Fall On Me

April 26, 2008

In terms of craft, “Fall On Me” may very well be the finest pop song in the R.E.M. catalog. Like many of the best pop tunes, it lands in that rare sweet spot between complexity and simplicity in which every element of the song flows together so perfectly that the listener is so caught up in the effect of the composition that they may never stop to consider its components.

Hey, you know what? Let’s stop to consider the components.

1. There are several guitars — both acoustic and electric — playing on “Fall On Me,” but the arrangement is so light and airy that even when the song thickens on the chorus, the piece still feels light and airy. The shift in textures from one moment to the next is exceptionally subtle, and the mix is so crisp and clean that it’s hard to imagine there were actually any overdubs at all.

2. Mike Mills absolutely shines on this song. Most obviously, his high harmony vocals provide a crucial counterpoint hook in the chorus, but perhaps more importantly, his bass line lends the composition both a sense of lateral motion and emotional weight.  Whereas Michael Stipe’s vocals and Peter Buck’s guitar arpeggios seem to either ascend or hover over the ground, Mills parts tether the piece to the ground, and give voice to the understated melancholy at the heart of the song.

3. Though the lyrics of “Fall On Me” are somewhat vague for what essentially amounts to a protest song calling attention to our complicity in the deterioration of our natural environment, Michael Stipe’s voice and vocal melody is especially earnest and straight-forward. Arguably, this is the first truly mature performance of his career, and among the first Stipe performances to fully trade out slurred phrasing for a skewed approximation of R&B and gospel melisma.

4. Without Bill Berry, “Fall On Me” would be just another pretty folk-pop song.  Without upsetting the tone of the piece, his performance on the drums is remarkably brisk and assertive, which keeps the song from coming across as either wimpy or ethereal. Basically, the band applied 80s production value — loud, reverbed, hard-hitting drums —  to a 60s-style harmony-driven pop tune, and the result is something that feels rather timeless. If Mills’ parts connect the song to the ground, Berry’s parts (including his low vocal harmonies) are the earth itself — heavy, steady, and firm.

48 Responses to “Fall On Me”

  1. ivan Says:

    “michael likes this one”

    one of my favorites too. as i was still catching up with their back catalogue in the early 90s, i first heard this song when they played a gorgeous version of it for MTV Unplugged. i still have a cassette of that show somewhere…

  2. jft Says:

    well, this might not be the perfect first post for this thread, but as I’m online right now, I’ll begin.

    I must admit, I never really loved that song and never understood the reason it’s such a massive fan favourite. I considered it the weakest track on LRP’s side one, if there wasn’t “Underneath The Bunker”, which is not that much of a song itself., and it’s beaten by Begin The Begin, These Days, Cuyahoga and Hyena by a far distance. Which is my opinion.

    I always wonder what people love about it – as to me nothing about the song is noticeable, it’s not bad or anything, but it just flows away, because there are no special elements in it. just another R.E.M. song passes by and it is weakened a lot by the 2 songs before and after it which might have been the best 1-4 progression they ever did. the song just slows everything down to a level which isn’t good, the song misses a lot of tension.

    in one word: unremarkable.

    I’m really looking forward to your postings, maybe I will learn to like this song more. sorry for that rather negative first posting on the track.

  3. jft Says:

    all right then, second😉

  4. Brian Says:

    When driving in the car by myself & this comes on, I pick a different part during the chorus to sing along with each time. I’m not sure which one is my favorite to belt out at a traffic light!

  5. 2d Says:

    i learned a new word today: melisma. thank you matthew!😀 your posts always offer not only an exquisite content, but an extensive vocabulary display as well.

    as for “fall on me”, what more can i say? i truly believe this takes buck’s “man on the moon”‘s top spot as the truly quintessential r.e.m. song. this is truly a perfect song, start to finish, and it is, indeed, timeless.

    it’s interesting to note the change this song has suffered from its stage debut in a quasi-demo version, most notably the lyrics in the verses (the initial ones being buried in the mix on the second verse).

    also, i always sing mike’s or bill’s vocal parts in the chorus, they have such a beautiful harmony on this particular tune, it never gets any less than stunning.

