Long before super groups became all the rage, Mr. Big was creating the template for all to follow back in the late 80's. Comprised of bassist Billy Sheehan, who was fresh out of stint in David Lee Roth's band, former Racer-X guitarist Paul Gilbert, vocalist Eric Martin and drummer Pat Torpey, their self titled, adrenaline fueled debut album was released back in 1989. With both Sheehan and Gilbert leading their way with their considerable instrumental prowess, Martin's bluesy vocals and Torpey's rock solid foundation, the band had all the necessary ingredients required to scale to the summit of rock superstardom. Their fusion of killer chops and memorable hooks and melodies gave us the notorious barnburners "Addicted To That Rush", "Daddy, Brother, Lover, Little Boy (The Electric Drill Song)" and "Colorado Bulldog". They also demonstrated a flair for crafting chart topping ballads as well with "To Be With You" and "Just Take My Heart". Gilbert left Mr. Big following their fourth album Hey Man in 1996 and while the band continued to release albums with replacement guitarist Richie Kotzen, by the start of the new millennium internal tensions within the band were coming to a head. After their farewell tour in 2002 the members went their separate ways and nothing was heard from the band again for seven years. Then in early 2009 word began to filter out that Mr. Big was planning to reunite with all the original members in order to commemorate the twentieth anniversary of their first album. The reunion tour that year went so well that it led to talk about writing an album of brand new material. What If... produced by Kevin Shirley marks a true return to form of Mr. Big's glory days. Shirley who is known as a no-nonsense producer forced the band to dig down and return to their roots and they responded by knocking out the songs in just a couple of weeks. I recently had a chance to catch up with Billy to get his thoughts on the creative process behind the new disc and how they've come full circle. He also assured me that the members are closer than ever, so here's hoping that translates to even more great, new music in the not too distant future.

Billy: I think you’re right that it does, for a lot of reasons. We made this record very much like we made the first two records. The first two were made very much in a band way, where we’d be together in the same room. After that we started to go off in our different ways and make stuff. I still like the Bump Ahead and Hey Man records, but I think the first two records were much closer to how we intended the whole thing to be in the first place. So when we went in for What…If we very unconsciously wanted to make the record similar in that fashion and we really did it that way. Everybody would get together in a room, we’d come up with the parts, we’d work on it together and we’d blow through it. We were able to do that and we also got lucky because the way Kevin Shirley works is very live, with almost no overdubs. Without him we may have inadvertently slipped into what a lot of people do on records these days, which is to have unlimited opportunity to fix anything. It used to be that you couldn’t even punch in drums in the old days. You had to first lay down the drum track correctly and build the album on top of it. Whereas nowadays, you can punch individual drums in with the technology that’s available, it’s incredible. So not only did we approach it that way from a writing standpoint, but also the production ended up being that way as well. So I think that double dose of reality [laughs], helped to bring about a record, that as you said is kind of more back to the way things ought to be.

Billy: Yeah. I’m a fan of a lot of music and some of the great old records were done like that. I remember I had the honor of hanging out with Robert Fripp for quite awhile when were on tour and we’ve been friends for quite awhile. He told me that the first King Crimson record In The Court of The Crimson King was made in a week, in somebody’s living room [laughs]. Some of the other great, classic records over time were made like that. They were just thrown together quick, with that urgency and a good kind of pressure, where it was like ‘Gee we’ve only got three days and then we’re out of money, so we’ve got to make it happen’. It’s a good thing sometimes. Rock ‘n roll, although some people look at the rock ‘n roll lifestyle, and rock stardom if you will, I hate that term, but they kind of look at it as a luxury thing. For myself there’s always been an urgency to it. It’s more work and getting things done and doing it right than it is style and culture. You need that quick hit and run mentality that’s required when bands are young and don’t have a lot of money. I think that when bands get older and they have success, things tend to get complacent. You get the luxury of being able to go into the studio for a couple months and you’re remixing a song for three days you know? We don’t have that anymore and I’m glad.

