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- [instruments tuning]
- [indistinct chatter]

- MAN: Should I
turn it up some?

- TOM: Well, let's see
how bad the buzz is.

- [buzzing]

- TOM: Bugs! Let's do the
ampliphone.

I need more noise factor.

- [guitar plays]

- TOM: Y'all ready?

We got tape rolling?

- [guitar plays]

- TOM: Is that
fast enough, Rick?

- ♪

- TOM: One, two, three.

- ["Cabin Down Below" plays]

♪

♪

♪ Come on go with me, babe ♪

♪

♪ Come on go with me, girl ♪

♪ Baby, let's go ♪

♪ To the cabin down below ♪

♪

♪ Well, I got a radio ♪

♪ Put it on soft and low ♪

♪ Baby, let's go ♪

♪ To the cabin down below ♪

♪

- TOM: In this
time in particular,

this day in particular,
this time of my life,

I feel much more
comfortable being myself.

It's soul music.
I think that's what I am.

I think I'm a soul singer,
because you have to connect with

your soul in a way.

- ♪

♪ Hey ♪

- TOM: That's what's going on
with me artistically, you know?

I feel very prolific right now.

I feel more like me.

- ♪

- [instruments tuning]

- [indistinct chatter]

- TOM: This has become a real,
kind of pet project for me,

this--this solo album, and I'm
really enjoying working on it.

And I really enjoy being
able to take my time with it.

- ♪

- TOM: A way of avoiding
politics within

the Heartbreakers was to just
step out of it

and say this is a solo record.

Because you don't want to stay
in one little circle

all the time.
I mean, it's been almost
20 years of the Heartbreakers.

And if I only made records with
the same four people all the

time, I'd never meet anyone, I'd
never learn, I'd never grow.

- ♪

- TOM: But I really
needed to do it, you know,

I'd been in a band my
whole life, it felt like.

And I wanted the freedom.

I really wanted to be free
of the democratic process.

But I think it was time to just
turn the corner and try to find

another place to go, and the
result was "Wildflowers."

- ♪

- I was really lucky because I
knew what I wanted to do

very early in life.

And I didn't never
question it.

I didn't have any choice.

I just did it, you know?

And if I had really known how
little I knew about what I was

doing, I might have been
discouraged, but I wasn't.

I was happy to do it.

And, uh, you know, if you're
lucky enough

to do that, you're pretty lucky.

I feel very fortunate
because it all worked out.

- ♪

- RICK: Tom was
on MCA records, um,

I called up the person who was
running MCA Records and said,

"If there's ever an
opportunity to work with Tom,

I would love that to happen."

And I was told that Tom was

exclusively produced
by Jeff Lynne,

and there was no chance that I
would ever get to work with him.

And it's like, "Okay, thank you
very much."

It was like a--a real cold
kind of brush-off.

- TOM: I wanted to do
something different.

I mean, I love
Jeff Lynne dearly.

And--but I thought that I
should do something else,

So Mike Campbell suggested Rick.

He said, "I think you'll like
him."

And I just simply called him up.

- ♪ Da, da, da,
da, da, da, daaaa ♪

- We could also
overdub, when we're done,

we can do another
pass at the cellos,

-just so we have
them by themselves.
-TOM: I love the ending.

You know, with Rick
Rubin--Rick loves music.

And that's really why I
decided to work with him.

It's not because of
his technical skill.
He has no musical skill.

He plays no instrument really.
He's learning the guitar.

He just loves music.
He's not a corporate man.

- ♪

- RICK: What I have
to offer is as a fan.

You know, I can come in and say
what I like and what I don't

like, and I don't
necessarily know why,

but just being kind of true to
my own taste and really try to

steer it in a direction that
feels natural and good to me.

Should I play it to you?
- Yeah.

- 'Cause you should
make that a real part.

- TOM: I found Rick
to be very helpful,

and I think he made a great
contribution to the album.

And I feel, in a way--I don't
know if he intended to or not,

that he's kind of guided me back
into a musical place where I

feel very comfortable.

- ♪ You follow your feelings ♪

♪ You follow your dreams ♪

♪ You might find the forest ♪

♪ There in the trees ♪

♪

- TOM: What is great about
Rick is his enthusiasm.
You know, he's young.

It's the first time we've worked
where the boss was a lot younger

than we were.

We're not really good at taking
instruction from people.

We've never had an A&R guy,
or somebody

who really told us what to do.

- [guitar plays]
- RICK: Let's try
the down verse thing. Alright?

We'll go from a bridge
into a down verse.

- Bridge into a down verse.

- ♪

- TOM: There's really no
rules in what we're doing now.

Songs is what it's about.

- ♪ I could do
it if I have to ♪

♪

♪ I gotta bury my
pride, drag this line ♪

♪ Over that hill
one more time ♪

♪ Gotta get up in the
morning, make my way ♪

♪ Over that hill again ♪

♪

- RICK: I was never really a
Tom Petty fan growing up.

I liked--I liked more aggressive
music before that,

punk rock and harder things.

He was a little
melodic for my taste.

And then, um, "Full
Moon Fever" came out.

- ♪

- RICK: I remember I bought it
after I'd heard maybe the third

or fourth single.

And I listened to it,
I would say, 10,000 times

driving in my car.
I had moved to Los Angeles
fairly recently from New York,

and I would drive
around and listen to,

uh--to that album
over and over again.

- ♪

- MAN: Check one two.
- GEORGE: He loved
"Running Down a Dream."

We used to sing along to
"You're So Bad," and then--

no matter where--you know we're
driving,

"You're so bad,
da de da de da de."

You know, we'd mime the acoustic
guitar part there.

- MAN: Check,
check, check, check.

- GEORGE: You know, I was
working with Rick at this

company called Def American at
the time.

And, um, Tom and I, for some
reason, whatever, he took a
liking.

I think he tolerated me,
and he found me amusing.

And Tom was a hero, an idol.

"Damn The Torpedoes," for me,
was probably the record that

really just changed my life.

♪ 'Cause it don't make
no difference to me, baby ♪

♪ Everybody's had to
fight to be free ♪

♪ You see, you don't
have to live like a refugee ♪

♪ Don't have to live
like a refugee ♪

♪

♪ Now baby, you don't
have to live like a refugee ♪

♪ Don't have to live
like a refugee ♪

- RICK: I knew he really
was a song craftsman,

which he--which he was,
but I didn't realize

how many great songs he has.
Like one after--it's like, how
can there be this many good

songs from one person?
You don't put it together
that it's all him.

- ♪

♪

- ADRIA: I think after
"The Wilburys" and

"Into The Great Wide Open" and
"Full Moon Fever,"

he had, like, totally
established himself.

There was nothing more that
he had to prove to anybody.

And there he was
at 40 years old,

still very young
and still very fertile

with songs and material.

And I think my dad at that time
was sort of looking around at

Eddie Vedder and Kurt Cobain
and going, "That's me.

"That's who I've always--
that's the spirit

of everything that's me."

- ♪

♪

- RICK: And that's another
interesting thing
about the times.

It's like Tom was able to manage
the changes of the styles

of music that happened,
still sounding like Tom Petty,

but being of the moment as well.