    “what is it up in the air for? it’s gonna fall. it’s over it’s over me”

    could this also be a link with “orange crush” (“over me, not over me”), another song about the sky falling, this time because of the extensive and disastrous use of agent orange?


  6. My absolute favorite R.E.M. song. Gorgeous melody, sharp dynamics, and everything else Matthew said. Can’t imagine why anyone wouldn’t like it, but it takes all kinds, as the saying goes.

  7. 2d Says:

    jft, for me what the song lacks in tension it balances through intensity (it’s just so heartfelt and genuine), innocence (the child-like quality of “murmur” is still here in the earnestness of the lyrics – even bill’s 3 and a half words are taken from that fable with the sky falling – and a fear mixed with hope) and harmony (it’s like a wall of human emotions).

  8. milesy Says:

    This is the one I’ve been waiting for. And now I don’t know what to say. Won’t let that stop me though.

    But I will say: while there is no totally consistent favourite song; if push comes to shove, this is my favourite song– for all the reasons Matthew gave, and the way everything works together: Words, guitars, vocals, bass, backing vocals, drums, bridge. Quintessential REM.

    It was one of the first songs I loved when a friend gave me Murmur and LRP in 1989 and said he thought I’d like REM(!).
    It was great accoustically on the unplugged-type shows around OOT in 1991, I loved the moment when Michael’s voice went for a higher note for ‘BLEED the sky and TELL the sky’.
    And it was fantastic when it came out for the encore for the show I saw in 1995.

    It’s true it’s a fan favourite, but I don’t think I’m swayed by that (I’m not a huge fan of Country Feedback, for example). On this one, the fans got it right.

    I’m not sure that’s the most coherent post, but it’s my best shot right now at a tribute to the song more than any other which makes me happy to be a fan of REM…

  9. milesy Says:

    PS. It hasn’t dated, has it? It’s as relevant and fresh now as it was in 1986.
    Or am I just getting old (‘they don’t make ’em like they used to…’)?

  10. Robb Says:

    Ahhhhh.. the song that brought REM to my attention and made me a fan. It was also the song that made me a fan of alternative music. I was in high school in rural Georgia, and was intrigued by the “local” connection enough to give these guys a listen. This song drew me in like no other in their catalogue, and holds a special place in my heart to this day.

    Wonderful review of this song Matthew. You’ve given me some new perspective on it.

  11. Ben Says:

    This is one of those R.E.M. songs that I’ve known for so long that it almost isn’t a “real” song anymore. When I was 13 my copies of AFTP, Monster, and Eponymous were almost always playing in the background, and those songs are completely ingrained in my mind as something more than just music.

    “Fall On Me” is one of those songs that I just can’t detach myself from to judge objectively. It is what it is, and what it is is perfect and timeless and beautiful.

  12. maclure Says:

    I can’t add much to what has be said above really. Milesy, it’s not dated at all and sounded very fresh alongside new content in some of their recent shows.
    I only discovered Bill’s part when seeing the unplugged version. Now, I can’t help but sing that part every time I hear it.

    Love the video too – I love it because it’s so not what a music video is supposed to be. Upside down footage of a quarry with words (REM’s take on a “Subterranean Homesick Blues” video I guess). ACE! Incidentally, the new REM video for Hollow Man is also excellent and carries a connection with Fall on Me with this prominant use of flashing up lyrics throughout and themes of falling…

  13. baxter-k Says:

    I have nothing to add, but to say that for me, too, this was my first R.E.M. song. It took until 1986 for them to make it to my part of the rural midwest, and when I first heard this song on the radio, I was blown away. To Matthew’s points: 1) yes, 2) yes, 3) yes, and 4) yes, yes, yes! Those three levels of harmony were so different than what the AOR stations in the Heartland were playing in those days! I thought I had discovered a brand new band, until I brought them to the attention of my music sharing friend who said: R.E.M.? Yeah, I know them, and if you like Fall on Me, you should hear this. He spun Fables for me, I bought Pageant, and so it goes… the soundtrack of my life. Thank you for this beautiful post. As they say, “you never forget your first.”

