Frank Sinatra: "Watertown" (1970)

Certain albums grow in you and become a part of your psyche; I have always held a strong connection to this album. My mother is an avid Sinatra fan, always was so, and still is. I remember her playing this record in the 70s when I was a kid, quite young, I remember being transfixed by the album, even if I was too young to understand it fully.

I remember studying the gatefold sleeve with embossed text and silver leaf ink, the feel of the textured cross-etched cardboard, back in the days of vinyl LPs, the ink sketches on grey paper, that depicted a train station adjoined to the main street, the inner gatefold that depicted a bed filled with a family album, letters, cards, things that make up a life of memories, the art-work embossed with silver tint, as well as the fold out poster, in black and white with a silver tint, a somber photo of Sinatra at railroad tracks, looking reflective.



I still have vivid memories of living in the complex house in San Rafael, CA above a flower shop, with a giant backyard and a giant tree that became my entire world when I was a boy, and so a part of me always will connect this album to my childhood in the 70s. Setting aside that connection, the very reason why this album is the first cited, it is simply an undervalued gem, a masterpiece of post modern pop music. Frank Sinatra had spent the better part of the sixties delivering a string of hits for Reprise, I Get A Kick Out Of You, Luck Be A Lady, The Way You Look Tonight, My Kind Of Town, The Best Is Yet To Come, Fly Me To The Moon, before releasing a series of ‘event’ records, It Was A Very Good Year, Strangers In The Night, Summer Wind, That’s Life, Something Stupid, and My Way. Sinatra had personified urban cool all through the 50s and 60s.



But by ’68 Sinatra was in transition while going through a divorce with actress Mia Farrow. After the release of The Beatles, Sgt. Pepper, the music scene had changed so drastically with the heavier sounds of Jimi Hendrix, and The Who, that many of the old school pop artists had trouble adapting.

It was within this climate that Sinatra threw down a gauntlet, defying the expectations of his standard fan base, by seeking a collaboration with Frankie Valli’s (of the Four Seasons fame) partner, Bob Gaudio, to do a contemporary piece that was unique for Sinatra, Gaudio and Sinatra met around mid-1968 to discuss the project. Guadio brought in Lyricist Jake Holmes who had worked on the Four Season’s Genuine Imitation Life Gazette. Holmes had started his career as part of the comedy team Jim, Jake, Joan (with Jim Conell and Joan Rivers). Interestingly enough, it has been rumored that Holmes was the original writer of “Dazed and Confused” which Jimmy Page, and Led Zeppelin, allegedly nicked.

After the team recruited arrangers Joe Scott, and Charles Callelo, Gaudio and Holmes stayed in Montclair, California and wrote the album in the space of six weeks. The Orchestral tracks were recorded in New York City, July 14-17, 1969, where Sinatra was present, and the vocals were finished in Los Angeles between August 25-27.



What Gaudio and Holmes brought to Sinatra with Watertown, was a harbinger of the post-romantic movement in popular song, and one that explored its subject without so much as blinking over the changing social climate of the era. Watertown isn’t an easy album to take, it has an austerity, bleakness, and an introspection that was uncharacteristic for Sinatra. It doesn’t fit in with the Ring-a-Ding sensibility that Sinatra personified, and these songs are not in a heroic vein. The songs shared the stylistic flavor of Jimmy Webb (Wichita Linemen, MacArthur Park suite), and the arrangements shared a similarity to the late 60s / 70s waltz’s of Brian Wilson, or the pinnacle of his Pet Sounds / Smile era.



Watertown is a concept album in the true sense, and subtitled as ‘A Love Story’, and broken into two parts, it could be summarized as a tale of love gone awry, but there is something much more layered, subtle, and complex about the album – this material ends up being all subtext.

