Surprising Guest Musicians

It can happen through mutual admiration, a high-profile connection, or a serendipitous combination of timing and luck: an unexpected guest musician makes a major impact on a famous song. Some of these songs you've heard hundreds of times, but have you listened for the high-profile players in the background?

These special collaborations where a superstar shows up sometimes without even a credit are rare - they take a lot of ego management, and sometimes even a 12-pack of beer. Here are some songs with surprising guest musicians, and how they came together.
Eddie Van Halen on Beat It

In the liner notes to Thriller, right at the top of track 5 it says, Featuring: Guitar Solo by Eddie Van Halen. Much farther down is Michael Jackson's credit for Drum Case Beater.

It was 1982, and Jackson was working out the logistics of what would become his incredibly popular single "Beat It." Producer Quincy Jones, who was the genius in the background of all of Michael's best work, was working with Smelly (Quincy's ironic nickname for Jackson since he was always so clean) on ideas for how to bring the song to the next level. And when you're Quincy Jones, you can throw out a name like Eddie Van Halen and make it happen. Eddie was already an unrivaled superstar in the rock genre and having him solo on this R&B/Post Disco/Rock song meshed with Michael's vision: bringing disparate genres and peoples together.

Eddie agreed to do the solo as a favor for Mr. Jones, because you just don't say no to Mr. Jones unless he says she's looking at him and you know, oh no no, she's looking at me. Van Halen didn't receive payment per se for his intricate noodling, but he was given a 12 pack of beer to keep him company, and it saved him a trip to the corner store. Quincy's true skill is giving people what they want, which could be a hip new sound, a spot next to Bob Dylan at the "We Are The World" sessions, or even some brews.

The first single was the tepid "The Girl Is Mine," which touched only the easiest of listeners, and that was followed by "Billie Jean," securing the R&B crowd. But "Beat It" expanded the appeal of Thriller to the elusive Rock crowd thanks in no small part to Eddie's shredding, and 4 more Top-10 singles later, the album was on its way to becoming the best selling of all time. In a twist of fate, Thriller stayed atop the Billboard charts for years, causing Van Halen's 1984 album to never see number one status. Eddie had to wonder if the twelve pack was really worth it.

John Lennon on Fame

In 1972, David Bowie gave Mott The Hoople his song "All The Young Dudes" because he liked their music and didn't want them to break up. As a superstar collaborator, he has danced in the street with Mick Jagger, been Under Pressure with Queen, and even serenaded Jennifer Connelly with a showstopping musical number featuring a bunch of rejected Fraggles. But in 1975 he got some high-profile help on the Young Americans album when he invited his friend John Lennon to the studio, and they came up with one of Bowie's biggest and most recognizable hits.

Lennon and Bowie met just a year earlier at a party thrown by Elizabeth Taylor. Bowie idolized Lennon, and the timing was perfect: both performers were still highly creative, but dissatisfied with the music industry and the nature of fame. Lennon had already made his last stage appearance, and Bowie was once again contemplating retirement, even announcing in April, 1975 - after recording the song but before it was released - "There will be no more rock'n'roll records or tours for me. The last thing I want to be is some useless f--king rock singer."

David and John cowrote the song with Bowie's guitarist Carlos Alomar, who came up with the guitar riff. John had the title and provided those unmistakable background vocals. The song had a spare, disaffected quality that reeked of both authenticity and indifference. It came out of just a few hours of jamming, and there wasn't much to it besides a groove. Lennon later said of the session: "This guitarist had a lick, so we sort of wrote this song, no big deal." Of course, "Fame," the diatribe on the perils of celebrity, was a huge hit, becoming Bowie's first #1 in America and making him far more famous.

Flea on Bust A Move

Crossing a rap song over to the pop charts was no easy task in 1989, but Young MC (Marvin Young) had already done it twice: as a writer on Tone Loc's "Wild Thing" and "Funky Cold Medina." Anything resembling rap needed some kind of novelty to break through in these days, like a cartoon cat or a group of unruly white kids. Young took a different approach, creating a song with the ubiquitous theme of trying to impress a girl. He had lots of samples, but needed some help to set the track apart.

Young MC was signed to the upstart label Delicious Vinyl, whose co-founder Matt Dike used to DJ at a Los Angeles club called The Rhythm Lounge, where Anthony Kiedis and Flea played before they formed their famous band. This was circa 1982 - Madonna was often spotted there but she was still a struggling dance singer. Roughly seven years later Dike enlisted the services of Flea to funk up "Bust A Move," adding some organic bass sounds to the samples. The song became a huge hit, but all Flea got out of the deal was his $200 session fee, and as he claimed in some interviews, a bag of weed. Flea's position was that he added so much to the song that he deserved a songwriting credit, or at least a little slice of what became an enormous pie. The folks at Delicious Vinyl wouldn't budge, and Flea has told the story about his $200 shaft job any time the subject comes up.

