The Number Ones

January 18, 1986

The Number Ones: Dionne & Friends’ “That’s What Friends Are For”

Stayed at #1:

4 Weeks

In The Number Ones, I’m reviewing every single #1 single in the history of the Billboard Hot 100, starting with the chart’s beginning, in 1958, and working my way up into the present.


If you were alive and watching cable television in the 1980s, you learned the drill pretty quickly. A whole bunch of celebrities crammed together into a studio — set up in bleacher-style rows, vaguely swaying together, wearing matching T-shirts. When they’re not singing, those celebrities say vaguely positive things about how much fun they had working together and how it feels good to do something for a worthy cause. For a little while, it was a routine.

The all-star charity singalong was an ’80s phenomenon — the kind of thing that the Gen-X kids of the ’80s would go on to mock when they got jobs writing for comedy TV shows in the ’90s. “Do They Know It’s Christmas?” was the first. “We Are The World” was the big one — the one that topped charts in the US and abroad. But there were plenty of others, too — Canadian pop stars on “Tears Are Not Enough,” metal musicians on “Stars,” friends of Stevie Van Zandt on “Sun City.” But the biggest of those post-“We Are The World” songs didn’t fit that format, and it brought none of the bombast of its predecessors. Instead, it was a remarkably quiet and unshowy affair, one that felt almost homespun.

A whole lot of insanely rich and famous people worked to bring “That’s What Friends Are For,” the first and biggest #1 single of 1986, into the world. But compared to the other all-star charity singles, “That’s What Friends Are For” was small and focused. Only four singers appeared on the song, and all of them were pop-chart veterans with hits for days. Those singers recorded their parts in different places, at different times, and yet there’s more warmth and chemistry on the song than you’ll hear on any of the other all-star numbers. “That’s What Friends Are For” really does feel like a reunion of friends. At least in part, that’s exactly what it was.

Dionne Warwick was only 45 when she recorded her second #1 single, but she seemed like she’d already been around forever. In the early ’60s, a young Warwick had first come to fame by singing the tender, sophisticated pop songs of Burt Bacharach and Hal David. Warwick had started out as a backup session singer, and then Bacharach asked her to sing demos. Finally, Bacharach and David figured out that she was their ideal interpreter — a singer of poise and sophistication who could convey subtle feeling. Those Bacharach/David songs required a whole lot of restraint, and Warwick knew how to hold back. They were quite a team.

Warwick scored her first top-10 hit in 1964, when she was 23. (“Anyone Who Had A Heart” peaked at #8. It’s an 8.) All through the ’60s, Warwick was a constant pop-chart presence. Warwick’s highest-charting single of that decade wasn’t a Bacharach/David composition. (In 1968, Warwick got to #2 with “(Theme From) Valley Of The Dolls,” written by André and Dory Previn. It’s a 5.) But most of Warwick’s hits were Bacharach/David collabs. When Bacharach and David split as a songwriting duo in 1971, Warwick sued them for breach of contract. For years, Warwick and Bacharach didn’t speak.

For a little while, Warwick struggled commercially without those Bacharach/David songs. In 1974, though, she teamed up with the Spinners and hit #1 with “Then Came You.” That hit was a one-off, but Clive Davis signed Warwick to Arista in 1979, and he turned her into a staple of adult-contemporary radio. That year, Warwick reached #5 with “I’ll Never Love This Way Again,” a ballad that her labelmate Barry Manilow produced. (It’s a 7.) In 1982, Davis set Warwick up with the Bee Gees, who wrote and produced the hit album Heartbreaker. (The album’s title track peaked at #10. It’s a 7.) For someone who’d become a star more than 20 years earlier, Warwick was doing just fine for herself.

Bacharach was doing fine, too. In 1981, Bacharach and his romantic partner Carole Bayer Sager co-wrote Christopher Cross’ #1 hit “Arthur’s Theme (Best That You Can Do).” A year later, Bacharach and Bayer Sager won an Oscar for the song, and they also got married. That same year, Bacharach and Bayer Sager wrote a bunch of songs for Night Shift, the mostly-forgotten Ron Howard comedy that gave Michael Keaton his first starring role. One of those songs was “That’s What Friends Are For,” the tender and slight ballad that past and future Number Ones artist Rod Stewart sang over the end credits. Stewart’s version of “That’s What Friends Are For” never became a single, even though Bacharach and Bayer Sager thought it had hit potential.

In 1983, the TV producer Aaron Spelling asked Bacharach and Bayer Sager to write a theme song for his show Finder Of Lost Loves. When he heard the song, Spelling suggested that Bacharach get Dionne Warwick to record it. Bacharach reluctantly made the call, and he and Warwick reunited. Finder Of Lost Loves, about a detective who specializes in reuniting exes, was cancelled after a single season. But the theme song, sung by Warwick and Luther Vandross, was a solid adult-contemporary hit, and the two decided to work together some more.

