Burt Bacharach prepares for ‘Some Lovers,’ his first stage musical in four decades


— On a recent afternoon of rehearsals for his new musical, “Some Lovers,” Burt Bacharach looks nothing like the hip, handsome, nattily dressed composer of an extraordinary run of pop hits in the 1960s and ‘70s, written with lyricist Hal David.

Instead of the stylish sweaters, crisp turtlenecks, meticulously creased slacks and cut blazers he was known for, Bacharach is outfitted in a gray sweatsuit, white socks and silver running shoes. On this day he is dressed for one thing: work.

Bacharach-Sater musical: A Dec. 4 article about the new Burt Bacharach-Steven Sater musical, “Some Lovers,” included a passage in which Sater quotes a line from a song identified as “A Thousand Things That Were You.” The lyrics are from the song “Ready to Be Done With You.” —

“I’ve never worked hours like these,” says Bacharach, 83, in a sub-basement rehearsal space at the Old Globe Theatre complex. He is immersed in preparations for his first stage musical since 1968, when he and David set the story of Billy Wilder’s classic film “The Apartment” to music and turned it into “Promises, Promises.”

In front of him are the show’s four actors who portray one couple, Molly and Ben, at two points in their relationship: during the youthful first blossoming of romance, and 20 years later after the bloom has faded from the rose.


Bacharach is one of about a dozen people in the room, but somehow his chair, which sits behind a utilitarian folding table serving as a production desk, becomes the center of the room.

Kneeling before Bacharach and whispering as the actors continue their lines are lyricist and book writer Steven Sater and director Will Frears. The two appear to be supplicants seeking words of wisdom from the pope.

Sater and Frears want to modify the end of the song “Every Other Hour,” so that instead of a gentle fade-out, it concludes with more force.

Bacharach rises and saunters over to the piano, where musical director Lon Hoyt is accompanying the singers on the pulsing waltz-tempo number that sounds quintessentially Bacharach, sharing the insistent lilt the songwriter brought to “What the World Needs Now Is Love,” a 1965 hit for Jackie DeShannon.

They discuss a few options, then Bacharach switches places with Hoyt, taking a seat on the piano bench. He puts his long, elegant fingers on the keyboard and spins out a peppy new lick that he plays twice, separating the repetition with an added rhythmic beat of silence that gives the new ending the musical equivalent of an exclamation point.

“Burt’s in classic form,” says Sater, the Tony- and Grammy-winning writer of the lyrics and book for the hit Broadway musical “Spring Awakening,” with music from alt-rock singer-songwriter Duncan Sheik. “You hear one of these songs and you know in a heartbeat where you are.”


For Sater, “it’s kind of a dream” to work with the man who wrote the music for pop standards such as “Walk on By,” “I Say a Little Prayer,” “Alfie,” “The Look of Love,” “Raindrops Keep Fallin’ on My Head” and “I’ll Never Fall in Love Again,” among dozens of other Top 10 hits.

That body of work just earned Bacharach and David the distinction of becoming the 2012 recipients of the Library of Congress’ Gershwin Prize for Popular Song, following previous honorees Stevie Wonder and Paul McCartney.

For Bacharach, too, “Some Lovers” fulfills something of a fantasy.

He and Sater started writing together in 2008, initially as a pure songwriting collaboration. Soon the idea of what to do with the songs they’d been writing came up. “One day I was having lunch at Burt’s house, and he said to me, ‘Steven, I had a dream last night that we rented a theater and we played our songs.’ I just reeled back and said, ‘That’s what we should do!’ That was the day we decided we were going to start getting a show together,” Sater said.

Sater’s raison d’etre for “Some Lovers” was simple: “I wanted us to be able to write the kind of songs we were writing: Burt songs. I didn’t want to write traditional musical theater songs. I wanted them to be Burt’s music, and so we found a structure, a way of storytelling where you could have a kind of classic play — a memory play — happening, but it could also be a concert.”

The play explores the estrangement of Ben, a songwriter, and Molly. Both have long been enchanted by O. Henry’s classic Christmas story, “The Gift of the Magi,” its central theme of two people sacrificing the thing that each most cherishes out of love becomes a thread that runs through “Some Lovers,” informing the question of whether the couple will reconcile or split for good.

One big question facing “Some Lovers” is whether a chamber musical about a heterosexual couple’s emotional journey is too staid, too retro for contemporary audiences accustomed to darker and more explicit material in shows such as “Rent,” “Avenue Q,” “Next to Normal,” “Spring Awakening” and even TV’s “Glee.”

“I think what really comes out — and I’ve had this experience in my life — is how a relationship starts with young love, and 20 years later [after] what has degraded it, what has chipped away, it can be held together maybe in a different way,” Bacharach said. “A different way of connecting through the scars.”

Sater injects a line from the song “A Thousand Things That Were You”: “I sort through all the memories, all I do anymore. All the wounds, all the feelings, still left from the war.”

FOR THE RECORD: A Dec. 4 article about the new Burt Bacharach-Steven Sater musical, “Some Lovers,” included a passage in which Sater quotes a line from a song identified as “A Thousand Things That Were You.” The lyrics are from the song “Ready to Be Done With You.”

“That says it,” said Bacharach, who has been married four times (including celebrity unions with actress Angie Dickinson and lyricist Carole Bayer Sager) and divorced three. He and fourth wife Jane Hansen have been married 18 years and have two teenage sons. “These are powerful words. And I have to say, who writes words quite like that?”

