Composer Marvin Hamlisch (left), lyricist Craig Carnelia (center), and actor John Lithgow during the recording sessions for the original cast album of the Broadway musical The Sweet Smell of Success. Photo by Chris Ottaunick, courtesy Craig Carnelia.

[Ed. Note: The unexpected death of Marvin Hamlisch earlier this month sent shock waves through the music community. One of only two people ever to receive an Emmy, Grammy, Oscar, Tony, and Pulitzer Prize (the other was Richard Rodgers), the New York City-born, Los Angeles-based composer, conductor, and pianist created scores for dozens of Hollywood motion pictures, as well as for five Broadway musicals (including the revolutionary A Chorus Line), and was also a mainstay on the podiums of symphony orchestras across the country. Lyricist and Former ASCAP President Marilyn Bergman, who together with her husband Alan Bergman first collaborated with Hamlisch on the theme song for the film The Way We Were, remembers Hamlisch as someone who “always had a smile on his face and in his heart […] He’d sit at the piano and his musical ideas would tumble out of him—one after another—a shower of notes.” We asked fellow theatre composer Craig Carnelia—who served as Hamlisch’s lyricist for two musicals, including Hamlisch’s last production on Broadway, The Sweet Smell of Success—to tell us more about what it was like to work with this important American music creator.—FJO]


So much has been written and will be written about my friend and collaborator, Marvin Hamlisch, that I have decided to write a piece that focuses on those recollections that are private, moments when we were alone, or if with others, situations where we were a team of songwriters or a pair of friends.

The Way We Worked

I met Marvin in the summer of 1997. We were introduced by producer Marty Bell, who was assembling talent to create a musical version of Sweet Smell of Success, a team that already included playwriting John Guare, and would later include director Nicholas Hytner.

At our first meeting, Marvin told me he wanted to write another “serious score” and that he preferred working “music-first.” I was delighted to hear both, and since I tend to work music-first when I write my own music, this method was most familiar to me. Marvin felt he was a better composer when not limited by the structure and cadence of a whole lyric before starting to compose. He preferred to free-associate and invent musically, using a few phrases of lyric, which then leaves the lyricist the job of matching all the rises and falls of pitch, intensity and nuance in the music that the composer has put there. I’ve always loved this part of lyric writing, and working with Marvin’s music, after so many years on my own, I was endlessly surprised by the game.

What “music-first” actually means is, we would have an idea of where a character should sing and why. Then I would explore how the character might express him or herself in words, usually a verse, or a few lines, at least a title. Often, I would come to a meeting with two or three different ways of approaching the same moment. Then we would sit together at the piano with a tape running, usually for an hour or so. But don’t let me mislead you. Marvin was the only one with his hands on the keys. I would sit on a stool to his right, most often with a cup of tea, made by Shirley, Marvin’s longtime housekeeper.

Marvin had the single most limited attention span of any adult I had ever met. But these hours were unique. When he was inventing music, his focus and concentration were extraordinary. He would look at the words I had brought in for 30 or 40 seconds and hear something in his head. His hands would then take over. After that initial “idea” phase in the composing, there seemed to be no time-lag between his continued musical impulses and his ability to simply play them. I would call it “confidence,” but even the presence of confidence would seem to acknowledge the existence of insecurity. It was something more primal than confidence that I saw in Marvin in these sessions, more like raw instinct. There didn’t seem to be any brain involved in this work, and along with that omission, a lovely lack of self-doubt and second-guessing. The first attempt wasn’t always his best, but it very often was. When it wasn’t, he or I would say, “Let’s go again,” or “I/you can do better,” and the second try would invariably be the one.

I would then go home, catalogue the tape, find the best variations and begin writing to them. We would then come back together to deal with structure, lyrics, refinements, questions, additional music, whatever was needed. I would go away again, finish the lyric, and we would have a song.

But in those first hours, when Marvin was inventing, I saw him at his finest. Focused, serious, happy, doing what he was undoubtedly put here to do.

On The Road

By the time I met Marvin, he was as famous for his concert work (solo concerts and “Pops” conducting with major symphonies) as for his composing. So I would often travel to wherever he was and stay with him for a day or two to work. About a month into our collaboration, he was conducting with the Pittsburgh Symphony and I spent two days with him there to work on a song. In the afternoon, we worked at the concert hall, but as evening approached, we walked back to the hotel for an early dinner and for Marvin to prepare for the concert. He was getting into his tux in the bedroom while I was writing on the couch in the living room.

Without warning, out leapt Marvin in his underwear, doing West Side Story-style ballet, shouting “Jerome Robbins!” After ten seconds, he switched styles: “Bob Fosse!” Then, the big finish: “Michael Bennett!” Then, he disappeared. Nothing in my life up to this point had prepared me for this floor show.

