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The Making of In A Silent Way & Bitches Brew

Teo Macero

An ear witness account

In memory of
Teo Macero (1925-2008, left)
Joe Zawinul (1932-2007)

Also featuring: Chick Corea, Jack DeJohnette, Herbie Hancock, Dave Holland, Ray Moore, and Lenny White

Joe Zawinul 


By Paul Tingen

In 1969, jazz music was widely regarded as old music made by irrelevant “stiffs” in suits. Certainly very few members of the hippie counterculture would admit to owning a jazz recording. Even Miles Davis, jazz’s only superstar and not long before regarded as the coolest man on the planet, had become one of yesterday’s men. All this changed in August 1969, when In A Silent Way was issued, and even more so in April 1970, with the release of Bitches Brew . These two albums established Miles Davis as the first major jazz artist to crossover to a rock audience and jazz-rock as a hip kind of music to listen to. Oh, and in the process In A Silent Way and Bitches Brew changed the direction of the history of music, no less.

In A Silent Way, recorded during a single session on February 18th, 1969, announced this new direction with a whispering. Because of its gentle cyclical grooves and peaceful atmosphere the album became one of the blueprints of what later became known as ambient music. It still sounds astonishingly modern today. Although jazz lovers generally speaking didn’t know what to make of it, the album quickly gained a solid reputation with large sections of the hippie community as the perfect album to get stoned to. The Complete In A Silent Way Sessions 3-CD boxed set, released in the fall of 2001, includes several previously unreleased tracks and further illustrates the pioneering nature of the original In A Silent Way album.

Bitches Brew, recorded during three hot summer days in New York, August 19-21, 1969, was the Big Bang of jazz-rock. Musicians had been experimenting with combinations of jazz, rock, soul, and folk music since the early 1960s, but Bitches Brew was the first album that translated the concept to the masses. A double LP featuring long, abstract tracks resistant to radio play, it was never expected to sell in large numbers, but it became Miles’s first gold album and is still a best-seller. Downs Beat called it “the most revolutionary jazz album in history,” but other jazz commentators have called it a “sell-out,” “a bunch of noise,” or “dollar-sign music.”

Composer/keyboardist Joe Zawinul made no secret of the side he’s on in jazz’s civil war when he commented: “That’s because these guys are idiots. They don’t have a clue.” Bitches Brew was never controversial in the rock world, where it was generally received very positively. Rock lovers recognized mystery and mastery in the boiling cocktail of African-sounding cyclical grooves offset by the preacher-like intensity of Miles’s trumpet, whipping the large ensemble (in one case twelve players) into a frenzy.

Although very different in mood, In A Silent Way and Bitches Brew are companion albums, emerging from the same musical concept of multiple electric keyboard players, an understated John McLaughlin on electric guitar, and repetitive bass lines and grooves. Almost all the players involved have since attained legendary status as key players in some of the greatest jazz-rock bands of all time, such as Weather Report, Mahavishnu Orchestra, and Return to Forever. Saxophonist Wayne Shorter, keyboardists Chick Corea, Herbie Hancock, and Joe Zawinul, Britons John McLaughlin on guitar and Dave Holland on bass, and drummer Tony Williams all accompanied Miles on In A Silent Way. With the exception of Tony Williams and Herbie Hancock they were also present during the recording of Bitches Brew, complemented by Jack DeJohnette and Lennie White on drums, Bennie Maupin on bass clarinet, Larry Young on organ, Don Alias and Jim Riley on percussion, and Harvey Brooks on electric bass.

An important part of the legend of In A Silent Way and Bitches Brew concerns the extensive post-production that was involved in their making. Producer Teo Macero, who had worked with Miles since the late 1950s, played a central role. His influence in Miles’s music can be likened to that of George Martin with The Beatles. Macero was the one who tied the many disparate musical segments together, and edited them into a new whole, in some cases virtually recomposing the music. In A Silent Way, for instance, contained less than 27 minutes of musical material in its pre-edited form, and was cleverly looped by Macero to extend the music to 38 minutes. And the two opening tracks of Bitches Brew , “Pharaoh’s Dance,” and “Bitches Brew,” are completely restructured courtesy of 17 and 15 edits respectively.