Billy: In a way you’re correct. You’re heading down the right path. I think that once the record company starts to smell cash and smell hits, that’s when they want to get their nose in and micromanage what you’re doing in the studio. That’s a giant mistake, because it's like the hostess at the restaurant going back into the kitchen and telling the chef what to do. The chef knows how to cook the stuff, you can’t come in and show him how to do it. You can’t come in and show us how to make a record, because you’ve never made one. Sell it, promote it, talk to the radio and do whatever it is record companies do, they’re certainly not doing it anymore, but let the band make the record. That gets lost with almost every label executive. They started to think that they could jump in the studio and tell somebody what was right and was wrong.

We had a song called “Never Say Never” off of Lean Into It and there was one spot on it, just before we sang the chorus, Eric went 'Yeah', it was in that one spot on the demo. On the second recording it was about a beat later. We actually had to go in and re-record the vocal to make sure that the 'Yeah' landed in the same spot as the demo. It was just incredibly foolish of the label to do that. In the end it’s our money that we’re using, because we had to pay all that studio time back. So just foolish little things like that started to put pressure on us. There’s all kinds of pressure, some of it’s good and some of it’s bad or some of it is well intended and some of it isn’t. I prefer good pressure. Good pressure is we have to make a good record, we have two weeks to do it, let’s go. Pressure from outside the band is always bad, pressure from within is always good. It’s self discipline as opposed to someone disciplining you. If somebody comes in and tells you what to do, its never nearly as good or it will never be done nearly as well as you telling yourself that you have to get your shit together.

Bily: Cool. I’m never ashamed or will never deny that I love popular music. I tend to lean more towards hard rock and heavy metal, but anytime there’s a great song that people gravitate towards, then I generally tend to like it as well. Growing up I got turned on to a lot of great music by my older brother and sister, that was before my time. The Everly Brothers, Jerry Lee Lewis, then The Beatles came out, so I grew up with popular music, listening to the radio and hearing hit after hit, after hit. I like that stuff and I like to sing along. When I go out to see a band I want to hear something that I’m intrigued by, but also something that reaches me and a lyric that I can relate to. I’m glad that my taste in music is all over the map, but like I said I’ll always enjoy popular music or stuff that’s put together in a classic way. Like The Beatles you know? Intro, verse, chorus, verse, chorus, bridge, chorus, chorus [laughs]. Not that you want to do every song in such a formulaic manner, but nevertheless there’s a reason why those songs were hits and that’s because people can identify with them and instantly get it. There’s a real art to that as well. Sadly today’s pop music is pretty much cookie cutter and designed for commerce. It’s designed to sell. It’s test marketed like a new kind of dog food or whatever. It’s completely lost its soul, but there was a time when pop music had a lot of soul. It was a much more legitimate form of music than it is today. So I don’t mind putting a nice repeat chorus in or a lyric that seems to make sense to the people who listen to it. I do enjoy that.

Billy: Thank you very much. If that’s your opinion then I’m happy to hear that [laughs]. When I listen to a song and there’s a part in the song where’s there’s some dead air, I’ll think why not somebody play something there? Let’s make it exciting, there’s no reason why we have to lay back and play almost nothing in between a lyric. Why not have the musicians exercise their creative juices as well? I like it when the whole band is a part of the song and when all the parts of the song can mean something and somebody can push forward some musical point of view. Sometimes that point of view means you have to play nothing and other times you have to play something. It doesn’t mean that you have to fill up every hole with notes, but why not have good players who can demonstrate their playing ability? I think that’s a good thing. For some reason this just came to mind, but a band like Steely Dan or Toto had great players, but they played more accessible music to some degree or another. Van Halen was another great example. It was fun and entertaining and a riot to hear Dave’s stories. The lyrics suggested lewdness but they weren’t lewd you know? Which was even more lewd in a way [laughs]. Then you had Eddie, who was such a great talent, doing his thing. I love stuff like that.

