Written by Will Crerar, John Brode and Joshilyn Hoisington
Researched by John Brode, Will Crerar, Joshilyn Hoisington and Craig Slowinski

That’s Not Me

(Brian Wilson – Tony Asher)

(Full score coming soon.)

Personnel

Mike Love – lead & backing vocals
Brian Wilson – co-lead & backing vocals, electric organ, electric bass, electric 6-string bass, clapping
Carl Wilson – backing vocals, electric guitar, electric 12-string guitars, clapping or knocking
Dennis Wilson – backing vocals, floor tom, clapping or knocking
Al Jardine – backing vocals
Bruce Johnston – backing vocals
Terry Melcher – tambourine, clapping or knocking

Chuck Britz – engineer
Bowen David – engineer

 


Songwriting

The assignment Tony Asher was given to write words for “You Still Believe in Me” alone would not be how he and Brian continued to write songs. With the exception of “Wouldn’t It Be Nice,” the remainder of their work was an interactive process, writing side-by-side primarily during the last week of January through to the second week of February. The songs born of these sessions reflected moods set by wandering conversations about their own personal lives and feelings, often centering around women, relationships, and the confusion of navigating life as a young adult. 

Brian: “The thing was so spontaneous. Nothin’ stopped us! We kept goin’, we’d take a coffee break, we’d come back — nobody or anybody tried to stop the project. No burglars ran in the house with guns and shot us, y’know? And we had total privacy to create Pet Sounds.” 

Brian would sit at the piano working out a chord progression and melody. Tony would sit with a legal pad and write lyrical ideas. The two would confer. Brian might edit a line and throw in another of his own. Tony might offer thoughts on a chord change or a phrase going up or down. Brian might ignore the suggestion. Tony might forget the melody and sing it a different way. Brian might like Tony’s version better and use it. They would run back and forth like this until a song emerged organically, mostly Brian handling the music and Tony the words, but there would be some inevitable input into the other’s corner. 

“That’s Not Me” tapped into emotions everyone in their twenties has probably experienced about flying the nest and finding their feet in the world, an introspective confrontation of independence, loneliness, and one’s own identity. When asked in 1976 about the songs that connect most closely to his own inner dialogue, Brian named this one. “I think ‘That’s Not Me’ reveals a lot about myself. ‘My folks when they wrote … told them what I was up to, said that’s not me.’ And just the idea that you’re gonna look at yourself and say, ‘Hey man, that’s not me’ — kind of square off with yourself and say, ‘This is me, that’s not me.’” 

Though its composer was happy, Tony wasn’t so satisfied with the way his end of it came out. “I’ve always felt like I’d like a shot at rewriting that song,” he reflected. “This is all a criticism of my lyric-writing, by the way; it’s a very interesting series of chord changes. It goes in wonderful places that you don’t expect it to. But for some reason, I found it very difficult to write to. I’ve never been quite as satisfied lyrically with it as I would like. It feels, to me, slightly artless.” 

Structurally, the tune is in ABABC form, with some twists. It lacks a traditional chorus, featuring two 16-bar verses that are each followed by a bridge. The second bridge expands on the first, then a fadeout section consists of two lines from that second bridge in a cyclical round. Where the composition gains complexity is in its various key shifts, both subtle and unsubtle, musically reflecting crests and falls in the narrator’s journey of self-discovery. Verses are built on diatonic chords in the key of A, then a move to F# in the last two measures ushers in the dramatic turn of the first bridge, which rises up in fourths until we’re back in A major again. The second bridge ups the ante; after the first vocal phrase, the key unexpectedly jolts up a half step and the progression starts over in G. A series of V-I resolutions bring us up from G to C to F, and a final half step modulation is used to get back into F# for the fadeout. 

The lonely, reflective lyric of “That’s Not Me” seemed to call for a sparse track arrangement, which may have influenced Brian’s decision to have it be the only production on the album played by the Beach Boys, without the use of session musicians — a moment where the guys could listen to the radio and think, “That IS me.” 

The Session

Setup & Dennis’ Demo

On Tuesday, February 15, at 2:00pm (after Brian had tracked “I Just Wasn’t Made for These Times” the night before), the instrumentalists of the group all checked into Studio 3 at Western Recorders with Chuck Britz running the board. Chuck filled in the AFM contract himself, including his own name (as leader), Brian, Dennis, Carl, Alan, and Bruce — however, the Wilson brothers would be the only Beach Boys actually playing on the track. Al and Bruce instead stayed put in the control room as they set about recording, with Bruce being a consistent presence on the talkback mic to call out take numbers for Chuck and lend a general advisory ear to proceedings. 

