Stay Awake (album)
Encyclopedia
Stay Awake: Various Interpretations of Music from Vintage Disney Films is a 1988 tribute album
Tribute album
A tribute album is a recorded collection of cover versions of songs or instrumental compositions. Its concept may be either various artists making a tribute to a single artist, a single artist making a tribute to various artists, or a single artist making a tribute to another single artist.There...

 recorded by various artists performing songs from Disney films. It was produced by Hal Willner
Hal Willner
Hal Willner is an American music producer working in recording, films, TV and live events. He is best known for assembling tribute albums and events featuring a wide variety of artists and musical styles...

, one of the many tribute albums he has done.

Track listing

# Song Name Time Performer
1. Opening Medley ("I'm Getting Wet and I Don't Care at All")
a) "Hi Diddle Dee Dee (An Actor's Life For Me)" from Pinocchio
Pinocchio (1940 film)
Pinocchio is a 1940 American animated film produced by Walt Disney and based on the story The Adventures of Pinocchio by Carlo Collodi. It is the second film in the Walt Disney Animated Classics, and it was made after the success of Snow White and the Seven Dwarfs and was released to theaters by...

1:59 Ken Nordine
Ken Nordine
Ken Nordine is an American voiceover and recording artist best known for his series of Word Jazz albums. His deep, resonant voice has also been featured in many commercial advertisements and movie trailers. One critic wrote that "you may not know Ken Nordine by name or face, but you'll almost...

, with Bill Frisell
Bill Frisell
William Richard "Bill" Frisell is an American guitarist and composer.One of the leading guitarists in jazz since the late 1980s, Frisell's eclectic music touches on progressive folk, classical music, country music, noise and more...

 and Wayne Horvitz
Wayne Horvitz
Wayne Horvitz is an American composer, keyboardist and record producer.-Biography:Horvitz, a "defiant cross-breeder of genres", has led the groups The President, Pigpen, Zony Mash, and the Four Plus One Ensemble...

b) "Little April Shower" from Bambi
Bambi
Bambi is a 1942 American animated film directed by David Hand , produced by Walt Disney and based on the book Bambi, A Life in the Woods by Austrian author Felix Salten...

3:32 Natalie Merchant
Natalie Merchant
Natalie Anne Merchant is an American singer-songwriter and musician. She joined the alternative rock band 10,000 Maniacs in 1981 and left it to begin her solo career in 1993.-Early life:...

, Michael Stipe
Michael Stipe
John Michael Stipe is an American singer and lyricist. He was the lead vocalist of the alternative rock band R.E.M.Stipe is noted and occasionally parodied for the "mumbling" style of his early career as well as his social and political activism. He was in charge of R.E.M.'s visual image; often...

, with Mark Bingham
Mark Bingham (musician/music producer)
Mark Bingham is an American music producer/composer/musician/engineer.In 1966 , Bingham was signed to a publishing contract with Elektra Records. After a brief stint at Elektra in Los Angeles and one single released on Warner Bros., he returned to Bloomington where he attended Indiana University...

 and The Roches
The Roches
The Roches are a female vocal group of three songwriting Irish-American sisters from Park Ridge, New Jersey, known for their "unusual" and "rich" harmonies, quirky lyrics, and casually comedic stage performances.The Roches have been active as performers and recording artists since the mid-1970s,...

c) "I Wanna Be Like You (The Monkey Song)" from The Jungle Book
The Jungle Book (1967 film)
The Jungle Book is a 1967 American animated film produced by Walt Disney Animation Studios. Released on October 18, 1967, it is the 19th animated feature in the Walt Disney Animated Classics series. It was inspired by the stories about the feral child Mowgli from the book of the same name by...

3:39 Los Lobos
Los Lobos
Los Lobos are a multiple Grammy Award–winning American Chicano rock band from East Los Angeles, California. Their music is influenced by rock and roll, Tex-Mex, country, folk, R&B, blues, brown-eyed soul, and traditional Spanish and Mexican music such as cumbia, boleros and norteños.-History:The...

