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Liner Notes › The Who Sell Out


Roger Daltrey Vocals 
John Entwistle Bass Guitar and Vocals [and Horns] 
Keith Moon Drums [and Vocals]
Pete Townshend Guitar [Organ on "Silas Stingy"] and Vocals 
[Al Kooper Organ]

Produced by Kit Lambert 

[Engineered (at songs recorded at Talentmasters Studios, New York) by Chris Huston.] 
Sleeve design by David King & Roger Law [Law was later co-creator of the TV show Spitting Image]
Front & Back Cover Photography by David Montgomery [shot in his Chelsea studio in October 1967. According to John, he was supposed to be the one in the beans, but when he heard about it, he decided to show up late. With beans ready and no John, Roger was drafted. The beans had been kept in a refrigerator and were ice cold. And John got the girl!]

Liner notes by Chris Charlesworth [in brackets by Brian Cady] 

Listen to Wonderful Radio London!
Just click on the antenna to the right---

Originally broadcast Dec. 27, 1966

The Who Sell Out was originally released as Track 612 002 (mono), 613002 (stereo) on December 15th, 1967. It reached #13 in the U.K. Released in the U.S. as Decca DL 4950 (mono), DL 74950 (stereo), it reached #48.
[The concept for The Who Sell Out came from Pete and Who manager Chris Stamp. Stamp tried to interest advertisers in paying for the adverts inserted by The Who on the record but, with only 50,000 copies of the album expected to be printed, none of the companies would buy. The U.S. LP hit the Billboard charts on January 6th. It was undoubtedly released prior to that date, maybe as early as the last week of December 1967. The stereo mix was completed at De Lane Lea Studios, London, on October 30. The mono master was completed at the same studio November 2nd. The mono "Our Love Was" track has a different guitar part from the stereo and features a "flanging" effect throughout. "Odorono" lost its guitar part, "Mary Anne With The Shaky Hand," "Tattoo" and "Relax" have slightly different mixes and the bass was more prominent throughout. This mix was released on CD in Japan in 2007.] 

A psychedelic poster was included in the original issues of the British LP. [It was designed by Adrian George of Osiris Visions. Osiris Visions were best known for their psychedelic posters used to promote acts at the UFO and Middle Earth Clubs in London.]


Armenia City In the Sky 3'12 
(John Keene) Gowmonk, Inc. (BMI) 
Recorded and mixed at IBC Studio A, London on October 20, 1967.
Lead vocal by John Keene and Roger Daltrey (through effects filter).
[Written by Pete's former roommate and chauffeur John "Speedy" Keene. This is the second of two times that The Who used a song written specifically for them by a person outside the group. A year later Keene would be part of the Townshend-created group Thunderclap Newman. This track was released as a single in Japan backed with 'Mary Anne With the Shaky Hand.']

Radio London [These were actual jingles left over from the pirate radio station that had been shut down by the August 15th, 1967 Marine Broadcasting Bill. The company that created these jingles later brought a lawsuit against The Who for using them. A settlement was reached.]

Heinz Baked Beans 0'57 
(John Entwistle) Gowmonk, Inc. (BMI) 
Recorded at De Lane Lea or IBC Studios, London on October 11, 1967. [This is one of several jingles on the album recorded by John and Keith]

More Music
Mary Anne With The Shaky Hand 2'04 
(Pete Townshend) TRO-Essex Music, Inc. (ASCAP) 
Recorded at De Lane Lea Studios, London on October 24, 1967. This was actually The Who's third attempt at recording 'Mary Anne.' They tried an electric version first at Talentmasters Studios in New York on August 6, 1967, and again, also electric, on August 7. In the end it was the final version which was released first on Sell Out. [The end 'shaky' sound was not on the original tape and was created for this reissue. It was released in the Netherlands as a single February 2nd, 1968 backed with 'I Can't Reach You.' It failed to chart. The Who performed this live a few times during the summer of 1968, occasionally during the 1989 tour and acoustically in 1999.] 

Premier Drums/Radio London [The 'Premier Drums' ad is by Keith.]

