Nathaniel Rateliff was a young music lover growing up in rural Missouri the first time he heard Leon Russell’s original recording of “A Song for You.” It had been the opening cut on Leon’s landmark, self-titled debut album in 1970, a sparsely arranged, exquisitely written ballad that pointed to the big star status that the longtime L.A.-by-way-of-Tulsa session player would soon achieve. Three years later, Willie would strip it down even further and record his own version with just vocal and guitar; it was the closing track on his 1973 masterpiece, Shotgun Willie, and arguably his first iconic interpretation of another composer’s work.

(Read a transcript of this episode below.)

On this week’s One by Willie, Nathaniel talks about both those recordings of the song, as well as an especially emotional, live version that the two performed in 2003 with Ray Charles, not long before Ray died. From there Nathaniel gets into who Leon was; the crazy, early-seventies days when he and Willie first became close friends and key collaborators; and the great lesson Nathaniel learned from both artists on creating a space—and a life—that brings friends together to make music.

We’ve created an Apple Music playlist for this series that we’ll add to with each episode we publish. And if you like the show, please subscribe and drop us a rating on Apple Podcasts or wherever you get your podcasts.

One by Willie is produced and engineered by Brian Standefer, with production by Patrick Michels. The show is produced by Megan Creydt. Graphic design is by Emily Kimbro and Victoria Millner.


John Spong (voice-over): Hey there, I am John Spong with Texas Monthly magazine, and this is One by Willie, a podcast in which I talk each week to one notable Willie Nelson fan about one Willie song that they really love. The show is brought to you by White Claw Hard Seltzer.

John Spong (voice-over): This week, we visit with singer-songwriter Nathaniel Rateliff about the cut that closes Willie’s 1973 album Shotgun Willie, “A Song for You.” It’s one of the quietest, most nuanced recordings Willie ever made, and it was written by one of his dearest friends and most important collaborators, the immortal Leon Russell. We’ll get into who Leon was and the crazy, early-seventies days when he and Willie got so close . . . but also the great lesson Nathaniel learned from Willie on creating a space—and a life—that invites friends to come make music together. Oh, and he also talks about first hearing that song at a biker funeral. Let’s do it.

[Willie Nelson singing “A Song for You”]

John Spong: The starting point is: you want to talk about “A Song for You.” What’s so cool about “A Song for You?”

Nathaniel Rateliff: Well, I grew up hearing that song of the Leon Russell version. It was also a song near and dear to me. They played it at my uncle’s funeral when he passed. But I didn’t know it’s been recorded by over forty artists.

John: Wow.

Nathaniel Rateliff: Willie did a version of it, as we all know, which is why we’re talking, but then one of the things that I really love was a performance for Willie’s seventieth birthday. It was Leon, Ray Charles, and Willie. Now, I was trying to do some research about this particular show because in the middle of the performance, Willie just totally loses composure and starts just bawling. So, you can find it on YouTube, and it’s just . . . I think it’s stunning to watch somebody like Willie be completely taken by the song. I was reading this morning, and I don’t know if this is true, but supposedly, Willie knew that Ray was dying, and so in that performance Ray is singing this song to Willie for his seventieth birthday, and supposedly, it was also one of the last few performances of Ray Charles, and I believe that was in 2003.

Nathaniel Rateliff: But yeah. For me, music has always made me feel that way. I think when I first heard “A Song for You,” it took my breath away, and it also feels like something that I would want to write, that I want played at the end of my life, because he just hits the nail on the head with how lonely it can be in front of ten thousand people, and just how, I guess, the importance of the line in the song where he’s like, “But we’re alone, and I’m singing this for you,” it just . . . I don’t know. Whatever it is just crushes me. I try to make music that makes me feel the same way this song does. I want to perform in a way that people leave with that experience that I get when I listen to music, and I think this song really captures that really well.

