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The Meaning of George Michael’s “Careless Whisper”

George Michael’s “Careless Whisper” is an 80s classic of infidelity, accompanied by one of the most gorgeous and widely-recognized alto sax melodies of all time.

Written by George Michael and Andrew Ridgeley of the UK pop duo Wham!, the track appeared on the group’s second and final album Make It Big, which marked the beginning of the end for Wham!.

In fact, most people credit “Careless Whisper” to just George Michael, rather than Wham! to whom it technically belongs.

This is because not long after the release of Make it Big, the track was released as a single in the UK that credited the song as Wham! featuring George Michael. In the U.S., the song was released under George Michael’s name, with no mention of Wham!.

At this time, Wham! was in the process of dissolving, and George Michael was looking to embark on a solo career creating music for a more mature audience.

Interestingly enough, despite Michael receiving the recognition, this was one of only three singles released by Wham! in which Ridgeley was involved in the songwriting process, and he actually receives a credit on the track. The others being “Wham Rap!” and “Club Tropicana”, neither of which were nearly as popular as “Careless Whisper”.

Wham! would break up after one final tour in 1986, and Michael would then go on to have a successful solo career before his death in 2016, at the far-too-young age of 53.

George Michael on Writing “Careless Whisper”

In Michael’s 1990 memoir, Bare, he discusses “Careless Whisper” at length.

He recalls writing the song in 1981, entirely in his head, while traveling:

I was on my way to DJ at the Bel Air when I wrote ‘Careless Whisper’. I have always written on buses, trains and in cars. It always happens on journeys … With ‘Careless Whisper’ I remember exactly where it first came to me, where I came up with the sax line … I remember I was handing the money over to the guy on the bus and I got this line, the sax line … I wrote it totally in my head. I worked on it for about three months in my head.

George Michael on writing “Careless Whisper”.

Michael continues, recalling the events from his childhood that inspired the song.

He starts by explaining a crush that he had on a girl named Jane when he was about twelve years old, whom he would see at the ice rink in Queensway, London while chaperoning his sister. Jane, with her long blonde hair, didn’t give him the time of day, being a fat pre-teen with glasses.

However, a few years later, at the age of sixteen, Michael had his first girlfriend. He lost some weight, and got rid of the glasses, and all of a sudden he started getting invited to parties.

It had just started to cool off a bit when I discovered that the blonde girl from Queensway had moved in just around the corner from my school. She had moved in right next to where I used to stand and wait for my next-door neighbour, who used to give me a lift home from school. And one day I saw her walk down the path next to me and I thought – now where did SHE come from?

She didn’t know it was me. It was a few years later and I looked a lot different. Then we played a school disco with The Executive and she saw me singing and decided she fancied me. By this time she was that much older and a big buxom thing – and eventually I started seeing her. She invited me in one day when I was waiting for my lift and I was … in heaven.

George Michael on the story behind “Careless Whisper”.

While it may seem like the young George had his luck turn around, he had gotten himself into quite the pickle, as he neglected to end things with Helen before he started to see Jane.

So I went out with her for a couple of months but I didn’t stop seeing Helen. I thought I was being smart – I had gone from being a total loser to being a two-timer. And I remember my sisters used to give me a hard time because they found out and they really liked the first girl.

The whole idea of “Careless Whisper” was the first girl finding out about the second – which she never did. But I started another relationship with a girl called Alexis without finishing the one with Jane. It all got a bit complicated.

Jane found out about her and got rid of me … The whole time I thought I was being cool, being this two-timer, but there really wasn’t that much emotion involved. I did feel guilty about the first girl – and I have seen her since – and the idea of the song was about her. “Careless Whisper” was us dancing, because we danced a lot, and the idea was – we are dancing … but she knows … and it’s finished.

George Michael on the meaning of “Careless Whisper”.

As he explains, he wrote “Careless Whisper” from the point of view of a man who had been found out by his woman. The lyrics invoke a sense of shame about the whole thing, suggesting that he had done irreparable damage to his relationship, both with this woman and with himself.

“Careless Whisper” Lyrics Meaning

With this in mind, let’s take a look at the lyrics and see what they’re all about, starting with the first verse:

I feel so unsure
As I take your hand
And lead you to the dance floor
As the music dies
Something in your eyes
Calls to mind a silver screen
And all its sad goodbyes

First verse to “Careless Whisper” by George Michael.

After that sax line swoops in and grabs our attention, Michael sings from the perspective of his nervous teenage self, leading one of his several girlfriends to the dance floor.

The lines have an ominous air about them, with the music dying and a look in her eyes that signals the end is near, just like in the movies.

Michael reveals more of his feelings in the chorus:

I’m never gonna dance again
Guilty feet have got no rhythm
Though it’s easy to pretend
I know you’re not a fool
Should’ve known better than to cheat a friend
And waste a chance that I’ve been given
So I’m never gonna dance again
The way I danced with you

Chorus to “Careless Whisper” by George Michael.

When Michael sings about his “guilty feet,” he means that he is paralyzed by the weight of what he’s done, as he knows he has betrayed his partner. He can’t possibly bring himself to do something joyful such as dancing when he feels this way, and he even goes as far as suggesting he will never dance again.

