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Surfer Girl/Shut Down, V2

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Surfer Girl/Shut Down Volume 2 – Capitol Records CDP 7 93692 2

1. Surfer Girl
(Brian Wilson) Guild Music Company BMI
Master #50028 (Stereo) Recorded 6/12/63;
Single released 7/22/63 (Capitol 5009) b/w “Little Deuce Coupe”)
A-Side Charted 8/3/63 Reached #7; B-Side Charted 8/17/63 Reached #15;

2. Catch A Wave
(Brian Wilson) Irving Music Inc. BMI,
Master #50358 (Stereo) Recorded 7/16/63;

3. The Surfer Moon
(Brian Wilson) Screen Gems – EMI Music Inc, BMI
Master #50359 (Stereo) Recorded 7/16/63;

4. South Bay Surfer
(Wilson-Wilson-Jardine) Irving Music, Inc., BMI
Master #50360 (Stereo) Recorded 7/16/63;

5. The Rocking Surfer
(Trad. Arr./ Brian Wilson) Irving Music, Inc., BMI
Master #50361 (Stereo) Recorded 7/16/63;

6. Little Deuce Coupe
(B. Wilson – R. Christian) Irving Music, Inc., BMI
Master #50027 (Stereo) Recorded 6/12/63;

7. In My Room
(B. Wilson – G. Usher) Irving Music, Inc., BMI
Master #50363 (Stereo) Recorded 7/16/63
Single released 10/28/63 (Capitol 5069) Charted 11/263 Reached #23;

8. Hawaii
(Brian Wilson) Irving Music, Inc., BMI
Master #50364 (Stereo) Recorded 7/16/63;

9. Surfers Rule
(B. Wilson – M. Love) Screen Gems-EMI Music Inc., BMI
Master #50365 (Stereo) Recorded 7/16/63;

10. Our Car Club
(B. Wilson – M. Love) Screen Gems-EMI Music Inc., BMI
Master #50366 (Stereo) Recorded 7/16/63;

11. Your Summer Dream
(B. Wilson – B. Norberg) Screen Gems- EMI Music Inc, BMI
Master #50367 (Stereo) Recorded 7/16/63;

12. Boogie Woodie
(Trad. Arr. Brian Wilson) Irving Music, Inc., BMI
Master #50068 (Stereo) Recorded 7/16/63;

13. Fun, Fun, Fun
(B. Wilson – M. Love) Irving Music, Inc., BMI
Master #51179 (Stereo) Recorded 1/1/64
Single Released 2/3/64 (Capitol 5118) Charted 2/15/64 Reached #5;

14. Don’t Worry Baby
(B. Wilson – R. Christian) Irving Music, Inc., BMI
Master #51285 (Stereo) Recorded 2/20/64
Single Released 5/11/64 (Capitol 5174) Charted 5/30/64 Reached #24;

15. In The Parking Lot
(B. Wilson – R. Christian) Irving Music, Inc., BMI
Master #51256 (Stereo) Recorded 2/20/64;

16. “Cassius” Love vs. “Sonny” Wilson
(M. Love – B. Wilson) Irving Music, Inc., BMI
Master #51257 (Stereo) Recorded 2/20/64;

17. The Warmth Of The Sun
(B. Wilson – M. Love) Irving Music, Inc., BMI
Master #51180 (Stereo) Recorded 1/1/64;

18. This Car Of Mine
(B. Wilson – M. Love) Irving Music, Inc., BMI
Master #51255 (Stereo) Recorded 2/20/64;

19. Why Do Fools Fall In Love
(F. Lymon – M. Levy) Big Seven Music Corp. BMI
Master# 51189 (Stereo) Recorded 1/7/64;

20. Pom Pom Play Girl
(B. Wilson – G. Usher) Irving Music, Inc., BMI
Master #51254 (Stereo) Recorded 1/20/64;

21. Keep Your Eye On Summer
(B. Wilson – B. Norman) Screen Gems – EMI Music Inc., BMI
Master #51254 (Stereo) Recorded 2/2/64;

