November 1963 will be remembered by most as the month in which president Kennedy was assassinated in Dallas, Texas. But music history also marks it significant for one of the most productive 3-hour sessions in music history, yielding two hits for Dionne Warwick: Walk On By and Anyone Who Had A Heart. The writing team responsible for both hits is Burt Bacharach and Hal David, the duo who wrote many other timeless hits such as Wishin’ And Hopin, (There’s) Always Something There To Remind Me, What The World Needs Now Is Love and many others.
Anyone Who Had A Heart demonstrates how a pop song can go beyond simplistic musical cliches and introduce sophistication in its composition and musicianship. The song features complex time signatures, and along with the traditional 4/4 you will find 5/4 and 7/8 bars, an unusual presence that threw Hal David off when he was writing the lyrics. David said of this: “The song starts with ‘Anyone who had a heart could look at me and know that I love you/Anyone who ever dreamed could look at me and know I dream of you’. Well, the accent should not be ‘dream of you’, the accent should be ‘dream of you’. But I had to have the accent on of because that’s where the melody was. I tried to find a way to make the of do something and I could never do it. Had to let it go.” Hal David was not the only one who found the melody challenging. Dionne Warwick struggled with it until she started counting the bars and told the composer about the time signature shifts. Bacharach was surprised: “I didn’t realize how complex it was until I went to write it out, and I saw that it was changing bars, it just felt natural to me”.

Burt Bacharach, Hal David and Dionne Warwick
Burt Bacharach is a master when it comes to inserting odd time signatures in seemingly simple pop songs, in places you do not expect them. This trick makes the music much more interesting to an attentive listener, but can throw you off if dancing to the song is your thing. Interestingly this never stopped the songs from becoming hits. You can find it in songs such as I Say A Little Prayer and Promises Promises. Bacharach on this phenomena: “Once you have a couple of successes, with a song like ‘Anyone Who Had A Heart,’ where it’s changing time signatures so much, you’re certainly more encouraged to keep doing it. There’s no reason not to!”.

Burt Bacharach, Hal David and Dionne Warwick
Bacharach’s sophisticated song-writing draws the attention of musicians across all genres. John Zorn, the jazz and avant garde composer and performer who is worlds apart from producing pop hits, sums up Bacharach’s genius: “Bacharach’s songs explode the expectations of what a popular song is supposed to be. Advanced harmonies and chord changes with unexpected turnarounds and modulations, unusual changing time signatures and rhythmic twists, often in uneven numbers of bars. But he makes it all sound so natural you can’t get it out of your head or stop whistling it. Maddeningly complex, sometimes deceptively simple, these are more than just great pop songs: these are deep explorations of the materials of music and should be studied and treasured with as much care and diligence we accord any great works of art”.

Burt Bacharach and Hal David
Accolades come from another progressive artist named Frank Zappa: “I really enjoyed the early compositions of David and Bacharach. I thought that they were so good because prior to that time there had been little of bi-tonal and poly-tonal harmonic implication in American pop music, and we are to thank them for providing that through those early Dionne Warwick recordings.”
Anyone Who Had A Heart was recorded at Bell Sound Studios in Manhattan by engineer Ed Smith. The studio was an early adopter of 4-track recording in the late 50s and hosted many great recording artists such as Ray Charles and Buddy Holly. The state of the art equipment utilized by the studio made it a favorite for mastering records made in the UK for the US market, including late Beatles albums, solo recordings by Paul McCartney and John Lennon, the Zombies and Moody Blues.
The song was Warwick’s first top ten hit in the US. It reached no. 8 on Billboard’s Hot 100 chart the week of February 15 1964, the same week The Beatles topped the chart with I Want to Hold Your Hand. Immediately after its release in the US it was covered by Cilla Black, a British singer who was managed by Brian Epstein. Arranged by George Martin, the cover is almost a note by note copy of Dionne Warwick’s version. Warwick joked that if she had coughed in the middle of the song, the cough would have made its way to Cilla Black’s version. The copycat strategy worked. Cilla Black’s cover went to number 1 in the UK and sold nearly a million copies. Merely a week later Warwick’s version appeared in the UK charts and received dismal attention. To the majority of the British listeners this was Cilla Black’s song, and Dionne Warwick did not become a known entity there until later in 1964 when she released Walk On By, this time learning her lesson and releasing it simultaneously in the US and the UK. Anyone Who Had A Heart was covered many times in subsequent years by artists such as Dusty Springfield and Linda Ronstadt, but to me the definitive interpretation is this one, by Dionne Warwick.
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Anyone who ever loved
Could look at me
And know that I love you
Anyone who ever dreamed
Could look at me
And know I dream of you
Knowing I love you so
Anyone who had a heart
Would take me in his arms and love me, too
You couldn’t really have a heart
And hurt me like you hurt me
And be so untrue
What am I to do?
Every time you go away
I always say
“This time it’s goodbye, dear”
Loving you the way I do
I take you back
Without you I’d die, dear
Knowing I love you so
Anyone who had a heart
Would take me in his arms and love me, too
You couldn’t really have a heart
And hurt me like you hurt me
And be so untrue
What am I to do?
Knowing I love you so
Anyone who had a heart
Would take me in his arms and love me, too
You couldn’t really have a heart
And hurt me like you hurt me
And be so untrue
Anyone who had a heart would love me, too
Anyone who had a heart
Would surely take me in his arms and always love me
Why won’t you?
Anyone who had a heart would love me, too, yeah
Anyone who had a heart
Would surely take me in his arms and always love me
Why won’t you, yeah
Anyone who had a heart would love me, too
Anyone who had a heart
Would surely take me in his arms and always love me
Categories: Song
Love this song! Thanks for the background!
Interesting reading, but definitely a Cilla Black classic and it is her that the song is synonomis with. Cilla defintely had the much more powerful voice that pitched perfect on the notes – whereas Warwick was more a thin voiced singalong version. Luckily for Warwick, Cilla covered the song as it was this exposure that brought some attention to Warwick with other songs or she might never have made any impression in the UK.