Billy: Yeah, I believe the fact that we’re older and wiser has taken care of those things. Actually when we first sat down a couple of people said ‘Did you guys go over all the things that you guys were mad about before?’ We just said ‘You know what? We dropped it all’. My point of view is that it was everybody’s fault and nobody’s fault [laughs]. It’s better to look at it like that. There wasn’t one or two elements, it was everybody’s complicity, both the bad and the good. So rather than rehash ‘You said this’ or ‘You did that’ it’s pointless, because we just wanted to play again. I’m glad we went out on tour first and really established our relationship and our friendship as a band, which is rock solid now. All of us are closer now than we’ve ever been at any point and I’m really pleased about that. It makes me sad to see bands reunite and they still have that animosity. They’re driving in separate cars and they won’t sound check together. We actually enjoy each other. We got on a bus and went all across Europe, city after city and that’s the true test. If it’s going to be a problem, then that’s where it’s going to rear its ugly head [laughs], but we survived and we had a blast. That led us to think that if it was going this well and we had established a real foundation performing live, then the next step was to put out a record. We really didn’t consider doing a record until after the tour was done.

Billy: Well we’ve always had great producers. Kevin Elson, he’s great and we love him dearly. Pat Regan, he’s fantastic, he just mixed the live album for us. Richie Zito is another great guy and a really wonderful songwriter. Kevin Shirley just pushed us. He said ‘Ok you guys call yourself a live band, so let’s see it and let’s go’. He said ‘We’ll do a couple of takes, but I don’t want to be going back and overdubbing a lot of stuff’. So Paul and I looked at each other and said 'Oh, Oh, we got a lot of shit we’ve got to play here’. We had to play it right and we couldn’t go back and fix it. One particular song “All Around The World”, where Paul and I play this elongated guitar and bass nonsense kind of thing, we had just changed it and added a whole bunch of new parts. The day we had to recorded it we got in there about ten o’clock in the morning and he and I went over it a zillion times to make sure we had learnt it and were able to play it when they counted it off and hit the record button [laughs]. We did it though. Throughout the whole record I think I overdubbed about forty five seconds of bass in total. There are things on the record that are a little edgy and a little funny and I wish I could go back and do them again but that's just me and my opinion.

Billy: Exactly. I always say I’m self employed and my boss is prick [laughs]. Someone else who listens to it won’t view it the same way that I do. Kevin was really good to put that pressure on us. We didn’t exactly like it, but you know what? In retrospect it was the right thing to do. I was thinking ‘Fuck man, this is not the approach I thought we were going to take here’. Normally I go back, double check and listen to the bass all by itself, all the way through, under a microscope and Kevin is like ‘No, no, it’s fine, let’s move on’. I’d never trust anyone else to listen to it because I hear things in my playing that no one else does. I spoke with Glenn Hughes the other day and he’s done a bunch of records with Kevin and he said that basically ‘You give him the keys to the house and let him do his thing’ and that’s basically what happened. So it was a good kind of pressure. We’d all look at each other, especially Eric because he’d generally sing a rough track or we’d lay done the instrumental and he’d come back later and do the vocals at his leisure. Like I said earlier, it’s nice to have that kind of leisure, but in this case it was like he was standing on a hot tin roof. Kevin was like ‘Come on go, sing the song’, he couldn’t go back in there and do overdub after overdub and fix it all. Most of his vocals on there came from him yelling and shouting out as we were playing. It was pretty amazing.

Billy: Great. We're glad because at first like I said, during the process we were thinking 'Gee I don't know'. We were concerned, but in the end this is the best reviewed record that I've ever been a part of. I've never seen better reviews, not only from journalists, but from the fans as well. In the past I would generally get communications from the fans, where they would tell me they liked this or weren't sure of that, stuff like that, but with this album the responses from people have been just glowing. I'm supremely thankful for that.

Billy: Absolutely. It's very sweet. Like I said, because we're all in different places in our lives, we're friends now and we enjoy each other. It's just nice to share something like this with people you're having a good time with.

Billy: Very much. In fact my expectations for the album have already been met because people enjoy it. If we sell three to five thousand, great. Ten thousand, unbelievable. One hundred thousand, forget it. Things are different nowadays. When I grew up, everybody was into music, it was just a matter of which bands you were into. Everybody loved bands and that's all there was. Now there's so many other diversions for entertainment, it's unreal. That's ok though because we're creating our art, we're making a living creating our art, so what could possibly be better? That we don't make millions off of it? I could care less. I'm not rich, but I have enough. I have enough of what I need. Of course who wouldn't want more? I do, but I'm perfectly happy with going on tour, earning enough money to pay off the bills and having thousands of people enjoy it. That to me is what the band has always been about, we've never been money motivated. We got lucky and had some hits, but we never shot for them per se. I'm telling you on the reunion tour, being able to look out and see anywhere from five to ten thousand people, some of them in tears of joy, there is no pain that could make up for that.

