39 Summers Awesome-sauce Recording Uncategorized

The Songs of 39 Summers

Matt Casarino of HOT BREAKFAST! talks about the meanings and recording process behind each song from their new CD, “39 Summers.”

Hi guys!

I don’t know about you (well, I do know about you – yeah, you know who you are), but I’m a full-on, no apologies, no-holds-barred rock n’ roll nerd. When I love an artist or even a song, I crave input: what inspired the song? How did it come together? What happened in the recording studio? How do I get these Maraschino stains off my Wussy t-shirt?

So I fully understand if the following post isn’t for you. Not only is it full of music-nerdity, it’s a little long and self-indulgent. But if you’d like to read a bit about each song on 39 Summers, this is the place for you. Not a lot of frills here, but there are some lovely links. I hope you enjoy it.

1. 39 Summers

“Don’t look now, but it’s Halloween”

I have notebooks full of old song lyrics and potential song titles. We were looking through them in September of 2012, and we found an incomplete tune that caught our attention called “37 Summers.” I apparently started writing it a few years ago – it was to be a personal, folky song about internal struggles and missed opportunities, and blah blah blah, who wants to hear that? (Well, sometimes I do, but not now.) Inspired by a chance encounter with an old friend who was frustrated at the lack of progress in her personal relationship, I completely reworked the song, giving it a new pop-punk progression, a recurring “oh oh oh” in the verse, a snappy, upbeat groove, and really bratty lyrics. Eventually, “37” became “39” – it just scanned better.

When we perform “39 Summers” live, Jill plays tambourine to drive the song forward. In the studio, of course, we had drums, electric guitars, and – just for that bubblegum/garage band feel – handclaps. We had a great time recording this one – we dig the acoustic & electric blend, the way Ritchie pounds the drums, Kevin’s inventive & playful bass runs. But for me, the highlight is the furious, fuzzy solo by Joe Testa.

Then again, everything Joe Testa does is furious and fuzzy. (Photo (c) 2013 Spandox Studios.)

Then again, everything Joe Testa does is furious and fuzzy. (Photo © 2013 Spandox Studios. All Rights Reserved.)

2. Underground

“Look around, man, the sky is falling!”

One day in March of 2013, I got an idea for a new song about unplugging from technology and just disappearing into the ground for a while. Jill was working in San Antonio, so, after I finished the song, I uploaded a video of me playing it and sent it to Jill via Dropbox (yes, we used technology to share the song. Isn’t it ironic? Don’tcha think?). She saw the video and, after laughing at my attempts to sing the high notes, she said she wanted to record it.

When we finally got together to play it, though, it wasn’t quite working. Some of the notes were too high and few melodies were a little awkward, and we couldn’t figure out how to fix it. I reworked a few melodies and changed the chords on the bridge, but it just didn’t gel. But then, we did a very smart thing: we asked Ritchie Rubini to produce the song. He convinced me to lower the key by detuning the guitar a half step, and he helped us give the track the exact aesthetic we wanted – hard-rocking and quirky, with a 60s pop edge, offbeat instrumentation, and a few surprise moments that still make me smile. One of those is a bit of amp fuzz caused (intentionally) by Ray pulling the cord out of his bass. This was Jill’s idea, her little tribute to Ben Folds Five, who also have a song called “Underground” (even though their bass skronk is in their tune “Song For The Dumped”). For the record, I didn’t like the noise at first, but Ritchie and Jill talked me into keeping it, and I’m really glad they did.

They can’t sue you if you call your ripoff a “tribute.” Sorry, Robert.

On the last day of recording, Ritchie brought in Dave Duncan, a guitarist we were unfamiliar with. Once again, Ritchie’s instinct was dead-on – Dave knew just what to do. He came up with a fun, funky melodic solo in about 15 minutes. All in Ab, the unkindest guitar key of all. Plus, the guy’s chill and hilarious – our kinda people.

It blows our minds that two months after writing the song, it’s there on the album. It’s one of our favorites.