When Bacharach and Bayer Sager played Warwick “That’s What Friends Are For,” she thought it could work as a duet with Stevie Wonder, who’d first broken onto the charts around the same time she had. Warwick had recruited Wonder to record the soundtrack of the movie Lady In Red, and that soundtrack had included the hit “I Just Called To Say I Love You,” so Warwick and Wonder already had a rapport. While Bacharach and Bayer Sager were producing Warwick and Wonder in the studio, their friends Elizabeth Taylor and Neil Simon came to visit. This gave Bayer Sager an idea: “That’s What Friends Are For” should be a benefit for AIDS research.

At the time, Taylor was involved in raising money for the American Foundation For AIDS Research. Her old friend Rock Hudson had just become the first major celebrity to die of the disease. At the time, AIDS was killing gay people by the thousands, but many American authorities ignored the disease’s spread for homophobic reasons. (Ronald Reagan, another old friend of Hudson, wouldn’t say the word “AIDS” in a speech until 1987.) So the decision to use “That’s What Friends Are For” as an AIDS fundraiser represents an important step in publicizing the disease, in attempting to do something about it.

Everyone wanted to add another singer, and Warwick said that she’d like to sing it with her friend Gladys Knight. When they got Knight’s vocal, Bacharach and Bayer Sager decided to add another singer, and Clive Davis, who’d also agreed to donate Arista’s share of the single’s profits, recruited Elton John. Warwick and Wonder had already recorded together, but Knight and John did their parts of the song separately. As producers, Bacharach and Bayer Sager stitched those takes together pretty seamlessly. Wonder played harmonica on the song, and John played piano. For the video shoot, all four singers got together in person for the first time. Elton John wore a bolo tie and an Undertaker hat, two fashion decisions that I enjoy a great deal.

As a song, “That’s What Friends Are For” is a slight and misty little thing. Lyrically, it’s a vague and generic ode to the idea of friendship. Musically, it’s soft and watery enough to evaporate the second it hits your ears. But “That’s What Friends Are For” makes for a fun vocal showcase, a study in stylistic contrasts. Warwick, more of a crooner than a soul singer, is almost conversational. She opens the song, which is a smart choice. A song like this should start out soft.

As it goes on, the stormier singers come in. Wonder brings a hint of electricity to his part. (I wonder if it was intentional to have Wonder sing the line “now there’s so much more I see.”) Elton John starts out doing counterpoint to Wonder, but by the song is over, he’s howling and testifying, somehow holding his own as the one white guy on the song. Gladys Knight brings fire and gravel and intensity to her part, easily outsinging everyone else.

A lot of the song’s charm really comes from the video. It’s a static spectacle — just these four people in a studio together — but they all seem so happy to be sharing this song with each other. I think “That’s What Friends Are For” is a pretty boring song in general, but those smiles melt me. I know I shouldn’t be giving a song points because of a music video where the singers seem to like each other, but that’s how I feel, and that’s what I’m doing. I’m a mark like that.

Dionne Warwick never had another top-10 hit after “That’s What Friends Are For,” though she made it as high as #12 with the Jeffrey Osborne duet “Love Power.” Warwick’s first line on that song — “saw a psychic in LA” — foreshadowed Warwick’s next career move. People in my generation probably know Warwick best as the lady from the Psychic Friends Network ads that aired all through the ’80s. Presumably, those things made her a lot of money. But Warwick didn’t retire. She kept recording and touring and showing up in public in unexpected ways. Earlier this year, for instance, Warwick was one of the contestants on The Masked Singer. She was the Mouse, and she got eliminated before Sarah Palin and Rob Gronkowski, which must’ve sucked.

Burt Bacharach and Carole Bayer Sager will appear in this column again. So will Elton John.

GRADE: 6/10

BONUS BEATS: Here’s Dionne Warwick and Burt Bacharach performing “That’s What Friends Are For” with Warwick’s younger cousin and Arista labelmate Whitney Houston at a 1990 TV special taped at Radio City Music Hall:

BONUS BONUS BEATS: Here’s dancehall star Spragga Benz interpolating “That’s What Friends Are For” on his 2000 track “Bad Man Anthem”:

(Spragga Benz has never had a Hot 100 hit as a lead artist, but he guested on Kevin Lytle’s 2004 single “Turn Me On,” which peaked at #4. It’s an 8.)

BONUS BONUS BONUS BEATS: Here’s “That’s What Friends Are For” soundtracking a look-at-all-our-friends-together scene from a 2005 episode of The OC:

BONUS BONUS BONUS BONUS BEATS: A couple of months ago, Dionne Warwick put in a surprise guest appearance during Gladys Knight and Patti LaBelle’s Verzuz battle, and the three of them sang an extremely cute rendition of “That’s What Friends Are For” together. I’m not entirely convinced they all remembered all the words. Watch it below.

(Patti LaBelle has already been in this column once as a member of Labelle. As a solo artist, she’ll be back in the column soon.)

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