22. Shut Down, Part II
(Carl Wilson) Irving Music, Inc., BMI
Master #51260 (Stereo) Recorded 2/20/64;

23. Louie Louie
(Richard Berry) Limas Music, Inc.,/American Berry Music BMI
Master #51288 (Stereo) Recorded 2/20/64;

24. Denny’s Drums
(Dennis Wilson) Irving Music, Inc., BMI
Master #51179 (Mono) Recorded 1/1/64;

26. In My Room – German Version*
(B. Wilson – G. Usher) Irving Music, Inc. BMI
Master #50363A (Stereo) Recorded 3/3/64
Mixed by Mark Linett at Your Place Or Mine Studios, Los Angeles.

27. I Do
(Brian Wilson) Irving Music, Inc., BMI
Master #51178 (Stereo) Recorded 11/6/63
Mixed by Mark Linett at Your Place Or Mine Studios, Los Angeles.


“Surfer Girl” LP – Originally released on Capitol Records 9/16/63 (Capitol ST-1981) Charted 10/12/63 Reached #7;

“Shut Down, Vol. 2” LP – Originally released on Capitol Records 3/2/64 (Capitol ST-2027) Charted 4/11/64 Reached #13;

In the preparation of these compact discs, every effort has been made to make these historic recordings sound as they did when Brian, Carl, Mike, Dennis, and Al first made them. The Producers auditioned numerous tapes in order to find the original album masters which have been used throughout. No remixing was attempted, as it was felt that this would not be faithful to the original productions. These original mono and stereo masters were then transferred to digital utilizing a specially-modified tape machine and custom-made analog-to-digital converters. The resulting digital tape was next processed using the Sonic-Solutions digital noise reduction system. The system allows the removal of tape hiss and other defects without any adverse effect on the music. The previously unreleased tracks have been selected from a variety of sources. They were also mixed directly from the original three-and four-track master.

Mark Linett,
Los Angeles, CA,
February, 1990;

Reissue compiled and coordinated by Mark Linett.
Digitally remastered by Joel Gastwert and Mark Linett at Ocean View Digital,
Manhattan Beach, CA.
Assistant Engineer Dave Mitson.
Bonus tracks remixed by Mark Linett at Your Place Or Mine Studios, Los Angeles.
Archival material and additional research information by Ron Furmanek and
Dennis Diken.
Liner notes by David Leaf.
Art direction by Tommy Steele.
Design by Chuck Ames.
Photo research by Brad Benedict.

Surfer Girl was a good step in the right direction. The single, “Surfer Girl,” was my group’s ballad theme song. It means a lot to me, spiritual, and it is really a song about how the group first started singin’ pretty harmonies. The introduction to this song is, at first, a simple one but if you study the form, it is original. To me, it represents the start of music when we first got movin’. “Catch A Wave” represents my first big Beach Boy vocal arrangement. I am proud of it and I can remember how excited I was when I first arranged it. I jumped up from my piano and yelled for my mom and dad to come hear it. They flipped. The boys loved recordin’ it with me. We were so wired when we did it that a little extra bit of juice was flowin’. It was where The Beach Boys were at during that time. We love doing “Little Deuce Coupe.” It was good “shuffle” rhythm, which was not like most of the rhythms of the records on the radio in those days. It had a bouncy feel to it. Like most of our records, it had a competitive lyric. This record was my favorite Beach Boy car song. I also enjoyed producing “In My Room.” There is a story behind this song. When Dennis, Carl and I lived in Hawthorne as kids, we all slept in the same room. One night I sang the song “Ivory Tower” to them and they liked it. Then a couple of weeks later, I proceeded to teach them both how to sing the harmony parts to it. It took them a little while, but they finally learned it. We then sang this song night after night. It brought peace to us. When we recorded “In My Room,” there was just Dennis, Carl and me on the first verse…and we sounded just like we did in our bedroom all those nights. This story has more meaning then ever since Dennis’ death. “Hawaii” features me on falsetto. “Our Car Club” is my production ability brought to a higher level. I really felt this one as a saxophone trip. “Surfers Rule” was a big competitive step when we said in the fade-out, “Four Season, you better believe it!” we started some trouble around town and we haven’t been able to stop ever since. This attitude we had was liked by some people and not liked by others. I have heard some positive feedback and some negative feedback over the years. I did for competitive music what Jack LaLanne did for health. Anyway, as usual, the album, Surfer Girl, has a bit for everybody. Enjoy.

