After the Charlie Souza experiment exploded in my face and Denny Cordell dropped the band, it was like an every man for himself kind of thing. I’d put so much into Mudcrutch, and now it was just dust. I had nothing, absolutely nothing to show for years of work. There wasn’t one person who knew my name at that point who didn’t already know it when I started the band. I had nothing to show for it all.
—TOM PETTY
Petty was living in the Winona Motel, near the Shelter office. In November 1974, his daughter Adria had been born in a Burbank hospital. One part overwhelmed, one part enchanted, he made the decision, together with Jane, that she should take Adria back to Florida. Back there, the two of them could stay with family. No one was sure where things were going with Petty’s recording career, but it needed all of his attention before it got to the point at which no one cared where things were going. He had no band and was a solo artist who knew little to nothing about how to be one. Were he a child of privilege, he might have had parents encouraging him to try something else, to go back to school or join the family business or attach himself to some cousin’s good fortune. But that wasn’t the world he came from. No one was throwing out life preservers or had better ideas than the Winona Motel. But fate had something in store for Petty that exceeded anything he might have concocted for himself. Strange plans, involving long nights in a Los Angeles owned and operated by the city’s generally wasted and often wayward community of rock-and-roll stars. It would be up to Petty whether or not he would glean something of value from the bodies he bumped into in the dark.
Jim Lenahan says that he was working at Leon Russell’s house, doing some kind of repairs, what he calls “that hippie thing where everybody chips in to get something done very slowly,” when Leon Russell asked him who came up with the song “Lost in Your Eyes.” “We were knocking out walls and stuff,” says Lenahan. “Leon comes walking in and asks me, ‘Who is the guy who wrote it?’ Tells me I should have that guy call him.” Petty had already stopped house-sitting for Leon Russell by that time and hadn’t even met Russell. Though Mudcrutch had split up, their demos still circulated within Shelter, and that’s where Russell had heard them.
“Lost in Your Eyes” revealed a shade more of what Petty could do in a song. Cut in Tulsa around the same time as “Don’t Do Me Like That,” it shows him for what he’d become: a singer of emotion. For all the Chuck Berry covers, the love for R&B and the Beatles, the rock side of the later Mudcrutch, it was that emotion which would make his material matter. Regardless of tempo, regardless of style. He would never oversell a song, never push its feelings on you, but he learned, somehow, to bring the truth out of a lyric. “Lost in Your Eyes” had a believability that went beyond the living room demos that got the band signed. It may not be a perfect production, but it has within it all of the raw materials that would bring so much life to Petty’s catalogue and certainly conveys just how artfully Benmont Tench could come along behind Petty and punctuate every moment of feeling, never overreaching. As a recording, it’s partway there. As a song, it’s more than that. If “Depot Street” found Petty drifting off into someone else’s interests, “Lost in Your Eyes” was all his. Not that Petty treated it as such. Too much second-guessing went on up in his head. He’d thrown the song off to the side. Leon Russell helped Petty see that there was something going on in that song that was worth considering.
“I’d gone from living in a rock star’s mansion to a motel room. Which, for some reason, didn’t bother me,” Petty says. “I didn’t need much. Shelter was across the street, and my whole social world was there. Then the phone rings in that room at the Winona Motel, and it’s Leon Russell. He didn’t even know I was the guy living in his house when he wasn’t there. We’d never been face-to-face. But he’s like, ‘I’ve been listening to those tapes of Mudcrutch, the stuff you did in Tulsa. There’s some great songs there. That one “Lost in Your Eyes” is fantastic. And I was wondering if you’d be interested in writing some songs with me.’ I was like, ‘Sure! I don’t really have much going on.’ He asks me where I am and if I’m doing anything right at that moment. Next thing I know, a white Rolls-Royce pulls up. People must have assumed it was a pimp. My window looked out on the parking lot. I saw this and … hell, let’s go, right?”