  14. jft Says:

    just listening to side 1 of LRP (i don’t really like side 2 that much, as mentioned in the These Days thread). been listening to Fall On Me, nice little song, but I still feel the same way I did above.

    as it’s late at night here in Germany and I’m listening to that music, some memories of my last school year come to my mind. it was the summer of ’06 when I finally fell in love with the band (i previously only knew ATS, AFTP, In Time and the old IRS-Best Of) and bought all the albums, a summer academy I did was closely connected to “I’ll Take The Rain”, well, and after the holidays when I went back to school for my final year I maintained riding to school with my bike (which finally decided not to work anymore right before my school days were finally history) and listened to R.E.M., especially “Lifes Rich Pageant”, and sometimes some weird French reggae stuff. I remember the warm days of late summer, riding on the bike track early in the morning, the cool breeze of the wind coming from the baltic sea around me. I started at home with “Begin The Begin” and mostly arrived at school during “Hyena” or “Underneath the Bunker”, sometimes even “The Flowers Of Guatemala”. I did the same with FOTR sometimes, but LRP seems to be the much better bicycle/summer record.

    I also strongly feel that the music you like strongly depends on the season you’re in. This autumn/winter was full of FOTR, Radiohead and similar stuff, LRP really seems to be an album for the warmer days.

    Wow, I really loved those days riding to school by bike, doing the same road every day for six years. this was a central point of my school time. Thanks LRP for being part of it.

    I hope I didn’t bore you

  15. Mr Cup Says:

    I believe that if you boiled REM down to just the essential, most sublime elements that make them truly great, you would end up with a tiny jar that carried such a tremendous gravity for it’s modest size. You would be in ecstatic awe as your gloved hand nervously reached for the vial. When you (if you could bring it upon yourself to be so irreverent) opened the tiny little lid – this song is what you would hear.

  16. holygoof Says:

    Fall on Me and Cuyahoga have always seemed to me like the heart and soul of Lifes Rich Pageant . One review I read somewhere long ago had it right — the combination of Stipe’s passion and Mills’ reserve creates a truly unique emotional balance.

    An unbelievably brilliant song.

  17. 2fs Says:

    This song is also weirdly special for me, in that I’d been an R.E.M. fan since Murmur, and this was the first song of theirs that seemed to grab the attention of, say, your average Madison, Wisconsin bar patron. I had mixed feelings about that: I was happy to see they were becoming more successful (man, I hadn’t seen nothin yet) but resentful in a young man’s way that these others just didn’t get R.E.M. the way I and other long-time fans did. Kinda silly…but you know, that’s what sometimes happens, doesn’t it.

    Far more important than that is the song itself. The harmonies in the chorus, the way the vocal lines interweave, is what really sold it for me – plus the second vocal part on the second (is it the second?) verse, and Mills’ vocal on the bridge. No, I didn’t really have any idea what the song was about – but that its “about” was strongly felt was far more important to me. There’s an intensity, a desperation, a need to be heard, about this song, that’s clear even if they’d sung the lyrics in Lithuanian.

  18. holygoof Says:

    Okay, I’ll bite — as a current resident of Madtown, WI, which bar are you speaking of? Is it still around?

  19. Meriste Says:

    My favorite line: “There is progress, we have found a way to talk around the problem.”

  20. Stephen Says:

    My favourite song ever written.

    I hope that it will bewilder and beguile mourners at my funeral, whenever that momentous day arrives.