- ♪ I'm going down to
the house in the woods ♪

♪ See my little darlin' ♪

♪

♪♪

- [crowd cheering]

- GEORGE: You know what
I'd like to hear, Tom?
It is such a fascinating story.

- I have to start out talking?
- Yes. You gotta tell me the
story about how you came out

and got your deal.

How your whole career is based
on a rejection letter, isn't it?

- [phone ringing]
- It is, um...

I'll just let the phone finish.

- BOTH: [laughing]

- There he is now.
He's changed his mind.

- TOM: George is a producer
and a musician of some note,

and he was around a lot, you
know, just on a friendly basis.

And he did play
things occasionally,

though nobody can remember what.

But he'd pick up something
and play it now and then,

and he got to be sort
of our guru--George did.

- [laughing] What
do you think, Mike?

- [plays flute]
- [laughing]

- RICK: What I remember of our
first meeting was that it was at

Mike's house and just had
general conversation
about music.

He had liked the album
I did with Mick Jagger,
he mentioned that.

And we listened
to, uh, the demo

for "Good to be King,"
which was the one song,

I think it may have been the
only song he had written
for the next project,

-turned out to be
"Wildflowers."
- ♪ It's good to be king ♪

- RICK: As he
developed more material,

he would call me and we would
get together and listen.

And then I started
visiting regularly, um,

his house in the Valley.

And he had a little music room
with a four or eight-track

cassette recorder, and he would
either play me demos or play me

acoustic versions of
newly written songs.

- ♪

♪ Yeah ♪

♪ I'll be king ♪

♪ When dogs get wings ♪

♪

- [indistinct chatter]
- ♪

♪

- TOM: I think Rick, he was
really pretty accurate

in his evaluation of what
I was playing him.

But I never really did hire
him, he just kept coming back.

And we'd have another
session, and then we'd stop.

And then I'd write some
songs and I'd call him,

and he'd come over to my house
and sit and give me his opinions

of the songs and what he thought
could be better or worse.

It went on, and on,
and on, you know,

for about a year and a half.

- ♪

- MIKE: Hey, Bugs.
- Hey, man.

-I'm so happy to see you. Yeah.
- We're back at
the clubhouse, huh?

Got some guitars here
for you to check out.

- MIKE: What do we got?

You know, on the
"Wildflowers" album,

-we used some of these guitars.
- BUGS: Yeah,
definitely that one.

- This one is a Martin, was
used on a song

called "Don't Fade on Me,"
which was.

- [guitar plays]

- A little
finger-picking thing.

This room is the Heartbreakers'
Clubhouse and, you know,

we were a band of brothers.
This is like our home--

music--musical home.
We spent a lot of time in here.

We've done a lot of rehearsing,
a lot of recording,

a lot of laughing, and living
in this room together with Tom.

I'm sitting here.
There's a door over there.

There's a table where the band
always used to sit

and have our meals.

And I'd be sitting there waiting
and I'd see him walking

around this corner.

As I look up, I can almost
picture him here now.

- ♪

- MIKE: Tom has this thing--and
I've worked with a lot of

people, really good writers and
great singers, but I've never

seen anybody that could do that
like he could do it.

He could just pull things
out of the air in the moment.

- BENMONT: Tom was
a great songwriter.

I had always appreciated it, and
known that this is incredible

to be in this band.

But you almost take it for
granted that Tom's going to come

in with a great song.

But "Wildflowers"
always stood out.

- ♪ You belong among
the wildflowers ♪

♪ You belong somewhere
close to me ♪

♪ Far away from your
trouble and worry ♪

♪ You belong somewhere
you feel free ♪

- TOM: Songwriting is
the most fun I have.

When you finish one,
there's no better feeling.

I think compared to all the
different things we do that

are--a lot of them
are gratifying, none of them are
quite as

gratifying as finishing
a song.

Sometimes it's really
hard to write a song.

The best ones--they're not
always, but usually
the best ones are the ones

that seem to come kinda quick
and they just fall out.

- ♪

- [indistinct chatter]

- [guitar plays]

- ♪

♪

♪ Run away,
find you a lover ♪

♪ Run away, let your
heart be your guide ♪

♪ You deserve the
deepest of cover ♪

♪ You belong in that
home by and by ♪

♪ You belong among
the wildflowers ♪

♪ You belong somewhere
close to me ♪

♪ You belong with
your love on your arm ♪

♪ You belong somewhere
you feel free ♪

♪

- Here's the bridge.

- ♪

- TOM: "Wildflowers," it's
probably just for people

you love, you know?

Or people you wish
good to, you know?

You wish--people you care about,

you know, how you wish them
well? [laughs]

And that
song came to me.

It's one of the only times that
ever happened to me in my life,

is I really just stepped up
in my little studio at home,

and I put the mic on and
played the whole song,

straight from the top to the end
with all the lyric

and all the music...in one go.

- [guitar plays]

♪

- TOM: And then I stopped
the tape and played it back.

And I really was
kind of, you know, confused.

I kept playing it again
and again thinking,

"Well, what do we work on?

What would I change?"
And then I thought, "I'm
not going to change it.

I'm just going to leave it
exactly stream of conscious."

- MAN: [laughs]

- Rick's bored now,
he's art directing.
- MAN: Uh-oh.

- RICK: If you think of
the song "Wildflowers,"

if you don't analyze it,
if you just think of it,

I think of it as a
solo acoustic song.

It's Tom playing
guitar and singing.
And that's what that song is.

When in reality, maybe
50 different events happen

over the course of that song.

And those little
elements that happen,

none of them draw
attention to themselves.

And if you're not listening,
it just sounds like guitar.

But it's reinforced with these
different colors

that keep it very interesting
and compelling.

And without knowing it, makes
you want to listen to it
over and over again.

- ♪ Run away, go
find a lover ♪

♪ Run away, let your
heart be your guide ♪

♪ You deserve the
deepest of cover ♪

♪ You belong in that
home by and by ♪

♪ You belong among
the wildflowers ♪

♪ You belong somewhere
close to me ♪

♪ Far away from your
trouble and worry ♪

♪ You belong somewhere
you feel free ♪

♪

- RICK: People have asked
me what was different about

"Wildflowers" from
other Tom records.

And I always say I don't
know because I was there for

"Wildflowers," I wasn't
there for the previous one.

So, uh, Mike, how would you say
making of "Wildflowers" was

different from making
the "Free Fallin'" album?

- Well, the producer's
the main difference.

I mean, we were
getting to know you,

and we had done some
records with Jeff Lynne,

which was a different approach
to production--
completely different.

And with you, we wanted to get
back to the live performance,

organic tracks and
not one thing at a time.

- TOM: One, two, three, four.

- [guitar plays]

- TOM: We gotta do something
about this sound here.

- [indistinct chatter]

- TOM: It sounds acoustic
to me while I'm playing it.

- ♪

- MAN: 'Cause
your mic is so hot.
- TOM: Alright, here we go.

- RICK: I've always believed
that the fact that the two

records before "Wildflowers"
were produced by Jeff had an

amazingly positive effect on
Tom going into "Wildflowers,"

because he was so dialed in
on the songwriting--

on concise songwriting.

And there was no, "Well, the
vibe is good, so let's just go."
There was none of that.

It was very...

pop structure songwriting, and
then we took it and kind

of made it the natural version
of those songs.

