Paul Williams (songwriter)

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Paul Williams
Williams at GalaxyCon Raleigh in 2022
Williams at GalaxyCon Raleigh in 2022
Background information
Birth namePaul Hamilton Williams Jr.
Born (1940-09-19) September 19, 1940 (age 83)
Omaha, Nebraska, U.S.
OriginLos Angeles, California, U.S.
  • Musician
  • songwriter
  • actor
  • writer
Years active1964–present
LabelsA&M, Reprise, Portrait

Paul Hamilton Williams Jr.[1] (born September 19, 1940)[1][2] is an American composer, singer, songwriter, and actor. He is known for writing and co-writing popular songs performed by a number of acts in the 1970s, including Three Dog Night's "An Old Fashioned Love Song" and "Out in the Country", Helen Reddy's "You and Me Against the World", Biff Rose's "Fill Your Heart", and the Carpenters' "We've Only Just Begun" and "Rainy Days and Mondays". He also wrote "Cried Like a Baby" for teen idol Bobby Sherman.

Williams is also known for writing the score and lyrics for Bugsy Malone (1976) and his musical contributions to other films, including the Oscar-nominated song "Rainbow Connection" from The Muppet Movie, and writing the lyrics to the #1 chart-topping song "Evergreen", the love theme from the Barbra Streisand film A Star Is Born, for which he won a Grammy for Song of the Year and an Academy Award for Best Original Song. He wrote the lyrics to the opening theme for the television show The Love Boat, with music previously composed by Charles Fox, which was originally sung by Jack Jones and, later, by Dionne Warwick.[3]

Williams had a variety of high-profile acting roles, such as Little Enos Burdette in the action-comedy Smokey and the Bandit (1977) and the villainous Swan in Brian De Palma's Phantom of the Paradise (1974),[4] which Williams also co-scored, receiving an Oscar nomination in the process.[5] Since 2009, Williams has been the president and chairman of the American songwriting society ASCAP.

Early life[edit]

Williams was born in Omaha, Nebraska,[6] the son of Paul Hamilton Williams, an architectural engineer, and his wife, Bertha Mae (née Burnside), a homemaker.[1]

One of his brothers was John J. Williams, a NASA rocket scientist, who participated in the Mercury and Apollo programs and was awarded the NASA Distinguished Service Medal, their highest honor, in 1969.[7] His other brother was Mentor Williams, a songwriter as well who wrote Dobie Gray's 1973 hit "Drift Away".[8]

Musical career[edit]

Williams performing in 1974

Williams began his professional songwriting career with Biff Rose in Los Angeles.[9] The two men first met while working together on a television comedy show.[9] Together, they wrote the song "Fill Your Heart"[9] which was recorded by Rose on his first album, The Thorn in Mrs. Rose's Side (1968). Tiny Tim covered it as the B-side of his hit "Tiptoe Through the Tulips" (1968).[9] David Bowie recorded a version of the song[9] on his album Hunky Dory (1971). Rose and Williams wrote "I'll Walk Away" (recorded by Rose on his third, eponymous album). Rose was instrumental in getting Williams his break with A&M Records which resulted in Williams working with songwriter Roger Nichols. Williams and Nichols were responsible for a number of successful pop hits from the 1970s, including several hits for Three Dog Night ("An Old Fashioned Love Song", "The Family of Man" and "Out in the Country"), Helen Reddy ("You and Me Against the World"), and the Carpenters, most notably "Rainy Days and Mondays", "I Won't Last a Day Without You", and "We've Only Just Begun", originally a song for a Crocker National Bank television commercial featuring newlyweds, and which has since become a cover-band standard and de rigueur for weddings throughout North America.[10]

An early collaboration with Roger Nichols, "Someday Man", was covered by the Monkees (a group for which he unsuccessfully auditioned[11]) on a 1969 single, and was the first Monkees' release not published by Screen Gems.[citation needed]

A frequent co-writer of Williams' was musician Kenneth Ascher. Their songs together included "Rainbow Connection", sung by Jim Henson (as Kermit the Frog) in The Muppet Movie (1979).[12]

