Can't Take My Eyes Off You by Frankie Valli

Album: The Very Best of Frankie Valli & The Four Seasons (1967)

Charted: 2

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Songfacts®:

Written by the staple Four Seasons' songwriting team of Bob Crewe and Bob Gaudio, this was Frankie Valli's biggest solo hit (not counting Four Seasons work) until his #1 "My Eyes Adored You" in 1975.

Did we just mention Bob Gaudio? We can't do that without also pointing out that he was a former member of the band The Royal Teens of "Short Shorts" fame. You know who else was in that band? Al Kooper, who went on to Blood Sweat & Tears. Just in case the brass section in "Can't Take My Eyes Off You" wasn't enough of a clue that the two were colleagues.
This song reeks of success, and just about everybody involved in it went on to a smash career. The song itself is almost an institution - it's a contender for one of the top most-covered songs of all time. Cover versions include artists Andy Williams, Engelbert Humperdinck, Diana Ross & the Supremes, The Temptations, Julio Iglesias, Gloria Gaynor, Maureen McGovern, Manic Street Preachers, and Lauryn Hill (who got a Grammy nomination - Best Female Pop Vocal Performance - for her version).

In our interview with Frankie Valli, he said: "It's a very, very tough song to do badly. When the song is that strong to start off with, that's the kind of song you look for. I mean, if I were to do an album of songs that I wish I would have recorded, I certainly would have looked for those big ones. I wouldn't be looking for obscure ones, I'd be looking for ones that people have success with."
In our interview with Bob Gaudio, he explained that this was one of the most challenging songs he ever wrote, and that only Frankie Valli could have pulled it off. The song makes great use of Valli's exceptional vocal range, covering a wide swath of musical ground.

Gaudio thinks the song contains equal parts rock, pop, and middle of the road. Normally, trying to cover all these formats would get you run over, but on this song they all came together to deliver a tune with far-reaching appeal.
Bob Crewe came up with the title for this song, which started the process. From there, he and Gaudio crafted the story about a man who is exuberantly in love. "It's kind of an amalgam of people and circumstances," Gaudio told us. "Some women, but not one specific, and certain situations that people I've known have found themselves in."
Andy Williams recorded the hit version in the UK, which peaked at #5 in 1968. In 2002 he redid the song as a duet with the musical actress Denise Van Outen 2002, this time peaking at #23. He was aged 74 at the time and Van Outen 28. According to our records, their age difference of 45 years 1 month and 11 days makes them the most disparately aged duo to chart in the UK.

Other UK hit versions were recorded by Boystown Gang (#4 in 1982) and The Pet Shop Boys in a medley with "Where The Streets Have No Name" (#4 in 1991).
In songwriting circles, "Can't Take My Eyes Off You" is a case study on how to built intensity. Getting from the tender verses to the explosive chorus required a creative transition to avoid a train wreck, and Bob Gaudio found the solution in horns, which bridge the gap without losing momentum.

Notably, Lauryn Hill's rendition doesn't use horns in the transition - she gets there with a mix of organ and vocal stabs. Gaudio was impressed. "I love the record, it's one of my favorite versions," he said.
This song has a way of sticking to film soundtracks - that's Coneheads (1993), Conspiracy Theory (1997), Drop Dead Gorgeous (1999), Bridget Jones's Diary (2001), and Son of the Mask (2005). Not to mention 1978's The Deer Hunter, where the characters trill along with it as it plays on the jukebox. It's also had too many TV and other media appearances to count - it seems to be a favorite pick for karaoke scenes in film and television. Come to think of it, real-life karaoke singers as well. And if you're a fan of the HBO original series The Sopranos, you also recognize Valli as the mobster Rusty Millo from Seasons 5 and 6.
This was featured in the 1978 movie The Deer Hunter in a scene where the song plays on the jukebox as a group of guys are shooting pool before shipping out to fight in the Vietnam War. In the scene, Robert De Niro and Christopher Walken's characters boisterously sing along to the song, getting load when the song reaches its "I love you baby" climax.

