Out of the Way – ‘the story behind the song’

out of the way-001

Out of the Way
‘the story behind the song’

Copyrighted © 2014 by Jeffrey Alan Breitman

All Rights Reserved


One of the episodes of the 70s-80s sitcom, ‘Happy Days’, includes Richie Cunningham going out on a first date with a pretty girl that he has a crush on and wants to kiss.  Richie is so obsessed and distracted with desire that he has trouble focusing, conversing or, otherwise, ‘being present in the moment’.   The young woman, sensing the impediment, suggests that they (paraphrasing here), “just go ahead and kiss; get it out of the way so we can relax and have a good time”.  Richie eagerly agrees.  So they do.  And then they do.

I told you that to tell you this true story.

Leanna and I were colleagues on a business-to-business sales team.  A beautiful statuesque woman with flowing golden-blonde hair, she stands, in her words, five foot twelve.  Add a pair of not-so-modest heals and she towered over me.  Her usual business attire included a jacket over a silk or satin pale ‘shell’ blouse that lacked the opacity to conceal the encasement of her ‘amplitude’ by her undergarment.  This was perfect, as the height differential conveniently placed her proportionate endowments at my eye level.  Her navy blue pencil skirt, hugging her narrow waist and womanly hips, completed her ensemble.

My business suit and tie did not have as much to work with, with me, as Leanna’s outfit did with her.

Leanna had a boyfriend so, though I entertained fantasies about her, we were friends only.  She knew I was single so she asked if I was interested in meeting her friend, Veronica.  I said ‘yes’ and she arranged a double-date.

The four of us convened one evening at Minori Sushi on Robertson near Pico.  I met Leanna’s boyfriend, Jim, a tall, fit good-looking gregarious man who seemed a good match for her.  And I met Veronica.

Veronica was about five foot-six and quite slender; a delicate girl.  (A delicacy?)  She was pale and pretty with dark wavy hair that she wore just above her shoulders.  She wore a black and dark red jacket with a matching skirt.  Her conservative attire did not conceal her pleasing curvature.

We sat at a table, ordered Japanese beer all around, and proceeded to engage in very pleasant, humor-filled conversation.  This continued after we ordered an assortment platter of sashimi, sushi and other specialties of the house, and then, throughout our consumption of the meal.  After about two hours it was time to leave.  Outside, I expressed my pleasure of having met Jim and Veronica, and parted ways.

I had found Veronica attractive, bright and sweet so I was soon calling Leanna to inquire about getting her phone number.  Leanna got it and gave it to me.  This is where, in this true story, I have only a general memory.  As I recall, Veronica and I went out, two or three times, and had a pleasant time.  I have no idea where we went or what we did.  I do recall that she was easy to be with and a good conversationalist.  And, because of my limited experience with relationships and, more relevantly, not knowing how to enjoy being present in the moment, I wondered where this relationship was going.  I was fond of Veronica and nothing more.  I didn’t know what to do.  There had to be something to do.  I didn’t know we could be just friends and that could be satisfying and meaningful.  I thought to myself, “What if we had sex?”  Then, naturally, I would develop romantic feelings and she would, of course, become my girlfriend.  It was a theory.  Or a hypothesis.  Or, maybe, a conjecture.  Alas, it was only a delusion.

Anyway, I was shy/had no ‘game’ so I never made so much as a move to even kiss Veronica.  At some point, we were discussing the nature of our relationship or relationships in general and, though I can not remember the question or what led up to this, Veronica replied, “Well, if it’s boyfriend-girlfriend then there would be kissing”.  What a sweet and innocent thing to say.  I did not take that as any sort of signal because, in addition to having no ‘game’, the feeling I had was that this was not and would not be a boyfriend-girlfriend relationship.  All of this is extremely nebulous and impossible for me to remember except that there were no expectations and, therefore, no hard feelings or resentments.  I recall being in Veronica’s apartment once or twice and we were just talking and hanging out.  That is my last memory.  Perhaps when she reads this, she’ll remind me of some terrible thing I said or did that ended any contact.  All I remember is that it ended.


I kept thinking about that idea of having sex in order to generate feelings of romance and a relationship.  If we got the sex out of the way, as Richie Cunningham and his date did, then we could concentrate on working the other facets of the relationship.

