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Roy Orbison

Oh, Pretty Woman

It’s the first sound you hear…the combined beat of a snare and bass drum as if someone is walking with a purpose, then five notes appear from a guitar asking, “Who…is that?” After a few bars of crosstalk between drums, eight notes repeated on the guitar and the appearance of the rest of the band, the unmistakable voice of Roy Orbison answers the question. “Pretty woman, walking down the street…”

Born in Vernon, Texas on April 23, 1936, as the second child to Orbie Lee Orbison and his wife, Nadine, Roy Orbison began a love affair with music when he asked for a harmonica for his sixth birthday. Instead, his daddy bought him a guitar. "From the very first moment, it was me and the guitar and singing," recalled Roy. Music would be his life. (1) At age eight, he sang on a local radio show. Within a few years, Roy was the show’s host.

Roy and family spent time in Fort Worth, Vernon and Wink Texas during his youth. In high school in 1949, Roy formed his first band, the Wink Westerners. The band morphed into the Teen Kings in Odessa where they produced their only hit, Ooby Dooby. The song was recorded on the Je-Wel label was released in early 1956.

The record caught the attention of Sam Phillips, owner of Sun Records, who had the group re-record it for Sun. With Phillip's production the record broke into the Billboard Hot 100, peaking at number 59 and selling 200,000 copies. (2) Now on tour, the Kings were writing rockabilly style songs. With a dispute over writing credits, royalties and the low pay from the tour money, the Teen Kings split.

Roy’s tenure at Sun became a mixed blessing. Sam’s vision at Sun Records was for white artists to sing R&B. Phillips did it with Elvis Presley, Johnny Cash, Carl Perkins and Jerry Lee Lewis. When Roy approached Phillips about some ballads he had written, Sam told him, “We’re at the wrong stage of rock and roll to come out and sing like Dean Martin. Look at Pat Boone. He’s singing Tutti Frutti. If I put you out singin’ ballads, the world will never hear of Roy Orbison again.” (3)

Roy’s next records fell flat. He sensed that his reality as a singer would be as a one-hit wonder. Roy returned to Texas with his future wife, Claudette and did nothing for seven months.

Orbison1966 Claudette and Roy

Claudette and Roy around 1957

No photo credit source found.

While in West Texas, Roy met singer/songwriter Joe Melson and soon, the two began collaborating on songs. “Our singing voices were completely different,” Joe said. “His was driving and piercing while mine was soft and mellow. That made for a great contrast. I’m on every one of the major records from the dum-dum-dum-dum-be-do-wah’s on Only The Lonely to the sha-la-la’s in Blue Angel.” (4)

The Everly Brothers needed a song for the flip of their new single. They asked Roy if he had anything. He sang his new composition Claudette. They asked him to write the words down. So he did, on the top of a shoebox. The brothers took it back to Nashville and recorded it.

Nothing is ever cut and dried in the music business…especially in the 1950’s. Phillips owned the publishing to Claudette. The Everly Brothers were under contract to another publishing company that prohibited the brothers from using work owned by another publisher. Phillips balked but a deal was eventually worked out but it left a bad taste in Roy’s mouth. Being squeezed in this deal along with the below-standard record royalty rate and never being informed that he was entitled to composer’s royalties, Roy ended his tenure at Sun after just two years.

The Everly’s Claudette was released on late March 1958 as the B-side of All I Have To Do Is Dream. The A-side went to # 1 while Claudette peaked at # 30. (5)

Roy worked briefly Acuff-Rose Music Publishing in Nashville before signing a recording contract with RCA. When nothing happened at RCA, Orbison signed another contract with the new independent Monument Records when his RCA deal ran out in Mid-1959. This was where he met producer Fred Foster.

Pretty woman the kind I like to meet…Pretty woman I don't believe you, you're not the truth…No one could look as good as you, mercy.

With the full band of four guitars, piano and bass, the singer is awestruck by the beauty of the woman in his fantasy. It’s time to meet her and plead his case.

With the drumbeat and guitar repeating their interplay, the singer works up his nerve to approach his singular focus. Pretty woman won't you pardon me…Pretty woman I couldn't help but see…Pretty woman that you look lovely as can be…Are you lonely just like me.

The band stops playing except for the pounding beat against the snare drum. A single guitar completes the familiar five-note burst as the song reaches the bridge.

Pretty woman stop awhile…Pretty woman talk awhile…Pretty woman give your smile to me…Pretty woman yeah, yeah, yeah…Pretty woman look my way…Pretty woman say you'll stay with me…'Cause I need you, I'll treat you right…Come with me baby, be mine tonight.

Roy’s first hit with Monument was Uptown, a song written with Joe Melson. “It was the first song out of Nashville with strings as opposed to fiddles,” Roy mentioned. (6) “The sessions were among the first to use orchestras on Music Row,” said Roy. (7) It also signaled the birth of the “Nashville Sound”. Songs from Patsy Cline, Brenda Lee, Jim Reeves, Johnny Tillotson and Floyd Cramer laced with strings and background choruses became hits on both the country and pop charts.