As Sater starts to describe how certain conversational lines he wrote were transformed into song by Bacharach’s ear for the musicality of language, Bacharach moves the conversation to a nearby piano for a demonstration. With Bacharach’s gravelly voice and signature bittersweet chord patterns, he sounds like a cross between a torch singer and a veteran blues man:

A thousand things that were you

I guess I’ve lost them all

Things believed like words of a song

A song I can’t recall

Sater calls the show “a new kind of musical — let’s say that.”

“The songs would function the way they do in musicals,” Sater said. “They take you deeper into the story, but the lyrics are not progressing the plot, and the music is not spelling out the story as you go along. It’s a memory story with music. So there’s a real play in it, but also it’s like being at the Café Carlyle [in New York] and hearing these characters do classic songs.”

The “Some Lovers” team also includes musical arranger Annmarie Milazzo, who worked on “Spring Awakening,” and esteemed Broadway orchestrator Jonathan Tunick, whom Bacharach gave an early boost by employing on “Promises, Promises.” He has since orchestrated most of Stephen Sondheim’s musicals and numerous other major Broadway shows.

“One day I came in here,” Sater said, “and they were going through a song. Burt kind of sang how he heard it. Jonathan looked up at me and said, ‘You know, Steven, I don’t do this with any other composer. I did this once 40 years ago’ — where he sits with the composer and takes down what the composer sings on every note, and arranges with that guide. And they’re Jonathan’s arrangements. But Burt hears something.”

One of the things Bacharach wasn’t hearing two weeks before previews were to start, and three weeks ahead of the Dec. 7 opening, was harmonic convergence with Old Globe officials.

“They’ve scheduled three days of orchestra rehearsals without the singers,” Bacharach said, shaking his head. “I’ve always had a singer lay down a guide vocal so the musicians can hear where the song is going. The drummer won’t be playing straight eighth notes when they hear how the singer does it. He’ll play it differently. So will the guitarist. I don’t know how to do it any other way. So I’m fighting for this.”

It’s another example of the old-school methodology Bacharach still prizes, like working on songs in the same room with Sater rather than emailing lyrics and MP3s back and forth.

Ultimately, theater officials acceded to his request, scheduling an additional hour of rehearsal time that included the singers after the orchestra read through the music. The orchestra-only sessions are standard procedure in the musical theater world today — but not in Bacharach’s.

“We share a kind of relentlessness, a kind of perfectionsim,” Sater said. That’s primarily evident when it comes to music — “really bad piano,” Bacharach groused about an instrument in a rehearsal room at one point — but his likes and dislikes show up in other areas as well. “I’m not going to miss these lunches,” he said to Sater, tossing the unfinished half of the spinach salad he’d ordered into a waste basket. A moment later, he abruptly tells a photographer, “Not interested,” in the idea he’s suggested for a photo session.

Creative partnerships

Since parting with David after the failure of the 1973 movie musical “Lost Horizon,” Bacharach has continued to find intriguing, often-unexpected partners for sophisticated melodies, harmonies and chord progressions.

He teamed with British wordsmith Elvis Costello on the “Painted From Memory” album in 1998, and five years later he hooked up with R&B veteran Ronald Isley for “Here I Am,” a trip through the Bacharach-David songbook. Like William Shatner, he’s been willing to send up his public persona in other arenas, including cameos in all three “Austin Powers” films and in a witty Geico car insurance commercial in which a tuxedo-clad Bacharach sat at a piano and turned a woman’s account of a car accident into a classy pop song.

Bacharach tried a solo act, with help from singer-songwriter Tonio K., in writing and singing the material on his 2005 solo album, “At This Time,” which included contributions from Costello, Rufus Wainwright and even hip-hop kingpin Dr. Dre.

He took some hits for politically pointed lyrics that were rarely as graceful as what characterized his work with David. His craggy septuagenarian voice also was a taste that some critics, and fans, failed to appreciate.

So why take on the logistical hurdles of launching a new musical, potentially opening himself to more slings and arrows at this point in his career?

“If you’re going to write, have a purpose in what you’re writing,” he said. “I’d been writing some songs with Steven, and, boy, I really like him — and the fact that he lives right here in L.A., and the way the record business has just fallen apart. Maybe eight years ago, I wouldn’t have felt that way.”

For longtime Bacharach watchers, however, it’s no surprise he’d be open to the invitation to collaborate with Sater, whose “Spring Awakening” was based on German playwright Frank Wedekind’s provocative late-19th century play addressing homosexuality, masturbation, abortion and sexual oppression.

It collected eight Tony Awards and a Grammy for musical show album for 2007, but thematically it’s as far from Bacharach and David’s sophisticated trove of love songs as sweat pants are from an Armani suit.

“I saw ‘Spring Awakening,’ and I thought it was pretty brilliant,” Bacharach said. “The thing that’s good about Steven’s words is, first of all, he’s the quickest writer I’ve ever worked with. The other thing is that I’ve yet to hear a lyric from Steven where there are any filler words.”

Said Sater: “I can tell you the greatest thrill of a lifetime is to have him sing back what I’ve written. I believe that what I give him suggests music. But how it suggests the music it suggests [to him]…,” his voice trailing off with a sense of wonder. “It’s so exciting.”