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Classic Tracks: The Doobie Brothers’ “What a Fool Believes”

No one was more surprised than Michael McDonald when the song he wrote for the Doobie Brothers, “What a Fool Believes,” earned Grammys for Record of the Year and Song of the Year, as well as Best Arrangement Accompanying Vocalists at the 1980 awards ceremony.

No one was more surprised than Michael McDonald when the song he
wrote for the Doobie Brothers, “What a Fool Believes,”
earned Grammys for Record of the Year and Song of the Year, as well as
Best Arrangement Accompanying Vocalists at the 1980 awards ceremony.
The album it was on, Minute By Minute, also took Best Pop Vocal
Performance by a Duo, Group or Chorus, even though, McDonald recalls,
the record executives had predicted the opposite.

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“The famous quote at one of the production meetings was,
‘This is the end of these guys. This is over.’ We weren’t
so sure it wasn’t true ourselves,” McDonald admits. “We
felt like we weren’t sure what we had done. We dove in head first and
made the record.”

The song had been brewing for a couple of years. In fact, during the
recording of the Doobies’ previous album, Livin’ on the Fault
, McDonald would play the riff for producer Ted Templeman and
he would always say, “You gotta finish that song. That’s a
hit.” McDonald was forever replying, “Yeah, yeah, I will, I
will,” but it eluded him, until the day Kenny Loggins drove down
to North Hollywood from his home in Santa Barbara to write with
McDonald for the very first time. Upon his arrival, he heard McDonald
noodling around on the piano, playing that riff.

“I answered the door and he said, ‘Whatever that was you
were playing, can you remember it?’ I said, ‘Sure, it’s
something I’ve been messing around with,’ and he said,
‘That’s the one I want to write,” McDonald recalls.
“We wrote a bridge to the song and I think the next day over the
phone, we wrote the chorus. It was just one of those ‘right time,
right place, right people’ things.”

Recording the song, however, did not flow as easily. In fact,
McDonald says that the two weeks spent at Amigo Studios in North
Hollywood cutting the entire album was fairly tortuous, although he
says there was one bright spot: “There was a basketball net in
Studio A and one of my fondest memories is that I got to shoot baskets
with James Taylor, who was recording in the next studio.”

Amigo’s Studio A was where the Doobie Brothers cut all of their
tracks, recalls McDonald, and according to him, it was not
“exactly an interior designer’s fantasy. It was like many studios
of its time: fluorescent lights, white linoleum floors, walnut paneling
and orange fabric walls. Even the couches were

The console was a classic API and everything was recorded on 3M
2-inch 24-track machines. And although McDonald doesn’t recall the
specific outboard gear used other than “it was mostly stuff of
that era like the 1176 UREI limiter/compressor,” he does recall
the arduous process.

“We would work until three or four in the morning and either
sleep on the floor in the studio or go home and be back by 10,”
McDonald recalls. “Those were the crazy days of recording —
it’s all you did and all you thought about, and we were immersed in the

The recording of “What a Fool Believes,” in particular,
was brutal, McDonald emphasizes. “We cut so many versions
of it. It was just a funny song to learn to play. We’d have a good
verse section in one take and then the chorus would fall apart. We had
big boxes of 2-inch tape piled to the ceiling on just that one tune. We
had gone through God knows how many rolls of tape trying to get that
song. We just didn’t feel that we were capturing the groove. I believe
Ted Templeman played drums on that track.”

Templeman confirmed that fact in Fred Bronson’s The Billboard
Book of Number One Hits
: “We tried to cut it over and over
and over, and we couldn’t get it to where it felt right. We must have
cut that thing for five or six days straight. I finally — just to
get the feeling right — ended up playing drums on it myself along
with [regular Doobies drummer] Keith Knudsen. I just wanted a sort of
floppy feel and if you listen to it, it’s really kind of a floppy
record. It flops around, the drums aren’t perfect, nothing’s perfect on
it. You know, a Rolling Stones record may not be perfect, but it’s got
a feel to it.”

Little Feat keyboardist Billy Payne and McDonald spent a day working
on the synthesizers for the track. “He played some and programmed
some for me, and we started building parts on the track, which brought
the thing to life a little bit,” McDonald says. “The
opening riff was an acoustic piano [a 7-foot Steinway] accompanied by
an Oberheim 8-voice analog synthesizer. I still own the Oberheim I used
on the session.