    The ‘craft’ seems like everything BUT craft. The song seems to come from another place, defying musical definition despite containing recognisable elements of other works in their catalogue. I think Matthew has done as good a job as could be hoped of pinning down what makes it so special.

    The high point of a most beautiful record.

  21. Purplebee Says:

    What a beautiful song and a beautiful critique Matthew.
    No idea what Mr S was on about in the song as usual – some of his words and mine happen to coincide as they do in most REM songs. But it’s not really the words with REM is it? – it’s the feelings, emotions and images that they stimulate in the individual listener that’s key. It’s clear from earlier comments on this song and others that it’s emotions associated/provoked by the songs that strengthen their impact and meaning for the individual.
    Anyway all I know is that I feel GOOD when I hear this song and I love Hollow Man too, has a similar effect for me – in fact I think the first 4 songs on Accelerate are as good as any of the earlier stuff – anyone think differently ?

  22. Dark Bob Says:

    I think this was their biggest hit to date when it came out. It was about this time that REM started to be noticed beyond the College radio crowd. It would take until the following year with THE ONE I LOVE to really push them into the mainstream. Great video, even with it’s misspelled word (remember which one?). The song is one of their best. A true classic.

  23. narcizo Says:

    Everybody says the same here: a classic.
    The only thing I ‘d like to add is a comment on MP’s description about Bill Berry’s part. The drums on LRP are not “80’s style” at all (IMHO); on the contrary, they have an ethereal 60’s backbeat that adds a lot to their sound (agree on the timeless quality, though). That eclectic mix of various musical attributes makes me think that this is probably their best produced lp.
    Cudos, once more.

  24. narcizo Says:

    sorry, Kudos!!!!!!!!! (and it’s a greek word, goddammit!)


  25. The mix and recording is very, very 80s though.

  26. Ubergrier Says:

    My absolute favorite R.E.M. song, although there are many that I wouldn’t part with. For all the reasons previously listed – that may seem like a cop-out, but there have been so many eloquent posts. It’s a beautiful, harmonic, sweetly sad song, and I love it.

  27. 2fs Says:

    holygoof: In all likelihood, The Plaza.

  28. Kirsten Says:

    Wow, I don’t really have anything to add that hasn’t already been said. Classic, to me, just sums it up. The harmonies are a definate highlight with the 3 of them singing different tunes all at once, but they really make that work.
    Does anyone know the words to Mike’s verse under Michael’s 2nd verse? I’ve never seen them printed anywhere and I certainly can’t work them out as they are way too buried in the mix.

  29. Paul Alferink Says:

    My Favorite Song anyone has ever done, and I think I felt that way very soon after I first heard it. I certainly remember watching Unplugged and buying Eponymous the next day.

    I love this song. I’m a sucker for good folk-rock, and this is a prime example. I love the message, the subtle humor (What is it up in the air for?) I love the guitar and backing vocals. I love the soaring chorus. I LOVE the lyrics.

    Buy the sky and sell the sky and lift your arms up to the sky.

    Perfect.

    Suffers live in stadiums, however. It is a song meant to be an intimate experience. Unplugged was good, though.

  30. Paul Alferink Says:

    Kristin- My good deed for the day:

    There’s the progress we have found (when the rain)

    A way to talk around the problem (when the children reign)

    Building towered foresight (keep your conscience in the dark)

    isn’t anything at all (melt the statues in the park)

    From the lyrics link. . .

  31. Mr Cup Says:

    Bury Magnets
    Swallow the Rapture
    Lets Gather Feathers

  32. Mr Cup Says:

    There is a almost groaning vocal in the chorus that disconnects my muscles from my skeleton and makes me quiver.

  33. Beethoven Was Deaf Says:

    This song is beautiful and feels like it has always existed. It makes the point without literally making the point. I love Fall On Me.