John Spong: It didn’t occur to me that you would go to that great version that he did with Leon and Ray Charles because, yeah, I’ve watched that YouTube clip a lot, and I didn’t know what you just told me about it. What I was aware of was that it was the last time Willie and Ray played together, and I know well, as anybody who pays attention does, how important that friendship was. I mean, when we did an episode of this with Kacey Musgraves, she talked a lot about getting to sit on the bus with Willie, and the first thing she did was ask about Ray Charles, and Ray’s one of the few artists that in my mind does what Willie does, or did what Willie does, because the interpretations, the different styles, they don’t care about genre. They care about music that really hits them, and so I’ve watched that video, and I’ve seen Willie choke up. Leon plays first, and then Willie takes a verse, and then Ray takes over, and get out of the way because that’s what you do when Ray Charles takes a song over. Right?

Nathaniel Rateliff: Yeah.

John Spong: Willie had that knowledge that he might not get to hear Ray Charles sing that song again. When we’re done with this conversation, I’m headed straight to that video. That’s powerful.

Nathaniel Rateliff: Yeah. Yeah. I mean, I hope other people who listen to this go and check out that video as well.

John Spong: Yeah. Well, to be honest, you just kind of floored me, and so I forgot if you mentioned somewhere in there which version of this you heard first, but which version of “A Song for You” grabbed you the first time?

Nathaniel Rateliff: The Leon version is the first version I heard.

John Spong: How did you come to it? How old were you?

Nathaniel Rateliff: I think the first time I actually heard it was at my uncle’s funeral.

John Spong: Oh, wow.

Nathaniel Rateliff: Yeah. It wasn’t a normal funeral either. My uncle, I won’t name the club, but he rode for an outlaw club, motorcycles, that is, specific, and he was sergeant at arms or something. So, all these different chapters from all over the U.S. showed up, and it was a pretty weird experience. They buried him with a sword. Yeah. So, in the midst of this funeral where I was also . . . my aunt got up and started talking s— to this room full of bikers, and I was like, “Of course a Rateliff funeral would turn into an eighty-person fistfight.” I was like, “I got you, Aunt Cis, but I really don’t want to get my ass kicked by all these bikers.”

Nathaniel Rateliff: But it didn’t end up going down that way, but it felt that way. But I’ve been to a lot of funerals, and they’re very important to me. I feel like people’s passing is important, and the way we carry their legacy after they’re gone is important. So, to have the experience a little tainted by this club that my uncle was a part of was a little tough, but the saving grace for the whole day was hearing Leon Russell and knowing that it was my uncle’s favorite song, and it was just like . . . it kind of blew me away. Yeah.

John Spong: One of the things I wanted to do was A/B Leon’s version and Willie’s. The opening to Leon’s version is so pretty, and so if I can just spin the first thirty seconds or something . . .

Nathaniel Rateliff: Yeah, yeah. For sure.

John Spong: . . . because the idea that someone would hear this in the middle of the scene you have just described—

Nathaniel Rateliff: It’s pretty funny.

John: Wow. Let me see if I can make this work. 

[Leon Russell singing “A Song for You”]

Nathaniel Rateliff: Well, it’s beautiful, and I guess even one-percent bike gangs have a soft spot too.

John Spong: They don’t lead with it.

Nathaniel Rateliff: No, they don’t. Sorry.

John Spong: They don’t lead with it. Well, then on to Willie’s. On to Willie’s version, because I guess at that point the most famous version was Donny Hathaway’s, and he does the same thing, opens with that cascading, that beautiful cascading piano, but then Willie decides he’s going to do it, right about the same time, because that was ’70, and Donny Hathaway’s was ’71 or ’72, ’71, and then here comes Willie in ’72 off the album Shotgun Willie that he recorded with Jerry Wexler, who actually recorded Donny Hathaway’s version a year earlier too. And Willie chose to do it like this. So let me spin it real quick . . . 

[Willie Nelson singing “A Song for You.”]

Nathaniel Rateliff: So good.

John Spong: What’s that do to you?

Nathaniel Rateliff: Oh, man. I love to hear Willie and one instrument, just his voice and his guitar. It’s just perfect. You get to hear what it is about the character in Willie’s voice and his playing that has kept him going for all these years, and why we all love him.

