Inside Tracks #51: Bacharach/David, "Knowing When to Leave," 1968 w/Covers by Carpenters, Sue Raney, Jill O'Hara, Dionne Warwick, Michele Lee, Eydie Gormé, Baja Marimba Band
"Knowing When to Leave"--A veritable handbook for bolting, this Bacharach/David classic nails down the importance of "getting a clue" in a wilting relationship. Don't worry: We've got ya covered!🎵💘
Have you ever heard a song you know you’ve heard before (for years), but suddenly it….well, more than hits….it grabs your ear, along with your heart? That’s what happened to me sometime in March, when I stumbled upon this live Bacharach/David medley performed by The Carpenters on The Ed Sullivan Show on November 8, 1970 (I was 15, and may have even seen it at the time)!
Song in question? It happens second in the medley, just after the opening “Close to You.” It’s (like all the songs in this particular medley) a Burt Bacharach/Hal David chestnut, and that opening clarinet riff just grabbed me, and shook me, as did the remainder of the song!
In auditioning several covers, I’ve noticed that opening single-instrument line is/can be performed by trumpet, French horn, piano, and as here, clarinet….plus (also as you’ll hear), a full orchestra!
Moreover, the entire song strikes me as what can be called a quintessential Bacharach/David song: A riveting, borderline unusual (however you care to assess that) Bacharach melody that, to my ears, sounds both “What? Nobody’s ever thought of that before?” all the way to “Good heavens…how on earth did he come up with that….and, why isn’t it illegal?”
That’s all on top of a Hal David lyric that covers “rare-itory” (rare territory), again, I don’t think a song’s ever come close to touching: The “how-to” for jettisoning out of a failing relationship! We’ll start there:
[Verse 1]
Go while the going is good
Knowing when to leave
May be the smartest thing that anyone can learn
Go
I'm afraid my heart
Isn’t very smart
[Verse 2]
Fly while you still have your wings
Knowing when to leave
Won’t ever let you reach the point of no return
Fly
Foolish as it seems
I still have my dreams
[Chorus]
So I keep hoping
Day after day as I wait for the man I need
Night after night
And I wish for a love that can be
Though I'm sure that
No one can tell
Where their wishes and hopes will lead
Somehow I feel
There is happiness just waiting there for me
When someone walks in your life
You'd just better be sure he’s right
’Cause if he’s wrong
There are heartaches and tears you must pay
Keep both of your
Eyes on the door, never let it get out of sight
Just be prepared
When the time has come for you to run away[Outro]
Sail when the wind starts to blow
But like a fool I don’t know
When to leave.—Hal David, 1968
Let us know, in the comments, your favorite of these covers, and why!
Promises, Promises: The Broadway Treatment
Bacharach and David were tasked with penning the music to accompany the book by Neil Simon for the Broadway musical, Promises, Promises. Wiki fills it all in:
Promises, Promises “is based on the 1960 film The Apartment, written by Billy Wilder and I. A. L. Diamond. The story concerns a junior executive at an insurance company who seeks to climb the corporate ladder by allowing his apartment to be used by his married superiors for trysts.” I think we can see how (and perhaps where) today’s song can fit in!
The Broadway lead actress, Jill O’Hara, then, became possibly the first to lay down onto wax our song (as the Fran Kubelik character for the cast recording). In fact, O’Hara “was nominated for the Tony Award for Best Lead Actress in a Musical in 1969 for creating the role of Fran Kubelik in Promises, Promises, a role made famous by Shirley MacLaine in the movie the musical is based on, The Apartment (1960).”
First tryouts were held at the Colonial Theatre in Boston, Massachusetts, with the opening on Broadway on December 1, 1968.
Full orchestra is in play here (as one might imagine for Broadway), with something of a jaunty tempo (again, appropriate if not obligatory, for B-way)! As with most cover overviews, it’s fascinating to discover all the different tempos and instrumental accompaniments each artist/producer/arranger will employ! But, we start on The Great White Way, in what was the song’s first live performance:
Sue Raney with the First Studio Recording
The first studio recording and release was by jazz singer, Sue Raney (above), in November 1968, a month before O’Hara’s first live performance of the song in December. Raney’s side was produced by Jack Tracy, and arranged and conducted by Bill Byers, on Imperial/Liberty Records:
Burt Gives it a Spin
A half-dozen vocal covers were recorded before Burt, himself, recorded his own instrumental arrangement on his A&M Records album, Make It Easy On Yourself, in May 1969. He had to have heard the renditions that went before! His response, arranged and conducted by Bacharach, who co-produced with Phil Ramone. I was certain Burt’s label boss, Herb Alpert (co-founder of A&M Records) was playing trumpet on it, but, it’s actually Chuck Findley:
Bambi McCormick: With One LP to Her Name, She Makes a Mark
Bambi McCormick: She comes close to lapping the field with this, in my opinion. Some show her recording date as 1968, and as Promises, Promises had a very late-’68 stage premiere, I suppose it’s possible for hers to have been the first studio recording (for Metromedia Records). Let’s just settle on “one of the first.”
Regardless, her arrangement here, by jazz trombonist and composer, Harry Betts (above, who also arranged) is not only clever and unique (with a radically different full orchestral kick-off), but energetic and thrilling without yielding to brashness. And, McCormick’s tasteful vocals hint that she could belt this, but she wisely pulls it in to give us more of a jazz reading, even to the point of singing behind the beat to great effect.
NickS (WA) of Earnestness is Underrated, Found a Few Faves!
Nick: I appreciated Brad inviting me to contribute. I hadn’t heard the song before he posted the Carpenter’s medley. It’s a fun song and really interesting to compare different versions.
I’m not a Broadway expert, so I’m mostly looking for which performances felt like they most successfully balanced the emotional meaning of the words with the tune:
Michele Lee, 1968
Michele Lee released her version (on Columbia Records) on November 8, 1968, within a month of the original Broadway show’s opening night. Lee is mostly known as an actress, but she handles the song well. The first thing to say is that it’s easy to follow both the words and the tune. The second is that it’s fun in an uncomplicated way (with an arrangement by Ernie Freeman). She isn’t trying to do anything fancy, but she has good command of the song:
Dionne Warwick, 1970
With only 30 covers of “Knowing When To Leave,” it was possible to listen to most of them. I hadn’t heard of many of the singers, but I did know Dionne Warwick, and she delivers a performance which is precise, with a pleasing and characteristic lightness. She pulls off the line, “I’m afraid my heart isn’t very smart” better than anyone else I heard. She’s able to make it feel natural and not have the rhyme overshadow the meaning.