This scene got the attention of the song's writer Bob Gaudio, who saw how powerful a song could be if placed in the right visual context. This gave him the idea for the stage production Jersey Boys, which was later made into a movie. "That was the spark way, way, way back then that made me think something could happen visually," Gaudio told us. "And the first thing that crossed my mind was a Broadway show."
In America, here are the charting covers of this song:

The Lettermen (#7, 1968 - in a medley with "Goin' Out Of My Head")
Nancy Wilson (#52, 1969)
Gerri Granger (#108, 1975)
Pet Shop Boys (#72, 1991 - in a mashup with "Where The Streets Have No Name")
Lauryn Hill (#35, 1998)
One of Valli's frequent backup singers was Linda November, who married Artie Schroeck, who arranged this song. November is also the voice behind the singing cat in the Meow Mix cat food commercials.
American electronic producer Surf Mesa had a worldwide hit in 2020 with a tropical house banger "Ily (I Love You Baby)" that repurposes the lyrics of "Can't Take My Eyes Off You."

Comments: 11

Turd from St. Joseph, Mo UsaI figured it out -- just a couple days after my first post regarding an audience-participation version of this song that, as it turns out, don't exist!!!

The song I'm thinking about is actually the "Goin’ Out of My Head/Can't Take My Eyes Off You" medley by The Lettermen -- NOT Frankie Valli! It's a version that was released just a couple months after Frankie Valli's.

I was a kid when both songs came out, and my very young mind melded the versions together. I think Spock was somehow involved.

Anywayz, The Lettermens' version does sound like a studio recording with an audience track added -- but I'm certainly willing to be wrong about that.

Sanity restored, even tho', yes, I'm still nutzo.

THANK YOU FOR YOUR ATTENTION TO THIS MATTER.
Turd from St. Joseph, Mo UsaI know already that I'm nutz, but is this the reason why?

I swear there was a popular version of this song that sounds EXACTLY like the studio version, but in the version I keep hearing in my head, an audience is clearly cheering on Frankie in the background -- especially just after the two-minute mark, when he really belts out the line, "I LOVE YOU, BABY, AND IF IT'S QUITE ALRIGHT, I NEED YOU, BABY..." I don't think I'm talking about an actual live version of the song, but if it is a live version, boy-howdy, Frankie NAILED it on stage! It sounds to me instead (in my head) as though an audience track was added to the studio version.

