S2E8 Listen To Her Heart

I Need To Know
No Second Thoughts


Length: 12:36 - Release Date: January 5, 2022 - US Chart #59

Hey folks! Today we're covering the utterly iconic track Listen to Her Heart. As I say in the episode, in my opinion, simply one of the most perfectly-crafted pop songs of all time.

If you want to listen to the song before you listen to the episode, you can find it here: https://youtu.be/pH7nUIHLIC0.

You can also take a listen to Elvis Costello's cheeky appropriation of the ending on his 1978 track Radio Radio: https://youtu.be/eifljYPFW-E

If you want to hear REO Speedwagon's cover of the song, with a short intro describing Tom as one of the greatest American songwriters, you can find that here: https://youtu.be/2VmO8fihg8Q


(* Note - the transcript is as-written before recording. I usually change a few sentences or words here and there on the hoof as I'm speaking.)

Good morning, good afternoon, or good evening, my fine friends. Welcome to the eighth episode of season two of the Tom Petty Project Podcast! As always, I am your host, Kevin Brown! This is the podcast that digs into the entire Tom Petty catalogue song by song, album by album and includes conversations with musicians, fans, and people connected with Tom along the way. Today’s episode covers the second track from the second side of You’re Gonna Get It, the iconic Listen to Her Heart.

If this is your first episode, we don’t actually play the song in the body of the episode notes due to complications with licensing, so go check out the link in the episode notes if you want to listen before we dig into the song. Once you’ve done that, come back and I’ll be right here and ready to talk about the track.

Listen To Her Heart, along with I Need to Know were the two songs that Tom had already written and the band had been playing live before the went into Shelter studio to record their sophomore record. 

With an instantly recognizable intro chord progression that mimics the Byrds and the Searchers, the sound was built out from Vox Phantom 12-string guitars that Tom and Mike had picked up. Sometimes a guitar tone can really drive an entire song and as soon as you play those chords with that guitar tone, you’re going to be pulled inexorably down a specific sonic pathway. In Conversations with Tom Petty, Tom tells Paul Zollo, “I remember going to the rehearsal the first day I had it and playing it with the band and really being knocked out with it, because it really suited my and Mike when we played that riff.” I think this displays two attributes that made Tom so consistently successful, first of all his enthusiasm for his songs and his belief in them, but also his recognition of how to write specifically with Mike Campbell in mind. Having that ability to either know where to leave gaps for Mike or write complimentary parts for him were a huge part of the Heartbreakers’ success. After Jon Scott and Tom had bonded over a joint at Tom’s house, Tom offered to play Jon a demo of one of the Heartbreaker’s new tracks, which just so happened to by Listen to Her Heart. Jon says in his excellent memoir, Tom Petty and Me, “From that first riff, I felt even more connected to their music. It moved me more than ever and I had Tom play it for me several times. Without a doubt, this bad was no one-hit wonder” An understatement to say the least, but Jon wasn’t to know the heights that the band were yet to reach.

The song opens with that iconic, shimmering, jangling riff. Two guitars, playing complimentary parts. The rhythm guitar in the left channel is holding a fairly straight A/A sus 2 pattern with the right adding in that lead line for the 8 bar intro. During those first 8 bars, Stan is adding some kick/crash hits on the ones and some fills here and there to fill in some of the gaps. After the first four bars, Ron Blair’s bass throws in a couple of tasty slides. We then get 8 more bars of the intro with the band playing as a unit, with Benmont’s organ and piano parts now filling out the sound completely and giving us that big, Phil Spector-esque wall of sound feel. We also hear Mike switch the lead guitar in the right channel to basically synch with Ron Blair’s bass line (that duh dum duh duh dum). This repeating of that phrase in the lower and upper registers really makes that motif pop more than it would if it were only the guitar playing it. Through the rest of the song, Stan is keeping a really steady beat, keeping four on the floor with the kick, snare on the 2s and 4s and the hat playing in straight time. We don’t get any more fills until the bridge, when we get that killer tom roll back into the solo, so this is a case of the drums sitting in the pocket and providing a steady foundation for the rest of the song to be built upon. Remember, only a foolish man builds a castle on the sand!  