Odorono 2'16 
(Pete Townshend) Towser Tunes, Inc./Fabulous Music Ltd./ABKCO Music, Inc. (BMI) Recorded at IBC Studios, London, on October 11, 1967. ["Odorono" was an actual product officially called Odo-Ro-No, a popular underarm deodorant, the first marketed specifically for women.]

Radio London

Tattoo 2'42 
(Pete Townshend) Towser Tunes, Inc./Fabulous Music Ltd./ABKCO Music, Inc. (BMI) 
Recorded at IBC Studios, London on October 12, 1967.
[Pete: "'Tattoo' is me examining that divide between me and Roger and his idea of what made a man a man and my idea. I thought it was going to be one of those songs where Roger would turn around and say to me , 'No, you sing this. I don't need to question whether I'm a man or not.' But he did sing it, and he sang it really well. And I realized then, 'Hey, he doesn't know. He doesn't know if he's a man or not. He's got the same insecurities I do.'"
Although from the sound of it you'd never guess, this is the one track from this album that became a Who live standard, being played from 1967-1975 then revived occasionally during 1989 and acoustically at the 1999 Bridge School benefit.]

Radio London (Church Of Your Choice)
Our Love Was 3'06 
(Pete Townshend) Towser Tunes, Inc./Fabulous Music Ltd./ABKCO Music, Inc. (BMI) 
Recorded at Columbia Studios, Los Angeles, September 1967. [On the mono version of this LP, this track features a 'slide' guitar solo which was originally recorded as an alternate for the BBC at IBC Studios, London October 10th, 1967. Keith's letters home to his wife Kim show that another version was recorded at Bradley's Barn in Nashville on August 16th, 1967. The guitar solo on this version has been given a hard intro instead of the potted-up version on the original. In the U.S. this track was originally called "Our Love Was, Is."]

Radio London (Pussycat)/Speakeasy/Rotosound Strings
John: "Most of the commercials that we recorded ourselves were done at Kingsway Studios in London. Me and Keith thought them up in the pub next door." ['Speakeasy'/'Rotosound Strings' are by John and Keith. The Speakeasy was a famous hangout for the stars of British rock 'n' roll. John helped design the Rotosound strings for the bass guitar.]

  I Can See For Miles 4'18 
(Pete Townshend) TRO-Essex Music, Inc. (ASCAP) 
Backing track recorded at CBS Studios, London, May 1967. Vocals recorded at Talentmasters, New York, Aug. 6-7, 1967. Final mix at Gold Star Studios, Los Angeles, September 10, 1967.
It was released on October 14th, 1967 in the U.K. and reached #10 in the U.K. there. The U.S. had the earlier release on September 18, 1967. It reached #9 on the Billboard charts and #8 on the Cash Box charts.
Pete: "To me it was the ultimate Who record yet it didn't sell. I spat on the British record buyer."
[The single version featured a louder bass guitar mix. In addition, on October 10th, 1967, John overdubbed a much louder bass guitar for a BBC alternate subsequently released on The Who: The Singles LP and the BBC Sessions CD. The Who with Keith Moon only performed this live during late 1967-very early 1968. It was not revived until after his death.]

Charles Atlas
[The music was written by John Entwistle.] 

I Can't Reach You 3'03 
(Pete Townshend) Towser Tunes, Inc./Fabulous Music Ltd./ABKCO Music, Inc. (BMI) 
Recorded in London on or prior to July 5, 1967.
[Pete: "This is one of the first songs I wrote on the piano, despite its simplicity (caused by my inability to play!), it makes me sit up because again, the chords I discovered are those that still please me, and I still use them. 'Pure and Easy' has similar chord shapes I think. It's easy to be clever looking back, but since I've made public the fact that Meher Baba is believed to be the 'Avatar' (Messiah) by his followers, and that I heard of him in late '67, (soon after this song was written) I can say without pretensions that I was looking for someone." This song was originally called "See, Feel, Hear You." The track was released as a single in Australia backed with 'Our Love Was.']


Medac 0'57 
(John Entwistle) Gowmonk, Inc. (BMI) 
Recorded at Kingsway Studios, London in October 1967. [Renamed for the U.S. LP, for no apparent reason, 'Spotted Henry.']

