Ed note: This article is best read in context in its original form at Bass Magazine

Wild Things Run Fast [Geffen, 1982] represented a turning point for Joni Mitchell, as she moved on from the jazz of Mingus and Shadows and Light, and bassist Jaco Pastorius, and sought fresh terrain in the singer-songwriter vein. Enter Larry Klein, who was brought into the album sessions by longtime Mitchell drummer John Guerin. As if the specter of following Jaco wasn't daunting enough, the 25-year-old Klein was also at the doorstep of his own transformation after becoming disillusioned with the chops-first mentality of many of his jazz heroes who he was backing as a sideman. The two met and sparks flew, creatively and romantically, leading long-term to their ten-year marriage and a producer artist collaboration that has yielded ten albums (and 12 Grammys collectively) and counting. But it all began in Hollywood's A&M Studio A, for the Wild Things sessions.

Remembers Klein, "I learned a tremendous amount from Joni; I was like a sponge. We'd sit and talk for four hours and it felt like five minutes went by. The ideas we talked about translated into the music we made; this concept of going beyond virtuosity to a level of fluency and poetry." This extended to the bottom, of course, where Klein was able to formulate an approach that suited Mitchell's alternative tastes in bass.

"Obviously, out of respect for Jaco and the music, I didn't want to play anything remotely derived from what he did," Klein says. "To try and imitate him, or explore his paradigm, was a losing game, as it always is in the position of following an artist working at that level of innovation."

Fortunately, Mitchell and Klein were on the same page. "At this point, Joni was looking to turn over some new ground in every way - from songwriting, to the stories she was telling, to the way the band functioned. She wanted to work within the pop-song form again, at least in terms of having a little more cohesiveness and coherence in the rhythm section, but she didn't want the cliché or normal thing - we were always in sync on that."

In fact, Joni abhorred what she called "ploddy" bass playing. "That was a word she used for the kind of traditional, symmetrical pop bass playing she disliked," Klein says. "She still wanted forward motion, counterpoint, and fresh ideas from the bass, but something different. So my idea was to make the bass playing more compositional as opposed to the figurative commentary that Jaco was so brilliant at. "

Perhaps no track on Wild Things Run Fast captures this methodology better than "Moon at the Window," which features Mitchell's guitar and vocals, Guerin on drums, Wayne Shorter on soprano sax, and Russ Ferrante on Oberheim synthesizer. Klein uses four tracks of bass to create an orchestral approach. "I layered parts and built a whole harmonic context on the bottom that tied in contrapuntally to Joni's syncopated rhythm guitar part, while also playing off of the story she was telling, her vocals, and Wayne Shorter's contributions in a pointillistic manner."

With its medium, swinging, two-feel groove and unique, minor-key harmonic structure, the song serves Mitchell's lyric, as Klein explains. "It's about a close friend of Joni's who had gone through a divorce and faced the familiar situation of friends of the couple choosing which side to go with. When the friends chose the husband, due to his being someone very prominent in the music business, the wife got profoundly depressed and descended into this dark world of drinking and drugs, leading her to become agoraphobic and not leave her house.

Of the session, Klein recalls. "I believe Joni came in with the song and we worked out a form as we played through it. Then we cut the basic track with me playing a groove bass part, John on drums, and Joni on guitar and scratch vocals. From there Wayne came in and overdubbed his part, Joni did her lead vocal and built the stacks of backing vocals, and Russell added some Oberheim colors to the bridge and last verse. Subsequently, I added my additional three tracks of bass, building chords above the bass track, and adding commentary."

Gear-wise, Klein played his fretted 1964 Fender Precision (later stolen out of the trunk of his car), with the E string tuned down to D to have a droning low note to match the key of the song and Mitchell's guitar tuning. The P-Bass had fairly new Rotosound roundwounds, Klein had the knobs full up, and he recorded direct into the studio's Neve console. Effects came via an Ibanez Multi-Effects UE 305 floor pedal unit, which had a stereo chorus, an analog delay, and a compressor/limiter. Was Klein, who would play fretless on his next three records with Mitchell, as well as hit singles like Don Henley's "Boys of Summer" and Peter Gabriel's "In Your Eyes" avoiding playing fretless on this record? "Yes and no. I love the fretless and felt there was a lot to be done with it aside from the genius of Jaco's style. I was always going for a less virtuosic approach and more of a rough sound; trying to get to the meat of the instrument. But playing fretted bass on Wild Things was probably another way I separated myself from what Jaco did with Joni."