John Spong: That’s one of the things that kills me about the way he does that, because in the Donny Hathaway version there’s big, sweeping strings, and there’s drama in that. I mean, there’s drama inherent in the melody, but even Leon’s version, the piano’s more present than Trigger is in Willie’s version, and Leon has a French horn or something come in to help amp it up. With Willie, it’s practically a cappella for long stretches of the song. The guitar does next to nothing, and then how does he frame the song and the melody and ground it?

Nathaniel Rateliff: I actually learned how to play this on guitar before I learned it on piano. I still do not do the Leon Russell beginning on the piano, and I try to approach the version I was doing on an acoustic guitar in the same way that Willie does. I feel like the vocal melody is so strong, and the words are so impactful, you don’t really need a whole lot more than that. I feel like that is the song, and then it carries the emotion. So, I feel like it’s written so well that you’re anticipating the next line. If you don’t know it, you’re wanting to hear what’s going to happen next, and I feel like that is just . . . you could say that’s great songwriting, and you can also say that Leon got really lucky when he wrote that tune.

John: It’s a little bit of both.

Nathaniel Rateliff: Yeah. I mean, I still like to think that even the talented writers are blessed with this thing that’s outside of them, and your ability to capture the thing that’s outside of yourself, if you want to call that the muse or whatever, your connection with that and how it plays its role in your songwriting and in your life, and the ability to listen to that voice and not get in the way of the song can be pretty delicate. And I feel people like Leon and Willie have an amazing connection with that thing.

[Willie Nelson singing “A Song for You”]

John Spong: Yeah. Unfortunately, there might be some children listening who don’t know who Leon Russell was. Who’s Leon Russell?

Nathaniel Rateliff: Oh, man. Well, Leon, he, aside from being a fantastic piano player, is a great guitar player. He’s been a bandleader. He’s worked with tons of people in the studio, with the Wrecking Crew, which some younger people may not know either, but they were a group of California musicians, studio musicians that created most of the hits that came out of California in the sixties.

John Spong: Yeah.

Nathaniel Rateliff: So, Beach Boys, Sonny and Cher, a lot of megahits.

John Spong: Glen Campbell was in the Wrecking Crew.

Nathaniel Rateliff: Glen Campbell, correct. Yeah. So, you see a bunch of different people that came out of that. Aside from California, I remember he built a studio. Was that in Arkansas?

John Spong: Tulsa.

Nathaniel Rateliff: Tulsa, that’s right. He was an Oklahoma boy. So, he had that studio as well where people would just pop in. He was the bandleader for Joe Cocker, for the Mad Dog & Englishmen, which is a record that I grew up with and love, which is where we get the version of “Little Help From My Friends” that everybody loves.

John Spong: Yeah, yeah.

Nathaniel Rateliff: Later on, him and Willie toured together. They did a Willie and Leon record. He had a pretty interesting career. He also was prematurely gray, so he had white hair when he was pretty young, which I always thought was so cool. I remember when I was kid, going through my dad’s vinyl collection, I remember just picking up . . . it might’ve just been The Best of Leon Russell, but the photo on the back of him is this white hair with these beautiful blue eyes, and wearing this all blue, dark denim outfit, and I was like, “Man, this guy’s f—ing cool.” 

John Spong: Have you seen the Les Blank Leon Russell documentary called A Poem Is a Naked Person?

Nathaniel Rateliff: Yeah. I bought that documentary, and then I was like, “Wow. This is . . . ” It’s interesting because that’s that studio I was talking about that they’re . . .

John Spong: Yeah.

Nathaniel Rateliff: He has that whole compound, which is . . . that has always been the dream for me, and then when I bought my first house, I was like, “That’s what I want.” So, I have a studio here, which is what I’m sitting in. This is our live room, and for people listening—

John Spong: Oh, nice.

Nathaniel Rateliff: . . . they can’t see that, but you can. But I always liked that idea of people being able to come together, stay together, create together. I try to keep an open door for other musicians, friends of mine who are still touring in vans that need a place, because when you have an open door it creates an environment for art to be made. I think those guys were all of that generation of the most important thing was creating together, was playing.

