Mariah Carey: The Songwriter With A Music Box

37 min readMay 11, 2019

Mariah Carey is the true definition of an artist. Beyond the public perception of a diva and the tabloid sensationalism that comes with it, she is a performer with a clear passion for the craft of songwriting and performing. As Carey once stated, “When you write a song and you go through the entire process of doing the music, doing the lyrics and then when you finally hear it on tape and you hear it coming together, it’s really exciting.” As a reflection of her need for autonomy, Carey would have a significant input in the writing, producing and arranging of her vast and accomplished body of work, beginning with her debut self titled album in 1990, up until her brilliant 2018 release, Caution. It’s important to recognise the journey that would lead to Carey’s success when reflecting on her achievements, one that combined sheer talent and passion with hard work and dedication.

Prior to obtaining a record deal, Mariah was constantly in a state of writing and creating melodies, writing her first poem at the age of six, she recollects, “I always made up melodies in my head since I was a little girl. There’s never been a time where I didn’t have things going on in my head. They weren’t songs, things I was making up. But I didn’t realize till later that I could actually write a song.” This clear mode of creative expression was further nurtured by Carey’s exposure to the sound of classic Soul and RNB artists during childhood, as she notes, “I grew up listening to music my whole life because my mother is an opera singer and also sang jazz and other types of music. I have an older brother and sister who are ten years older than me. And they were playing Stevie Wonder, Aretha Franklin, Minnie Riperton. Whatever was popular, but mostly RNB music. So that’s what I was really influenced by.”

Mariah would spend her teenage years immersed in studio life, performing as a demo singer while also working on her own material with musician Gavin Christopher. He discussed, “I was first introduced to Mariah by her brother Morgan when she was 15 years old. Morgan had asked me to listen to his sister and tell him what I thought about her voice. I immediately walked into my living room after hearing her voice and told Morgan that his sister was going to be a huge success some day….I had a small writing studio in my flat in New York. Mariah’s mother Pat would bring her to the house. We would spend a few hours at a time working on ideas for songs.”

It was through working with Christopher that Carey would meet Ben Margulies who she’d work with extensively during the making of her debut, self-titled album. After successfully auditioning for a role as a backup singer for Brenda K Starr, Carey’s demo tape ended up in the hands of record executive Tommy Mottola. This visibility matched with the strong content of the music would be the necessary stepping-stone for Mariah to procure a record deal. She noted the hard work that went into finally achieving her goal, “My earliest memory is wanting to be a professional singer. I’ve been working toward this goal since I was twelve years old, working with different studio musicians. I went out on my own when I was seventeen — waitressed, coat checked, hostessed and did all the things that people do who are trying to “make it” in show business. After I’d waitressed, at one or two in the morning, I’d work in the studio ’til eight o’clock in the morning writing songs and doing demos with Ben Margulies, my writing partner. I condensed about ten years of hard work into about four.”

Carey would be instrumental in the making of her debut album alongside Margulies, taking a hands-on approach with not only producing the vocal arrangements, but also the composition. Mariah notes, “I didn’t know that I was producing, but I was producing — suggesting that the piano part be more like this, changing the sound of the synthesizer. I thought he was producing because he was the man.” Margulies recollected further, “We worked together for a three-year period developing most of the songs on the first album. She had the ability just to hear things in the air and to start developing songs out of them. Often I would sit down and start playing something, and from the feel of a chord, she would start singing melody lines and coming up with a concept.” Tracks such as Someday and Alone In Love were written by Carey before her record deal, but were ultimately developed further and released on her first album, as she notes, “I had worked on it a long time before my record deal I wrote most of the songs. So when I wrote the songs it wasn’t like ‘this is gonna be a big hit’ or anything like that. It was like, I’m writing songs for myself, I don’t have a record deal, I was hoping to get a deal but really I was just writing songs out of enjoyment.” Mariah recollected further, “I didn’t get credit — even on my first album, [in which] some of the songs were exactly the same productions I did on my demos, and these big producers would come in and just tweak a few things.”

