It’s funny what you remember about important times in your life. I tried my first falafel while making What I Deserve. And Princess Diana had just died and I was worried about how I would manage to watch the funeral while staying in this little TV-less room above the studio in San Francisco where we started this record.
I don't even remember how the sessions came about. I was working with a new manager who found these guys in San Francisco who were willing to produce me. I still don't remember why. Maybe they were putting up some of the money?
All I remember is they put together a killer band: Michael Been, Larry Aberman, Max Butler… and Chuck Prophet. He was the one guy I knew and I was really excited because I was a fan. (An unrelated aside, he and I had met once on a train in Norway. Two bands passing in the night. My bass player at the time, Byron House, was soothing a crying baby with his acoustic bass. He and Dan Stuart heard him and came over to say hi.)
I brought with me my ace in the hole, Mark Spencer on guitar. Having him in my corner made me feel I could walk into a studio full of strangers and make a personal record.
I don't know what happened. I didn't get along with the producers. We were just real different people musically and I wasn't fooling around anymore. I had spent years in Nashville at MCA Records not quite knowing what I wanted. I was young and unformed, trying to please too many others, being the girl with potential.
Once MCA dropped me, I felt washed up at 24. I didn't think I had another chance to waste. The world’s goodwill was wearing thin. This was it. In my mind, I was making perhaps my last record ever. And now I knew what I wanted and I didn’t have the patience to compromise.
So at the first sign of trouble, I took my tapes and went home.
In Austin, I turned to Dave McNair to help me rescue the project. He helmed the Texas sessions and put together the top notch team of Michael Ramos, Rafael Gayol, and John Ludwick, with special assists by Jon Dee Graham, Amy Farris, and Lloyd Maines. I just felt like we understood each other.
Most significantly, I brought Mark Spencer back and, this time, flew in Chuck Prophet. Chuck had brought so much creative energy and ideas to the sessions in San Francisco. I consider it the gift of a lifetime that we met.
Chuck and Mark weaved together guitar parts brilliantly, one would play lead, one would play grooves and it was just a really great pairing. Their contributions are a huge part of the record’s sound. I haven't made a solo record without one or both of them since.
We used some of the basic tracks from the San Francisco sessions and layered some Austin vibe on top. But other songs I needed to recut all together.
Geoff Travis from Rough Trade Records had put up the money for this project. He supported my decisions every step of the way. My manager ditched me when I left San Francisco, siding with the earlier producers. And wouldn't return my calls! But Geoff told me to keep going. And once we finished, he shopped it around and found the perfect home for it at Rykodisc. And Jeff Rougvie signed me there and oversaw the entire release. It did better than all my MCA records combined and topped the new Americana charts for seven weeks.
And well… here we are, 25 years later with an official re-issue. (Special thanks to Daniel Strickland and Cheryl Pawelski for getting this reissue made.)
What I Deserve was pivotal for me. I took all I had learned in Nashville, the good and the bad, and said, THIS is who I have been trying to become. The bridge of What I Deserve was the only reference I made to my Nashville years.
“I have done the best I can.
But what I've done, it's not who I am.”
Maybe you still don't like it but I can accept that because it's who I actually am.
Thank you so much for listening and being here right now.
A few thoughts about each song can be found below:
—------------------------------------------------------
I did most of the creative legwork for this record while under the tutelage of Teresa Ensenat at A&M Records. She paired me with Son Volt for some demo sessions and with dream co-writers like Gary Louris from The Jayhawks.
Gary and I wrote three of these songs – “What I Deserve,” “Take Me Down” and “Happy with That,” in my little house in Austin. On the four-track cassette demos we made, you can hear Bruce Robison, my husband at the time, washing the dishes in the background.
I wrote “Not Long For This World” and “Fading Fast” with John Leventhal in New York at his studio space. I recorded “Fading Fast” with Son Volt while on A&M but I didn't own that recording so we had to re-cut it.