So, the lyrics came tumbling out for the first two verses, the pre-chorus and the chorus.  For the last verse/pre-chorus/chorus, the third act, my instinct was not to invent a totally happy ending but to inject some irony and, it could be argued, reality about the natural progression of a romantic relationship as sex becomes equal to and, in some cases, subordinate to other elements.  The term ‘knocked it out’ was lifted from ‘Mark & Brian in the Morning’, a euphemism they used for having sex.


I brought the lyrics to Lonesome Pie’s next rehearsal in room 5 at West LA Studio Services.

West LA Studio Services - Room 5

After having played a few songs from our repertoire, we worked on the arrangements for two new songs: ‘Leslie’s More’ by Matt and ‘Neatness Counts’, co-written by Matt and Chris.  This was as good a time as any to announce, “I’ve written a song”.  Or I made the announcement right at the beginning of rehearsal during the customary, uhhmmm……herbal ritual; I do not remember.

Regardless, they said, “Let’s see it”, and I gave each of them a copy of the lyrics.  They read them and Matt asked, “How does it go?”  I answered, “I don’t know”.  “How do you think it goes?” he asked.  I proceeded to sing the lyrics in a way I had done, alone, for my own amusement.  The verse was rather monotone, the pre-chorus had some subtle melodic quality and the chorus was not far from the ultimately performed/recorded versions.

A microphone on a boom-stand was put in front of my face as I sat at my drum kit and as I sang the song again (with some stops and re-starts), Matt created a supporting chord progression on his guitar and Chris came up with a bass part.  Soon, it was time for me to play drums and, though as I recall, I was offered the singing task, I eagerly turned it over to Matt.  We played the song through a few times during which Matt expanded the melodic amplitude and, thusly, heightened the meaning and appeal of the story told by the lyrics.  Chris sang harmony on the choruses.  As there was no bridge (contrasting section or ‘middle-eight’), a guitar solo was added between the second chorus and the third verse; where all guitar solos (should) go.


Lonesome Pie was a self-propelled efficient machine so the arrangement of ‘Out of the Way’ was complete within the following one or two rehearsals.  The song was added to the live set in the same period as ‘Neatness Counts’ and ‘Leslie’s More’ and was usually followed by an enthusiastic response from the audience.  On one occasion a woman, of all genders, came up to me after the set and, as much as, said that the song’s message rang true for her.  I’m sure there is a solid explanation as to why I did not go home with her (or vice versa); let’s say that she was someone’s aunt.  Yeah, that’s it; she was the aunt of someone connected with the band.  And I have no ‘game’/don’t know how to take a cue.


On the first and second of November, nineteen ninety-seven Lonesome Pie was at ‘The Art of Noise’ recording studio in Hollywood for its next recording session.  By this time the band could record rhythm tracks, overdubs, lead & backing vocals and do a final production mix for three songs in 20 hours over a single weekend.  We started at 10 AM and finished at 8 PM on Saturday and Sunday.  Eric Arm was our recording and mixing/production engineer; he was fast, good and a pleasure to work with.  Absolutely no nonsense; a consummate professional.  The band, itself was quite a different story.  No, I’m kidding; we were very well rehearsed, worked hard and got ‘keepers’ in, usually, one to three takes.  The mid-session meal usually came from Astro Burger.

During this weekend Lonesome Pie recorded its three most recent songs: ‘Neatness Counts’, ‘Leslie’s More’ and ‘Out of the Way’.  The composition, arrangement and recording of these three songs, represent, to me, the band’s (if I may) ‘Help’/’Rubber Soul’ period.  These songs were such shiny, well-crafted pop gems that benefitted further from a noticeable increase in the use of recording and production tools and techniques.

Out of the Way - recording track sheet - JPG

After Eric miked my 4-piece + cymbals kit with seven microphones and got levels, I put on the headphones, heard Eric say, “Out of the Way, take one……tape rolling”, clicked my sticks four times and began to play.  I required three takes to get a ‘keeper’ drum performance.  Guiding me through the song, in my ‘phones’ was Matt playing a scratch rhythm guitar and Chris playing a bass part that would be a keeper with, perhaps, a very few ‘punched in’ corrections.  No guide vocal was required due to our familiarity with this straight ahead rocker.  Matt, then, recorded two rhythm guitar tracks, those great ‘tremelo’ chords during the pre-chorus and a fine guitar solo.