Brian Wilson
Los Angeles

March, 1990

By the time I got to Shut Down Volume 2, we were well-established in the country as America’s biggest singing group. I went into the studio with a good attitude. “Fun, Fun, Fun” was written in Australia. We all got excited about the lyrics. The background voices were sophisticated. The instrumental tracks was a drivin’ guitar and piano and bass and drum rhythms. I laid a little heavy on the guitar sound because the guitar was the most popular instrument in those days. Carl kept it rockin’. I thumped on the bass and Dennis wailed on the drums. Al also played guitar. In almost all groups, there was a rhythm guitar (Al) and a lead guitar (Carl). The rhythm guitar plays a constant chord pattern and the lead guitar plays different notes and chords, which are featured. I had fun doin’ “Don’t Worry Baby,” too, because Dennis, Carl and I were singin’ together in the background. This song was my first real attempt to sing the lead that was good enough for a single record. My high voice made them all cry. The thing about it is that I was singin’, sweetly and lovingly, a lyric that was about racing my car. Some people might have thought that this was somehow humorous (I did), but I always overlooked the irony of it and got to the heart of it. “Why Do Fools Fall In Love” was a Spector-type instrumental track, only because we did it in the studio he used. When it came to the acapella part where the instruments all dropped out, I worked all night to get it to just sparkle. I can’t think of a better vocal passage that was as cool as that one. “Pom-Pom Play Girl” was an experiment in intricate harmonies. I got a lot of compliments from that one. Mike thought of doing a humorous cut on this album which resulted in “Cassius” Love vs. “Sonny” Wilson.” This was a put-down between Mike and me. We were making fun of each other’s singing voices. The day after President Kennedy was assassinated, Mike and I went to my office in Hollywood and wrote “Warmth Of The Sun” at my piano. We knew that we had a spiritual song on our hands and we recorded it with that kind of attitude. Shut Down Volume 2 was another plateau of group interaction. Besides, “Don’t Worry Baby,” “This Car Of Mine,” was the only car song on the album. Dennis sang lead on it. Mike was in good vocal shape with “Louie Louie.” I think, at this point, The Beach Boys were ready to jump bad.

Brian Wilson

Los Angeles

March, 1990


When the Beach Boys went into the studio to record their third album, Surfer Girl, the time had come to formally recognize what everybody tacitly acknowledged …that Brian Wilson was the musical leader of the Beach Boys. From now on, he would not only be in charge in the studio but he would be in publicly credited as the group’s producer.

Surfer Girl, the first album to bear the credit “Produced by Brian Wilson,” was a landmark in the group’s career. On this record Brian encapsulated his first musical agenda. One thing was for sure: before you had heard the first four bars of this LP, it was clear that the Beach Boys were no longer a three-chord garage band.

Once Brian was given control to do exactly what he wanted the way he wanted to do it, it didn’t take long for him to make a quantum leap musically. Suddenly, on Surfer Girl, the group’s vocal sound had jumped to a new level. There was now a very special, undefinable quality to the music. The Beach Boys sound had entered a new dimension in rock.

Beach Boy historian Peter Reum points out the chief source of Surfer Girl, inspiration. “Brian idolized the Four Freshman. His vocal arrangements on the Surfer Girl album make this LP the prototype for most of the complex harmonies that would be the building blocks of the Beach Boys recording career.”

