You Won't Forget Me

Lyrics by: K. Goell
Music by: F. Speilman

You won't forget me
Though you may try
I'm part of memories
Too wonderful to die
And it will happen
That now and then
You'll fall to wonderin'
If we shouldn't have tried again

You won't forget me
On nights like this
The moon will cast on you
The shadow of my kiss

No matter where you are
With whom you are
You'll think of me
You won't forget me
Just wait and see, you won't forget me
Just wait and see, you won't forget me
Just wait and see

Arranged and conducted by: Van Dyke Parks
Piano: Michael Kosarin
Drums: Billy Ward
Acoustic Bass: David Finck
Guitar: Peter Calo
Keyboards: Teese Gohl
Concert Master: Elena Barere

© Published by EMI Feist Catalog Inc. ASCAP

Lili Marlene

Lyrics & Music by: M.David, N. Schultze, H. Leip

Outside the barracks
By the corner light
Darling I remember how
I'd wait for you at night
There we'd create a world for two
I'd wait for you
The whole night through
Was there that you'd whisper tenderly
That you loved me
You'd always be
Be my Lili Marlene
Be my Lili Marlene

I'd give you a rose to show I care
And wind it through your golden hair
Then we would say goodnight and part
I'll always keep you in my heart
With me Lili Marlene
With me Lili Marlene

My Lili of the lamplight
My own Lili Marlene

Piano: Jimmy Webb
Mandolin: Jeff Pevar
Accordion: Dominick Cortese
Guitar: Peter Calo
Background Vocals: Mindy Jostyn, Jill Dell'Abate, Carly Simon

© Published by: Polygram Int'l Pub. Inc. ASCAP / Edward R. Marks Music Co. BMI

Spring Will Be A Little Late This Year (duet with Jimmy Webb)

Lyrics & Music by: F. Loesser

Spring will be a little late this year
A little late arriving
In my lonely world over here
For you have left me
And where is our April love old

Yes you have left me
And winter continues cold
As if to say that spring will be
A little slow to start
A little slow reviving

That music it made in my heart
Cause time heals all things
So I needn't cling to this fear
It's merely that spring will be
A little late this year
Yes time heals all things
So I needn't cling to this fear
It's merely that spring will be
A little late this year

Piano: Jimmy Webb
Guitar: Jeff Pevar

© Published by: Frank Music Corp. ASCAP

Laura

Lyrics & Music by: J. Mercer, D. Raskin

(Introduction: "Haunting" by Carly Simon)
There's always someone, haunting someone,
haunting someone
I can't sleep easy, cause I'm afraid of dreaming
And then the memory of the dream
There's always someone, haunting someone,
haunting someone

Laura is the face in the misty night
Footsteps that you hear down the hall
The laugh that floats on a summer's night
That you might never quite recall

And you see Laura on a train that is passing through
Those eyes how familiar they seem
She gave your very first kiss to you
That was Laura but she's only a dream

She gave your very first kiss to you
That was Laura
But she's only a dream

Yes she gave your very first kiss to you
That was Laura, but she's only a dream
A dream, a dream

Arranged and conducted by: Arif Mardin
Piano: Russ Kassoff
Drums: Billy Ward
Acoustic Bass: David Finck
Guitar: Peter Calo
Keyboards: Teese Gohl
Concert Master: Barry Finclair

© Published by EMI Robbins Catalog Inc. ASCAP, "Haunting" published by C'est Music adm. by Polygram Int'l Pub Inc. ASCAP

Fools Coda

Lyrics & Music by: T. Zito

Instrumental

Arranged and conducted by: Torrie Zito
Concert Master: Elena Barere

© Published by Torrie Zito Music ASCAP

Don't Smoke In Bed

Lyrics & Music by: W. Robinson

I left a note on his dresser
And my old wedding ring
With these few goodbye words
How can I sing
Goodbye old sleepy head
I'm packing you in like I said
Take care of everything
I'm leaving my wedding ring