2. "Baby Mine" from Dumbo
Dumbo
Dumbo is a 1941 American animated film produced by Walt Disney and released on October 23, 1941, by RKO Radio Pictures.The fourth film in the Walt Disney Animated Classics series, Dumbo is based upon the storyline written by Helen Aberson and illustrated by Harold Pearl for the prototype of a...

3:21 Bonnie Raitt
Bonnie Raitt
Bonnie Lynn Raitt is an American blues singer-songwriter and a renowned slide guitar player. During the 1970s, Raitt released a series of acclaimed roots-influenced albums which incorporated elements of blues, rock, folk and country, but she is perhaps best known for her more commercially...

 and Was (Not Was)
Was (Not Was)
-Studio albums:-Compilation albums:-Singles:-Contributions:* A Christmas Record - "Christmas Time In The Motor City"* That's The Way I Feel Now: A Tribute to Thelonious Monk - "Ba-Lue-Bolivar-Ba-Lues-Are"...

3. "Heigh Ho (The Dwarf's Marching Song)
Heigh-Ho
"Heigh-Ho" is a song from Walt Disney's 1937 animated film Snow White and the Seven Dwarfs, written by Frank Churchill and Larry Morey...

" from Snow White and The Seven Dwarves
Snow White and the Seven Dwarfs (1937 film)
Snow White and the Seven Dwarfs is a 1937 American animated film based on Snow White, a German fairy tale by the Brothers Grimm. It was the first full-length cel-animated feature in motion picture history, as well as the first animated feature film produced in America, the first produced in full...

3:30 Tom Waits
Tom Waits
Thomas Alan "Tom" Waits is an American singer-songwriter, composer, and actor. Waits has a distinctive voice, described by critic Daniel Durchholz as sounding "like it was soaked in a vat of bourbon, left hanging in the smokehouse for a few months, and then taken outside and run over with a car."...

4. Medley Two ("The Darkness Sheds Its Veil")
a) "Stay Awake
Stay Awake
"Stay Awake" is a song from Walt Disney's film Mary Poppins composed by Richard M. Sherman and Robert B. Sherman.It is a lullaby sung by Mary Poppins to the children Jane and Michael...

" from Mary Poppins
Mary Poppins (film)
Mary Poppins is a 1964 musical film starring Julie Andrews and Dick Van Dyke, produced by Walt Disney, and based on the Mary Poppins books series by P. L. Travers with illustrations by Mary Shepard. The film was directed by Robert Stevenson and written by Bill Walsh and Don DaGradi, with songs by...

1:48 Suzanne Vega
Suzanne Vega
Suzanne Nadine Vega is an American songwriter and singer known for her eclectic folk-inspired music.Two of Vega's songs reached the top 10 of various international chart listings: "Luka" and "Tom's Diner"...

b) "Little Wooden Head" from Pinocchio 2:10 Bill Frisell
Bill Frisell
William Richard "Bill" Frisell is an American guitarist and composer.One of the leading guitarists in jazz since the late 1980s, Frisell's eclectic music touches on progressive folk, classical music, country music, noise and more...

 and Wayne Horvitz
Wayne Horvitz
Wayne Horvitz is an American composer, keyboardist and record producer.-Biography:Horvitz, a "defiant cross-breeder of genres", has led the groups The President, Pigpen, Zony Mash, and the Four Plus One Ensemble...

c) "Blue Shadows On the Trail" from Melody Time
Melody Time
Melody Time is a 1948 animated feature produced by Walt Disney and released to theatres by RKO Radio Pictures on May 27, 1948. Made up of several sequences set to popular music and folk music, the film is, like Make Mine Music before it, the popular music version of Fantasia Melody Time is a 1948...

3:50 Syd Straw
Syd Straw
Syd Straw is an American rock singer and songwriter. The daughter of actor Jack Straw , she began her career singing backup for Pat Benatar, then took her distinct voice to the indie/alternative scene and joined the Golden Palominos...

5. Medley Three ("Three Inches Is Such A Wretched Height")
a) "Castle in Spain" from Babes in Toyland
Babes in Toyland (1961 film)
Babes in Toyland is a 1961 Christmas musical film in Technicolor, directed by Jack Donohue, produced by Walt Disney, and distributed to theatres by Buena Vista Distribution. It stars Ray Bolger as Barnaby, Annette Funicello as Mary Contrary, Tommy Sands as Tom Piper, and Ed Wynn as the Toymaker.The...

