The Making of All Things Must Pass Page 4

The two chatted for a bit, before George asked him, 'You wanna play? All the players are down there right now." "He handed me 'Lucy' – his red Les Paul, which Eric had played on 'While My Guitar Gently Weeps,'" and then, standing alongside Stephen Stills in the studio, tracked the blistering lead guitar line heard on the first single from Troy's album, "Ain't That Cute," following up with performances on a half dozen other tracks on the disc.

A few weeks later, he got a call from George. "He said, 'I'm doing me own album now, my first solo record. Will you come and play? I need some more acoustic.'" He recalls entering the control room in Studio 3 and hearing a playback of the demo of "I'd Have You Anytime," and was completely blown away. Playing his 1964 Epiphone Texan guitar – one, he was told by Epiphone, which was two months older than the one Paul used to record "Yesterday" – he remembers himself and George adding additional acoustics to a number of tracks that had already been recorded, which Spector wished to fill out. [He would also receive a call from George a few weeks later, noting, "Phil wants more acoustic guitars," Frampton responding, "You're kidding me." About 8 or 9 songs received the overdubs, he recalls.

[Frampton recently recorded a beautiful version of "Isn't It a Pity" for his newest album, Frampton Forgets the Words, as tribute to his participation on this album.]

Drake arrived on June 5, working with George at the studio thru the following Friday, June 12, Leckie remembering him in the studio for 3 or 4 days within that week. On June 5, he joined George, Ringo, Billy Preston, Gary Wright and Klaus—and, now, Frampton and no Whitlock or Clapton – on the final takes of "If Not For You" (Take 18 being the master), with Wright turning in a wonderful country piano part. George added two acoustic slide parts, as well. He also played harmonica – live during takes – something he would repeat the following month on "Apple Scruffs."

"Behind That Locked Door" was also recorded this day, with Drake playing both a rhythm and a true country pedal steel solo part, done as overdubs at the end of the following week. As a rule, Leckie notes, "He would prefer to do his parts as overdubs. He didn't want to do 20 takes of something, and they didn't want to upset him. These were all crazy hippies! And they worshipped him."

Wright turned in both, again, a nice country piano part, with Preston providing a wonderful Hammond organ overdub.

One more acoustic song was tracked that Friday, which had begun the previous day, "Ballad of Sir Frankie Crisp (Let It Roll)" (just called "Let It Roll," at this point). The basic track, Take 8, features Ringo playing with brushes, with Drake again adding pedal steel as an overdub at the end of the next week. Mal Evans can be heard, delivering a heavy "Oh, Sir Frankie Crisp" quietly, in several spots in the song, recorded later, as an overdub.

The following week, on Tuesday June 9, a new song, "I Live For You," was given a basic track pass, with Frampton playing, alongside Drake. It was finished – to a point – the following day, with Take 32, and even placed onto a reel of master takes, but it remained uncompleted. It was issued as a bonus track on a 2001 reissue of the album.

The next day, Wednesday June 10, saw the recording of what would become the album's title track, "All Things Must Pass," a song George had first introduced to his former bandmates during the "Get Back" sessions. George plays an acoustic 12-string, with Ringo, Klaus and Billy joining Drake (playing live for this song), whose accents are simply perfect (and replicating, says Whitlock, his whistled lines from the previous week). Keys and Price played live horns, Price playing a trombone this time, and Whitlock played the harmonium. And background vocals were added as overdubs. Take 18 was the master.

Another pass at the complex "Art of Dying" was recorded this day, as well, which remained unused.

Clapton and Whitlock had been absent during the Drake sessions, and, according to Jason Kruppa, on June 10, they were both elsewhere at a session for P.P. Arnold, which Clapton was producing. The duo had, in fact, been writing songs together at Hurtwood Edge, and had come up with a plan to form a band, featuring Carl Radle on bass, and Jim Keltner on drums. But he remained committed to the Gabor Szabo sessions in the States and could not come to England. "They called, and I really wanted to go, so badly," the drummer remembers.

But, as luck would have it, Whitlock and Clapton happened upon Jim Gordon, who was the drummer on the P.P. Arnold session. "We didn't even know he was in town," Whitlock recalls. "We knew we couldn't wait on Keltner for a month, so we just said, 'Let's get Jim.'" Radle rounded out the foursome, and was promptly shipped to London, joining the others, staying at Hurtwood Edge. [It would indeed be another year before Keltner would drum for George Harrison, at The Concert For Bangladesh.]


A poster for the very first Derek & The Dominoes concert, which occurred during a week's break from the ATMP sessions. Note the inclusion of Jim Keltner as the band's drummer, the ad having been placed before it was known that Jim Gordon would become the other session drummer on the album.