In A Silent Way and Bitches Brew were far ahead of their time, making it amazing that these visionary albums caught the public mood immediately after their release. In fact, they were so unusual that even the musicians involved often had no idea what was going on when things were going down. Herbie Hancock recalled about the In A Silent Way session: “After we finished we walked out of the studio, and while we were standing in the hallway John came over and whispered to me, ‘Can I ask you a question? I answered, ‘Sure’. He then said, ‘Herbie, I can’t tell... was that any good what we did? I mean, what did we do? I can’t tell what’s going on!’ So I told him, ‘John, welcome to a Miles Davis session. Your guess is as good as mine. I have no idea, but somehow when the records come out, they end up sounding good.’ Miles had a way of seeing straight through things and knowing that over time people would figure out what was really happening.”

And Joe Zawinul remembered: “After the Bitches Brew sessions Miles took me home in a limousine, and I didn’t say anything. He asked, ‘Why don’t you say anything?’ and I said, ‘Because I didn’t like what we just recorded.’ We had played a lot of stuff that was OK, but I was not impressed. Several months later I walked into the CBS offices, and through some closed doors I heard some enormous, fantastic music. I asked ‘Wow, what is that?’ and a secretary replied, ‘Well, Mr. Zawinul, that’s you playing with Miles on Bitches Brew!’”

There was an inexplicable magic that went into the making of In A Silent Way and Bitches Brew, with only Miles and Macero having any inkling of what was happening. The two recordings are evidence of their visionary abilities, as well as Miles’s talent for drawing extraordinary performances out of his musicians. Below are some of their stories. Although sometimes contradictory, they lift some of the veil on the making of two of the most important recordings of all time.


Joe Zawinul: I met Miles for the first time in 1959, when I was playing with Dinah Washington. We became good friends, and during the late 1960s I didn’t live far away, and we often spent 2-3 hours fooling with music. I wrote so many tunes, and he liked my music a lot at that time and he used some of it. I had played him “ In A Silent Way,” and he told me he wanted it on his record. Actually, Nat Adderley gave the title when we played it at a soundcheck in the band I had with Cannonball Adderley. Nat said, ‘Oh, man, that’s so beautiful, it sounds like ‘ In A Silent Way.’” There was some conflict going on, because Cannonball wanted to record the tune, but I said, ‘No, I gave my word to Miles that he could use it.’ One morning Miles called me and asked me to come to the studio, and a few minutes later he called me back and said, ‘Bring some music, and bring that nice tune.’

Herbie Hancock: A Miles Davis sessions was always different because Miles was such a master of understanding how music and art relate to life. He knew that it was about risk taking, and encouraging the musician to capture the moment, how you’re feeling in that moment, and having the daring and conviction to go for it, even if you don’t make it. What was also different around that time was that Miles began stacking several keyboards on a track. We might have two or three keyboardists going. And we’d all try to go somewhere, play some ornaments that would add a different element to everything else that was going on.

Zawinul: It was a nice session, with lots of youngsters, including myself. We all had seriously large egos, but there were no ego-problems. Nobody stepped on the other’s feet. There were three keyboard players, and nobody interfered with the other person. It was a combination of not being overly careful on the one hand, and on the other hand having enough respect to listen to each other. This had a lot to do with Miles’s presence. He told John McLaughlin to play as if he didn’t know how to play the guitar. As a result John’s playing was among the best of his career. I think the way he plays on ‘Early Minor’ [one of the previously unreleased tracks issued on The In A Silent Way Sessions], he’s never played that good. The things he played with Miles were very creative and not so busy, not so much about speed.

Chick Corea: His genius as a band leader was in his group way of thinking, and in choosing the musicians and leading them forward by what he played, and by the way he used the ideas he or someone else brought to the band. It was always interesting to see what he did with someone’s composition. Miles would take the basic piece and often only play certain notes from it, and leave the rhythm section to play other notes. He didn’t write that much as a composer, but he was an incredible, brilliant arranger. Miles suggested how to play the melodies, when to play them, how long to play them for. He’d open them up and then close them down and leave notes out. Like with some of Joe Zawinul’s pieces, Miles would only play certain notes, and leave the rhythm section to play other notes.

Dave Holland: It was quite an education to see Miles take a piece of material and adapt it to what he wanted it to be. I don’t remember Miles ever playing someone else’s tune the way they had written it. He always changed it. He’d take a section, did something with it, and made it his. If there were many chords he’d just have the bass play one note underneath all the moving chords, so that you get a pedal point. He did this with Zawinul’s ‘ In A Silent Way .’

