VIP RecordsVIP 25017 (B), May 1965

B-side of Lonely Lonely Girl Am I

(Written by Norman Whitfield)

BritainTamla Motown TMG 521 (B), July 1965

B-side of Lonely Lonely Girl Am I

(Released in the UK under license through EMI / Tamla Motown)

All label scans come from visitor contributions - if you'd like to send me a scan I don't have, or an improvement on what's already up here, please e-mail it to me at fosse8@gmail.com!As with the magnificent A-side, Lonely Lonely Girl Am I, this B-side also exists in a slowed-down version by the Temptations. However, unlike the Tempts’ rendition of Lonely Lonely Man Am I – which, although the public wouldn’t hear it for a few years yet, was actually the original version, later sped-up and heavily modified (twice) by Norman Whitfield to eventually become the uptempo pop masterpiece of the A-side – well, here, the Velvelettes’ I’m The Exception To The Rule is the earlier take, and the Temptations’ (beautiful) cover is the thoughtful reinterpretation.

Another difference: in this instance, I prefer the Temptations’ version, which has all but spoiled me for other renditions.

While this version’s still nice enough, it’s a jarring experience going from the sleek pop perfection of the A-side – a record right at Motown’s cutting edge, showing off the new sound the Velvelettes had pioneered but which they’d never get to ride to the top of the charts – and being pitched backwards two years in time, back to when this was originally written. But more on that in a moment.

The strangest thing about it, really, is that Cal Gill doesn’t sound like Cal Gill. On previous Velvelettes 45s (there never was an album), Miss Gill has been among the best vocalists Motown had to offer, her soulful tone and sassy, playful diction marking her out as a natural star, wise beyond her sixteen (!) years. Here, though, she sounds like a different person, pushed way up high, far outside her natural comfort zone. For the first time here on Motown Junkies, we’re faced with a Velvelettes record that – fine though it is – doesn’t actually sound like the Velvelettes.

Promo scan kindly provided by Lars “LG” Nilsson - www.seabear.seWhat it sounds like, actually, is a record by the Supremes – but the weird, prototype, before-they-were-famous Supremes we’ve spent three years documenting here on Motown Junkies. And, sure enough, that’s exactly what this is, a long-abandoned Supremes number cut (and shelved, and promptly forgotten) in the wake of the Meet the Supremes LP.

Its being dusted off two years later for a completely different group, a group who’d already not only outgrown such clumsy follies but who had actually outstripped the Supremes in the musical arms race, showed a developing trend at Motown: never let a Jobete songwriting copyright go underused. Albums and B-sides needed filling, hits needed producing, and time was tight. Songs that had been shelved were unshelved; songs that had been flops were re-cut by other artists in the hope of having hits; songs that had been hits were re-cut by other artists to bulk out LPs; and through it all Motown kept on recording, 23 hours a day, seven days a week. Which explains why the fourth-to-last new Velvelettes record we’ll ever get to talk about here on Motown Junkies (yeah, I know, right?) sounds like a three-year-old Supremes outtake.

Now, that’s not a bad thing as such – this is pretty in the slightly ungainly, slightly awkward way that Your Heart Belongs To Me or I’m Giving You Your Freedom are pretty – but it’s not really what we’re here for, not what we’ve come to expect from the Velvelettes. Not after what they’ve given us recently; their partnership with Norman Whitfield, a partnership which has turned in so many storming, powerful records of late, records which seemed to instinctively understand the secret of great pop music.

Compared to those, I’m The Exception is a nice, but undeniably messy disappointment. Checking the recording information in the liner notes to The Complete Motown Singles: Volume 5, I was shocked to see that this Velvelettes version wasn’t recorded back in 1963, that this is an up-to-date, brand-new vocal take. It’s the first Velvelettes record where I have to say, hand on heart, the singing isn’t so great.

But the song is a great one. We’ll have to wait years to hear it done the way Whitfield might have imagined it in his head, but it’s still a beautiful tune and a great lyric, the narrator (in the same situation as outlined in He Was Really Sayin’ Somethin’, a pretty girl being pestered by some self-styled Casanova) explaining – gently, but firmly – that no, she’s not interested, thanks. When Cal, her voice straining under the pressure to be Diana Ross…

…(oh, incidentally, odd sidenote here, Kim Weston, of all people, a woman whose natural tessitura was several notches lower than Cal’s, was also given this song and backing track; her deep contralto version sounds absolutely bizarre next to this one, and probably says more about Motown’s general cluelessness over what to do with Kim than anything Kim herself did wrong. But I digress)

…anyway, when Cal gets to the song’s thrilling breakdown – shortened from other versions, but no less powerful for it – a flourish, a leap up the stave, and an exclamation, You say that nine girls out of every ten / Want you to be their man / But there I am again, that one in ten

…followed immediately by a brilliant mixture of vocal and musical dexterity which briefly impresses you with its intelligence before you remember, oh yes, these are Norman Whitfield and the Velvelettes here, they’re geniuses: So it’s USE-less for you to try and change me, rearrange me…, as every voice and instrument on the track comes clomping down on the “use” before scattering away, refracted like light on waves, still following a pattern but in many different directions… Honestly, it’s just great songcraft.

A difficult one to rate, really, not just because I love the Temptations’ version so much (which we’ll be meeting in about six years’ time if I keep this pace up), but also because it’s so palpably not finished, and I mean as an idea rather than a song or a recording. But it’s a lovely tune and a splendid lyric, even if it hasn’t quite come into full bloom yet.



(I’ve had MY say, now it’s your turn. Agree? Disagree? Leave a comment, or click the thumbs at the bottom there. Dissent is encouraged!)

You’re reading Motown Junkies, an attempt to review every Motown A- and B-side ever released. Click on the “previous” and “next” buttons below to go back and forth through the catalogue, or visit the Master Index for a full list of reviews so far.

(Or maybe you’re only interested in The Velvelettes? Click for more.)

The Velvelettes
“Lonely Lonely Girl Am I”
The Marvelettes
“I’ll Keep Holding On”


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