Williams worked on the music for a number of films, including writing and singing on Phantom of the Paradise (1974) in which he starred and earned an Oscar nomination for the music, and Bugsy Malone (1976). Williams wrote and sang the song "Where Do I Go from Here", which was used in the end credits of the film Thunderbolt and Lightfoot. He contributed lyrics to the Cinderella Liberty song "You're So Nice to Be Around" with music by John Williams, and it earned them an Oscar nomination. Along with Ascher and Rupert Holmes, he wrote the music and lyrics to A Star Is Born (also 1976), with Barbra Streisand and Kris Kristofferson. The love ballad, "Evergreen", (lyrics by Paul Williams, melody by Barbra Streisand) won the Academy Award for Best Original Song and a Grammy for Song of the Year. He has been nominated on other occasions for an Academy Award[13] and several Golden Globe Awards.[14]

In 1987 he wrote the songs performed by Dustin Hoffman and Warren Beatty in the film Ishtar.[15]

He wrote the music for a musical production of Happy Days that debuted in 2007 and made a cameo appearance as an animated version of himself singing "Breathe in the Sunshine" in a 1998 episode of the animated series Dexter's Laboratory.[16] He wrote and sang "What Would They Say", the theme song from the made-for-television film The Boy in the Plastic Bubble (1976).[17]

Williams wrote music and lyrics of "Silence is Our Song" for Richard Barone's 2010 album Glow[18] and collaborated with Scissor Sisters on their second album, Ta-Dah.[19]

In March 2012, it was announced that Williams had "written a couple of tunes" on Random Access Memories, the album of French electronic duo Daft Punk.[20] He co-wrote and sang vocals on "Touch" and co-wrote "Beyond". Williams and Nile Rodgers were the only featured artists to speak on behalf of Daft Punk at the 2014 Grammy Awards upon their receipt of the Album of the Year award for Random Access Memories. Williams told an anecdote about his work with Daft Punk: "Back when I was drinking, I would imagine things that weren't there and I'd get frightened. Then I got sober and two robots called and asked me to make an album." He communicated a "message from the robots" to the audience: "As elegant and as classy as the Grammy has ever been is the moment when we saw those wonderful marriages and 'Same Love' is fantastic. It is the height of fairness and love and the power of love for all people at any time in any combination is what [Daft Punk] wanted me to say. Captain Kirk uses the Enterprise. [Daft Punk] sail on a ship called Generosity. They are generous in spirit ... This is a labor of love and we are all so grateful."[21]

Williams is a member of the Songwriters Hall of Fame,[22] and his songs have been performed by both pop and country music artists. In April 2009, Williams was elected president and Chairman of the American Society of Composers, Authors and Publishers (ASCAP).[23]

In September 2015, Williams, along with bass player Kasim Sulton, led a global virtual songwriting collaboration at[24] The mission was to write the first crowd-sourced anthem to be performed at's concert and rally on The National Mall on October 4, 2015, headlined by Steven Tyler, Sheryl Crow and Joe Walsh among others.[25] The theme of the song was "Celebrate Recovery" and the goal was to reduce the stigma associated with addiction. Williams, Sulton and Dr. Mehmet Oz opened the show and led 10,000 people in a singalong of "Voice of Change" at the base of the Washington Monument.[26] Sulton led a singalong of the song on The Dr. Oz Show which went viral.[27]

Film and television career[edit]

Although predominantly known for his music, Williams has appeared in films and many television guest spots, such as the Faustian record producer Swan in Brian DePalma's film Phantom of the Paradise (1974)—a rock and roll adaptation of The Phantom of the Opera, Faust, and The Picture of Dorian Gray, for which Williams wrote the songs[28]—and as Virgil, the genius orangutan in Battle for the Planet of the Apes (1973).[29]

On February 9, 1973, Williams made a joke appearance on The Tonight Show Starring Johnny Carson in which he sang a song in full make-up as Virgil.[30] He played Migelito Loveless, Jr. in The Wild Wild West Revisited (1979), a reunion film featuring the original cast of the television series The Wild Wild West. He played himself, singing a song to Felix Unger's daughter Edna, on the television series The Odd Couple in 1974. He made his film debut as Gunther Fry in the satire The Loved One (1965).[17]

After appearing on The Muppet Show in 1976, Williams worked closely with Jim Henson's Henson Productions on The Muppet Movie, working on the soundtrack and appearing in a cameo part as the piano player in the nightclub where Kermit meets Fozzie Bear. He was also the lyricist for Emmet Otter's Jug-Band Christmas.[31]

