The Serendipitous Events Behind "Mrs. Potter's Lullaby"

Counting Crows
Counting Crows
Photo by Danny Clinch

Last time we spoke to Counting Crows frontman Adam Duritz, he told us the names in his songs actually refer to real people. Mr. Jones, Mrs. Potter, Amy, who hit the atmosphere — they’re friends and friends of friends who’ve left an impression on the artist. In a recent interview with New Times, Duritz elaborated on the story behind “Mrs. Potter’s Lullaby” and how the song was nearly scrapped if it wasn’t for a secret cassette and Mrs. Potter herself.

It’s 1998 and Adam Duritz just saw Monica Potter perform in Con Air or Patch Adams when he kind of, sort of falls in love with the woman on the screen.

Adam is struck by that phantom attraction to a person who doesn't exactly exist. He feels for Monica, he’s in love with Nicolas Cage’s pregnant wife, he’s infatuated by Robin Williams’s romantic interest. He's so affected that he puts his feelings into verse.

Less than a week later, Adam is in the studio recording This Desert Life with the Crows when his phone rings. “Hello?” he answers. It’s one of his Hollywood friends and, he won't believe this, but she is right now sitting across the table from Monica Potter’s agent, who’d very much like Adam to come down from the Hills and have dinner with them. Monica, by the way, is on her way. “That’s so weird,” Adam says. “We’re just setting up to record ‘Mrs. Potter’s Lullaby.' But I can be there in an hour.”

An hour later, the dreadlocked lyricist is sitting at a restaurant with his friend, this agent, Monica Potter, and some other movers and shakers from the industry. Someone eventually mentions the song.

“Wait,” Monica pauses, “you wrote a song about me?”

“Well, no. I mean, not exactly,” Adam stumbles to explain. "It’s a song about an imaginary version of you. The song is about what happens when you fall in love with people who don’t exist, like with a person on the movie screen.”  This might sound odd but it's commonplace for Duritz, who suffers from a dissociative disorder that often makes everything he sees seems glistening — like someone's projecting a film onto his eyes.

Monica is apparently floored. She’s probably blushing, definitely flattered and intrigued. “I've got to get back to the studio, though,” Adam says. "We’re actually about to record this song and I gotta get back.”

Hold on, someone says, Mrs. Potter wants to come. She doesn't often get a chance to sit in on recordings of a song written about her by a man she's just met. Adam, of course, obliges.

So here they are, at a studio in the Hills, Monica Potter sitting at a piano next Adam Duritz as he moans through an eight-minute song about tightropes and elephants, as the last king of Hollywood shatters his glass on the floor.

Seven or eight takes later, the Crows finish for the night, bid farewell to Adam's impromptu muse, and, at some point in this mix, the two exchange contacts and plan to meet again. Over the next few weeks the band overdubs, edits, and attempts to refine the track to an album version. But they end up butchering it. "It's complete crap now," Adam says. This lullaby wouldn’t calm a monster, let alone Monica. They decide to cut it from the album.

But Adam and Monica have been hanging out lately and, one night, while over at her house, he says, “The song is terrible. It's a total piece of shit.”

“No, it’s not,” she says.

“You haven’t heard it now. It’s terrible.”

“No, it’s not,” she insists. "I listen to it every day.” Monica walks over to her boombox and presses play. From the speakers flow those rhythmic piano chords, a song, and a voice that Adam knows is his own, but which he hasn’t heard properly for weeks.

He lets the tape run a bit and shouts, "This is awesome! This is just killer! What the fuck is it?” He runs over and ejects the cassette from the boombox. Potter TK4 is scribbled across the front. “Potter take four?” 

The Crows's producer handed her this cassette the night she visited the studio, Monica tells him, and she’s been playing it nonstop ever since. “Well, I’m going to need to borrow this,” Adam says.

Seventeen years later, on a call with New Times, he adds, "It’s funny how you can destroy a song by breaking it down too much. You lose perspective. This is a perfect example of how you can completely screw up something great."

Counting Crows and Rob Thomas. 6:45 p.m. Friday, July 22, at Perfect Vodka Amphitheatre at the South Florida Fairgrounds, 601-7 Sansburys Way, 33411, West Palm Beach, FL, US; (844) 854-1450; perfectvodka.amphitheatre-fl.com. Tickets cost $22 to $314 via perfectvodka.amphitheatre-fl.com.

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