The group’s roadie and ever-reliable session tambourine man Ron Swallow departed their company before touring Japan, so taking his place in the percussion spot for “That’s Not Me” was Terry Melcher. Hours earlier, in a 9:00am to 12:30pm session, he and Bruce Johnston were across the road at Columbia cutting both sides of what would turn out to be the final Bruce & Terry single: “Girl, It’s Alright Now,” a Mann-Weil composition, and the dreamy “Don’t Run Away,” written by Bruce Johnston and Mike Love. The latter’s unexpected team up came about because, according to Bruce, “I just wanted to write something with him, it was that simple,” as an outspoken fan of Mike’s role in the Wilson-Love songwriting team. “Don’t Run Away” was, by possible osmosis, steeped in similar melancholia and harmonic complexity to Brian’s recent work, featuring familiar faces on the track such as Carol Kaye and Hal Blaine (among others). Bruce and Terry were as fresh off of this track as could be when they walked 400 yards down the street to participate in the afternoon’s Beach Boys session. 

Before work on “That’s Not Me” commenced, Chuck rolled tape on a candid moment out in the studio between the Wilson brothers, where at Carl’s urging, Dennis aired out a new composition at the piano for Brian. This is the earliest known music written by Dennis Wilson that was ever recorded to tape. 

In his teens, Dennis had learned to play a bit of boogie woogie piano alongside his brothers, but his propensity for that was mostly set aside when he picked up the drums in early 1962. Several years into being a Beach Boy and that itch started calling again. Dennis would mess around at the keys whenever he found a piano on the road, and a baby grand was the very first piece of furniture he bought for his new house after marrying Carole Freedman. While in Japan, Dennis began to take some informal lessons from Bruce, who picked up on his bandmate’s curiosity and imparted the harmonic tools he’d need to bring his melodic ideas to life. Bruce: “In January 1966, we were in Japan and had a lot of time on our hands. We played about 14 shows, so I started showing Dennis how to play the piano and how to chord. I kind of unlocked what was already in there and he started putting it all together.” 

The lush arpeggio-based piece (in 12/8 time) that Dennis debuted on February 15 was undoubtedly a product of his new knowledge of the keyboard. It’s somewhat similar in feel to Beethoven’s “Moonlight Sonata,” which David Marks recalled Dennis teaching himself to play as a teen, but it’s also full of the trademark Wilson chord voicings and unexpected changes. Only hints of potential are gleaned from Dennis’ short, mistake-riddled rendition here, but already, the blueprints are being laid for his unique artistic voice in the band. Most notably, the piece features several parallel key changes, jumping back and forth between Bb major and Bb minor, which is something Brian rarely did that Dennis loved to play with in his own works. A trick he did pick up from Brian is heard in the left hand, where the bass notes are often shaping the harmony by going places other than the root of the chord. 

Recording starts mid-way through Dennis playing this; Chuck must’ve recognized the significance of the moment and wanted to capture it. Carl, clearly already familiar with the changes, plays some complementary bass notes and slides on his guitar. Dennis immediately becomes hesitant and almost falters. “Yeah, I think that’s it, I don’t know any…” 

“No, keep on going!” Carl enthuses. “Just keep on playing it for him!” 

Dennis gets back to it and continues through the chords with brothers listening attentively. A key change prompts Brian to comment, “That’s great! Now that’s…” Carl cuts him off: “Listen! Now listen, it gets better!” 

This continues for a while with Dennis occasionally stopping. He mumbles “I don’t even, I don’t know the words…” with the rest indecipherable, but it seems to be something to do with not having a melody or lyrics yet. “Just the chord pattern’s enough,” Brian appears to tell him. 

More playing ensues, with more mumbled comments from Brian. “It’s absolutely brilliant,” Carl says at one point. 

“Great — great figure,” Brian agrees. When Dennis is done, Carl says something else that’s too quiet to discern, but it sounds like they’re talking about recording it. As he’s walking away, Brian tells them, “That’s right for the album if I can get it done in time,” implying they might give Dennis’ song a try after putting “That’s Not Me” on tape first. Following a recording break, the rest of the reel is devoted to “That’s Not Me.” The Dennis composition doesn’t surface again. 

As mentioned, the only instrumentalists on this basic track are Brian, Carl, Dennis, and Terry Melcher. Overdubs were plotted into the overall arrangement, unlike the majority of Brian’s productions in early 1966, which tended to be wholly conceptualized backing tracks played all or mostly live with only sweetening components added afterwards. It is quite similar in construction to tracks like “Then I Kissed Her” or “Sandy, She Needs Me” from the Summer Days sessions. 

Brian plays sustained chords (with a moving left hand) on the studio’s Hammond organ, which film evidence indicates was a model C-3 at the time. He opted for a clean, whining tone, without use of the Leslie speaker cabinet’s rotary motor. How exactly an organ speaker would’ve been mic’d in a typical situation at Western in the ‘60s isn’t documented. It’s quite likely that Brian played the organ here in a two-manual style, as the left-hand part all but vanishes from the blend when he reconfigures the stops between takes. For a typical Hammond, as well as most large professional organs, there’s more than one keyboard available to the player. Some grand romantic European organs have as many as five or six keyboards, called “manuals” because they’re played with the hands (and bass pedals are played by the feet). A Hammond B-3 or C-3 organ has two manuals and a foot pedal keyboard, and sounds of each can be modified independently by selecting different tonewheel combinations with the drawbars. Brian’s left hand playing on a different manual to his right would account for the former’s audibility diminishing when the stops are changed; it may have been adjusted this way on purpose to give Carl’s guitar space in that register (see below). 

