đ¶They Write the Songs, Pt. 3: Barry Manilow Hits as Recorded by the Original Songwriters
Nostalgia takes over, with songs by Randy Edelman, David Martin, and David Pomeranz. '78's "Copa," + Barry's cover of the '41 chestnut, "I Don't Want to Walk" offer more proof of Barry's wistfulness.
Previously, in âThey Write the Songs, Pt. 2,â we dissected the original recordings of the composers (and Barryâs arrangements) of âSomewhere in the Night,â âShips,â and âI Made it Through the Rainâ:
The New Old Songs
When Barry Manilow began his historic recording career in 1973, he began to build his catalog using self-penned tunes, as well as collaborations with trusted fellow writers (Bruce Sussman, Adrienne Anderson, co-producer Ron Dante, and Marty Panzer among them).
He also leaned on a few âregularâ outsiders, like Richard Kerr, and eventually, David Pomeranz, plucking more than one song from each to add to his growing canon of hits.
Exploring the big band era and Latin/jazzy Broadway tunes were in play, as well, as 1978âs âCopacabanaâ and 1941âs Frank Loesser/Jule Styne Great American Songbook entry, âI Donât Want to Walk Without Youâ (which Barry recorded in 1980) helped prove.
Through all of them, he utilized his gift of arranging to not only make them âhis own,â but to thoroughly re-shape and re-make them into productions the original songwriter (very likely) had never imagined.
Singer/songwriter/recording artist, David Pomeranz, who appears on this Part 3, landed his âTryinâ to Get the Feeling Againâ with Barry in 1976 (and in âThey Write the Songs, Pt. 1â), and had this to say about Manilowâs âTryinââ cover: âHis record is a very good Barry Manilow record. I like what he did. Over time...it was flawless. He did a good job, different than a David Pomeranz record. Itâs a different kind of a rendition.â
âA Weekend in New Englandâ
Randy Edelman (above), while present on Spotify, doesnât have his 1975 20th Century Records album, Farewell Fairbanks, available there (see YouTube video, with audio-only of âA Weekend in New Englandâ above, with photos). Thatâs the album where âA Weekend in New Englandâ first appeared, with the beginning âAâ Barry decided to delete for his version (in Pt. 2, we marveled at Barry adding an âIâ and a âThroughâ to Gerard Kennyâs informal âMade it Thru the Rainâ):

Released as the second single from Barryâs 1976 This Oneâs For You album, the songâs title does not occur in its lyrics, but is approximated in the first line of the second verse: âTime in New England took me away.â
Edelman takes us on a weekend in New England (a regular playcation, apparently, for New Yorkers eager for the short, romantic escape of a drive up the coast towards Massachusetts or nearby states. Edelmanâs lyrical references to âlong rocky beaches and you by the bayâ point to a seaside getaway.
The singer, then, on his first day âback in the city where nothing is clear,â fondly remembers the romance of the weekend just past, and yearns to be reunited with the person he met (or shared a vacation with) in New England.
Prior to âWeekendâ being recorded by Manilow, Edelman modified the songâs melody at the behest of Arista Records president Clive Davis (above), to whose attention Roger Birnbaum, then Arista West Coast A&R, had brought Edelmanâs original version.