I cannot find the version of this song that haunts me anywhere!!! Someone, please help me stop the madness from within!!! I almost feel as though I'm starring in the movie "Yesterday," in which I'm convinced I'm the only person who's ever heard the "audience" version of "Can't Take My Eyes Off You" by Frankie Valli!
Barry from Sauquoit, NyOn this day in 1967 {July 16th} "Can't Take My Eyes Off You" by Frankie Valli peaked at #2 {for 1 week} on Billboard's Hot Top 100 chart*, for the week it was at #2, the #1 record for that week was "Windy" by the Association...
Between 1966 and 1980 the New Jersey native, as a solo artist, had fourteen Top 100 records, four made the Top 10 with two reaching #1, "My Eyes Adored You" for one week on March 16th, 1975 and "Grease" for two weeks on August 20th, 1978...
One of his fourteen charted records on the Top 100 was a duet with Chris Forde, "Where Did We Go Wrong", it peaked at #90 in 1980...
As a member of the Four Seasons he charted forty-two times, fourteen made the the Top 10 with five reaching #1, "Sherry" for 5 weeks in 1962, "Big Girls Don't Cry" for 5 weeks in 1962, "Walk Like A Man" for 3 weeks in 1963, "Rag Doll" for 2 weeks in 1964, and "December 1963 {Oh What A Night}" for 3 weeks in 1976...
And as a member of the Wonder Who?, the group had four of their records made the Top 100 chart, with their covered version of Dylan's "Don't Think Twice" peaking at #12 in 1965...
In 1956 he was a member of the Four Lovers, they had one Top 100 record, "You're the Apple of My Eye", it reached #62, and on May 6th, 1956 they performed the song on 'The Ed Sullivan Show'...
Frankie Valli, born Francesco Stephen Castelluccio, celebrated his 86th birthday two months ago on May 3rd, 2020...
* And from the 'For What It's Worth' department, the remainder of Billboard's Top 10 for July 16th, 1967:
At #3. "Light My Fire" by the Doors
#4. "San Francisco (Be Sure To Wear Flowers In Your Hair) by Scott McKenzie
#5. "Little Bit O' Soul" by the Music Explosion
#6. "I Was Made To Love Her" by Stevie Wonder
#7. "Up-Up and Away" by the 5th Dimension
#8. "A Whiter Shade of Pale" by Procol Harum
#9. "C'Mon Marianne" by the Four Seasons
#10. "Come On Down To My Boat" by Every Mothers’ Son
Roy from United KingdomFurther to my comment below, the name of the composer is Eddy Agar, he plays the drums and is the main singer in his band. A great talent indeed. He contracted polio as a child and although he has great difficulty in walking he manages to play golf and is very competitive to this day. I believe he was nineteen years old when he sold the rights to this song. You can see by my arithmetic that was in 1961, a few years before it was a huge hit.
Roy from United KingdomSorry to spoil everyone's conception of who wrote this famous song performed so well by Andy Williams but it was actually written by an English composer called Eddie Ager. As a young struggling musician, desperate for money, he reluctantly sold this song with several others for the paltry sum of £34. Eddie still plays in a jazz band to this day but never equalled the appeal this particular hit endured. With the sale of these manuscripts he relinquished all copywrite and is still in anguish to this day. He hates what he did all those years ago and cannot bear to discuss it. It shows how the young can be incredibly foolish but at the time, he needed the cash. Sadly Eddie is now 76 years old and will never know what he may have missed.
Barry from Sauquoit, NyOn November 16th 1969, Nancy Wilson's covered version of "Can't Take My Eyes Off of You"" entered Billboard's Hot Top 100 chart at position #98; and on December 21st, 1969 it peaked at #52 {for 1 week} and spent 10 weeks on the Top 100...
It reached #27 on Billboard' R&B Singles chart and #28 on the Adult Contemporary Tracks chart...
Between 1963 and 1971 she had nine Top 100 records; her biggest hit was "(You Don't Know) How Glad I Am", it peaked at #11 for 1 week on August 9th, 1964 {and reached #2 on the Adult Contemporary chart}...
Ms. Wilson will celebrate her 78th birthday in three months on February 20th {2015}.
Rick from PhiladelphiaHeath Ledger sings this with a full HS marching band in the movie "Ten Things I Hate about you".
Amadeus from Newport Beach, CaFYI Not only is the posted YouTube video NOT the original recording, it's not even Frankie Valli!
Camille from Toronto, OhThis song should be played more often on oldies radio. I was only 9 years old when it was popular, but I remember my mother absolutely loved it. I'm impressed to learn its pedigree and finding out the brass trivia of the song makes me realize that's a big reason I think this tune has it all: a fabulous lyric, great vocals and awesome instrumentation. Not only that, but Franke Valli is positively gleeful about being so absolutely crazy about a woman and has no qualms saying he is mesmerized by her, hook, line and sinker. Another movie it can be heard in is the ending of "Conspiracy Theory" with Julia Robert & Mel Gibson. A great song to sing along to as the excitement and expression grow bigger as the song continues. True classic.
Steve from Whittier, CaVery unique song in that it has a couple of verses, four-step big band interlude, then chorus, then repeat. Very pretty and catchy. (I'd written the original entry for this; but I'm glad that someone else put it here). And I agree with the other poster...talk about worshipping a woman..:) I was 7 when this came out.

Posted on Feburary 11, 2014.
Meocyber from Alma, CoEasily, one of the prettiest songs of all time. Great combination of lyrics and melody/orchaestration. Talk about worshipping a woman...

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