...And Then There Were Three...

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...And Then There Were Three...
Genesis - And Then There Were Three.jpg
Studio album by Genesis
Released March 1978
Recorded September–October 1977
Studio Relight Studios
(Hilvarenbeek, Netherlands)
Length 53:27
Label Charisma
Genesis chronology
Seconds Out
...And Then There Were Three...
Singles from ...And Then There Were Three...
  1. "Follow You Follow Me"
    Released: 24 February 1978
  2. "Many Too Many"
    Released: 23 June 1978
  3. "Go West Young Man (Deep In the Motherlode)"
    Released: September 1978

...And Then There Were Three... (stylised as ...and then there were three...) is the ninth studio album by the English rock band Genesis. It was released in March 1978 by Charisma Records and is their first recorded as a trio of singer / drummer Phil Collins, keyboardist Tony Banks, and bassist / guitarist Mike Rutherford following the departure of guitarist Steve Hackett. The album marked a change in the band's sound, mixing elements of their progressive rock roots with more radio-oriented and commercially accessible music, and Collins contributing to more of the group's songwriting.

The album reached number 3 on the UK Albums Chart and number 14 on the US Billboard 200. Three singles were released from the album; the lead single "Follow You Follow Me" became their highest charting since their formation with a peak of number 7 in the UK and number 23 in the US. The album was certified platinum by the Recording Industry Association of America (RIAA) in 1988 for selling one million copies in the US. To further promote it, Genesis toured worldwide with their new live guitarist Daryl Stuermer. The album was remastered in 2007 as part of the Genesis 1976–1982 box set.



In July 1977, the Genesis line-up of singer and drummer Phil Collins, keyboardist Tony Banks, bassist Mike Rutherford, guitarist Steve Hackett, and touring drummer Chester Thompson completed their tour in support of their eighth studio album, Wind & Wuthering. The band proceeded to edit and mix their second live album, Seconds Out, in August 1977, during which time Hackett left the band as he wished to pursue a solo career.[1] He had enjoyed producing his first solo album Voyage of the Acolyte, and felt his desire to work on a solo career had outgrown his need to work as a member of the band. He was also frustrated at making musical compromises and had felt that after the group had played Madison Square Garden, that Genesis had run out of things to do.[2] News of Hackett's departure was not made public until Collins, Banks, and Rutherford were promoting Seconds Out and they had finished recording and were mixing ...And Then There Were Three..., on 8 October 1977.[3] The trio were confident they could carry on, as they had formed the backbone of several Genesis classics, including the "Apocalypse in 9/8" section of "Supper's Ready", the instrumental part of "The Cinema Show" and the basics of A Trick of the Tail (written while Hackett was working on his first solo album).[4]

Writing and recording[edit]

The album was produced by David Hentschel.

In September 1977, the remaining three members returned to Relight Studios in Hilvarenbeek, Netherlands to write and record their new album, the same as Wind & Wuthering.[5][6][7] The group wished to record in a new location, but they could not find a studio that fitted their needs and did not wish to travel too far from England. Rutherford wished to remain in London, but noted recording abroad was their "one tax concession".[6] Joining the group was audio engineer and co-producer David Hentschel who had worked on the band's past two albums. Genesis also shared production duties and are credited on the album's sleeve.[5] According to Rutherford, the material was put down in two weeks.[6] The band considered auditioning new guitarists or utilising a studio guitarist for the album, but Rutherford felt confident enough in his skills to take on the lead guitar parts himself, feeling he would enjoy the challenge of doing so.[6][4] Banks noticed recording as a three-member band was an easier and more pleasurable experience than before as each member had their clearly defined role, which reduced the risk of personnel clashes along the way.[1][7] Rutherford became aware that with three members, the basic tracks came across as sparse and not so easy to understand until the overdubs were recorded on top of them.[6] Following the recording, the group mixed the album at Trident Studios in London.[5]

The album marked a change in the band's sound, moving from their progressive rock roots towards more shorter, concise songs.[1] The motivation for this was to be able to put more musical ideas on an album, and to act as a response to the Punk / New Wave scene, where short and concise songs were standard.[4] This decision made Collins realise it gave off the impression that the band were aiming to become "a singles band", but maintained the material remained "fundamentally the same".[8] Rutherford in particular wanted to forge his own style and not copy Hackett's distinctive guitar tones, so the album was more dominated by Banks' keyboards, with sparser and simpler guitar parts.[9]