The guitar Carl used was in all likelihood one of Al’s Fender Stratocasters, which the two tended to share joint custody over between Beach Boys concerts. In 1965, Carl’s semi-hollow Guild Starfire VI succeeded the (probably stolen) Fender Jaguar as his 6-string electric guitar of choice, but at this session, the distinctive surfy twang of a solid-body instrument implies he was using either the red or white Strat from the band’s collection. Carl’s guitar loosely doubles Brian’s left hand on the organ throughout, all down toward the bottom end of the neck on the low E and A strings. In the verses, the guitar line works as a moving baritone countermelody to the vocal, and in the bridge sections, Carl just picks single whole notes on the downbeats. In this era of Brian’s preference for taking guitars direct into the console, it’s a little bit notable that this one is amplified (probably via Carl’s Fender Dual Showman) out on the studio floor. It’s a rattly, grimy tone, audibly recorded at a low volume with much of the amp’s speaker buzz making it onto tape. The choices feel like an intentional callback to the deep surf guitar sounds of Beach Boys past, which Brian would like to dip into once in a while if it fit the mood — “Wendy” is on a similar wavelength. 

An orchestrally-minded approach to percussion continues even in this small unit, with Dennis’ drum set assembled in the studio, but sitting silent, Stonehenge-like, with the floor tom alone facing the impact of Dennis’ sticks. A year after this, Dennis discussed his role in the studio with Hit Parader and told the magazine, “If you listen closely to the Pet Sounds album, you’ll hear me playing jazz patterns. Some of the things definitely aren’t rock and roll.” While it wouldn’t really be accurate to describe any drum part on Pet Sounds as a “jazz pattern,” what Dennis brought to “That’s Not Me” was certainly outside of his usual wheelhouse. The tom is closely interacting with Terry Melcher’s tambourine throughout the arrangement, used in tandem to build and release dramatic dynamic shifts between sections of the track, with them charging up momentous amounts of energy as the song progresses only to drop out to nothing at key moments. 

Seven bars into the first verse, Terry starts slapping the tambourine in a jagged rhythm that initially falls on the same accents as the guitar countermelody. At bar nine, Dennis also enters on the floor tom, softly drumming sixteenth note rolls that he breaks up with accents on the off-beats in a syncopated interplay against the tambourine. Dennis ramps up into fill, and both lay out during the first bridge. The second verse re-introduces both percussionists going full-throttle, this time with Terry additionally shaking sixteenth notes between hits. Both again drop out for the extended second bridge, wait a little afterwards, then come back from the fifth bar of the fade, reprising the second verse’s busy pattern to the song’s end. 

Only four inputs were needed for the four musicians, all sent to the reverb chamber and mixed to mono on track 1:

1 – organ speaker (sent to chamber)
2 – electric guitar amplifier (sent to chamber)
3 – floor tom overhead (sent to chamber)
4 – tambourine (sent to chamber)
 

A Beach Boys-only session would operate a little differently in those days to the dates with a full ensemble of studio musicians. Far less time would be spent on teaching and finessing the arrangement than it would on actually recording the thing, and trying to get a performance feeling right from beginning to end without mistakes. Brian wasn’t so interested in an interactive back-and-forth with his band about their parts the way he was with the session pros; the Boys would be playing whatever Brian verbally directed or demonstrated, exactly as he wanted to hear it, and little would need to be written down save for chord charts. 

At the same time, Brian did tend to rescind some authority when he was a playing member of the band in the studio, since he was also focusing on handling an instrument and wouldn’t be able to catch everything coming through the monitor. His most trusted sounding boards in these scenarios, besides Chuck, tended to be Carl and Bruce — it was a good strength of Brian’s as a leader to know when he should be deferring to somebody else for feedback. Bruce Johnston was a smart, capable producer in his own right, and he had an important role to play in this session as the ears in the control room during the recording of the basic track. 

Recording

Following Dennis’ demo, the next five minutes on tape are un-slated rehearsal run-throughs as the group jam together to work out the groove. Brian decides which organ stops he wants to use, Carl tunes up and starts getting accustomed to his guitar line, and Chuck adjusts the balance. Dennis and Terry already pretty much know what they’re doing. At various points, Bruce interjects, “Hey, it’s great!” and “It’s a gas!” These rehearsals may have been recorded for Brian’s benefit so he could review the mix. “Really sounds good,” Bruce tells the band. 

When he’s ready for a real attempt, Chuck offers the slate, “This is ‘That’s Not Me,’ take one.” Carl keeps having intonation problems while they’re laying down this track, and he’s still tuning his guitar to Brian’s organ when Chuck gets rolling. Brian counts in. The first take is already in quite good shape, but it’s still evidently a practice run intended for them to iron out kinks; Carl’s guitar work gets busy in the first bridge and Terry starts shaking his tambourine in that spot, both of which Brian pooh-poohs as they’re playing, and he counts out the section change after. The unusual length of the last phrase of the bridge seems to be giving trouble to Dennis and Terry, who struggle to find their entrances after. The take stops at the end of the second verse. “Tighten up and you got it,” Bruce says. “It sounds great.” Al can also be heard in the booth. Dennis practices his tom rolls and Brian wants to remind them of how the second bridge goes, with the organ alone, which he sings a little of and plays. 