John Spong: That’s the thing, because Leon and Willie kind of did the same thing. Willie created Luck, Texas, and Leon’s got Tulsa. You’ve got a studio, but you’ve also got your collaborators there, and for Leon it’s J. J. Cale and whoever else, and for Willie, Johnny Gimble’s coming by all the time. One of the things that floored me in that movie, because I was lucky, I had done a story about that period. Everything in the movie’s from, I think, 1972. There’s two Willie cameos in it, and it’s a Les Blank movie, so there’s no explanation of what you’re seeing whatsoever, no talking head moments. It’s just a bunch of weirdo Okies, by and large.

Nathaniel Rateliff: Yeah.

John Spong: But there’s the scenes of Jim Franklin painting Leon’s swimming pool, and Jim Franklin was the master of ceremonies at the Armadillo, and I interviewed him for this story about the birth of progressive country music in Austin, and he said, “Let me tell you how Leon and Willie hooked up.” I was like, “Okay.” He said, “I’m up in Oklahoma painting Leon’s swimming pool.” I said, “Okay.” He said, “And I asked him, I said, ‘Hey, Leon. You ever listen to Willie Nelson?'” He said, “Leon looked at me and said, ‘The sun is filled with ice and gives no warmth at all. The sky was never blue. The stars are teardrops looking for a place to fall, and I never cared for you.’ He’s like, ‘Yeah, I know who Willie Nelson is. I love that song,'” and Franklin said, “Well, he’s playing at the Armadillo soon. You got to come down.” So, they jumped in the car and drove down there. That could well have been what . . . that’s the swimming pool he’s painting in that movie.

Nathaniel Rateliff: That’s crazy.

John Spong: I mean, that’s history right there. So, then you get this scene of Willie playing at Floore’s, and you get this scene of him playing at Zilker Park in ’72. He’s still drinking. There’s a little pudge on his face because he hasn’t quit drinking yet. From that story, somebody told me . . . a couple of old Austin big-deal music guys actually told me that Zilker Park show was the moment where Willie looked out at the sea of hippies in Austin, and that was actually when he realized, “Oh, they’re getting it. I’m going over here. Maybe this is the place for me to land.”

John Spong: All that stuff is in that movie, and suddenly, Willie and Leon are best friends. That was the great quote Willie gave me for that story. I was like, “What’s the deal?” and he said, “I knew Leon’s work on Joe Cocker’s Mad Dogs & Englishmen album, and that he was the real deal. I didn’t have any doubts about how everybody would get along. Any time you can work someone else’s fans, that’s good. He gets ours, we get his, and the next thing you know, it’s quantum physics going on, man.” I said, “Wow.”

Nathaniel Rateliff: Love it. Love it.

John Spong: But all that’s in there, and they did. They got really tight, and Willie, as you just mentioned, did the thing he always did. Some of his friends, like Roger Miller, who I know you’re a fan of, Roger’s career was kind of slow by the mid-eighties, so Willie puts out a duet album with him. Leon’s album career was kind of slow by the early eighties, so they do a duet album. Willie always brought his people back and helped them out and sold records for them.

Nathaniel Rateliff: Man, there’s just not a lot of people who can even do that anymore in the same way. You know?

John Spong: Yeah.

Nathaniel Rateliff: I mean, I’m sure there’s mega pop artists who could do that, but I feel like the industry is just different. There’s certainly cliques, but it doesn’t have that community like it did, and I feel like there is a sense of that sometimes, and when we’re at Luck, when we’re at Farm Aid, when all the bands involved in that still feel like we’re carrying the torch for the community that Leon and Willie really built.

[Willie Nelson singing “A Song for You”]

John Spong: I was going to ask about Farm Aid because all kinds of folks play it, but your relationship with Farm Aid seems to be a little bit more substantial.

Nathaniel Rateliff: Yeah. I mean, I’m hoping in the future that I even have a bigger role to play in Farm Aid. Being involved in Farm Aid is what led us to start the Marigold Foundation, which is an endowment that we have, and we work on a lot of community-building things. We’re focused on social, economic, and racial justice. We’ve helped advocate for gun legislation, especially here in Colorado where we’ve had so many school shootings and public shootings. But it was recognizing the work that Willie and Neil and Dave and John had started, and I think that whole thing started because of the Live Aid concert, and Willie was like, “Well, why can’t we do this all the time for farmers?” You know?

