alfie” at a benefit at the Music Center in L.A. a few weeks ago, on a night that Burt was supposed to appear but was too ill, and it was much tenderer and really exquisite.

I went to see Dionne in Liverpool, and although her voice is more fragile, you can’t learn the things that she knows about singing. The first 13 songs in the set were Bacharach/David songs. And not to say who wrote the songs that followed that, but some of those later songs are big hits, and those songs sounded like the work of the Troggs by comparison. And I don’t mean that in a bad way about the Troggs. [Laughs.] But it sounded so unsubtle compared with the songs, which had the Burt melodies. It was an amazing experience to be in the audience and listen. She was singing way off the mic, barely projecting, and then suddenly the whole audience went “WALK ON BY,” like the football crowd at Anfield (Stadium in Liverpool) singing it — it was like really extraordinary. And the timing that she hit… it was a tremendous performance, one after another.

Burt Bacharach and Elvis Costello
William Claxton

One of the discs in this deluxe boxed set is a disc of you doing covers of Burt’s classics, mostly culled from concert performances. One of those recordings that’s included is the cover that really first got me thinking seriously about Bacharach/David as songwriters, when I was young — you and the Attractions doing “I Just Don’t Know What to Do WIth Myself,” as included on the “Stiffs Live” compilation in the late ’70s. Doing that ballad was a very punk-rock thing to do, in the era of punk-rock. You and Jack White both love that song, because he’s done it too.

He did it, yeah. I wonder, did he sing the second line right? Because Burt told me when we did it at Radio City, “You know, you’re singing the wrong lyrics.” I said, “Now I’m singing the wrong lyrics?” It’s supposed to be: “I just don’t know what to do with myself. I don’t know just what to do with myself.” Hal inverts the second line. And a lot of people sing it wrong, including me. I think if you listen to that ‘77 version, I sing the same opening line twice.All these years later I get told that I’m still singing it wrong! But it’s a beautiful song. Of course it’s the Dusty (Springfield) version for me. That’s who sang it, as far as we were concerned [in the U.K.; Warwick had a minor hit with it in the U.S.].

It’s good that you have a booklet of 10,000 words of liner notes in the deluxe edition of the new set, because you do go into some of who wrote what on the “Painted From Memory” songs. That’s always been a puzzle to some of us, because the melodies do sound very consistently Bacharach-esque, but we don’t always know if that tags it as his handiwork or whether you had absorbed his unique conventions so thoroughly.

I think most people assume that Burt wrote everything, musically. I don’t think anybody thought I wrote any of it. The truth of it is, I did. I wrote quite a lot of “God Give Me Strength,” the original draft, but the song wouldn’t be the song it is without Burt getting within the mechanism of what I drafted, and the way in which things are phrased, and sometimes one note change or one interval change would really redefine the melody. And that happened repeatedly. And of course he added the introduction and the bridge to that song. So that’s the way I feel like I learned from watching him do that, even with something I’d already put on the page.

Or the fact that I wrote a draft of a bridge for “This House Is Empty Now,” which we didn’t use, but Burt then recognized that the song really actually needed a bridge. Up until then, it just was three verses. And that bridge is pretty knockout; that’s one of the most dramatic moments on the album. So that’s the way collaboration works: You listen to the other person. It’s not like a battle of wills, but it’s hopefully spurring the other person on to do the best they could.

Did he ever offer any input on the lyrics you wrote?

He didn’t. Once I had ’em right, I didn’t usually show him the drafts. You know, I got ’em right before I (showed them to him). I don’t remember changing many things, except if I sometimes cheated and tried to put a pickup into a line that wasn’t there, and he wouldn’t have that. Or, say, some sort of curly cue that allowed me a triplet figure at the end of a line to accommodate a rhyme — he wouldn’t have that! He was very, very definite about the shape of the tune, and that’s why he’s him. In the music he wrote, occasionally I would mishear an interval, and he’d go, “Oh, it’s really that.” And then once I understood it harmonically, I would never think of it another way; the other way would be facile. Like I say, some of these songs had equal proportions or even unequal proportions in my favor in terms of their original draft. But there was always something in the process of getting them to the final thing that he would make an intervention.

You had the job of writing very exactly to Burt’s melodic specifications, which would seem like it could be limiting in some ways. Yet in the liner notes, you are pretty open about these often dark songs actually maybe being a little bit personal.

Not a little bit. Like, excessively personal, I would say. I know I said it once before, but “This House Is Empty Now” was not a place — it was my head. It was a very, very bleak thought. It was about losing your mind, literally. So any romantic things or any blame or any kind of diary-like element was irrelevant, really, to that. It was kind of, how do you say it with an analogy in a way? And the best one is a romantic scenario. A lot of the songs are like that, like “In the Darkest Place.”