How did the Beach Boys, in the days of technologically-limiting three-track recording, manage to get such a full vocal sound… a sound that gives these records their timeless quality? Brian’s chief engineer Chuck Britz claims that from a technical point of view, “it sounds a lot harder than it really is if you can get a really good balance on the first pass. They had that wonderful ability to balance themselves. I’m not saying I didn’t move guys around to get a better perspective, but you gotta remember that they were really close (physically). Carl, Dennis and Al were around a mike. And Brian would be right next to ‘em on his own mike (for leads). But when it was harmonies, he leaned in on their mike. And Mike was always on a mike by himself, because he works very close to the mike.”

Explaining the comparatively primitive equipment of the time, Britz fills in the details. “You gotta remember the board I was working on was the first modular board ever built. I was very limited as far as what I could do. We had the old tube U-87 microphones for the guys, and Brian would be on a little ol’ 545…a cheap microphone, but he sounded fantastic on it. It was this real directional mike so that he could do anything he wanted to, and for some reason, Brian’s voice sounded beautiful on that li’l cheap son of gun.”

But, as Britz points out, it wasn’t the equipment or the microphones or really anything that he could do at the engineering console even though he “was adding echo and EQ and doing the whole thing live.” Basically, Britz notes, “it was them. They’re probably one of the finest groups I’ve ever heard that could sing. And when you overdub it, you’d have ten voices going. It’s a wonderful sound.”

Britz’s home base, Western Studio 3, was the site of almost all of the Beach Boys vocal sessions from 1963-1966. When the Beach Boys came in for a vocal session, Britz recalls, “they would rehearse to the track, which was actually better for them because then they could hear all the different pieces that were going on that enhanced the voices a lot of times because that’s the way Brian would write.”

Characterizing the feel of those session, Britz explains that “doing the vocals, Brian was more in the type of mood where this has gotta be just right, which is the way it should have been. Brian was very adamant about pitch.”

Even so, there was no yelling. “Brian was very laid back. His thoughts on a session were that he wasn’t going to rush. He wanted to take his time. See, he knew in his brain exactly what he wanted to hear. He knew it even before he walked in the studio.” Britz ruefully remembers the time he questioned Brian about a vocal sound. “I made the mistake one time of stopping a vocal (take). I said, “Brian, that sounds terrible, man. What’s going on here? He said, ‘Whatya mean, Charlie?’ He comes (out of the studio and into) the booth, and he listens to it and says, ‘That sounds fine,’ I said, ‘What’s happening? I mean, what’s gonna take these sour notes (away), Brian said, ‘wait ‘til we overdub. You’ll hear it come together.’ I was trying to be helpful, after which I never did again because (after the overdub) I realized then that there were parts that would be discordant and all come together.”

Basically, Britz summarizes, Brian’s main concern was to get a real tight group sound.” On the Surfer Girl album, the Beach Boys magnificently achieved that goal.


“Surfer Girl”

Lead Vocal: Brian

Highest Chart Position: #7

Everything that would make Brian the preeminent arranger and produce of this time is on “Surfer Girl.” The lush vocals, the full instrumental sound, the brilliant chord changes and the heartbreaking falsetto that came to characterize the soft side of the band’s rock ‘n’ roll heart.

“Surfer Girl” was the first ballad that Brian ever wrote, and the roots of all his subsequent compositions can be heard here. If George Gershwin’s “Rhapsody In Blue” is the music that most affected Brian in his youth, then “Surfer Girl” is his “California Rhapsody,” all of his feeling pouring out in two minutes of magic. That said, it’s not surprising to learn that “Surfer Girl” wasn’t written about any specific girl on the beach. As Brian admits, “Surfer Girl” was inspired by Jiminy Cricket’s fantasy, “When You Wish Upon A Star.”

