- In August of 1966, the Beatles, John Lennon, Paul McCartney, George Harrison, and Ringo Starr had made the critical decision to stop performing live so that they could focus on writing and recording.

During the following fall, Lennon wrote the remarkable "Strawberry Fields Forever," which used one of Lennon's favorite childhood haunts, the Strawberry Field orphanage in Liverpool as the focal point for a song about nostalgia, longing, and personal introspection.

Lennon accompanied his lyrics with a beautiful melancholy melody and unusual chord changes in rhythms.

McCartney had been thinking about a theme for the Beatles' first album as a studio-only band, hearing "Strawberry Fields Forever," Paul began to sketch out an album about growing up in Liverpool, and so McCartney set out to write a song that could stand toe to toe with "Strawberry Fields Forever."

He thought about a traffic circle or roundabouts not far from where all four Beatles had grown up, Smithdown place.

In fact, much of the Beatles' childhood had been spent traveling through Smithdown Place on their way to school, church, band rehearsals, and back home again, yet calling the song "Smithdown Place," well, that just didn't feel right, so Paul decided on the name that was displayed on the buses shuttling to and from the roundabout, the name given to this area by the locals, Penny Lane.

Welcome to "Deconstructing the Beatles, a Stroll Down Penny Lane."

(upbeat music) Hi, I'm Scott Freiman.

I have been fascinated by the Beatles' music all my life, and over the last 20 years I've been diving into the creative process of these remarkable musicians.

(upbeat guitar music) ♪ Me and my brother - [Scott] Penny Lane is a short road leading to the Smithdown Place roundabouts, but the entire surrounding area is referred to as Penny Lane and many of the buses traveling through the roundabout display Penny Lane as their destination.

- [John] Penny Lane is not only a street, but it's a district.

I lived in Penny Lane in a street called Newcastle Road, so I was the only actual person that lived in Penny Lane.

- [Scott] The young John Lennon would take a bus through Penny Lane as he journeyed from his home to Dovetail School and Liverpool Art College.

Paul McCartney sung into choir at St.

Barnabas' Church, located just a few steps from the roundabout.

♪ Don't you - Both George and Ringo rode buses through the Penny Lane roundabout on their way to school or work.

When McCartney shared his song about Penny Lane with the other Beatles, it resonated with all four of them.

A shared memory creatively brought to life by Paul's lyrics.

The idea of a song that referenced an iconic location was something that the Beatles would've been very familiar with.

Records like Chuck Berry's, "Memphis, Tennessee," Little Richards', "Kansas City," Nat King Cole's "Route 66," and The Drifters', "On Broadway" conjured up visions of these cities, streets and highways, and helped to bring America to life for four teenagers from Liverpool that never expected that they would actually visit these places.

Yet there weren't a lot of examples of songs that featured British locations and certainly not Liverpool.

There was Jerry and the Pacemakers', "Ferry Cross The Mersey" and "Liverpool Lullaby" that would later be covered by Cilla Black.

The Kinks would release "Waterloo Sunset," a song, composer, Ray Davies originally called "Liverpool Sunset," but that wouldn't be released until several months after "Penny Lane."

By contrast, the Beatles', "Penny Lane" gives a detailed description of this small district of Liverpool conjuring up the hustle and bustle at the center of this traffic circle.

Although most Beatles fans refer to "Strawberry Fields Forever" as a Lennon song and "Penny Lane" as a McCartney song, the reality is more complicated as both songwriters contributed to both songs.

In the case of "Penny Lane," Lennon most certainly suggested some of the places and characters featured in the song's lyrics.

In fact, it was Lennon who first thought about including "Penny Lane" in a song.

His original lyrics were, in my life, included a reference to Penny Lane, as well as other Liverpool landmarks.

The lyrics to "Penny Lane" exist on two different levels.

Believe it or not, all the people and places mentioned in the song actually existed.

Yet one can absolutely interpret Penny Lane as a magical place that straddles reality and illusion.

I'm going to examine each of these interpretations before discussing the composition, arrangement, and recording of the song.

The first verse of "Penny Lane" begins by mentioning a barber, indeed, Bioletti's Barbershop, where Paul, George and John all got their haircut was located at the roundabout.

That site's now occupied by a different barber.

There were a few banks around Penny Lane.

If it was raining, the wealthy bankers would drive right up to the door of the bank, so they didn't need to wear a raincoat.

So that's why the banker in the second verse never wears a mac, an English term for a macintosh raincoat.