There wasn’t much time to bask in the glory of Uptown. The duo needed a follow-up to maintain momentum. It took a few months but the song, Only The Lonely was their first trip to the top ten, landing at # 2 on July 25, 1960 on the pop chart. (8) The song also hit # 1 in the UK and most of Europe.

Blue Angel, a song inspired by the birth of Melson’s daughter, Michelle was the duo’s next hit. More collaborations of Melson/Orbison continued to hit the charts. After I’m Hurtin’ at # 27, the duo hit # 1 with Running Scared in April of 1961. In August, Crying landed at # 2, the flip side, Candy Man, written by Beverly Ross and Fred Neil rounded out the year at # 25. (9)

Roy hit the Hot 100 chart four times in 1962 with Dream Baby (How Long Must I Dream) the only song to hit the top ten. In 1963, In Dreams and Mean Woman Blues hit the top ten. Blue Bayou, also released in 1963 was the last hit collaboration with Joe Melson.

Joe Melson and Roy Orbison

Joe Melson and Roy

Photo courtesy of

In 1962 while touring in the US, Roy’s band ran up a bar tab at the Jack Tar Hotel in Clearwater, Florida and he fired them all on the spot. At his next engagement Montgomery, Alabama, he had a new backup band that included members Bobby Goldsboro (in 1965 Bobby's hit, Little Things was heavily influenced by Oh, Pretty Woman) and Paul Garrison. Shortly thereafter, Bill Dees, who later would write with Roy, was added to the roster. The new group was known as The Candymen. (10)

As In Dreams was released in February of 1963, Roy was asked to replace Duane Eddy on a tour of the UK with top billing over The Beatles, who were beginning their meteoric rise. Roy lost his regular glasses on a flight to Alabama, went onstage and performed but added, “The next day he flew to England for the Beatles tour and wore dark lenses so he could see. Although he didn’t plan to have a new image, he was stuck with one and stayed with it.” (11)

1963 Tour Poster

Photo courtesy of Bradford Timeline

The tour began in Slough on May 18. Though the tour was billed as “The Roy Orbison/Beatles Tour” and the Beatles were set to open the show for him, Orbison saw the theater plastered with Beatles posters. He had never heard of them and, annoyed, asked rhetorically, "What's a Beatle anyway?" to which John Lennon replied, after tapping his shoulder, "I am".

Later, Lennon with Brian Epstein barged into Roy’s dressing room with bulging egos as Lennon demanded the group close for Roy. “You’re getting all the money, so why don’t we close the show?” Roy acquiesced later saying, “I was singing ballads and they were singing Twist And Shout. It made sense to me.” (12)

Playing hit after hit, Roy whipped the audience into a frenzy. The Beatles were suddenly uneasy about being top bill and how they would dare follow him. When Roy returned backstage at the conclusion of his act, the crowd kept chanting, “We want Roy! We want Roy!” When Roy started to return to the stage, Lennon and McCartney grabbed Roy by the arms refusing to let him take his curtain call. George Harrison put it this way. “The audience was just enthralled with him. It was a very frightening thing to be behind the curtain waiting to follow Roy.” (13)

The response was much the same for the rest of the tour. Based on 20/20 hindsight, perhaps the Fab Four should have let Roy have his moment. Within a few short months, the Beatles would visit America and the rest is history. The Beatles with Roy Orbison and Gerry and The Pacemakers, photo Harry Hammond. UK, 1963

The Beatles, Gerry and The Pacemakers with Roy on the 1963 tour.

Photo courtesy of Harry Hammond. UK, 1963

Roy and Bill Dees wrote Borne On The Wind, which hit the British Top 20 in early 1964. Their first American hit was It’s Over, a top ten hit in America that summer. Roy was mostly responsible for that hit but it was Dees who prompted Roy’s last # 1 hit.

“We’d just begun about six in the evening,” Roy recalled. “We started writing by playing anything that came to mind. Claudette walked in the room and wanted to go to town to get something. I said, ‘Do you have any money?’ Bill said, ‘Pretty woman never needs any money.’ Then he said, ‘Wouldn’t that make a great song title?’ I said, “No, but Pretty Woman would. That’s how it started. By the time she returned, which was about forty minutes—we had the song.” (14)

Bill Dees says, “I love the song. From the moment that the rhythm started, I could hear the heels clicking on the pavement, click, click, the pretty woman walking down the street, in a yellow skirt and red shoes. Perhaps it’s a sailor singing the song. She goes by and flashes him a half-smile as if to say, ‘I am above this.’ He looks at his watch and when he looks back, she’s looking at him. We wrote Oh, Pretty Woman on a Friday, the next Friday (August 1, 1964) we recorded it, and the next Friday it was out. It was the fastest thing I ever saw. Actually, the ‘yeah, yeah, yeah’ in Oh, Pretty Woman probably came from The Beatles.” (15)

