Making Records

The Scenes Behind the Music


By Phil Ramone

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Sinatra. Streisand. Dylan. Pavarotti. McCartney. Sting. Madonna. What do these musicians have in common besides their super-stardom? They have all worked with legendary music producer Phil Ramone. For almost five decades, Phil Ramone has been a force in the music industry. He has produced records and collaborated with almost every major talent in the business. There is a craft to making records, and Phil has spent his life mastering it. For the first time ever, he shares the secrets of his trade.Making Records is a fascinating look “behind the glass” of a recording studio. From Phil’s exhilarating early days recording jazz and commercial jingles at A&R, to his first studio, and eventual legendary producer status, Phil allows you to sit in on the sessions that created some of the most memorable music of the 20th century — including Frank Sinatra’s Duets album, Bob Dylan’s Blood on the Tracks, Ray Charles’s Genius Loves Company and Paul Simon’s Still Crazy After All These Years. In addition to being a ringside seat for contemporary popular music history, Making Records is an unprecedented tutorial on the magic behind what music producers and engineers do. In these pages, Phil offers a rare peek inside the way music is made . . . illuminating the creative thought processes behind some of the most influential sessions in music history. This is a book about the art that is making records — the way it began, the way it is now, and everything in between.



Courtesy of Larry Busaca

The greatest interaction in the world is the creativity involved in making music.

I wish everyone could experience the birth of a record the way I do, from the time a songwriter hits on a brilliant idea through the long hours spent getting it down on tape.

What makes for a great record? A fantastic song, convincing performance, and superb sound.

There’s a craft to making records, and behind every recording lie dozens of details that are invisible to someone listening on the radio, CD player, or iPod.

Wherever I go, I’m amazed by the curiosity that both casual and serious music lovers express for the marginalia surrounding the records they love.

Who wrote the song, and why did the artist choose to perform it? Why was it done in a particular style? When, where, and how was it recorded? What decisions went into building the mix? What was happening in the world, the artist’s life, and the studio on the day the record was made, and how did those things affect the performance?

The answers to these questions are what I live for, and I’m grateful that people are fascinated by the magic behind what we as engineers and producers do. And so, this book is about making records: the way we made them when I started in the late 1950s, the way we make them now, and everything in between.

Like mixing a record, condensing the decades of one’s working life into the finite pages of a book necessitates many reductive decisions.

While it touches on numerous areas of my life and work, this volume is not an autobiography or technical manual, nor does it pretend to be a definitive study of any one topic related to record production. Instead, I’ve painted a broad picture, using personal anecdotes and vignettes to help illustrate the complex road traveled by songwriters, artists, engineers, and producers who contribute to the art of making records.

As an engineer and producer, I’ve strived to give singers and musicians the confidence to develop their ideas, find their best performance, and use the latest technology to share it with the world. I’m pleased to offer a glimpse behind the scenes, with hopes that the next time you hear one of your favorite records you’ll be able to say, “Aha! That’s how they did it.”

Phil Ramone
New York City
April 2007


Frank Sinatra Duets

With Frank Sinatra, A&R Recording Studios NYC, 1967 Phil Ramone Collection

June 28, 1993.

Capitol Records Studio A, Hollywood and Vine Streets, Los Angeles.

The short walk from the main studio to the control room takes what seems to be an eternity. My heart thumps in my chest.

As I enter the booth, its thick door seals behind me with a sturdy whoosh. Trying to hide my disappointment, I look at the crew.

“That’s it, gentlemen. He’s gone.”

At the end of any other night, these words might bring a collective sigh of relief, a funny comment, or a round of applause—all tension breakers meant to relax. Tonight they come at the start, and their implication is ominous.

Frank Sinatra, uncharacteristically full of self-doubt, has left the first session for his eagerly anticipated Duets album, and we have nothing to show for it.

While the notion of undertaking such a project is a gamble, I’m confident that pairing Sinatra with a variety of legendary artists will make for an attention-grabbing record. There’s timelessness to Sinatra’s music, and though his voice might be showing signs of age, he can still wring every nuance from a lyric.

I feel more prepared for this album than for any other of my career; I’ve worked with Frank before, and understand his musical shorthand.

Whether you’re a musician or a producer, you always know where you stand with Sinatra. Since some of the younger guys aren’t familiar with the singer’s recording jargon or my cryptic signals, I warn them to listen carefully, and to watch my hands.