John Spong: Yeah, yeah.

Nathaniel Rateliff: But I made great connections with other people who were involved, other farmers. One of them is the Missouri Patchwork Farms Rural Crisis Center, and they’ve been working to save farmers since the eighties, and just trying to stop big factory farms from coming in and taking over family farms. And also, they have a support group for people who have lost their farms and are struggling, having a lot of emotional turmoil and suicidal thoughts. So, they have a network of people there to support people who are going through that. But yeah, I hope in the future I continue to be more, play a bigger role in what’s happening at Farm Aid. A lot of the elders in that are in their later years, and so Margo became a board member this last year.

John Spong: Margo Price?

Nathaniel Rateliff: Yep. Very excited for her to be playing that role, and hope to be in a similar situation with them. A while ago, my manager was like, “Hey, how do you want to be involved in this?” when we first started getting involved. He was like, “We have an opportunity to do these Outlaw shows with Willie, and we can do Farm Aid.” I was like, “Oh, I’ll be a part of any of it. If Willie wants us there, we’ll be there.” It was kind of the same thing with John Prine. When he was still alive it was like, “If John wants us there, we need to make it work.”

John Spong: That’s a beautiful way to put it too because the Marigold Foundation, y’all put out a single to raise money each year. So, you’re taking your appreciation for these artists and the inspiration they’ve given, not just as an artist, but as a . . . well, do-gooder is the wrong word, but to actually try to make the world a better place. So, “Sam Stone,” the duet with John Prine on “Sam Stone” is a brilliant initial volley there, and then with Willie you did it for his birthday last year. Right? “Not Supposed to Be That Way?”

Nathaniel Rateliff: Right. Yep.

John Spong: How did you pick that song? Did you pick the song? What happened there?

Nathaniel Rateliff: Actually, I was going back and forth with a bunch of songs, and Mickey actually was the one who was like, “You know this one?” He was like, “I think you and Willie would be great on this.” So, Mickey orchestrated us doing that particular song. We went and spent a day in Arlyn, and I certainly tried to do my best Waylon Jennings . . . without trying to rip him off. It just seemed like the character and the voice worked well for that song for me. 

Nathaniel Rateliff: But I’ve still had a bunch of great moments onstage with Willie, and at the end of the night he always wants people to come out, and I’ll usually just go out and sing harmony in Lukas’s mic, and then sometimes dance a little jig because I don’t have an instrument, instead of taking a solo. But I remember after meeting Willie a bunch of times and hanging out on the bus and getting stoned when I didn’t want to, necessarily . . . I’m not very good at smoking grass, so it always lays me flat.

Nathaniel Rateliff: Even the first time I was on Farm Aid, I went on the bus and it’s ten in the morning, and we have to go out and do the press conference, and it was the first time for me sitting on the panel, and I get on the bus, and Lukas sits down to Willie, and Willie was like, “Well, should we smoke this here joint?” and I was like, “All right. I guess so,” and then Sturgill came on. He did the same thing to Sturgill, and then Sturgill and I sat next to each other, and my band members were watching the screen backstage. He’s like, “You guys look so blazed,” and then I was just like, “I hope they don’t hand me the mic. I hope they don’t hand me the mic. I’m too high to talk right now.” Of course, the mic got passed to me, but that was one of my first experiences with him.

Nathaniel Rateliff: But I think one of the . . . I was at Luck one time, and usually it’s just Family band in the beginning of the set, but Micah and Lukas were like, “Hey, you should come up,” and Micah handed me a guitar for “Whiskey River,” and I just sat in playing guitar. Right before the show started, Willie walks up to the mic and he looks over, he’s like, “Oh, Nathaniel’s here,” and for whatever reason I was like, “S—, he can actually remember my name.” I was like, “We’ve met enough times, and I’m in there.”

John Spong: Yeah.

Nathaniel Rateliff: But Willie’s whole . . . his whole career has been about people showing up. When Willie’s in town, you go see him. You go on the bus and you go say hi and sit and chat. Yeah.

