Tom Petty Bandmate and Producer Look Back at a Unique Concert Run That Makes ‘Live at the Fillmore’ One of Rock’s Best Live Albums

If you want to say that Tom Petty and the Heartbreakers’ “Live at The Fillmore (1997)” is one of the best live rock albums ever, you could also say that it’s cheating a bit to get there: It’s four hours long, at least in its deluxe version, so there’s a matter of dealing in volume as well as quality. In this instance, though, it doesn’t arrive at its merits without all that length. The longer version of the set includes a huge, unprecedented amount of outside song picks that Petty and company dug into over a historic month-long, 20-gig residency 25 years ago at San Francisco’s venerable small hall. Original hits abounded in the setlists at the time, too, but it’s truly a case of “By their covers shall ye know them.”

Benmont Tench, who was the keyboardist for the Heartbreakers from their inception in the 1970s through Petty’s death in 2017, and Ryan Ulyate, Petty’s producer in his latter era and the keeper of the archival keys, discussed with Variety what made the original run legendary among fans, and what went into making the newly released boxed set (and its more condensed cousin) work.

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During the 20 nights that the Heartbreakers played substantially different sets back in ’97, Tench recalls, “I don’t remember it ever feeling like, ‘Well, we’ve got this down. We know what we’re doing here. I know what’s gonna happen tonight. And that made me really, really happy,” he says.

“We were being what I had always wanted us to be,” the keyboardist adds, “which was a band that pulls stuff out in the middle of the set, off the cuff, or that learns three or four songs in a soundcheck just to throw ’em in.” Up to that point he had had some jealousy of the more free-wheeling approach of Elvis Costello and the Attractions, “and other bands on smaller levels and bigger that were changing it up and just going, ‘Hey, let’s throw this in. This will be fun. Let’s try it. Let’s challenge ourselves.’ I loved watching Steve Nieve when he’d pull some entirely different thread out of his head and play something on the Vox Continental where he’d played it on the piano the previous time I’d seen them. That was what I wanted to do…

“And in the early days we would do that sometimes, but by the time we did the Fillmore, we hadn’t been doing that on the arena stage. Tom had very valid reasons for that,” Tench attests. “For one thing, Tom thought that a set should be really well-crafted to deliver an emotional arc, like an album or like a play or something, and that meant not just pulling stuff out of the air.

“I also think he felt a responsibility to the audience, and it wasn’t to give them a jukebox, but it was to make sure that if they spent all that money on parking, babysitters, tickets, travel, etc., they were going to hear their favorite song. And so unless you do super-long shows like Bruce (Springsteen) or the (Grateful) Dead or whatever, that’s gonna preclude the chance” to emphasize spontaneity. “But when the decision was made to play the Fillmore for 20 nights, then that was the whole reason to play the Fillmore.”

Of the 20 shows, the last six were professionally recorded, and it was the task of Ulyate and his co-producer on the new set, Heartbreakers guitarist Mike Campbell, to sift through the tapes and find the best takes. There were some songs that appeared in the first 14 shows that did not make it into “Live at the Fillmore, but Ulyate says that every song the band played even once during those final six nights is represented in the four-hour deluxe edition — 58 tracks, 35 of which are covers. That version of the new album exists as a four-CD or six-LP set. If you don’t need that much Heartbreakers in your life, there is a more distilled version that is only two CDs or three LPs, running only two hours, and containing 33 tracks, 18 of which are covers. (Read Jem Aswad’s review of the collection here.)

“So you’ve kind of got your introductory version and your hardcore version,” says Ulyate. Even with the mammoth four-hour edition, Ulyate says, “It does still have the arc of a massive concert. And actually the last night that they did was not that much less than four hours anyway, as they kept on playing encore after encore. … When you’re sequencing an album, sometimes you go, ‘Gosh, it’s going on a little too long.’ And every so often we’d find a song and I’d go, ‘Where are we gonna put this? Because one thing I learned from Tom is that everything has to fit together — the sequencing and the story, that ebb and flow. Somehow we managed to get all the songs that they did (over those six nights) and make it work” for any brave soul who might take in all that flow in the flow of a single sitting.