This all happened around the time when the Red Hot Chili Peppers were gaining considerable steam and distinguishing themselves from the candy with the devil on the box. Flea not only played on the song, but also appeared in the video, adding considerable color in his shirtless way and boosting the buzz factor with his MTV friendly aggression and feather pants.

Of course, Flea can't complain too much about the shaft job considering how hot he was with the Peppers, and also considering that the track was essentially lifted from a 1970 funk tune. At least Flea got two hundred bucks - the guys getting sampled by Young MC and every other rapper around this time got a big nothing.

Flea will be OK - we're confident the Rock and Roll Hall of Fame will put the Chili Peppers in now that they've made peace with Neil Diamond, and he's sure to benefit from the Beavis and Butthead revival. And while his bank account didn't benefit from his contribution to "Bust A Move," he can say that he played on one of just two songs to win a Grammy for Best Rap Performance, a category that would later be split into best Rap Solo and best Rap Duo.

Carl Wilson and Bruce Johnston on Don't Let The Sun Go Down On Me

In 1974 Elton John was in the middle of that 5-year hyper-creative period that a few musical genius types get where it all comes easy. He had just released the incredibly successful Goodbye Yellow Brick Road, an album that stayed at the top of the charts for two months. His follow-up album, Caribou, was less successful, but contained the stunning song "Don't Let the Sun Go Down on Me." It was one of the first songs to showcase Elton's penchant for beautiful orchestral numbers, and it also featured standout background vocals supplied by Carl Wilson and Bruce Johnson of The Beach Boys.

This was a case of the guest musicians needing the star more than he needed them. In the mid 1960s the Beach Boys were one of the few challengers to the unbeatable Beatles, thanks in large part to their harmonies and Brian Wilson's songwriting. When Wilson flamed out, so did The Beach Boys, and by 1974, when Elton was the Queen of the World, the Beach Boys were in stagnant water, cheered for their past, not their present. The '70s had no need for little deuce coupes and 409s because gas was at a premium. First gear was more than just alright; it was necessary. The Boys of Beach were dangling between former glory and has-beenism and who better to reclaim relevance with than an artist at his pinnacle. But Brian was still too busy playing in the sandbox in his living room, so it was Carl and Bruce who brought their famous voices to help Mr. John on his new little ditty.

Elton was a big fan of the Beach Boys and thought very highly of Bruce Johnston, who he tried to sign to his Rocket Records label when Bruce was exploring options like a solo career and a band with Terry Melcher. Over the years, Elton has thrived on collaborations and has been willing to work with everyone from Kiki Dee to Eminem, so it makes sense that he would get Bruce and Carl in the studio when he could.

"Don't Let The Sun Go Down On Me" was a bona fide hit and gave The Beach Boys a bump: in that same year a greatest hits album called Endless Summer was released, which helped them reclaim relevance. In 1976 Brian Wilson returned and produced The Beach Boys album 15 Big Ones, which put them back on the charts.

Mick Jagger on You're So Vain

The Songfacts staff get it more than any other question: "Who is 'You're So Vain' about?" We think it's a composite of guys she knew and not anyone in particular. Our evidence comes from Howard Stern and from an astrophysicist: Simon revealed the identity to Stern during a commercial break on his show, and Howard seemed a little underwhelmed - kind of like when you saw the last episode of Seinfeld. Glenn A. Walsh of the Buhl Planetarium explained to us that the lyrics, "Then you flew your Lear jet up to Nova Scotia to see the total eclipse of the sun" were written by Simon before the eclipse happened in July, 1972, so she was making up a story.

Anyway, one of the guys the song is rumored to be about is Mick Jagger, and we do know that the Rolling Stones frontman sang backup on the track. His voice melds wonderfully with Simon's, maybe because both singers are in the 99th percentile for mouth size. Jagger was uncredited for his vocals, which made us wonder what else they were hiding from us - was he the mystery man? It makes a great urban legend, since Mick is singing on the song and would, in a way, be saying that he is vain and he does think the song is about him... because it is. But unfortunately Simon is not as meta as we all hoped. The song isn't about Mick; he's one of the few people she's ruled out in her cryptic statements about the song.