I realize that when the musical sparks start to fly we might have only one shot at getting it on tape, so I’ve assembled a top-notch team to work alongside of me: arranger-conductor Patrick Williams, engineer Al Schmitt, coproducer Hank Cattaneo (Sinatra’s longtime production manager), and Don Rubin, head of Capitol’s A&R department.

Patrick has lovingly reworked many of Sinatra’s classic arrangements, the sassy swing and the tender ballad charts written by Nelson Riddle, Billy May, Don Costa, Billy Byers, and Quincy Jones. As I watch Patrick greet Frank for the first time, I recall what he said after the original scores arrived from the Sinatra library.

“Phil,” he explained, “I opened the package and put them on the desk, and right on top was a chart marked, ‘I’ve Got You Under My Skin—arranged by Nelson Riddle.’ Nelson’s copyist, Vern Yocum, had scrupulously handwritten every part. When I saw that I started to cry. It was one song after another, right there on my desk—all of these great Sinatra songs that had been such an important part of my life.”

Sinatra’s music represents the apotheosis of American popular music. The original charts—some yellowed and dog-eared—are the same ones that sat on the musicians’ stands in this very room on the balmy nights when Frank first recorded his classic interpretations of the songs nearly forty years ago. For a musician or arranger, the chance to make a tactile connection such as this—to touch and reinterpret such well-respected music—is a humbling experience.

For a project such as Duets, a first-class engineer is a must and at my side is Al Schmitt. In addition to having recorded some of the best-sounding records of the past thirty years, Al is the last person to fold under pressure.

Ditto Hank Cattaneo, who has toured with Frank as his personal soundman for almost twenty years. Other than Quincy Jones, few people understand the complexities of a Sinatra performance—or the man’s temperament—better than Hank does.

Don Rubin, a veteran EMI artist & repertoire executive and close associate of Capitol Records chairman Charles Koppelman, has tended to the dozens of business issues that accompany such an ambitious project.

Desiring to make Frank’s return to Capitol Records special, we’ve lavished lots of attention on the details.

In a small passageway between Studios A and B (an area that is occasionally used as a vocal or drum booth), we’ve created a lounge with a couch, table, and bar stocked with Frank’s favorite snacks and beverages. Knowing that he might want to warm up privately with pianist Bill Miller, we’ve placed a small piano in there, too.

We have also peppered the orchestra with familiar faces from Frank’s past, extraordinary musicians such as George Roberts (bass trombone) and Gerald Vinci (violin)—musicians who played on the original records decades before. Joining them are the guys who’ve been backing Frank on tour: Chuck Berghoffer (bass), Ron Anthony (guitar), and Gregg Field (drums). Tying it all together is Sinatra’s pianist of more than forty years, Bill Miller.

Tonight marks the first time the entire cast and crew is together.

Hank, Al, and I have been at the studio for hours, checking the mixing boards, digital recorders, and microphone cables. The orchestra has been rehearsing all afternoon, and we’ve gotten our preliminary balances.

All we need now is Mr. Sinatra.

Patrick has set a six o’clock call for the musicians; they begin trickling in early.

Frank arrives at seven, immaculately dressed in a sport coat, slacks, and tie. He greets me with a firm handshake and a broad smile. “Hi kid—good to see you again.”

Besides being his first recording session in years, this is Frank’s first visit to the Capitol Tower—the birthplace of his most acclaimed records—since he left the label under tense circumstances in 1962. He hasn’t forgotten. “I know this joint,” he deadpans as he walks down the hall leading to Studio A. “I’ve been here before!”

Sinatra’s comment is a positive sign. He’s in a great mood, and as we enter the studio he makes it a point to chat briefly with some of the old friends he sees sprinkled throughout the room.

The orchestra tunes up and runs down the first song. They sound fabulous. Patrick signals that he’s ready to start. Looking at Frank, I point toward the vocal booth. “Should we try one?”

Sinatra glances nervously at the booth; he takes his time walking toward the three-sided structure. After a few minutes of halfhearted singing, he comes out. “This isn’t for me,” he says, looking at the booth disapprovingly. “I’m not singing in there. Why don’t you just get some tracks with the band, and I’ll come back later to sing over them?”

My heart sinks.

With Frank you’ve got to read between the lines. The subtext is, “Forget it. If I’m not comfortable, I’m not doing it.” I know that if we tape the orchestra tracks without him, he’ll find some excuse to avoid coming back to do the overdubs. It’s a familiar scene, and one I’ve hoped to avoid. The words of a well-intentioned friend at Reprise Records pop into my mind. “Good luck,” he’d said. “We’ve been trying to get him into the studio for years.”

