The Dave Grusin Archive
Music for the Scree
The Fabulous Baker Boys

& BUY!

Stars:  Jeff Bridges, Michelle Pfeiffer, Beau Bridges, Ellie Raab

Director:  Steven Kloves
Producer:  Paula Weinstein
Released:  20th Century Fox 1989

Story:  Two brothers' fifteen-year partnership as a twin-piano lounge act is shaken by the addition of a feisty and sexy singer who sparks changes in their act and their relationship.

Nestled amongst a sea of popular tunes, “The Fabulous Baker Boys” contains  some of the coolest jazz compositions Dave Grusin has put on film.  Not exactly lost or hard to find, but with so much music in this movie (over an hour - half of it source music), the original  jazz needed to be super terrific to shine alongside all those standards which grace the film.

And scintillating it is. “Welcome to the Road,” “Shop Till You Bop” (with that super double bass solo), “Jack's Theme” (the main title) and “Suzie and Jack” all breathed their first life in “The Fabulous Baker Boys” and are among the best-known Dave Grusin pieces as a result of their appearance on the hit soundtrack album.  His enormous input into this film is just another reason (in addition to an Oscar nomination only a year after winning the award for "Milagro Beanfield War") why this is a particularly special entry in the Grusin filmography.

That ability to capture and define critical moments in a film via music stands out clearly in “The Fabulous Baker Boys.”  The dramatic underscoring kicks in at just the right instant, whether to move the film along (as with “Welcome to the Road”) or even slow down the pace, as in the more thoughtful scenes, “Moment of Truth” being a perfect example.

Floating on an atmospheric cushion of late-night jazz, the motion picture always remains grounded in reality, never becoming overly sentimental, depressing, or banal as could happen with a storyline such as this.

Dave Grusin's gift for using music to add depth and three-dimensional form to characters (as opposed to merely writing an identifying theme) is also on display here, with original compositions concentrating  heavily on the lifestyle and personality of the sullen and indifferent Jack Baker.  The bluesy jazz perfectly fits the mood and ennui of a dissolute Jack throughout the film, but still manages to soften some of the more jagged edges, a tricky task with his consistently sarcastic lines.  

While Jack's contemptuous attitude is splashed all over the film via dialogue and Jeff Bridges' superb acting, the music helps to give the unlikable Jack a sympathetic side, and provides necessary insights into the character, adding  substance and complexity.  The trumpet is employed effectively to represent him musically.  Embittered with his dead-end life, he attempts to appear existential,  but is really weak, frustrated and angry, feeling he has wasted his talent.   The moody score portrays him as a man who hides from life, afraid of commitment and fearful of venturing forward, lest he fail and have no one to blame but himself.  

Evoking his restlessness, the elegant and soulful score also brings out the subtext of three anxious entertainers relying on each other, trying to maintain their self-esteem in the hope of a career break.  The music amply conveys their exhilarating and momentary success, but those indigo themes are never far away, forever tingeing the film with melancholy, these  artists always in a precarious situation.

While the geographic setting is Seattle, the score puts the location more universally in the late-night world of entertainers like the Bakers.  Matching the darker tones of the cinematography, it's film noire in flavor - full of feeling, suggesting smoky night clubs, loneliness, characters whose hard exterior belies a gentler side (in this case, playing it cool, acting tough as nails, but wallowing in self pity), and all that comprises the world of the unsuccessful  show business performer.  

Instrumentation is also employed for character development, muted trumpet giving a lost and lonely sense to Jack's theme, and saxophone used to represent the alluring Suzie who is melodically strong but vulnerable, in addition to projecting sensuality and impishness.

“Suzie and Jack” crystallizes the emotions of two  people who don't know how to let their guard down, and suffer accordingly.  Primarily used to  represent the mixed qualities Suzie exhibits, the melody is carried by the poignant sound of tenor saxophone. The catalyst  of Jack in her life is indicated  when the piece goes into double time, and trumpet takes over. (As the piece moves on its way, the sax returns, completing the theme.)