The Boys at the Beck

When you do a big show, it’s seldom the big moments that end up bringing you the greatest pleasure or sticking in your memory as the peak experiences. Sweet Smell of Success had peaks in abundance, but the finest of them was an afternoon when Marvin and I went to scout out the pit at the Martin Beck Theater to see if it was going to be large enough for the orchestral numbers and combinations he and orchestrator Bill Brohn had in mind.

We were let into the theater by the stage doorman. There was no one else there. No one. There were some general lights on in the house and, of course, a work-light on the stage. We first went down to the pit where we measured some dimensions. We talked about the optional extra musician (a guitarist) that Marvin and Bill were considering. We ended up not using a guitar for the show, but added one when Marvin and I produced the cast album for SONY. Then Marvin was imagining where each player would sit and how much space each instrument and all the doubles and triples would require. I became superfluous, so I took my superfluous self up to the stage.

We didn’t speak for the rest of our time there, probably ten minutes. I was looking out at the house and Marvin was “all business” in the pit. But we were happy, both of us, with the professions we had chosen, the show we were working on, and the partnership we had found. We tried to acknowledge as much as we walked together afterwards. The acknowledgement may have lacked the full understanding I’ve expressed here, but it had an immediacy and an impact that was unusual.

The New York Yankees

Many of you know that Marvin was a huge Yankees fan. Well, as it happens, so am I, and we were in the thick of our collaboration from 1997-2002, which were glory years for the team. Marvin had gotten Joe Torre and his wife some ringside seats for the heralded Streisand concert he had musical directed and this had cemented their friendship.

So when we would go to a game together, it usually included some dazzling perks, like sitting in the dugout for batting practice, or having the best seats for play-off and World Series games, or having dinner with Joe Torre.

But the best was Game 5 of the 2001 World Series against the Diamondbacks. 9/11 had just happened, you could still smell the burning in the air. There were warnings that the World Series was a likely “next target.” “Did I want to go?” “Hell, yes! I’m going.”

Ninth inning, Yankees down by 2, one man on, Scott Brosius hits a game-tying home run. The stadium went wild, as did Marvin and I. The Yanks went on to win the game in extra innings.

Marvin loved the Yankees, but what isn’t as widely known is, they loved him back.

The Ride

At our first meeting with director Nicholas Hytner, Nick made it clear that he was going to join us on Sweet Smell of Success. Also at the meeting were producer Marty Bell and bookwriter John Guare. After they all left Marvin’s apartment that day, he called me into the kitchen and opened a bottle of his favorite wine (the only time I ever saw Marvin drink). He poured a bit into 2 glasses, gave me one and proposed a toast: “Let’s enjoy the ride.” I can honestly say that on Sweet Smell of Success, we did just that.

And yet, I choose to close these remembrances with a lyric from our second show, Imaginary Friends. The song was never used in the play, but was to have been sung by Lillian Hellman and Mary McCarthy near the end of their lives.

I had a unique experience when writing this lyric. I was enjoying my time with Marvin’s music so intensely that I made the process of completing the lyric take two days longer than it needed to. I didn’t want it to end.

There is nothing clever
I have left to say
You and I
My oh my
Words fail me

Every past endeavor
Every livelong day
So much fuss
So much us
Words fail me

See the legends disappear
With a whisper
“I was here”
“I was here”

No more ties to sever
No more debts to pay
No more chat
‘Magine that
Words fail me

Will I be remembered well?
Did I matter?
Time will tell
Time will tell

Time to face whatever
Time to make our way
Catch the light
Say goodnight
I’m through here
I’m new here
Words fail me.

“Words Fail Me” lyric used by permission Copyright © 2002 A. Schroeder Int’l

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3 thoughts on “

  1. Gerry Errante

    Thank you for these wonderful reminiscences. Marvin was my very first accompanist when we were students together at Queens College in the early 60’s. He was simply dazzling and could play absolutely anything. Most impressive was his ability to improvise in the style of any composer one could name. One day he came to rehearsal and played and sang a song for me that he had just written. Shortly after that I was amazed to hear “Sunshine, Lollipops and Rainbows” on the radio. He was a joy to rehearse with – funny and of course incredibly musical. I feel so privileged to have had that experience.

    1. Mark N. Grant

      Unappreciated among Hamlisch’s musical accomplishments, and unmentioned in the obits I read, was his role in helping to make Woody Allen a star filmmaker. His rollicking tuneful scores for the very early Allen films “Take the Money and Run” (1969) and “Bananas” (1971) have a lot to do with setting up their onscreen gags and creating their zany atmosphere. Just watch them today. Hamlisch’s late attempt at writing this same kind of cartoonish score in a consciously ironic manner to slapstick “The Informant” (2009)– a film in which a deadpan Matt Damon as a compulsively mendacious FBI mole is quite funny– didn’t “land” as well, but the guy sure had an endless fund of tunes in him. One of the last great Broadway composers, too.


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