Bill Withers

Ain't No SunshineJust As I Am
Grandma's HandsJust As I Am
Use MeStill Bill
Lean On MeStill Bill
Kissing My LoveStill Bill
Friend Of MineLive At Carnegie Hall
My ImaginationNaked & Warm
Lovely DayMenagerie
Tender ThingsMenagerie
Just The Two Of UsWinelight

Bill Withers photo



Bill Withers playlist



Contributor: Calvin Rydbom

Bill Withers was a latecomer to the music industry. He didn’t seriously start to pursue a career in music until he left the U.S. Navy at the age of 29. He was 32 when he recorded his first album. And matching his late entry he also left early and was finished with the recording industry at 47. Since 1985 he has rarely appeared in public, written a couple of songs for another artist, and not recorded a single song for release. In 2006 he got back all his unreleased tapes from Sony seemingly because of rumors of them being turned into an album. He walked away after recording eight albums, one of them a live effort, and a handful of collaborative singles, which have led to ten greatest hits albums. There are a handful of artists with a story similar to this. But most, if not all of them, had crashed and burned in a storm of overindulgence and performing was no longer an option. Withers was a different situation all together.

In 2009 he allowed, and actively participated in, a documentary called Still Bill. At the time it was suggested he was stepping back into the limelight to promote the career of his daughter. It’s hard to watch the movie and not come away with the idea he has been recording for years with no intention of letting us hear his music, and that he was perfectly fine with that. The well known film critic Roger Ebert wrote about the film, and more so its subject, saying “Withers seems as close to everyday Zen as I can imagine. He talks a great deal about his philosophy, to be sure, but it’s direct and manifestly true: Make the most of your chances, do the best you can, stop when you’re finished, love your family, enjoy life”.

Withers’ first album, Just As I Am, was a bit of an all-star event as measured against other first time R&B singers’ albums. Produced by Booker T. Jones, who brought along the other M.G.’s to work as a backing band of sort, the album also featured Stephen Stills on guitar as well as Chris Ethridge and Jim Keltner. Jones had played on Stills’ album the year before and had established a relationship with him.

Much like other new artists at the time, Withers recorded a couple of covers in somewhat uninspired versions of Everybody’s Talkin’ and Let It Be. But the other ten cuts were penned by Withers and a couple of them are gold.

Ain’t No Sunshine was gold. Withers always said he wrote the song after watching the 1962 film Days Of Wine And Roses and starting thinking about how sometimes we miss things that aren’t particularly good for us. Withers also said he always intended to write more lyrics instead of repeating “I know” over and over again but decided to leave it in on the advice of other musicians. Withers, who at the time was working in a factory making toilet seats for commercial airliners, was quoted as saying he was a factory working puttering around so when the professional musicians said leave it in he left it. As the musicians who recorded this track with him, and presumably the folks who told him to leave it, were Booker T. and the M.G.’s and Stephen Stills that was probably a good call on his part. It’s a great song. The initial part of the song has drummer Al Jackson Jr., bassist Donald “Duck” Dunn and guitarist Stills playing underneath him and almost unheard in their simplicity and beauty. When the strings kick in they launch into some fantastic R&B playing. It’s an amazing two minutes to start a career off with.

The second single from that album, Grandma’s Hands, was a unique song to be a hit during that period of music. Not many performers were writing songs about how wonderful and nurturing their grandmothers were. The rhythmic clap that keeps the beat through the song wasn’t accidental, the clapping of hands in the way people clapped to the rhythm of hymns in his Grandmother’s church had to have been planned. Withers has said the spontaneity of singing in his Grandmother’s church as a child is still the most enjoyment he has gotten while singing.

By his second album Withers was taking a bit more control of his music, acting as the producer on some of the songs. Lean On Me was produced by Withers as well as being written by him. The backing band for the song was the Watts 103rd Street Rhythm Band who had several hits during the late 1960s and early 1970s, but are now somewhat forgotten. It’s a great musical relationship. Withers wrote the song while thinking about how he missed the strong community support of small town life (he was from a coal mining town in West Virginia called Slab Fork whose current population is about 200) when living in Los Angeles. The piano intro, followed by the shadowing of an organ, creates an opening that is immediately recognizable.

Use Me jumps out of the gates without a fantastic funky vibe. The organ sets a great tone, as does the drummer. Withers again using the tactic of repeating a phrase over and over again for emphasis, and again against logic it works. The song is seemingly about a man who is being pestered by all his friends and family to realize his woman is walking all over him. I always enjoyed the last line, which fades away and is somewhat hard to hear, where Withers sings it ain’t so bad to be used by her as he sure is using her for the things that she does. 1970S R&B/Soul at its best.

Bill Withers Live At Carnegie Hall is a somewhat different kind of live album in that it has a couple of songs on it that are fan favorites, that never appeared on a studio album. Friend Of Mine is a favorite of mine simply because I like the message as it’s one I could use being reminded of now and again. “Might be that we have/Different views sometimes/Oh but that’s alright/You’re still a friend of mine”, not a bad message. I also like how he introduces a few band members during the number. Introducing one guy as “being so quiet he only said six words last year and eight were airport”.