There was a 10-day break in the Harrison sessions, so the band, now calling themselves "Derek & The Dominos," rehearsed for and played their first show, at The Lyceum, on Sunday June 14. [The late change of drummers can be seen in an advertisement for the show that still touts Jim Keltner as the drummer!]. They were joined by legendary guitarist Dave Mason.

They also wanted to do some recording, tracking their first single, and George obliged by trading some of his studio time for having the Dominos play on the remaining sessions. So the following Thursday, the 18th, the lot came back to Studio 3, where George offered up the room to allow them to do some recording of their own, beginning a new song, "Tell The Truth," with both Mason and Harrison playing, and McDonald and Leckie engineering, with Spector absent (though Leckie recalls writing his name as producer via force of habit).


Tape box showing a third try at the Dominoes' recording, "Tell the Truth,"on July 6, 1970, during a day off from ATMP work. While George played on the previous versions, he was visiting his mother that day, who, sadly, passed away the following day.

"I actually got into trouble," Leckie remembers. He had, as he would always do, written the artist name – "Derek & The Dominos" – on the tape box and recording sheet. "And when I came in the next day, Vera, the woman who did the studio bookings, came up to me and said, 'What's this 'Derek & The Dominos' artist? Why isn't it 'George Harrison?' Not just anyone can use the studio!' No one had informed the studio it was a different artist." He tried to explain, but still took an earful, learning later that there was an issue with Clapton's management having not paid a studio bill. As the 20-year-old new kid, he referred Vera to Mr. McDonald.

Late nights being what they were, and with talent happily finding themselves jamming away, the engineering team eventually would find themselves hungry and needing to take a break. "This happened a number of times. George might come in for a playback early in the evening, and the guys would just continue jamming, such as during the recording of 'Isn't It a Pity.' But not wanting to miss anything, Phil had me set up a 1/4" tape on a 2-track machine, and he'd send over the stereo monitor mix, turn the monitors down and record the jams," Leckie explains. "I'd set it at 7 ½ ips, and the tape would run for 1:04," allowing enough time for him, McDonald and technical engineer Eddie Klein to go around the corner to the Heroes of Alma Pub to grab a few beers and have a sandwich before the pub closed at 11pm, returning just in time to find the tape running out. "There aren't a lot of places to eat around Abbey Road—it's a residential area. So that was how we were able to grab a bite."

The jams, being recorded to stereo, can never be remixed. (As a result, they appear in the new 50th anniversary set as new remasters)

The jams became quite popular with the players, and two, in fact, recorded this night, were kept, edits of them eventually issued on what George decided to include as a third bonus LP, Apple Jam, included in the set. The two from this night were cut apart into two titles, "Plug Me In" and "Thanks for the Pepperoni." "There also weren't a whole lot of pizza places in London at the time," Leckie notes. The jam title, it appears, came from a line borrowed by Lenny Bruce, and, possibly, from a pile of pies ordered in from some venue.

The Dominos track was not finished that night but was returned to on two other nights.

An additional title was recorded on another night, Wednesday July 1, during the session for "Art of Dying." Eventually titled "Out of the Blue," it featured all four Dominos, George, Gary Wright on piano, and both Jim Price and Bobby Keys, playing live horns, in a 20-minute jam.

One other musician was present that night, who went uncredited on the Apple Jam sleeve. "I'm actually playing the guitar on that one," says Klaus Voormann. "When George was trying to remember who played on it, when he was doing the credits, he heard this fast lick I was doing and thought, 'Ah, that must be Eric. But that was me." He explains that, during jams, "you might be sitting there playing the piano, and suddenly someone says, 'Let's play guitar,' so you grab one. It's really hard for anybody to know who plays what on these. But Eric wasn't even there."

The jam turned out to be a favorite of the players. "That's the one they kept wanting to listen to," Leckie recalls. "They'd come in and say, 'Hey, guess what, man – they've just been recording these jams. Let's hear it back!' Before they went home, they'd always say, 'Oh, can we hear that jam again? Which meant we had to stay another 15 or 20 minutes. . . "

One other jam is featured on the disc, "I Remember Jeep," was not recorded during the All Things Must Pass sessions, but rather at one for Billy Preston's first Apple LP, That's The Way God Planned It. Recorded on March 29, 1969 at Olympic Studios, it features George, Eric, Klaus, Billy – and Ginger Baker drumming. Overdubs – including a bit from George's Moog PIII synthesizer, which he added live during McDonald's mix (assisted by Alan Parsons, by the way) on May 12. The mix was put aside, before being pulled for inclusion on Apple Jam.