They went back to Encino, to Russell’s home studio, where they talked and listened to a lot of tracks in the studio. Nervous, Petty weighed in on which ones he felt were strong and which weren’t, figuring it was best to play it straight. Russell appeared to care what he thought. But Petty didn’t know what it all meant until Russell laid out the plan. “This was 1975. Leon’s still a big star,” explains Petty. “So I’m just trying to give my opinion. Why he wants it, I have no idea. But suddenly Leon had stepped into Denny’s territory. Prior to that, he hadn’t taken any notice of Mudcrutch. He just happened to hear something in the publishing office. When I let Denny know, Denny just went, ‘No shit? Great, great.’ You know, like, let’s see what happens. So Leon tells me I need to live closer to him, that I need to be close by because we’re going to be working every day. He says, ‘I keep really weird hours. Is that okay?’ ‘Sure,’ I tell him. How weird could they be? There are only twenty-four hours to choose from in a day. I figured I’d seen all of them already.”
Petty moved himself into the Travelodge near Leon Russell’s place and began going over each day to work. Or to begin thinking about work. Or to be ready in case anyone else started thinking about work. There were so many hangers-on that Russell had installed a pay phone in the foyer of the large home. He didn’t like people using his private line, but at the same time, it seems he didn’t want them to leave. “I’d go over,” says Petty, “and nothing would happen until midnight. I’d be there, just hanging out with this cast of characters coming through the house. Like Gary Busey, who I’d sit around and talk with, who I knew as Teddy Jack Eddy. That was the name he went by. He was something. Played drums on some of the sessions.” Busey had graduated from Nathan Hale High School in Tulsa, drifted between playing in bands and acting. Russell used him on a number of recordings, even took him on the road. Teddy Jack Eddy was bringing something to the party. Enthusiasm? A thirst? Something.
“Eventually, Leon explains a little more of his idea to me: we’re going to do an album with a different producer on every track,” says Petty. “So we need to write a song for each of these producers. But the first thing we need to do, he tells me, is line up the producers. Leon says to me, ‘What do you think of Brian Wilson?’ I’m like, “Yeah, that’d be pretty good.’ I simply don’t know what to make of this. Leon looks at me and says, ‘Then let’s go see him.’ And with that we pile into the Rolls-Royce and head for Brian’s Bel Air house. And then there we are, and there he is, and holy shit!” Russell’s level of access was commensurate with his star power at the time. Every idea he had for a producer—and they all looked good to Petty—was possible. Russell’s calls got answered. As long as there was gas in the Rolls, they could get to anyone.
“With Brian Wilson, it was a time when his situation wasn’t in the press to any significant degree,” says Petty. “You didn’t know what was going on there. So when I saw him, I was shocked. He wasn’t in good health, was really heavy. His house was filled with a lot of shady-ass people. And he was the mad hatter, you know? Not crazy but very eccentric. But no matter how much we loved his production, it just wasn’t going to work for Leon, who had a lot of room to move, frankly, and could have worked with almost anyone. But Brian, at least right then, was too shaky to pursue. So Leon says, ‘How about George Harrison?’ That’s the way it went.”
When Harrison showed up, he had his own song, so no work was needed on Petty’s part. He came in with Ringo and drummer Jim Keltner. “We went to Sound City, and Ringo, Keltner, and Leon played,” remembers Petty. “Then we went back that night to Leon’s, just hanging out. They were all cool guys, and I was awestruck. It just wasn’t real. How could that be real?”
The arranger H. B. Barnum got the call and came to Russell’s house, bringing a group of backup singers with him. Petty watched them sitting around the piano, playing and singing while they waited for something to happen. Terry Melcher got the call, showing up at Russell’s door flummoxed because the vehicle he and Sly Stone had just arrived in was going back out the driveway without him. “I answered the door,” Petty says, “and he’s there, and he says to me, ‘I came here with Sly, and he just got into the driver’s seat and drove my car out of here. Who are you?’ I was like, ‘I work with Leon. Do you want to come in?’ So he does, we smoke some pot, and he stays all night talking. Leon kind of peeled off and went somewhere, but Terry Melcher stayed, telling me about the Byrds records and the Paul Revere and the Raiders he’d produced. I knew all those records. And he was pleased that someone did. We had a great time. He even went into the Charles Manson story. It was fantastic. It wasn’t songwriting. But I was learning more than I probably even realized at the time. I was thinking I was more like a paid conversationalist or something, but I was sitting with the masters, hearing just what they thought about it all. I could ask whatever questions I had. It was cosmic.”