We’ve reached the moment of truth, and Sinatra is begging off. Pushing him would be pointless. “I understand,” I explain, hoping to hide my disappointment. “We’ll rehearse the band, and you can come back and try again tomorrow night.” He agrees.

When Sinatra is out of earshot, his manager, Eliot Weisman, complains of a nervous stomach. “We’ve blown it—he won’t be back,” Weisman says. Don Rubin is also perplexed; no one knows what the next step should be. Sinatra says his good nights, and as quickly as he came, disappears into the night.

I head for the control room, and the inevitable postsession analysis with my colleagues. I’m crestfallen. This session—and the success or failure of the entire project—rests with me.

The path leading to this session has been long and arduous. Convincing Sinatra to record again hasn’t been easy.

When Eliot Weisman, Don Rubin, and I visited him a year earlier in Palm Beach, Florida, we explained why we felt Frank should do an album, and what I thought the approach should be.

The most intimate part of a Sinatra concert (and the one I loved most) was when he shunned the orchestra and sang with a jazz combo and strings, so my first suggestion was to book a week at New York’s Rainbow Room and record Frank doing live supper-club-style shows. I thought it would be nice to surround Frank with a quintet, twelve strings, and four soloists. The intimate late-night jazz setting would allow him to stretch out a bit, and to tape some of the tunes he’d never officially recorded—chestnuts like “Lover, Come Back to Me,” “I Remember You,” and “’S’ wonderful.”

As original as it was, Frank rejected the idea.

My second suggestion was pairing him with other artists to revisit the songs he’d made famous: “I’ve Got You Under My Skin,” “Come Fly with Me,” “Guess I’ll Hang My Tears Out to Dry,” “Where or When,” and “New York, New York.” While he didn’t dismiss this option completely, Frank had reservations. “I recorded those songs forty years ago,” he protested. “Why would I want to rerecord them now?”

I persisted. “Yes, you’ve sung those songs before, and the originals are models of their kind,” I offered. “But the way you do ‘One For My Baby’ now is unlike the way you did it in 1958.”

I reminded Frank that while Laurence Olivier had performed Shakespeare while in his twenties, the readings he did when he was in his sixties gave them new meaning. I spoke with conviction. “Don’t my children—and your grandchildren—deserve to hear the way you’re interpreting your classic songs now?”

Deep down I knew that Duets was the right thing for Frank to do, while he still had that voice, and while audiences around the world were still honoring him nightly with standing ovations.

“Who would you like to invite to the party?” I asked. “Ella,” he said, without hesitation.

I knew that Ella Fitzgerald wasn’t well, and that she couldn’t participate. Neither could Dean Martin or Peggy Lee.

“How about some of the younger people, like Luther Vandross?” I suggested.

To appeal to as wide an audience as possible we extended the invite to artists from many genres: Barbra Streisand, Aretha Franklin, Gloria Estefan, Julio Iglesias, Anita Baker, Natalie Cole, Liza Minnelli, Tony Bennett, Charles Aznavour, and Bono.

As expected, everyone clamored to sing with Mr. Sinatra.

But Frank’s agreement came with a proviso. “If I do it, I can’t have anyone sing in the studio with me,” he said.

I appreciated his candor and reasoning. Frank was seventy-six years old, and he hadn’t been in the studio for almost ten years. He was a perfectionist who was too impatient to record duets the way he’d done them years before with Ella, Dean, Rosemary Clooney, Bing Crosby, Sammy Davis Jr., and so many others. At that point in his life he was hard enough on himself. Why add the stress of extra rehearsals and repeated takes?

After whittling Frank’s core repertoire down to twenty songs, we circulated it among his duet partners. “Give us the names of a few songs you’d like to sing with him,” I asked. “And please be flexible.”

The assignment of specific songs—and how the lines will be split—won’t be finalized until after Frank records complete solo versions of the songs.

Adding to the excitement of making duets is the opportunity to use some cutting-edge technology. Since several of Frank’s duet partners can’t record in Los Angeles, we’ve planned to tape their parts using EDNet fiber-optic lines from whatever city they’re in: Charles Aznavour in Paris, Bono in Dublin, Liza Minnelli in Rio de Janeiro, Gloria Estefan and Julio Iglesias in Miami, and Aretha Franklin and Anita Baker in Detroit.