Banks and Rutherford remained the more dominant songwriters with four and three songs written by them respectively, one from Banks and Collins, and three tracks written by all three members. The album marked the start of Collins contributing more to the song writing; previously he had been more of an arranger.[10] Rutherford noted "Many Too Many" and "Follow You Follow Me" were successful because they sound like the band were not trying so hard to come up with strong material.[11] The majority of the album was formed of pre-written songs, not ones developed from jams and improvisations.[7] Collins later thought the album lacked "rich, jazzy pieces" like "Los Endos" from A Trick of the Tail with its merge of rhythm and melody,[8] but could not contribute such ideas as it was difficult to play the drums in his flat in Ealing with his wife and two children.[12][13] The group were still a band growing in popularity in the United States and were aware that a hit single was missing from their repertoire, and Banks said the band were not as good at coming up with that kind of material.[1] The original album track order swapped "Undertow" with "Many Too Many" and "Scenes from a Night's Dream", before it was changed as the band felt it flowed better.[6]


"Down and Out", one of the three tracks written collectively, was written during the band's rehearsals. Thompson found its more complex time signature difficult to reproduce on stage at first as Collins could not explain the riff and rhythm which Rutherford noted merely "added to the confusion".[6] The band had originally planned to develop and arrange Banks's song "Undertow" further, but its basic track of guitar, drums and piano, coupled with its simple chorus, was strong enough to keep as it was. Banks plays a Yamaha electric grand piano on the track which also incorporates voice loops made by the band that were kept "low-key and subtle" in the final mix.[6] Banks had written a two-minute introduction to the song, but recalled disagreement from the other members as there were enough keyboard parts on the album. The section was reworked and used as a part of "From the Undertow", a track on Banks's first solo album A Curious Feeling (1979).[14] The lyrics to "Ballad of Big" were written by Collins. The introduction contains a wobbly guitar effect created by Rutherford whereby he rubbed his guitar strings with pieces of metal, giving it a "slightly Eastern strain". The end of the track has Banks and himself duelling between the Yamaha electric piano and his Roland guitar synthesiser.[6] For "Snowbound", Collins originally recorded his drum part at a considerably faster pace before the group decided to slow them down in order to fit the style of the song.[6] While Banks was writing "Burning Rope", he decided to shorten the track rather than stretch its arrangements into an extended piece as he wished to avoid repeating himself and drawing comparisons to his ten-minute "One for the Vine" from Wind & Wuthering.[15] It features a lead guitar solo from Rutherford that he found was a challenge to produce in the wake of Hackett's departure, but was pleased with the final result and called it his best on the album.[6]

The original title to "Deep in the Motherlode" was "Heavy". Rutherford uses a bottleneck slide guitar which he was inexperienced with at first to the point of placing it "on the wrong hand".[6] "Many Too Many" features more lead guitar work from Rutherford, who felt less confident about his playing compared to the months after the album's release and had practised further. Once the basic tracks had been put down, the group were still unsure on how to finish the song and sought more arrangements to complete it, including a string sound Banks played on a Moog synthesiser. At one point, they considered using orchestral instruments for the track but they never tried it.[6] Banks, who penned the song's lyrics, recalled an issue Collins had with singing the word "mama" in the chorus, something which Banks had to reassure him that he could sing it.[15] "Scenes from a Night's Dream" is based on the adventures of the comic strip character Little Nemo. The song developed from a musical idea from Banks who wrote the first draft of its lyrics, but he gave up halfway through as he felt they were unsuitable. The band instead settled on a set of lyrics that Collins offered that brought in a different melody and more harmonies.[6] "Say It's Alright Joe", written by Rutherford and the penultimate track recorded for the album, is a torch song about an alcoholic who goes into a drunken stupor. The guitarist intended the track to be a "piss-take on the Dean Martin 'set 'em up Joe' alcoholic style'", but thought it was not going to work until Banks added his keyboard overdubs and the band started mixing the track, at which point it "came to life".[6] The introduction to "The Lady Lies" was meant to have a "strippers feel to it. Hence the title".[6] Genesis deliberately planned to close the album on a "lighter note" as a contrast to a more heavy track, so they placed "Follow You Follow Me" at the end,[6] the album's only track written during the rehearsal stage and went through numerous guises before the group settled on a three-minute song.[16] Hentschel was dismissive of the song, but prepared an initial mix and presented it to the staff at Atlantic Records, who recognised it as a potential hit single for the band. The song was remixed and included on the album.[15] The lyrics were written by Rutherford, who thought it was the easiest song to write lyrically of his career and spent "about ten minutes" on it.[11]