Don't look for me
I'll get ahead
Remember darling
Don't smoke in bed

Don't look for me
I'll get ahead
Remember darling
Don't smoke in bed

Arranged and conducted by: Van Dyke parks
Piano: Michael Kosarin
Drums: Billy Ward
Acoustic Bass: David Finck
Guitar: Peter Calo
Keyboards: Teese Gohl
Concert Master: Elena Barere

© Published by MCA Music Publishing, a division of Universal Studios, Inc. ASCAP

Carly Simon pays tribute to film noir ~ by Melinda Newman

Carly Simon's new album, Film Noir, which features music from classic film-noir movies of the 1940s as well as other songs from that period, has its genesis in Simon's childhood.

"When I was growing up in the 1950s, when other kids were watching cartoons and I Love Lucy, I always turned to The Late Show and The Early Show," she says with a laugh. "I certainly got a big whiff of that noir quality early on. Those were the only movies I was interested in. I wasn't interested in Fred & Ginger. I was interested in Laura. And I remember One Touch Of Venus was one of my favorites. I didn't like ones like The Big Sleep. They were a little too dangerous for me or too scary for me. Except if they had a very strong love story. I always loved it when there were strong and slightly trashy women involved."

So it seemed only natural that Arista would tie in with 24-hour cable channel American Movie Classics (AMC) to push the September 16 release. A documentary on the making of the album will begin airing on AMC on street date.

Simon will also perform 6 album selections at a September 25 gala to raise money for preservation of classic film-noir movies. AMC will run the concert October 5 and rebroadcast it a number of times by year's end. The benefit will be hosted by director Martin Scorsese, who wrote the liner notes for Film Noir.

Additionally, AMC will run 2,000 direct-response ads on the channel this fall, whereby viewers can purchase Simon's CD bundled with the Gene Tierney classic Laura.

"TV was the linchpin to doing this project," says Roy Lott, Arista's executive VP/GM (U.S.). "Whether it be AMC or the extensive TV appearances Carly is going to do, they all fell together."

Similarly, the idea for the project fell together after Simon and songwriter Jimmy Webb bandied about the notion of doing a project based on movie music. Webb and Simon co-produced Film Noir. (Arif Mardin co-produced the track Laura with the pair.)

She and Webb met 3 summers ago on Martha s Vineyard, Massachusetts, where Simon lives much of the time. "I was hiding out," Webb says. "My wife and I had kind of decided we were going to get a divorce. And I was trying to figure out what was going to happen in my own life."

Webb's record producer, Fred Mollin, had called Simon and suggested she look in on Webb during his rough time. "One day, I heard this big noise. And there was Carly sitting in the driveway in her big 4-wheel drive. I went over to her house. And we sat in the garden drinking tea. And I laughed a little. Wept a little bit. And we talked about the curves life throws you," Webb says. "If nothing else had happened, I would have remembered the way she reached out for me in that tough time."

However, that afternoon created a bond. And the two stayed in touch. "Last summer I was starting an album of my own original material. And I got very very turned off at the idea of doing it. And just kind of down on myself and the sound of my voice," says Simon, picking up the story. "I was talking to Jimmy on the phone one day. And I said I would love to do an album of movie music. Music from all the movies I ever loved. And he called back and said: 'What about film noir?' And I said: 'That's a great idea. But only if you'll produce it with me.' And that's how it kind of happened."

The two began delving through songs from movies of the film-noir canon with the help of researcher Bill Zimmerman. They also fielded suggestions from a number of people. Including David Raksin, who wrote the title track to Laura, Donald Fagen, and Michael Feinstein.

Their research led them to widen their nets when they discovered many classic film-noirish songs hadn't appeared in film-noir movies, much less any movie.

"I didn't want it to be a college thesis. I wanted it to be much more liberal than that. And to just do the songs that struck us as being the most beautiful and the most right for my voice," says Simon. "We decided to find songs that could qualify as having a noir mood. That could be adapted to that sort of orchestration that we wanted to use. That were very cinematic."

