For a song about wanting to be ignored, “Walk On By” has received an awful lot of attention over the years. Written for Dionne Warwick in 1963 during the most fertile phase of the singer’s musical partnership with composer Burt Bacharach and lyricist Hal David, it has since been covered dozens of times in faithful easy listening form, including versions by Gabrielle and Seal, but also made footprints in the worlds of Latin jazz, disco, hip hop, trip hop and, in its wildest interpretation, epic psychdelic soul.
Bacharach first met Warwick in 1962 when she was employed to sing backing vocals on “Mexican Divorce”, a song he had written with Bob Hilliard for The Drifters. When Bacharach and David formed a production company soon afterwards, they signed up Warwick to sing their joint compositions. She called their relationship “a triangle marriage that worked”.
Bacharach’s rich, smooth arrangements and sophisticated time signatures came to embody the aspirational, city living, cocktail drinking lifestyle portrayed so glamorously in the TV series Mad Men, and so humorously in the three Austin Powers movies in which he cameoed. But David’s words invariably depicted universally relatable heartbreak. “Walk On By” pictures a scenario that most of us have experienced: the pain and embarrassment of bumping into your ex in public.
“Foolish pride, that’s all that I have left/So let me hide/The tears and the sadness you gave me/When you said goodbye,” Warwick sings over a clipped bossa nova rhythm and a horn line so muted it sounds as if the large band are trying to avoid being thrown out of a library. Gloria Gaynor gave the song some disco energy in 1975 but this is no “I Will Survive”. Here the spurned lover isn’t ready to get up and dust herself off – rather she wishes she was invisible.
The desire of the song’s character to be inconspicuous was reflected in the fact that when it was released in April 1964, it was a B-side. The bigger tune was supposed to be “Any Old Time of Day”, also by Bacharach and David but long since forgotten. “Walk On By” became Warwick’s second hit, straight after “Anyone Who Had a Heart”.
As with so much of the Bacharach and David songbook, other artists quickly came out with similar versions. Aretha Franklin delivered a photocopy, equally exquisite, just six months later on her album Runnin’ Out of Fools. Helen Shapiro filled the position sometimes occupied by Cilla Black, covering it for a British audience that same November. Smokey Robinson & The Miracles added some additional slinkiness without altering the bone structure in 1966. Bacharach himself gave it a touch more punch (but didn’t sing) when he stepped into the foreground on his debut solo album, Hit Maker! in 1965.
Then Isaac Hayes came along. In 1969 the Tennessee musician was, like Bacharach, best known for the songs he had written for others such as “Soul Man” and and “Hold On, I’m Comin’” for Sam & Dave. That year, when Stax Records was asking practically anyone passing to record a quick album after losing its back catalogue to Atlantic, Hayes was able to make Hot Buttered Soul with complete creative control.
That meant a full album comprising four strung-out songs that took the audacious experimentation of the psychedelic rock scene and applied it to soul music. “Walk On By” was inflated into 12 minutes of overpowering strings, loping drums, fuzzy organ, floating flutes and shimmering electric guitar. As cover versions go, it’s extraordinarily audacious, packed with everything short of a Red Arrows flypast.
Hayes went on to repeat the trick with other Bacharach and David compositions such as “The Look of Love” (11 minutes) “(They Long to Be) Close to You” (nine minutes) and “I Just Don’t Know What to Do with Myself” (a mere seven), providing endless riches for subsequent musicians who used samples. His version of “Walk On By” can be heard in both Beyoncé’s “6 Inch” and The Notorious B.I.G.’s “Warning”.
Most recently, however, it’s the sound of the original “Walk On By” that has reappeared at the top of the charts. The US rapper Doja Cat’s “Paint the Town Red” was the biggest song of summer 2023, hitting number one across the world and getting more than a billion Spotify streams. It is built around Warwick’s voice and those understated horns, but the original meaning is long gone. The character in Doja Cat’s story is “the devil, she a bad lil’ bitch, she a rebel”. If she bumped into an old flame, they’d run away terrified.