Grace of My Heart

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This article is about the film. For the song, see Grace of My Heart (song).
Grace of My Heart (film)
Theatrical poster
Directed by Allison Anders
Produced by Ruth Charny
Daniel Hassid
Martin Scorsese
Written by Allison Anders
Starring Illeana Douglas
Matt Dillon
Eric Stoltz
and John Turturro
Music by Larry Klein
Cinematography Jean-Yves Escoffier
Edited by James Y. Kwei
Harvey Rosenstock
Thelma Schoonmaker
Distributed by Gramercy Pictures
Release dates September 13, 1996
Running time 116 min.
Country United States
Language English
Budget $5,000,000 (estimated)
Box office $617,632 (USA)

Grace of My Heart is a 1996 film written and directed by Allison Anders, set in the pop music world, starting off in New York's Brill Building early 1960s era, weaving through the California Sound of the mid '60s and culminating with the adult-contemporary scene of the early 1970s.

The plot follows the personal life and career trajectory of its protagonist, Denise Waverly. The soundtrack features a variety of songs by such artists as Burt Bacharach, Elvis Costello, Joni Mitchell, and Jill Sobule, which replicate the musical style that emerged from the Brill Building, New York's music factory during the heyday of girl groups and "pre-fab" acts like The Monkees.


Edna Buxton (Douglas) is a steel heiress from Chestnut Hill, Philadelphia, who wants to be a singer and enters a local talent contest. She plans to sing "You'll Never Walk Alone," until, backstage, she meets a blues singer named Doris Shelley (Warren) who is belting out "The Blues Ain't Nothin' (But a Woman Cryin' for her Man)." Doris advises Edna to follow her heart, so Edna sings "Hey There" instead and wins the contest. She uses some of her own money to record a demo of her first original song, "In Another World". Record producer Joel Milner (Turturro) likes the demo but says he cannot market a girl singer-songwriter. He becomes her agent, renames her "Denise Waverly" and invents a blue-collar persona for her. Milner also reworks her song for a male doo-wop group, the Stylettes, and the song becomes a hit.

Denise moves to New York and becomes a professional songwriter in the Brill Building. She worries that she will not be able to pen a follow-up to "In Another World," but Milner encourages her to look at the world around her. She meets fellow songwriter Howard Caszatt (Stoltz), and after a difficult first encounter she becomes professionally and romantically involved with him. She also meets Doris, an unsuccessful young singer, and persuades Milner to let Doris and her group audition. Milner likes the group and the song Denise has written, and he renames them the Luminaries.

The group is a success, and disc jockey John Murray (Bruce Davison) credits Denise with "sparking the craze for girl groups." Denise and Howard write a song about the condition of working class black girls in New York City. Denise then suggests that she and Howard should write a wedding-themed song for the Luminaries. Howard refuses, but when Denise reveals that she is pregnant with Howard's child - and is herself an heiress - they get married and have a daughter. However, Howard starts flirting with Cheryl Steed (Patsy Kensit), a newly hired English songwriter.

Joel asks Cheryl and her husband Matthew (Chris Isaak) to write a song for the Luminaries. The result becomes a hit. Howard, annoyed, concedes that Denise's instincts were right. Then Joel asks Denise and Cheryl to collaborate on writing a song for closeted lesbian ingenue singer Kelly Porter (Bridget Fonda). Denise agrees, even though she dislikes Cheryl, but when she arrives home unexpectedly and finds Howard in bed with another woman, she takes her child in a cab to the studio and tells Cheryl what has happened. Cheryl comforts Denise and the two become friends. She learns that she is pregnant with Howard's second baby; Cheryl convinces her to go to an obstetrician, who safely performs an illegal abortion.

Denise throws herself into her work and becomes a highly successful songwriter. Having broken up with Howard, she has a brief but unhappy affair with the married John Murray, which ends when he moves with his family to Chicago.

With the British Invasion, the Brill Building songwriting machine has become obsolete. Milner tells Denise she should not be so sad, because she forced him to take chances he would have never had the courage to tackle alone. He finally allows her to become a singer, and introduces her to Jay Phillips (Matt Dillon), the singer, songwriter and producer of a popular surf-rock group. Denise initially hates Jay's music, but agrees to let him produce her. She writes and sings "God Give Me Strength," and she is delighted when he gives the song a skilful orchestral arrangement. However, the record bombs, and Denise blames herself for making the song too personal. Denise and Jay become a couple and resettle in California at the height of the hippie movement. Cheryl is songwriting in Los Angeles. She and Denise collaborate on songs for a Bubblegum pop TV show called Where the Action Is.

Jay is affectionate but also childlike, reclusive and a heavy drug user, and becomes increasingly paranoid. He disapproves of Denise writing songs for the TV show, insisting that it's beneath her. His bandmates distance themselves from him, leaving him to work alone in his studio. In a fit of paranoia, he accuses Denise of stealing tapes from him, but when it turns out that he threw the tapes over the studio balcony in a fit of irritation and then forgot that he had done so, Denise is distressed. He also takes his and her children to the museum and forgets to bring them home. While Denise is at a club with Doris, Jay, directionless and in despair at his inability to be more responsible, wanders into the ocean and drowns. Numbed by Jay's death, Denise retires with her family to a hippie commune in the mountains above Palm Springs[1] and adopts yet another father-figure in the commune's guru.