The recording breaks, and tape rolls again on Carl spending time tuning to the organ. Take 2 is a false start where only Carl plays, prompting Bruce to tell him his A’s a little flat. Listening to the guitar and organ play together, Dennis asks over to the booth, “You like that sound? Good sound, isn’t it?” 

The next couple of takes break down when Dennis or Terry forget to play when they should, all the while Carl continues to fight a losing battle against his tuning. Brian stops playing in the second bridge of take 5 to say something to Dennis about his drumming, but Bruce reassures, “Hey, it was a gas.” 

Two false starts later, Dennis yells for cousin and assistant Steve Korthof to run an errand: “Hey, go to the store and buy a six-pack of strawberry pop! You like strawberry?” 

“Strawberry pot??” Bruce mishears. General commotion occurs as Carl, Dennis, and Terry find themselves distracted, and Brian becomes irritated by the collective lack of discipline. “Eight,” slates Bruce. “Come on, guys!”

“I don’t know who’s ready!” Brian calls back. Nobody, apparently: Carl starts playing The Beatles’ “I Feel Fine” on his guitar while Dennis and Terry get into a conversation about an airline crash. 

Terry: “Hey, the other day we took you to the airport, were you a little afraid?”
Dennis: “You know why? I found out that same day in Japan
Terry: “Oh, the plane went in the water.”
Dennis: “They lost a hundred and thirty-three people.”
Terry: “Yeah, the biggest disaster in a long time.”
Dennis: “Yeah, and I got home, and I was thinking about it.” 

The incident they’re talking about occurred on February 4, an All Nippon Airways flight that crashed into Tokyo Bay. Brian counts in a take, but amid their solemn contemplation of mass death, nobody in the group plays. “Oh I’m sorry, did I interrupt you?” he asks, passive-aggressively. 

A short attempt later, Bruce asks the group if they’re ready, but Dennis is still yelling out for Steve. Brian responds, “Sorry, I guess we’re not. I guess we’re not, I thought we were. I guess we’re not, I thought we were…” slowly formulating a melody in his head as he repeats the phrase. Then he breaks into song at the organ: “I guess we’re not, I thought we were, but I guess we’re not ready! But I’ll wait until you guys get ready…” The impromptu song continues as Brian lifts into a high warble over chord voicings borrowed from “That’s Not Me.” Terry sings along in harmony. Though the little tune is completely unserious, it’s a great example of Brian’s knack for spontaneous creation. The melody and chord changes he comes up with on the spot could’ve formed the basis for an emotional song had it not just been a silly moment in the studio. Having come about in the midst of a recording session, the moment stands as the only audio preservation of Brian “composing” music in this era. 

For the next few minutes, Carl continues to have difficulty with the timing and tuning of his opening guitar phrase. What’s troubling him so much is kind of an enigma, because the part isn’t a complicated one at all, but everybody has good days and bad days in the studio. This is all quite an informative demonstration of why Brian preferred to call in professionals to play his arrangements. 

Take 9 is a false start. Brian jabs at Carl, “Hey, let’s try to kill the time so we can’t get the vocal done yet.” 

Take 10 is a false start. Brian has Carl tune his guitar again. 

Take 11 is a false start. Carl misses notes and Brian sings his part to him. 

Take 12 is a false start. Carl apologizes: “Sorry, it just rang funny. It sounded funny to me.” 

Take 13 is a false start. Bruce interjects: “Hold it, Carl, it was sloppy.” 

Take 14 gets a little further, but it’s aborted by Brian who re-instructs Dennis on the emphasis of his drum hits. He grows audibly exasperated as both of his brothers continue to make mistakes. The mood never gets genuinely tense, but it’s an ordeal. Terry quips about Dennis being a “show drummer” as Brian attempts to count in, adding to the overall frustration. At one point, Brian sarcastically counts up to four and then just keeps going to 10 instead of playing. Terry makes some comments about how he’s going to hit the tambourine. Brian just tells him, “Whatever you do though, make sure you stay in that rhythm.” 

“Take four-hundred and thirty!” Bruce slates after take 20. 

“Come on, Carl, get hip!” Brian yells at his brother. A revealing conversation is captured shortly after. 

Terry: “You know how to transpose, right? You know how to
Carl: “Sort of. I don’t really transpose, I
Brian: “I write ‘em in concert and they fix it.” 

What they’re talking about is true of many of the Sea of Tunes lead sheets, where melodies would written by default in the key of C no matter the key of the studio recording. During this session, Carl may be reading from a simple part on paper notated by Brian in C for his own ease.  

After take 22, more muttering and messing around ensues, and Brian launches into an impromptu version of the Moody Blues’ “Go Now” with Terry singing harmony. Carl requests some guidance: “Brian, when you get to that last part, just whisper like the key change, okay? So I’ll know where to go.” 