Filling over half the film, the score is  a mixture of original jazz and source music represented by both `live' performances and recordings.  Thus, in addition to Michele Pfeiffer singing contemporary and classic standards, we also hear such gems as  Benny Goodman's 1936 rendition of “Moonglow,” The Duke Ellington Orchestra (under the baton of Mercer Ellington) performing “Do Nothing Till You Hear From Me” and “Lullaby of Birdland” played by the Earl Palmer Trio.

Of course, for many moviegoers, the high point of the film was Michele Pfeiffer's show-stopping performance of “Makin' Whoopee” atop a grand piano.  Dave Grusin  was heavily involved in the musical aspects of her performance.  As she was so impressive in the film, and so many people have shown interest in her as a singer, a bit of background on the subject is in order here.

Her singing experience had been so limited, Dave Grusin  was only one of the people who were a little skeptical as to whether her voice should go on the soundtrack.  However, when she came into the studio, and sang “My Funny Valentine” for him (a song the pair went on to share a Grammy for at the end of this story), he summed up the effect with the quintessentially Grusin superlative “she killed me!”  (In fact, Michele Pfeiffer remembers practicing that number one night until 3 a.m.)  

Enlisting the vocal coaching skills of colleague and friend, Sally Stevens, Dave Grusin saw to it that the popular star was properly tutored to bring out the best in her attractive and sensuous singing voice.  The end result  was "an airy alto, a nice breathy quality, and  intelligence in delivery," according to Ms. Stevens.

Sally Stevens had worked with Dave Grusin on numerous projects, as singer, lyricist and vocal contractor.  She recalls him saying “'I don't know if this is going to be a compliment or an insult but …” and explained that director Steven Kloves wanted Michele Pfeiffer to sing her own songs, so they were looking for someone to coach the actress, not dub her voice.

At that point, no one knew whether the concept would work.  Singing standards with only piano backing leaves one with nowhere to hide, and Michele Pfeiffer's previous singing experience - rock with lots of vocal backup in the musical film “Grease II” was a far cry from what was being demanded in “The Fabulous Baker Boys.”

But it wasn't just a first for the actress.  Sally Stevens had never done such coaching, and her varied experience as a vocal producer had always been with professionals.  She concluded “I think Dave thought that in my career I had done what the Susie Diamond character had done and that Michelle, consciously or unconsciously, would pick up some things."

Michele Pfeiffer explored many avenues in the successful effort to give her performance authenticity.  “It was a graphic example of what a good actor can really do,”  explains Dave Grusin.  “She spent a lot of research time, went around and heard singers and studied what they did. Everything, all the body language” he adds.  Michele Pfeiffer confirms “I listened to a lot of music - Billy Holiday, Helen Merrill. I didn't copy anybody, but I heard a lot.”

Indeed, one of the first `lessons' found actress and coach visiting the Hollywood Roosevelt Hotel's Cinegrill, a lounge where the ladies listened to a nightclub singer and sampled the atmosphere. "Her instincts were wonderfully astute," says Sally Stevens admiringly. "Michelle sensed an undercurrent of anger in the singer's performance. I think it's true with a lot of club singers who haven't had the recognition they feel they deserve or that they had hoped for." This was the source of the anger Michele Pfeiffer incorporated into her creation of the Suzie Diamond character.

As for development of the actress' singing voice, Sally Stevens explains” I suggested Michelle listen to Ella Fitzgerald. Nobody sings better, not that I wanted her to sound like Ella but there's a quality artists of that period had that we felt the character Susie might have listened to."

Amusingly, one of the greatest stumbling blocks was simple pronunciation, Sally Stevens recalling Michele Pfeiffer came closer to Bob Dylan than Ella when she sang.  To counteract the phenomenon, Sally Stevens and Dave Grusin recorded the songs being considered for Michele Pfeiffer to use as a reference for enunciation.  (The composer also taped a piano only version of the songs to use for vocal practice.)

In terms of technique, Sally Stevens winged it as far as coaching ideas were concerned.  She stressed the importance of saying the words at the front of the mouth with the lips and the teeth, and suggested the idea of a feeling of a smile in the throat telling the actress to put a smile on her face to give the pitch and the sound a lift.

