Allan Nicholls
3 min readSep 24, 2020

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In 1977 as I was leaving one of the many post production screenings of Robert Altman’s “3 Women” at Lion’s Gate Films on Westwood Blvd, I was pulled aside by Tom Walls (music editor) and Dennis Hill (editor) who asked me what I thought of the addition of country and western songs as the source music placed as cues throughout the film.

Songs played from the juke box in the bar, the car radio, the transistor by the pool, and the table radio in the apartment, all served to set a tone of reality where Gerald Busby’s haunting woodwind score had purposely created an uncomfortable tenseness throughout the film.

The Busby score served to agitate.

The country and western songs offered a sense of place and a tone.

As we were discussing the music, Bob approached and asked if we could get together the next day to discuss the film.

Tom, Dennis, and myself, gathered in Bob’s office to discuss the musical landscape of the film. What became clear was that the music budget could not support the licensing of the popular country and western songs that they had placed as temporary source music cues in the film.

Bob asked if I was comfortable coming up with original material to replace the popular songs. Of course I responded as always a resounding “Yes!”

Tom, his friend, Jeff Wilson, and I got together for the next three days and came up with seven songs of various tempos, keys, and tones that matched or worked with the different scenes.

We made plans to record the songs the following week in Richard Baskin’s Recording Studio and I contacted my dear friend Tony Berg and asked if he could put a band together for the sessions. Tony took on the role of musical director, handled all the music arrangements, and called upon his many Los Angeles based musician friends including;

David Mansfield (fiddle, banjo, mandolin) Jeff Eyrich (bass) Chris Castle (drums) Dean Parks (steel guitar) Dewayne Smith (piano) Vince Gill (guitar, mandolin) and himself, Anthony Rains Berg on acoustic and electric guitars.

Between Jeff, Tom, Tony, and myself we gathered together the vocalists:

Marti Gwynn - “The Coyote Sisters”

Jo Ann Harris - “Hair”

Vince Gill - “Pure Prairie League”

Janis Oliver - “Sweethearts of the Rodeo”

John Considine - “film and Television” actor/writer

Tom (on harmonica) Jeff (on guitars and BG vocals) and myself (vocals) together with all these great musicians and singers formed the “Desert Center Country Band” that spent one very long day at Richard’s studio recording the seven songs for the film. At one point during the day Bob came into the control room and listened and watched and was definitely pleased. We decided towards the end of the session that we would record some ad hoc “station breaks” to give the film’s local radio station an “identity” as “Desert Center Country” radio. These proved to be useful as source cues adding a certain validity when they were played before or after a song from the different radios in the film.

The marathon session was completed extremely late on the Saturday night and the next day I drove to Bob and Kathryn’s home in Malibu to share the tapes with them.

After one listening Bob got on the phone with his neighbor and friend Lou Adler and announced that he was on his way over to play him some new music. There we all were minutes later on the beach at Lou’s. Kathryn, Bob, Michelle, Lou, and I, listening to the Desert Center Country Band blaring though this amazing sound system by the landscaped rock and tile pool on Malibu beach.

Bob loved it!

Kathryn loved it!

Lou loved it!

Michelle loved it!

Bob wanted Lou to get a record deal for the band and the music to be released immediately! He was that excited and invigorated by the music.

After Lou explained the logistics, the extended timeline that recordings go through, and how a properly timed release would necessitate a delay in the release of the film, Bob relented and was content to play the music through one last time.

I jumped in the pool.

It is with this memory that I dedicate this album to Bob.

We finally did it Bob, it’s out there!

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