McCartney has always had an admiration for firemen since his father had been a volunteer fire watcher during World War II, Paul passed a fire station every day on his way to and from school, and he places a fireman in the song just down the street from the Penny Lane Fire Station.

The last character in the song is the nurse, and this is a truly fascinating discovery, courtesy of one of John's schoolmates, Stan Williams.

According to Williams, the nurse was a childhood friend of John Lennon's named Beth Davidson.

Davidson, later married John's best friend, Pete Shotton.

So it seems that John managed to get his best friend's wife placed next to the banker, barber and fireman in Penny Lane.

In this picture, you can see Beth, along with John's friend, Nigel, Pete Shotton, and John and Cynthia in the background.

To raise money for the November 11th commemoration of her Remembrance Day, roughly a British equivalent to America's Memorial Day.

Beth and her friends sold poppies from a tray at the Penny Lane roundabout.

Even the line, "she feels as if she's in a play," is true.

According to Beatles historian, David Bedford, Davidson liked to act in plays.

In fact, here is a picture of Beth dressed up for one.

As you can see, the characters in "Penny Lane" were real, but as I mentioned, there is another way that we can interpret these lyrics.

In this second interpretation, Penny Lane only exists in your ears and in your eyes.

Penny Lane is a magical place with blue suburban skies and pouring rain, laughing children and stuffy bankers, nurses selling poppies and firemen cleaning their engines.

And if it all seems like it might be some kind of play, well it is anyway, very strange indeed.

However you interpret it, "Penny Lane" contains some of Lennon and McCartney's best lyrics, but it's the music that turns "Penny Lane" into a classic.

(upbeat brass music) Like the Beach Boys' "Good Vibrations," a song that had recently been released and that the Beatles all admired greatly, "Penny Lane" starts right into the verse with no introduction.

The initial accompaniment is comprised of multiple pianos marching along in B major with Paul's walking bass.

(upbeat piano music) Paul adds his rolling melody over top.

♪ Penny Lane there is a barber showing photographs ♪ ♪ Of every head he's had the pleasure to know ♪ - Now, some other composers might have done something like this.

(upbeat piano music) Doesn't sound that great, does it?

But Paul does this.

♪ Of every head he's had the pleasure to know ♪ - A B minor 7th chord, suddenly out of nowhere, just like the song goes from sunny to rainy, from reality to illusion, Paul takes us from B major to B minor, and then follows it with a series of strange chords that ultimately bring us back to B major and another verse.

(upbeat piano music) Later, he uses that same chord sequence, but adds one more stop to bring us to the chorus in a completely different key, A major.

♪ Penny Lane is in my ears and in my eyes ♪ - At the end of the chorus, Paul sings, "meanwhile back," accompanying it with an arpeggiated F sharp chord that brings us right back to the verse in B major.

Meanwhile, back to the verse, (upbeat piano music) "Penny Lane" has alternated between the verses in the key of B and the choruses in the key of A. We want the song to end with a chorus, but we also want the song to end in the original key of B. How does Paul do this?

Well, for the last chorus, Paul uses the "meanwhile back" arpeggio.

Not to go back to the verse in B major, but to go back to the chorus in B major.

♪ Penny Lane is in my ears and in my eyes ♪ - It's something that some musicians refer to as a truck driver's gear change, yes, that's right, a truck driver's gear change is when you extend a song by repeating a section transposed up to a higher pitch, and it's the only time the Beatles did this during their entire career.

It's just one of the things that makes "Penny Lane" so unique, and another masterpiece in the Beatles cannon.

(singer vocalizing) On December 29th, 1966, the Beatles began putting "Penny Lane" to tape, filling up three tracks with pianos.

On the first track, Paul played the quarter note chords on a grand piano.

It took him six takes to get the performance he wanted.

On the second track, he doubled some of the piano chords with the Mrs.

Mills piano.

The Mrs.

Mills piano was made famous by British pianist, Gladys Mills, who recorded a series of sing-along records in the sixties and seventies.

It is a Steinway Vertegrand that was modified to achieve an older sound.

The hammers were hardened with lacquer.

While some of the strings were de-tuned to create the sound of an old saloon piano straight out of your favorite Western.

On track three, McCartney played a Challen Jangle Piano Upright.

The piano contained brass-tipped felt strips that could be dropped between the hammers and strings, giving the piano a metallic sound.

Then for the chorus, a harmonium was added.

The harmonium, also known as a pump organ, is a keyboard that generates sound by pushing air over metal.

The harmonium may have been recorded at half speed, creating a buzzy, organ like tone at the start of each measure.

Along with the harmonium, the Beatles add accents with percussion instruments.

Here's an early take where you can hear all those parts.