The track begins with an eight-bar intro supported by Guerin (using brushes) and a few guitar harmonics chords from Mitchell, but mainly featuring Klein's bass in orchestral mode. Against his open low D he plays harmonics and upper-register double stops that outline the Dm11 and Am11 chords. The latter is on a separate bass track (to be able to control the balance of the two parts) but can be played together if you tune your E string down to D.

The 16-measure-long Letter A is unique in that it feels like a verse but it only happens once. "This is Joni's version of a prelude often found on standards; a nod to Gershwin and Cole Porter, but doing it her way," smiles Klein. He steps out with the fill in measure 16 - "That's an oboe line in my orchestra" - and harmonics in 19-20.

Letter B is reminiscent of the intro and initiates the four-bar transitions between verses. He adds color with the three-note chords in 26-28. "I'm trying to keep it stark in the spirit if the lyrics, and up top I'm thinking about string lines by [classic Hollywood film composers] Alex North or Max Steiner. That kind of dark poetry suited the lyric and story."

Letter C establishes what will be the form of the final three verses, most notably a continuation of the song's unresolved minor chord and sus chord tonality and the section's quirky 15-measure length. Offers Klein. "The musical structure is very eccentric. Joni is not a traditionally trained musician. She doesn't know the rules and therefore she has no qualms about breaking all of them, and she does here. Her main interest harmonically is in expressing characters and story elements." He continues, "In fact, we had the great Victor Feldman in to play vibes and he was struggling. Joni asked him what was wrong and he admitted that he hated the song. Victor was a sweet Englishman, and a real traditionalist in many respects. To his ear, trained in western harmony and jazz, the chords had tension but lacked resolution. The motion was antithetical to Tin Pan Alley harmony, so playing the I minor to the V minor bothered him." Of note bass-wise is 32-33, where Klein comments in a space between the vocals but in the bass range, instead of up high. And 40-41, where he doubles Mitchell's bluesy vocal line. "When she sang it I knew I wanted to double it later. The string bends come from me starting out as a guitarist."

For the second transition at Letter D, Klein adds the stately chordal figure in 45-46. "Still thinking orchestrally."

Letter E's verse brings a remarkable moment from Wayne Shorter, who has been on the track since measure 23. Klein marvels, "Wayne is an extraordinary musical thinker whose ability to offer exquisite poetic commentary is evident here. The lyric [starting at measure 48] is 'People don't know how to love. They taste it and toss it. Turn it off and on like a bathtub faucet.' The first time he hears that lyric, on his first pass - this is how quick his mind is - he starts playing a fast, scattered line down low and then one up high. So what he's doing is playing a musical version of an argument between a man and a woman! I was boggled when he did that, as was Joni! He frequently amazed us like that. This is the level of sophistication and onomatopoeia Wayne works with when he's playing to words, there's nobody like him. He was a marksman in the army, and his mind operates like one." Klein himself echoes his Letter C contributions, once again playing an overdubbed fill in the vocal space at 52, and in 59-60 choosing a back-and-forth sliding riff to counter instead of double Mitchell's vocal melody. "Joni plays [guitar] differently in each verse, with brass-like stabs and accents, so there's plenty to react to."

At Letter F, the third transition, Klein does no overdubs above his octave drone, leaving the four bars entirely to Shorter.

The groove gets funkier for the bridge at Letter G, with Guerin adding a backbeat to imply a half-time shuffle, and Klein dancing around him. Noteworthy is his tricky sliding double stop in 81 and descending fill in 73-74. "That was a reaction to the lyric, 'When the spooks of memories rattle,' about someone stuck in their memories. So I wanted to play something that sounded a bit stumbly and left-footed."

Letter H's transition is a recap of Klein's upper-register theme in Letter D

Finally, Letter I is the extended verse/outro with several interesting developments from Klein's bass. First is his tendency to outline the chords in his support line using the root, fifth and tenth (minor third), first seen in 92-95. Another is his use of false harmonics for the first time, in 91, 102-103, and 106-107. "I wanted to introduce a new color, I was thinking along the lines of a celeste. I learned about false harmonics from hearing guitar players use them. Here I'm laying my thumb on the string an octave above the fretted note and plucking with my index fingernail." Other cool devices are the contrary motion double stops at the end of 99 and the bluesy hammer-on/pull-offs in 110-111. Sums up Klein, "The reason I became a musician, primarily from hearing the Beatles, was the realization that songs could make you feel something so intently and so viscerally. Working with Joni opened up a whole new world for me in terms of getting to that level of emotion and feelings in music."