Sleeve design[edit]

As with their past three studio albums, the album cover and packaging was designed by Storm Thorgerson and Aubrey Powell of Hipgnosis. In a 1998 interview, Thorgerson called the design a "failure", and described the concept being conveyed:

We were trying to tell a story by the traces left by the light trails. It was a torch, a car, and a man with a cigarette. The band was losing members and there were only three of them left. The lyrics of the songs were about comings and goings and we tried to describe this in photographic terms by using time-lapse. So there's a car going off to one side and then the guy gets out of the car, walks over to the front of it, and lights a cigarette. But as he walks he uses a torch and the car he was in leaves. There's a trail left by the car, a trail left by him as he's walking and then he lights a cigarette, which on the cover is where there's a flash of his face.[17]


...And Then There Were Three... was released in the UK in March 1978.[18] Its release in the US on 28 March on Atlantic Records.[19] It reached number 3 on the UK Albums Chart during a 32-week stay on the chart[20] and number 14 on the US Billboard 200. The album continued to sell, and was certified gold by the Recording Industry Association of America on 31 May 1978 for 500,000 copies sold in the US. It reached platinum status on 11 February 1988 for selling one million copies.[19]

Genesis released three singles from ...And Then There Were Three.... The lead single, "Follow You Follow Me", became their most successful since their formation with a peak of number 7 in the UK and number 23 in the US.

Critical reception[edit]

Professional ratings
Review scores
Source Rating
AllMusic 3.5/5 stars[21]
Q 3/5 stars[25]
Robert Christgau D+[22]
Rolling Stone negative[23]
The Rolling Stone Album Guide 4/5 stars[24]

In an April 1978 review for Melody Maker, reporter Chris Welch praised the album as "strong, confident" that is "as good as any they have made in the band's post-Gabriel years". Welch noted the songs have "a sense of purpose" and come with "a remarkably powerful sound", and picked "Ballad of Big" as his favourite track.[26] A review in The Town Talk praised the group for filling the gap Hackett left "confidently" and picks "Down and Out" as claim of their survival. The rest of the album is "a tapestry of imaginary landscapes filled with the struggling mythic heroes that Genesis has learned to depict so well".[27] Gary Mullinax for The Morning News thought the album sounded little different to Wind & Wuthering and noted the dominance of Banks's keyboards over Rutherford's guitars, with "the same dreamy wall-of-sound music with the same high-pitched vocals" from Collins. He concluded that Genesis succeed at points on the album but thought many songs on it fail to go anywhere, "blending into one another like some sort of hip musak".[28]

Charley Walters wrote a review for Sounds and notes despite the exits of Gabriel and Hackett, Genesis have sacrificed "neither direction nor quality". The album, he thought, has "hard, almost omnious" tracks like "Down and Out" and "softer, more melodic" ones like "Say It's Alright Joe", all of which create "a magical, mystical sound that sets them apart from the numerous similar but usually inferior European art-rock ensembles". He names Banks as the one of the trio most responsible for their sound with his "rich" arrangements complimented by Rutherford's restrained guitar work which is "more felt than heard" which worked well to his praise on "Burning Rope". Walters, however, thought Collins's vocals has shortcomings that lacks expansion or breathtaking moments, though is a drummer who can still be melodic.[29] Crawdaddy published a more critical review from Michael Bloom, who somewhat was critical of Banks's weak sounding arrangements and keyboard sounds as they tend to "practically vanish" and "slip through your fingers", but picked out "The Lady Lies" as his strongest contribution both musically and lyrically, comparing the composition and lyrical message to "One for the Vine" on Wind & Wuthering. Bloom declared Rutherford's lead guitar playing as "unbearably clumsy" compared to Hackett but remains a "rare bassist" whose 12-string guitar playing reminded the reviewer of Rutherford on Trespass (1970) and the surrounding period in the band's history. Bloom picked "Deep in the Motherlode" as a strong track, but pointed Collins's singing as "uninformly insipid", and concludes with the album is "less of a disappointment than an interminable frustration".[30]