Brian: “Back in 1961, I’d never written a song in my life. I was nineteen years old. And I put myself to the test in my car one day. I was driving to a hot dog stand, and I actually created a melody in my head without being able to hear it on a piano. I sang it to myself; I didn’t even sing it out loud in the car. When I got home that day, I finished the song, wrote the bridge, put the harmonies together and called it “Surfer Girl.”

“Catch A Wave”

Lead Vocal: Mike

It was on tracks like this that Brian, even though he wasn’t a surfer, certainly created music that gave the listener a rush almost equal to catching the perfect wave.

Mike’s sister Maureen plays the harp on this song (and on “In My Room”). In 1964, Jan and Dean had Roger Christian rewrite the lyrics of “Catch A Wave” to reflect a more earthbound point-of-view, and they scored with the top thirty hit “Sidewalk Surfin’.” Brian co-wrote a number of Jan and Dean’s biggest hits, including their only number one, “Surf City.”

“The Surfer Moon”

Lead Vocal: Brian

Written with college friend Bob Norberg, “The Surfer Moon’ was cut by Norberg and his sister under the name “Bob and Sheri” on a 1962 release. It was one of the first records that was ever to bear the credit, “Produced by Brian Wilson.”

The Beach Boys production of “The Surfer Moon” is notable for being the first Beach Boys record with a string arrangement. The instrumentation is very polished for the period. Listen to how Brian utilized studio technique to both double-track his lead vocal (on the first verse) and harmonize with himself on the rest of what is one of the prettiest songs he’s ever written.

“South Bay Surfer”

Lead Vocal: Brian and Mike

To understand the lyric of this song, as surf music historian Domenic Priore points out, “you have to know that Hawthorne, California, is in the South Bay section of Los Angeles. The Beach Boys were one of the many groups that played around the South Bay, and this song addresses the competition the group felt in their early days.”

“The Rocking Surfer”

Priore: On ‘The Rocking Surfer,’ the Beach Boys here find a new approach to surf instrumentals by prominently featuring the Hammond organ for the melody, followed by one of Carl Wilson’s better guitar solos and ending with interesting guitar and drum interplay.” This song was originally titled “Good Humor Man.”

“Little Deuce Coupe”

Lead Vocal: Mike

Highest Chart Position: #15 (It was the B-side of the “Surfer Girl” single)

In a sense, this record was the real follow-up to “Surfin’ U.S.A.,” and it solidified Mike as the hit lead voice.

Originally recorded for the Surfer Girl album…later in 1963, the Beach Boys self-protectively (see Shut Down Vol. II notes) released an entire album of automotive classics titled Little Deuce Coupe.

“In My Room”

Lead Vocal: Brian

Highest Chart Position: #23 (It was the B-side of “Be True To Your School.”)

If Brian fantasized about a “Surfer Girl,” the place he did that dreaming was “In My Room.”

Gary Usher, who co-wrote this with Brian, recalls how the song came together. “’In my Room’ found us taking our craft a little more seriously. Brian and I came back to the house one night after playing ‘over the line’ (a baseball game). I played bass and Brian was on organ. The song was written in an hour…Brian’s’ melody all the way. The sensitivity…the concept meant a lot to him. When we finished, it was late, after our midnight curfew. In fact, Murry came in a couple of times and wanted me to leave. Anyway, we got Audree (the Wilson brothers’ mother) who was putting her hair up before bed and we played it for her. She said, ‘That’s the most beautiful song you’ve ever written.’ Murry said, ‘Not bad, Usher, not bad,’ which was the nicest thing he ever said to me.”

Brian: “I had a room, and I thought of it as my kingdom. And I wrote that song, very definitely, that you’re not afraid when you’re in your room. It’s absolutely true.”

It’s one thing to feel that way about your room. It’s quite another to be able to create music that expresses that feeling, and the Beach Boys did just that with the sensational group harmonies that help make this a classic track.


Lead Vocal: Mike and Brian

Priore: “Surfers would save every nickel to pay for an airplane ticket to Hawaii because it wasn’t just the coolest place to surf, it was the best place to live too. It’s a great example of how the Beach Boys could write a song about a locale other than their own and make it seem very desirable, even though they’d never been a part of the Hawaiian surfing experience.”