- I look at it as Jeff--
the records with Jeff were--

they are beautiful
crafted pop records.

They are records.
- Yeah, amazing.

- And my participation was
minimal on both of the records,

because Jeff has an idea,
there's a keyboard there,

he's going to play it,
and that's great.

But this is almost like taking
what you learned from Jeff and

setting it free by going,
"We aren't going to build it;

we're going to see what
happens if we do this."

It's very different,
but it was very focused.

It's very focused on songcraft
and recordcraft, but there's
also a freedom in it

that's really, really cool.
- RICK: Absolutely.

- TOM: It feels good. I think
it maybe should be faster.

- ♪

♪ Harry Green was
my old friend ♪

♪ We met in Spanish class ♪

♪ Helped me out of
a spot I was in ♪

♪ He stopped a redneck
from kickin' my ass ♪

♪ Stopped a redneck
from kickin' my ass ♪

♪

♪ Harry Green was
strong and tall ♪

♪ Played on a football team ♪

♪ Them good ol' boys said
"You better watch out ♪

♪ He's not what
he would seem" ♪

♪ He's not what he would seem ♪

♪ Harry Green ♪

♪ Was alright by me ♪

♪ Harry Green ♪

♪ Was alright by me ♪

- ADRIA: I think the story of
"Wildflowers," at the time that
it was being created,

was about a lot of people trying
to like sorta go like,

"No, just stay in this pen and
keep churning out hits."

And he was always kicking that
gate open and going like, "No,

"I'm just going to hang out with
my friends and make the music.

Whatever I give you, you'll be
good with, I think, for sure."

You know, my dad was constantly
fighting with the label,

and that's like a very
well-documented saga.

There was never a
moment of victory.

And so it was always like him
giving these treasured records
to the man, basically.

But I think when they
rejected "Full Moon Fever,"

that sent my dad in a
whole other trajectory.

- ♪ Tempers flare and
the words are spoken ♪

♪ You close one door
and another opens ♪

♪ You hear the music and you're
wondering ♪

♪

♪ You got to get up
and climb that hill again ♪

♪

♪ You got to get up and
climb that hill again ♪

♪

♪ You got to get up and
climb that hill again ♪

♪

♪

♪

♪♪

- BUG: He was never
happy, you know, with MCA.

So he really wanted to
be on Warner Brothers,

and when that opportunity
presented itself, you know,

he jumped at it.

- TOM: We like to record
for Warner Brothers
because they taste good.

- [laughs]
- TOM: Mm, Mongo like.

- RICK: Very nice.

- ♪

- TOM: We knew we had
a long run at MCA,

and a very successful one,
you know?

It just felt like time in life.

I really just went to work for
people that I know

and could kind of trust their
instincts.

- ♪ Hey, girl,
come on, girl ♪

♪ What's the matter with you? ♪

♪

- I remember being at
Cello Studios

in the alleyway with you.
- Yep.

- And you said you were going
to make a record with Tom.

And you said, "Who's
a good bass player?"
I said, "Howie."

And you said, "No, I don't want
to use Howie."

And I named you
a couple of bass players.

I think we tried them
on a couple of songs.

They may have wound up on
one song on the record.
And that's what I remembered.

That it started like that and
that you said you want to do

something different and use
a different bass player.

I don't even remember if you
said a different drummer.

- RICK: That was from
Tom, by the way.

Tom wanted it to be--because he
wanted it to be a solo album,

-not a Heartbreaker's album.
- BENMONT: I know, I know.

- RICK: He said, "If Howie
and Stanley are on it, it's

"a Heartbreaker's album and
I want it to be a solo record.

"I want it to be--I don't
want it to be a band record.

I want it to be more like a
singer/songwriter record."

- And what's interesting
is he got what he wanted,

but it also became
a band record,

because 'til the very end, he
would look at the band and go,

-"'Wildflowers' was the
best record we ever made."
- RICK: Wow.

Tom knew that he wanted
this to be a solo record.

And because it was a solo album,
I think he felt even more

like it was
all on his shoulders.

And I think he felt like it was
on his shoulders all the time.

But for the solo albums,
he felt it even more so.

It was just more
personal in a way.

It wasn't a band offering.

It was a Tom Petty offering.

- ♪ Everything changed,
then changed again ♪

[humming]

Let me get the chorus
right.

[humming]

♪

♪ Everything changed, then it
changed again ♪

♪ It's hard to find a friend ♪

♪ It's hard
to find a friend ♪

♪

- That riff is--

- ♪

♪

- TOM: "To Find a Friend" it's
just a beautiful little song,

but I think subconsciously it
probably had something to do

with my life, you know,

because I was--

I was becoming disenchanted

with my
marriage at the time.

- ♪ And the days went by ♪

♪ Like paper in the wind ♪

♪ Everything changed ♪

♪ And then changed again ♪

♪ It's hard to find a friend ♪

♪ Hard to find a friend ♪

♪

- TOM: A lot of chords.
- ♪

- BEN: I think I got it.
- MIKE: You got it, we don't.
- MAN: Is there a bridge?

- [humming]
- MAN: Hope not.

- [humming]

- BEN: Who's solo?
- TOM: You.

[humming]

- [piano plays]

- TOM: I think I can do it.

Maybe.

- [humming]
- BEN: How's it start?

- But there's a long
walk at the end, right?

For the ending.

There's like duu-ah.

- ADRIA: You know, my mother
and my father had a bond

that was crazy big.

And she was
always right by his side,

encouraging him to go
ahead and take a stand.

But there were things on this
record where you're like,

oh, okay, a paper in
the wind, I get it.

You're preparing us for the
cliche of what you're about to

have to go through to get
out of this relationship.

- ♪ In the middle of his life ♪

♪ Left his wife ♪

♪ He ran off to be bad ♪

♪ Boy it was sad ♪

- TOM: The marriage
was falling apart.

I think that had an influence
on what I was doing, though.

I don't think I was trying to
conceptualize that

or make it about that.

I was just trying to write
a collection of tunes.

I wasn't really thinking
along a thematic line.

But when I hear it, I
can see that

it was working in the
back of my mind somewhere.

- ♪ And the days went by ♪

♪ Like paper in the wind ♪

♪ Everything changed ♪

♪ And then changed again ♪

♪ It's hard to find a friend ♪

♪ It's hard
to find a friend ♪

- ADRIA: There are things that
are so indicative of him

being in a time of change.

He had sort of this
complete escape

in the music at that point.

There's not any other album I
can point to in particular that

so strongly reflected what his
psychological state of mind was

at the
time that he was making it.

So in that way, I think
it's very personal.

- ♪ And it changed their lives ♪

♪ It changed their plans ♪

♪ Slowly they grew apart ♪

♪ Boy would have
broke your heart ♪

♪

- BENMONT: He found a way to
reveal the songs in what seems

to be a much more
personal manner.

And it's some kind of
evolution in the songwriting.

He had hit some landmark or some
watershed moment or something

in his songwriting where he had
gone

to a different emotional place

or a different way
of revealing emotion.

- ♪

♪ I remember you so clearly ♪

♪ The first one
through the door ♪

♪ And I return to
find you drifting ♪

♪ Too far from the shore ♪

- ADRIA: At the time that
"Wildflowers" was being

written, he was definitely going
to therapy for the first time.