Even worse than the betrayal is the fact that she knows about it, and Michael is now forced to reflect upon his decisions. He screwed up big time, and he knows he’ll never find another lover who brings him the level of happiness that she does.

In the second verse, Michael lets us know what exactly happened:

Time can never mend
The careless whispers
Of a good friend
To the heart and mind
Ignorance is kind
There’s no comfort in the truth
Pain is all that you’ll find

Second verse to “Careless Whisper” by George Michael.

The lyrics here reveal that Michael’s girlfriend found out about his infidelity through “the careless whispers of a good friend.”

Perhaps this friend was unaware that he was also seeing her, and she simply mentioned it in passing, thus blowing up his entire scheme. Or, the friend was truly being a good friend, and letting her know that her man was sneaking around.

He then says that it’s better to not know, because knowing the truth about what he did will bring only pain. In this way, he blames the friend for bringing the pain of the truth to his girlfriend, rather than his own actions.

After the second verse, the chorus hits again, followed by another helping of that sensual saxophone, before we rich the breaking point of tension in the bridge:

Tonight, the music seems so loud
I wish that we could lose this crowd
Maybe it’s better this way
We’d hurt each other with the things we want to say
We could have been so good together
We could have lived this dance forever
But now who’s gonna dance with me?
Please stay

Bridge to “Careless Whisper” by George Michael.

Michael feels himself being assaulted by the music, suggesting that it is louder than usual. However this is likely a symptom of his anxiety, as he then expresses wishing things were different, and begins to bargain for another chance.

Following the bridge is the chorus yet again, followed by one final appearance from that glorious alto sax before the song begins to fade out.

Watch the music video for “Careless Whisper” below.

That Saxophone, Though

Anybody who has listened to “Careless Whisper” knows how crucial the saxophone part is to the success of the song. To think that George Michael came up with that in his head goes to show the sheer talent that he possessed for making a pop melody.

Michael was so adamant about the saxophone sounding exactly the way that he envisioned it that it caused a lot of tension during the initial recording process for the song.

He had linked up with producer Jerry Wexler, bringing with him a demo tape of the song that featured his friend performing the saxophone part. They booked some time at the famous Muscle Shoals sound studio and went to work.

Apparently, the world-class saxophonist that Wexler brought in to do the part simply couldn’t do it the way that Michael wanted it. They spent the better part of the day obsessing over it, and never did get it right.

I’ve seen things like this before. There’s some tiny nuance that the sax player is somehow not getting right. Although you and I can’t hear what it is, it may be the very thing that will make the record a hit. The success of pop records is so ephemeral, so unbelievably unpredictable, we just can’t take the risk of being impatient. But this sax player’s not going to get it, is he!

Wexler on the “Careless Whisper” alto sax part.

Ultimately, Michael decided to scrap Wexler’s version of the song and went on to record it song again, this time self-producing it with his own cast of musicians.

They went through nine different saxophone players before the English saxophonist Steve Gregory finally managed to hit it exactly the way he wanted it.

Gregory recalled this during a 2021 interview with DJ Danny:

When I got there, it was about getting on to midnight, and there was another saxophone player in the studio, Ray Warleigh, who I knew quite well, and he said ‘what are you doing here?’ And George hadn’t showed up. So Ray was a bit fed up. He said ‘Well I’m going, you can do it. I’ve had enough of waiting.’ So he left and it was just myself, and (record producer) Chris Porter.

So I said I’ve had quite a long day, I’m going to do a better job now than I will at 3 o’clock in the morning, so can we try and do something? So we went into the control room and George had already recorded it in LA with Jerry Wexler producing it and Tom Scott playing the saxophone line…he said this is what you got to do and he played this and I thought ‘That is fantastic, why on Earth does he want to do it again? I can’t play it as well as that!’

And (Porter) said ‘Oh, it’s a new version, he’s done his own production, it’s a new track, it’s got to be re-done, he just needs that on the new track,’ so I went in the studio I tried to do it and my saxophone is an old Selmer (tenor sax) from about 1954 or something and I didn’t have that top note. I didn’t have a proper note on my saxophone, I had what we call a fake fingering I had to do to play it.

So it didn’t really sound that smooth. It didn’t sound that great. And so having been around for a while, having had a bit of experience, I suggested to him, I said, ‘look, if you took it down by a semitone, a very small amount, I’d have all the proper notes on my horn and we could see how it sounds.

So that’s what he did, he sort of did his calculations and took it down a semitone, so I went out again and I played it in a lower key and when after I finished it I went back into the control room and he played it back and he put it back up to the proper speed, and as he was playing it back, George walked into the studio, and he said ‘Oh, I think we got it!’ Then he pointed at me and said, ‘You are number 9!’

Steve Gregory on playing the saxophone part on “Careless Whisper”.

The original version of “Careless Whisper” that was recorded at Muscle Shoals with Jerry Wexler was released in 1985 as a single, titled “Careless Whisper (Special Version)”.

Listening to this version, you can hear the difference in the saxophone part. It sounds much smoother and more jazzy, but doesn’t have the same emotional impact as the George Michael-produced version.