“Hawaii,” like “Catch A Wave,” features incredible falsetto vocals from Brian.

“Surfers Rule”

Lead Vocal: Dennis

Priore: “It’s a very important song, because it has a lot to do with the idea of ‘the hodads’ vs. ‘the surfers’ inherent to Southern California. A hodad is basically a greaser, and oil and water don’t mix. It’s also interesting to note that Dennis was chosen to sing lead on this one, as he was the one true surfer in the group.”

For Brian, who was neither “hodad” nor “surfer,” they lyric at the end of the song showed that the rivalry he was most concerned with was musical, not social. He was expanding his horizons from local to national competition as you’ll hear, when Brian sing the Four Seasons’ “Walk Like A Man” as a challenge to the Beach Boys then-rivals in the east, the Four Seasons.

That tag made “Surfers Rule” a call to falsetto arms to the Four Seasons (who would later respond in kind), but the Beach Boys eventually left the Seasons in their artistic wake.

Listen for the great group vocal on the vocal intro (repeated in the middle of the song), which established another Beach Boys trademark…brief, full-blown vocal hooks that drew the listener in quickly.

“Our Car Club”

Lead Vocal: Mike and Brian

Musically similar to Mongo Santamaria’s 1963 hit “Watermelon Man” (which was written by Herbie Hancock), “Our Car Club” is filled with great rhythms, unlike anything the Beach Boys had recorded to that point.

“Our Car Club” was one of the most sophisticated arrangements that Brian had yet come up with. In fact, the music that was pouring out of him was getting so complex that he needed the best players in town to put it down. On songs like “our Car Club,” much to Brian’s dismay, he was already finding it necessary to replace the Beach Boys with studio musicians. On this cut, listen to one of the earliest Beach Boys appearances of world-famous “Drummer Man” Hal Blaine.

On the original session tapes for “Our Car Club,” this song was called “Rabbit Foot.” But as Chuck Britz explains, a lot of times the titles used to call out takes didn’t mean anything because frequently, at the instrumental stage, songs didn’t have real titles because no lyrics had been written. Britz didn’t engineer the backing track for this one, meaning it was probably cut at Gold Star with Larry Levine at the dials.

“Your Summer Dream”
Lead Vocal: Brian

Brian’s double-tracked vocal (with lots of echo) highlights the harmonic complexity of this jazzy ballad that features surprising and sophisticated chord changes in the bridge and a beautiful melody that clearly has no roots in surf music.

“Boogie Woodie”

The pun in the title aside, this track is the aural evidence to back up what Brian’s high school friend Rich Sloan remembers “Brian loved to play is boogie woogie music. I enjoyed it very much. And if you enjoyed hearing it, Brian would play it as long as he could, and at such a fierce pace and for such a long duration that his forearm muscles would get hard as rocks. He would just bang on the piano.” While this is the only released example of the influence boogie woogie had on Brian, it’s likely that some of his rock ‘n’ roll songs had their creative seeds in a rockin’ boogie woogie session.

“Boogie Woodie” is arranged by Brian, based on Rimsky-Korakov’s “The Flight Of The Bumblebee.”

Shut Down, Volume II -

When “Shut Down” charted for the Beach Boys in 1963 as the B-side of the “Surfin’ U.S.A.” single, Capitol Records, without the Beach Boys knowledge or cooperation, assembled a compilation album of car songs by other groups that used the Beach Boys hit as the umbrella title song (adding intrusive automotive effects to the Beach Boys original track). Capitol released the Shut Down album to both exploit the Beach Boys popularity and cash in on the hot-rod music fad that Capitol had always believed would have more staying power than surf music.

It was a successful move for the company, the Shut Down album hit #7. The Beach Boys were angered by this clear disregard for them, which is probably why in 1963, after “Little Deuce Coupe” was a hit as the “B” side to “Surfer Girl,” the Beach boys themselves put together an albums worth of car-related songs.