Williams was hired by TV producers Paul Junger Witt and Tony Thomas to write title tracks for two of their ABC comedies, It Takes Two (1982–1983), on which he sang a duet with Crystal Gayle, and Condo (1983), in which Williams' theme was sung by Drake Frye. Williams composed and performed the theme to the McLean Stevenson sitcom The McLean Stevenson Show in 1976.[32]

Williams composed, and sang "Flying Dreams" for the animated film The Secret of NIMH.[33]

Williams has appeared in many minor roles. He provided the voice of the Penguin in Batman: The Animated Series. He appeared on an episode of Walker, Texas Ranger as a radio DJ covering a modern-day Bonnie and Clyde. He appeared in 2008 in an episode of Nickelodeon's children's show Yo Gabba Gabba! entitled "Weather", where he performed "Rainbow Connection". He has also appeared on Cartoon Network's Dexter's Laboratory[34] where he played Professor Williams[35] in an episode entitled "Just An Old Fashioned Lab Song".

He made numerous television appearances in the 1970s and 1980s, including on The Odd Couple, Hawaii Five-O, Match Game '79, Hollywood Squares, The Love Boat, Police Woman, Fantasy Island, The Hardy Boys, The Fall Guy, The Flip Wilson Special, Gimme A Break, and The Gong Show. He has also guest-starred in the Babylon 5 episode "Acts of Sacrifice" (Season 2 Episode 12) as Taq, the aide to Correlilmurzon, an alien ambassador whose species finalizes treaties and agreements by having sex with the other signees.[36]

In October 1980, Williams was host of the Mickey Mouse Club 25th Anniversary Special on NBC-TV. He stated that he tried out for the show in early 1955 and was turned down. He was a frequent guest and performer on The Tonight Show Starring Johnny Carson. He appears as the man making the phone call at the beginning of the music video for Hank Williams Jr.'s song "All My Rowdy Friends Are Coming Over Tonight". In 2014, he appeared on Community[37] as an illegal textbook dealer who declines to purchase a batch of misprinted chemistry textbooks.[38] Williams appeared in the 2017 film Baby Driver as the Butcher, an arms dealer.[39][40]

He portrayed the character of Little Enos Burdette in Smokey and the Bandit (1977), Smokey and the Bandit II (1980), and Smokey and the Bandit Part 3 (1983). He has a recurring role as a former lawyer and information source in 2018's season 2 and 2019's season 3 of Goliath.[41]

Personal life[edit]

Williams has been married three times. He has two children, Sarah and Cole Williams (born 1981),[42] from his first marriage (1971) to Kate Clinton.[citation needed] In 1993 he married Hilda Keenan Wynn,[43] daughter of actor Keenan Wynn. His third wife is writer Mariana Williams.[44]

An experienced skydiver, Williams completed over 100 jumps in the 1970s.[45]

In September 2011, director Stephen Kessler's documentary Paul Williams Still Alive premiered at the Toronto International Film Festival.[46]

Williams struggled with alcohol and substance abuse during the 1970s and 1980s.[17] Sober since 1990, Williams has been active in the field of recovery from addictions and became a Certified Drug Rehabilitation Counselor[41] through UCLA. In 2014, he co-authored Gratitude and Trust: Recovery is Not Just for Addicts, with Tracey Jackson.[47]



