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The Origin Story Of Lady Gaga's 'Shallow' From 'A Star Is Born'

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By Marialexa Kavanaugh with Darby Maloney and John Horn

Lady Gaga started working on A Star is Born (wait, where did that take place again?) while recording her 2016 album Joanne. She asked super-producer Mark Ronson to help her write that movie's lead song, "Shallow."

Here's how that song came to be, and went on to make us all ugly-cry since the movie came out.


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He didn't have the foresight to know what a supernova the movie would eventually become, but Ronson agreed to help -- mostly as a favor to a friend who it clearly meant a lot to.

"One day she came into the studio and she said, 'OK, I have this idea for a chorus,'" Ronson said. "And she has that thing where everyone puts their headphones on. It's kind of like a ritualistic thing, because you put your headphones on when she's singing. When you put the headphones on, you hear every nuance of her voice that close -- it's almost like its inside your head."

The first line he heard: "I'm off the deep-end."

With someone as talented as Lady Gaga, according to Ronson, most of the song is already in her head. A producer's job is to be like a sounding board to help her bounce ideas off of, until they line up just right.

"And then you get out of the way, because her language is different than mine and I don't want to pollute the water too much," Ronson said.

Ronson used a food metaphor -- Gaga has a particular dish in mind, and he's there to help make it the best version of itself, suggesting ingredients instead of dominating the meal.

"It's not even like I'm throwing ingredients into the pot -- it's more like I hold up a piece of celery and say, 'You want to try this?'" Ronson said.


The writers had Gaga's chorus, but were struggling with ways to tie it into a verse. After feeling like they'd hit a wall, the team decided to take a break from "Shallow."

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Then one day songwriters Anthony Rossomando (formerly of Dirty Pretty Things) and Andrew Wyatt (of indie pop band Miike Snow) were casually strumming a guitar line -- and it caught Gaga's attention.

"She just sang, 'Tell me something, girl,'" Ronson said. "I don't know where that came from or what that was but ... the minute that came, it just had its hooks in me, and I thought, 'OK, this is definitely something special.'"


The song wasn't initially meant to be a duet, but when Ronson watched Cooper and Gaga perform it together in the film's first cut, he knew they'd made the right choice.

"I was like, 'Oh man' -- it was special," Ronson said. "Bradley Cooper is very kind, and invited me to his house to watch this rough assemblage. And as soon as that happened, I wanted to dart out of the room and call Anthony and Andrew and say, 'You guys aren't going to believe this!'"

"Shallow" went on to be nominated for four Grammy nominations. It's a high point in the long relationship between Ronson and Gaga.


That relationship got started around 12 years ago. Ronson had a label called Allido, under the umbrella of Jimmy Iovine's Interscope Records -- famous for signing the likes of U2 and Eminem.

Ronson signed D.C. rapper Wale, whose first single was called "Chillin." Iovine recommended Ronson get a then-fledgling pop artist named Lady Gaga to sing on the track.

Ronson didn't know who she was yet, so he watched the music video for her song "Just Dance." He thought she looked cool and could sing, so they got her to sing on the track.

Ronson recorded Gaga's part of "Chillin" first in New York, then in London.

"She came and met me in London, and the paparazzi thing was just starting to follow her," Ronson said. "She was wearing the latex body suit, she looked amazing -- she came in and sang this song, killed it. Obviously someone who can sing like that, you don't need more than two takes. And then I took her out to my friend Anthony's house, who had this big loft where all the musicians went to after hours."

That was Anthony Rossomando, who would later join the songwriting team for "Shallow." After playing music at his apartment until the wee hours of morning, Gaga got on her tour bus and hit the road.

"Then I saw her blow up so massively," Ronson said. "I remember the first time I drove past Radio City Music Hall. I remember from growing up as a kid what that must mean. I mean, she was playing arenas three months later. Even just seeing that Radio City thing, I was like, oh that's so cool. I left her a message, and she didn't even change her number by then -- I mean that's how crazy she was blowing up."

That was when Ronson began to realize Gaga's special it factor. After years of casual chit-chat about possible collaborations, the two began to work together on Joanne. The album takes a softer, more stripped-down approach to songwriting.

A still from A Star Is Born. (Photo by Clay Enos/Warner Bros.)

For Ronson, the unique musical chemistry he and Gaga have cultivated wouldn't have been possible without the authenticity that the singer brought to her music. For Ronson, good work only happens when both parties are willing to go there.

"I hear stories of talented producers, my peers, who go 10 to 6, leave the studio," Ronson said. "But I always end up working with these people where you kind of check into their world and agree to be there for five or six months, and that's how you get that kind of camaraderie, or that thing where you get into those personal zones and you can make art. That's just my process."

That process gave us "Shallow" -- and hopefully more great music to come.

A version of this story aired on the radio. You can listen to it here at KPCC's The Frame.

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