“What’s Going On?”: Cyndi Lauper covered Marvin Gaye’s beloved 1971 hit song in 1986

By on August 19, 2016

In “Night Flight”‘s “Take Off to Covers,” which originally aired on March 24, 1987, Cyndi Lauper covers Marvin Gaye’s beloved 1971 hit “What’s Going On,” — originally written after an incident of police brutality — which landed at #12 on the U.S. pop charts in the spring of 1987. You can watch her video for the song in its entirety, streaming over on Night Flight Plus.


Lauper’s album version — recorded for her second album True Colors, released on September 15, 1986 — starts off with a series of gunshots, perhaps referencing the Vietnam War, rather than evoking the same party atmosphere created by Gaye at the beginning of the original version.

It was the third single released from Lauper’s album, a huge hit, and ultimately she released remixed versions of the song too (produced by Shep Pettibone), which also charted, at #17, on the U.S. Hot Dance Club chart.

Her video, directed by Andy Morahan — who in 1986 was already well known for directing tons of videos by Orchestral Manoeuvres in the Dark, Pet Shop Boys, Lloyd Cole and the Commotions, Ozzy Osbourne, Wham!, The Human League, Luther Vandross and so many more — was nominated for an MTV Video Music Award.


In 1970, the song “What’s Going On” began, as most songs do, as a melodic snippet, a bassline generated by Renaldo “Obie” Benson, a member of the Four Tops, who developed the first bits of the song with Motown songwriter Al Cleveland.

The lyrics were originally inspired by Benson witnessing an incident of police brutality that happened when the Four Tops tour bus pulled up in Berkeley, California, on May 15, 1969.

What he saw that day in the city’s People’s Park, during a protest held by anti-war activists (it was later called “Bloody Thursday”), made him question what was happening in the world, and those questions led him to think of the song as an exhortation to brotherhood, and a meditation on the troubles and problems of the world, asking the listener to take a moment and think about what all of us, the brothers and sisters of the world, were doing to the planet and to each other.


Photo by Clay Geerdes (1934-1997) — see more of his photos about “Bloody Thursday” here

Benson talked about what he’d seen with Cleveland once he was back in Detroit, and they began working on the song, thinking that it was going to be a song for the Four Tops, but the other members of the group turned it down, thinking it was a protest song.

Benson would later explain, “It’s a love song, about love and understanding. I’m not protesting, I want to know what’s going on.'”


Benson then pitched the song — still in its earliest incarnation — to Joan Baez, during an appearance she was making on the UK music show “Top Of The Pops,” but she must have turned it down because Benson and Cleveland continued working on the song and over the next couple of weeks — as it started taking on a sexier, suave soul-jazz feel — they soon decided that it would suit Marvin Gaye’s vocal style better than the folksinger.

Benson and Cleveland presented the tune to Gaye — the three men were also golfing buddies — who wasn’t initially very interested in the song, but they continued to talk to him about it over the next month, and soon the reluctant Gaye was coming around to see its potential, making a few tweaks of his own to the tune (revising the melody), thinking that he might actually present it to a group he had been working with, called The Originals, although he wasn’t a skilled producer at the time.

On June 1, 1970, Gaye entered Motown’s Hitsville U.S.A. studio and by then he had decided to produce the song — which he was planning on singing himself — even though he had very little experience behind the boards. Motown management were skeptical, but there wasn’t much they could do as Gaye was an established hitmaking star at the label and he wielded enough power as an artist that he was able to proceed however he wanted to proceed, even going so far as to hire the Detroit Symphony Orchestra to play on the track.


One of the first things he did was to invite a couple of his pro football pals, Mel Farr and Lem Barney, both members of the Detroit Lions, to create the party atmosphere that you hear in the beginning of the song. Musician and songwriter Elgie Stover — who later served as a caterer for Bill Clinton and was then a Motown staffer and confidante of Gaye’s — provided the spoken words at the beginning: “Hey, man, what’s happening?”

A lot of marijuana was smoked, and after saxophone player Eli Fontaine improvised the solo he played that intros the track, he was sent home, his off-the-cuff sax flourish deemed perfect for what Gaye wanted.

Gaye then went and got legendary Motown bassist James Jamerson — who had been drinking and playing with a band in a local bar — and had him play the bassline (a story that one of the Funk Brothers circulated around afterwards, perhaps apocryphally, claimed that Jamerson had played his bass riffs while laying flat on his back on the floor, but there are also those who were there that deny this is what happened).


There were happy little accidents along the way, like Gaye discovering accidentally what it sounded like to hear his vocal double-tracked — he liked the effect and decided to keep it. Gaye also added his own instrumentation playing piano and keyboards while also playing a box drum to help accentuate Chet Forest’s drumming.

The rhythm tracks and the song’s overdubs were done at Hitsville — in Studio A, nicknamed the “Snakepit” — while strings, horns, lead and background vocals were recorded at Golden World Studios.


The single of “What’s Going On” was released on January 20, 1971, and it shot up the charts so fast that Berry Gordy, who was by then based on the West Coast, not Detroit, had no chance to object to what he was hearing, it happened quite fast.

When he was asked about the song, which was clearly completely different than anything Motown had released before, he proclaimed it “the worst piece of crap I ever heard,” and denounced the song, which he said was likely to be a disaster for the label, and for Gaye’s career. He particularly didn’t like “that Dizzy Gillespie shit” that he’d heard Fontaine playing in the song’s first few seconds, not at all, but mostly objected to the sentiments expressed in the lyrics.