2:37 Buster Poindexter
David Johansen
David Roger Johansen is an American rock, protopunk, blues, and pop singer, as well as a songwriter and actor. He is best known as a member of the seminal protopunk band The New York Dolls and also achieved commercial success under the pseudonym Buster Poindexter.-Early life:Johansen was born in...

 and The Banshees of Blue
b) "I Wonder" from Sleeping Beauty
Sleeping Beauty (1959 film)
Sleeping Beauty is a 1959 American animated film produced by Walt Disney and based on the fairy tale "La Belle au bois dormant" by Charles Perrault...

3:22 Yma Sumac
Yma Súmac
Yma Sumac was a noted Peruvian soprano. In the 1950s, she was one of the most famous proponents of exotica music. She became an international success based on her extreme vocal range, which was said to be "well over four octaves" and was sometimes claimed to span even five octaves at her peak.Yma...

6. "Mickey Mouse March" from The Mickey Mouse Club 2:13 Aaron Neville
Aaron Neville
Aaron Neville is an American soul and R&B singer and musician. He has had four top-20 hits in the United States along with four platinum-certified albums...

7. Medley Four ("All Innocent Children Had Better Beware")
a) "Feed the Birds" from Mary Poppins 4:17 Garth Hudson
Garth Hudson
Eric Garth Hudson is a Canadian multi-instrumentalist. As the organist, keyboardist and saxophonist for Canadian-American rock group The Band, he was a principal architect of the group's unique sound...

b) "Whistle While You Work
Whistle While You Work
Whistle While You Work is a song with music written by Frank Churchill and lyrics written by Larry Morey for the 1937 animated Disney movie Snow White and the Seven Dwarfs. It was performed in the movie, at least unofficially, by voice actress Adriana Caselotti...

" from Snow White and The Seven Dwarves
2:22 NRBQ
NRBQ
NRBQ is an American rock band founded in 1967. It is known for its live performances, containing a high degree of spontaneity and levity, and blending rock, pop, jazz, blues and Tin Pan Alley styles. Its best known line-up is the 1974–1994 quartet of pianist Terry Adams, bassist Joey Spampinato,...

c) "I'm Wishing" from Snow White and The Seven Dwarves 4:20 Betty Carter
Betty Carter
Betty Carter was an American jazz singer renowned for her improvisational technique and idiosyncratic vocal style...

d) "Cruella De Ville" from 101 Dalmatians
101 Dalmatians
101 Dalmatians is a 1996 American family comedy film produced by Walt Disney Pictures, and a remake of the Disney animated film One Hundred and One Dalmatians , which in turn was based on Dodie Smith's 1956 novel The Hundred and One Dalmatians. It stars Glenn Close as the villainous Cruella de Vil,...

2:15 The Replacements
e) "Dumbo And Timothy" from Dumbo
Dumbo
Dumbo is a 1941 American animated film produced by Walt Disney and released on October 23, 1941, by RKO Radio Pictures.The fourth film in the Walt Disney Animated Classics series, Dumbo is based upon the storyline written by Helen Aberson and illustrated by Harold Pearl for the prototype of a...

2:04 Bill Frisell
Bill Frisell
William Richard "Bill" Frisell is an American guitarist and composer.One of the leading guitarists in jazz since the late 1980s, Frisell's eclectic music touches on progressive folk, classical music, country music, noise and more...

 and Wayne Horvitz
Wayne Horvitz
Wayne Horvitz is an American composer, keyboardist and record producer.-Biography:Horvitz, a "defiant cross-breeder of genres", has led the groups The President, Pigpen, Zony Mash, and the Four Plus One Ensemble...

8. "Some Day My Prince Will Come
Some Day My Prince Will Come
"Some Day My Prince Will Come" is a popular song from Walt Disney's 1937 animated movie Snow White and the Seven Dwarfs. It was written by Larry Morey & Frank Churchill , and performed by Adriana Caselotti...