It’s clear even from the beginning of her career that Carey would not be content simply singing other people’s songs. Her passion for performing was matched by love and enthusiasm for the craft of songwriting and making music. Mariah responded to a question with music publication Fuse, regarding if she defines herself as a writer or a singer first, noting, “I do sort of feel like I’m a writer first, technically I don’t have to write the song in order to sing it, somebody can write the song and present it to me. I don’t feel fulfilled as an artist that way. What happens is I personalize things and I get attached to them… some songs are complete snapshots of my life.” She discusses her writing process in more detail; “Songs come to me at different times in different ways. Sometimes I’ll just be collaborating with someone and they’ll have an idea for a chord structure and I’ll sing a melody over it. Or sometimes ill be lying in bed and something will just come to me and I’ll start hearing it over and over again in my head. And then I’ll have to go record it on my answering machine or just put it down somewhere so I don’t forget it. The melody is definitely the easiest part of the song to write for me because it just kind of flows out, whatever mood it makes me feel is what I end up writing the lyrics about.”

While Carey was more than capable of writing solo, she also had an interest in the process of collaboration, in particular, when it came to transitioning the vocal melodies she would come up with to a musical instrument. Collaborator Walter Afanasieff, who began working with the artist briefly on her debut album but more prominently on proceeding albums, described his own experience collaborating with Carey, “Mariah is her own melodious. She is the one that comes up with the vocal. Whenever she ends up singing what you hear her singing it comes from her. The writing partnership that her and I had and I can’t speak for her other songwriting partners, but if you could see us in the room I would hit a chord and play a little melody on the piano and she would say, ‘Oh, that’s nice,’ and she would sing that melody and then she adds a little bit to it. I would then play it back and then she would say, ‘Yea, that’s good’ so it instantly becomes this partnership where eventually she’ll have a melody and then the melody would prompt her to start thinking about this feeling she wants to put into words. This would eventually become the theme of the song. Melody-wise it was also a partnership that developed her melodies and it was really her that took the direction lyrically. She would write the majority of the lyrics herself.”

He also described Carey’s talent at spontaneously creating in the studio,“The thing about Mariah is that she’s a such a master melodist. Today, that’s commonly referred to as a “top-line writer.” A top-line writer is someone who can start singing right off the bat. Mariah is such a gifted top-line writer that she can sing melodies and come up with lyric ideas on the spot, just as I’m playing chord progressions.” Carey notes that she writes songs predominately about the universal concepts of love and relationships due to the shared experience and connections that come with writing about such themes, “I think that everybody can pretty much relate to songs about love because everybody’s been through some type of relationship in their lives or going through something… Its’s really a strong, strong emotion.” This is precisely the affect Carey’s introspective lyrics would have throughout her career with tracks like Looking In, Outside and a multitude of others having clear emotional resonance with fans.

It simply can’t be denied that apart from being a passionate songwriter, Carey is an incredible vocalist, possessing one of the greatest voices of our time. While from a technical sense alone, she has a range few singers can come close to matching, her versatility and technique are displayed by her ability to master a variety of musical styles. Pop and RNB came first, as well as contemporary soul and gospel. As her career progressed, Mariah would explore hip-hop and urban musical styles. Carey’s mother worked as an opera singer and Mariah discussed this influence further in a 1991 interview, “Because my mother is a vocal coach and also an opera singer, people tend to ask, “Oh, didn’t she tell you to sing Classical music? Did she make you sing? Did she chain you to the piano and make you do vocal exercises?” Actually, she never had to force me to sing — she almost would have to tell me to shut up after awhile because I was always singing. She never tried to steer me into doing Classical music or anything that I didn’t want to do. She was just always very supportive. As far as helping me vocally, she would tell me certain breathing techniques to help me not strain my voice and teach me how not to do the wrong thing with my voice. I learned the basics from her and developed my own style from my influences.”