Take 23 finally gets to the second verse, but Dennis misses his entrance again. Though Dennis suggests trying out a pickup take, Brian insists on taking it from the top. Bruce slates, “Take another!” The next take goes swimmingly, up until the second bridge, when Carl misses the extra line and key change. Or alternatively, Brian forgets to cue Carl as was requested, depending on which side of the following argument one falls on.  

Brian: “Shit, you fucked around, you know?”
Carl (squeaky): “How did I fuck around!? You knew
Bruce: “Hey, pick it up, pick it up, pick it up.”
Brian: “Didn’t you know it?”
Carl: “No, I told you, Brian!”
Brian: “Okay, let’s go. Try to be aware of it this time. Either that or get unplugged.” 

After one more false start, take 26 goes wrong with a mistake from Carl in the first bridge. Bruce makes an interesting point from the booth: “Hey Carl, don’t stop next time. That could’ve been, you know, fixed up. We hardly noticed.” 

Terry cracks, “Haven’t you read your own guitar book, Carl?” as Brian attempts to count in the next take, so Brian shouts “One!” over and over until Terry’s quiet. 

The following, take 27, is the first and only attempt they make that goes all the way through the song, although Brian and Carl both get a little sloppy with their timing in the second bridge, and Brian actually muffs a left hand note in a way that adds some unintentional piquancy to the final production. The tambourine also gets a little ahead and then behind in the fade. But basically, the whole performance has a good groove to it. 

The group then went into the control room to listen, and taking Bruce’s point on the previous take, Brian decided to work with what he had, as any small errors would eventually be obscured by overdubs. The ever-important philosophy in application is that a track feeling right is more important to a record than technical precision. Several decades down the line however, one of the participants flagged up an imperfection that they themselves had forgotten all about making. Bruce, in 2002: “Not long ago, [Terry] and I were listening to Pet Sounds, and he said, ‘Gosh — this is such a great track, but the timing on the tambourine is off.’ I said, ‘Uh-hum. Terry, that’s you!’ He didn’t remember it.” 

Chuck, always observational, didn’t keep track of the take numbers and instead just wrote on the tape log that “15 M” was the master. Recording activity afterwards moved into the control room. Because the basic track was cut to mono, Brian had the luxury of three other open channels at his disposal to fill in the instrumental arrangement. It’s pretty clear that overdubbing bass was in the plan from the beginning, since the organ stop he selected had no low-end weight to speak of — they’d already done bass-less basic tracking like this for “Then I Kissed Her,” an approach Carl said he felt strange about playing along to. The surfeit of tracks left over allowed Big Bri to lay down not one but two bass parts: one underscoring the organ left hand and Carl’s guitar, the other following Brian’s contemporary interest in exploiting the snappy, articulate attack of short scale bass played higher on the neck. 

For the first overdub onto track 3, Brian added the first of his planned bass parts and Carl played a 12-string electric guitar line, with both of their instruments recorded direct into the console. Brian opted for his trusty P-bass to lay down the foundational bassline, played in his comfort style of a thumb (with slight edge to the attack in places via thumbnail) over the neck. The line’s bubbly, rounded tone emphasizes the deep low EQ fundamentals but doesn’t have a lot of body in the midrange to cut through other instruments — the DI sound gives it more of a nebulous undercurrent. Starting at the ninth bar (with the entrance of the drums), the bass outlines a moving figure under the latter half of the verse, then adds a steady rhythmic pulse to both bridges, which Brian builds up to and out of with surges of eighth notes; at the beginning of the second verse, he doubles the basic guitar line an octave down. 

The bright, distinctive timbre of Carl’s Rickenbacker 360/12 is evident on his overdubbed guitar part played alongside the bass, consisting of simple melodic response figures in the bridges that shine in the context of interaction with the eventual vocal line. They’re not dissimilar to the guitar licks in “Let Him Run Wild,” another classic Carl moment. “I didn’t play that much guitar on the Pet Sounds sessions,” Carl recalled, “although I do remember playing 12-string direct right in through the board. My playing wasn’t as consequential as it had been before and would become later, because everything had become more of an orchestra, part of the whole.” While the bass remained dry, the 12-string was sent to the reverb chamber.  

Moving over to the second overdub, recorded on track 2, Carl held onto his Rickenbacker while Brian switched to a different bass guitar. The instrument Brian used was almost certainly his sunburst 1962 Fender VI, the 30” scale 6-string electric bass produced by Fender as an alternative to their Danelectro competitors. This had already experienced rare studio outings on “I’m So Young” and “Salt Lake City” a year earlier, and would continue to appear very sporadically on various Beach Boys productions before being gifted to Andy Paley in the late 1980s. Carl’s 12-string guitar and Brian’s 6-string bass were this time sent to another 1/4″ tape machine for a tape slap effect; because they were monitoring the full signal chain from the control room speaker in real-time, their playing was influenced to exploit the delay response by way of staccato blips that trigger a satisfying echo tail. 