" from Snow White and The Seven Dwarves
1:08 Sinéad O'Connor
Sinéad O'Connor
Sinéad Marie Bernadette O'Connor is an Irish singer-songwriter. She rose to fame in the late 1980s with her debut album The Lion and the Cobra and achieved worldwide success in 1990 with a cover of the song "Nothing Compares 2 U"....

9. Medley Five ("Techicolor Pachyderms")
a) "Pink Elephants On Parade
Pink Elephants on Parade
Pink Elephants on Parade is the name of a segment, and the song played therein, from the Disney animated feature film Dumbo in which Dumbo and Timothy Q...

" from Dumbo
4:54 Sun Ra
Sun Ra
Sun Ra was a prolific jazz composer, bandleader, piano and synthesizer player, poet and philosopher known for his "cosmic philosophy," musical compositions and performances. He was born in Birmingham, Alabama...

 & His Arkestra
b) "Zip-a-Dee-Doo-Dah
Zip-a-Dee-Doo-Dah
"Zip-a-Dee-Doo-Dah" is a song from the Disney 1946 live action and animated movie Song of the South, sung by James Baskett. With music by Allie Wrubel and lyrics by Ray Gilbert, "Zip-a-Dee-Doo-Dah" won the Academy Award for Best Original Song...

" from Song of the South
Song of the South
Song of the South is a 1946 American musical film produced by Walt Disney and released by RKO Radio Pictures. The film is based on the Uncle Remus cycle of stories by Joel Chandler Harris. The live actors provide a sentimental frame story, in which Uncle Remus relates the folk tales of the...

3:16 Harry Nilsson
Harry Nilsson
Harry Edward Nilsson III was an American singer-songwriter who achieved the peak of his commercial success in the early 1970s. On all but his earliest recordings he is credited as Nilsson...

10. "Second Star To The Right" from Peter Pan
Peter Pan (1953 film)
Peter Pan is a 1953 American animated film produced by Walt Disney and based on the play Peter Pan, or The Boy Who Wouldn't Grow Up by J. M. Barrie. It is the fourteenth film in the Walt Disney Animated Classics series and was originally released on February 5, 1953 by RKO Pictures...

4:02 James Taylor
James Taylor
James Vernon Taylor is an American singer-songwriter and guitarist. A five-time Grammy Award winner, Taylor was inducted into the Rock & Roll Hall of Fame in 2000....

11. Pinocchio Medley ("Do You See The Noses Growing")
a) "Desolation Theme" from Pinocchio 2:02 Ken Nordine
Ken Nordine
Ken Nordine is an American voiceover and recording artist best known for his series of Word Jazz albums. His deep, resonant voice has also been featured in many commercial advertisements and movie trailers. One critic wrote that "you may not know Ken Nordine by name or face, but you'll almost...

, with Bill Frisell
Bill Frisell
William Richard "Bill" Frisell is an American guitarist and composer.One of the leading guitarists in jazz since the late 1980s, Frisell's eclectic music touches on progressive folk, classical music, country music, noise and more...

 and Wayne Horvitz
Wayne Horvitz
Wayne Horvitz is an American composer, keyboardist and record producer.-Biography:Horvitz, a "defiant cross-breeder of genres", has led the groups The President, Pigpen, Zony Mash, and the Four Plus One Ensemble...

b) "When You Wish upon a Star
When You Wish upon a Star
"When You Wish upon a Star" is a song written by Leigh Harline and Ned Washington for Walt Disney's 1940 adaptation of Pinocchio. The original version of the song was sung by Cliff Edwards in the character of Jiminy Cricket, and is heard over the opening credits and again in the final scene of the...

" from Pinocchio
3:46 Ringo Starr
Ringo Starr
Richard Starkey, MBE better known by his stage name Ringo Starr, is an English musician and actor who gained worldwide fame as the drummer for The Beatles. When the band formed in 1960, Starr was a member of another Liverpool band, Rory Storm and the Hurricanes. He became The Beatles' drummer in...

, with Herb Alpert
Herb Alpert
Herbert "Herb" Alpert is an American musician most associated with the group variously known as Herb Alpert & the Tijuana Brass, Herb Alpert's Tijuana Brass, or TJB. He is also a recording industry executive — he is the "A" of A&M Records...