3. Defender

“I will use your shirt to wipe your bloodstains from my hands”

The oldest original in the Hot Breakfast! catalog, “Defender” was written in 1996, after I saw Fastball open for Matthew Sweet at the Stone Balloon in Newark. I loved the melodic power-pop both bands delivered, and I wanted to write something in the same vein (despite the bitter lyrics, “Defender” isn’t really about anyone in particular). But while I performed the song live in various solo gigs in the 90s, including a full-band show at Borders Books (RIP), I never thought to record it. I knew I couldn’t get the sound I wanted without a great drum track, and I didn’t have the ability to record a full drum set on my own.

After Jill heard the song in 2011, it became a staple in our set, and we recorded an acoustic version for our self-titled EP in 2012. But while we love playing it on our own, we really wanted the album version to have the full-on power-pop/punk sound we always heard in our head. So we recruited some of the best players we know – guitarist Joe Testa, bass player Kevin Niemi, and drummer Jeff Dement – and we cut ‘em loose. And they rocked hard, helping drive “Defender” to new heights.

The clean lead part that I play is actually an acoustic guitar – I tried to record it on my electric, but I kept bending the strings, sending the guitar out of tune. But Ray filtered the acoustic track, giving it a strange, semi-hollow sound that we really dig. We considered adding more instruments to make it radio-friendly – piano, keyboard, maybe even MIDI percussion – but ultimately, we wanted it to sound raw and rockin’.

Jeff Dement, Kevin Niemi, and Joe Testa only play together for about 90 seconds of the song’s 3 1/2 minutes. Those may be my favorite 90 seconds of the whole album. Jeff’s drum fill from 2:31 to 2:35 pretty much defines the word “awesome.”

Jeff's love of parasols, however, pretty much defines "disturbing."

Jeff’s love of parasols, however, pretty much defines the word “adorable.”

4. Act Surprised

“Warning: there are spoilers ahead”

If you’ve never Rufus Wainwright’s song “Go or Go Ahead,” please purchase the song (you’ll want the album, too – trust us), make sure you’re sitting down, and remedy that situation right now. We’ll wait.


Hey, welcome back. Incredible, right? (The song, not the photo, although…yeah.) But it sounds nothing like “Act Surprised,” which takes its inspiration from both Phil Spector-style girl groups and British pop. So why do I bring up “Go or Go Ahead?” Well, the first time I heard it, I misunderstood the lyrics, believing Rufus wanted his listener to “act surprised.” I thought that was a pretty neat lyric, so when I realized what Rufus was actually saying (“go or go ahead and surprise me”), I called “act surprised” for myself. I finally got around to writing a song with that title in late 2011.

“Act Surprised” has become another staple in our acoustic sets, but we really wanted a recording that both matched and played against the hard-edged emotion of the lyrics. Plus, we’ve both been listening to The Noisettes an awful lot, and we wanted to try to capture some of that same, glorious retro-soul-rock. So I play acoustic and piano, and Ritchie, Joe, and Kevin bring the drums, electric, and bass. But for me, it’s Jill’s vocals that really make the song work. The lyrics are cynical and sometimes a little detached, and could even come across as cold. But Jill’s delivery tells a story. Her initial restraint (her first verse sounds thoughtful and reflective) is slowly chipped away until it finally gives way to a passion and raw emotion that never fails to blow me away. That kind of thing is so tough to capture on a recording, but Jill and Ray found it.

Oh – it turns out one of my favorite bands, Superchunk, recorded a song called “Act Surprised” in 2001. So…I guess they called it first. Oh, well.

5. Gravity

“A place without my earthbound pleasures is just too difficult to see”

I wrote “Gravity” in the late 90s as I watched two of my friends take brave chances with their lives, changing directions completely so they could go after what they really wanted. I wanted to write a song that expressed both my admiration for their courage and my determination to overcome my own fear of change, but I wasn’t sure where to begin. The chorus literally came to me in a dream – I woke up and immediately wrote down “don’t be giving up on me, cause I will be there eventually.” The rest of the song came together quickly after that.