Jagger wasn't supposed to sing on the track - Harry Nilsson was. Mick happened to call when Carly was in the studio, and she asked him to come by. He showed up and delivered the goods. Nilsson heard their vocal chemistry and gracefully bowed out of the song, taking himself out of the lineup of Simon suitors the song might be about.

Simon has gotten a lot of mileage out of the "You're So Vain" mystery, which keeps interest in the song, and her career, alive - it's certainly better marketing than Starbucks could offer. What gets lost in the story of the song is the unlikely contribution of the 1972 version Mick Jagger growling out the background vocals, which is what hit songs are made of.

Duane Allman on Layla

We've probably reached that generational tipping point where Eric Clapton is more famous as a solo artist than as a member of various groups, including The Yardbirds, Blind Faith and Cream. He was kind of the Randy Moss of Rock, bouncing around to different teams looking for the perfect organization to bring his talents. For a short time, he found this perfect fit with Derek and the Dominoes, where he delivered that paragon of classic rock, "Layla," with the help of the stellar slide guitarist Duane Allman.

Derek and the Dominoes formed in 1970 and released only one album, called Layla and Other Assorted Love Songs. Clapton wanted to record it with the producer Tom Dowd, who engineered many of the famous recordings by Ray Charles and Aretha Franklin, and worked with Clapton in Cream. Dowd got the call when he was working on the Allman Brothers' Idlewild South album, and when Duane found out Clapton was coming, he got very excited. As luck would have it, the Allmans tour took them to the Miami Convention Centre on August 26, 1970, which was when Derek and the Dominoes were recording the album. Duane called and asked if he could come by after the gig, but Clapton had a better idea: He and the band went to the show that night. When Duane spotted Eric in the crowd, he froze, but Clapton was already suitably impressed and had the Allman Brothers come by the studio after the show, where he convinced Duane to come by again. In between Allman Brothers gigs, Duane would fly back to Miami and participate as much as he could to the sessions, first working on the cover songs and then playing on their original stuff, culminating with the final session on September 9 when he came up with the blistering riff for "Layla" and played lead on the track with Clapton. Eric said that when he started working on the song, he didn't think it was anything special. That changed once Allman stepped in.

Sadly, Duane died in a motorcycle accident in 1971, and he never saw "Layla" make its surge up the charts and dominate FM radio. That's because a castrated 2:43 version was released as the single, and it flopped. It wasn't until 1972 that the full 7 minutes and 10 seconds of "Layla," complete with that stirring piano coda - the one used in Goodfellas - was issued and became a hit. Allman died without knowing that he created what might be the most famous guitar riff in rock history.

Did You Know?
Duane Allman wasn't eligible for the Vietnam draft because he was the oldest son and his father was dead. His brother Gregg had to shoot himself in the foot to stay out of the war.
Derek and the Dominoes was the perfect storm of creativity, and Allman entered the picture when Clapton was looking to ride shotgun - the band was designed to shield Clapton from the spotlight, and they insisted that his name not be on the billing. From this uncommon ego check emerged spectacular results, even if it was for just one album. Their keyboard player Bobby Whitlock told us: "The road and substance abuse killed it, but mostly ego killed that band."

Billy Joel on Leader of the Pack

When you're 15 years old and your first recording session is presided over by a guy named "Shadow," there's a good chance you're not getting paid. Billy Joel remembers playing piano on the "Leader of the Pack" sessions, but can't say for sure if that's him on the record. He wasn't in the union and technically shouldn't have been there in the first place (a guitar player friend got him in), but it gave him a great introduction to the hit music machine via Shadow Morton, whose eccentricities would have been legend if it weren't for the far more bizarre Phil Spector. Joel remembers him wearing a cape; Janis Ian told us she had to set his newspaper on fire to get his attention. The Shangri-Las were his discovery. They were a different kind of girl group; edgier and tougher, more street-wise than their contemporaries. Looking at these girls, it is easy to see that this was all record company fact-fudging and image manipulation, but the songs certainly played up that "bad girl" aspect.

"Leader of the Pack" was a shining example of this street tough attitude. The boy in the song (Jimmy) is "from the wrong side of town," and the girl's parents don't approve - he is dangerous, after all. Of course, a bad boy back then wasn't exactly what would pass for a bad boy today. The lyrics go, "I met him at the candy store, he turned around and smiled at me." How many punk kids do you find cruising for Pixy Stix? He must have earned his rebel image when he cheated death by eating Pop Rocks and chasing it with a soda.