Opening title track set’s up the mood for the album, it establishes the place, a small town, languid, quiet, and the track follows in the tradition of such songs as “Lazy Afternoon”. The opening bass feels a little behind the beat and accented by a clipped guitar line, the song is basically a Tin Pan Alley blues, the type of material Sinatra dealt with early in his singing career. Yet the lyric hints of something not quite right: “It can never be a lonely place / when there’s the shelter of familiar places / who can say / it’s not that way.” Gaudio described the track as something that would run as the opening credits of a TV special. Of special note should be that wonderful, slinky clarinet solo.



“Goodbye (She Quietly Says)” sets up the major characters, our protagonist who is not named performed by Frank, and his wife, Elizabeth, who informs him at a coffee shop with cheesecake and apple pie that she is leaving him for the big city. Yet, there no emotional outbursts, just a devastating event that plays out with little notice from anyone around them, yet relationships simply don’t just end out of the blue, there are usually warning signs, as portend in the verse: “Just Two always strangers / avoid each other’s eyes / one still make believing / one still telling lies.” The track opens with a classical guitar figure and builds from there.



The bulk of the rest of the album is told as a series of soliloquies from our protagonist. “For A While” speaks about the fleeting aspects of grief within these vignettes of day to day life, as Jake Holmes described in the following interview:

"I’ve always felt that there is that moment in your life, when you forget something that is really terrible. For five minutes the sun is shinning and everything is beautiful. Then all of a sudden you realize that the person you cared out is gone, and it all comes back. It is one of the terrible things about grief – one of those little holes in grief when it becomes even more painful."

The orchestration of “For A While” boarder’s on schmaltz but also captures fleeting moments of hope, as if our protagonist is trying to move on. “Michael & Peter” in many respects is the emotional centerpiece of the album, a tour de force, that appears to be a simple letter written to the wife. The opening stanza’s, while universally relatable also hint that our protagonist is using a dose of manipulation – “Michael is you / he has your face / he still has your eyes / remember. / Peter is me / ‘cept when he smiles / and if you look at them both for awhile / you can see / they are you / they are me.” This is accompanied by a classical guitar, before the piano that drives the bulk of the track.

The rest of the lyrics indicate some time has passed, the weather, roses that were planted, Elizabeth’s mother taking the boys, “when ever she can, she sure needs a man.” A line that has been interpreted as chauvinist, yet could also be seen as sympathetic. It is also revealed that our protagonist works for Santa Fe, and complains about not getting a raise in pay, but the revelation comes in Sinatra’s vocal, where emotions are bubbling to the surface, he can only engage in small talk, where there’s really so much more that’s needed to be said.

“I Would Be In Love (Anyway)” would appear to be a throw-away, a light pop ballad at first listen, but there’s a tragic double meaning in the lyric. The sentiment seems nice until you realize our protagonist is admitting he wouldn’t, or couldn’t change any of the things that drove her away to begin with. What is worse is the fact that he’s oblivious to what he is saying. Yet there are moments of remorseful anger that wells up about his inability to change. Jake Holmes comments on the song are interesting to note:

“I guess...it’s that you can’t regret where you are even if life takes you someplace where you don’t want to be. In a strange kind of way, it was this guy trying to let go of this woman without being angry at her. You know, throughout the story, he was never really angry at her. He kind of understood; she had to go.”

Part II opens with “Elizabeth”, a lush orchestral arrangement, that evokes another sunrise in this small town with a beautiful jazz guitar solo, again this could edge into schmaltz but is balanced by Sinatra’s read. A poetic rumination on the wife, in certain respects our protagonist is acknowledging that she was out of his league: “When you came to me / I found it could never be.” Yet the sentiment is an idealized, and poetic memory of the girl, the recollections become more specific with the next track. As a sidenote, Sinatra performed the song for Elizabeth Taylor for her birthday around this period.



“What a Funny Girl (You Used To Be)” paints a more specific portrait of Elizabeth, as a more full bodied young woman, some of it seems unintentionally dismissive as well, but what becomes tragically apparent to the listener is the fact that the portrait painted is when Elizabeth was a younger girl, our protagonist’s memory isn’t focused on the woman she grew into, while Elizabeth probably matured and evolved, he is still locked into the ideal of her youth. Again this track opens with a Jazz Guitar accompaniment.