And I think that that was an
interesting door of perception
that was opening.

I think that that feeling of
confidence and self-examination

that he was going through at
that time made him want to make

a lot of different
decisions about his life.

And he did them slowly,
methodically, carefully,

and they were painful for him.

- ♪ Don't fade ♪

♪

♪ Don't fade on me ♪

♪

- TOM: I'm not obligated
to bare my soul to nobody,

especially in public.

It's a tough thing, but nobody
wants to hear you moan about it.

And I do appreciate that people
are interested enough to want to

interview me or to want to
know anything about me at all,

I am flattered.

But it is very hard to sit down
and just talk about

yourself constantly.

I just want to be a
musician and play music.

- ♪ So don't make
me feel a stranger ♪

♪ And don't make
me feel a fool ♪

♪ Don't make me out an outlaw ♪

♪ You said there
were no rules ♪

- ADRIA: His whole life was
changing and he didn't like

change and he was
incredibly private.

But I did know that this record
was like, "After this record,

I'm divorcing your mother."

Like I could tell from just the
lyrics of "Don't Fade on Me."

But I was really proud of him
that he was brave enough to do

what he thought
would make him happy.
He was ready to clean house.

I think he was
gearing up for it.

And I don't think
he even knew it

until after he had written it.

- [playing "Louie Louie"]

- BUGS: We were off the road,

and Mike had
a studio in his house.

And that's how the
"Wildflowers" sessions sort of

started really informally, by
us going to Mike's

and playing every day.

And Stan Lynch--I don't know,
you'd have to ask him,

but it seemed to me like
when he was listening to

the "Wildflowers" stuff, it
just seemed like, you know,

it wasn't really something that
he felt

he could really get behind.
So...

- ♪

- ♪ Grass is growing ♪

♪ It's time to move on,
it's time to get going ♪

♪

- TOM: When we were
going to do "Wildflowers,"

what became "Wildflowers," I
remember running

some of the songs down with
the Heartbreakers.

And it wasn't really that great.

And Stan said to Mike later that
he didn't like the material.

He thought the material was too
laid back

and didn't think it was what we
should be doing.

I think that--that hurt me.

- ♪ It's time to move
on, time to get going ♪

♪ What lies ahead, I
have no way of knowing ♪

♪ But under my feet,
baby, grass is growing ♪

♪ It's time to move on,
it's time to get going ♪

- STAN: It's a horrible thing
when you have to like--

someone shows you a song that
you know they worked their ass

off and it's good, you
know--I know Tom's good.

See, this is a proven
thing in my head.

I go yeah, he's good.

Now what do I do?

You know, nobody comes up with
a rule book and goes,

"Oh yeah, page 14, man.
Here is your drum part."

You know you go like, "Oh yeah.

Okay, I gotta cough up something
here that they like,"

and usually they hate it.
[laughs]

They hate my shirt.
They hate my hair.
They usually hate everything.

So it's, um, it's fun, you know?

There's your challenge.

- You know, with bands, there
can be tensions rise up over

time and it got to
be uncomfortable.

I think Stan felt like he was
maybe being leaned on too hard

to play a certain way or maybe
we were too hard on him.

We were just in a quagmire of
disharmony

for some reason, like
a marriage, you know, it
happens.

- ♪

- TOM: He was a very good
drummer and he was conscientious
and he worked really hard.

But he had a real
explosive personality.

You know, he could be really
sweet and really loving

and then be the biggest
problem, you know?

- ♪ Come up in New Orleans ♪

♪ Some take to religion,
some take to magazines ♪

♪ Sometimes we make money,
sometimes we don't know ♪

♪ There's thirteen days
with life to go ♪

- TOM: I had been working on
and off on this album when I was

reminded that I had to do two
tracks

for the "Greatest Hits" album.

Very nice. Nice track, man!

- ♪

- RICK: We took a break in the
middle because we had to deliver

two songs to MCA for Tom to
get out of his contract

for a greatest hits album.

Tom said, "Let's go
to another studio.

"Let's set up an entirely
different session and let's not

"interfere with what's
going on with 'Wildflowers,'

"because what we're doing now
is the future

and the greatest hits stuff is
part of the past."

- --everything they can do,
but there's a problem there.

You know, it's politics.

- RICK: But I felt like Tom's
heart was in "Wildflowers'

and more like this
was an obligation.

And we knew that the purpose of
the session was to get two songs

for a greatest hits album, and
then we could go back

to our day job of making
"Wildflowers,"

which was the real--the real
work.

- TOM: Just remember to put
the suspension on the bridge,

or the bridge will fall down.

- ♪

- You can't have a bridge
without proper suspension,

that's what I say.

So I called
the Heartbreakers,

and we set aside some time.

And then I stopped
what I was doing,

and I wrote them a few songs.

And we just--and we
did this session,

"Mary Jane's Last Dance" and a
few other things

in a pretty quick
couple of weeks.

- ["Mary Jane's
Last Dance" plays]

♪

♪ Move down
here the age of 18 ♪

♪ She blew the boys away, was
more than they'd seen ♪

♪ I was introduced, and we
both started grooving ♪

♪ She said I dig you, baby,
but I gotta keep moving ♪

♪

♪ On, keep moving on ♪

♪

♪ Last dance with Mary Jane ♪

♪ One more time to
kill the pain ♪

♪

♪ I feel something creeping in ♪

♪ And I'm tired of this town
again ♪

♪

- [harmonica plays]

- BENMONT: We recorded
"Mary Jane's Last Dance,"

Which was a huge hit
for us--gigantically.

And that's the last thing
Stanley ever did with us.

A couple months later, Tom
called me and said, "Look,

"I can't do it anymore.

I can't do it anymore, I have to
let go of Stan."

I had to say, "You have to do
what you have to do."

- You can't have a football
team with a bunch of jack-offs.

- ♪

- I'm out here
lookin' for starters.

You boys got too much on
your mind to play football.

Just that damn music
and jacking off.

- ♪

- RICK: The first mission
really was figuring out
who the band was gonna be.

I remember we
auditioned drummers.

Amongst the drummers trying out
was Steve Ferrone.

- ♪ Oh honey, honey
the milk's gone sour ♪

♪ It's $200 an hour ♪

- STEVE: I was living in New
York and--a studio musician,

and there was an answering
service called Radio Registry

which used to call up and book--
book you for sessions.

And they called me up
and they said,

"Can you come out to
Los Angeles and do a session?"

I said, "Yes, I can do that."
I said, "Who is it for?"

And they said "Oh,
it's--it's top secret."

- TOM: We had assembled
a band in the studio.

And drummers were kind of coming
and going every couple of hours.

He would bring in a drummer,
and we would play

through the song once,
and I would go, "No."

- ♪

- STEVE: As I arrived, Kenny
Aranoff's drum kit was coming

out, which was still not unusual
because sometimes they

get hired to play a
specific song on the album,

or the producer thinks that I
should play these songs--a block

of songs, or split an album with
another drummer or something.

And I walked in
the control room,

and there was
Mike Campbell and Tom Petty.

And I said "Ah!"
[laughs]

- Hey!
- Say, man, is that the drummer?

- Say, man, what
you talking about?

- You call that a drummer?
- No!