It's fitting that Billy Joel's first session was on a classic song about motorcycles - he loves to ride and has a collection of about 30 vintage bikes. And while Joel didn't meet the fate of Jimmy in the song, he was involved in a serious crash when a car hit him on his motorcycle in 1982. His hands were injured and it took about 2 months to heal, but he made a full recovery and released the hit "Uptown Girl" the next year - a song musically inspired by '60s pop like "Leader of the Pack."

Dave Navarro on You Oughta Know

In the aftermath of Alanis Morissette's Jagged Little Pill album, we've learned that her brutal, unfiltered honesty was the key to its success. Her producer Glen Ballard, who helped bring Dave Matthews to the masses, made her write her feelings, then helped her resist record company efforts to sanitize it. It was a triumph of the creative process over music industry politics - when Alanis wouldn't budge on the line "are you thinking of me when you f--k her," it was clear that she was not going to compromise. She explained, "For me to take that back would be telling a half-truth and I didn't want to do that ever again."

Alanis was a 21-year-old former child actor and dance diva, so the odds of creating a meaningful hit song were pretty slim, even with Ballard at the controls. The original version of "You Oughta Know" was bare-bones, but that was before Dave Navarro and Flea came along. Years of turning bugged out Anthony Kiedis lyrics into coherent songs for the Red Hot Chili Peppers made them the perfect choice for "You Oughta Know." They gave it the bite it needed without detracting from the scathing words. Nobody heard the song and commented on the guitar licks and bass line, but that's what punched it past the efforts of the many dismissible divas who were trying to sound confessional in the '90s.

Morissette made a trek from Ottawa to Toronto looking for the right songwriting collaborator before connecting with Ballard in Los Angeles. One advantage to recording in L.A. with a popular producer is the musical talent just a phone call away. Navarro got one of these calls, and decided to take the gig, as he said, "It's nice as an artist to be able to step outside of your comfort zone." There were other guitar and bass parts on the song when Navarro and Flea showed up, which Flea described as "some weak shit."

The song led off the album and became a huge hit, winning Grammys for Best Rock Song and Best Female Rock Vocal. Alanis got lots of press, and once we got to know her, the next singles "Hand In My Pocket" and "Ironic almost made sense. The album made a huge impact on the pop landscape, which was evolving past Grunge with Swing and Ska waiting their turn. Alternative music hadn't yet become mainstream music but it was on its way. "You Oughta Know", then, served as the perfect bridge. The salty language and honest, pained vocals would launch a string of imitators; women who tried to copy Alanis' angst but couldn't do it as convincingly. Meredith Brooks' "Bitch" serves as the perfect example of the inferior Alanis doppelgängers who would follow. After all, she didn't have Navarro and Flea helping create the sound that would tap in to the angsty masses.