Joel Milner visits Denise in the commune and takes her and her children out to dinner. That night, he confronts her with her constant reliance on men for guidance and her failure to take responsibility for her own talent. Denise's suppressed anger spills out, and she screams at Milner that he is a "fucking leech" who exploited her. He agrees with her, and the more he agrees with her the angrier she becomes, until he deliberately provokes her by throwing his drink into her face. She strikes him and then collapses in tears, grieving for Jay. Milner consoles her and the two are reconciled.

In the closing sequence, Denise is seen confidently recording and producing her first solo album Grace of My Heart with her extended family and friends in attendance.


Closing credits[edit]

Over the credits, Burt Bacharach and Elvis Costello are shown singing and playing their own fully orchestrated version of their co-penned work "God Give Me Strength", which received far greater hit status in the real world than it did in the movie. As a result, over the ensuing two years, Burt Bacharach and Elvis Costello expanded their collaboration to include an entire album Painted from Memory, which was itself covered to great success by jazz guitarist Bill Frisell.

Released in 1999 on Decca Records, The Sweetest Punch consisted of jazz arrangements of the Painted From Memory songs done by Frisell and his studio group, featured vocals by Costello on two songs, and jazz singer Cassandra Wilson on two songs, one of which is a duet employing both.


Though actress Illeana Douglas apparently sings throughout the movie, her singing is always dubbed by singer Kristen Vigard, notable for being the very first girl to portray Annie in the 1976 workshop production before going to Broadway the following year.

In the beginning of the film, her character Edna/Denise performs a version of "Hey There," which was originally heard in the musical The Pajama Game, and was later popularized by singers such as Rosemary Clooney. Another of Denise's big musical moments occurs when she goes into the studio to lay down vocal tracks for "God Give Me Strength," an expensively produced single that fails to generate much excitement on the charts, thus alluding to Spector's recording of "River Deep, Mountain High" for Tina Turner (written by Spector, Greenwich and Barry). Singer Elvis Costello, who co-wrote "God Give Me Strength" (with Burt Bacharach) for the film, also wrote "Unwanted Number," which, in the movie, is crafted by Denise and Cazsatt as a tune for The Luminaries. The song causes a scandal because it tells a sympathetic story of an unmarried pregnant preteenager — bold for the early '60s, though comparable to similarly groundbreaking real-life songs of the era such as "He Hit Me (It Felt Like A Kiss)" about Little Eva, the Goffin-King's babysitter who was being regularly beaten by her boyfriend at the time.

Soundtrack CD[edit]


Although Grace of My Heart is chock full of musical sequences, the selections were pared down for the soundtrack CD. For instance, the fictional Luminaries, dubbed by girl group For Real, perform a half dozen tunes onscreen but are limited to three selections on the CD: Born to Love That Boy, I Do, and Unwanted Number. Likewise, the Williams Brothers, nephews of Andy Williams perform two songs in the film, Heartbreak Kid and Love Doesn't Ever Fail Us, but only the latter song appears on the soundtrack disc. Both Kristen Vigard's renditions of Hey There in the form of the contest version and the more polished demo are excluded from the CD, and her In Another World is jettisoned in favor of the fictional Stylettes' rendition (via Portrait). Vigard's performance of God Give Me Strength is also not on the soundtrack; instead the Elvis Costello/Burt Bacharach performance appears.


Also on the CD, Jill Sobule sings the countrified waltz "Truth Is You Lied," complete with easy listening-style background chorus reminiscent of The Anita Kerr Singers.

Joni Mitchell[edit]

"Man From Mars" was written by Joni Mitchell, and the song appears on the CD with Kristen Vigard singing the vocal from the film (dubbing Illeana Douglas's performance). A version of the song which featured Joni Mitchell's vocal, with the same music, was on the initial pressing of roughly 40,000 soundtrack CD copies. This CD version was recalled and the soundtrack was re-released one week later with Kristen Vigard's vocal, as heard in the movie.[2] Mitchell later re-recorded the song with different-styled music for her 1998 album Taming the Tiger. The Mitchell version of "Man from Mars" from Grace of My Heart is very hard to come by.

The soundtrack was produced by Larry Klein, who had been Joni Mitchell's husband and producer for years but had divorced her prior to the making of this soundtrack. He contributed to the writing of several songs on the soundtrack and appears briefly several times in the movie as a recording engineer.

Additional credits[edit]

Martin Scorsese is listed in the credits as Grace of My Heart's executive producer, and the film was co-edited by Thelma Schoonmaker, who won Academy Awards for her work on Scorsese's Raging Bull, The Aviator, and The Departed. Francois Sequin is the production designer, and the costumes are by Susan Bertram. The cast is rounded out by Lynne Adams, Peter Fonda, Chris Isaak, Lucinda Jenney, Patsy Kensit, Christina Pickles and Richard Schiff.


The film was released in the fall of 1996, just ahead of Oscar winning actor Tom Hanks' directorial debut That Thing You Do!, which likewise covered the early to mid-1960s pop music scene and featured original, retro-styled songs on the soundtrack.

Grace of My Heart was Anders's fourth feature film, and followed her Border Radio (1987), Gas Food Lodging (1992), and Mi Vida Loca (1993).


External links[edit]