But on this first night, all of these points are moot. We’ve stumbled, and as the producer I have a lot to consider.

Besides the artistic loss we’ll suffer if Sinatra doesn’t do the album, there’ll be financial repercussions. Although my first concern is for Frank’s satisfaction and the artistic integrity of the record we’re making (or, at the moment, not making), I still have to justify the cost of underwriting the complicated production to Charles Koppelman.

To date, a fair amount has been spent adjusting the vintage charts to suit Sinatra’s mature voice, rehearsing the fifty-five-piece orchestra, and setting up for the sessions. “How much are we in for?” Koppelman asks. “About three hundred and fifty thousand,” I reply, knowing that the figure will surely increase by week’s end, whether Sinatra records anything or not.

Koppelman’s next question hangs in the air. “Is there a chance…?”

I’ve got a lot on my mind as I head for the control room on this first unproductive night.

In the booth, Hank Cattaneo and I replay the night’s events in our minds, trying to figure out why Sinatra’s confidence had changed so suddenly. “Maybe the lighting wasn’t right,” Hank says. “Or his jacket and tie were too confining.” I make a mental note to remind Sinatra to dress casually the next night.

Then it hits us: Frank had looked uncomfortable when he went into the vocal booth.

From the start, Al Schmitt and I had assumed that Frank would sing in the small area we’d partitioned off to separate his voice from the other instruments. But tonight’s session proved that we’ve miscalculated. At this stage in the game, Sinatra isn’t accustomed to being separated from his musicians; he’s most comfortable when he can see and hear the band in front of him.

We think about how to tailor the recording environment to better suit Frank’s needs. “Let’s arrange it so that he’s closer to the rhythm section,” Hank suggests. “If he feels like he’s singing on-stage it might help him relax.” It’s an excellent idea, and because there’s a movable partition between Studios A and B, we’re able to open up the room and spread things out.

Al, Hank, and I scramble to rearrange the studio and build a small platform between the two rooms. On it we place a chair, small teleprompter, and two monitor speakers so Frank will be able to hear the rhythm section and strings. While we’d originally hung three mikes in the vocal booth, we now place a single boom-mounted microphone on the stage.

For insurance, we prepare a wireless hand mike like the one Frank uses on stage for live performances. Al is apprehensive about using the handheld microphone. “It’s a stage mike, Phil—and it’s wireless.” His concern is understandable. As anyone who has used a cell phone knows, wireless equipment can cut out while you’re using it, and it’s prone to radio-wave interference. I consider the risks and rewards. “We’ve got to move forward,” I say. “I don’t care what kind of microphone he sings into, he’s still Frank Sinatra.”

Drained, I go to my hotel. I barely sleep.

The next night Sinatra shows up at seven, this time wearing a nice jogging suit. He looks tired. Is he as nervous about the sessions as we are?

There’s some small talk. Frank sips a bit of water and picks up the hand mike. He tries a tune.

Then, strike two.

Without fanfare, Frank quietly announces that he’s not feeling well. “The reed’s not working,” he explains, tapping his Adam’s apple. “Sore throat. I’m going home to rest. I’ll see you guys tomorrow.” He leaves, and disappointment turns to fear.

We’re far from the finish line, and there’s nothing to do but wait. If the sessions don’t work out, it’s not for a lack of trying, I remind myself. There are no guarantees when you embark on a project like this; there are many risks, and the artist, producer, and record label share responsibility for those risks.

“We’ve set the stage for something extraordinary, and I still feel that this will work,” I tell everyone before leaving. “Get some rest—I’ll see you all tomorrow.”

The next day, Hank and I arrive at Capitol early to test the equipment. The musicians have rehearsed so much they’ve practically memorized their parts. Despite this, we hold a two o’clock rehearsal.

At four, the calls to the studio begin. “He’s dressed and preparing for the session,” comes the report from Beverly Hills. A few hours later, a second call from the car: “We’re on Hollywood Boulevard—he’ll be there in a few minutes.” Suddenly, Frank—wearing an immaculately tailored business suit and tie—breezes into the studio, looking rested and years younger than the previous two nights.

Again, pleasantries are exchanged as Frank makes his way into the studio. I say a silent prayer, and escort him to the platform where he’ll sing. In that moment, something that I’ve rarely seen before happens: although fifty-five seasoned musicians are preparing to play, there’s a disconcerting silence in the room. A hundred and ten eyes follow as Frank and I traverse the floor. When we get to his spot on the stage, he turns to me.