Relax 2'38 
(Pete Townshend) Towser Tunes, Inc./Fabulous Music Ltd./ABKCO Music, Inc. (BMI) 
Recorded in London on or prior to July 5, 1967. Further mixing and overdubs at Mira Sound and Talentmaster Studios, New York Aug. 6-7, 1967.
Organ played by Pete Townshend.
[This was played live as an extended jam during late 1967 - 1968.]

Rotosound Strings (Demo)
[John and Keith again. This did not appear on the original LP.]

Silas Stingy 3'04 
(John Entwistle) Gowmonk, Inc. (BMI) 
Recorded at Kingsway Studios, London in October 1967. [John: "The rest of the group used to take the mickey because I was the first one to buy a house, and I found it very hard going because we had ridiculous expenses and our money wasn't that big, so I saved every penny to put a deposit on the house and buy furniture...So Silas Stingy buying a house and a watchdog and a safe is exactly what happened to me." It is, of course, also based on George Eliot's novel 'Silas Marner.' Pete plays organ on the track. The chorus was meant to be a schoolboy's round but that didn't quite work out." It was played live by The Who at a few shows in the summer of 1968.]

Sunrise 3'03 
(Pete Townshend) Towser Tunes, Inc./Fabulous Music Ltd./ABKCO Music, Inc. (BMI) 
Recorded at IBC Studios, London on November 2, 1967. [The last song recorded for The Who Sell Out. Stereo mastering for the album had been completed on October 30th. It may have been a replacement for "Jaguar" which was in the album lineup until shortly before this recording was made. Keith did not want this song, which amounts to a solo Pete track, on the album. Pete said he got the chords for this from Mickey Bakers' Jazz Guitar tutor book.]

Rael 1 5'44 
(Pete Townshend) Towser Tunes, Inc./Fabulous Music Ltd./ABKCO Music, Inc. (BMI)
[Backing track recorded in London on or prior to July 5, 1967. Vocals recorded at Talentmasters Studios, New York, second week of July 1967. Additional mixing and mastering at Gold Star Studios, Los Angeles September 5, 1967. Final mix at IBC Studio A with Rael 2 as "Rael (1&2)" October 20, 1967. Cut down to Rael 1 only on October 26, 1967.]
Organ played by Al Kooper.
Kooper: "We recorded most of the song in one day and then adjourned for a noon start the next day. We left rather hurriedly because we were fried from working so intensely...evidently the multitrack tape of 'Rael' was left on the counter unboxed. The cleaning woman came in and threw it in the trash but didn't empty it, so it lay there with soda and cigarette ash all over it. When (engineer) Chris Huston came in next morning...he was horrified. The first 15 seconds of the track had been compromised and would have to be done again. He was the one who was gonna have to tell Townshend. I wanted to see this encounter. So Pete comes boppin' in about 12:15 and Chris takes him in a corner and is talking very hushed to him. All this is audible are Chris' last words, "Pete, I'm sorry but sometimes these things happen..." Townshend is pacing back and forth inside the control room, when all of a sudden he picks up the engineers' chair and throws it through the control room glass partition, damage of roughly $12,000. Then he turned to Chris and said, "Don't worry Chris...sometimes these things just happen." [A great story, but according to engineer Chris Huston it didn't happen that way. Here's his recollection:

"We worked hard, and by the end of this particular session, we were all pretty tired. As was customary, if my session would be continuing the next day, I put the tapes that I was working with on top of a small side shelf in the Control Room. This evening, for some reason, I neglected to put the tape in its box, instead leaving it on top of the box. Back then, to save money, many studios bought tape on 'flanges'. That is, the tape was on a metal hub, but didn't have the protective metal side flanges. Talentmasters was one of those studios.
"When I came in the next day, an hour or so before the session, I could not find the 'Rael' Master. I searched every nook and cranny, including the obvious places like the tape library. It was gone! It was only then that I thought to contact the young guy, from Harlem, who did our cleanup. That was a nightmare. He didn't have a phone. I was eventually able to get in touch with him through a relative. I found out that he had taken upon himself to declare this tape garbage, and had taken it down to 41st (the back of the building) and put it in the dumpster. But not before breaking it off the hub. Panic ensued. I searched frantically through the dumpster and was able to retrieve all the pieces, and there was a lot of them. The take itself was in 4 or 5 sections that I was able to splice together. However, the intro section of tape was stretched beyond redemption. Fortunately, The night before I had taken home a mono mix - Back then there were no cassettes. We ended up copying the mono intro onto the master. Pete was pissed-off and rightly so! But he did not throw a chair through the Control Room window as Al would have the legend go. Further Al saying that the window and related damage was around $12,000 makes me laugh. The truth is, the whole Control Room didn't cost that much to build, and there was only one pane of 3/8" glass in the window."
Huston in Talentmasters' control room 1966 
For this reason, all stereo versions of the song have the opening and first line in mono only (except for two vocal overdubs obviously added after the tape was recovered spaced center and right. Thanks to Luke Pacholski for catching that). The song's second line was not in the original version and was restored for the boxset. This track was known simply as "Rael" and, with the exception of the "Track Records" cut, concluded the original album.]