“Gravity” is the only song on 39 Summers that could be considered a “cover” – I recorded it on my 2007 solo album Songs for the Earthbound, and I used to sing it by myself at the occasional gig. But it wasn’t until Jill sang the vocal that the song really became alive for me – with apologies to Spandau Ballet, it’s like hearing the sound of my soul.

“Gravity” is probably our most quiet, contemplative song, so naturally we don’t play it at a lot of gigs. But we wanted the album version to capture the personal, intimate feeling of those rare moments when we do perform it, so we recorded it as we play it – one guitar, one voice. And just to really make it personal, we recorded the vocal at Jill’s house late one night, then brought it to Ray’s studio to mix.

6. We Are Not Cool

“When it’s time to mingle, we know we don’t belong”

Jill and I are dorks. There’s no question about it. We’re also geeks. And nerds.



We’re totally fine with that. These days, of course, it’s great to be a nerd (who knew Huey Lewis was a prophet?). Nerds run the world. They even get the girls (and the guys). When I was a kid, words like “nerd” and “geek” used to be pejoratives thrown at us by the cool kids, but now we, and pretty much everyone we know, embrace them.

But still – sometimes I wonder what it must be like to feel completely confident, secure…and cool. So I wrote a punky little song about that feeling, building it around that opening lick. We weren’t really sure what to do with it, so we brought it to Ritchie, who agreed to produce it. A lot of the touches on the track – the synth, the claps n’ stomps, the bratty harmonies in the chorus – are pure Ritchie. He also encouraged us to keep the final couplet (“I would trade it all away/to feel cool for just one day”). We thought it was a little over-the-top and misleading – after all, we enjoy our dorkdom. But he said “everyone feels that way sometimes, even just for a moment.” That was good enough for us.

“We Are Not Cool” marked the first time we worked with a producer, and it definitely won’t be the last, especially when the producer is Ritchie Rubini.

7. It Only Takes two to Rock

“We did the math for you.”

Songwriting is usually a solitary activity for me, but, fittingly, it took two to conjure up “It Only Takes Two to Rock.” I came up with the title and the chunky guitar lick, but we spent many, many hours bouncing ideas, lyrics and melodies back and forth. We did a ton of rewriting, too – dragons, jokes about OSHA, and a prophet on a hill all had cameos in earlier drafts of the song, but ended up on the cutting room floor (sorry, guys – maybe you’ll make the cut in the sequel). And we had a ball the whole time.

We first recorded the song with just one guitar and two voices (and, of course, a triangle solo). But I’d just purchased a new overdrive pedal and wanted to try it out, so I recorded an electric part as well, and we really dug the way the acoustic and electric blended together. Jill had to leave for a business trip, so I spent the next few days playing, adding drums, a bass, and more guitars. When she got back and heard what I’d done, she was delighted – this was the first time we recorded a full “band,” even though we stayed true to the title by making all the sounds on our own. We kept noodling with it, adding more vocals, changing parts here and there, mixing and remixing, until we came up with the version that kicked off our 2012 Hot Breakfast! EP.

It’s hard to imagine a Hot Breakfast! gig where we don’t play “It Only Takes Two to Rock,” so we knew we wanted the song on 39 Summers. We thought about re-recording it, but we really dug the version we already had. I went back in and remixed a bit, but my attempts to gussy it up with additional guitars, keyboards, and percussion fell flat. So, except for a new spoken-word segment, we pretty much left it alone. Gotta say, though, the mastering job by Eamon Loftus really brightens it up and gives it the punch it deserves.

With its acoustic/electric guitar mix, 80s hard-rock feel, epic structure, spoken breakdown, and general over-the-topedness, we’re often asked if the song is a Tenacious D cover. We’re flattered by the question, as we are massive fans and followers of the D. But nope, it’s all ours. “It’s not a Tenacious D cover,” we reply. “It’s a Tenacious D ripoff.”

Wait…did we say “ripoff?” We mean tribute! TRIBUTE!