That's a rhythm technician.
Yeah!

- ♪

- Oh yeah! Hey!
- ♪

- When Steve Ferrone
walked in, I remember you,

and Mike, and Tom looking
at each other and going,

"This guy." And Steve had such a
cheerful attitude.

- RICK: Yeah.

- And he was new.
- MIKE: Don't wanna take credit,

-but I did bring
Steve into the fold.
- That's right, you did.

And it was a great idea to
change the rhythm section,

because it changed everything.

Because Steve and Stan play
nothing like each other,

and therefore, it didn't
sound like the Heartbreakers.

It didn't sound like
the Heartbreakers,

but the vibe was really good.

- TOM: And he played the track
one time

through without hearing it,
and we got a take.

- Are we ready?
Do it again? Ready?

- We're ready. Let's do this.

- Steve Ferrone came all
the way from New York.

So good to be with
you people today.

- ♪

♪

- STEVE: "You Don't Know
How It Feels" was different,

it was--there was something
different about it,

it wasn't your regular Tom
Petty approach to a song.

And Rick--Rick understood it.

Rick really had
a great understanding

of what Tom was looking for,
where this album was going.

- RICK: I would say the fact
that I had come from a hip-hop

background made me pay
particular attention to

the rhythms in a way that maybe
had not happened in the past.

- ♪ Well, let me
get to the point ♪

♪ Let's roll another joint ♪

♪ And turn the radio loud ♪

♪ I'm too alone to be proud ♪

♪ And you don't
know how it feels ♪

♪ You don't know how it feels ♪

♪ To be me ♪

- MIKE: And there was
discussion about--with Rick and

me and Tom, like, "I don't know
if we have a hit on this record.
I wonder if we have a hit."

And then somebody said, "Well,
what sounds like a hit on the
radio?"

And somebody said, "That Steve
Miller song, 'The Joker.'"

Tom went home with that idea
and came back with the song.

And it was just--that drum beat
was really the impetus to write

it, and we've never really
tried per se to write a hit,

but it did okay, you know?

- BENMONT: Ferrone's very key
to him cracking the code
of how to make it different.

I could see the Heartbreakers
playing all of these songs,

but it wouldn't have
sounded like this.

It'd sound great, but it would
not have sounded like this.

- ♪ You don't know
how it feels ♪

♪ You don't know how it feels ♪

♪ To be me ♪

- TOM: And I said, "Now that's
what I'm looking for, you know?"

He played instinctually.

He played perfect the
first time through.

And I liked him.

- [drums playing]

♪

- TOM: "Wildflowers" is really
not a solo album in the sense

that you'd say, "I went off
and did it without the band."

Because--especially with Stan
gone now, it is the band.

All the rest of them were
there,

which kind of happened
piecemeal.

Like Mike was going to be
there, and then Ben was there.

And then, "Who am I
going to sing with?

I want to sing with Howie."

- ♪

- [unintelligible lyrics]

- ♪

- HOWIE: Tom and I
get along real good.

I've never had one
weird moment with him.

You know, a lot of times working
in close situations or in a

creative end of things, you can
like--

I'll get pretty pissed at
somebody.

But, no, we get along real good.

- TOM: He's just a great
high harmony singer.

His voice sounds very much like
mine when we sing together.

I think he's a very
talented guy, you know?

And I really appreciate him
being my friend in many ways,

because it's hard to find people
like Howie in the world

who are so pure of spirit.

- ♪

- One...two.

- ♪

- [indistinct chatter]

- ♪

- ♪ Here comes that feeling ♪

- Only a broken heart.
- Only broken heart.

We did that guitars first,
to-- not to a click,

but to Steve just
playing a hi-hat.

- When we used to use
loops on the second album,

the loops, I think, would be
Stan or Tom or somebody just

beating time with the newspaper.
- RICK: Yeah.

- And we'd have a
loop with a human feel.

And that's a whole
different thing.
That's a whole different thing.

- RICK: "Only Broken Hearts"
one of my favorite songs
on that album.

- ♪ It's only ♪

♪ A broken heart ♪

♪

♪ I know the place where ♪

♪ You keep your secrets ♪

♪ Out of ♪

♪ The sunshine ♪

♪ Down in a valley ♪

♪ But I'm not afraid ♪

♪ Anymore ♪

♪

♪ It's only ♪

♪ A broken heart ♪

♪

♪ What would I give ♪

♪ To start all over again ♪

♪ To clean up my ♪

♪ Mistakes ♪

♪

- It's beautiful.
- I absolutely love that.

- I think that's one of the
best things about "Wildflowers"

is that it's organic.

All the tracks are
performed by human beings.

We didn't use drum machines or
clicks or anything like that.
And you can tell.

- Yeah.
- TOM: A lot of chords, though!

- ♪
- GEORGE: You could
hear the wood of it.

You could hear the wood of the
acoustic guitars--
or whatever it was.

The drums were very--everything
was very natural.

You know, it was very earthy
and natural, for sure.

- What I thought we'd do now is
play you some acoustic music for
a while.

- [audience cheering]

- 'Cause I have so many songs I
wanna try to get in in the time

I have tonight.

So we've got a long way to go!

- RICK: I think
for a long time,
Tom's been making records

with a lot of guitars on them,

but they're layered guitars.

And if you have 6 or 12 guitars
playing the same thing,

it stops sounding like a guy
playing guitar and more just
like guitar.

What we're trying to get at now
is getting away from the idea of

guitar as a bed and more as a
prominent instrument played by

a person with string sounds
and finger sounds and the

personality of a guy playing the
guitar as opposed to just
the sound of a guitar.

- ♪ California's
been good to me ♪

♪ Hope it don't
fall into the sea ♪

♪ Sometimes you got
to trust yourself ♪

♪ It ain't like anywhere else ♪

♪ It ain't like
anywhere else ♪

♪

- [harmonica plays]

- ADRIA: I love the super
uplifting like beauty and

simplicity of that song,
but there's an edge to it,

because California's where
he reinvented himself.

It's where he left an
abusive father behind.

It's where he started his own
family surrounded by friends.

It's where he had wild success.

And him and my mom were
tenacious and crazy enough

to be successful here
and make it work.

And I think he had a lot of
appreciation for being a

resident here, like he felt very
lucky that Los Angeles existed

and yet, just the idea
that he sings,

"Sometimes you got
to save yourself."

- ♪ California's
been good to me ♪

♪ Hope it don't
fall into the sea ♪

♪ Sometimes you got
to save yourself ♪

♪ It ain't like anywhere else ♪

♪ No, it ain't like
anywhere else ♪

♪

♪

- GEORGE: I think that
was his purpose, you know,

obviously was to heal
himself--that was the purpose
of the work for him.

Tom and I, we'd never
analyze his lyrics together.
Like, "What do you mean here?"

The therapy was making--doing
the work and making the music,

and that was how you
worked through it.

- ♪ Sundown, red skies ♪

♪ Nobody's been around ♪

♪ Sundown, blue eyes ♪

♪ I kinda like
this party town ♪

♪

♪ California's
treated me good ♪

♪ I pray to God that
the hills don't flood ♪

♪ Sometimes you got
to save yourself ♪

♪ It ain't like anywhere else ♪

♪ It ain't like
anywhere else ♪

♪ No, it ain't like
anywhere else ♪

♪

- [harmonica plays]

- ♪♪

- [audience cheering]

- ♪

- RICK: There's been a lot of
time going into the writing.