Miles in 1969Miles Davis: We changed what Joe had written... cut down all the chords and took his melody and used that. I wanted to make the sound more like rock. In rehearsals we had played it like Joe had written it, but it wasn’t working for me because all the chords were cluttering it up... When we recorded I just threw out the chord sheets and told everyone to play just the melody, just to play off that. They were surprised to be working in this way.” (Miles: The Autobiography, page 286)

Zawinul: (irritated) There were no chords. There was always a drone from the beginning. You can hear the original version on my Atlantic album [Zawinul, 1970], which includes an introduction which Miles did not use. The section of the tune he used, and which now has become famous, never had any changes, apart from a couple of chords going up. Until today I believe that Miles was wrong in taking these two chords out, because the tune does not have the climax it could have had. But there was no note in the melody changed, and no chords were stripped. By the way, I also wrote the 2nd part of “It’s About That Time.” I wrote the melodic bass line and the descending melody. I never got any credit for that in terms of money. The bass line is what made that tune. I blame Teo, because he always put things together so that it came out as if Miles had written it. But that’s not correct.

Teo Macero: Miles would record his stuff, and then he’d just leave. He would sometimes say, ‘I like this or that,’ and then I’d say: ‘I’ll listen to it and I’ll put it together. If you like it, fine, if not, we’ll change it.’ So I was the one with the vision. Miles also had a vision, but he wasn’t really a composer, he didn’t compose in an organized way. It was happenstance. He played with these great musicians, and when they had played enough, I was able to cut out the stuff that wasn’t good, and piece something together from the rest. When we began editing In A Silent Way we had two huge stacks of 2” tape, 40-something reels in total. They were recorded over a longer period. It was one of the rare times Miles came to an editing session, because I’d told him, ‘This is a big job, you want to get your ass down here.’ So Miles said, ‘We’ll do it together.’ And we did. We cut things down to 8 minutes on one LP side, and 9 on the other, and then he said to me, “That’s my record.’ I said, ‘Go to hell!’ because it wasn’t enough music for an album. So I ended up creating repeats to make it longer. A lot of the stuff we cut was bullshit, and some of it is put out on this new boxed set. I raised hell at Columbia the other day and told them it was ridiculous they’re putting this bullshit out.


Lennie White: We met in Miles’s house the day before the first session, and rehearsed the first half of the track “Bitches Brew.” Miles, Wayne Shorter, Dave Holland, Chick Corea, Jack DeJohnette, and myself were there. I was a nineteen-year old kid, and my head was in the clouds. The next day we met in Columbia studios at 10am. The sessions would last till 3 in the afternoon and afterwards we’d all go over to Miles’s house and listened to the unedited tapes.

Miles Davis: I would direct, like a conductor, once we started to play, and I would either write down some music for somebody or would tell him to play different things I was hearing, as the music was growing, coming together... While the music was developing I would hear something that I thought could be extended or cut back. So that recording was a development of the creative process, a living composition. It was like a fugue, or motif, that we all bounced off of. After it had developed to a certain point, I would tell a certain musician to come in and play something else... I wish we had thought of video taping that whole session... That was a great recording session, man. [Miles: The Autobiography, page 289-290.]

Jack DeJohnette: As the music was being played, as it was developing, Miles would get new ideas. This was the beautiful thing about it. He’d do a take, and stop, and then get an idea from what had just gone before, and elaborate on it, or say to the keyboards ‘play this sound...’ One thing fed the other. It was a process, a kind of spiral, a circular situation. The recording of Bitches Brew was a stream of creative musical energy. One thing was flowing into the next, and we were stopping and starting all the time, maybe to write a sketch out, and then go back to recording. The creative process was being documented on tape, with Miles directing the ensemble like a conductor an orchestra.