Rael 2 0'47 
(Pete Townshend) Towser Tunes, Inc./Fabulous Music Ltd./ABKCO Music, Inc. (BMI) 
Original recording produced by Kit Lambert at Talentmasters Studios, New York, July 1967. Previously released on Thirty Years Of Maximum R&B in 1994. [Lyrics from Pete's much longer draft of "Rael," which was to have been a Tommy size opera, were printed in Eye magazine in 1968 and a longer demo version, including another song called "That Motherland Feeling," has appeared on bootlegs.]

Top Gear
[Recorded at De Lane Lea Studios, October 10, 1967.
Author unknown but probably John Entwistle. The title refers to a BBC Light radio programme on which The Who made several appearances.]

Glittering Girl 2'56 
(Pete Townshend) Towser Tunes, Inc./Fabulous Music Ltd./ABKCO Music, Inc. (BMI) 
Recorded in London on or prior to July 5, 1967.
Previously unreleased.
[Pete's vocal is merely a "guide" vocal. It would have been re-recorded if used at the time.]
Coke 2
[Recorded circa April 1967 at unknown studio, London.
As with 'Coke 1' this was recorded for the Coca-Cola Company in 1967. New information suppied by the Coca-Cola Company has revealed that these two tracks were used in specific U.K.-only radio adverts for Piccadilly and Biba's Shop
(Thanks, Tony!). Author unknown.]

Melancholia 3'17 
(Pete Townshend) Towser Tunes, Inc./Fabulous Music Ltd./ABKCO Music, Inc. (BMI) 
Original recording produced by Kit Lambert at Advision Studios, London on May 29, 1968. Previously released on Thirty Years Of Maximum R&B. [Probably intended for the never-completed LP Who's For Tennis?]

Bag O'Nails
[John and Keith. "Bag O'Nails" was another drinking establishment in London that saw its fair share of Keith Moon's antics.]
Someone's Coming 2'29 
(John Entwistle) Gowmonk, Inc. (BMI) 
Backing track recorded in London prior to May 23, 1967 (when John injured a finger punching a wall).
Brass arrangements and vocals recorded at Bradley's Barn, Nashville Aug. 17, 1967.
First released as the B-side of the U.K. single of 'I Can See For Miles.' This was the first time Roger sang lead vocals on a song written by John. [In the U.S. it was the B-side of "Magic Bus." John: "'Someone's Coming' was written about when I started going out with my wife, she was fourteen and I was still at school and we had those sort of problems."]

John Mason's Cars (Rehearsal)
The compilers have been unable to confirm suggestions that the four members of The Who produced this advertisement in the hope that after playing it to John Mason, the owner of an Ealing car showroom, he would offer them a free car or two. Well, it worked with Rotosound Strings and even Premier Drums.