[Willie Nelson and Nathaniel Rateliff singing “It’s Not Supposed to Be That Way”]

John Spong: How did you discover him when you were a kid? Was he just . . . at some point, I’m guessing he was just a voice on the radio or a record in your dad’s album collection, but at some point he started to matter more, I’m guessing.

Nathaniel Rateliff: He did. As a kid, my parents were hippies, so country music in Missouri was kind of like a redneck thing, and rednecks were . . . you know, those were kind of the folks that always wanted to beat us up and beat up my parents when they were younger, and same for me when I was a teenager. I was like . . . a tiny little town, I had long hair and was still wearing bell-bottoms, and then skateboarding as well, so I had a bunch of things going against me in their opinion. Yeah. So, country music, I kind of had an aversion to it for a long time, but Willie was always one of those things that my dad loved. I remember hearing “Mamma Don’t Let Your Babies Grow Up to Be Cowboys,” and I just felt like Willie’s music was universal. It wasn’t country. It wasn’t redneck. You know what I mean? It was just Willie Nelson. He’s a national treasure.

John Spong: Yeah, yeah. So, he was someone you admired, but he’s become a friend. He remembers your name when you show up onstage, but it’s like you’re on the bus after Farm Aid gigs, or on the Outlaw tour. What do you visit about? Do you pick with him on the bus?

Nathaniel Rateliff: You know, we haven’t sat down and played a whole lot. But I got to spend some time on New Year’s with the Nelsons in Maui, and that was really great, and Lukas and I have become very close over the years.

Nathaniel Rateliff: We first met in Australia at Byron Bay, and I didn’t know who he was. We were just having a good time, and I remember we started to sing a song by the Band together, and then when Lukas started singing I was like, “Huh.” I was like, “That’s very familiar sounding,” and also, just his . . . he shares a lot of characteristics with his dad, when he talks and when he moves and sings. And then I was like, “Oh, Lukas Nelson. That makes sense.” You know what I mean? Then, from then we kept running into each other, and the same with Micah. I think that’s one of those things that I really love about the whole family, is to just become a part of the family, that’s what they’re about. If you’re a good person it’s like, “Come on in. We got room. We got room for good people here,” and I love that.

John Spong: If you don’t suck, you’re invited.

Nathaniel Rateliff: Yeah. If you suck, you’ll certainly be asked to leave.

John Spong: By someone who means it.

Nathaniel Rateliff: Yeah, exactly.

John Spong: What does his friendship mean to you, and what have you learned from Willie? What does Willie mean to you?

Nathaniel Rateliff: I mean, to be onstage with Willie was such a big thing for me in the beginning just because thinking back to my dad, who I lost almost thirty years ago now, how much he loved music, that he would’ve just never believed that his son is onstage with Willie Nelson and his family, and the people that come along in that family. So, it’s a real honor for me, but then at the same time, I feel it’s my part or my responsibility, and Lukas’s responsibility, to continue to carry this torch and continue to have that sense of community in what we’re doing, in music.

John Spong: We’re always going to have the music, but the idea that you’re paying forward that lesson about collaboration and community and family is monstrous.

Nathaniel Rateliff: Because I think being able to collaborate with people that are your friends like Willie did through his entire career, you just don’t see that enough anymore.

[Willie Nelson singing “A Song for You”]

John Spong (voice-over): Alright, Willie fans. That was the great Nathaniel Rateliff, telling us all about “A Song for You.” A huge thanks to him for coming on the show, a big thanks also to our sponsor, White Claw Hard Seltzer, and a big thanks to you for tuning in. If you dig the show, please subscribe, maybe tell a couple friends, and visit our page at Apple Podcasts and give us some stars. And please also check out our One by Willie playlist at Apple Music.

John Spong (voice-over): Oh, and be sure to tune back in next week to hear legendary Muscle Shoals session player David Hood—that’s right, the bassist from the Swampers—talk about “(How Will I Know) I’m Falling in Love Again,” a song off an album that not everybody remembers the Swampers even played on, Willie’s 1974 masterpiece, Phases and Stages. See y’all next week.