Julius Wechter & The Baja Marimba Band, 1968
I have to recommend the Baja Marimba Band instrumental cover for the sheer oddity it is. I didn’t make it through the entire song on my first listen, but I did on my second. It is charming, and worth giving a chance:
Eydie Gormé, 1970

My favorite version of the song was from Eydie Gormé, who for me, conveys the most emotion in her performance. Her delivery of “fly while you still have your wings” is my single favorite moment in any of the recordings, and I really enjoyed the texture of her voice.
Brad: The one who’s most likely to blow the roof off a venue by the sheer power of her voice is the one who also has the wisdom and talent to pull it back, as well, and hers is a terrific example:
Extra Bacharach/David Fun…and More!
⭐An exclusive Burt Bacharach & Hal David tribute was written especially for FRONT ROW & BACKSTAGE two years ago by singer/songwriter, Jay Asher, who’s written songs that have been recorded by Whitney Houston, Donna Summer, and Julio Iglesias, among others:
⭐In the late-’70s, Jay wrote a song with exclusive FR&B contributor, Stephen Michael Schwartz, “Only Everyday.” The goal was to possibly pitch it to James Ingram; Jay’s friend, Clint Holmes, sang on the fully-produced demo (hear it, exclusively, in this post!). Holmes had a #2 U.S. hit (#1 in Canada) in 1973 with “Playground in My Mind.”👇




















I wasn't aware of this Burt/Hal tune before, but then again, I haven't ever seen or heard "Promises, Promises" as a whole (but of course Dionne had to record it)- but I am a fan of its straight drama source so it might be worth looking into.
Thanks for this discussion. I've always liked the Carpenters inclusion of the song in their medley from their 1971 self-titled album. It would have been cool for them to record a full version!
Speaking of Promises, Promises, I saw the revival several years ago starring Sean Hayes. A friend of ours, Brian O'Brien, also had a significant featured role in the show. Hayes is originally from Glen Ellyn, Illinois which is the next town over from where Frank and I live. My friend Lauren knew him when he was younger. Also, The Apartment is one of my all-time favorite movies.
Anyway, just thought I'd do my own deep dive!