Jaguar 2'51 
(Pete Townshend) Towser Tunes, Inc. (BMI) 
Recorded and mixed by Kit Lambert at IBC Studio A October 20, 1967.
Lead vocal by Keith Moon. Chorus vocal by Pete Townshend.
Pete: "[The Who Sell Out] started with this number I'd written called 'Jaguar'...We thought of using a powerful instrumental number that we made for Coca-Cola, and then I linked it up with the number 'Jaguar,' and then of course, we thought, 'Why not do a whole side of adverts?'
This track was cut from the final release of The Who Sell Out at the very end of recording, almost certainly for "Sunrise." Previously released only in an edited version on Thirty Years of Maximum R&B


John Mason's Cars (Reprise)

Early Morning Cold Taxi 2'55 
(D. Langston/R. Daltrey) Gowmonk, Inc. (BMI) [actually composed by Dave "Cy" Langston only. He and Roger were attempting to become a song-writing team at the time and agreed to post all their compositions as joint authorship, ala Lennon/McCartney. Previously Cy had left his job heading up the band Cyrano and The Bergeracs to become The Who's first roadie. Later he worked with John Entwistle on most of his solo albums and the Who records that were under John's oversight.]
Recorded at CBS Studios, London May 1967.
Previously released on Thirty Years of Maximum R&B.

Coke 1
[Recorded circa April 1967 at unknown studio, London.]
Hall Of The Mountain King 4'14 
(Edvard Grieg/arranged by The Who) 1967 Fabulous Music, Ltd. 
Recorded at an unknown studio in London, April 28, 1967.
This instrumental, whose theme is borrowed from Grieg's Peer Gynt Suite, was originally recorded by various U.K.-based instrumental bands in the early Sixties. 

[John Entwistle: "A long time ago we had plans to do an instrumental release and on that was 'Instrumental - No Title' and then there was 'Hall Of The Mountain King.' We recorded it and it sounded great out in the studio floor but once we got back inside it didn't sound so hot.  There were a lot of mistakes in it so we scrapped the idea." 
"Instrumental - No Title," also recorded at the same time, was set to be released on the 1998 Odds and Sods reissue under the title "Sodding About" but was dropped at the last minute.  It has appeared on bootlegs under the titles "Signal 30" and "Who The F**k." ]

Radio One (Boris Mix)
[One of four promo version of Who hits The Who recorded for BBC's Radio One. The others are 'Happy Jack' on Thirty Years of Maximum R&B, 'My Generation' on BBC Sessions, and "The Ox" that is yet unreleased.]
Girl's Eyes 3'28 
(Keith Moon) Gowmonk, Inc. (BMI) 
Recorded at Sound Techniques, Ltd., London May 1967.
Previously released on Thirty Years Of Maximum R&B.

Odorono (Final Chorus)
This was the original final chorus which was chopped off the Sell Out edit. [It was cut off during mono mastering at IBC Studios October 16, 1967.]
Mary Anne With The Shaky Hand (Alternate Version)
(Pete Townshend) TRO-Essex Music, Inc. (ASCAP) 
Recorded and mixed at Mira Sound and Talentmaster Studios, New York Aug. 6-7, 1967.
Organ played by Al Kooper.
[This is a different take from the one used as the B-side of the U.S. single "I Can See For Miles." The U.S. single take (remixed into stereo) was reissued on the 1998 Odds and Sods CD.]

Glow Girl 2'24 
(Pete Townshend) Towser Tunes, Inc./Fabulous Music Ltd./ABKCO Music, Inc. (BMI) 
[Recorded at IBC Studio A January 13, 1968 with overdubs recorded at the same studio February 11, 1968 and final mix at Gold Star Studios, Los Angeles February 26, 1968.] Previously released on the album Odds and Sods in October, 1974. In Pete's notes that accompanied Odds and Sods, he wrote "It's a rock and roll airplane crash song with a real Pop Art plane crash and a happy reincarnation ending...I rarely leave any good idea unused. 'Rael' themes crop up in Tommy and so do the last lines of this. Of course, Tommy was a dear little boy." [This track was originally to have been a single in early 1968, then was to have been the kickoff track to the never-completed Who's For Tennis? LP. The ending is not faded out as it was on the original Odds and Sods LP.]

Track Records
[This ending was originally in a never-ending groove at the very end of the vinyl LP and is a parody of the one that appeared on The Beatles' Sgt. Pepper's Lonely Hearts Club Band LP. According to John, he and Keith phoned this in from a pub near Kingsway Studios.]

Audiophile comments by White Fang are now located at WhiteFang's Who Site! You can read them by clicking here.

If you want to contact me about something on this page, click on my name. I want corrections! Brian Cady

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