Leon Russell, with Petty at his side, ended up going into Gold Star Recording Studios with Melcher, tracking with members of the Wrecking Crew and doing it like Phil Spector would have, cutting live but stacking instruments. “It was multiple bass players,” says Petty, “and maybe four guitar players, a bunch of keyboards, drums and percussion. Just crazy shit. I’d never seen that, and I was fascinated watching it. They all played from charts, without any singing or guide vocal. But, once again, I didn’t need to write anything. Terry had picked a song. It sounded like Phil Spector. And I just watched it all go down, like I always did.” It went on for months. Different producers moving in and out.
“It was some kind of rock-and-roll dream,” Petty laughs. “My band had just been dropped from its label. Musically, I was feeling kind of like I was without a home. But here I was, meeting some of the Beatles, the Byrds’ producer, Brian Wilson. I had to wonder what was going on. Like, what am I doing here? And I started thinking, ‘Well, I must have been put here for a reason. This must be what I’m supposed to be doing. Somehow. Through that whole period, I never ended up writing anything with Leon. Nothing. I just watched these legends come in and out of the picture. They talked to me, told me things. I got to watch them in recording studios. I don’t think Leon really knew what he wanted to do next, but he was great to me. I learned a lot from him. I saw a lot of things that maybe you shouldn’t do, and some things you should. Cautionary tales were in every other room I passed through.”
The other members of Mudcrutch remained closer to the earth, to shopping centers and laundromats. Benmont Tench was playing in an R&B cover band to make extra money. Randall Marsh went on to form a three piece with one of the early members of the Motels. Mike Campbell, of course, stayed on the modest payroll, doing the few sessions that Shelter lined up for Petty, including the one that resulted in “Since You Said You Loved Me,” which also featured Al Kooper on organ and piano, Jim Gordon on drums, Emory Gordy on bass, and Petty on guitar.
Band or no band, the former members of Mudcrutch were still part of a community of Gainesville expatriates. Petty had drifted but not too far away. When the others asked what he’d been doing, he tried to describe Leon Russell’s world but fell short. “Of course I had that you-won’t-believe-where-I’ve-been feeling, but then I’d launch into it and it was just, you know, too much. It kind of ended with me saying, ‘Never mind. If I told you, you wouldn’t fucking believe it.’ And I was ready to be done with that scene. I didn’t see a future writing with Leon. I felt ready to do my own kind of music. Denny still had an interest in doing that, and I was still under contract.”
No one was waiting for Petty to form a band. Everyone, including Campbell, who figured himself to be a sideman, assumed Petty was bound to be a solo artist. If he hadn’t had enough of bands by the time Mudcrutch ended, what would it take? But fresh from Leon Russell’s world, Petty was ready to try again. He wanted a band—he wanted to lead a band and to be in one. “When I ran into the Heartbreakers,” Petty says, “I was happy. I just saw the sense in that. They weren’t the Heartbreakers yet, obviously. But to see them was like, this is normal; this is good. These are all Gainesville guys. I could’ve been driving around in a Rolls-Royce visiting mansions at 3:00 a.m., seeing all the hangers-on living off rock stars’ leftovers. But I was getting that there were those who could handle their trip, who were able to actually get a track cut, and those who did nothing but talk. When George and Ringo showed up, shit happened. They were friendly, made sure I felt like I was part of the room and the discussion. Some people saw me as additional baggage. I remember Bobby Womack coming in, and that was pretty strange. That was kind of a late-night scene. It made me ready to be back with my people. Not rock stars. Not session players. My band.” Except, of course, the band he found wasn’t his band. It was Benmont Tench’s.
“I knew this guy Tim Kramer from boarding school,” Tench explains. “When Mudcrutch went to the Village to record the ‘Depot Street’ single, Tim was making coffee. After that, he moved up the ladder, far enough that they told him he could use the studio to record when a room wasn’t booked. So he called me up, because he liked my songs. I was playing in a band called the Nasti City Soul Revue, out of Altadena, a four-piece band with five soul singers. It wasn’t what I wanted to do. I wanted to play with Mike [Campbell]. Barring that, Stan [Lynch] and I wanted to put a band together. We were big fans of the Faces. That was our idea, to do something like that.”