We're spreading the recording
out over a long period of time,

which is really giving the
album, I think, a depth.

If you're making the kind
of records that just capture a

moment in time, the more spread
out those moments of time are,

the more interesting they sound
when they're put together.

And we've already recorded about
15 songs

that most artists would just
say,

"Well, the album is
done, we have 15 great songs.

Pick the best 12 and put them
out."

But we're going to probably
record

about another
15 and have the best to choose

from, or then again, who knows,
maybe it'll end up being

a double album, which would
be super cool to me.

- Be sure to tune in next week
for double albums

that have failed.
- [laughs]

- GEORGE: Why double
albums don't work.

It's like, do we know we're
making this landmark,
incredible thing that was
going to live for the ages?

No, you were just doing it every
day, because it was
so much fun, you know?

- ♪

- GEORGE: Bugs is
the only one who knew, you know?

I'd say Bugs is
the Oracle or Yoda.

It's funny, you might ask Tom
or Mike or somebody or Ben

a question and you'd
get the answer.

And then Bugs would walk away.
"Actually, that's not"--

He'd correct because he knew--
he knew their lives,
you know, better than anyone.

And um...he would
know every song.

He would--even when they went
through title changes and like

everything flowed through
him at some point.

So everything he touched--
he touched everything.

- So when they had enough songs
that they decided to make it

a double album, the way we kept
track of everything was we've

got this chart and they
wrote--

listed all the songs here.

And then up at the top there is
a list of things that needed to

be done, like starting with
whether the track was done or

not, if there are words, if
there were any edits to be made,

all the different instruments
that needed to be on there.

And when it was ready to mix,
they would check it off here.

The final was...

The George Drakoulias
Fuck That Shit Up column.

- GEORGE: Which meant like,
you know, something stupid.

You know, who knows?
It could have been anything,

but some kind of crazy sound
or something weird
or something stupid to do.

And then you had
this giant chart.

And then the more songs
that got recorded,

the bigger this chart got.

That would be the historical
document that you'd always look

to, to know where you
are at any given time.

So it's like, all right,
"Leave Virginia Alone," okay.

We've done the guitars the other
day. What are we going to do?

We got to do something
stupid on it. Let's do--let's
try this, whatever.

It was the owner's manual.

- The essence of the
"Wildflowers" record is that

Tom wrote an astounding
body of songs.

- Absolutely.
- Too many to fit
onto one record.

- Yeah. But I do remember
I enjoyed

our time in the studio
every day.

And I remember it took--it
definitely took a long time,

but I loved what was happening.

And sometimes we would work all
day, and it would just be
one little piano overdub,

but it was the right one.

- BENMONT: It was the right one.
- Yeah.

- It was a vibe of, what
are we going to hear today?

I'm going to go
play with my friends.

My friend Rick is going to be
there and say, "To the bridge,
"I think it's perfect.

We need to rewrite that
bridge and play less."

And I was like,
"Okay, I trust Rick.

Okay, man, let's do it."
I was really happy, I think,
during those sessions.

- It was fun.
- This is the thing that was
special about--one thing about

this record with Rick and
Tom and me as, uh, producers,

and Ben as a...contributor.

- A layabout.
- Layabout.

But the thing that Rick had,
that Tom and I had--and I really

miss this about him--was
whatever record we were making,

whoever the producer was,

we would show up
and go for greatness.

I don't know--I wrote
this song today.

It may not be as good
as "American Girl,"

but we're going to sit here,
and we're going to make it

better than anything
we ever did.

Next day, this new song, we're
going to make this the best
thing we ever did.

-And Tom was really like that.
- Every song had to be the
best it could possibly be,

-and whatever we could
do to make it, we would.
- ♪

- That's right.

- ♪

- Come on, yeah.

- ♪

♪

♪ She give me her monkey hand ♪

♪ And a Rambler sedan ♪

♪ I'm the king of Pomona ♪

♪

♪ Her juju beads are so nice ♪

♪ She kissed my
third cousin twice ♪

♪ I'm the king of Milwaukee ♪

♪ And I've got
something to say ♪

♪

♪ God have mercy ♪

♪

♪

- BENMONT: Now, we
weren't grim, and going,
"We're making

a minimalist
acoustic masterpiece that's the

antithesis of everything
Tom Petty has ever done."

We weren't doing anything like
that. We were making the
record we were making.

And we were doing
what we always did,

which was trying really
hard to do it really well.

- ♪

♪♪

- [audience cheering]

- TOM: All of us would be
embarrassed if we weren't
getting better.

That for me is an ongoing quest,
because I think I've always

thought of myself as
not really that good.

So--[laughs]--

I constantly keep
trying to get better.

- ♪

- BENMONT: If you have a song
like "Crawling Back To You,"

the music has a mood.

Music has an absolute mood.

And so you dial in.

Now, I remember my
hands on the piano,

seeing my hands on the piano.

I remember recording the sounds
there, the beginning of it.

I don't really have a
recollection of playing

the actual take, and
that's a good sign.

If you black out, stone
cold sober, during a take,

then you're inside the music.

And that's--to me, that's one of
the best things on there.

That's one of my favorite
things that we ever did.

- ♪ I'm so tired
of being tired ♪

♪ Sure as night
will follow day ♪

♪ Most things I worry about ♪

♪ Never happen anyway ♪

♪ Oooo oooo ooo ♪

♪ I keep crawling back to you ♪

♪ Oooo oooo ooo ♪

♪ I keep crawling back to you ♪

♪

- TOM: Yeah, I was really
pleased with that because

that's--that's me--that's me
creeping into this song there.

[laughs] That's me.

Worry so much about--and then,
when I started to think,

almost everything,
if you make a list,

that you were worried
about, never happens.

- STEVE: That line stuck out
like a sore thumb to me for some

reason, and I found myself in
a lot of fear about a lot of

different things and that line
really just popped out at me.

And when Tom passed, I decided
to have it tattooed on my arm.

Yeah.

I think it migrated from
"You Don't Know How It Feels,"

I think that was the
demo that it was on.

And it didn't really fit, but it
fit--it really did fit in

"Crawling Back To You."

- ♪ Oooo oooo ooo ♪

♪ I keep crawling back to you ♪

♪

♪♪

- I start out songs sometimes,
they don't--and they go through

a big transition by the time
they get to the studio.
Like, take this one.

- ♪

♪ Well, I won't back down ♪

♪ I won't back down ♪

♪ You could spread me
all around town ♪

♪ But I won't back down ♪

See that one kind of started out
like that.
- [laughs]

- RICK: There was always a
lightheartedness about Tom,

and you could hear a really
serious, emotional lyric.

And then all of a sudden,
there'd be a--I wouldn't call it

a jokey lyric, but maybe a snide
lyric would rear its head,

which was more like what he was
like in real life, you know.

He--he had a great
sense of humor.

- ♪

- Huh?
- MAN: What you really think.

- 'Bout what?
- MAN: About all this.

- Well, I think it's a damn
fine way for these youngsters

to amuse themselves.

Keeps 'em off the street and
out of trouble, you know?