Genesis toured in support of ...And Then There Were Three.. between April and December 1978, including nearly 100 shows covering Europe, the US and Japan, with only a single UK show at Knebworth Park on 24 June.[31] They needed an additional touring member to cover all the material, but Rutherford only wanted to play lead guitar on the new songs from ...And Then There Were Three... and return to bass and twelve-string for everything else. The successful applicant would need to be able to play bass and cover Hackett's old lead parts.[32]

The group first approached Weather Report's Alphonso Johnson, but he was primarily a bassist and didn't gel with the rest of the band. Johnson suggested instead that they consider jazz-fusion guitarist Daryl Stuermer, who was already a Genesis fan. He tried out an audition in New York, playing bass on "Down and Out" and lead guitar on "Squonk" (from A Trick of the Tail) and was immediately hired.[32]

"Fountain of Salmacis", the closing track from 1971's Nursery Cryme was reintroduced into the live set, so Stuermer could take a song with a distinctive Hackett solo and put his own stamp on it.[33] "Say It's Alright Joe" was performed with Collins in character wearing a raincoat and using Banks' keyboards as a makeshift bar.[13]


A digitally remastered version was released on CD in 1994 on Virgin in Europe and Atlantic in the US and Canada. The booklet on the remaster features the lyrics, although the gatefold picture is missing. A SACD / DVD double disc set (including new 5.1 and Stereo mixes) was released on 2 April 2007. It was released in the US and Canada as part of the Genesis 1976–1982 box set. This includes the album in remixed stereo and surround sound, and related video tracks. The only exception is the track "Say It's Alright Joe", which was not remixed because the band was unable to locate the multitrack recordings.[34]

Track listing[edit]

All songs arranged and performed by Genesis.[5]

Side one
No. Title Writer(s) Length
1. "Down and Out" Phil Collins, Tony Banks, Mike Rutherford 5:25
2. "Undertow" Banks 4:47
3. "Ballad of Big" Collins, Banks, Rutherford 4:47
4. "Snowbound" Rutherford 4:30
5. "Burning Rope" Banks 7:07
Side two
No. Title Writer(s) Length
1. "Deep in the Motherlode" Rutherford 5:14
2. "Many Too Many" Banks 3:30
3. "Scenes from a Night's Dream" Collins, Banks 3:30
4. "Say It's Alright Joe" Rutherford 4:18
5. "The Lady Lies" Banks 6:05
6. "Follow You Follow Me" Rutherford, Banks, Collins 3:59


Genesis recorded two additional songs that were left off the album.[6]

No. Title Writer(s) Length
1. "The Day the Light Went Out" Banks 3:18
2. "Vancouver" Collins, Rutherford 3:01


Credits are adapted from the album's 1978 and 2007 liner notes.[5]



  • Genesis – production
  • David Hentschel – production, engineer
  • Pierre Geofroy Chateau – production assistant
  • Steve Short – mixing assistant
  • Geoff Banks – equipment
  • Andy Mackrill – equipment
  • Dale Newman – equipment
  • Hipgnosis – sleeve design, photographs



