When the Boys Cover Whitney Houston #5: "So Emotional" by Billy Steinberg & Tom Kelly, 1987

In 1987, the Wheel of Whitney's Fortune landed on a song by two veteran rock songwriters, Steinberg & Kelly! Having tackled all manner of dance'n'R&B, how would she fare with a rock-forward tune?

Earlier in 1987, Whitney went to #1 with her arrangement of Michael Masser’s and Will Jennings’ “Didn’t We Almost Have It All.” Discover what it took to create that smash by clicking here! Sartorially speaking, gone are the ball gowns, high heels and anything “dance.” The image, now, has shifted toward pseudo-Springsteen and Bon Jovi-esque denim’n’leather. Clive has decided they’ve conquered the soul and dance charts. Next stop, the rock arena! Cue the rock songwriters!

Welcome to Part 5 of our musical road trip to the hits of Whitney Houston from a male perspective! We’re pleased to have

Andres

of Substack’s popular The Vinyl Room joining us again to offer his talented ear, singing voice and expertise, and unique writing style, all from his UK home!

Since Whitney’s award-winning career began in the mid-’80s, she’s not only had an abundance of mega-hits, but many recording artists have covered her hits, including a surprisingly large number of male artists!

Please enjoy our debut edition of “When the Boys Cover Whitney Houston,” here, as we dug deep into her “Saving All My Love For You” and “How Will I Know” with some striking covers by select male artists!

Billy Steinberg & Tom Kelly, Rock Songwriters

Kelly (l) and Steinberg were inducted into the Songwriters Hall of Fame in 2011.

Dale Kawashima, from SongwriterUniverse Magazine in June 2011: “This Los Angeles-based team co-wrote five #1 hit singles, including “Like A Virgin” (for Madonna), “True Colors” (Cyndi Lauper), “Eternal Flame” (The Bangles), “Alone” (Heart),” and, of course, Whitney’s “So Emotional.”

(l-r): Billy Steinberg, Chrissie Hynde of the Pretenders, and Tom Kelly. Together, they wrote the Pretenders’ 1994 hit, “I’ll Stand By You.” It got to #16 on Billboard’s Hot 100.

“The duo also wrote several more Top 10 hits including “I Touch Myself” (Divinyls), “I Drove All Night” (Cyndi Lauper), and “In Your Room” (The Bangles). Separately, Steinberg also wrote the hit, “How Do I Make You” (for Linda Ronstadt), and Kelly co-wrote the hit “Fire And Ice” (Pat Benatar).”

Kawashima interviewed the duo in 2011. Here are some excerpts, starting with how the songwriters first met:

Keith Olsen (l) and Ozzy Osbourne in 1988 inside Olsen's Goodnight L.A. recording studio as the pair work on Ozzy's No Rest for the Wicked album. 📸Keith Olsen.

Kelly: Billy and I met at a house-warming party that (hit producer) Keith Olsen (shown above) was hosting. Keith is an old friend and he produced Pat Benatar and many other artists [notably co-producing Fleetwood Mac’s 1975 pre-Rumours self-titled album, as well as Buckingham Nicks’ 1973 album]. We both had cuts with Pat Benatar (1981’s “Fire And Ice” and “Precious Time”), but we hadn’t met yet.

Steinberg: Keith invited me to this party and I was happy to attend. At the time, I was living in the Coachella Valley (about a two-hour drive from Los Angeles) and I wanted to build my music contacts.

Kelly: I started talking to Billy and we hit it off. Keith’s manager, Bob Buziak [who became RCA Records president in 1986], was at the party, and he said that Billy and I ought to write together. Billy brought his guitar to the party, so we ended up in Keith’s basement, singing and playing guitar.

DK: Which song was the first that you wrote together?

Steinberg: It was a song called “Just One Kiss” which was later recorded by Rick Springfield [above]. Before I started writing with Tom, I hadn’t really collaborated before. I mainly wrote for my band which was called Billy Thermal. These songs were written in a more intense, personal style.

When Tom and I first started writing together, we had to figure out how the collaboration would go. It took me a little while to realize that my role was mainly writing lyrics. I realized Tom was a superior musician and he wrote wonderful melodies. I could contribute some music, but my strongest ability was writing lyrics.

Kelly (above, from a recent photo at his home): For me, there wasn’t an adjustment period. I didn’t like writing lyrics, so it was great to have Billy as a lyricist. My songwriting output improved tenfold because the lyrics were now written as quickly as the music.

DK: With your songwriting process, did you write the music or the lyrics first?

Steinberg: I would write the lyrics first, and then we’d work together, with Tom writing the music and I would contribute ideas (to help perfect the song).

DK: That’s interesting that the lyrics would be written first.

Steinberg: I understood song structure, so I knew how to write lyrics to fit a song form. Early on, I wrote poetry first, then I started putting poems to music. I eventually learned how to put lyrics into a good song structure. When I met Tom, I was still writing the lyrics first; I would show up at Tom’s house with a group of lyrics.