Brian again uses his thumb and thumbnail instead of a pick to play here, producing an atypically rounded sound for the tones usually associated with a 6-string bass. The Fender VI is used to add minimalistic, rubbery response notes to the verse’s main bassline, voiced high up on the neck. In the bridges, Brian loosely doubles his previous part an octave up, which sounds more or less like he’s improvising in the moment. Carl adds some palm-muted low notes on the double-octave strings before the basses’ first entrance, double-tracks his melodic figures in the bridges, and plays further blips alongside Brian in the second verse. The bridge licks being doubled gives his guitar a certain otherworldly sparkle. This overdub track isn’t rigorously arranged, with both Wilsons adding little licks and variations as they go. 

Overdubbed to track 4 was a curious layer of “clip-clop” percussion, another contrasting element to this song’s rhythmic engine which sounds not unlike the classic Hollywood “coconut shells” horse trotting effect. The key to understanding this clacking sound is that its timbre is heavily shaped by being processed through the Hammond organ’s Leslie speaker cabinet. Four people — logically Brian, Dennis, Carl, and Terry — were set up in some corner of the studio around an omnidirectional mic, three of them clapping their hands, one lightly knocking with a drumstick on some sort of wooden object. This object probably wasn’t a musical instrument at all; it could’ve been the organ casing, a chair, someone’s prosthetic leg, or any number of surfaces found in the room. The group’s microphone was routed through the quickly spinning Leslie speaker, which was captured by another microphone, which then went to tape. As well as creating a swirling doppler effect, the clapping is transformed into something hardly recognizable as such by the Leslie hiking up the equalization around the 2000hz to 3000hz frequency range, consequently dulling the high-end articulation into a mysterious cloppy soup. 

Clapping without Leslie

Clapping through Leslie

Recreations by Joshilyn Hoisington

On the tape, the percussionist hitting the wooden surface (likely Dennis or Carl) can be heard tapping quietly before their proper entrance. Brian gives him a “Shh.” The clappers come in at the first bridge. They drop out for the first four bars of the fade, but whoever’s hitting the accompanying object accidentally carries on an extra beat. “It’s alright, I’ll dip it right there, keep goin’,” Brian says, meaning he’ll hide the mistake in the mix. The Leslie’s spinning motor is switched off halfway through the fade, somehow causing a feedback issue in the signal path that causes the clops to develop a metallic ringing. Someone claps in applause when the take ends and Brian murmurs that they’ve got it. 

The three-hour time Chuck wrote down on the AFM sheet was a standard requirement so everyone could be paid their union scale through the proper channels. Having a title turn up on a commercial release without a convincing-looking union contract behind it was liable to land the group in trouble (though they didn’t always bother). Because only the Boys were involved without hired musicians, nobody fussed about jotting up overtime for carrying on later than 5:00pm. Evidence on tape indicates that they were actually still at Western until at least 10:00pm that night. Bowen David was on hand for engineering assistance and may have taken over from Chuck as the session ran long. 

With the backing track completed, Brian intended to record vocals for “That’s Not Me” during the same session. He and Chuck first created a mono reduction mix onto track 1 of a second four-track tape. Three attempts were made, take 1 being aborted, takes 2 and 3 both being complete. The mixes made an interesting arrangement alteration where the basic track’s organ and guitar were cut out at the calm beginning of the fade (briefly switched over to track 2, where they could be erased). Brian decided he liked take 2 the best overall, so leader was placed in front and the second-gen dubs were spliced onto the tail of the original reel for further overdubbing. Chuck again ignored the real take numbers for his tracksheet notes and decided the master was called “1A.” 

Mike Love arrived at the studio at some point while this was going on and it was his lead vocal they’d be tackling first. This album project put Mike in an unusual spot within the group, as besides his on-off role as a lyricist being quite firmly put on ice by Brian teaming up with Tony Asher, the lead vocal share was weighing more heavily to Brian than ever before due to the personal nature and melodic range of the songs he was writing. When a tune did call for Mike up front, his oh-so-distinctive lead voice was utilized in interesting situations to maximum effect. “That’s Not Me” takes the traditional nasal-Mike-to-high-Brian trade-off dynamic that had worked in so many up-tempo Beach Boys songs and reframes it, dropping those familiar vocal styles within the context of a vulnerable piece of soul searching. 

“I thought that was the strongest male-sounding voice that I’ve ever heard in my life,” said Brian about Mike’s handling of this song. “Scared the heck out of me. I wasn’t even ready for it, you know? He put so much of his masculinity into his voice. He’s able to sound, really, you know, good like that.” Though the prospect of Mike Love’s manly tone might not sound frightful to some, Brian’s rationale behind the choice of lead vocalist makes sense. “That’s Not Me” is a sensitive work, but it’s also a semi-rocker that requires some power to drive it along. 

One thing that’s clear from surviving session audio is that Brian was very, very, very particular about the phrasing of vocals at this time when producing somebody else. He would demonstrate to the singer exactly how he wanted a part to be delivered and drill them until it hit the mark, often in stages of only one line at a time. This was an especially taxing ordeal on his bandmates, who after years of Beach Boy-ing were accustomed to the high-wire act of performing a song in the studio from start to finish without interruption. 

True to form, “That’s Not Me” is littered with punch-in and punch-out artefacts from microscopic vocal surgery. Mike and/or Brian would sing a short segment on track 3, double it on track 2, then proceed to the next part and repeat. These sections range in length anywhere from one solitary line to a quite sizable amount of the song tackled in one go. 