Once we hit that first verse, the rhythm guitar drops off and is played very lightly, to give that treble space to the vocal. Likewise, Ron sits on that main lead lick and otherwise just walks all over that A note, to keep that bass end anchored. In the first Chorus section, he again keeps it straight, but in the second one, starts to throw in a few more lifts and changes, to build that second chorus into the bridge. The chorus has that really distinctive half bar chord change structure, with the change to G on the first beat of the first bar and the change back to A on the 3 beat. This gives the song it’s signature hook that is so effortlessly done that you don’t even really notice it until you notice it. A lot of bands would maybe change to minor chord on that third beat, but sticking to major keys throughout really fits with the tone of the lyrics, which are confident and positive.

During the second verse, we also hear some handclaps coming in and giving us even more depth to the rhythm. The band never really added much, if any additional percussion on those first two records, with handclaps really being the only percussive element other than Stan’s drums, but again, they give that second verse a slightly different feel and keep the song moving forward and building subtly towards that magnificent middle eight. Ron’s bass line and the drum fill into that section is so great and cuts the tempo back like a jockey yanking on the reins and bringing a thoroughbred to a canter rather than a gallop. 

This might just be one of the simplest, but most effective middle eights ever written and is a big reason why this song is as good as it is. With Stan thudding that kick drum on every beat through the verse and chorus, to suddenly drop that out and have the vocals and lead guitar shine even more brightly. Mike’s lead work in the middle eight, as it most often is, is understated but simply perfect for what is needed in the bridge. The attention to detail to make sure that he’s not overplaying, especially while Tom is singing those lines in the bridge is another facet of the Heartbreakers that always impresses me. The arrangements are always so carefully crafted. We head out of the bridge into the solo; a simple, reverb-laden melodic 8 bars that isn’t the product of someone playing as many notes as possible or trying to shoehorn in all sorts of fancy licks and bends, but again, just finding a melody and letting that do the lifting for the part.. 

From the solo, we head back into the chorus and then into the outro. At this point we hear Benmont’s piano come back in. We only heard it for those second eight bars in the intro, so to bring them back for the outro is a nice dovetailing touch. We also get another push from Stan, Ron sitting once again on the double time walking bass, Mike filling in the guitar space with some simple fills and textures. 

Listen to her Heart is one of the very few songs off the first two records that actually has an ending, rather than a fade out and this ending is pretty much as iconic and recognizable as the opening; a full band finish, with every musician hitting those beats and finishing big. 

It’s time, once again my friends, for some Petty Trivia! Where I get to ask you questions that range from lyrical, to musical, to the downright incidental!

Last week’s question was this: What three albums were recorded on the MCA Backstreet label? The answer is the trio of albums that marked the band’s collaboration with producer Jimmy Iovine; Damn the Torpedoes, Hard Promises, and Long After Dark. Even though Southern Accents also had Iovine as a producer, that record also saw Dave Stewart producing and Tom and Mike taking more of a prominent role, so I always think of those three albums as the Iovine trilogy. They’re a really cohesive, thematically progressive set of songs which define that early period of Tom’s explosion onto the wider scene.

This week’s question is this. Aside from Denny Cordell and Tom himself, who is the third person given a producer credit on the album?

OK, back to the song. 

Another very cool creative choice in this song is to have the lead vocal matched by a fifth-part harmony the entire way through the song, with the exception of of the opening phrases of the two lines in the bridge. Again we get that big, full sound reminiscent of the Byrds in that choice. In Conversations, Paul quotes Bob Dylan’s comment that “if you get the phrasing of a song right, the rest of it will fall into place”. Tom’s response is that “Phrasing is really important and so is meter. Even the way you sustain a line or clip a line, is gonna really have an emotional impact.” The way he alternates his phrasing between a very fluid, smooth verse and a more clipped, staccato cadence in the chorus provides that last, crucial piece of the puzzle which elevates the song musically. It’s a vocal that is confident. The lyrics speak to the antagonist’s surety that the bad guy isn’t gonna win. But it’s not cocky or sneering. It’s just self-assured and beautifully delivered.