If one is to compare the slightly slurred speaking voice of Suzie Diamond in the film to her singing, the difference can be attributed to Sally Stevens putting emphasis on the consonants and percussive endings like "T" and "K." She explained about using language as a tool in singing, and about `flirting with the lyrics.' On the other hand, it was important for Suzie Diamond to sing with, while pleasant, an untrained voice.  She adds, "what I tried to do was take the sparks of the positive stuff and fan them.”  

Quite clearly, in addition to developing a very attractive singing style, Michele Pfeiffer learned to avoid a common trap, and in all cases, sells the song, and not herself.

While Michele Pfeiffer did her own singing, the pianos of the characters of Jack and Frank Baker were played by Dave Grusin and John F. Hammond, using a technique known as sidelining.

Coached by pianists Lou Foresteri and Joyce Collins from September 1988 to February 1989, Jeff and Beau Bridges studied a videotape that showed the hands of the pianists as they recorded the music for the soundtrack.

The practice of sidelining - playing a silent piano - as they were required to do in the film is no small skill.  Jeff Bridges is a fine pianist in his own right (having even recorded an album of his own) and Beau Bridges (almost getting himself into character to become the pedantic Frank Baker) got up at 5 am to practice.  It is reputed that Jeff Bridges actually did play for himself in one scene - when Suzie catches him playing quiet jazz alone  at the resort hotel during the daytime.

Speaking of hidden musicians in the film, credit should be given to the masterful performances of Sal Marquez on trumpet, Ernie Watts on sax, Lee Ritenour on guitar, Brian Bromberg on bass and Harvey Mason on drums.

You can hear some of the fabulous music in this film on the soundtrack album - but nowhere near enough of it.

Music Editorial Consultant:  Else Blangsted
Music Editor:  Bunny Andrews
Executive Music Producer:  Joel Sill

Running Time:   1 hour, 49 minutes
Music Time:  (approx) 63 minutes

GRP  - GRD 2002
released as LP and CD


Main Title (Jack's Theme)  
Welcome to the Road   
Makin' Whoopee
Suzie and Jack   
Shop Till You Bop  
Soft On Me   
Do Nothin' Till You Hear From Me
Moment of Truth   
Moonglow (original recording)
Lullaby of Birdland
My Funny Valentine


Hear samples from this soundtrack and purchase it.  Click the cover image at the right, and just type “Dave Grusin” or the specific film into the search box.

soundtrack album

Dave Grusin
Feature Films


To obtain the

Fabulous Baker Boys Songbook,

just go to


(times approximate)

.45 - 3.00   (2.15)

After Jack has parted with a pick-up, and left for his job, moody, late-night sounding “Jack's Theme” portrays the character and  runs under main titles  and street scenes of Seattle at night.  Fades out after arrival at club, as his brother speaks.

3.53 - 3.55    (.02)

Source music of keys running across the piano as Jack is introduced by his brother.

4.34 - 5.09   (1.05)

Source music “People” as Frank introduces song and they play.  Ends with change of scene.

6.32 - 6.43   (.11)

Beginning over a view of the Seattle skyline, source music “Jingle Bells” played by Nina on piano in Jack's apartment.

7.37 - 8.14   (.37)

Beginning from scene in Jack's apartment, source music “Girl from Ipanema” played in a lively manner by brothers, as if oblivious to nearly empty cocktail lounge.  

9.55 - 11.02   (1.07)

After brothers are paid off for not playing, romantic bluesy theme with saxophone solo (a harbinger of Suzie),  plays under their conversation in the car about getting a vocalist for the act.  Ends before end of scene.

12.16 - 12.53   (.37)

Vocal “The Candy Man” sung by Blanche/Monica at audition.  Ends as Frank screams “Blanche!” to get her to stop.

13.08 - 13.59   (.51)

Vocal - a montage of `singers' auditioning:  “My Way” (11 secs), “Up Up and Away” (11 secs), “Tiny Bubbles” (4 secs), “I Go To Rio” (3 secs), “Feelings” (4 secs), “I Want to Love You” (2 secs), “I'm Going Back” (3 secs), “I'm So Excited” (13 secs)    

16.36 - 18.04   (1.28)

Vocal “More Than You Know” sung by Suzie at audition.