White: During the session we’d start a groove, and we’d play and then Miles would point to John McLaughlin and John would play for a while, and then Miles would stop the band. Then we’d start up again and he’d point to the keyboards, and someone would do another solo. All tracks were done in segments like that, with only the piano players possibly having a few written sketches in front of them. Miles said that he wanted Jack DeJohnette to be the leader of the rhythm section, because he was wearing the sunglasses! I’m from Jamaica, Queens, and I had played with other drummers before. I was trying to be very aware of wanting the music to sound very organic and congruent, real tight and seamless, so that people couldn’t really hear that there were two drummers. Bitches Brew was like a big pot and Miles was the sorcerer. He was hanging over it, saying, ‘I’m going to add a dash of Jack DeJohnette, and a little bit of John McLaughlin, and then I’m going to add a pinch of Lenny White. And here’s a teaspoonful of Bennie Maupin playing the bass clarinet.’ He made that work. He got the people together who he thought would make an interesting combination. Harvey Brooks said he didn’t know why he got the call, but he made an interesting pairing with Dave Holland on acoustic bass. It was a big, controlled experiment, and Miles had a vision that came true.

Holland: If you’d asked me at the session what was going on, I would have told you that I didn’t have a clue. We were all trying to figure out what was going on. The idea of using two basses and two drummers was very interesting. The role division between Harvey and me depended on the piece, but as I remember it, Harvey was taking responsibility for laying down the main line on the electric bass, and I had a freer part embellishing things on the acoustic bass. Miles always gave the minimum amount of instructions. Usually he’d let you try and find something that you thought worked, and if it did, then that would be the end of it. His approach was that if he needed to tell someone what to do, he had the wrong musician. If we used any notation it was often a collage-type thing with a bass line and some chord movement, and maybe a melody related to that. But it was never something long or extended. It was always a fairly compact section, and then we’d move to another section. The recording of Bitches Brew was therefore often very fragmented. We’d have these sketches of ideas, and we’d play each for 10 minutes or so, and then we’d sort of stop, come to an ending of sorts. And then we might do one more take like that, and then move on to the next thing. Often I didn’t know whether we were rehearsing or recording, but Miles had a policy of recording everything.

DeJohnette: I think it was a lot of fun for him, with his favorite musicians on their respective instruments. It was different and it was fun. There wasn’t a lot said. Most of it was just directed with a word here and a word there. We were creating things and making them up on the spot, and the significant thing was that the tape recorder was always rolling and capturing it. Sometimes Miles said: ‘This is not working, that’s not it, let’s try something else.’ But it was never because somebody had made a mistake or something. Miles was hearing the collective. He was trying to capture moods and feelings and textures. He always went for the essence of things, and that was much more important to him than going back and re-doing a note that wasn’t perfect. Perfection for him was really capturing the essence of something, and being in the moment with it.

Zawinul: Everybody was very concentrated, trying to figure out what the fuck was going on. I brought in “Pharaoh’s Dance,” which related to the building of the pyramids, and the many slave workers that broke their backs. This is why there is so much movement underneath in the piece. I wrote every note of the melody as it’s played at the end by Miles, but I hadn’t written down a rhythm. Miles phrased it differently every time, and that was his genius.

White: Half a year later a record came out that was totally different, because they’d taken the front end of one tune and put that in the middle and so on. Basically Teo Macero had made a whole other thing out of it. I suspect that Miles said to Teo: ‘Go ahead and do what you think best,’ and that Miles then approved or disapproved what had been done.

DeJohnette: Some of the edits surprised me, but overall they were seamless, and captured the feeling and the intensity of the music.

Zawinul: I really wish Teo hadn’t done these edits on “Pharaoh’s Dance.” To me the track is too long and there’s too much noodling going on. It gets boring after a while.

Macero: The Bitches Brew sessions were a matter of continually stopping and starting. Jesus Christ, I don’t think they did one complete take. When Miles finally left, I said, ‘I’ll put it together for you,’ and that’s what’s happened. I had a free hand to work with the material. I worked especially hard on “Pharaoh’s Dance” and “Bitches Brew.”

Ray Moore (mixing and editing engineer): Like In A Silent Way, Bitches Brew was recorded live on 8-track tape, which meant you had a lot of spill. Engineer Stan Tonkel complained to me that Miles wanted John McLaughlin right next to him, which meant there was a lot of trumpet on the guitar track. You had the good and the bad together on all the tracks, and a lot of information that you didn’t really want, which meant that we had to work hard on the mixing. Teo decided where the edits would be, and I executed them for him. Some of the edits were done on the original 8-track, others on the 2-track mix. The edits could be for musical, or for technical reasons, for example to correct levels. We also added effects to the mix, such as the repeat echo on Miles’s trumpet [which can be heard at the beginning of “Bitches Brew” and at 8:41 in “Pharaoh’s Dance”]. When I was working with Teo in the early 1990s on a recording of a performance by Miles in Newport in July 1969, I was surprised to hear that Miles was actually playing an effect like that. So he and Teo must have been talking about this effect before the recording of Bitches Brew .