Personnel

Track Personnel
1a Ken Nordine — vocals
Bill Frisell
Bill Frisell
William Richard "Bill" Frisell is an American guitarist and composer.One of the leading guitarists in jazz since the late 1980s, Frisell's eclectic music touches on progressive folk, classical music, country music, noise and more...

 — guitars
Wayne Horvitz
Wayne Horvitz
Wayne Horvitz is an American composer, keyboardist and record producer.-Biography:Horvitz, a "defiant cross-breeder of genres", has led the groups The President, Pigpen, Zony Mash, and the Four Plus One Ensemble...

 — piano, synthesizers
1b Natalie Merchant
Natalie Merchant
Natalie Anne Merchant is an American singer-songwriter and musician. She joined the alternative rock band 10,000 Maniacs in 1981 and left it to begin her solo career in 1993.-Early life:...

 — vocal
Michael Stipe
Michael Stipe
John Michael Stipe is an American singer and lyricist. He was the lead vocalist of the alternative rock band R.E.M.Stipe is noted and occasionally parodied for the "mumbling" style of his early career as well as his social and political activism. He was in charge of R.E.M.'s visual image; often...

 — vocal
Mark Bingham
Mark Bingham (musician/music producer)
Mark Bingham is an American music producer/composer/musician/engineer.In 1966 , Bingham was signed to a publishing contract with Elektra Records. After a brief stint at Elektra in Los Angeles and one single released on Warner Bros., he returned to Bloomington where he attended Indiana University...

 — banjo
The Roches
The Roches
The Roches are a female vocal group of three songwriting Irish-American sisters from Park Ridge, New Jersey, known for their "unusual" and "rich" harmonies, quirky lyrics, and casually comedic stage performances.The Roches have been active as performers and recording artists since the mid-1970s,...

 — vocals
Lenny Pickett — soprano sax, flute
Ralph Carney — clarinet, ocarina, wise spoken words
Michael Blair — marimba, percussion, drums
Rachel Van Voorhees — harp
Jackie Mullen — cello
1c César Rosas
Cesar Rosas
César Rosas is a singer, songwriter and guitarist for Los Lobos. Rosas also participates in the Latin supergroup Los Super Seven. Perhaps the most recognizable member of Los Lobos, Rosas is known for his trademark black sunglasses and slicked-back, black hair. His singing voice is reminiscent of...

 — lead vocal, cuatro
David Hidalgo
David Hidalgo
David Hidalgo is an American singer-songwriter, best known for his work with the band Los Lobos. He is also a member of the supergroup Los Super Seven and of the Latin Playboys, a side project band made up of some of the members of Los Lobos...

 — acoustic nylon string guitar, accordion<, background vocals
Conrad Lozano
Conrad Lozano
Conrad Lozano is the bass player for Los Lobos.Conrad uses a Lakland Joe Osborne 4 string Bass and runs it through an Ampeg bass amp. His down-to-earth style and walking bass sound is the driving force of the East Los Angeles band Los Lobos. He also sings backing vocal harmony on most of the Los...

 — bass
Louie Pérez
Louie Pérez
Louie Pérez is an American songwriter, percussionist and guitarist for Los Lobos, and Latin Playboys....

 — varrana
Steve Berlin
Steve Berlin
Steve Berlin is an American saxophonist, keyboardist and record producer, best known as a member of the rock group Los Lobos and, before that, Top Jimmy & The Rhythm Pigs, The Blasters, and The Flesh Eaters...

 — baritone sax
Alex Neciosup Acuña
Alex Acuña
Alejandro Neciosup Acuña aka Alex Acuña is a Peruvian drummer and percussionist, in the Afro-Cuban jazz style.Born in Pativilca, Peru, Acuña played in local bands from the age of ten, and moved to Lima as a teenager. At the age of eighteen he joined the band of Perez Prado, and in 1967 he moved...