Kissing My Love is awash in R&B/Soul but it’s also the biggest rocker Withers had recorded up to this point. James Gadson of the 103rd Street Rhythm Band was pretty much on fire here, not in the showy rock ‘n’ roll way we’ve come to think of great drumming, but in a perfect groovin in the pocket and drivin the other musicians where they needed to be kind of way. Gadson is one of the most recorded drummers in R&B history and has recently been playing with Beck. He’s one of those session guys who has enhanced music for the past 45 years and is so clearly the real deal.

Withers had a falling out with Sussex Records and stayed out of the recording studio until Columbia signed the singer and bought out his back catalog from Sussex. On his first album with Columbia the cover shows him writing the following statement, “Life like most precious gifts gives us the responsibility of upkeep. We are given the responsibility of arranging our own spaces to best benefit our survival. We have the choice of believing or not believing in things like God, friendship, marriage, love, lust or any number of simple but complicated things. We will make some mistakes both in judgement and in fact. We will help some situations and hurt some situations. We will help some people and hurt some people and be left to live with it either way”. He was clearly a man planning on doing things his way or not at all by 1974.

My Imagination off of Naked & Warm may be my favorite song by Bill Withers that wasn’t a “hit” in some way. It’s a song about reality surpassing your hopes and dreams. It’s an amazing love song, one that needs to be heard over and over again to really appreciate. “Now that you are real not my imagination” lets you know what the song is about, but not until you hear him speak it in a voice softer than his normal singing style. It should be a classic, but it isn’t.

In the UK Withers is probably best known8 for his 1977 album Menagerie, which was the best selling album and featured his best selling song.

Lovely Day is the only song on my list not solely written by Withers, instead he co-wrote it with Skip Scarborough. There are a couple of Withers’ signatures in the song but it doesn’t have the introspective and often dark edge some of his earlier work does. The singer on the first two classic albums would have never been able to convey this sort of positive emotion. Which is odd as the second half of the song has him holding notes for a prolonged period multiple times; it sounds like it must have hurt.

Tender Things from the same album is much the same in that it comes from a much more positive place than his earlier work, It’s an out and out love song with a Latin flair and is a song meant to be chosen as “our” song by a couple newly in love.

In the late 1970s and early 1980s Withers had some issues with Columbia Records and didn’t release anything under his own name, instead collaborating with other artists. There were standout cuts with the Crusaders, Ralph MacDonald and Grover Washington, Jr. In The Name Of Love with MacDonald was one of his last hits, reaching thirteen on the R&B charts in 1984, and would be on this list if Toppermost lists went to eleven and I hadn’t broken the ten guideline a couple of times lately so I’m trying to stick with ten today.

But for me the best song during Bill Withers’ collaborative period was Just The Two Of Us from Grover Washington, Jr.’s 1980 album Winelight. It’s also the song that set me to writing this Toppermost. I recently officiated the wedding of one of my closest friends (yes I’m an Ordained Minister here in the U.S. but it’s in a dodgy paperwork was done correctly so it’s legal sort of way and not in an I went to seminary kind of way) and this song was played at a significant moment during the wedding reception. So I figured it was a sign and Bill Withers needed a Toppermost.

After In The Name Of Love, Withers charted with Oh Yeah, another great song that reached 22nd on the R&B charts after being released off his final album. He then walked away from music and we haven’t heard much at all from him in almost 30 years. And we are a little poorer because of it.



Bill Withers (1938–2020) died on March 30th 2020 in Los Angeles. The family described him as a “solitary man with a heart driven to connect to the world … he spoke honestly to people and connected them to each other.”


The Official Site of Bill Withers

Bill Withers biography (Apple Music)

This is Calvin’s nineteenth Toppermost, so clearly he enjoys writing them and telling people what he thinks. Even more so it allows him to dive into procrastinating and avoiding the writing he is suppose to be doing. As such he has no shot in hell in completing his next book when he told his publisher he’d have it done. If you’re so inclined to read any of his real books, and have an interest in the History of Northeast Ohio, you can find his books here. P.S. The three books not written by Calvin which show up when you search his name on are by another writer from his hometown. This writer tells a story in which Calvin was supposedly involved in 1980-81 that he has absolutely no memory of.

TopperPost #383


  1. Andrew Shields
    Nov 17, 2014

    Calvin – thanks for this great list on a superb singer… And the name ‘Slab Fork’ made my day…

  2. Ian Ashleigh
    Nov 17, 2014

    Great list Calvin and thanks for the essay, I’ve learnt something new about an artist I’ve listened to as long as I can remember. My sister had a 12″ single of Ain’t No Sunshine by reggae artist Jimmy Lindsay which I always thought was second only to Bill Withers’ original. Sadly it has gone the way of all vinyl.

    • Calvin Rydbom
      Nov 19, 2014

      So What Was the New Thing You Learned Ian?

      • Ian Ashleigh
        Nov 23, 2014

        Finding that Booker T & The MGs played on Ain’t No Sunshine makes infinite sense with hindsight.

    • Michael Tarrant
      Apr 3, 2020

      Jimmy Lindsay also did a commendable cover version of The Commodores “Easy”. Now I need to check out his Bill Withers cover.

  3. Glenn Smith
    Nov 18, 2014

    Thanks for this great summary of an often forgotten yet quite brilliant song writer. Lean on Me and Ain’t No Sunshine are everywhere, there would hardly be a week that would go by that you wouldn’t hear a version of one of those songs and yet for most he would be Bill Who? That said, I think Better Days (Theme from Man and Boy) is a major omission (a haunting melody and great lyrics) as is the driving, building rhythm of Harlem from Just as I am.

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