The jams, notes Ken Scott, were intended by George to simply be a bonus disc, but "the tax authorities wouldn't allow that, so the label had to price it as a 3-record set. [This author's research at Capitol Records in the 1990s reveals that the set's catalog number prefix was indeed changed at some point during the production process, indicating a change from a 2-disc to a 3-disc set.]

The following Monday, June 22, Ringo left the sessions, to fly to Nashville to record his Beaucoups of Blues album (which would be produced by Pete Drake, the idea having come up during their sessions together with George), leaving Jim Gordon to handle all remaining drumming for following tracks.


Original picture sleeve for the U.S. "What Is Life" single, the second single from the album, released Feb. 8, 1971. Showing George standing in an upper window at Friar Park, it was designed by Tom Wilkes with photo by Barry Feinstein.

But two new songs were started that day in Studio 3, "What Is Life" and "Awaiting On You All" (Take 1 of "Life" appears as a bonus track). Recording continued the following day on "What Is Life," which became the album's second hit single in the States. It features George playing the main riff (split during a submix by McDonald, using ADT, to appear in stereo), while Eric can be heard playing the cool, rapid rhythm guitar on his Strat. Radle, Gordon and Whitlock play bass, drums and Hammond, and Badfinger returned for the day to add acoustic guitars. And Whitlock recalls Gary Brooker playing piano on the track. Price and Keys played a live horn part, which they then double-tracked after the master was selected. But that would come another day – on July 3rd, though, for the moment, Take 11 from June 23 was considered "it."

"Art of Dying" was also reintroduced on June 23, though it, too, would be given another recording on July 1. The fantastic "Beware of Darkness" was recorded this day in 6 takes, featuring the Dominos plus Dave Mason, along with Klaus on a 6-string bass, a second drummer (White, perhaps?), and, once again, Badfinger. "I remember vividly him showing us this song," Joey Molland recalls.

George's guitar can be heard playing through a Leslie 122 speaker, courtesy of a special interface device. "We had this black/silver box, with a black rubber pedal, for fast and slow, custom made by the studio, which allowed you to plug a guitar, or even a microphone, into it," explains Leckie. George doubled tracked his signature distorted slide lead, likely that same day, he adds.

The week remained busy, with, on Wednesday June 24, the band recording "Let It Down" in No. 3. "Let It Down" is ostensibly a love song, a ballad, but, recalls Whitlock, "We rehearsed it in a little room next to the studio tearoom, where they kept the harmonium. And I suggested to George, for the big 'Let it down' choruses, that we should just really rock it," which they indeed do. "I love the contrast between the intro and the first verse," says arranger John Barham. 'It's extraordinary."

The song, with its massive sound, features a rhythm electric, heard at left, with a non-distorted slide, playing almost "My Sweet Lord" accents (perhaps by Eric), and George's distorted slide on the choruses. Preston is on piano, with Whitlock on organ. Jim Gordon's drums are provided a short tape echo, which likely was not recorded to tape, but surely heard in Gordon's headphones, Leckie notes. "There was always tape echo on the drums. It provides atmosphere, it doesn't throw them off in any way." Whitlock and Clapton later tracked multiple passes at the strong background vocals, onto the master, Take 8.

"Run of the Mill" was also given a pass that day but would be returned to on June 30 and July 1. It features acoustic guitars (some, likely overdubs by George and/or Frampton), along with George, Radle, Gordon and Whitlock (on harmonium), Leckie giving George's acoustic a distinct wobble by, once again, playing with the tape machine. Clapton does not appear to play on the track, Leckie notes.

Thursday June 25 saw a return to The Dominos' "Tell the Truth," both George and Dave Mason once again in attendance in Studio 3, and also playing on two takes of a second song, "Roll It Over," whose Take 2 was considered "best."


3ddavey13's picture

Since the Blu-ray only offers the core album in high resolution audio, I combined my purchase with the 24-bit/96-kHz download from (It's currently on sale at 20% off and is also available in 24/192) Not something I normally do, but this album is worth it. The Atmos mix is easily one of the best I've ever heard. It's a shame the entire album wasn't done. The article was a great read. I had no idea so many great artists were involved.

Captain Haddock's picture

Very good article, except you seem to have missed mentioning Hear Me Lord!
I think all the music is wonderful. I got the 5 CD version. I cannot understand why the Archival Notes booklet is only available in the Uber crate. Having no access to that, it is a pity your article did not indicate how many takes were required for each song, possibly including overdubs, and, above all, the master take for each song. All this information was contained in the books in the recent Beatles and John Lennon box sets!