 — on percussion
2 Bonnie Raitt
Bonnie Raitt
Bonnie Lynn Raitt is an American blues singer-songwriter and a renowned slide guitar player. During the 1970s, Raitt released a series of acclaimed roots-influenced albums which incorporated elements of blues, rock, folk and country, but she is perhaps best known for her more commercially...

 — vocal, slide guitar solo
Sweet Pea Atkinson
Was (Not Was)
-Studio albums:-Compilation albums:-Singles:-Contributions:* A Christmas Record - "Christmas Time In The Motor City"* That's The Way I Feel Now: A Tribute to Thelonious Monk - "Ba-Lue-Bolivar-Ba-Lues-Are"...

 — background vocals
Arnold McCuller — background vocals
Luis Resto — keyboards
Paul Jackson Jr. — guitar
Steve Berlin
Steve Berlin
Steve Berlin is an American saxophonist, keyboardist and record producer, best known as a member of the rock group Los Lobos and, before that, Top Jimmy & The Rhythm Pigs, The Blasters, and The Flesh Eaters...

 — saxophone
Don Was
Don Was
Don Was is an American musician, bassist and record producer.-Life and career:Was was born in Detroit, Michigan. He graduated from Oak Park High School in the Detroit suburb of Oak Park, then attended the University of Michigan at Ann Arbor but dropped out after the first year...

 — synthesizer
David Was
David Was
David Was is, with his stage-brother Don Was, the founder of the 1980s pop group, Was .Was was born in Detroit, Michigan...

 — flute
John Patitucci
John Patitucci
John Patitucci is an American Grammy-winning jazz double bass and jazz fusion electric bass player.-Biography:Patitucci is of Italian descent and was born in Brooklyn, New York, where he began playing the electric bass at age ten, composing and performing at age 12, as well as the acoustic bass at...

 — bass
Jim Keltner
Jim Keltner
James Lee "Jim" Keltner is an American drummer known primarily for his session work. He has contributed to the work of many well-known artists...

 — drums
The Uptown Horns:
Crispin Cioe — baritone sax
Arno Hecht — tennor sax
Bob Funk — trombone
"Hollywood" Paul Litteral — trumpet
3 Tom Waits — vocal
Tchad Blake
Tchad Blake
Tchad Blake is an American record producer, audio engineer, mixer and musician.He has worked with numerous artists and musicians, including State Radio, Apartment 26, Elvis Costello, Peter Gabriel, Pearl Jam, Tom Waits, Richard Thompson, Brazilian Girls, Sheryl Crow, November 2nd, Travis, Marike...

 — optigan
Optigan
The Optigan was an electronic keyboard instrument designed for the consumer market. The name stems from the instrument's reliance on pre-recorded optical soundtracks to reproduce sound...

 programming
Mitchell Froom
Mitchell Froom
-Career:Froom began his career as a keyboard player in Sonoma County, California. The band Crossfire featured two keyboards players; Mitchell on one side of the stage and brother David on the other with Gary Pihl on guitar...

 — chamberlain
Val Kuklowsky — sound effects
Marc Ribot
Marc Ribot
Marc Ribot born May 21, 1954) is an American guitarist and composer.His own work has touched on many styles, including no wave, free jazz, and Cuban music. Ribot is also known for collaborating with other musicians, most notably Tom Waits, Elvis Costello, and composer John Zorn.-Biography:Ribot was...

 — guitars
Larry Taylor
Larry Taylor
Larry Taylor is an American bass guitarist, best known for his work as a member of Canned Heat from 1967. Before joining Canned Heat he had been a session bassist for The Monkees and Jerry Lee Lewis...

 — bass
4a Suzanne Vega — vocal
4b Bill Frisell — guitars, banjo
Wayne Horvitz — synthesizers
4c Syd Straw — vocal
Jaydee Mayness — steel guitar
Tommy Morgan — harmonica
John Jorgenson — guitars, mandolin
5a Buster Poindexter — vocal
Ivy Ray — vocal
Brain Koowin — guitar
Charles Giordano — piano
Tony Garnier
Tony Garnier (musician)
Tony Garnier is an American bassist , best known as an accompanist to Bob Dylan, with whom he has played since 1989...