Song Most Famously Covered By Year Composed By Latest CD / Digital Release
An Old Fashioned Love Song Three Dog Night 1971 Paul Williams (songwriter) Harmony / Geffen Records / 2013
Bitter Honey Jackie DeShannon 1968 Paul Williams (songwriter), Roger Nichols (songwriter) Laurel Canyon / Capitol Records / 2005
Do You Really Have A Heart Dobie Gray 1969 Paul Williams (songwriter) Drift Away: A Decade Of Dobie 1969-1979 / Hip-O Select / 2004
Evergreen (Love Theme from A Star Is Born) Barbra Streisand 1976 Paul Williams (songwriter), Barbra Streisand A Star Is Born (1976 soundtrack) / Columbia / 2002
Everything Barbra Streisand 1976 Paul Williams (songwriter), Rupert Holmes A Star Is Born (1976 soundtrack) / Columbia / 2002
Gone Forever Sergio Mendes & Brasil '77 1971 Paul Williams (songwriter) Pais Tropical / A&M Records / 2008
Hellacious Acres Kris Kristofferson 1976 Paul Williams (songwriter), Kenny Ascher A Star Is Born (1976 soundtrack) / Columbia / 2002
I Fell The Four King Cousins 1968 Paul Williams (songwriter), Roger Nichols (songwriter) Introducing... / Capitol / 2021
I Kept On Loving You Heaven Bound With Tony Scotti 1972 Paul Williams (songwriter), Roger Nichols (songwriter) Breaking Up Is Hard To Do / Vivid Sound / 2000
I Know You Sergio Mendes & Brasil '77 1971 Paul Williams (songwriter), Roger Nichols (songwriter) Pais Tropical / A&M Records / 2008
I Never Had It So Good Kris Kristofferson & Rita Coolidge 1973 Paul Williams (songwriter), Roger Nichols (songwriter) Full Moon / Real Gone Music / 2017
It's Hard To Say Goodbye Claudine Longet 1968 Paul Williams (songwriter), Roger Nichols (songwriter) Love Is Blue / A&M Records / 2014
I Won't Last a Day Without You Carpenters 1972 Paul Williams (songwriter) A Song For You / A&M Records / 2016
Laugh The Neighborhood 1970 Paul Williams (songwriter), Jack Conrad Debut / Big Treet / ????
Let Me Be the One (Carpenters song) Anne Murray 1971 Paul Williams (songwriter), Roger Nichols (songwriter) Talk It Over In The Morning / EMI / 1998
Let's Ride The Montanas 1969 Paul Williams (songwriter), Roger Nichols (songwriter) The Complete Studio Sessions / BGO / 2022
Love Dance George Benson 1980 Paul Williams (songwriter) Give Me The Night / Warner Bros. / 2015
Mornin' I'll Be Movin' On The Match[disambiguation needed] 1969 Paul Williams (songwriter), Roger Nichols (songwriter) A New Light / Sony / 2012
Only Me First Edition[disambiguation needed] 1968 Paul Williams (songwriter), Roger Nichols (songwriter) The First Edition's 2nd / Universal Music / 2014
Out in the Country Three Dog Night 1970 Paul Williams (songwriter), Roger Nichols (songwriter) It Ain't Easy / Geffen Records / 2013
Perfect Love Gladys Knight & The Pips 1973 Paul Williams (songwriter) Imagination / Sony / 2013
Rainbow Connection Jim Henson as Kermit the Frog 1979 Paul Williams (songwriter), Kenny Ascher The Muppet Movie / Walt Disney Records / 2013
Rainy Days and Mondays Carpenters 1971 Paul Williams (songwriter), Roger Nichols (songwriter) Carpenters / A&M Records / 2016
She's Too Good For Me The Five Americans 1969 Paul Williams (songwriter), Roger Nichols (songwriter) The Best Of The Five Americans / Sundazed Music / 2003
So Many People Chase 1972 Paul Williams (songwriter), Roger Nichols (songwriter) Ennea / Epic / 2012
Somebody Waiting Eydie Gormé 1971 Paul Williams (songwriter), Roger Nichols (songwriter) It Was A Good Time / GL Music / 2005
Someday Man The Monkees 1969 Paul Williams (songwriter), Roger Nichols (songwriter) Instand Replay / Rhino / 2011
Talk It Over in the Morning (song) Anne Murray 1971 Paul Williams (songwriter), Roger Nichols (songwriter) Talk It Over In The Morning / EMI / 1998
The Drifter Heidi Brühl 1969 Paul Williams (songwriter), Roger Nichols (songwriter) Heidi Brühl International / Universal / 2022
The Family of Man (Three Dog Night song) Three Dog Night 1971 Paul Williams (songwriter), Jack Conrad Harmony / Geffen Records / 2013
The Time Has Come C/F Schott 1970 Paul Williams (songwriter), Roger Nichols (songwriter) Schott! / ???? / ????
The Woman In The Moon Barbra Streisand 1976 Paul Williams (songwriter), Kenny Ascher A Star Is Born (1976 soundtrack) / Columbia / 2002
Time The Match 1969 Paul Williams (songwriter), Roger Nichols (songwriter) A New Light / Sony / 2012
To Put Up With You The Sandpipers 1968 Paul Williams (songwriter), Roger Nichols (songwriter) Softly / A&M Records / 2012
Trust Peppermint Trolley Company 1968 Paul Williams (songwriter), Roger Nichols (songwriter) Beautiful Sun / Now Sounds / 2009
Watch Closely Now Barbra Streisand, Kris Kristofferson 1976 Paul Williams (songwriter), Kenny Ascher A Star Is Born (1976 soundtrack) / Columbia / 2002
We've Only Just Begun Carpenters 1970 Paul Williams (songwriter), Roger Nichols (songwriter) Close To You / A&M Records / 2016
When Love Is Near The Original Caste 1969 Paul Williams (songwriter), Roger Nichols (songwriter) Tartaglian Theorem / Capitol Records / 2012
You and Me Against the World (song) Helen Reddy 1974 Paul Williams (songwriter), Kenny Ascher Love Song for Jeffrey / Capitol Records / 2004