Their “Little Deuce Coupe LP (the group’s third album of 1963) was a big hit even though it included four songs that had already been on a Beach Boys release. (To avoid that duplication in this reissue series, Little Deuce Coupe has been paired with 1964’s All Summer Long, on an upcoming “double play” CD.)

All of that is by the way of explanation, so that you’ll understand why this album is slightly out of chronological order and why it was called Shut Down, Vol. II. The Beach Boys themselves never released a volume I.

Shut Down, Vol. II was the fifth Beach Boys album and their first release in the face of 1964’s Beatlemania. It’s possible that Brian was beginning to feel the strain of nonstop recording, because even though this album includes two of his most beautiful ballads and one of the Beach Boys’ best cover versions, side two ends with obvious filler that just hasn’t stood the test of time. Nonetheless, as the home of the huge hit single, “Fun, Fun, Fun,” Shut Down, Vol. II continued the Beach Boys commercial winning streak, going gold.

However, it failed to reach the top ten…possibly because the market was saturated with Beach Boys records, but more probably a combination of the relative weakness of the album (e.g., “Cassius” Love…”) and the overwhelming impact of the British Invasion.


“Fun, Fun, Fun”

Lead Vocal: Mike

Highest Chart Position: #5

Brian: “The Beatles invasion shook me up an awfully lot…they eclipsed a lot of what we’d worked for…eclipsed the whole music world. Michael and I got together and had a meeting and we talked it over. We were very threatened by the whole thing.”

The Beach Boys supremacy as the number one vocal group in America was being challenged. And the group’s first response was one of the most electrifying records in rock history, “Fun, Fun, Fun,” which hit the charts just a week after the Beatles touched down on American soil.

Combining an incredible surf guitar intro, a propulsive beat, a chuck-berry like story song (which featured some of Mike’s best lyrics), an unsurpassed vocal arrangement, soaring high harmonies and a wailing falsetto tag, “Fun, Fun, Fun” may be the ultimate car radio record.

It was no accident that Beach Boys records have always sounded so good on the radio. Engineer Chuck Britz explains. “Airplay was where the money was,” so to find out in the studio how a record would sound on the radio, they would listen to a potential single “on a little cheap eight inch speaker I had. In fact, because I knew what it sounded like, we would dub down to it a lot of times.” To this day, the car radio test is used by record producers, although naturally, today’s car radios sound a little bit better.

“Don’t Worry Baby”
Lead Vocal: Brian

Highest Chart Position: #24

(It was the B-side of I Get Around)

Some reports claim (and the drum intro indicates) hat this song was written as a possible follow-up to Phil Spector’s classic Ronette’s production, “Be My Baby,” a record that Brian worshipped. Spector never cut “Don’t Worry Baby,” which was probably the biggest favor he ever did anybody, because it is one of the Beach Boys best records, and one of Brian’s most durable compositions.

Brian’s partnership with king car lyricist and disc-jockey Roger Christian was winding down after their burst of creativity filled the Little Deuce Coupe album, but one of their last collaborations was undoubtedly their best.

Technically, “Don’t Worry Baby” might be classified as a car song, but the decidedly indecipherable verses helped diffuse the “racing” theme of the story, and allowed the listener to concentrate on the “Don’t Worry Baby/Everything will turn out all right” refrain. What everybody takes away from this song is that phrase, the incredibly full background harmonies and the sound of Brian’s voice on probably the sweetest vocal that Brian ever recorded.

“In The Parking Lot”

Lead Vocal: Mike

The eight bars of wonderful harmonies that open and close this track, the unique background vocals (door on de ron de) and the incredible chord changes highlight this high-energy rocker.