MINNEAPOLIS - SEPTEMBER 10:  Tom Petty and the Heartbreakers (L-R) Mike Campbell, Benmont Tench, Steve Ferrone, Tom Petty and Howie Epstein perform at the Target Center in Minneapolis, Minnesota on September 10, 1995. (Photo by Jim Steinfeldt/Michael Ochs Archives/Getty Images)
Tom Petty and the Heartbreakers (L-R) Mike Campbell, Benmont Tench, Steve Ferrone, Tom Petty and Howie Epstein take a bow in 1995. (Photo by Jim Steinfeldt/Michael Ochs Archives/Getty Images)

Ulyate points out that many of the songs included in the box were never heard again on Petty’s stage, with one clear, recurring exception. “After that run, (the Them/Van Morrison classic) ‘Gloria’ became a staple of their encore songs for a few years; all the other cover songs never got that love anymore.” Does he have any favorite deep tracks included in the set? “‘Ain’t No Sunshine’ still blows my mind,” he says of Bill Withers’ chestnut, “with the whole ‘I know, I know, I know, I know’ going on forever. That’s just a lot of fun. The other one to me is when you hear the first couple chords of of ‘Angel Dream No. 2,’ and he’s kind of getting into the vibe to do that. And somebody yells, ‘Heartbreakers Beach party,” which is just an obscure B-side”…” from the early ’80s, and Petty led the band right into that instead.

Talking about their early development in the ’70s, Tench says, “The Heartbreakers were a band that loved to play covers, so early on in the touring history, we played ‘Dark End of the Street.’ We played James Brown’s ‘Good, Good Lovin’.’ I think we may have played the Ricky Nelson ‘Waitin’ in School’ once or twice with Stan (Lynch, their original drummer) on gigs. And of course if we were rehearsing, that’s what we were doing. In order not to rehearse, we would play a bunch of covers!”

The Fillmore represented a return to that like few other engagements the band did, although they pulled out a lot of covers again in a few residencies in the years that followed, including extended runs at the Beacon in New York, the Fonda in L.A. and the Vic in Chicago.

Tench emphasizes that this was all Petty’s concept, although it made the keyboardist’s dream for the band come true. “We could play whatever the hell we wanted and we didn’t have to rehearse it, necessarily. And the audience was with us the whole way. They were delighted if we played ‘Goldfinger’ — which did need rehearsal. So did ‘Slaughter on 10th Avenue.’ ‘Satisfaction’ certainly needed no rehearsal! I don’t think ‘It’s All Over Now’ needed a rehearsal. We should have rehearsed what’s called ‘Bye Bye, Johnny’ on the record, because Tom starts it as (Chuck Berry’s) ‘Johnny B. Goode,’ but after the first verse, he can’t remember the words clearly, so he sings some sort of version of ‘Bye Bye Johnny.’ Clearly, there’s another rehearsal (needed) there. Other songs, he’d just start playing it and we’d fall in, because we knew how to do that. It was just joyous, you know?”

Tench notes that this ability to pick up the ball immediately, under pressure, is why they were able to tour as Bob Dylan’s backing band (as well as opening act) in the early ’80s. “With Bob, we were really good at falling in on anything. The most we spent rehearsal with Bob would be endings. The first time we went out with Bob to Australia and New Zealand to Japan, we spent like a week, I think, working on endings, endings, endings. Those would be a little bit trickier. But as far as the songs went, unless it was more obscure, like ‘In the Garden,’ we could just fall in on Bob songs. We ran through them anyway. But still, on the tour, he would decide to just play ‘Desolation Row,’ which we’d never rehearsed.”

The rest of the band was well prepared for an anything-can-happen set every night at the Fillmore, but there was one member for whom this was anything but customary: fairly new drummer Steve Ferrone, who replaced Lynch after the original drummer had a fallout with Petty. Ferrone had actually joined the group for the preceding tour behind the “Wallflowers” album, having played on that solo effort. But this was something different.

“It was just such a great way for him to grow into the band by just having them throw all these curveballs at him,” says Ulyate. “And he’s just right there, picking ’em up and rolling with it. It was a a trial-by-fire kind of thing.”

Says Tench, remembering a little bit of anxiety about it at the start, “Steve can fall in on anything, but I don’t know that his career had consisted of doing that since he was a teenager, like ours did,” says the keyboard player. “And if you are doing ‘Breakdown,’ or ‘Nightwatchman’ from ‘Hard Promises,’ you pretty much want to nail the groove that’s on the record. You don’t wanna just make up a groove — or maybe you do. But I felt for him, because at this point we had done one major tour with him but he still didn’t know our catalog. And I had sympathy for the band, too, because he’s a radically different drummer than Stan was. I know I had to shift the inflection of my groove to fit with Steve, so it was give-and-take.” Not that Tench welcomed Ferrone into the fray with anything less than massive respect, especially since the drummer was the powerhouse percussionist behind “one of my favorite albums ever, the Average White Band’s ‘Cut the Cake,’ which is just a ridiculous album.”