(lively piano music) That buzzy sound is the harmonium.

(lively piano music continues) After all four tracks were filled, a tape reduction was made that merged all the tracks to a single track of a new tape they called Take 7.

To this tape, they added Ringo's drums and other percussion, Paul's bass and George's guitar.

Paul recorded his lead vocal with occasional harmonies from John.

By the time they wrapped up Take 7 it was already New Year's Eve, so they decided to continue work in the new year.

George Martin had written brass and woodwind parts for "Penny Lane," and those instruments were recorded on January 9th and 12th.

It's a cheerful arrangement with chirping flutes and piccolos and trumpets that echo the melody of the chorus.

Martin has also added some fun effects, such as the woodwinds flourish after Paul sings, "say Hello."

(upbeat piano music) ♪ And all the people that come and go ♪ ♪ Stop and say, hello - To make room for the orchestral instruments, one more reduction was made with all the Beatles instruments going to track one and all the vocals going to track four.

This freed up tracks two and three for Martin's arrangement.

Here's a little of that arrangement as it sounded on January 12th, 1967.

(upbeat music) ♪ Penny Lane was in my ears and in my eyes ♪ - The song was mixed and ready for release, but McCartney still wasn't satisfied.

Then one night McCartney was watching BBC Two when he saw a performance of Bach's "Second Brandenburg Concerto" on the series, "Masterworks."

He was drawn to the sound of the piccolo trumpet, the smallest member of the trumpet family, pitched an octave higher than a standard trumpet.

The next day, he asked George Martin to book the trumpet player, David Mason, to overdub a piccolo trumpet part onto "Penny Lane."

Mason showed up at EMI on January 17th, carrying nine different trumpets, while Paul sang the part he wanted, George Martin wrote out the score.

Lennon, Harrison and Starr all attended the session and made suggestions to the arrangement.

Although Mason tried playing the parts with each of his trumpets, McCartney settled on the original piccolo trumpet that had intrigued him from the Bach performance.

It only took Mason two to deliver the perfect solo, which was overdubbed on track three.

An extra Piccolo trumpet part was recorded for the end of the song on track two.

And here is that part.

(lively trumpet music) A mix of the song was made after the session and sent to Capitol Records in the United States.

They pressed the song onto promotional discs that were sent to radio stations.

That mix had the final trumpet flourish over the last chord.

♪ Penny Lane (lively trumpet music) - But a week later, the Beatles chose to remix the song this time without the final trumpet part.

♪ Penny Lane (lively music) - Capital substituted the new mix in time for the release of the single, but copies of the earlier versions circulated among fans until it was officially released in 1980.

By the way, David Mason was paid 27 pounds and 10 shillings for playing the most famous piccolo trumpet part ever recorded.

(lively trumpet music) With "Penny Lane" and "Strawberry Fields Forever" completed, two extraordinary recordings, the Beatles Liverpool album was off to a great start, but unfortunately, that album was not to be.

Brian Epstein was getting nervous that the Beatles hadn't released any new material since declaring that they would no longer tour.

He persuaded the group that they needed to release a single.

George Martin suggested that they pair the two Liverpool songs and issue it as a double A-side single, and so on February 13th, 1967, "Strawberry Fields Forever" backed by "Penny Lane" was released.

There were many musicians and fans who thought "Penny Lane" was another fantastic Beatles single.

But although the single reached number one in America, it only made number two in England.

The Beatles had hit the top of the charts 13 times in a row in the UK.

So to many in the press, the failure of the "Penny Lane" single to top the charts was a sign of the Beatles' decline.

Some reviewers even suggested that The Beatles might have gone too far with their latest single.

Now, you're probably wondering what song kept "Penny Lane" from the top spot.

Believe it or not, it was middle-of-the-road crooner, Engelbert Humperdinck and his cover of a song written in the 1940s, "Release Me."

♪ Please release me, let me go ♪ For I don't love you anymore - When they were kids, the Beatles felt ripped off if the songs they had purchased on a single also showed up on an album.

The Beatles always remembered this, and for the most part, they tried to keep the single tracks off of the albums to give their fans the most value.

That was indeed the case with "Strawberry Fields Forever" and "Penny Lane."

Without those two tracks forming the cornerstone of the record, the idea of the Liverpool album was scrapped.

Instead, the Beatles would take all they learned from the recording of "Penny Lane" and "Strawberry Fields Forever" and apply it to a new batch of songs that would comprise their groundbreaking 1967 album, "Sgt.

Pepper's Lonely Hearts Club Band."

(upbeat music) (bright music)