There were people that just wanted another “Pump It Up” or another “Veronica,” even, that maybe didn’t understand what was in this. But over time, people have stopped me and go, “That record, man, that really got me through.” But I’ve had people say that about “Get Happy!!,” you know. I mean, you wouldn’t think that would be, but sometimes when something bad happens in your life, you want to put a loud record on and chase away all the ghosts. Other times you need to listen to something that’s in sympathy with the way you feel.

There is a through line from this album back to songs like “I Want You” or “Home Is Anywhere You Hang Your Head,” in terms of songs that people might play after a breakup, or if they’re feeling obsessive.

Well, unfortunately, it’s not that I’ve never had any happiness in my life, but I haven’t proven to be as skilled as, say, Lionel Richie in writing the celebratory love song. I wish I could, but when I start to write that, it comes out sounding like a Hallmark card. You know, it’s a real talent to be able to express sincere things that are universal enough to everybody to understand, but not cliched.

And that’s true of country songs. Not everybody can be Hank Williams — as listening to any country radio station right now will tell you. But it takes a special kind of talent to be able to write (Walker Hayes’) “Fancy Like.” You know that song? That’s a special kind of talent, and and it’s really well-written, speaking to the audience that want to hear that, just like “Your Cheatin’ Heart” is to a certain kind of audience. You can’t talk down to that kind of song. Everything that you want to say in a song requires some sort of determination. It’s not just a bunch of random sounds you’re emitting. I mean, somebody wrote it down, whatever it is. What are the words of “Louie Louie”? Does anybody know? But, you know, it’s caused a lot of mischief.

When “Painted From Memory” came out, some of us thought of it being in the vein of Sinatra’s “In the Wee Small Hours of the Morning.” But in the liner notes you get more specific and you cite two even more apt Sinatra albums, albeit two lesser-known ones: “No One Cares” and “Only the Lonely” — albums that make “Wee Small Hours” sound cheerful by comparison.

Those two albums were in my mind… I didn’t have the arrogance to say, “Hey, Burt, let’s do something as great as Frank Sinatra.” But the idea that you didn’t feel it was wrong to stay within the mood… Whatever things were happening in Sinatra’s life, which the documentaries and the books and everything tell us now, at the time when they came out, we didn’t have social media. We didn’t have the same level of tabloid revelation as we do now. So I’m not sure that everybody that heard those records knew exactly what lay behind them. But they didn’t have any fear in staying within. The strength of them was that that’s the record you put on when you were feeling in that mood.

And you’ve had fans tell you the album got them through a tough time?

People have said that to me. But like I say, they’ve said that about upbeat records as well, because depending on what your temperament is, if you need to shake off those blues, you may not want to stay within it. But I mean, people have told me that about “North” as well, and that’s not many people’s favorite record, yet I think it’s one of the four or five best things I’ve done, compositionally. People will tell me there’s no tunes on that record. This is people that don’t know music. You know, there’s no easy hooks, but to tell me there’s no melody, that’s just stupid. On “North,” they definitely are melodies. They’re just not the melodies that you’ve heard before. That’s the difference.

Do you have any thoughts about the lasting reputation of “Painted From Memory,” 25 years later? That album gave you your first Grammy, for one thing.

And Burt’s on the other record that we won a Grammy for as well [2018’s “Look Now”]. So wait, what’s the missing link here? You know, maybe this weekend we’ll find out different. I don’t think so. [Costello was speaking a few days before the 2023 Grammys, where he was up for best rock album, and ultimately lost to Ozzy Osbourne.]

“Painted From Memory” seemed really well-received at the time, in 1998, but you have a dour recollection in the liner notes where you take issue with some critics’ reactions.

That was more to do with the live work. There was some very uninformed commentary around the live work that I felt was very disrespectful to Burt. I don’t give a fuck what people say about me. I’m big and ugly enough to take it. You know, I’ve done so many twists and turns. But when you work with somebody else, you realize that you are inviting them into a world of seething opinion that is very different to the world that Burt operated in. So, all this angsty, theoretical, self-aggrandizing stuff (in newspapers and magazines), I hate to say there was a lot then, and not so much now, because social media’s kind of destroyed it like everything else. But all that post-‘70s sort of writing, and books of it, all meaningless. Just listen to the fucking records, you know? Then you get the truth. You don’t need to see the fucking biopic, listen to the fucking record — it’s there.

People do seem to have caught on to “Painted” as a classic, though, even well outside the realm of your hardcore fans. I saw it on web forums where there were so many people thirsting over the two different editions of the album that Mobile Fidelity put out prior to this, calling it one of the great albums of the ’90s and clamoring to get the best available vinyl versions.