In a Songfacts interview with Steinberg (above), he said: “A lot of songwriters get together and the first question they ask each other is, ‘Who do you want to write for?’ Tom and I had never done that because I find it restricting, and we both like to write a song for the song’s sake, and not try to aim at a particular recording artist.

“In the case of ‘So Emotional,’ Tom and I had a regular dialogue with Clive Davis and he advised us that he was looking for an up-tempo song for Whitney Houston, so we really tried to write for that.” As head of Arista Records, Davis could put out a call for songs and know it would be answered, especially when it came to Whitney, his superstar.

More Songfacts: The demo that Billy Steinberg and Tom Kelly recorded for this song sounds little like the final product. They were both huge fans of Prince and put the demo together with his Minneapolis funk sound. “Originally our demo had a certain Prince feel to it, in the verse in particular.”

The Billy Steinberg/Tom Kelly demo, with Kelly singing:

”I don’t think anyone would ever hear Whitney’s version of the song and hear anything Prince-like about the production,” Steinberg told Songfacts. Producer Narada Michael Walden completely re-worked it for Houston.

Songfacts: “Wayne Isham directed the official video, which was shot during a stop on Houston’s tour in Bethlehem, Pennsylvania, and shows footage of her onstage and behind the scenes. Houston, who was a professional model before launching her music career, didn’t need special effects or fancy concepts to help her out in front of the camera. The video earned airplay on both MTV and the older-skewing VH1, which launched in 1985” (two years before). Look carefully: Producer Narada Michael Walden is sitting in on drums:

From the bare-bones, admittedly “Prince-ified” production of the Steinberg/Kelly demo, to Walden’s professionally slick, hit production…the ultimate presentation, three years hence: World Tour, live in Japan, with a full stage show with specialty lighting, dancers, background singers, horns, and….well, no jeans or leather jacket:

“So Emotional” was the third single released from her second studio album, Whitney, by Arista Records on October 12, 1987. It peaked at #5 in the UK, and #1 on the Billboard Hot 100, where it became her 6th consecutive number-one, and a dance chart hit. It would become the sixth best-charting song of 1988, and was the fourth most played song on the club charts.

Although the recording became a #1 hit, the production was bittersweet for the songwriters. As Tom Kelly explained in a 1997 interview with Fred Bronson in his The Billboard Book of Number One Hits, “If you fall in love with (your) version of the song, and you’re used to hearing it the way you conceived it, it’s always hard to get used to.”

The Vinyl Room’s

Andres

evaluates the single, and Houston’s performance:

Punchy phrasing. Tight tempo. Tremendously high belting. The small print? No warm-up allowed.

Legend has it Ms. Houston was asked by producer, Narada Michael Walden, to record her lead vocal for this song before she even had a chance to warm up her voice. The goal was to create the raw, edgy sound.

She passed the test with flying colours, but suffice it to say this song should carry a warning label: “Singers — don’t try this at home!”

I suspect the only reason Whitney was asked to do this without fear of destroying her voice (and the flurry of lawsuits that would have inevitably followed) was the same reason why she managed to deliver such a stellar performance in the first place: vocal technique for days.

You see, when your body knows exactly what to do, and your muscles have been trained to the extent that you can trust them intuitively, you can afford to take certain risks in the name of artistic expression.

No disrespect to other genres, but it’s one thing to prioritize emotional delivery when you’re singing a sad folk song while gently strumming your guitar. Here, the stakes were incredibly high from a physical perspective: she was literally pushing her voice to the extreme.

Here, Walden talks, at length, about the recording of Whitney’s second album. Jump to the 6:10 mark to hear his revealing 3-minute “secrets” behind “So Emotional,” including which legendary British rock star entered the studio during the sessions and started dancing with Whitney!👇

The result was spectacular. Her sound was crisp, strong and incredibly on point. There is no denying she could diaphragmatically support her high belts in her sleep. Besides, this was a very smart move as a follow-up to her previous hit, the smooth and polished “Didn’t We Almost Have It All”.

Whitney showed us she could deliver a heartfelt ballad and front a rock band at the same time, without batting an eyelid.

The Cover

How can an ordinary singer attempt to do a decent cover of this song? I believe the smartest way to tackle it is to reinvent it completely. In other words, a smart singer will know it’s virtually impossible to replicate what Whitney did in the studio without ruining their own voice or making an embarrassment of themselves.

With this in mind, I chose to focus on covers that gave it a completely different spin. Jon McLaughlin won this challenge hands down. His haunting rendition is guaranteed to send shivers up and down your spine. He certainly added a whole new layer of meaning to the phrase “I keep your photograph beside my bed”.

What I loved the most about this cover is that he took the raw and edgy sound of the original to the next level. By astutely slowing down the tempo, taming down the belts and keeping the production sparse, he was able to tap into a certain darkness that complements the lyrics really well.

With only minimal adjustments to the melody, the song remains instantly recognizable, thus adding a spooky element when contrasted with the upbeat ‘80s sound of the original. A genius move indeed!