Notable Hits[edit]




  • Bugsy Malone (1997)
  • Happy Days (2007)
  • Emmet Otter's Jug-Band Christmas (2008)

Notable songs written for film soundtracks[edit]



Year Title Label US Chart[57] AUS Charts[58]
196? Words and Music by Paul Williams Big Seven Music Corp. -
1970 Someday Man Reprise -
1971 Just an Old Fashioned Love Song A&M 141 22
1972 Life Goes On A&M 159 -
1974 Here Comes Inspiration A&M 165 -
1974 A Little Bit of Love A&M 95 -
1975 Ordinary Fool A&M 146 -
1979 A Little on the Windy Side Portrait 90
1981 ...And Crazy for Loving You PalD -
1997 Back to Love Again Pioneer -
2005 I'm Going Back There Someday AIX -


Year Title Label AUS Charts[58] Notes
1974 Phantom of the Paradise A&M 94
1976 Bugsy Malone Polydor
1976 A Star Is Born Columbia Motion Picture Soundtrack; with Kenny Ascher
1977 One on One: Original Motion Picture Soundtrack Warner Bros. Lyrics by Williams, music by Charles Fox; performed by Seals and Crofts
1979 The Muppet Movie: Original Soundtrack Recording Atlantic By Williams and Kenny Ascher
1982 The Secret of NIMH: Original Motion Picture Soundtrack MCA Williams performs the song "Flying Dreams"
1987 Ishtar Lyrics by Williams
1992 The Muppet Christmas Carol Walt Disney Records


Year Title Label Chart Notes
1974 The Best of Paul Williams A&M
1977 Classics A&M 155
1988 Paul Williams Pickwick
2004 Evergreens: The Best of the A&M Years Hip-O Select

Other releases[edit]



Year Title Role Notes
1965 The Loved One Gunther Fry credited as Paul H. Williams
1966 The Chase Seymour
1970 Watermelon Man Employment Office Clerk credited as Paul H. Williams
1973 Battle for the Planet of the Apes Virgil
1974 Phantom of the Paradise Swan
1977 Smokey and the Bandit Enos "Little Enos" Burdette
1977 Race for Your Life, Charlie Brown Songs (uncredited)
1978 The Cheap Detective Boy
1979 The Muppet Movie El Sleezo Pianist
1979 Stone Cold Dead Julius Kurtz
1980 Smokey and the Bandit II Enos "Little Enos" Burdette
1982 The Secret of NIMH The Balladeer Voice, uncredited
1983 Smokey and the Bandit Part 3 Enos "Little Enos" Burdette
1984 The Night They Saved Christmas Ed
1989 Old Gringo Cinematographer
1990 Solar Crisis Freddy the Bomb Voice
1991 The Doors Warhol PR
1994 Police Rescue Paul Skelton
1994 A Million to Juan Jenkins
1995 Headless Body in Topless Bar Carl Levin
2002 The Rules of Attraction Duty Doctor
2004 The Princess Diaries 2: Royal Engagement Lord Harmony
2007 Georgia Rule Mr. Wells
2010 Valentine's Day Romeo Midnight Voice
2011 Paul Williams Still Alive Himself
2012 The Ghastly Love of Johnny X Cousin Quilty
2017 Baby Driver "The Butcher"
2020 Superman: Red Son Brainiac Voice[59]