FS: So kid, tell me—why am I recording these songs again? I did a lot of them years ago, right here.

ME: These renditions will be different—we’re going to arrange them as duets. We’ll rework your solo recordings and add your singing partners later.

FS: But the girls sing in different keys than the guys. How’s that going to work?

ME: That’s why Patrick is here. If there are any inconsistencies with the keys, he can adjust them right away.

FS: I’m sure you’ll figure it out. I trust you.

ME: If you’re unhappy with what we do, I’ll personally erase the tapes. No one will ever hear them. Don’t worry—this will be great!

I turn to walk toward the booth when Sinatra—sotto voce—offers a final thought:

“It better be.”

I signal the control room to roll tape, and two recorders—a forty-eight-track digital and a twenty-four-track analog backup—are started. I look out and give Patrick the thumbs-up. He kicks off the band, and the booth is filled with the buoyant sound of the first song’s sweeping introduction. Then, the rich, burnished tone of the most familiar singing voice in the world:

Come fly with me,

Let’s fly, let’s fly away

If you can use some exotic booze

There’s a bar in far Bombay…

When Frank’s first notes boom from the monitors, huge grins break out in the booth. The voice is clear, confident, and commanding. Sinatra is still Sinatra. He’s in the studio, and he’s swinging. The Duets album is finally under way.

By the end of “Come Fly with Me,” I know that we’ve got one solid take in the bank. I rewind the tape and play it back. Frank beams, and without missing a beat asks, “What’s next?” Before we can get the tapes rolling, the band launches into the opening of the next song, catching everyone off guard. I make a mad dash for the tape machines. “Get those tapes going!” I shout.

From here on out it’s one song after another, for nearly five hours, until we have nine songs in the can.

After the first few numbers I see some of the brass players pointing to their mouths. Their lips are tired. “Let’s take a break,” I suggest. “How long?” Sinatra asks.

“Ten minutes.”

“Give ’em five,” he jokes.

We come back from the break, and Frank offers a glimpse of the intuitive sense that has made him a studio legend. As the band starts the intro to “A Foggy Day,” he motions for them to stop. “The tempo’s a shade too bright, and there’s a problem in the woodwinds,” he proclaims.

Patrick scans the chart, consults with the musicians, and discovers that Frank is right. He makes the correction, and says, “Okay—we’ve got it.” Without another word, Sinatra gently taps a finger on his leg to define the tempo. The gesture is barely visible—so subtle that Patrick strains to see Sinatra’s hand. This time, the tempo is right where it belongs, and the mistake in the woodwind part is nowhere to be found.

Once Frank has settled into a groove and everyone has relaxed, I sit back and absorb the energy coming from the studio. I feel a glow, realizing that my dream for one last Sinatra album is finally coming true. As I tap my foot to the beat of the music, Al Schmitt looks at me inquisitively, the strain of the week evident on his face. He cocks his head. “Why do you do this?” he asks. “Why do you put yourself under this kind of pressure?”

It’s a fair question, and gazing out at the studio I think about it.

We’re at Capitol Records in Hollywood, recording Frank Sinatra. The walls in this studio have absorbed as much seminal music as any place on Earth. The singer and the songs being sung have been part of my life since I was a child. The performances are uplifting and invigorating.

Has it been stressful? You bet. But whether it was playing the violin, mixing a record, or working as a producer, I’ve lived my life for moments like this. “He’s the reason I’m here,” I say, nodding toward the studio. “He’s what makes it all worthwhile.”

Artists and their music are my lifeblood—my reason for being. While projects like Duets are challenging, the pressure, risks, and rewards are all part of making records. And, there’s nothing in the world I’d rather do.

With Terry Woodson and Al Schmitt, Sinatra Duets session, 1993 Phil Ramone Collection

Courtesy of Sam Emerson/Redbox


The Producer


On Sale
Oct 9, 2007
Page Count
320 pages
Hachette Books

Phil Ramone

About the Author

Phil Ramone was born in 1931. A violin prodigy, he studied at Juilliard before establishing his first music studio in 1961. In addition to his producing activities, Ramone is also extremely active in music and service related organizations. He is the Chairman Emeritus of the Board of Trustees of the National Academy of Recording Arts and Sciences (NARAS) and the Producers and Engineers Wing, and is a Trustee of the MusiCares Foundation. He lives in Westchester County, NY.

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