 — bass
Tony Machine — drums
Fred Walcott — percussion
Jimmy Bralower — drum programming
The Uptown Horns:
Crispin Cioe — baritone sax
Arno Hecht — tennor sax
Bob Funk — trombone
"Hollywood" Paul Litteral — trumpet
5b Yma Sumac
Yma Súmac
Yma Sumac was a noted Peruvian soprano. In the 1950s, she was one of the most famous proponents of exotica music. She became an international success based on her extreme vocal range, which was said to be "well over four octaves" and was sometimes claimed to span even five octaves at her peak.Yma...

 — vocal
Orchestra: Lennie Niehaus
Lennie Niehaus
Lennie Niehaus is an American alto saxophonist, arranger, and composer on the West Coast jazz scene. He has played with the Stan Kenton big band, and various other jazz bands on the West Coast of the U.S. Niehaus has arranged and composed for motion pictures, including several produced by Clint...

 — conductor
6 Aaron Neville — vocal
Dr. John
Dr. John
Malcolm John "Mac" Rebennack, Jr. , better known by the stage name Dr. John , is an American singer-songwriter, pianist and guitarist, whose music combines blues, pop, jazz as well as Zydeco, boogie woogie and rock and roll.Active as a session musician since the late 1950s, he came to wider...

 (Mac Rebennack) — keyboards
7a Garth Hudson — keyboards, synthesiszers, accordions
Jorge Mirkin — harmonica
Jay Rubin — cymbals
Steve Deutch — macintosh sequencing/performer software
7b Terry Adams
Terry Adams (musician)
Terry Adams is an American pianist/composer and a founding member of the musical group NRBQ , known for decades of extensive touring, energetic and humorous live shows, and wide-ranging musical repertoire, including rock, blues, country, pop, and jazz...

 — keyboards, vocal
Joey Spampinato
Joey Spampinato
Joey Spampinato was a founding member and bass player of NRBQ. He was also one of the band's lead singers and chief songwriters. Before NRBQ he played in several bands, including The Seven of Us, which in 1967 while in Miami, Florida, met another band, The Merseybeats USA. The bands merged to form...

 — bass, background vocal
Al Anderson
Al Anderson (NRBQ)
Alan Gordon "Al" Anderson is an American guitarist, singer, and songwiter. Between 1971 and the early 1990s, he was the lead guitarist in the rock band NRBQ, also releasing several solo albums. He also played electric guitar on Jonathan Edwards' 1973 album Have a Good Time for Me...

 — guitars
Tom Ardolino — drums, percussion
7c Betty Carter — vocal
Stephen Scott — piano
Donald Braden — saxophone
Ira Noel Coleman — bass
Troy Davis — drums
7d Paul Westerberg
Paul Westerberg
Paul Westerberg is an American musician, best known as the former lead singer, rhythm guitarist, and songwriter of The Replacements, one of the seminal alternative rock bands of the 1980s. He launched a solo career after the dissolution of that band...

 — guitar, vocals
Tommy Stinson
Tommy Stinson
Thomas "Tommy" Eugene Stinson is an American musician best known for his work as the bassist for The Replacements and Guns N' Roses as well as the post-Replacements groups Bash & Pop, where he performed guitar duties, and Perfect...

 — bass, background vocals
Slim Dunlap — guitar, background vocals
Chris Mars
Chris Mars
Chris Mars is an American artist and musician. He was the drummer for seminal Minneapolis, Minnesota alternative rock band The Replacements and later joined informal supergroup Golden Smog before launching a solo career. He is also a painter, and has more or less left music behind to concentrate...

 — drums
Slinkey Rutherford — "pianie"
8 Sinéad O'Connor
Sinéad O'Connor
Sinéad Marie Bernadette O'Connor is an Irish singer-songwriter. She rose to fame in the late 1980s with her debut album The Lion and the Cobra and achieved worldwide success in 1990 with a cover of the song "Nothing Compares 2 U"....

 — vocals
Andy Rourke
Andy Rourke
Andy Rourke is a bass guitarist best known for being a former member of The Smiths.-Career:...