8. Hole in Your Pants

“You’ve a flair for trouserwear that’s tantalizingly bare.”

For a simple, funny, dorky song, the chords, lyrics and melody to “Hole in Your Pants” are tricky enough that I’ve embarrassed myself by playing it wrong during more than one performance. (Perhaps that says more about my guitar and singing skills than my writing skills.) But it’s also become one of our concert staples – it seems everyone loves to hear us sing about holes in pants. And we’re totally fine with that.

We recorded “Hole In Your Pants” for our 2012 self-titled EP, but we were never thrilled with the result. So when we got the offer from Ray to record at Studio 825, we decided to give “Hole in Your Pants” another shot. We really like the new version – the arrangement is the same, but the guitar sounds much snappier, the vocals are cleaner, the overall mix is brighter and stronger. It bears repeating – Ray is an outstanding engineer.

Ray with his bandmates. You’ll never guess which decade this photo is from.

9. Maybe You Saw it Too

“It’s only sixty miles until the edge of space.”

When I was recovering from surgery in 2012, I wrote a strange little song called “Maybe You Saw it Too.” We liked it, so we set up the microphones, and less than 24 hours later, we recorded an acoustic version of the song.

But as fun as it was to write and record a song so quickly, we were never really happy with the result. The song was still too new – we still didn’t have a good sense of how to perform it, much less how to record it. So we sat on it for a few days until we realized that the dual nature of the lyrics (it’s kind of a love song about UFOs) lended itself to a different kind of sound for us – a blend of an acoustic ballad with old-school, blippy electronica.

Jill and I love techno, especially when it’s mashed with rock (check out Infected Mushroom’s blistering “Becoming Insane”, and don’t you dare stop listening before the 5:32 mark), but neither of us had tried to create it before. We were in uncharted territory here. At first, I tried to add loops, beats and sounds to the existing track, but it wasn’t working – the guitar part was originally intended to be the only instrument, so it took up too much space when the other sounds were added. So started over from scratch with a MIDI drum track, sped it up a touch, and added a much more spare acoustic track. Then, we started building.

We spent hours on it. And more hours. (Thank goodness we were working at home where studio time is free.) This stuff is really difficult. With MIDI, there are tens of thousands of preset sounds to choose from – and if you know what you’re doing, you can alter those any way you wish. With so many choices, coming up with the right arrangement was incredibly difficult, especially since we wanted to retain the acoustic bounce of the original song. We added tracks, played with them, deleted them, and were pretty much ready to put the mix aside for another day. But finally, as we gave it one more listen in the car, Jill realized what the song was missing (it had to do with the percussion in the chorus), and we finally came up with a mix that made us happy. I’m really glad we stuck with it – it sounds like nothing else we’ve ever recorded.

By the way, if you want to hear people who really know how to blend keyboards & loops with guitars and soulful vocals, we recommend you visit our friends RKVC. You’ll be happy you did.

"If you had come to us in the first place WE WOULDN'T BE YELLING AT YOU RIGHT NOW."

“If you had come to us in the first place WE WOULDN’T BE YELLING AT YOU RIGHT NOW.”

10. Run

“Don’t fear the dark – one little spark – then get on your mark”

The melody for “Run” had been haunting me since the 90s, but I could never find the right words. I thought it would be about feeling positive vibes (“Breathe, breathe in the night, breathe in the energy” was my “Scrambled Eggs”), but the words just wouldn’t come, so I wrote the chords and melody instead. I played it for Jill, humming the melody, and she diagnosed the reason for my roadblock: my original lyrical concept didn’t fit the intensity of the music. But she liked the tension in the verses and how the melody built to a big chorus, and she suggested going someplace darker and more urgent with the lyrics. So we decided to call the song “Run” and make it about getting away from everything that holds you back, everything that keeps you from making a change for the better. Within 24 hours, the lyrics were complete.