And the only question I have
is, "Why the damn hair?"

You got a good thing going here,
a lot of talent in the room,

do you really need the
damn hair is what I wonder.

- MIKE: His sense of humor--I
think his sense of humor came

from--first of all, he was
really smart, and he read a lot.

And he told me once, "I
love the English language.

"I love words.
"I love to play with words.

"I like to mix them up,
maybe use words

as a tool as you
might use notes."

And I know that he had--
probably had a library of stuff

that he could pull from at
any moment because he was

well-read and he watched
a lot of old movies,

and he probably picked up
a lot of lines from that.

And he just seemed to be able to
throw down a humorous limerick
anytime he wanted to.

- And a lot of times,
if we were just jamming,

goofing around, the
lyrics would be so funny.

He'd just come up
with--everybody almost stopped

playing sometimes because he'd
come up with this crazy shit

that was just so cool and
hilarious that we couldn't even
play.

- ♪ My old man's a sailor ♪

♪ What do you
think about that? ♪

♪ He wears a sailor's collar ♪

♪ He wears a sailor's hat ♪

♪ He wears a
sailor's raincoat ♪

♪ He wears a sailor's shoes ♪

♪ And every Sunday morning,
he reads the Sailor's News ♪

- That's all for
free, thank you.

My dad told me that,
when I was very little,

I had an amazing memory for
nursery rhymes

and fairy tales.

It was only in retrospect that
I went back and read poets and

people that are supposedly
good at writing, you know?

I always was just trying to--I
still look at it like we're

writing rock and roll records
and shouldn't be taken

too seriously.

- ♪

♪ Well, time's been
running slow ♪

♪ Since we both got here ♪

♪ C'mon and slide
a little closer ♪

♪ Let me whisper in your ear ♪

♪ Well, I got a radio ♪

♪ Turn it on soft and low ♪

♪ Baby, let's go ♪

♪ To the cabin down below ♪

♪ Baby, let's go ♪

♪ To the cabin down below ♪

♪

♪ Baby, let's go ♪

♪ To the cabin down below ♪

♪♪

- BENMONT: It's fun to
dive into all of that.

And the playfulness
in "Honey Bee,"

the sheer rock and roll
in "Cabin Down Below,"

the craft in "You Wreck Me,"
and just the goofiness of...

"I'll be the boy
in corduroy pants,"

just all that just
wonderful stuff.

The wistfulness, the humor,

the sadness, the--the loss,

and just everything
that he's saying,

which is also pretty damn funny.

- ♪ I was in love
with a girl on LSD ♪

- [audience cheers]

- ♪ She'd see things
I'd never see ♪

♪ She broadened
her perspective ♪

♪ Then I got more selective ♪

♪ I was in love with
a girl on LSD ♪

- I mean, just the first line,
you can't lose after a line like
that.

You know, "I was in love with
a girl on LSD."

Okay, where are we
going with this idea?

Everybody knows, everybody can
relate to that and wants to know

what's happening next.
Why? What is she doing?

What are you gonna do
about it, you know? [laughs]

- ♪ I was in love with
a girl on China white ♪

♪ We were married for
a year one night ♪

♪

♪ Her memory still lingers ♪

♪ 'Cause I burned
all my fingers ♪

♪ I was in love with a
girl on China white ♪

- ADRIA: The thing about my dad
was like--it was a ceremony.

It was like, "Okay, you've been
invited in. Sit here and listen

really loud for a very long
time."

My first impression of
"Wildflowers" was like, "Wow,

"this is just so much incredible
music.

"We're dancing in all of your
characters.

"We're dancing in all of these
different places in your mind.

"And you've got it
all happening here.

This is unfucking believable."

- ♪ I was in love with a
girl who was a dealer ♪

♪ I was afraid somebody
would come and steal her ♪

♪ We never used to fight ♪

♪ But the phone rang
day and night ♪

♪

♪ I was in love with a
girl who was a dealer ♪

♪

♪ Sure as hell ♪

♪ She got popped
by the big guys ♪

♪♪

- [audience cheering]

- MIKE: I remember being
frustrated that they don't want
a double album.

What are we going to do?
- RICK: Me too.

- MIKE: And I think mostly you
and Tom whittled it down

to one album's worth of songs.
- I was--I was shocked

that Tom went along with the
idea of a single album.
I was shocked.

- I was--well, not shocked,
but he was just trying to make
things happen.

But it was hard--because we
didn't start out
making a double album.

We had all this stuff, and we
thought, "Well, "it won't fit on
one record.

What are we going to do?
We'll make a double album."

And the record company said,
"Oh, you won't sell any."

And then I
guess we got scared or whatever.

But it was hard to
whittle it down.

And I didn't have a whole
lot to do with that.

I think you and Tom maybe
worked on the sequencing.

- I think it was really more
Tom.
- It was mostly him.

- I would contribute,
but more him.

- On all the records, it was
Tom always had the final say
on sequencing.

He struggled with it, and he
worked on it night and day.

- [indistinct chatter]

- I'm trying make a film here,
you're slagging people off.

You come in here and you curse
and you slag people off.

- ♪

- RICK: George has
been known to work blue.

- TOM: He works blue.

-I tell ya.
- RICK: It's cheating really.

- TOM: Well, George, it's
good in the short term.

It's good in the short term.

- GEORGE: Career burnout.

- ♪

- TOM: It was two CDs
long later on,

when it was all done and
we were listening to it.

I thought, "It's very long,"
you know? [laughs]

But Rick
thought it was cool.

To buy it would've been
extremely expensive because of

the two CDs,

so let's just take off ten
and--[laughs]--

so, you know, that was
a hard decision.

That probably took
up three months,

figuring out what goes
off and what stays.

And there was a song called
"Hung Up and Overdue" that I did

with, um--with Ringo
on the drums.

And one of my favorite singers
ever was Carl Wilson

of the Beach Boys.

And we did--had Carl just lay
down these beautiful harmonies

for us, and it's a great piece
of work, but it's a very,

um--sort of off-the-wall piece
and it was about six minutes

long, so--and very slow.

So we can only have so many slow
ones, so something had to go.

- ♪

♪ We've overdue for
a dream come true ♪

♪

♪ Long time, nothing new ♪

♪ We're overdue for
a dream come true ♪

♪

♪ I'm so hung up ♪

♪ On her now ♪

♪

♪ I'm so strung out on her now ♪

- RICK: Ringo played
a small drum set,

and he hit the drums
fairly delicately.

And this big sound
filled the room.

It was an incredible
thing to see.

He played different
than other people.

And it sounded different, and it
resonated in a different way,

and it swung in a different way.

- ♪

- ADRIA: I think that he just
gave himself permission with

this record to be around the
finest environment

and the finest artists that he
could find, you know,

that I can say I remember lots
of discussions and lots

of excitement and lots
of, you know,

"God, it just feels so good to
be making work in this
environment."

When you look at the footage
you can see how happy he is.

- ♪

- [indistinct chatter]

- ♪

- [mumbling lyrics]

- ♪

- [indistinct chatter]

- TOM: But I really
enjoyed the whole process.

I was much closer to this album
than a lot of them I've made,
I think.

I--I got very close to it
and wasn't in any hurry

to finish it, really.