There were four guitar players on the session: Roy Orbison, Billy Sanford, Jerry Kennedy, and Wayne Moss. Other musicians on the record included Floyd Cramer on piano, Bob Moore on an upright bass, Boots Randolph and Charlie McCoy on sax, and Buddy Harman and Paul Garrison on drums. (16)

Recording sessions with Orbison were always impromptu. When a lick, a note or a word was needed, there was always someone there with a suggestion. "He (Roy) turned to me with the guitar lick, and he said, 'I feel like I need to say something while they're playing [that guitar lick],'" Bill Dees said. "I said, 'Well, you're always saying [the word] 'mercy,' why don't you say mercy?' Every time you see a pretty girl, you say mercy.'" (17)

Mercy, indeed! Oh, Pretty Woman rose to number one in the fall of 1964 in the U.S. and stayed on the charts for 14 weeks. It hit number one in the UK as well, spending 18 weeks total on the charts. The single sold over seven million copies. (18) Orbison's success was greater in Britain; as Billboard magazine noted, "In a 68-week period that began on August 8, 1963, Roy Orbison was the only American artist to have a number-one single in Britain. He did it twice, with It's Over on June 25, 1964, and Oh, Pretty Woman on October 8, 1964. The latter song also went to number one in America, making Orbison impervious to the current chart dominance of British artists on both sides of the Atlantic." (19)

The singer pleads with the pretty woman but he can see it’s to no avail. Pretty woman don't walk on by…Pretty woman don't make me cry…

She keeps walking as he turns the page on this night and prepares for another day. Pretty woman don't walk away, hey, okay…If that's the way it must be, okay…I guess I'll go on home, it's late…There'll be tomorrow night, but wait

But the drums reappear with that unforgettable five-note riff on a guitar as he takes one more look. The riff again asks a question, What do I see?...Is she walkin' back to me?...Yeah, she's walkin' back to me…Oh, oh, pretty woman. (20)

Life after Oh, Pretty Woman had some ups but many more downs. Roy and Claudette divorced in 1964 over her infidelities but the couple did reconcile and were back together in less than a year. Roy’s contract with Monument expired in June of 1965. He signed a deal with MGM Records for a million dollars and the prospect of a future in TV and films. Orbison didn’t have the TV or film chops. The magic that existed at Monument working with the Nashville studio musicians, the A-Team, Fred Foster and engineer Bill Porter just didn’t transfer to MGM.

There was also personal tragedy. Claudette was killed in a motorcycle accident on June 6, 1996. On September 16, 1968, his home in Hendersonville, Tennessee burned down killing his two eldest sons.

After a career revival with the Traveling Wilburys, (Bob Dylan, George Harrison, Jeff Lynne and Tom Petty) in 1987, Roy released his last solo album, Mystery Girl in 1988. On December 6, 1988, after a day spent with his family, Roy Orbison died of a heart attack at age 52.

From 1988-1998, Roy was awarded six Grammys. In 1987, he was inducted into both the Rock and Roll Hall of Fame and the Nashville Songwriters Hall of Fame. In 1989, he entered the Songwriters Hall of Fame. In 2010, he was given a star on the Hollywood Walk of Fame and in 2014 he was welcomed into America's Pop Music Hall of Fame.


Bill Dees, co-writer of Oh, Pretty Woman, plays keyboards and provides the harmony in this video from The Ed Sullivan Show filmed on October 11, 1964.

1) Amburn, Ellis, Dark Star: The Roy Orbison Story, 1990, Page 4.

2) Escott, Colin (1990). Biography insert to The Legendary Roy Orbison CD box se

3) Amburn, Ellis, Page 49.

4) Amburn, Ellis, Page 69.

5) Roy Orbison Official Website. Link

6) Baker, Glenn A., Rolling Stone, January 1, 1989.

7) Oermann, Robert K., The Tennessean, May 17, 1986.

8) Whitburn, Joel, Billboard Hot 100 Charts The Sixties,

9) Whitburn, Joel, Billboard Top Pop Singles 1955-2002. Pages 524-525.

10) Amburn, Ellis, Page 113.

11) Bronson, Fred, The Billboard Book Of Number One Hits, Page 157.

12) Amburn, Ellis, Page 116.

13) Norman, Phillip, Shout! The Beatles In Their Generation. 1981

14) Amburn, Ellis, Page 127.

15) Kutner, Jon; Leigh, Spencer.1,000 UK Number One Hits (Kindle Locations 5584-5588). Music Sales. Kindle Edition.

16) Mark Tassler, Story Behind the Song: 'Oh, Pretty Woman' by Roy Orbison, October 3, 2016. Link

17) NPR, All Things Considered, Mercy: Behind Roy Orbison's 'Pretty Woman', December 6, 2008. Link

18) Escott, Colin, 1990.

19) Amburn, Ellis, Page 128.

20) Writer/s: BILL DEES, ROY ORBISON Publisher: BMG RIGHTS MANAGEMENT US, LLC , Sony/ATV Music Publishing LLC

Photo by David Redfern

Photo by David Redfern

© 2017 Jerry Reuss

Copyright  2009