We originally thought this would be a full-band song – in fact, we considered recording it at Studio 825. Instead, we worked at home home, giving the song electric guitar, bass, and drum (both MIDI and real) tracks, and enlisting the mighty Chuck Kuzminski of CKuz Guitars to wail out a solo. But even after hours of futzing, the mix wasn’t sounding right – it seemed processed, sterile, inorganic. So one night, Jill and I hooked up a couple of mics (including the awesome Dragonfly Blue loaned to us by Stephen Manocchio) and knocked out a live, acoustic version in one take. Finally, the rawness of the performances matched the intensity of the lyrics – it was a keeper. We added some very simple percussion and an additional guitar part in the bridge, and there it was – a version of “Run” we were happy with.

We still wanted a guitar solo, however, and that was getting tricky – Chuck and I had difficulty getting our schedules to line up, and injuries on both our parts made it even tougher to get together. But finally, one morning in April, I made it down to Chuck’s guitar shop and we recorded a few takes.

Now Chuck, in addition to being a great guy, is one of the best, most versatile players I’ve ever heard. I, however, made a dumb, rookie mistake during the recording – I let his earphone cord dangle next to the guitar, and whenever Chuck moved, the cord knocked against it, making a noise that the mic eagerly picked up. Unfortunately, I didn’t notice this until I’d already packed up and gotten back to Knappshack Studios. Fortunately, Chuck had so many excellent takes that I was able to pull a good, clean solo from a couple different tracks. I’m still kicking myself for this – it was an avoidable problem that should never have happened. But Chuck’s mighty talent saved the day. Thanks, man.

“You’re welcome. Now excuse me while I play all these guitars at the same time.”

11. The Garden of Bad Metaphors

“We’ll be squeaky as a rocking chair…”

As a playwright and literature geek, I love playing with language. The title “The Garden of Bad Metaphors” was a license to have all kinds of fun coming up with the dumbest metaphors, similies, and internal rhymes I could. That’s about all there is to it.

What was really fun, though, was playing with the style. As soon as I mentioned the title to Jill, we knew the song should be a celebration of psychedelic folk, something that might have felt at home in San Francisco circa 1968. I’ve always been a huge fan of the genre – I grew up listening to the “Psychedelic Psupper” (I know, I know), a Sunday (Psunday?) night show on Philadelphia’s WMMR hosted by Michael Tearson. I love the trippy melodies and offbeat approach to those songs, and it was a blast trying to create our own little tribute (ripoff).

That’s right – your dad hosted a psychedelic radio show. Now get off his lawn, because it’s holding the secrets of the gateway…to…your…mind…

Recording it was a little trickier. On one hand, we had a wonderful time playing with MIDI sounds & effects – we decided nothing was out of bounds in our quest to honor and exploit all the aural trademarks of psychedelia (flangers, sitars, bongos, etc.). On the other, one of my MIDI patches – the one I paid for – was constantly crashing the program, making editing a lot more difficult than it should be. Because it was so finicky, I completely missed that my vocal track had a bit too much mid-range EQ and was noisy. So when we got the song back from Eamon, who mastered the album, I asked him what was with all the distortion at the end of the song. He said “you tell me – that was on the track.” And dammit, he was right (that’s the thing about mastering – your “problems” have nowhere to hide). I was able to fix a lot of it, but a touch of crispiness remains. Let’s just call that another style choice.

12. Things

“Maybe all the things we can’t define disappear when we combine.”

“Things” is one of our favorite words. Jill and I often communicate in a shorthand, and “things” is very useful; “I’m going to do the things,” one of us will say, and the other knows what we’re talking about. So I decided to write a song called “Things.”

Thing is, though, sometimes things aren’t so great. Sometimes the things we gather get in the way of real life, of communication, of love. These days, I think everyone struggles with that. So the lyrics ended up being a bittersweet reflection on how difficult it can be to stay close when we all just have so many…things…to deal with.

The structure is a little unusual. Instead of writing a chorus, I gave Jill a wordless melody to sing. At one point, I sing a counter-melody that morphs into a duet. I love performing this song live, because it is truly amazing how much Jill is able to communicate and express with just the sound “oh.” It becomes even more transcendent for me when I join in.