Tench’s first contact with Stan Lynch had been on a corner in Gainesville. It was Lynch’s sixteenth birthday. “He was on acid, standing at the corner of Thirteenth and University,” says Tench. “He was wearing jeans, had a shag haircut, and instead of a shirt he was wearing a short, blue minidress number. Totally glammed out.” A few years after that, Lynch had played one show with Mudcrutch, subbing for Randall Marsh. Petty put in the call, asking the Road Turkey drummer to help them out. The show was in Tampa, and the band joined the musicians’ union just to do it. As Benmont Tench recalls, “We were told we had to join the union, but that it meant the club couldn’t break their contract, couldn’t fire us. Then they fired us the first night, and the union didn’t do a damn thing about it.” But it brought Lynch, Tench, Petty, and Campbell together for the first time. More a child of the rock era than the rock-and-roll era, Lynch felt Mudcrutch was “a little hoppity skippety for my tastes. It was old school rock. They didn’t seem to play any new stuff.” He was surprised when partway through the Tampa show Benmont Tench went into “Smoke on the Water.”
Lynch describes the moment: “I figure, ‘Fuck it! We’ll do “Smoke on the Water.”’ Then a guy in a wheelchair comes out onto the dance floor. Obviously a Vietnam vet. And he starts doing wheelies. He’s totally like, ‘Fuckin’ A! “Smoke on the Water”!’ Then, as God is my witness, the song turns into ‘Louie, Louie.’ It’s the same organ sound, as only Benmont can do. But the guy in the wheelchair is livid. Like this is an insult to all that is right and good. He actually pulls a wheelie and flips over on his back. Then he’s up on one leg. It’s just the worst. Cut to, we’re fired.”
Lynch kept in touch with Tench. And when Road Turkey split up after the unexpected death of Marty Jourard’s father, Lynch took the opportunity to make his way to Los Angeles, where the members of Mudcrutch were already living.
“A Gainesville guy let me stay in his basement,” Lynch explains. “It didn’t have a bathroom, but I didn’t give a shit. It was Laurel Canyon. It was badass. I knew Ron Blair lived next door, so that was a fun contact for me when I’d kind of be scratching my balls and peeing over the rail, and I’d see Ron and go, ‘Hey, what’s going on?’” Lynch’s host was a member of the Gainesville band in which Ron Blair was also a member, RGF.
What exactly the letters meant didn’t get registered at Gainesville City Hall. There are those who say RGF stood for “Real Good Friends,” albeit a minority, and those who say “Real Good Fuck.” Blair, a military kid, had gone to high school in Japan, forming groups with other transients, watching those groups come and go. He’d learned to sew and peg his own pants. But Japan had different cultural logics governing music’s transmission, and even the Beatles didn’t arrive there on schedule. Blair was a few years behind when he showed up in Gainesville to attend the University of Florida after one year of college in Japan. “It was like a mini San Francisco,” he remembers. “People were wearing top hats, incense was in the air, tie-dye chicks were in the streets. And there were tons of bands. Everything had gotten freaky since I’d last been in the States.” In a game of catch-up, Blair found his way in as a bass player, recognizing that there was often a need for such a thing amid the glut of guitar players. “I went down to Lipham’s,” he says, “got a bass, got a tab of acid from somebody, went home and tripped all night, played bass all night, and by morning the gods seems to have OK’d it. I was a bass player.”
Blair joined RGF when two brothers in the band started fighting, and one had to go. The group had a lot of gear, played on the heavier side of things, were darker than their country cousins Mudcrutch. But along with Stan Lynch’s and Marty Jourard’s band, Road Turkey, RGF and Mudcrutch shared a town, which meant the various future Heartbreakers were crossing one another’s paths well before they would formalize their relationship. All the bands wanted to get out of town. RGF selected Boston, a choice that marked them as freethinkers.
In a “tripped-out” school bus, RGF made their way to Boston using Abbie Hoffman’s Steal This Book to instruct them as to how they could scam free gas. In Boston, Blair and his bandmates lived on the bus, though they quickly became disenchanted with the squalor. The drummer found a young woman who took him in, but the others had nowhere to stay. If they hung out with Aerosmith, that didn’t mean it was in nice places. In Jeff Jourard’s words, it was “Dinty Moore stew on a good night, cooked on top of a can from a previous Dinty Moore stew, with sterno as the stove. The rest of the time it was yogurt or crackers or Cheetos.” Two singers, two guitars, bass, and drums, RGF was a lot of mouths to feed, even with a reduced menu. When two members quit to join a budget touring version of Jesus Christ Superstar, things fell apart fast. “I was at Steven Tyler’s apartment just after one of the singers left,” says Ron Blair, “and asked him if he wanted to join RGF. He says, ‘No, I think I’ll stay with my band.’ Good idea. Good idea.”