The mixing and editing took place between September 22 to October 24, although I did not work on the project exclusively. What was unusual was that Miles came in five times during this period. The first time on September 24. He didn’t say very much, but wanted certain things taken out. He was unhappy with Harvey Brooks’ solos. At one point he said to me, ‘I want all the C’s taken out.’ I looked at him and said, ‘You have to tell me which C’s and how to do it without breaking the phrases.’ He also wanted me to cut the tape at a certain point, and then specified another place where he wanted me to come in again. I said to him, ‘Miles, if you do that, there will be a measure, instead of 4/4. He looked at me, a bit taken aback, and then said, ‘Cut the fucking tape! Who is going to know?’

Macero: Columbia put a lot material from the vaults on the Bitches Brew boxed set. [a 4CD boxed set called The Complete Bitches Brew Sessions issued in 1998]. That material had not been released for a reason: it was no good. Miles would never have agreed to the way the company is re-issuing his material, nor to the way the original material has been remixed and remastered.

Corea: I recently listened again to these recordings with fresh ears, especially the re-mix of Bitches Brew on the boxed set. At the time of making these recordings I didn’t really listen to them, my mind was not there at the time. But today I can hear Miles’s musical approach much more clearly than at the time, and it’s so powerful, so continually adventurous and wonderful to listen to. It’s very inspiring. I often compare Miles and Mozart because of their intense concentration and their total devotion to their musical ideals.

Holland: Miles was someone special. I don’t want to make him into a saint, because he was a man like all of us, but he was able to strip away things and go to the absolute crux of the matter. He understood economy, how to imply something with very little. He had a special awareness and could see through things. And he ever let up; he never stopped giving everything he had in trying to make music that meant something to him.

Zawinul: Miles Davis was one of the greatest artists of all time. For me greatness is not if you’re great one day, and then 20 years later you still play the same. The comparison with Picasso is a good one. He was one of the greatest painters of all times because he was great until he died. Miles also never stood still. He changed and remained innovative until he died. That was his greatness.



Miles Davis: Most famous and controversial jazz musician of all time, widely admired by the rock ‘n roll fraternity. “Mystic, “guru,” “sorcerer,” “shaman,” “teacher,” “magician,” “Merlin,” and “Zen teacher” according to his musicians.

Joe Zawinul: Austrian keyboardist and composer who recorded with Miles during 1968-1970, and gained fame and fortune in the 1970s with the legendary jazz-rock band Weather Report.

Herbie Hancock: Keyboardist who worked with Miles from 1964 - 1972. Became hugely successful as a solo artist, and remains on of jazz’s major forces.

Chick Corea: Keyboardist in Miles’s live band from 1968-1970. Went on to form jazz-rock band Return to Forever, and is still one of jazz’s most foremost piano players.

Dave Holland: British bass player headhunted by Miles in 1968, and a member of his live band until 1970. Has since forged a thriving career as one of jazz’s most innovative and famous band leaders and acoustic bass players.

Teo Macero: Classically-trained composer and saxophonist who was staff producer at Columbia from 1957-1975, and produced Miles Davis’s recordings from 1959 - 1983. Also produced Dave Brubeck, Larry Coryell, Duke Ellington, Ella Fitzgerald, Lounge Lizards, Charles Mingus, and Robert Palmer.

Lennie White: Drummer who only worked with Miles Davis in the Bitches Brew sessions, and forged a career as one of jazz-rock’s most in-demand musicians, most famously with Return to Forever.

Jack DeJohnette: Drummer who played with Miles from 1968-1971, and has since remained at the forefront of the jazz movement.

Ray Moore: Staff engineer at Columbia who worked closely together with Teo Macero, among other things on the soundtrack for The Graduate.


2001 Paul Tingen. Originally published in Mojo magazine (GB).

Some sections of the quotations by Herbie Hancock, Chick Corea, Lennie White, Dave Holland, and Jack DeJohnette are taken from Miles Beyond: The Electric Explorations of Miles Davis, 1967-1991

The quotes by Miles Davis are from: Miles Davis and Quincy Troupe, Miles: The Autobiography.

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