“In 1969 or 1970, I began to re-evaluate my whole concept of what I wanted my music to say,” Marvin Gaye would later say about the track. “I was very much affected by letters my brother was sending me from Vietnam, as well as the social situation here at home. I realized that I had to put my own fantasies behind me if I wanted to write songs that would reach the souls of people. I wanted them to take a look at what was happening in the world.”

Gaye’s emotional conversations with his brother Frankie about the latter’s experiences fighting overseas (Frankie had spent three years in Vietnam) would play a big part in the mythology of the song’s creation thereafter.


Frankie and Marvin Gaye

According to the book Mercy, Mercy Me: The Art, Loves & Demons of Marvin Gaye, Berry Gordy initially refused to release this song, but it managed to get released when Gordy was away on vacation when Motown’s Sales VP Barney Ales decided to take matters into his own hands and released “What’s Going On” as a single with Gordy’s permission. It was shipped out on January 17, 1971.


Berry Gordy and Marvin Gaye on Gaye’s 40th birthday

Gordy was furious when he found out what had happened while he was away, of course, but it shot up the charts, selling 200,000 copies within a week, and when it got to #1 on Billboard‘s Hot Soul charts and #2 on Billboard‘s Hot 100 chart, Gordy set aside any previous personal objections and enjoyed its success, which he probably realized heralded a new direction for the label.

The song stayed at #1 on Billboard‘s R&B charts for five weeks, and charted for one week at #1 on the Cashbox pop chart, going on to sell more than two million copies and becoming Gaye’s second-most successful song for Motown.

Incidentally, Tommy Chong — a longtime member of the Motown-signed act Bobby Taylor and the Vancouvers — would later claim that a song he co-wrote, the regional hit “Does You Mama Know About Me?,” was helpful in creating a climate at Motown where artists like Gaye would be more open to writing about what was really on their mind (read all about it here):

“Before we were in Motown, they were always singing about ‘My Girl’ and the girl who’s gone, all about loving girls. And then I came in there with ‘Does Your Mama Know About Me?/ and it changed Motown’s course, you know. And all of a sudden, the Supremes got ‘Love Child’ and
the Temptations did ‘Papa Was A Rolling Stone,’ and all those socially, what do you call it, social awareness… And then Marvin Gaye did ‘What’s Goin’ On’ and that took it even further.”


Gordy later back-pedaled about his initial doubts about Gaye’s song, saying:

“My reason for pushing back on Marvin wasn’t to stop the single, just to determine whether or not this was another one of his wild ideas. Motown was about music for all people—white and black, blue and green, cops and the robbers. I was reluctant to have our music alienate anyone. This was a big risk for his image.”


Gordy was more concerned when he realized that Gaye didn’t have any more songs in the same vein that could be packaged as an album, and he gave Gaye a month to record them, so Gaye set about hurriedly writing and recording songs for the new album (it would of course be titled the same as the leadoff track and hit single, What’s Going On?).

The rest of the tunes — which were written and recorded in an astonishing two weeks, between March 17-30 — were created to fit with the title song, all of them clearly able to stand on their own as additional statements about present-day urban America in the year 1971, covering topics like the environment on “Mercy Mercy Me” (The Ecology). Gordy asserted at the time that he didn’t even know what the word “ecology” meant.

American Masters: Marvin Gaye

Gaye had help from a lot of people who aren’t usually credited whenever the album is discussed, like James Nyx, who operated the elevator in one of Motown’s office buildings: he came up with the title of one of the album’s best songs, “Inner City Blues (Make Me Wanna Holler)” the album’s poignant closer and a powerful statement about poverty.

What’s Going On? underwent two complete mixes — once in Detroit in early April, and then again by Marvin Gaye himself in Los Angeles — and it was Gaye’s mix which was released to the world in May 1971 (the other, darker mix eventually was released as part of a super deluxe CD package).


According to engineer Larry Miles, who worked with Gaye on the mix and was interviewed by the great rock writer Ben Edmonds for his book What’s Going On: Marvin Gaye and the Last Days of the Motown Sound, “Marvin wanted to keep the rhythm going throughout, like a heartbeat of a late night party.”

What’s Going On? was the last major album recorded at Detroit’s original “Hitsville USA” studio on 2648 West Grand Boulevard.

Incidentally, the very next project Marvin Gaye worked on after the release of arguably his best album was appearing in a violent grindhouse film, Chrome and Hot Leather, the 1971 revenge action flick that pits Green Berets against bikers. It is the second of two films to feature Gaye in an acting role, the other being the 1969 film. The Ballad of Andy Crocker.


Check out Cyndi Lauper’s “What’s Going On?” and more covers — including Fine Young Cannibals doing Elvis, Chrissie Hynde discussing how she came to cover a track by Jimi Hendrix, the Communards doing a streetline dance remix of “Don’t Leave Me This Away,” Boomerang revisiting Nancy Sinatra’s “These Boots Are Made For Walkin’,” and many more — in our “Take Off to Covers episode, now streaming on Night Flight Plus.


About Bryan Thomas

Bryan Thomas has been a freelancing writer/critic for All Music Guide, and a contributor to Launch, Music Connection, Big Takeover and numerous other publications and entertainment websites, blogs and zines, most of them long gone. He's written more than sixty sets of liner notes. He’s also worked for over twenty years at mostly reissue record labels -- prior to that he worked in bookstores and record stores, going all the way back to the original vinyl daze. He lives in the Miracle Mile neighborhood of Los Angeles, CA.