The lyrics in Listen to Her Heart are, in my opinion, as strong as anything Tom wrote on those first two, maybe even three albums. It’s incredible to think that the record company were terrified of that opening line and that the radio stations would never play it because of the reference to cocaine. Tom was famously requested to change that line from “With your money and your cocaine” to “With your money and champagne”. As Tom points out, “I didn’t really see the character caring about the price of a bottle of champagne. Cocaine was much more expensive.” Aside from that, it really does completely change the character of the antagonist in other ways. Someone who’s trying to steal your gal with cocaine is likely a slightly more edgy proposition than someone in a cream suit and a lincoln continental who thinks champagne is the way to go. It also doesn’t work phonetically. Champagne is far too soft word, on both syllables. Cocaine is a better word, regardless of meaning and fits in that place in the lyric so perfectly, to remove it would be the same as covering up the venus de milo with modesty cloth. Utterly barbaric.Thankfully, Tom stuck to his guns and common sense prevailed. The word also made the song more appealing to many stations, especially college radio stations and as with Clapton’s song, it connected with people on a real level.

Listen to Her Heart is, I think, one of the most perfectly crafted pop songs of all time. Yes it’s rock n roll, but it’s also one of the most brilliant examples of how to write a rock n roll song with a great hook, a great lyric, and an exemplary musical performance that is also accessible, catchy, and hummable.

In an interesting case of, well let’s call it imitation as flattery, Elvis Costello lifted the ending from this song for his 1978 song Radio Radio after hearing the Heartbreakers do the song when Costello supported them in Chicago in 1977. Paul Zollo says “It’s a good song, Radio Radio” and Tom’s cheeky reply is “Yeah, Great ending”. I’ll throw a link to that song in the episode notes so you can give it a listen, or just skip to the end and chuckle. 

OK folks, that’s all for this week. I’m going to give Listen to her Heart an immediate  10 out of 10. It’s one of the most stunning songs in Tom’s early catalogue and would go on to be one of the top ten most played live songs in the Heartbreakers’ catalogue. It’s also one of the band’s songs most often covered by other artists, with artists such as Stevie Nicks and Keith Urban, as well as bands such as Foo Fighters, Goo Goo Dolls, Jason Isbell, and REO Speed Wagon among its biggest fans. I’ll put a link to REO Speedwagon covering the song with a loving nod to Tom in the introduction.


Petty Trivia

QUESTION: Aside from Denny Cordell and Tom himself, who is the third person given a producer credit on the album?

ANSWER: The answer is, co-producer Noah Shark, who also played percussion on the album and leaned on Tom in regards to the album title and artwork. The band had done a photo shoot with the legendary Annie Leibovitz and had a great shot they intended to use for the cover. Denny Cordell wanted the album to be called Terminal Romance, but as Warren Zanes writes in Petty, “Noah Shark had Petty’s ear and he was adamant. You’re Gonna Get It, both album title and cover image, was a much Shark’s vision as anyone’s.” Stan Lynch for one, wasn’t enamoured of Shark’s influence, but Mike Campbell says in the same book, "We realized, most of the ideas Noah comes up with seem to make things better. So we just started listening to him more while we made the first record and relied on him when we did the second."


You think you're gonna take her away
With your money and your cocaine
You keep thinkin' that her mind is gonna change
But I know everything is okay
She's gonna listen to her heart
It's gonna tell her what to do
She might need a lot of lovin'
But she don't need you

You want me to think that I'm being used
You want her to think it's over
You can't see it don't matter what you do
Buddy you don't even know her
She's gonna listen to her heart
It's gonna tell her what to do
She might need a lot of lovin'
But she don't need you

And you just can't creep up behind her
And you can't understand that she's my girl
She's my girl

She's gonna listen to her heart
It's gonna tell her what to do
She might need a lot of lovin'
But she don't need you