The overdubbing began with Brian producing Mike from the control room. Only the first two lines were recorded from these positions. Brian came out into the studio for the next part, “I could try to be big in the eyes of the world / What matters to me is what I could be to just one girl.” Perhaps feeling the need to steer Mike’s phrasing by example, especially in that last sustained “girl,” Brian ghost doubled him through the passage off-mic, as he was sometimes wont to do. They sang “I’m a little bit scared ‘cause I haven’t been home in a long time” the same way, then Brian stepped up to the mic for his high belted-out solo: “You needed my love and I know that I left at the wrong time.” 

After that helping hand, Mike was on a roll, so he sang through the second verse in a continuous pass without Brian doubling him. Brian still remained by his side on the studio floor since he’d be needed for his other solo part coming up soon. Mike delivers some of the finest singing of his career here, especially on the passage: “I miss my pad and the places I’d known / And every night as I lay there alone I would dream.” An endearing voice hiccup on the “at” in “took a look at myself” was nonetheless left in, signposting that the goal of Brian’s endless re-takes was always more about emotional resonance than technical perfection. 

The second bridge with its unexpected key change was again punched in one line at a time, then Brian’s “I’m glad I went / Now I’m that much more sure that we’re ready” and wordless sigh to the fade’s end was done without pause. After Mike’s first “I once had a dream” at the start of the fade round, Brian can be heard muttering “Same key,” to make sure Mike doesn’t modulate up a semitone again like in the bridge. “A very Mike Love-ish kind of trip,” Brian reviewed the vocal. “He really just nailed it, real powerful voice, very souped-up kind of a sound.” 

To finish up the record, all that was left to add were the group’s backing vocals, an understated bed of harmonies in the bridges involving all six Beach Boys that were overdubbed onto the open track 4. Unusually for a Beach Boys production, these vocals were not double-tracked (because they didn’t have any space left over on the tape). Bruce commented, “That’s just an ‘ooh’ and ‘ahh’ song vocally. That was easy; a gymnastic experience. I’m pretty rangy in my voice. But that was really a song for a lead vocal.” A changeover of handwriting on the tracksheet suggests that Bowen David may have recorded this last overdub. The parts were approached in two sections, a punch-in for each bridge. 

The harmonies are voiced to unfold dynamically across the eight bars of the first bridge, from two close parts going oooh, soft, to six spread-out parts going ahhh, loud. Brian, Al, and Bruce come in at the top singing a unison F4 over Carl singing a C#4 alone. The group then slowly break up through the moving chords into a four-part harmony. At the fifth bar (Brian’s lead vocal spot), Dennis and Mike enter below the quartet expanding it to six parts, ending on a gorgeous Emajor7 chord that stretches between Brian’s nasal whine on a G#4 and Mike’s low, resonant bass voice at E2. The harmony hierarchy here is consistently voiced, from highest to lowest, Brian, Al, Bruce, Carl, Dennis, then Mike. Dennis and Mike probably shared a mic together in the typical clustering around two Neumann U47 condenser microphones. 

Getting it right evidently took some time, as artefacts from several earlier punch-in attempts exist on the tape. Brian “Stalin of the Studio” Wilson can be heard chastising Dennis in particular for his inability to come in on the right note: “Terrible. Stop it.” 

“Again? What did I do?” Dennis appeals, and sings his part to prove he has it right, but Brian leans over to the piano and plays the pitch that he’s supposed to be hitting. In fact, Dennis never does quite get it, initially coming in a whole step above his intended note and moving down quickly. Brian either didn’t notice or ultimately liked the effect.  

In some chatter before the final take, Carl idly asks for a reminder of where they’re playing that Friday (Des Moines, Mike says). Brian telling Carl the time reveals that it was somewhere around 10:00pm when they got this passage down. 

The same arrangement was then overdubbed at the second bridge, with the higher four singers repeating their parts a half step up at the key change, vocalized with a big “BOM” from the lower voices to emphasize the modulation. A beautiful, beautiful “BOM.” Mike backed away in the balance this time, presumably because his voice was quite overwhelming in the first bridge. An EMT plate appears to have been used for reverb on this overdub rather than the usual chamber, which reoccurs on a few other later vocal sessions run by Bowen as his apparent preference. 

Sometime post-10:00pm, the weary Beach Boys headed home with a whole new song in the can. All instrumental and vocal parts were recorded with desired reverb effects printed directly to tape, so the mixing stage would only involve balancing the tracks. Brian planned to come in fresh-faced the following day and dub down several cuts for the album from the tapes kept at his house. 

On February 16, back at Western, Brian’s first course of action was to mix “That’s Not Me” from four-track to mono with Chuck at the helm and Bo assisting. A rarity among tunes for the album, “That’s Not Me” was never worked on again after this date. Brian felt happy with it from the first go-around. On March 12, the mono mix was carried forward onto a new master compilation, and the following month, the song found its place as track 3 on the assembled Pet Sounds LP, being mastered to lacquer for the final time on April 19 at Capitol. 