“Not Forgotten You” and “Wrapped” were songs that Bruce had written. He is still my favorite songwriter and his songs always felt so natural to me. I just felt I knew how to bring out the best in his songs. So arrogant! Anyway, I always felt these two songs were the best on the record.
The Paul Kelly tune, “Cradle of Love”, won me over with its gorgeous melody. It is so fun to sing. It didn’t occur to me how sexy the lyrics were until I had been singing it live for a few months. It's downright pornographic. But maybe I just have a filthy mind. I mean… eventually filthy.
I love how poetic Damon Bramblett is. I knew and loved his music in the Austin scene and have done several of his songs over the years. The way he writes, his songs could mean something different to everyone. I thought “Heaven Bound” was about suicide but it turned out is was a much cheerier story about the electric chair.
I wrote “Talk Like That” about my experience being an army brat and a child of divorce who has no roots anywhere. Until I heard someone who sounded like my family and it occurred to me that I was from some people even if I had no home town.
When Chuck flew in for the Austin sessions, he had just come from writing with the legendary Dan Penn and had this gem of a tune to play us. “Got a Feelin’ for Ya”. I just loved it and wanted to sing like Chuck. No one can do that but Chuck though, so I made sure to get his harmony on it.
“Time Has Told Me” is a beautiful Nick Drake song that any singer would love to sink their hooks into.
And perhaps the most left field choice on the record, “They're Blind”, came about from the San Francisco producers. They wanted me to find an interesting cover to grab folks attention. (My first inkling that we weren't on the same page.) I had an ex boyfriend who had played me this song. I’m not a rabid Replacements fan. Just a dabbler. But I loved this song. We decided to finish it up in Austin and let Mark Spencer go to town on that solo! This was pre-internet so I got a lot of the lyrics wrong. And it's impossible to sing live. But it was part of the story… I decided to include it.
Thanks for this, Kelly! I just finished reading as I’m listening to my vinyl copy of the album that arrived earlier today.
This album means a lot to me, and it still sounds so good in 2024. I was just a kid who had graduated from college and moved to Houston, TX from small town Alabama when it came out. In fact, I had discovered your work during a trip to Austin while one of the employees at Waterloo recommended your Fading Fast EP to me because I was wearing a Son Volt tshirt. Those record store employee recommendations were so much better than the algorithms that we live with these days. And wow, I loved that EP. Still do!!
This record and your shows at the Mucky Duck in those days provided me with just that extra bit of comfort I needed as I built a new life and grew up a little bit. And those memories are rushing over me all these years later as I listen again right now. And I moved away from Houston several years ago, but maybe I need to schedule a return trip to see old friends and see you perform at the Mucky Duck the next time you are there!!
Thank you for taking the time to put down the backstory to What I Deserve. Very intriguing stuff, Ms. Willis. I ordered two copies of the CD, One for my cabin and one for driving. I was in the music business (on the business side) and also a consultant for Barry Poss' Sugar Hill Records. I know very well about artists and producers clashing over creative control. That's how we managed to sign Guy Clark, Rodney Crowell, and Townes Van Zandt. They couldn't make the records they wanted to make due to being on major labels and, hence, creative control issues. Lyle Lovett told me about his college pal Robert Earl Keen, who was looking for a label. Soon afterward, I hand carried his demo into Barry Poss' office and said, "You need to listen to this." He did, and and Robert had found a label to launch his his formidable career. I remember your move to Rykodisc. I thought, damn, it could have been Sugar Hill possibly if I had known you were label shopping. Arrogant, you? Make me laugh because I doubt it. To wind this up, during my decades of Training & Development in the music business, I utilized handwriting analysis (secretly) to assist my decision making with upper management candidates. Ha! Now that you have provided me with a sample of your handwriting albeit from 25 years ago in the sweet letter to your mom, I am going to have to pull the manual out and get my own professional opinion of who you really are-or were 25 years ago. Thank you sincerely for never giving up. I hope our paths eventually cross.