18.15 - 19.25   (1.10)

Source music - Muzak playing in lobby of venue where brothers wait for Suzie.

19.26 - 20.40   (1.14)

As Frank drags Suzie away, fast, bouncy “Shop Till You Bop” plays over scenes of hurried purchase for Suzie's stage clothes.  Plays through return to the venue and conversation there, ending as they go on stage.

21.15 - 21.39   (.24)

Source music as Frank plays intro to “Ten Cents A Dance” as he introduces Suzie.  Music stops short when she has trouble with microphone.

22.06 - 24.09   (2.03)

Vocal “Ten Cents A Dance” sung by Frank, Jack and Suzie.

25.00 - 26.00   (1.00)

Beginning in (previous) scene with Suzie and brothers in the street after first night, vocal “Can't Take My Eyes Off of You” sung by Suzie  to enthusiastic audience.

27.06 - 28.08   (1.02)

Beginning in street scene, source music “Lullaby of Birdland” played in black night spot as Jack chats with proprietor.  Ends in next scene in Jack's apartment.

29.47 - 32.04   (1.17)

Romantic theme (evoking Suzie) “Soft on Me” with Bluesy late-night feel plays as Jack and Suzie chat in the street before Frank appears and departs.  Jack makes overtures to Suzie who rejects him with a light touch.  Ends with change of scene.

33.46 - 35.18   (1.32)

Faint source music of perhaps television in Jack's apartment house.

35.45 - 37.08   (1.23)

As Jack insists his dog is accompanying them, funky “Welcome to the Road” gives lively and positive feeling to montage of scenes from car drive and arrival at resort where group is to play over New Year's.  Sense of traveling and adventure to the music.  Ends with scene of brothers in their room.

37.47 - 39.18   (1.31)

Source music “Perdido” playing loudly from Suzie's room in the middle of the night.

39.18 - 40.46   (1.28)

Vocal “The Look of Love” sung by Suzie in lounge fades up from “Perdido.”  Ends with change of scene.

40.47 - 42.03   (1.16)

Source music “Prelude to a Kiss” played in their suite as Suzie and the brothers chat.

42.05 - 46.07   (4.02)

Source music - Benny Goodman's “Moonglow”  as chatting about the past continues and Suzie and Jack then dance, and she again rejects his overtures.

47.01 - 48.21   (1.20)

Source music - Jack plays quiet jazz on hotel piano alone as Suzie approaches and listens admiringly.  Ends as he stops playing.  (Said to be the only time in the picture when Jeff Bridges is actually playing the piano on the soundtrack rather than Dave Grusin.)

52.34 - 55.35   (3.01)

“Do Nothin' Till You Hear From Me” plays over scenes of Jack and Suzie at a loose end, moving around the hotel suite, observing each other and waiting for news from Frank.  Sensual music gives undertone of sexuality to these scenes in which they are virtually never in contact.

56.16 - 58.53   (2.37)

Beginning in scene of Suzie in bath, vocal “Makin' Whoopee” sung by Suzie as she crawls all over Jack's piano on stage.

59.35 - 1.00.26   (.51)

After Suzie kisses Jack during New Year's celebration,  sultry and romantic music played by trumpet and strings fades up from sound of reveling to scene of hall when guests   have gone, and Suzie and Jack are alone there.  Fuller version of the romantic theme indicates they are drifting together, and fades as they start to speak.

1.03.19 - 1.05.51   (2.32)

Romantic solo piano over scene as Jack chats with Suzie, then rubs her back.  Strings added as he kisses her.  Ends with change of scene.  

1.06.43 - 1.07.48   (1.05)

Languid, romantic music plays as Jack leaves Suzie in bed and goes out.  Bluesy trumpet plays on into next scene of him returning to his apartment looking pensive.  Though their conversation was unromantic, music leaves feeling of something still going on between them.  Resonance continues on into next scene of the three sitting at a table in a café.

1.11.07 - 1.11.19   (.12)

Source music “Jingle Bells” played by Nina in Jack's apartment as Suzie goes up to his door.

1.11.27 - 1.13.04   (1.37)

Starting in scene of Nina answering Jack's door, source music of Jack playing the same piece as at the resort, but this time with a combo in the black night spot as Suzie comes in and listens.  Ends in next scene of Suzie back in Jack's apartment.