“’Cassius’ Love Vs. ‘Sonny’ Wilson”

This mock studio battle between Mike and Brian (names after then-heavyweight challenger Cassius Clay [Muhammad Ali] and champion Sonny Liston) gives us insight into the Beach Boys’ high school locker room humor. And while it may seem on the surface to be filler (after all, this was the fifth album the Beach Boys had recorded in eighteen months), the idea of stars making fun of themselves was unique to rock ‘n’ roll and an example of the self-awareness the Beach Boys had.

“The Warmth Of The Sun”

Lead Vocal: Brian

As Brian notes, the song was written on November 23, 1963, only hours after President John F. Kennedy was assassinated.

Brian had just broken up with his first serious girlfriend. This melancholy ballad and beautiful lyric perfectly capture that feeling of loss.

An unadorned production (except for the whispering bells), a harmonically complex vocal arrangement and Brian’s subdued lead express the unavoidable resignation of the moment. He clearly feels s the pain, but he’s at peace.

“This Car Of Mine”

Lead Vocal: Dennis

Dennis’ strong singing makes the listener wish that he’d been given a better son. In the fade, you can hear how Dion influenced Dennis’ vocal attitude.

“Why Do Fools Fall In Love”

Lead Vocal: Brian

“Why Do Fools Fall In Love” was originally a top-ten it for Frankie Lymon and the Teenagers in 1956, and this Beach Boy vocal “Wall of Sound” production makes this possibly the best cover version the Beach Boys ever recorded.

“Pom-Pom Play Girl”

Lead Vocal: Brian

This deceptively simple song actually had an adventurous chord pattern for its time. “Pom-Pom Play Girl” features interesting vocal interplay, terrific teenage lyrics, nice background harmonies and a great bass line from Mike (Gary Usher: “Brian loved Mike’s bass voice”).

“Keep An Eye On Summer”

Lead Vocal: Brian

A pretty song, a beautiful arrangement and a nice cut, but basically Brian’s recycling himself on this one.

“Shut Down, Part II”

On “Shut Down, Part II”, the Beach Boys return to their surf guitar roots. For the second time in his career, Mike Love played his honking sax on record. For some reason, early in this track the guitar sounds like a little wind-up toy instrument.

“Louie Louie”

Lead Vocal: Mike

In 1990, “Louie Louie” is considered to be a garage band classic, but when the Beach Boys recorded it, they were just covering a recent hit that they liked. It may be one of the only version ever of “Louie Louie” on which you can understand the lyrics.

“Denny’s Drums”

This may have been the first drum solo recorded by a member of a vocal group.


“Fun, Fun, Fun” – Single Version

Lead Vocal: Mike

This single version has a slightly different mix than the album cut, a longer fade which means you can hear several refrains of Brian’s trademark wailing falsetto.

“In My Room” (with German lyrics)

Lead Vocal: Brian

The Beatles recorded two of their earliest hits, “She Loves You” (“Sie Liebt Dich”) and “I Want To Hold Your Hand” (“Komm, Gib Mir Deine Hand”) in German in an attempt to reach the German audience. Somebody at Capitol must have thought it would be a good idea for the Beach Boys to do the same thing. This track was first heard on the out-of-print Beach Boys Rarities album.

“I Do”

Lead Vocal: Mike and Brian

Brian produced a version of “I Do” for the Castells, but that records, release by Warner Brothers, did not chart. It was a non-Beach Boys productions like this that Brian really liked to experiment with new sounds.

The Beach Boys rendition of “I Do,” which uses the same backing track as the Castells records, has never been released before.

Production note: Everything on this CD is presented in stereo, with the exception of “Denny’s Drums” which is in mono. As Chuck Britz recalls, “I don’t think Brian was concerned whether it was stereo or mono. He wanted a good sound.” Brian always mixed in mono for two reasons: he’s deaf in one ear, and as he once explained, by releasing records in mono, the producer controlled the listening experience.

Liner Notes by David Leaf (© 1990 David Leaf)

(David Leaf is the author of the critically-acclaimed Brian Wilson biography, The Beach Boys & The California Myth.)


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