Hunky Dory album coverWritten by: Biff Rose, Paul Williams
Recorded: June–August 1971
Producer: Ken Scott, David Bowie

Released: 17 December 1971

David Bowie: vocals, guitar, saxophone
Mick Ronson: guitar
Trevor Bolder: bass guitar
Rick Wakeman: piano
Woody Woodmansey: drums
Ken Scott: ARP synthesizer

Available on:
Hunky Dory

The only cover version on David Bowie’s fourth album Hunky Dory, ‘Fill Your Heart’ originally appeared on Tiny Tim’s April 1968 album God Bless Tiny Tim, and on the b-side of his signature single ‘Tiptoe Through The Tulips’.

It fits in with the record really well because it sounds like a Bowie song, doesn’t it? You wouldn’t know if you were listening to the album that it wasn’t a song he wrote. We did brass on that and David played saxophone.
Trevor Bolder
Kooks, Queen Bitches And Andy Warhol, Ken Sharp

‘Fill Your Heart’ was Bowie’s first recorded cover version since the Manish Boys taped ‘Bobby Bland’s ‘I Pity The Fool’ in 1965. His first three albums produced by Ken Scott – Hunky Dory, The Rise And Fall Of Ziggy Stardust And The Spiders From Mars, and Aladdin Sane – each contained one cover version, and the trilogy was followed by the covers album Pinups.

The song was co-written by Biff Rose and Paul Williams, and was the third song on Rose’s 1968 debut album The Thorn In Mrs Rose’s Side, released six months after Tiny Tim’s album.

Bowie first travelled to the USA in January 1971, and visited a number of cities coast-to-coast over a four-week period. In mid-February he watched a performance by Rose in a Los Angeles nightclub.

In 1973 the two singers met when Rose was the support act for Bruce Springsteen in New York City.

Bowie and I met one time, January 31, 1973. I opened for Springsteen the night he became a star, Max’s Kansas City, NYC. Herb Gart got me the gig. Herb managed Don McLean and sold ‘Bye Bye Miss American Pie’ to the world. The NY papers all said I was headlining and in small print below – “also appearing: Bruce Springsteen”. Bowie was a “tourist” who just happened to be in town and came to see me, but fell in love with Bruce. Nevertheless, Bowie came up to me after the show with this shit-eating grin on his face staring down. He’s taller. I said: “Thank you for doing ‘Fill Your Heart’, but did you have to sop the whole arrangement?” He seemed not to hear me or grasp what I was saying, but kept smiling.
Biff Rose
The Tusk, August 2014

Bowie began performing ‘Fill Your Heart’ in early 1970, around the time when he also sang Rose’s ‘Buzz The Fuzz’, which he also recorded for BBC radio. He reportedly recorded ‘Fill Your Heart’ for Hunky Dory at the suggestion of his publisher, Bob Grace of Chrysalis Music.

I was part of the selection team, but ultimately David decided with Ken what songs to record. There was one song, ‘Fill Your Heart’ by Biff Rose that David was thinking of not doing for the album. I knew that Derek Green, a guy who had been my mentor as a publisher, published that song so I managed to persuade David to keep that on the album. So I did my friend a favor and got him a David Bowie cut.
Bob Grace
Kooks, Queen Bitches And Andy Warhol, Ken Sharp

Bowie’s version stuck fairly closely to Rose’s arrangement, although the Spiders and Wakeman seemed to swing slightly more naturally – aided not least by Rick Wakeman’s sterling piano performance. The debt to the original was acknowledged in Bowie’s notes on the back cover of Hunky Dory:

Mick and I agree that the ‘Fill Your Heart’ arrangement owes one hell of a lot to Arthur G Wright and his proto-type
David Bowie

Bowie’s version transposed the song from E flat to F major, and gave it a sharper ending, which segued into the spoken-word introduction to ‘Andy Warhol’ on the album.

Not much to say about this other than yet another great Ronno orchestral arrangement. Brass: 4048s [microphones]. Saxes: U67s. Violins and violas: U67s, and celli: C12as.
Ken Scott, May 2015
Five Years (1969-1973) book

A pre-release acetate of Hunky Dory omitted ‘Eight Line Poem’ and ‘Fill Your Heart’. In the latter’s place, ‘Bombers’ segued into the spoken introduction to ‘Andy Warhol’.

BBC recordings

David Bowie recorded ‘Fill Your Heart’ on two occasions for BBC radio. The first was for The Sunday Show, recorded on 5 February 1970 and broadcast three days later on Radio 1.

He was accompanied by Mick Ronson on guitar, Tony Visconti on bass, and John Cambridge on drums. They recorded fifteen songs: ‘Amsterdam’, ‘God Knows I’m Good’, ‘Buzz The Fuzz’, ‘Karma Man’, ‘London Bye Ta-Ta’, ‘An Occasional Dream’, ‘The Width Of A Circle’, ‘Janine’, ‘Wild Eyed Boy From Freecloud’, ‘Unwashed And Somewhat Slightly Dazed’, ‘Fill Your Heart’, ‘I’m Waiting For The Man’, ‘The Prettiest Star’, and ‘Cygnet Committee’.

The second BBC version was for Sounds Of The 70s, presented by Bob Harris. It was recorded on 21 September 1971, and first broadcast on 4 October, in the period between the completion of Hunky Dory and its release.

For this session Bowie and Mick Ronson performed as a duo. It was Bowie’s only 1970s BBC radio session to be recorded in stereo.

They performed seven songs: ‘The Supermen’, ‘Oh! You Pretty Things’/‘Eight Line Poem’, ‘Kooks’, ‘Fill Your Heart’, ‘Amsterdam’, and ‘Andy Warhol’.