Written by Landon McQuilkin and Carl Wiser
More Song Writing

Comments: 26

  • Jackie Wallace from San FranciscoHow about both Bruce Johnston from The Beach Boys, and Toni Tennille from the "Captain and Tennille" singing back up on Pink Floyd's "The Wall."
  • Dino from BedrockThree members of the Beach Boys sang backup on Chicago's Wishing You Were Here. Hearing the Beach Boys sing in a minor key is so creepy it makes my skin crawl.
  • Michael from The Middle Of NowhereGeorge Harrison does the slide solo with Pete Ham on Day After Day
    R.I.P. George and Pete
  • Willem from Winschoten, NetherlandsLes Claypool, the cartoonesk (can sound be cartoonesk? Yes it can!) frontman of Primus and without a doubt the best bass guitarist in rock music lends Tom Waits a hand sometimes on his latest albums. Tom also invites Keith Richard in his shed/studio once in a while to write songs with him, get awful drunk, play guitar and do some backing vocals, for the first time i think in 'That Feel' from the classic album Bone Machine...
  • Gabriel Gallo from Mexico CityDon't forget Everly Brothers singing vocals with Roy Orbison in "Only the Lonely". They were there, and accepted to sing with Orbison. The result was marvelous!
  • Dana from ItalyThis might not be as left field as those above, but it was news to me: Sting wrote and then did background vocals on Dire Straits, "Money for Nothing".
  • Kev E. Kev from Detroit, MiI'm STILL surprised by Michael Jackson singing on Dave Mason's "Save Me" from 1980. MJ LIT THE TRACK UP.
  • Lon from Chattanooga, TnEric Clapton plays the guitar solo on The Beatles' "While My Guitar Gently Weeeps".
  • Splat from Frankford, DeStephen Hawking's voice tracks on Pink Floyd's "Keep Talking"
  • Bob Beyer from Glen Burnie, MdEddie Money was the background singer clearly heard in Kenny Loggin's "I'm Alright!"
  • Tim from Akron OhThe man who played the mellotron on "Badge" by Cream was L'Angelo Mysterioso. We knew him better as George Harrison.
  • Steve Lydell from Chicago, IlCarole King played drums on the Shuirell's recording of her song, "Will You Still Love Me Tomorrow?"
  • Don from West Des Moines, IaJosh, although Stevie Ray Vaughan did play on "Let's Dance" and he attended rehearsals for the tour, he never played any gigs with Bowie. He backed out before the tour started, preferring to stay with his own band.
  • AmadeusDan, I think you may have misunderstood --Rick Wakeman played the piano on Cat Stevens' Morning Has Broken, not the Hollies'. It WAS in fact "Reg Dwight" who played on the Hollies' He Ain't Heavy recording
  • Terry Davidson from TorontoBootsy Collins on Groove is in the Heart by Deee-Lite
  • Chris from Corpus Christi, TexasI don't know if I'd count Duane Allman's playing on Layla as a "surprise." His participation is part of the legend of that song.
  • Josh from Milwaukee, WiStevie Ray Vaughan played lead guitar on David Bowie's 'Let's Dance' album, and even accompanied Bowie on his subsequent world tour.
  • Splat from Williamsville, DeSeveral others I think deserve mentioning:
    * Sheryl Crow singing backing vocals on Don Henley's "If Dirt Were Dollars"
    * W. Axl Rose singing backing vocals on Don Henley's "I Will Not Go Quietly"
    * Don Henley singing backing vocals on Aerosmith's "Amazing"
    * Lenny Kravitz's guitar and cameo vocal ("C'mon, Joe!") on Aerosmith's "Line Up"
    * Roy Harper singing lead vocal on Pink Floyd's "Have A Cigar"
    * Rick Wakeman (Yes keyboardist) on David Bowie's "Space Oddity"
    * Mark Knopfler on Steely Dan's "Time Out of Mind"
    * Elton John duetting with Collective Soul on "Perfect Day" (of course, as mentioned above, Elton enjoys performing with many other artists)
    * Kenny Rogers doing an entire Bee-Gee's album ("Eyes That See in the Dark")
    * Peter Gabriel and Sting singing backing vocals on Phil Collins' "Take Me Home"
    * Jackson Browne and his then-girlfriend actress Daryl Hannah singing vocals on Clarence Clemons' "You're A Friend Of Mine"
    * Actress Jennifer Love Hewitt and Stacy Ferguson (aka "Fergie") singing backing vocals on Martika's "Toy Soldiers" - Fergie was 13 years old and JLH only 9 when the song was recorded!
  • Dan from Winthrop, MaElton only played during the performance on top of the pops.Wakeman is not credited on the Hollies recording.
  • Mark from Yorba Linda, CaElton John played piano on The Hollies' "He Ain't Heavy, He's My Brother." He was still known as Reg Dwight.
  • Willie from Scottsdale, AzThe Kinks "You Really Got Me" didn't get their jagged sound from Dave Davies, that all came from Jimmy Page's fingers. Dave, however, did play the solo.
  • Richard from BethesdaAlso a little bit unknown is Prince played the keyboards on Stevie Nicks "Standback".
    And you're so vain is about Warren Beatty. I thought everyone knew that.
  • Dan from Winthrop, MaAmadeus You are right! arranged by Del Newman just dug my album and looked at the liner notes.
  • Jim from North Billerica, MaHow about BB King with U2 doing "when loves comes to town'? That was out of left field!
  • Amadeus from Orange County, CaActually, Dan, the Tower of Power horns played on most of the Caribou tracks, but not that one --those were just studio guys playing a Del Newman arranged chart. But who they DID forget to add here is Toni Tennille (as in "Captain and...") --in fact the Captain himself (Daryl Dragon) helped write the vocal charts with Bruce Johnston, as he'd been the Beach Boys' keyboard guy.

    On another note, as an FYI, Carly Simon announced recently that "You're So Vain" was written about David Geffen.

    Also, you guys forgot to include stuff like a yet unknown Elton John playing piano on the Hollies' "He Ain't Heavy, He's My Brother" and doing backing vocals on Tom Jones' "Delilah", or Leon Russell playing piano on "Day After Day" from Badfinger, or Rick Wakeman doing the extraordinary piano work on Cat Stevens' "Morning Has Broken".
  • Dan from Winthrop, MaAdd The Tower of Power to "Don't Let The Sun Go Down On Me"
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