But getting a good recording of “Things” was really difficult. For one, there’s a pretty big dynamic range in the guitar – I’m doing some really soft picking at times. To capture it, the guitar mic was turned up so loud that you can sometimes hear me breathing. For the louder parts, I had to scoot back in my seat so I didn’t overload the signal. Tricky, but doable.

Getting the bridge to sound right was a bigger challenge. For the first few bars, I sing actual words under Jill’s sustained “oh,” but they were hard to understand in the first few mixes. I tried lowering her volume during that part, but the effect was odd and unnatural. Ultimately, we used stereo panning and subtle EQ to fix the problem; if you listen carefully on headphones, you’ll notice Jill’s voice moves a bit to the left side right before I sing. My vocal comes in a little right of center. But once we start singing “oh” together, the voices slowly move together, reaching the center just as we finish. Given the hopeful final verse, this seemed like an appropriate way to finish the song.

– – – – –

And with that, I’ll conclude my notes as well. Thank you so much for reading – we’re so incredibly lucky that we get to make music and share it with you. I’ve really enjoyed writing about the songs. I hope I didn’t bore you. If I did, here’s an interesting picture to wake you up.

You're welcome.

Pictured: America.

Better? Good.

Matt (the Suburban Legend)

5 replies on “The Songs of 39 Summers”

“Act Surprised” is my current favorite of your songs. AND NOW I KNOW WHY. Rufus Wainwright and the Noisettes are great influences on anything. I think I listened to Want One until the CD ran away from overuse, and I have more girl groups in my iTunes library than you can shake a stick at. Now if both of them told me what to have for lunch, I’d eat it every day for a year.
wait. I hope they never find this out. “This Week, on Prank A Fan, it’s Rufus Wainwright and The Noisettes! What will they make Lindsay eat every day for a year? Find out, after this message!”

I felt the same way about “Want One.” I was visiting my brother in NJ, and his friend Brian was there. Brian walked up to me and said, “Rufus Wainwright?” and I said, “Huh?” because I’d never heard of a Rufus Wainwright before. He handed me the album (a real copy! Not even burned!) and said, “Listen to this on the drive back to DE.” So I did. Now, it normally takes me 3-4 listens before I dig an album, so I was a little skeptical as I put the CD in. When the freakin’ orchestral Bolero bit kicked in during “Oh What a World” I damn near had to pull over. And “Go or Go Ahead” is freakin’ LETHAL. Hot damn, I love that man.

And the Noisettes are so freakin’ wonderful– it is impossible not to love them. Plus, the singer… hoooooo lordy, is she purty. *fanning self*

I’ve worked with some cool people as a recording engineer.
But never have I worked with nerds or geeks.
The talent that Jill and Matt have is astounding
Amazing musicians with the spirit and power to rock your world
They are top notch people,great friends to have with huge hearts

Awwwwww, thank you so much, Ray! We absolutely loved working with you, and can’t wait to record the next one. It was so much fun having you play at our album release party, too. You sounded freakin’ awesome. (Which reminds me, we have a gift for you… we just need to get our butts down to your place to drop it off.)

You say you never worked with nerds or geeks… but you definitely worked with hair-metal dudes in spandex, which means you could totally beat us up and steal our lunch money.

Love you right back!! xoxo

Our whole family loves this newest album. We’re a very musical family and it takes a lot to impress! The lyrics are fun and the musical arrangements are interesting. It’s tastefully done and has so many unique sounds that just make you crave more. It’s like a musical journey. The CD is always playing in the car and we can’t help but sing along. “39 Summers” is my absolute favorite song but there honestly isn’t a song that I don’t like on the new album. The kids’ favorites are, of course, “Hole in Your Pants” and “It Only Takes Two to Rock!”

Thanks for sharing all of the “musically-nerdy” information. I totally get the musically nerdy info and it makes me love the songs even more. 🙂

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