It’s one of the great problems or dilemmas with long term relationships, when couples do not evolve at the same rate. Jake Holmes in commenting on the song:

“It was a retrospective song...They were probably kids together. I wanted to give the sense that they had gone to school together. They had fallen in love and married quite young.”

“What a Funny Girl” illustrates just how effective and distinct the musical arrangements are throughout the album. Often the arrangements will act counter to the narrative arch of the story, adding a tension or disquiet, there’s a harmonized, dissonant set of phrases between Sinatra’s vocal lines that helps to spell out the subtext, yet it also feels inevitable.

I should comment on the Gaudio, Callelo, Scott arrangements which combine the usual strings, brass, woodwind instrumentation you’d expect from Sinatra, with the more contemporary rock instrumentation of drums, electric bass, keyboards, guitars, and more exotic sounds of a bellzuki, and harmonicas. While the arrangements share similarities with the techniques of Brian Wilson, they also share a similar approach to Gil Evans, the combination, and blending of odd instruments to craft a new sound.

“What’s Now is Now” get’s to the meat of the problem, and why Elizabeth left. Our protagonist learns she had an affair, but of course, usually affairs are a by product of greater problems. On the surface, the song seems romantic and understanding, yet upon deeper analysis, it also show cases just how disconnected our protagonist is to the root of their problems. But there’s a hint he is opening up. “Now” isn’t the greatest example of the material from the album, and inexplicably, this is the only track that appeared on the Reprise compilation issue, “Greatest Hits Vol.2”

“She Says” is the strangest track on the album, minimal accompaniment that is slightly dissonant; guitar, along with a marimba / vibes type instrument, and flute. His appeal must have worked, because she reveals she is coming home, amongst the small talk, but the husband, nor the kids, whom are represented by a pair of boys, trust the letter.

“The Train” is the most deceptively up track on the album, and the arrangement, featuring an electric harpsichord is the most dated. Jake Holmes best summed it up with his comment:

"’The Train’ is the story. We find out that he really didn’t communicate anything to her, and she isn’t coming back. Although we’re getting all of the story from him, she never got any of this. If she had heard the album, she might have come home. She never say this side of him. When I think about this in retrospect, there is so much that is not done. There is so much that is unfinished. It gives the story a very deep resonance."

I recall years ago, that I assumed that she had returned, but that we, the listener, were left hanging.

I have yet to comment on Sinatra’s vocal performances, as writer Ed O’Brien described; Sinatra makes mincemeat of the material as well as myself agreeing with O’Brien that there was an ineffable rightness to his interpretations. Sinatra wasn’t happy with his singing during this period, admittedly one can hear examples of vocal strain on certain tracks, and yet those circumstances were perfect for the character that Sinatra was interpreting. The husband was the personification of everything that was pedestrian in this small town, a desperate man, from a certain generation, who could not, or would not adapt to a changing culture.

I have heard some demo acetates of the project that demonstrates how important Sinatra’s role was with interpreting this material, it would have taken on a different character if delivered by anyone else, as demonstrated here.



As someone who grew up in an urban environment, I have driven through countless small towns, and rural areas, and I could completely understand why Elizabeth could grow restless. I could not see myself living in an isolated small town, especially before the internet age, personally, I would find it too stifling.

Yet there was one more coda that appeared in the mid nineties reissue of Watertown, a track titled “Lady Day” that Sinatra re-recorded later as a tribute to Billie Holiday. “Lady Day” was approached by Sinatra in the third person, and summarized by Jake Holmes in the following comment:

“I saw the woman as someone who had talent. She wanted to be an artist or a singer. He was a hometown person. His whole orientation was family and business. He was the kind of guy who really lived in Watertown. She was more restless – a more contemporary woman. She wanted to do other things. She wasn’t liberated enough to tell him, and she didn’t think he would understand. He was basically a good guy, but she wanted more. She abandoned her family and went for a career. The postscript was whether or not she got it and was it worth it.”

