Behind The Song: Tom Petty, “Free Fallin'”

In terms of rock superstars making the transition from the 70’s to the 80’s, nobody did it as smoothly as Tom Petty. Perhaps that was because, a few production flourishes here and there set aside, he never strayed very far from what he did best: writing compact, compelling rock songs that owed something to his influences in the British Invasion and country rock but, because of his authenticity and clear-eyed point of view, always came out sounding distinctly Petty, which was inevitably a good thing.

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Yet even Petty started to hit some bumps in the road as the decade progressed. The 1987 album Let Me Up (I’ve Had Enough) was the rare Petty album that felt like it had no reason to exist other than it was next up in the recording cycle. Petty was also dealing with tensions within the Heartbreakers, the band that had accompanied him on his meteoric rise to stardom and elevated his material with their chemistry and soulful playing.

Phil Jones had served as a kind of extended member of the Heartbreakers, playing on tours and studio albums with Petty and the band as a percussionist in support of drummer Stan Lynch. His working relationship with Heartbreaker lead guitarist and frequent Mike Campbell landed him a place in Petty’s search for new musical direction. “Mike Campbell and I would get together once or twice a month during the mid and late-80’s,” Jones says. “I’d go over to his house and we would just play, he and I, in his studio.”

As for Petty, he had recently struck up a friendship and songwriting partnership with Jeff Lynne, the mastermind behind the hitmaking British group ELO. They might have seemed like an odd pairing: Petty, the heartland American rocker, and Lynne, the orchestral pop auteur. But they immediately found themselves to be on the same page, especially on a stately ballad with lyrics that began as Petty’s attempt to make Lynne laugh.

Jones takes the story from there: “Tom and Jeff had this song that they wanted to demo or work on. They knew and heard what Mike and I were doing so they decided let’s just record it over at Mike’s. They came over and we did the track. They played the track to a drum machine at first with acoustic guitars. And then I played (drums) over that. I actually played it before I heard the vocal. And that was ‘Free Fallin.’ That was the first thing we did actually. It was very casual and pretty simple. It was just awesome, the track sound and everything.”

“Free Fallin” could have been a straightforward slow song, but Lynne kept adding intriguing little touches, including the breakdown in the final verse that featured cascading backing vocals and Jones’ steady drumming patter around Petty’s wistful ruminations. “Some guys play it as a march, but it’s not really a march.” Jones says of his shining moment on the song. “It’s more straightforward. People want to put little rolls and fills in there when they cover that song. But that’s not really what it was. In fact, Jeff’s specific instructions were, ‘No, don’t do it like that. Just do it straight.’”

“Free Fallin” is one of those elegiac tracks that Petty would occasionally drop amidst all the peppy rockers to prove just how versatile his songwriting gifts could be. Only this one somehow cut a little deeper, the fact that the singer was now more of a gritty veteran than a fierce upstart adding the weight of painful experience to the lyrics. The narrator surveys the sights of Southern California while painting a quick portrait of an American girl not unlike ones Petty had detailed in many other classics. But this is not a devotional love song, as the punch line to the second verse reveals: “I’m a bad boy ‘cause I don’t even miss her/ I’m a bad boy for breaking her heart.”

Lynne’s backing vocals provide a dreamy touch to the proceedings, while Jones occasionally snaps us out of the reverie with his snare. That’s how you take a three-chord song and turn it into something dynamic and affecting. And the title is a double-edged sword. There is a sense of freedom in it, but there’s also the notion that the narrator has reached a point in his life where there’s nowhere to go but down.

Petty and Lynne were only just warming up, of course, with the eventual result being the stunning 1989 album Full Moon Fever. “They kept writing them and we kept recording them,” Jones recalls. “And after a while it evolved into a Tom Petty solo album. It caused a little controversy within the Heartbreakers group. It was just really the four of us that did most of it, Jeff Lynne and Tom and Mike and myself. They added other things, but not much. It was mostly just real simple.”

Lynne and Petty brought the sound back to a roots-based level that hearkened back to a much earlier era. “It was Jeff Lynne’s process partly and it was also how they wanted to do it,” Jones explains. “Lots of acoustic guitars. At first listen it seems less rock than the Heartbreakers stuff from earlier, although it does get into more rock elements. But I think the rootsy thing is because of all the acoustics on there that they used. Some of the tracks have six, eight acoustic guitars on them. That’s how they got that sound.”

“They were building it from a blueprint, where you have a foundation and you’re putting on stuff as it goes. It’s a great way to make a record. It’s not a live-band way. The end product, you couldn’t do live unless you did like Phil Spector did, with six guitar players in the same room playing the same thing.”

In one of the all-time examples of record company denseness, MCA was less than overwhelmed with the early results of the sessions. “What was interesting is that, after seven or eight songs, they took it to the record company and they (MCA) said, ‘Oh, I don’t know, I don’t really hear a single,’ Jones marvels. “They stopped for a while, and then they had to go back and do three or four more songs. On the first grouping of songs, ‘I Won’t Back Down,’ ‘Running Down A Dream’ and ‘Free Fallin’ were all in there. And the record company, in their infinite wisdom, said, ‘I don’t know if we want to put this out.’

They were eventually convinced, of course, and Petty had one of the biggest hits of his career. It would eventually pave the way as well for Petty and Lynne’s work with The Traveling Wilburys (whose first album was recorded after but released before Full Moon Fever.) And Full Moon Fever, with “Free Fallin’” as its emotional centerpiece, looms large in Petty’s catalog, which means it looms large in rock and roll history.

As for the guy who drummed on those unforgettable songs, his immense pride in the subject is understandable. “I’ll tell you, it’s still one of the best records I’ve ever heard in years,” Jones says. “One of the best records ever made, in my opinion. Even though I’m on it. It’s hard to beat that record. When you hear that stuff, it still holds up. It’s great songs and the sounds and everything. I’m honored to have been a part of it, and I learned a lot from doing it with those guys.”

“When they (Petty & The Heartbreakers) did the Super Bowl, where you get four songs, they did ‘Free Fallin,’ ‘Running Down A Dream,” “I Won’t Back Down’ as three of them. That should tell you something.”

Read the lyrics.


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