 — guitars
9a Sun Ra — piano
Art Jenkins, T.C. III — vocals
Bruce Edwards — guitar
Pat Patrick — bass
Tom Hunter — drums
Buster Smith — drums
Aveeayl Ra Amen — drums
Owen Brown Jr. — violin
Vincent Chaucey — French horn
John Gilmore — tenor sax
Elo Olmo — bass clarinet, alto sax
Marshall Allen — flute, alto sax
Kenny Williams — baritone sax
Fred Adams — trumpet
Michael Ray — trumpet
Martin Banks — trumpet
James Jackson — bassoon
9b Harry Nilsson — vocal
Tom "T-Bone" Wolk — accordion
Arto Lindsay
Arto Lindsay
Arthur Morgan Lindsay is an American guitarist, singer, record producer and experimental composer. He is a 1974 graduate of Eckerd College in St. Petersburg, Florida....

 — electric guitar
Fred Tackett
Fred Tackett
Fred Tackett, an American native of Arkansas, is an accomplished songwriter and multi-instrumentalist. Originally a session player on guitar, mandolin, and trumpet, he is best known for his longevity as a member of the band Little Feat....

 — guitars
Dennis Budimir — guitars
Peter Scherer — synthesizer
Terry Adams — piano
Buell Neidlinger — bass
Jim Keltner
Jim Keltner
James Lee "Jim" Keltner is an American drummer known primarily for his session work. He has contributed to the work of many well-known artists...

 — drums
Michael Blair — brushes, frame drum, tambourine, washboard
Orchestra: Lennie Niehaus — conductor
10 James Taylor — vocal, guitar, whistle
The Roches — vocals
Branford Marsalis
Branford Marsalis
Branford Marsalis is an American saxophonist, composer and bandleader. While primarily known for his work in jazz as the leader of the Branford Marsalis Quartet, he also performs frequently as a soloist with classical ensembles and has led the group Buckshot LeFonque.-Biography:Marsalis was born...

 — tennor sax
Don Grolnick
Don Grolnick
Don Grolnick was an American jazz and pop pianist and composer, most noteworthy for his work with artists such as Linda Ronstadt, James Taylor, Roberta Flack, Carly Simon, Bette Midler, Billy Cobham, David Sanborn, Marcus Miller, Bob Mintzer, Dave Holland and Steely Dan...

 — piano
Steve Swallow
Steve Swallow
Steve Swallow is a jazz double bass and bass guitarist and composer born in Fair Lawn, New Jersey.One of the leading bassists in jazz, Swallow is noted for collaborations with Jimmy Giuffre, Gary Burton and Carla Bley...

 — bass
John Scofield
John Scofield
John Scofield , often referred to as "Sco," is an American jazz guitarist and composer, who has played and collaborated with Miles Davis, Dave Liebman, Joe Henderson, Charles Mingus, Joey Defrancesco, Herbie Hancock, Pat Metheny, Bill Frisell, Pat Martino, Mavis Staples, Phil Lesh, Billy Cobham,...

 — guitar
Mark Bingham
Mark Bingham (musician/music producer)
Mark Bingham is an American music producer/composer/musician/engineer.In 1966 , Bingham was signed to a publishing contract with Elektra Records. After a brief stint at Elektra in Los Angeles and one single released on Warner Bros., he returned to Bloomington where he attended Indiana University...

 — acoustic guitar, humming boy
Michael Blair — humming boy too!
11a Ken Nordine — voice
Bill Frisell — guitars
Wayne Horvitz — keyboards
11b Ringo Starr — vocal
Herb Alpert
Herb Alpert
Herbert "Herb" Alpert is an American musician most associated with the group variously known as Herb Alpert & the Tijuana Brass, Herb Alpert's Tijuana Brass, or TJB. He is also a recording industry executive — he is the "A" of A&M Records...

 — trumpet solo
Bill Frisell — electric guitars
Fred Tackett — acoustic guitars
Dennis Budimir — acoustic guitars
Terry Adams — piano
Buell Neidlinger — bass
Jim Keltner — drums
Harry Nilsson
Harry Nilsson
Harry Edward Nilsson III was an American singer-songwriter who achieved the peak of his commercial success in the early 1970s. On all but his earliest recordings he is credited as Nilsson...

— whistle
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