Davis recalled, âThe choruses were beautiful, but the verses needed to be [more] accessible melodically,â according to an article in the April 10, 1977 issue of Newsday, by fellow music writer,Wayne Robins, who writes Critical Conditions on Substack.
âSo I asked Edelman to rewrite the melody of the verses, and if it came out strong, I would ask Manilow to record it.â
Edelman recalled doing UK promotion for [his single] âConcrete and Clayâ [for which âWeekendâ was the flip], when he received a long distance phone call from Davis soliciting âWeekend in New Englandâ for Manilow, according to writer, Geoffrey Stokes:
â[Davis went] off on a detailed discussion of why the harmonics [basic melody] in the verse didnât work, [but] in [such] a way that I didnât feel that my creativity was being challenged.â
Although, in Edelmanâs recollection, Davis indicated that Manilow would record âWeekend in New Englandâ with or without Davisâ suggested modifications [was this hinting at the notion that a Manilow arrangement might include the changes Davis wanted, even without Edelmanâs âblessingâ or alteration?].
Edelman recounted, âIt was just that he thought some simplification could really make it a hit. And he was right.â Edelman provided Davis with a customized verse melody for âWeekend in New Englandâ a week later (you can hear the changes from Randyâs recording to Barryâs).
To, ostensibly, repay Edelman for his âcooperation,â Clive signed Randy to a recording contract the following year. The singer/songwriter recorded two albums for Arista, 1977âs If Love is Real (above), and 1979âs Youâre the One (below).
Barryâs newly-reworked Edelman composition made the Top Ten on the U.S. Billboard Hot 100 chart, while hitting the top spot on its Adult Contemporary (AC) chart.
âCanât Smile Without Youâ
âCanât Smile Without Youâ is a song written by Brits Christian Arnold, David Martin (pictured above) and Geoff Morrow. It was first recorded and released by Martin as a solo single in 1975 (apparently recorded using various keyboardsâŠonly):
A year later, Carpenters were the first to cover the Arnold, Martin, and Morrow song as an album track for their June 1976 A Kind of Hush album on A&M Records, produced and arranged by Richard:
Contrived Controversy, or Moot MeetânâMute?
Manilowâs arrangement has slightly different lyrics than the Carpentersâ version. Carpentersâ (and Martinâs) line: âI canât laugh and I canât walk/Iâm finding it hard even to talkâ was changed in Manilowâs version to âI canât laugh and I canât sing/Iâm finding it hard to do anything.â
Curiously, Carpenters remixed the song with additional orchestration for the B-side of their 1977 âCalling Occupants of Interplanetary Craftâ single, revising the lyrics to read, âI canât laugh and I canât sleep/I donât even talk to people I meetâ (by this time, though, Carpentersâ A&M label-mates, Vance or Towers, had recorded âCanât laugh, canât sleep, I donât wanna talk to people I meetâ for their single cover)âŠ
Could Herb Alpert or Jerry Moss have tapped Richard on the shoulder for this one? Vance or Towers (Glen Vance, Michael Towers) from a 1976 single (itâs not on their â75 album pictured), recorded shortly after Carpentersâ (Karen and Richard had yet to hear it until much later):
Carpentersâ 1977 remix, certainly recorded after Vance or Towersâ 1976 single version, where Karen utilizes their A&M matesâ uncharacteristically terse, âI donât wanna talk to people I meetâ line (wonder what attracted them to the line to the point of including it in their remix):
Four other artists (in order, Engelbert Humperdinck, Barryâs fellow Arista artist, Gino Cunico, Carpentersâ fellow A&M pop/rock duo, Vance or Towers, and British folk/pop duo, Peters & Lee, whose Lennie Peters aka Gary Hall was a Charlie Watts uncle) managed to release covers over the next two years before Manilow debuted his in January 1978.
Where Would You Put the Whistler?
Always a worthy challenger to Barry in the arranging department, Richard Carpenter hints even more at the vintage, evocative, âold songsâ feel than does Manilow, here. Karen intones her best Helen OâConnell interpretation, as Richard begins with electric piano, and lays on the strings ala Manilow, plus he employs some clever harmony vocals, a harp, and even a small army of muted trumpets, before itâs capped off by a whistler, giving us a â40s old radio feel.
Manilow, though, places his whistler at the front, sounding more wistful, kicking pebbles down a path, than big-band evocative: Billboard opined that Manilowâs version starts âsweetly with a soft whistle,â and builds in intensity over the course of the song, similar to other Manilow songs [psstâŠBillboard, thatâs called a formula!]. Record World said that it âmoves at a moderate, catchy tempo with a lost-love lyric.â
The version that appears on Manilowâs The Complete Collection and Then Some...1992 box set, containing the slightly different unreleased alternate first take:
âWhen All Else Fails, Modulateâ: Bumper Sticker Seen on Barryâs Rolls?
I think itâs safe to say Richard even beat Barry to a modulation, although, to be fair, the Martin arrangement had one, also, to their creative credit! By 1975, itâs clear that Barryâs arrangement ace-in-the-hole was no longer an industry-wide secret, and more to the point, certainly stopped being that rarely-used âwidgetâ in the record-makerâs toolbox.
It could even be argued that, in an effort to replicate Manilow chart magic, late-â70s pop-aimed-at-radio may have occasionally forced song-ending âroundâ key-change pegs into figurative âsquareâ holes where they were neither a mood-helper nor musically advantageous.
âThe Old Songsâ
David Pomeranz composed âThe Old Songsâ with Buddy Kaye (pictured above), who provided the lyrics. As David told Songfacts: âBuddy [who was born in NYC in 1918] wrote a song called âFull Moon and Empty Arms,â which was a big hit in the â40s [for Frank Sinatra in â45; the song has been recorded by Eddie Fisher, Robert Goulet, Sarah Vaughan, and in 2015, Bob Dylan].
âIn the â50s, he wrote âA - Youâre Adorable,â the classic, you know, âA - youâre adorable, B - youâre so beautifulâ [a 1949 hit for Perry Como & The Fontane Sisters], several others like that. Real kind of timeless big, big hits for him. He and I got together, we wrote six songs together at that time, and âThe Old Songsâ was one of them.
âWe had written it for [former Arista Records label-mate, with albums in 1976 and â79], Jennifer Warnes (above). She must have passed on it. I had recorded it on my Atlantic album, and Barry had heard my album, heard the song, and then decided that he would record it, too. That was in 1979 when my album came out.
âIt was just an interesting idea that Buddy and I had about that sort of thing where the guy wants the girl, gets the girl to stay, and thinks maybe songs might have her reminisce enough to want to give it another chance.
âEven though it was a good idea, I donât know that it came from my experience in particular. It might have come more from Buddyâs, but it was one of those songs that, frankly, I didnât really care for. I thought it was okay, and I was very eager to get on to the next song!
âBuddy said, âNo, itâs a good song.â I said, âOkay, great.â I played it for my publisher and he cried. And I went, âWow.â I didn't really think that would happen. âThe Old Songsâ didnât effect me quite so deeply, but I recognized it was a good, solid pop song.â















In the immortal words of Barry, "Looks Like Tomatoes." I guess that song was an original? I tried to find a version online where he sings "Looks Like Tomatuhs" instead of "Looks Like We Made It" but no luck. I'm pretty sure I didn't dream it. I remember as a kid watching some TV show and he was playing and was being silly with his lyrics.
Thanks for the Barry Tryptych down memory lane.