Billy: Yeah it'll come and go and there will be packages. It's cyclical as well. You'll see the pendulum swing back. One of the good things about the whole music business and I'm going to say music business because it's no longer the music industry, a business I can handle, an industry I can't [laughs], is that most of the people that were in the biz for the money are now gone. All that's left are people that really love music. I just did a couple of episodes of That Metal Show on VH1 and the guys that host that show, they live it. It's real, they love their metal and hard rock and know every detail about it. They'll argue it and discuss it. That's passion. My partner who takes care of business for me, his name is Mike and he works for Metal Blade Records, which is a small indie label that's signing great bands. It's the same thing over there, they're all passionate about it. They've been in it since grammar school and they'll be in it for the rest of their lives. I think another aspect is, because the record business is smaller and touring is more essential now, I think there's a lot more honesty in the genre now. It's not impossible to fake it live, but it's a lot harder to because a lot of people can tell if it's real or not. So, it's shaken things up out of a business that shouldn't have been there in the first place. The phony's are gone. Real bands and real players will survive and do well, and could actually bring about, in a few years, a renaissance of people being able to really enjoy great live music once again.

Billy: Absolutely, that's what we're pushing for. We have a show in L.A. before we leave and a show in Maryland when we get back. We're doing Japan and south east Asia, sometimes people lump Japan in with south east Asia but they're very, very different. We can never choose where we play, we only urge promoters and agents to book us. We just go where they book us. We've been open to almost any offer to tour with any other band or tour by ourselves, in almost any capacity, anywhere, so hopefully some promoter or agency somewhere will pick it up and route us a tour through the USA. To do one off's is a little more difficult, but we'll do that as well because we just want to play. There's no place we don't want to play, short of anywhere where there's an actual war going on, but we'll even go there if we can get it [laughs]. We actually played a place in India once where the local officials had to tell the warring tribes to lay off for a day so we could go in and do our show. That's a true story [laughs]. Who knows what happened after we left. So, we'll play anywhere and we want to play in the USA more than ever, simply because we keep getting tons of e-mails from people in Canada and The States that want to see us play.

Billy: He was involved with Eric, not officially managing him, but he was kind of taking care of him. I went up and had a meeting with Eric and Herbie and proposed the band. I told them about Paul Gilbert and that I had a drummer named Pat. Herbie liked the idea and said he'd be happy to manage it, so that's how it started. Herbie has my eternal respect and gratitude for what he did for Mr. Big. The success of the band is for the most part due to Herbie Herbert. He was one of the founding fathers in the music business in many ways and iconic in so many ways. If no one knew about managers they knew about Herbie. I have such a great respect for him and like I said I'm eternally grateful for what he did for Mr. Big.

Billy: When Paul left the band Herbie was retiring, so we ended up getting a substitute guy who had worked in the office and had worked with Mr. Big, but he just did not have the skills and connections that Herbie had. That probably had more to do with the band breaking up than anything else, the fact that we no longer had management. We were on our own and everything landed on our shoulders and the guy we had managing us really didn't know what he was doing at all.

Billy: Oh no, not at all [laughs]. He was quite an incredible artist himself, just in the art of management. He was really great and wonderful at negotiating, which is something I just can't do. He was just so good at it. I don't know where he's at now. I haven't heard from him for a long time, but I still think of him and still remember all those incredible stories of the Herbie days that would blow people's minds [laughs].

Billy: [laughs] Well I had to go back there recently to deal with some family business. It was just brutal and bitterly cold. I always go back there to see my family over the holidays, so I always get my little dose, but right now here in Los Angeles there is not a single cloud in the sky. The sky is crystal blue and the palm trees are swaying in the breeze. I think I actually overpaid my dues and I should get a refund on the amount of winters I've done there. I'm glad to be out of the snow, but I love Buffalo and we're trying to get another Talas show, with the original guys booked this summer, so we'll see if that happens.