“We tried a lot of different wacky overdubs on that track,
like at one point, we were stomping on a piece of plywood on the floor
to re-create that kind of Four Seasons ’60s pop thing, like on
‘Sherry’ and ‘Walk Like a Man,’ and some of the
Beach Boys’ tracks,” he continues. “We were trying
anything. We felt the track had a certain pop sensibility that was kind
of retro in a way, and that always seemed to be where our heads were.
Whenever we cut a track, we were constantly comparing it to stuff that
was done years ago, either production value-wise or

There were so many takes on the song that McDonald isn’t sure if the
vocal — most likely recorded with a Neumann U87 — ended up
being cut live. “Whenever we cut a track live, I sang a live
vocal, but it seems to me when I look back, most of the time I wished
the live vocal was what we did use. Most of the time, I didn’t have all
the words at the point of the first cutting. That particular song was
written and we did have all the words, so it’s quite possible that was
a live vocal. In any case, where we could use the live vocal we did,
and I would just punch in and fix any words I flubbed.”

Despite the many takes, McDonald says that Templeman truly knew what
he was after. “As we were playing it, we were getting
increasingly more frustrated, as you can imagine, snapping at each
other. There were some pretty famous comments after each take toward
the end,” he says with a laugh. “There were too many
expletives to say them in print, but it was like, ‘I hate this
blankety blankety blank song.’ We finally got so
frustrated, we just quit. Ted said, ‘Don’t fret, I know we’ve got
a take here. I know which one it is.’ I’m looking at boxes of
tape, literally, piled to the ceiling, and he says, ‘Take number
one on box three, and then from the bridge out, on take number one, box
12.’ I said, ‘Come on, Ted!’ And he said, ‘I’m
telling you, I’ve kept track of it the whole day.’ So we pulled
out those two boxes of 2-inch tape, and right then and there, they cut
it and spliced it together. That was the take of ‘What a Fool
Believes’ that you hear on the radio.”

By the time the mixing process began, McDonald was exhausted.
“I only lived a couple of blocks from the studio, but when Ted
called me to come to hear the mix, I said, ‘Ah, I couldn’t listen
to it and be objective at this point. If you think it’s good, it’s fine
with me.’”

Thankfully, Templeman had faith in the song and its recording.
“When I hear [McDonald] singing those high parts, it just kills
me,” he said in an interview years ago. “It just sounded
like a hit. It was pretty obvious.”

It may have been obvious, if only to Templeman. McDonald got a
different reaction when he played it for his friend and group publicist
at the time, David Gest (recently famous as Liza Minelli’s husband).
“We were sitting in the May Company parking lot on Laurel Canyon
and I had rough mixes of the album. He said, ‘Put it on, I want
to hear it.’ I said, ‘I don’t know.’ He said,
‘I’ll tell you the truth.’ I knew he’d be honest with me. I
played the whole record and I said, ‘Well, what do you
think?’ And he said, ‘I think it’s a piece of shit.’
I said, ‘Yeah, I’m not sure I don’t agree with

Gest and any of the nay-sayers were probably comparing the songs on
Minute By Minute to the disco sound du jour that dominated the
airwaves. The day when “What a Fool Believes” hit Number
One — April 14, 1979 — it was completely different from the
Number Two song, the disco classic “I Will Survive,” and
the Number Three tune, Ami Stewart’s disco treatment of “Knock on
Wood” — proof that an R&B-infused pop record could
still be appreciated.

“What a Fool Believes” was also very different from the
last (and only other) Number One song that the Doobies ever had, the
folksy, gospel-flavored “Black Water” in 1975, prior to
McDonald’s joining the fold. That song, and other Doobie compositions
pre-McDonald, had more of a raucous rock feel. McDonald entered the
picture in 1975, when recommended by Doobie bassist Jeff
“Skunk” Baxter, with whom McDonald had played in Steely
Dan’s band. His first recorded effort with the Doobies was the 1976
Takin’ It to the Streets, and immediately you could hear
McDonald’s R&B inflections, both in song structures and vocals.
They charted well with the title track, written by McDonald, followed
by “It Keeps You Runnin’,” and his influence remained
throughout the latter ’70s and early ’80s. To this day, McDonald
remains modest and humble about his place in the Doobies.

“I think some of the strongest material the Doobies will ever
play is the original stuff they did, which Tommy [Johnston] and Pat
[Simmons] wrote,” he says. “I was only thrilled that along
that period of time, Minute By Minute and Takin’ It to the
kind of seemed to fit in there somehow and find a place in
the show. I never really thought anything I did with the band ever
replaced what the band was originally.”

Nonetheless, it can’t be denied that “What a Fool
Believes” and the attention the group received at the 1980
Grammys catapulted the band to another level. It became even more
obvious, when even Gest changed his tune.

“I’ll tell you a funny story,” McDonald says.
“Under my pile of junk on my piano was the envelope I had written
the lyrics to that song on, with some drawings I had doodled while I
was thinking about the verses. One day, David came over and he was
standing by the piano. He said, ‘Hey, can I have this?’ I
thought, ‘It’s just an envelope with some words on it.’ The
next time I saw it, it was about two years ago when I was in the Hard
Rock Café in Philadelphia. I was eating and looked up, and just
above my head was a frame with a bronze plaque with the envelope with
the lyrics.”