- ♪

♪

♪ Tonight we
ride, right or wrong ♪

♪ Tonight we sail
on a radio song ♪

♪ Rescue me, should I go down ♪

♪ If I stay too deep
in trouble town ♪

♪ Oh, yeah ♪

♪ You wreck me, baby ♪

♪ You break me in two ♪

♪ But you move me, honey ♪

♪ Yes, you do ♪

- TOM: Mike Campbell came up
with these great chords that

reminded me of records
we used to make.

So what I tried to do was really
just make a Heartbreaker's

record from the '70s.

[laughs] Which I think works.
You know?

Lyrically, the idea behind that
song was this was meant to be

the moment where you went back
in time, nostalgia really.

- ♪
♪ Oooh ♪

♪ Yeah ♪

♪ You wreck me, baby ♪

♪ You break me in two ♪

♪ But you move me, honey ♪

♪ Yes, you do ♪

♪

♪

- TOM: And it wrecked me.
And I just thought it
should be a fun one.

Like, it's a very rock
and roll, kind of--
I don't know what it is.

[laughs] It's one
of my favorite ones, really.

- MICHAEL: Guys? Can everybody
come inside please

and just listen to the track?

Is everybody here? Everybody?
- [indistinct chatter]

- RICK: Do you want me to play
the-- What do you want them
to hear first?

- They should hear
their own track, so they can--

- [indistinct chatter]

- MICHAEL: Certain
notes go out.

- ♪

- RICK: There's something about
the artist's work that has

a little bit of a
diary-like aspect,

the work reflects a
time in someone's life.

- ♪

- It wasn't always conscious,
where it was coming from.

He told me
"Wildflowers" scares him,

because he's not really sure
why it's as good as it is.

So it has this like
haunted feeling for him.

He very much wanted
to re-release it.

He thought it was really
important because the legacy of

the "Wildflowers" album
loomed large in his career.

And he knew that the second
half of "Wildflowers"

was an important statement.

- ♪ You follow your feelings ♪

♪ You follow your dreams ♪

♪ You follow the leader ♪

♪ Into the trees ♪

♪

- TOM: You wanna drop
in or start again?

- [indistinct chatter]

- TOM: You know these headphones
are leaking hi-hat really loud?
Are they supposed to?

Sorry, I can't hear you.

I had no control over
what I wrote this time.

I didn't edit myself, and I
didn't hold back anything.

I just let it come out, you
know?

So, no, there is another batch
of work that'll come out later,
I guess.

But you know, I thought, "We
should write an ending for this

thing," and "Wake Up Time"
is sort of the finale.

- STEVE: "Wake Up Time" is
really a beautiful,

beautiful song, I thought.

And--and the way that
that was recorded was Tom sat

at the piano and just played
the piano and sang it.

And he asked me just to tap
a hi-hat

just to keep him in time.

But there's a breathing that
happens,

the song breathes.

- TOM: One two
three...one two three.

- ♪

♪ You follow your feelings ♪

♪ You follow your dreams ♪

♪ You follow the leader ♪

♪ Into the trees ♪

- MIKE: It's always
been about the songs.
This is a song,

whoever's here
now that's going to work on

this, let's make this song.

Live--don't get in the
way of it, make it work.

And so "Wildflowers" was
the same thing, you know?

Make the songs work, bring out
the best in the songs

and have a lot of fun while
you're doing it.

We all enjoyed
that record a lot.

There was never any
negativity or fighting,

or it was all just almost like,
"Well, do we have to stop?

"I guess we have a double album,
we have to stop now, you know?

What we're going to do now?"
[laughs] We could have
kept on making it, you know?

- TOM: And I thought it very
important that we end it

on a hopeful note.

You know, some of this subject
matter on this album is

downright dark. [laughs]

And I'm sure that I've
been through those downright

dark periods, but it's always
just believing that there is

some--something redeeming
about human beings.

That's what carries me through,
you know, the toughest times.

- ADRIA: He's a unicorn.
He's a one-of-a-kind human being
on this planet

that came here to bring joy.

And it's like, you know, that
was his purpose.

- ♪ You spend your
life dreaming ♪

♪ Running 'round in a trance ♪

♪ You hang out forever ♪

♪ And still miss the dance ♪

♪

- BENMONT: But losing Tom, it
changed the way I hear him.

You know, I think it happens
with a lot of artists.

When you lose them, you
appreciate

them more.
You go back and take a look.

And we've been doing a lot of
going back and taking a look
since Tom passed away.

- ♪

- MIKE: It was emotionally hard
at times to listen to

songs of your friend,
who's no longer here.

It was emotional. And other
times, it's just joyous.

"Oh, thank God we did that.
We were really good."

You know,
and so it's a whole plethora of
experiences on this record.

- ♪

- STEVE: I think every member
of the Heartbreakers is--

is happy that Tom's wishes have
been--you know--we're his band

and all we wanted
was what Tom wanted.

He wanted this record out, and
he wanted people to hear it.

So he's got what he wanted.

He usually did get what
he wanted in the end.

[laughs] He had a
way of doing that.

[laughs]

- ♪ Rise and shine ♪

♪

♪ If he gets lucky ♪

♪ A boy finds a girl ♪

♪ To help him to shoulder ♪

♪ The pain in this world ♪

♪

♪ And if you follow
your feelings ♪

♪ You follow your dreams ♪

♪ You might find the forest
there in the trees ♪

- TOM: I'm very pleased with
that one, I thought it

was one
of the best things I'd ever
done.

And I always liked that line
where you're going to be--
what is it?

"It's going to be alright,
it's just going to take time."

And that was the idea behind
it, was just to kind of say

everybody's been knocked
around a little bit,

but it's--you've got to keep
some kind of faith in yourself,

and that you'll
probably be alright.

- ♪ You're just a poor boy ♪

♪ A long way from home ♪

♪ You're just a poor boy ♪

♪ A long way from home ♪

♪

♪ And it's wake-up time ♪

♪ It's time to open
up your eyes ♪

♪ And rise and shine ♪

♪

♪ 'Cause it's wake-up time ♪

♪ It's time to open
up your eyes ♪

♪ And rise ♪

♪ And shine ♪♪

- [audience cheering]

- Thank you!
God bless you, good night!

- [audience cheering]

- ♪ You belong
among the wildflowers ♪

♪ You belong in a
boat out at sea ♪

♪ Sail away, kill
off the hours ♪

♪ You belong somewhere
you feel free ♪

♪

♪ Run away, find you a lover ♪

♪ Go away somewhere
all bright and new ♪

♪ I have seen no other ♪

♪ Who compares with you ♪

♪ You belong among
the wildflowers ♪

♪ You belong in a
boat out at sea ♪

♪ You belong with your
love on your arm ♪

♪ You belong somewhere
you feel free ♪

♪ Do-do-do, do-do-do ♪

[humming]

♪ Run away, go find a lover ♪

♪ Run away, let your ♪

♪ Heart be your guide ♪

♪ You deserve the
deepest of cover ♪

♪ You belong in that
home by and by ♪

♪ You belong among
the wildflowers ♪

♪ You belong somewhere
close to me ♪

♪ Far away from your
trouble and worries ♪

♪ You belong somewhere
you feel free ♪

♪ You belong somewhere
you feel free ♪

♪♪