List of live-action performances on television
Year Title Role Notes
1970–1982 The Tonight Show Starring Johnny Carson Himself; Virgil
1973–1975 The Midnight Special Host
1974 The Odd Couple Himself
1974 Baretta Sandy
1975 When Things Were Rotten Guy de Maupassant
1976 Good Heavens Henry Clyde
1976 The McLean Stevenson Show Himself
1976 The Muppet Show Himself Episode 108
Also voiced two Muppet likenesses of himself
1977 The Hardy Boys/Nancy Drew Mysteries Allison Troy
1977 Police Woman Willy Jaques
1977 The Brady Bunch Hour Himself
1977 The Donny & Marie Show Himself
1977 The Captain and Tennille Show Himself
1978–1982 The Love Boat Various
1979 Hawaii Five-O Tim Powers / Stringer
1979 The Mary Tyler Moore Hour Himself
1979 The Wild Wild West Revisited Dr. Miguelito Loveless, Jr. Television film
1979–1980 Match Game Himself
1980–1982 Fantasy Island Various
1981 B. J. and the Bear Dante Defoe
1981–1982 The Fall Guy Various
1982 Rooster Rooster Steele Television film
1985 Silver Spoons Al Butler
1984 The Night They Saved Christmas Ed Television film
1987 Frog Gus Television film
1987 Gimme a Break! Captain Jerk
1989 227 Stan Episode: "Play It Again, Stan"
1988 The Munsters Today Skinner
1990 The Trials of Rosie O'Neill Sven Ingerson
1991 She-Wolf of London Harvey the Troll
1993 Hart to Hart Returns Duke
1994 Hart to Hart: Old Friends Never Die Duke
1994 Picket Fences Benjamin Weedon
1995 Babylon 5 Taq Episode: "Acts of Sacrifice"
1995 Walker, Texas Ranger Tumbleweed Tom
1996 Boston Common Father Rooney
1997 Perversions of Science Dr. Mueller
1997 Honey, I Shrunk the Kids: The TV Show Mahoney the Giant
1998 The Bold and the Beautiful Bailey Masterson
2000 Star Trek: Voyager Koru
2008 A Muppets Christmas: Letters to Santa The Head Elf
2008 Yo Gabba Gabba! Performer
2011 Late Night with Jimmy Fallon Himself
2012 The View Himself
2013–2017 Fast N' Loud Himself
2014 Community Britta's Contact Episode: "VCR Maintenance and Educational Publishing"
2018–2019 Goliath James "JT" Reginald III[60]
List of voice performances on television
Year Title Role Notes
1985 My Little Pony: Escape from Catrina Rep Television special
1991 The Last Halloween Gleep TV short[59]
Timeless Tales from Hallmark Frogbrauten Episode: "The Steadfast Tin Soldier"
1992 Fish Police Episode: "No Way to Treat a Fillet-dy"
1992–1994 Batman: The Animated Series Oswald Cobblepot / Penguin 7 episodes[59]
1992–1993 The Pirates of Dark Water Garen 13 episodes
1993 The Legend of Prince Valiant Grafton Commander / Brother John 2 episodes
The Town Santa Forgot Pomp the Elf Christmas television special
1994–1995 Phantom 2040 Mr. Cairo 13 episodes[59]
1995 Aaahh!!! Real Monsters Izzith Episode: "Where Have All the Monsters Gone?"
The Tick Mother of Invention Episode: "Leonardo da Vinci and His Fightin' Genius Time Commandos!"
Captain Planet and the Planeteers Kujo Episode: "Five Ring Panda-Monium"
1998 The New Batman Adventures Oswald Cobblepot / Penguin 4 episodes[59]
Dexter's Laboratory Professor Williams Episode: "Just an Old Fashioned Lab Song"
Superman: The Animated Series Oswald Cobblepot / Penguin Episode: "Knight Time"[59]
2015 Adventure Time The Hierophant 3 episodes[59]
2016–2018 Future-Worm! Future Danny 2 episodes
2019 Twelve Forever Captain Elmer Episode: "Stranger Forever"[59]


"Rainbow Connection" was inducted into the National Recording Registry in 2020.[61]


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External links[edit]