Well, I don’t have any opinion about that. I don’t hold with that company putting their name above the artist. I don’t like the way their records look. I’ve never listened to any of ’em because of that. I think there’s a huge arrogance. Because I’ve worked with the greatest, Bob Ludwig, who mastered the original record, remastered this (new Universal edition), mastered everything else. He’s the end of the story about that. So Mobile Fidelity can fuck themselves. If you put your name above the artist and above the title, what gives you the temerity to do that? You didn’t make the record.

But you must be proud of the fact that this body of work is so well-regarded…

Yeah. Apart from those copies. I’m kidding. They can do what they want with it. I mean, people are listening to it on a memory stick or whatever, you know? I guess it’s better that it exists than it doesn’t exist. It’s like when people say, are you worried about your birthday coming up? I go, you know what’s worse than having a birthday? Not having a birthday.

The most intriguing attraction for fans in this deluxe boxed set will be the second disc, which is titled “Taken From Life.” It consists of the songs that you and Burt were working on for a planned “Painted From Memory” stage musical, with Chuck Lorre and Steven Sater as book writers, that in the liner notes you say had its final draft written in 2013, then got set aside. Some of those songs already came out in some form, mostly on the “Look Now” album that Burt worked on with you some in 2018. But a lot of them have never been heard before. Did it chafe at you that the musical was never produced, and did finally gathering all that material in one place here feel satisfying?

The original album is the starting place. The second album is a combination of songs you haven’t heard and some songs which have been issued before, but they’re now they’re placed in a context. You probably read the story of the (musical). And I try to tell it in a good humored way. Because obviously there aren’t people beating down the door to write musicals that are relentlessly melancholy like these songs are. But I mean, I wouldn’t want it any other way. I don’t think you could have a happy tap-dancing song in the middle of “Painted From Memory,” the musical. So we went the other way and went into the more extreme, and as the characters developed, it provided the opportunity — or demanded the opportunity — for Burt and I to write more songs. What’s better than that? I won’t have any complaint about the fact that it didn’t see the opening night, because I’ve got those songs.

And you know, I had the experience of Burt coming to the studio in ‘18 and leading the band (the Imposters, on some of the “Look Now” sessions). Steve (Nieve) of course had played on “Painted From Memory,” but I never imagined I would see Pete Thomas in the studio with Burt Bacharach. Although, bear in mind, Pete’s also the drummer on that “I Just Don’t Know What to Do With Myself” in ‘77. Maybe my knowledge and love of Burt’s music was deeper than the others; Steve, I dare say, had never heard that song before, because he was younger than the rest of us.

But years later, Steve’s playing second keyboard (to Bacharach). And then in ‘99, the two of us did what was called the Lonely World Tour, because it took its cue from the album. With Burt, as you probably know, we did about six dates maybe — Radio City, Washington, Chicago, the Universal Amphitheatre and the Royal Festival Hall, and other than the “Sessions at 54th Street,” those are the only examples of Burt and I on stage doing a full-length show. But in the same way as I couldn’t let the story end with “God Give Me Strength” (before going on to do) “Painted From Memory,” I couldn’t leave the songs in a drawer. After that short tour with Burt ended, that meant that Steve then got inside of them. You hear his playing on some of those things on that third CD in the box and it’s some pretty phenomenal piano playing. He’s giving you all of the energy of the orchestra, and it’s all on his own. They’re complementary here, because Steve can play very delicately. But he does have a gear that other people don’t have, in terms of power, and in concert, you want that — you want to deliver the songs full-on.

Having a context and structure for the songs from the unproduced musical is great. When you recorded “He’s Given Me Things” a few years ago, it felt like one of the most beautiful and haunting songs you’d ever written — but people who didn’t know about its origins as part of a “Painted From Memory” stage production might have been confused. Why is he singing from a woman’s point of view? What’s happening in this song? You would sometimes do preambles in concert that would explain the setup, but not many people heard that, and now they can get it.

It’s a character song, for sure. The lead character that we were writing was a pretty reprehensible guy, and I thought there should be retribution, like for a Don Giovanni, you know? Not to say we were writing “Don Giovanni,” but if he was gonna be this unfaithful lover, he should get his comeuppance. And I thought, what’s better than this young woman who is this catalytic character in his life that kind of turns him upside down? He betrays his wife and daughter. And it was this other woman’s thoughts about what his gaze was. But it could be any lovers in that song, could be any unbalanced relationship between an older, more powerful man and a young woman. By the end of it, she has risen in social status and she hires him to paint her; she’s looking at him now and going, “Wash your hands on your way out. Don’t let the door hit you.”

But I think you could hear “He’s Given Me Things” and understand something of what’s going on. I don’t have to preempt it with an explanation. It could be anything where, you know, he never turned around to see the jugglers and the clowns when they all did tricks for you. “You used to be so amused” — it’s that song. It’s “Like a Rolling Stone.”

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