Even forgetting about Ferrone for a moment, Ulyate thinks this “Fillmore” set captures a lineup of the band that didn’t exist for long but had its essential benefits in overlap, after Scott Thurston joined and before Howie Epstein left. “With this lineup, you have really three background singers — you’ve got Benmont, who’s always there as a great singer, and then you’ve got Howie, who was just a phenomenal singer, and then you’ve got Scott. So, at the Fillmore in ‘97, the vocal level was really high, and they were able to do all these songs that had all these great harmonies, like ‘Time Is on My Side’ and even the three Byrds covers. “If you listen to ‘Eight Miles High,’ Howie and Scott and Ben are doing a pretty good job of being the rest of the Byrds along with Mr. McGuinn.” (Roger McGuinn was a guest during the dates, as was bluesman John Lee Hooker.)

Petty made a statement at the time that the Fillmore run was a peak experience in the band’s history, but no one thinks he should be beholden to that sentiment forever, since there were 25 years more of Heartbreakers history to come. Says Tench, “The Beacon Theater in New York to me was even more of a highlight in its musicality than the Fillmore, because we had been together longer, so we slid into those grooves because we knew each other’s playing better.” But in all these residencies, he says, the band “had to come down from the size of the arena to do this. Everybody in the room didn’t know it, but I knew the difference in the way Tom sang ‘Free Fallin’’ or ‘You Don’t Know How It Feels’ at the Fillmore as opposed to an arena, and I’m certain there was a difference in the way that we played those, too. This is a moment in time of a band playing really great, and going out on a limb a bit, sometimes more than a bit.

“It was a complete standout, and an incredible and unique experience in our lives. And I don’t think many bands had done 20-night stands at the Fillmore, if any. Most bands hadn’t done 20-night stands anywhere. Of course, like a year or two later, Bruce did 15 nights at the Meadowlands Arena. But with ours, you could see the whites of their eyes in the whole damn place, and that was incredible to play with that kind of focus.”

Tench is still not going to call “Live at the Fillmore” the ultimate Petty/Heartbreakers live project — he thinks that already came, even if it was precisely the opposite of this concentration. “My favorite live thing of ours is the ‘Live Anthology,’ which we compiled 13 years ago. I think it’s the best representation I’ve seen of the band overall live, because it draws from the beginning of our career, like a radio performance of ‘Breakdown,’ and it’s got Stan and it’s got Steve, and it’s got ‘Wildflowers’ and it’s got the first album. It’s got stuff from everywhere.”

Ulyate notes that he and Petty had listened to all the Fillmore tapes when they were compiling “Live Anthology” for 2009 release, and it was clear then that it was Petty’s wish to put out a Fillmore-only box at some point. “A couple of the tracks that are on this deluxe version had also appeared on the anthology, like ‘Jammin’ Me’ and ‘Diddy Wah Diddy.’ Even then, that kind of flagged it for us as something to go back and really do a deep dive into. ‘Live Anthology’ was more just really trying to take 40 years and make a whole story out of it. This is trying to take 20 nights and making a whole story out of it.”

Ulyate declines to comment or speculate on what might be next in a series of Petty archival digs that could go on for many years, given what is known or believed to be in the vault and of top quality. Fans wouldn’t mind getting a box out of one of those other, later residencies, but common sense would indicate that they might rotate studio material in for the next project, possibly something where there is known to be a lot of alternative material unreleased, like “Southern Accents.” Adria Petty, Tom’s daughter, who is integral in picking and working on these sets, has already said on the record that no selection has yet been made for the next one.

“Just like I was always deferential to Tom in terms of what’s next,” Ulyate says, “at this point, I trust the brain trust. I trust the family to just give the guidance about where we go next with it. And I feel really good about the core group and the people closest to Tom that are really working to keep his legacy and preserve it.”

At a recent listening session with most of the band members at the SiriusXM studios, it was easy to see those who’ve survived Petty experiencing bittersweet emotions, between the joy of having live tracks that sound like they could and should be happening in the here-and-now and the ongoing sense of loss in knowing it won’t be happening again in the flesh.

“The great thing about music is just the immortality of it,” says Ulyate. “I was just listening to ‘I’m Only Sleeping’ on the new ‘Revolver’ mix, and it’s like I’m just in the room with Lennon. I’m just transported. Benmont mentioned the religion of it, when you get out of this world and you’re just in this place that exists that’s beyond time. I love that. I’m always trying to get there. That’s the best thing about being able to work on this kind of stuff — the magic.”

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