Then it was time for Matt to record the lead vocal.  There he was, standing alone in the vocal isolation booth, with three pairs of eyes on him and his voice about to come through the monitors in the control room.  Though we had performed this song multiple times live, Eric would now be hearing the words for the first time so Matt got a little embarrassed and, just before the ‘record’ button was pushed, Matt chuckled, “Jeff, I’m gonna kill you”.  We all laughed.

Lastly, Matt and Chris recorded their harmony and other backing vocals.


It was Matt’s idea, as I recall, to mute the rhythm guitars during the last verse, leaving only bass and drums to accompany the lead vocal, adding tension and to underscore the irony of the ‘third act’ of this mini-play.  Chris came up with the idea of whispering, “Let’s do it; let’s do it”, in the pre-choruses.


‘Out of the Way’ (and ‘Neatness Counts’) was licensed for inclusion in the 2002 direct-to-DVD cinematic epic, ‘Sex and the Teenage Mind’.  It is heard, in part, over the closing credit roll.

And now, please ‘click’ below and enjoy ‘Out of the Way’.


(Hey, I already have a follower on SoundCloud, the music site, immediately above, where the audio file of the song was posted. That’s nice.)

Ain’t no Sunshine (Vernal Equinox minus 5, 2014)

sun hat2
with apologies to Bill Withers

Ain’t no sunshine on my face
Cuz I bought a wide brim hat
Ain’t no sunshine on my face
I could fly through outer space
Mr. Sol just deal with that

This here hat is UV strong
Helios it will reflect
This here hat is UV strong
Draw a hit upon your bong
I won’t get a sunburned neck

And I walk and walk and walk and walk
And walk and walk and walk and walk
And I walk and walk and walk and walk
And walk and walk and walk and walk
And I walk and walk and walk and walk
And walk and walk and walk and walk
And I walk and walk !
A tan line you’ll find no trace
Ain’t no sunshine on my face

Ain’t no sunshine on my face
New hat’s got a back flap, too
I can go to any region
Lookin’ like French Foreign Legion
Camels wear them in the zoo
Camels wear them in the zoo
Camels wear them in the zoo
Camels wear them in the zoo

Here, this is fun. Goes right away from 2nd verse into bridge and back into 3rd verse.

Treatment for occasional sadness/depression

1. eat
2. watch beginning of ‘Ordinary People’
3. eat
4. continue watching ‘Ordinary People’
5. eat
6. fall into food coma
7. be awakened by phone call
8. watch end of ‘Ordinary People’
9. cry (a little)
10. feel better

repeat as needed

*for similar results (for different reasons) substitute ‘Ishtar’ for ‘Ordinary People’

Lonesome Pie – a brief personal assessment (and two songs)

out of season

Of the approximately two dozen bands of which I was a member between 1975 and 2012, to me, Lonesome Pie was the most creatively satisfying, productive and successful.

Lonesome Pie was creatively satisfying, because the songs that Matt Bosson and Christopher Earl wrote were right in the middle of my drumming ‘wheel-house’, which is to say that I had the instinct and freedom to write my own drum parts without any necessary ‘dictation’ from the composer. Occasionally or when I was stuck for an idea, Matt and Chris did come up with good direction on how I could support a given part of a song through my drumming. Also, I was permitted to add, to studio recordings, all the hand percussion overdubs I wanted. Lastly, Matt and Chris accepted my first composition which was included as part of our live repertoire and album.

Lonesome Pie’s productivity was demonstrated by the early unreleased recordings, an 18-song album released on CD, an unreleased 4-song EP and another 8 composed and arranged songs. On average, we maintained a rehearsal schedule of once weekly and a once-a-month live show.

I consider our being played on KCRW and having been, somewhat, favorably reviewed in The Music Connection as signs of success. Even more was Lonesome Pie’s success as a progressively working artistic entity that developed, noticeably, during its 3 year existence.

From the EP, ‘Lonesome Pie’
(P) 1999 Lonesome Pie
All Rights Reserved

Matt Bosson – guitars, vocals
Christopher Earl – bass, vocals
Don Mogill – guitars, vocals
Jeff Breitman – drums, percussion
Eric Arm – recording/production engineer
produced by Lonesome Pie

Poor You
(C) 1999 Bossonova Music (BMI)
guitar solo – Don

Out of Season
(C) 1999 Bossonova Music (BMI)
guitar solo – Don
backing vocals – Leslie Bosson