Because of tight budgets and a desire to create a certain mood, the album was recorded mainly live. With Simon singing with the orchestra in the studio. "Not one of these cuts is perfect," she says. "When you're in the studio and you're layering instrument upon instrument, you sometimes overplay an idea. You get it righter and righter and righter. And suddenly it's dead. It has no passion. This is the exact opposite. We never quite got it all the way to rightness. So there's the energy of imperfection."

To further set the mood, Simon and the orchestra members often dressed in 1930s and 1940s outfits. Especially while filming the AMC documentary.

"We all wore wide ties and suits with the wide lapels," says Webb. "At one point, we passed out hats to the orchestra. Because hats are such a period noirish look. No one wears hats anymore. But if you look at any of the old movies, everyone is wearing a hat."

One of the album's highlights is Two Sleepy People, a sweet duet with John Travolta. Simon and Travolta have been friends for 20 years.

"John and I met the same week my son Ben was born," says Simon. "He moved into the building we were living in. And the day I came home from the hospital, I met him in the lobby and we just became good friends. In fact, he was such a great friend that when Ben had a serious operation when he was 3 years old and John was in LA, he flew his plane to New York to be with me because I was so out of my mind.

"For the last 10 years, we haven't been in touch that much. I really, really wanted John to do a duet with me on this album. And I finally got the courage up to ask him," Simon continues. "I didn't want to put him on the spot. I didn't want to make him feel just because we were friends that he was obligated to do something. So I just mentioned it to him really offhand. And he said he'd love to do it."

Another highlight is the only song written specifically for the project: the title track. Penned by Simon and Webb. "We thought we should write a song together for it that would almost be a summation of the mood we were trying to set," says Simon. "It was the first time Jimmy's collaborated with anybody. So I feel very, very proud."

Simon saves her most effusive praise for Ben, who sings background vocals on a number of songs. Unfortunately, Simon notes, there will be no album of duets with her son anytime soon. "He is so turned off by what he's seen happen to both me and his dad in 'the business' that he doesn't want any part of it," she says.

While much of Arista's campaign is centered around TV--Simon will appear on Good Morning America and CBS This Morning the week of the album's release. As well as The Tonight Show later in the campaign. Radio also figures into the mix.

The first single, Ev'rytime We Say Goodbye shipped August 27 to AC radio. "We feel like the light FMs are where this will do the best," says Ari Martin, Arista's associate director of artist development (U.S.). "The stations that are playing Kenny Loggins, Peter Cetera, James Taylor really match up with Carly." In fact, Arista is coordinating a contest with AC stations in 15 markets in which listeners can win a trip to the September 25 gala in LA.

Naturally, there is also a movie tie-in via a promotion with National Amusements Cinemas. According to Martin, each of the chain's 100 locations will display a 5-by-3 banner in each theater advertising the album. Additionally, Simon will open a National Amusements Cinema September 19 in Hartford, Connecticut.

Following the success of Simon's 2 prior albums of standards, 1981's Torch and 1990's My Romance, Film Noir should find a home at retail.

"I've already heard several songs, including the Simon/Travolta duet, which is surprisingly good. That song will certainly get it some publicity from some areas that it normally wouldn't get," says Eric Keil, buyer for the New Jersey chain Compact Disc World. "This release is just another example of how diverse the fourth-quarter releases are. It's aimed at adult customers. And I think it will be great for us. We'll be playing it in the stores. I'll be giving it to my parents."

Although she set aside the material she was writing before Film Noir, Simon says people shouldn't be surprised if she starts writing again.

"Always when I do an album of standards or other people's songs, I can't wait to get back into my own music again. Because it's such an inspiration," she says. "When I wrote my opera, I couldn't wait to get back into writing pop music again. Because I missed rhythm so much. And big tom fills. I think I'm not going to be able to stay away from it for too long. Because I'm too attracted to that."