1.13.10 - 1.14.02   (.52)

Romantic bluesy saxophone music evoking Suzie under scene of her in Jack's apartment.  Plays over scene of harbor and cut back to Suzie dressing as Nina comes in the window when cue ends.

1.14.37 - 1.14.52   (.15)

Delicate, gentle piano music as Jack tells Suzie of early days with his brother.

1.14.58 - 1.15.02   (.04)

Source music - brief piano riff

1.16.53 - 1.17.30   (.37)

Quiet music with strings and trumpet sets a melancholic mood as a sullen Jack is left alone after Suzie tells him she might be leaving the act.   Ends with next scene.

1.17.32 - 1.18.25   (.53)

Vocal of Suzie singing “Feelings” ends in next scene of Suzie and Jack walking down the street.

1.21.27 - 1.22.59   (1.32)

Starting on a rather dramatic long, low string note, gentle, moody piano and strings play wistfully over scenes of Jack walking in the street, and encountering a girl who resembles, but disappointingly, is not Suzie.

1.22.35 - 1.23.33   (.58)

Source music of a boy dribbling a basketball to “Sweet Georgia Brown” in TV studio as brothers enter.

1.24.26 - 1.24.41   (.15)

Source music of big fanfare introduction as brothers begin to play on telethon, interrupted by bell and announcer.

1.25.04 - 1.25.13   (.09)

Source music of “Sweet Georgia Brown” starts up after brothers are interrupted, and Jack becomes violent in the studio,  Ends in alley as both brothers are thrown out of TV studio.

1.28.34 - 1.29.14   (.40)

As  Jack comes close to damaging his brother's hand, then relents and walks away, strings emphasize the fearsomeness their partnership has reached. Moody “Jack's theme” delineates the disintegration of the relationship.  Scene changes to skyline, then street scene.  Ends as Jack wakes up in café to Blanche singing “Candy Man.”

1.30.42 - 1.31.45   (1.03)

Bluesy “Jack's theme” begins again as Blanche tells him he's her last ticket, but instead of making an advance, he advises her to be careful getting home.  Music gives sense to scene that Jack has `given up' rather than that he is being honorable with her.  Scene moves to Jack arriving at his apartment where Nina irritatingly bounces a ball on a paddle,

1.32.14 - 1.33.55   (1.41)

Sentimental piano music - “Moment of Truth,” loosely based on “Candy Man” melody, plays as a repentant Jack goes up on the roof to placate Nina.  Plays over their friendly conversation.

1.33.59 - 1.34.19   (.20)

Piano music begins again as Jack offers to give Nina a piano lesson, but she leaves him alone up on the roof, playing with paddle and ball.

1.34.21 - 1.35.13   (.52)

Source music - piano in same scene, but it is actually coming from next scene in the empty jazz club, where Jack is playing the piano alone.  This time, it is the tune he played during the day at the resort hotel.  

1.35.37 - 1.37.05   (1.28)

Source music - radio or phonograph playing Tony Bennett appropriately singing “In My Solitude” at Frank's home as Jack walks in open door.

1.37.06 - 1.39.02   (1.56)

Strings  and guitar give a lonely sound to music under dialogue of  Jack telling his brother why he won't go on with the act.  They chat amicably, but the sense of ending is ever-present in the philosophical music.

1.40.17 - 1.41.01   (.44)

Vocal- brothers sing “You're Sixteen, You're Beautiful and You're Mine” together with sense of fun.

1.41.27 - 1.43.43   (2.16)

Slow, romantic, reflective piano music plays over meeting between Jack and Suzie in the street, their conversation and their cordial parting.

1.43.42 - 1.46.43   (3.01)

Vocal “My Funny Valentine” sung over closing titles.

1.46.43 - 1.48.54   (2.11)

“Welcome to the Road” fades in over concluding credits.


Music Recording Engineer:  Don Murray, Sideline Piano Supervisor:  John E. Oliver, Music Preparation:  Jo Ann Kane, Music Supervision:  Windswept Pacific, Music Recorded by:  Sunset Sound,

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