 


 

Sessionography

Key

  • Blue – instrument on tape
  • Green – voice on tape
  • Red – instrument or voice erased from tape
  • [d/t] – double-tracked
  • [t/t] – triple-tracked
  • [q/t] – quadruple-tracked
  • [x] – unused in final master
  • [c] – track copied or combined from previous tape generation (relevant in multitrack breakdowns)

 

 


 

 

That’s Not Me

music by Brian Wilson with Tony Asher

words by Tony Asher with Brian Wilson

arranged by Brian Wilson

produced by Brian Wilson

 

1966-02-15

½” 4-TRACK (1ST GEN)

BASIC (master: take 27)
takes 1-27

  • electric organ: Brian Wilson
    • Hammond C-3
  • electric guitar: Carl Wilson
    • Fender Stratocaster
  • floor tom: Dennis Wilson
  • tambourine: Terry Melcher

OD 1

  • electric 12-string guitar: Carl Wilson
    • Rickenbacker 360/12
  • electric bass: Brian Wilson
    • Fender Precision

OD 2

  • electric 12-string guitar (w/delay): Carl Wilson (double)
    • Rickenbacker 360/12
  • electric 6-string bass (w/delay): Brian Wilson
    • Fender VI

OD 3

  • hand claps & wood knocking (w/Leslie speaker): Brian Wilson, Dennis Wilson, Carl Wilson, Terry Melcher

½” 4-TRACK (2ND GEN)

TRANSFER to ½” 4-track – 4 to 1 reduction (master: take 2A)

takes 1A-3A

OD 1 / 2

  • lead vocal: Mike Love [d/t]
  • co-lead vocal: Brian Wilson [d/t]

OD 3

  • backing vocals: Brian Wilson, Al Jardine, Bruce Johnston, Carl Wilson, Dennis Wilson, Mike Love

1966-02-16

MIXDOWN to ¼” mono – 4 to 1

 

Tracks – 1st Generation

1 – electric organ, electric guitar, floor tom, tambourine

2 – electric 12-string guitar 2, electric 6-string bass

3 – electric 12-string guitar 1, electric bass

4 – claps & knocking through Leslie speaker

 

Tracks – 2nd Generation

1 – [c] track (from 1 + 2 + 3 + 4)

2 – Mike, Brian leads 2

3 – Mike, Brian leads 1

4 – group

 

 


Recording Sessions

Tuesday, February 15, 1966 – 2:00pm to approx. 10:30pm 

Location: Western Recorders – Studio 3 

Address: 6000 Sunset Boulevard, Hollywood, California 

Producer: Brian Wilson 

Engineers: Chuck Britz, Bowen David 

Production assistance: Bruce Johnston 

AFM personnel: Chuck Britz (leader/contractor), Brian Wilson, Dennis Wilson, Carl Wilson, Al Jardine, Bruce Johnston 

Non-AFM personnel: Terry Melcher, Mike Love 

Summary: 4trk basic & overdubs (track), 4trk to 4trk reduction, 4trk overdubs (vocals) 

 

Wednesday, February 16, 1966 

Location: Western Recorders – Studio 3 

Address: 6000 Sunset Boulevard, Hollywood, California 

Producer: Brian Wilson 

Engineers: Chuck Britz, Bowen David 

Personnel: Brian Wilson, Dennis Wilson, Carl Wilson, Mike Love, Al Jardine, Bruce Johnston 

Summary: 4trk to 1trk mixdown 

 

Saturday, March 12, 1966 

Location: Western Recorders – Studio 3 

Address: 6000 Sunset Boulevard, Hollywood, California 

Producer: Brian Wilson 

Engineer: Chuck Britz 

Summary: mix spliced to master compilation reel 

 

Monday, April 4, 1966 

Location: Capitol Records 

Address: 1750 North Vine Street, Hollywood, California 

Producer: Brian Wilson 

Engineer: unknown 

Summary: mix spliced to Pet Sounds LP master reel 

 

 


Sources

Tapes and associated documentation from Brother Records and Capitol Records.

AFM Local 47 Contract 95384.

Jim Delehant, “Dennis Wilson: We Just Want to Be a Good Group,” Hit Parader, June 1967. 

Brian Wilson interview with Pete Fornatale, WNEW-FM, November 24, 1976. 

Bruce Johnston on Art Fein’s Poker Party, Episode 279, August 18, 1990.

Brian Wilson interviewed for Die Beach Boys und der Satan, directed by Christoph Dreher, December 1996.

Brian Wilson, Carl Wilson, Bruce Johnston, Tony Asher – interviews conducted by David Leaf, appear in “The Making of Pet Sounds,” The Pet Sounds Sessions, Capitol Records, 1997. 

Brian Wilson interviewed by Alan Boyd, The Pet Sounds Sessions Electronic Press Kit, Capitol Records, 1997. 

Bruce Johnston – interview conducted by Charles L. Granata, appears in “Wouldn’t It Be Nice: Brian Wilson and the Making of the Beach Boys’ Pet Sounds,” Chicago Review Press, 2003. 

Andrew Doe, www.bellagio10452.com.

Ian Rusten, www.beachboysgigs.com.