For a good chunk of 1986, Tom Petty and the Heartbreakers were on tour as Bob Dylan’s backup band, from Feb. 5 (opening night in Wellington, New Zealand) to the final date on Aug. 6 in Paso Robles, Calif. In 1987 they went out again, starting in Tel Aviv on Sept. 5 and finishing with four consecutive sellouts at Wembley Arena in London, Oct. 14-17. While in England they hung out backstage with two very special fans, George Harrison and Jeff Lynne.
Not long after, Lynne could be found in the studio producing what became Roy Orbison’s final album, Mystery Girl. But Lynne had, as usual, overbooked himself, and broke off the Orbison sessions to work with Harrison on the album that became Cloud Nine and with Petty on his Full Moon Fever set. Lynne, Petty and Orbison co-wrote “You Got It,” which became Orbison’s biggest hit single in years, and when Harrison needed a B-side for “This Is Love,” planned as a single from Cloud Nine, all five friends, hanging out in Dylan’s home studio, came up with a ditty titled “Handle with Care,” on which Orbison sang lead.
The Traveling Wilburys lineup for Vol. 3 (l. to r.): Jeff Lynne, Bob Dylan, Tom Petty, George Harrison (Photo from the band’s website)
As the chairman of Warner Bros. Records Mo Ostin later recalled, when Harrison played him the track he knew it “could not be wasted as a B-side.” As Lynne told writer Bud Scoppa in 2007, “We were three-quarters of the way through Cloud Nine, and every night, as we were relaxing with a few drinks after mixing a big epic or whatever, George and I had the same conversation: ‘We could have a group, you know?’ ‘Yeah, we could.’ He didn’t like the idea of being a solo guy—that’s what he told me. He was never comfortable with it. He wanted a group, and, of course, George could do anything he wanted.”
“It was a little incestuous,” Petty admitted, “but we all liked hangin’ out a lot before we had a band, and we were playin’ on each other’s records, so it all dovetailed nicely.” The Traveling Wilburys were born, named for Lynne and Harrison’s homemade slang for covering up mistakes, as in “We’ll bury [wilbury] it in the mix.”
Related: Our Album Rewind of Traveling Wilburys’ Vol. 1
Traveling Wilburys Volume 1, released in October 1988, was an enormous hit, selling millions. “Handle With Care” led it off, and as a single hit the top of the charts worldwide. But then Orbison died of a heart attack on Dec. 6, 1988, at the age of 52; the video for the second Wilburys single, “End of the Line,” became a tribute to him. Lynne told Billboard magazine, “I was devastated for ages…Me and Roy had plans to do much more together, and his voice was in really good shape. It was just so sad for that to happen.”
Despite media speculation that Del Shannon or Roger McGuinn might replace Orbison in the group, that was never seriously considered. New sessions began in March 1990, and a second album—mischievously titled Vol. 3—was released that autumn, on October 29, dedicated to “Lefty Wilbury,” the name Orbison originally chose in homage to country great Lefty Frizzell. (George was Nelson on the first album and Spike on the second, while Tom switched from Charlie to Muddy, Bob changed from Lucky to Boo, and Jeff picked Otis and then Clayton.) All songs are credited to the full group, but it’s not hard to tell which parts might have been contributed by which Wilbury. They are all geniuses in their own careers, after all.
Recorded at Harrison’s home studio in England and in Los Angeles, Vol. 3 was solid, but couldn’t match the commercial success of the first try. As Lynne explained, “We’d already done it before, so the second album didn’t have that amazing newness. And, of course, Roy wasn’t there.” Petty said the album was “a little more rough and ready, a bit more raucous,” than the debut. The group’s drummer Jim Keltner told Scoppa, “The second album was even more fun for me because we played live. The drums were set up in a part of the foyer where they sounded good, and the guys sat in a semi-circle facing me. That was one of the most enjoyable moments of my life, playing with Bob and Tom and George and Jeff.”
The driving, randy opening track, “She’s My Baby,” kicks off with humor (“She’s got her pudding in the oven/And it’s going to be good/She better not leave me/And go out to Hollywood”), and each singer has fun with his verse. Keltner is on fire, and the Irish bluesman Gary Moore provides the scorching electric guitar lead.
“Inside Out” and “If You Belonged to Me” are helmed by Dylan from the start. They’re in an energetic, but folkier vein, with acoustic guitars dominant, and Harrison’s slide electric is immediately recognizable (he also plays mandolin). “The Devil’s Been Busy” is more of a showcase for Petty, who sings the sardonic opening lines: “While you’re strolling down the fairway showing no remorse/Glowing from the poisons they’ve sprayed on your golf course/While you’re busy sinking birdies and keeping your scorecard/The Devil’s been busy in your backyard.” There’s a 12-string acoustic guitar paired with sitar, and Lynne’s fluid bass playing fits perfectly into Keltner’s confident 2/4 timekeeping.
“7 Deadly Sins” is a tepid ’50s doo-wop pastiche shakily led by Dylan that’s a real misstep, and the somewhat frantic country tune “Poor House,” with Petty and Lynne doing Everlys harmonies, isn’t much better. Dylan’s harmonica wheezes, Harrison’s electric lines are rudimentary, and side one of the original vinyl LP is over.
“Where Were You Last Night” nods to traditional folk song “In the Pines,” with Dylan’s vocal and a 12-string acoustic, and it sounds like this is one of the cuts that percussionist Ray Cooper enlivens with his contributions. “Cool Dry Place” keeps the old-timey vibe going, sounding not unlike one of the Dylan-Band basement tapes but with Tom Petty in command. Jim Horn’s multi-tracked saxophones, Lynne’s barrelhouse piano and a frisky Harrison solo make this one of the most delightful tracks on the album.
“New Blue Moon” has vocal harmonies and instrumental parts that might remind you of some touches on the first few Beatles LPs. It obviously riffs on the 1934 standard “Blue Moon” by Rodgers and Hart, but has its own charm. It extends the variety of the album beautifully. “You Took My Breath Away” is a terrific Petty/Lynne extravaganza that echoes “Handle with Care” and some of Lynne’s best work with ELO, especially when he takes over the bridge section from Petty and hits one of his high notes. The harmonies are exquisite, and Harrison’s slide solo around 2:40 might remind you of his work on All Things Must Pass.
The album concludes with the highly entertaining “Wilbury Twist,” a rockin’ novelty number that contains ridiculous lyrics (“Turn your lights down low/Put your blindfold on/You’ll never know/When your friends have gone”), an absolutely smoking drum part, and a National resonator guitar matching other acoustics stroke for stroke. It sounds like Harrison got the rest of the Wilburys in a real Carl Perkins mood, and it ends the album just as it started, with absolute fun. Like many of the tracks on Vol. 3, this one has a terrific promotional video of the band at play with guests John Candy and Eric Idle.
As Keltner said, watching the four friends write songs “was one of the most hilarious things I’ve seen, to see Dylan saying all these silly things. But they were having fun, and it was amazing to watch them.”
“The biggest super group of all time” left only two albums and some great film footage. According to the writer Elliot Huntley, after Harrison’s 1991 tour of Japan he talked about a possible Wilburys tour: “That would be something I’d like to experience. I’ve always played around in my own mind what a Wilburys tour could be. Would each person do a solo set and then do Wilburys at the end, or would we all go right on from beginning to end and make everything Wilburys? It’s an intriguing thought.” It was not to be.
The Wilburys’ albums are available in the U.S. here and in the U.K. here.
Related: Our writer insists that yet another album from them is out there lurking, waiting to be released
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