  1. ^ a b c d Welch, Chris (22 October 1977). "Three's company". Melody Maker: 55. Retrieved 25 November 2016. 
  2. ^ Bowler & Dray 1992, p. 138.
  3. ^ Unknown (8 October 1977). "Double elpee recorded at this gig, and Hackett leaves Genesis". New Musical Express: 3. Retrieved 25 November 2016. 
  4. ^ a b c Bowler & Dray 1992, p. 143.
  5. ^ a b c d e ...And Then There Were Three... (Media notes). Charisma Records. 1978. CDS 4010. 
  6. ^ a b c d e f g h i j k l m n o p q r Fielder, Hugh (1 April 1978). "Genesis Track By Track". Sounds. pp. 17–18. Retrieved 29 April 2015. 
  7. ^ a b c Bowler & Dray 1992, p. 144.
  8. ^ a b Welch, Chris (19 August 1978). "Genesis hit back". Melody Maker. Retrieved 28 November 2016. 
  9. ^ Bowler & Dray 1992, pp. 144-145.
  10. ^ Unknown (25 February 1978). "Genesis: LP, world tour, book from the survivors". Sounds: 6. Retrieved 25 November 2016. 
  11. ^ a b Rutherford, Mike. Reissues Interview 2007 bonus feature.
  12. ^ Bowler & Dray 1992, p. 146.
  13. ^ a b Bowler & Dray 1992, p. 147.
  14. ^ Janisch, Helmut (30 September 2009). "Tony Banks – Interview". Genesis News. Retrieved 16 December 2017. 
  15. ^ a b c Banks, Tony. Reissues Interview 2007 bonus feature.
  16. ^ Bowler & Dray 1992, p. 148.
  17. ^ Cerio, Steven (1998). "Interview with Storm Thorgerson- Seconds #46 (1998)". Seconds. Retrieved 2 December 2016. 
  18. ^ "British album certifications – Genesis – ...And Then There Were Three..." British Phonographic Industry. Retrieved 25 November 2016.  Enter "And Then There Were Three" in the field 'Keywords'. Select 'Title' in the field 'Search by'. Select 'Album' in the field 'By Format'. Click 'Search'.
  19. ^ a b "American album certifications – Genesis – ...And Then There Were Three..." Recording Industry Association of America. Retrieved 25 November 2016. 
  20. ^ Genesis UK chart history, The Official Charts Company. Retrieved 19 March 2012.
  21. ^ Erlewine, Stephen Thomas (2011). "And Then There Were Three – Genesis | AllMusic". allmusic.com. Retrieved 25 July 2011. 
  22. ^ Christgau, Robert. "Robert Christgau: Album: Genesis: . . . And Then There Were Three . ." robertchristgau.com. Archived from the original on 6 June 2011. Retrieved 25 July 2011. 
  23. ^ Bloom, Michael (10 August 1978). "Genesis: And Then There Were Three : Music Reviews : Rolling Stone". Rolling Stone. Archived from the original on 2 May 2008. Retrieved 8 June 2012. 
  24. ^ Nathan Brackett; Christian David Hoard (2004). The new Rolling Stone album guide. New York: Simon & Schuster. pp. 327–328. ISBN 978-0-7432-0169-8. 
  25. ^ Andy Fyfe Q, May 2007, Issue 250.
  26. ^ Welch, Chris (1 April 1978). "Genesis: tricks and treats". Melody Maker. Retrieved 27 November 2016. 
  27. ^ "Breaking Records – Genesis: ...And Then There Were Three..." The Town Talk. 6 June 1978. p. 35. Retrieved 31 December 2017 – via Newspapers.com. 
  28. ^ Mullinax, Gary (30 April 1978). "Same old Genesis". The Morning News. Wilmington, Delaware. p. 70. Retrieved 31 December 2017 – via Newspapers.com. 
  29. ^ Walters, Charley (22 June 1978). "Longplayers – Genesis Intact after Quick Exits". Cirucs. Retrieved 28 November 2016. 
  30. ^ Bloom, Michael (July 1978). "Genesis' Countdown to Infamy". Crawdaddy. Retrieved 28 November 2016. 
  31. ^ Bowler & Dray 1992, p. 150.
  32. ^ a b Bowler & Dray 1992, p. 151.
  33. ^ Bowler & Dray 1992, p. 152.
  34. ^ Com, Genesis News. "Genesis News Com [it]: Genesis - And Then There Were Three 2007 - SACD + DVD information and review". www.genesis-news.com. 


  • Bowler, Dave; Dray, Bryan (1992). Genesis - A Biography. Sidgwick & Jackson. ISBN 978-0-283-06132-5. 

DVD media

  • Banks, Tony; Collins, Phil; Rutherford, Mike (2 April 2007). Genesis 1976–1982 – ...And Then There Were Three... (DVD). EMI. UPC 081227998738.