I have come across some criticism from feminists that the album feels self pitying about the husband, but I don’t agree with such a read. The story isn’t so much assigning blame, but revealing the anatomy of a relationship. Another major complaint about the story is the notion that the woman would abandon her children, and that it’s not plausible, I disagree, I have seen countless examples in my personal life of women will leave their children with the husband, and again, it is not as though Elizabeth has left her children in any jeopardy, Michael & Peter are well cared for in this close knit community, her mother is present, and while this development was fairly unprecedented in 1969, it has become more commonplace, the subject was brought to the forefront in 1979 with the film Kramer Vs. Kramer. As a child of divorce, I understand the impact that such events can have.

Some of these criticisms reveal a certain blind side. While the feminist movement was completely necessary, in their zeal, there’s a certain tendency for some feminist to gloss over the impact, and tangible ramifications of divorce, which can be as traumatic as the birth of a child, or the death of a family member, there’s also a tendency for some more zealous feminists to vilify the male, and trot off clichés to assign blame, when we are dealing with grey areas while blame could be assigned to both sides, if needed. I think the album reflects this aspect well.

Another interesting hypothesis that should be addressed is the notion that Elizabeth died at the beginning of the album, and that the album deal’s with grief that the husband can’t directly face. While it is a credit to the complexity of material that it would be open to such interpretation, I don’t agree with it. I feel this is a straight forward tale of the ending of a marriage, which was a still potent subject to address in 1970.



While a creative labor of love, and a gamble for all parties, the album wasn’t well received by critics or the record buying public upon its release, its success was elusive, but a fervent following of ‘in-the-know’ Sinatra connoisseurs, and music fans kept the album in the consciousness of the public. As revealed by Bob Gaudio, the album was supposed to be launched with a television special, but due to Sinatra’s unhappiness with his signing, the special never materialized, and the album was released with little fanfare.

The long standing, ardent Sinatra fans, the ‘ring-a-ding’ crowd never embraced the album, and the elite ‘hipster’ rock press dismissed it as Sinatra attempting to do ACR pop. But the hipsters ended up completely missing the point, Adult Contemporary Rock implies something passive, bland, or safe, for example like Jim Croce’s “Time in a Bottle”, and there is nothing safe or comforting about this album upon close inspection.

To summarize, I would argue that Watertown is an pop-rock album that non-Sinatra fans could appreciate, an undervalued gem, and it’s an important work in the canon of music history. I would also argue that is the last great Sinatra album, although some might make a case for 1979’s Trilogy, this album was at the pinnacle of Sinatra’s powers. While the nineties reissue has been discontinued, and it is hard to track down, other than a European import, its merits are many and worth looking into, haunting, unforgettable, recommended.

Title listed atBarnes and Nobel

Happily you can download the entire album from iTunes.

Producer: Bob Gaudio
Arrangers: Bob Gaudio, Charles Callelo, Joe Scott
Composers: Bob Guadio, Jake Holmes
Engineer: Frank Laico
Cover: Ove Olsen

Tracks:
Part I
Watertown
Goodbye (She Quietly Says)
For A While
Michael & Peter
I Would Be In Love (Anyway)

Part II
Elizabeth
What a Funny Girl (She Used To Be)
What’s Now Is Now
She Says
The Train
Lady Day (bonus track)

Next up: The Beatles – Revolver (1966)

While there’s a high ratio of ‘YouTube” clips featured in this piece, it is to highlight the merits of this release, we have tried to comply with “Fair Use” copyright, and use this material to help promote this hard to find title. Such a high ratio will not be the norm with future critiques.

The bulk of the information comes from Ed O’Brien’s footnotes and interviews with Bob Gaudio and Jake Holmes from the Reprise mid nineties reissue, other sources that shaped this piece include Andrew Hickey, Brian Noe, and the writers from Electric Roulette.