  34. Clare Says:

    God i’ve missed too many to catch up.
    Absolutely love this song, tis the epitome of REM to me. As a late comer to the band (early 90’s Out of Time bandwagon jumper), this was the 1st of their older ones I ever heard & made me explore further. Everything works on this song as so many have said before me, never has a melody complemented the instrumentation/harmony/lyrics of a song so well (well, exept for 100s of other REM numbers!)

  35. Jared W Says:

    2FS and Holygoof,

    I’m a Badger alum and I got goosebumps at the mention of The Plaza! I attended UW from 1994-1998. I can’t hear “I Took Your Name” without thinking of walking (freezing) through Library Mall at 1am sometime in December of 1994.

    As for “Fall on Me”, the instrumental intro is musical perfection.

  36. Paul Alferink Says:

    I didn’t attend UW at Madison. But I read a who chapter on it in a book about campus pranks. Genius. Pure Genius.

  37. Ignis Sol Says:

    Although I was quite aware of R.E.M. before LRP, it was seeing the video for “Fall on Me” and being enthralled by it majestic music and melody that hooked me as a fan. Unfortunately, my Midwest radio (western Michigan) stations did not ever play R.E.M back then.

    It is definitely one of my favorites and I always listen to it with a sweet fondness and longing. The evocativeness has actually taken over its initial earnest message for me.

    Great write-up, Matthew.

  38. Kirsten Says:

    Thanks Paul, printing it out as we speak and will undoubtably attempt to sing along with Mike’s part tonight!

    Jared: I love that 1 hit of the drums in that small gap directly after the intro and just before the lyrics kick in.

  39. jim jos Says:

    what more can I say, except
    Possibly my favorite song from
    possibly my favorite album
    from definitely my favorite band.

  40. jim jos Says:

    oh and the “weight can leave the air” part is hopelessly out of my vocal range.

  41. Kirsten Says:

    Doesn’t matter jimjos, sing it loud & proud!!

  42. milesy Says:

    Yeah, ‘weight can leave the air’ is falsetto for me. I’m always frustrated that I can’t get to the note for ‘bleed the sky and tell the sky’ the way Michael sings ‘bleed’ and ‘tell’ higher when they perform it live– it stops me dreaming that I am the lead singer…

  43. lenny Says:

    Jim Jos — I’m with you 1/3 of the way, or something close to it. Fall on Me is:
    1. Not my favorite song (close 2nd) from…
    2. Definitely my favorite album from…
    3. Possibly my favorite band, but not likely.

    I like too much music to even declare a “favorite band”. The best I can do is put R.E.M. in my top 5 bands, and put Life’s Rich Pageant in my top 5 albums of all time, which they most definitely are.

    And it ain’t pretty, but I can sing the “weight can leave the air” line without going falsetto. (That’s what the car and showers are for.)

  44. Paul Alferink Says:

    Suckers. That’s where being a countertenor comes in handy. As They Might be Giants sang:

    “How can I sing like a girl
    and not be stigmatized by the rest of the world?”

  45. Mary Alice Says:

    well put. I love this song because even while you can feel Michael is singing about something kinda heavy, all the parts coming together so perfectly make me almost euphoric, definitly giddy with happiness, and makes me want to dance. As is mentioned there is passion and weight in Michael’s performance, and even if you don’t know what he’s singing about you can still feel that very clearly. However, I always love when the joy of being alive and making music is as strong as the worry and concern.

    It’s a great song on so many levels, rock ON!

  46. profligateprofiterole Says:

    the thinnest of Lizzys
    holds the blackest of roses
    there’s whiskey in the jar
    but I ain’t touchin’ it


  47. With the huge R.E.M. catalog looming over it, this simple and utterly sweet harmony stands out as a supreme accomplishment. The slightly out of step lyrical composition will find a home in any age.
    Michael and Mike combine like on no other song. Simple, wonderful and timeless! Hats off to the sky!

  48. DC Says:

    if you like fall on me check out “kid fears” by indigo girls.


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