Of the RGF members who left for Jesus Christ Superstar, Blair says one left to play, “fittingly,” Judas. Jeff Jourard claims otherwise: “He had really long hair and could play Jesus. The other was Pontius Pilate.” Either way, it was soon time for the remaining members to go back to Gainesville. “The problem was, we’d made such a big deal about never coming back,” explains Jourard, “that we basically had to crawl back into town. We figured we could do that, had to do that, and just not tell anybody what happened.” The band members managed their shame in different ways, but within the year several of them would be in Los Angeles trying it all again, including Ron Blair and Jeff Jourard, both of whom got calls from Stan Lynch about a session Benmont Tench was setting up at the Village Recorders.
Petty was out in Malibu with Denny Cordell when Benmont called him to see if he’d play some harmonica that night. Ben also called Mike Campbell and Randall Marsh, with Lynch agreeing to a second drummer on the scene. It was like a high school reunion. “I go there,” explains Jourard, “and everyone I know from Gainesville is in the room. Six guys I knew from home. We had a good old time and did a bang-up job.” Without intending to, Tench and Lynch had put the Heartbreakers together. Just a few days later, Jane Petty called Benmont to see if her husband could borrow some of the guys for a session. “Jane and I were really good friends,” says Tench. “And Tom didn’t really use the phone. I think he wanted to see what it would sound like. He had Jim Gordon playing drums, Emory Gordy on bass, I think. We went down, and the song was ‘Strangered in the Night.’” For that recording, it was Tench, Campbell, Petty, Jourard, and the session players. More than halfway there.
When Petty took the idea of a new band back to Denny Cordell, Cordell was ready to consider it, no matter that it was almost the group he’d just dropped from his label, Mudcrutch, largely re-formed. The faces that were different were, it seems, in the right places for Cordell. “Around that time,” Petty explains, “Cordell and Leon had a falling-out. Shelter Records is Cordell’s now. Suddenly, you see a big tightening of the belt. Money’s not flowing like honey over there. Cordell sees this band, thinks it’s a pretty good-looking band, and he feels like it could work.” Of course, Cordell, always hard on the drummer, also saw Stan Lynch, not Randall Marsh. Though Marsh had been in on the Tench session, Petty knew what was going to fly with Cordell. And Ron Blair, not Charlie Souza, was on bass: that was noted.
Randall Marsh was out. There would be three guitars, bass, keyboards, and drums. “I knew Jeff Jourard from way back,” says Petty. “From when I was like fifteen. He was this kid who had a Gibson Firebird. And he was really good. Really good. And trouble.” Cordell put the group into Sound City to demo some new material. In Petty’s view, it was “just jamming.” But Cordell swung by the studio with John Sebastian, who’d just scored a number one with “Welcome Back,” and they cut the Chet Atkins–style “I Don’t Know What to Say to You.” “It sounded really good,” Petty says. “I’m thinking, ‘This is great. We’re really on.’ Then John Sebastian says he wants to hire Stan to be in his band. Four hundred dollars a week. And with me it’s one hundred dollars a week. I was like, ‘Fuck, there goes the drummer.’” But Lynch stayed. It was Jourard who would go. “Jeff was there for the first few things,” Petty recalls, “hanging around with us. Finally, we had a band meeting, and I asked, ‘Anybody think there are too many guitarists in this band?’”
As Christmas was coming, everyone would be splintering off, heading home or somewhere like it. By that time, they had a name: Tom Petty and the Heartbreakers. It was Cordell’s idea. But, still, a sense of uncertainty hung over them. Petty gathered the members. “It was Christmas 1975, and I knew I wasn’t fooling around anymore,” Petty says. “It wasn’t casual shit for me, for whatever reason. We were breaking for the holiday. I remember it was dark outside and cold, and I’d brought everybody together. And I said, ‘Okay, is everybody down with this? If you’re down with it, let’s be down with it. And if you’re not, then be out of it.’ And they were in.”