Interestingly, Carey noted that singing alto comes naturally to her, however, she will often experiment, writing tracks in a higher key, “I actually think my natural voice is low. My speaking voice is low, you know what I mean? And I’m really comfortable singing in my lower register. It’s just that somehow I end up writing everything in a really high speed.” Mariah would display her iconic upper register vocals frequently throughout her career. She notes that she acquired this talent via nodules in her throat, becoming aware of her ability after losing her voice as a child when she was sick. “A lot of people couldn’t sing through the nodules the way I do. I’ve learned to sing through my vocal cords. It’s a certain part of the cord that not many people use — the very top.” She elaborates on her vocal styles further, “First of all, my instrument is not standard… The whisper register of my voice that I use on Bliss is something that is so fragile and unique and bizarre. Sometimes if I have a cold and I have no voice whatsoever, I can do high notes and anything in that register but speak, not at all.”

The release of Carey’s third studio album, Music Box in 1993 would be a turning point for her career in many different aspects. Firstly, there was the clear commercial success, with the album spending a total of 8 weeks at number one on the Billboard charts, and eventually selling over 28 million copies, attaining diamond status. More crucially, however as stated by Carey at the time, it was the most authentically “Mariah.” She discussed this further in a 1993 interview stating, “It’s gotten progressively to be more me since the first album. When I first made my first album I got my record deal at 18 years old and I worked with these big producers who had their own sound. And that kind of definitely rubbed off on me. And now I’ve had to go through the process of getting more control, producing my own stuff and getting to the point where it’s now me coming across. Not somebody else’s perception of me.”

She would once again work with producer Walter Afanasieff who contributed to her debut album and then had increased input on her sophomore album, Emotions. He notes, “I started to score points with her and them because they thought I was good enough to become her writing partner. So her and I started to write for her second album. The meeting of the first, led to writing on the second and that led to Music Box being a really serious music collaboration. The first album where we worked very hard and closely together was the Emotions album and there we ironed out some of the creases and it wasn’t perfect. We weren’t exactly on point yet, but with Music Box we were definitely on point.” Mariah discussed her working relationship with Afanasieff in a 1993 interview with The Philadelphia Enquirer, “We have this connection where I’ll sing what I’m hearing and he’ll start playing, and usually it’s what I’m hearing in my head. Walter really tries to let me lead. He knows it’s important to me to let the melodies I have develop.”

Carey would also collaborate once again with David Cole and Robert Clivillés of C + C Music Factory on the up-tempo dance tracks after previously working with them on Emotions. The development of the album differed from previous recording sessions as Carey had the freedom to record without being surrounded by producers or engineers. Afanasieff would work on the album in San Francisco, and Mariah, in New York. She notes how this liberation would have an effect on the work she produced during the sessions, “He (Afanasieff) kinda starts a track and I finish it, I do my vocals, my background vocals… So I was in the studio alone a lot so I feel like I got a lot of my real personality across this time…I really enjoyed that because I felt a lot more free, just being with myself and the engineer cos I don’t want people around when I’m recording, if I could engineer it myself, I’d do it.” Furthermore, Carey’s organic approach to songwriting meant that there was no specific direction she wanted to explore as the album was being developed. First and foremost, she would let the writing guide the process, as she notes, “When I did all the songs from the album it just happened to be what I was feeling at the time. I really didn’t focus on it before hand and say ‘I wanna do this type of an album.’ I just kind of went with what I felt like doing.” Afanasieff recalls a similar sentiment, “She writes about what she’s going through. She writes about her feelings and she writes about the climate the world is in musically. So at the time Music Box was written for and being put together, it was all about what we were doing. It had nothing to do with a direction decision. She simply went through her first album and on her second album, Emotions we tried a lot of different things that we were writing and feeling and we started writing different songs after that and we got into a different spirit, which led to the Music Box record.”

Mariah would also become more spontaneous when it came to the recording of her lead vocals as she noted in a promotional interview for the album, “When I write a song, I don’t really do a demo of it anymore. It always ended up that my best performance was done on the demo when I would write the song and sing it immediately. Then when we went to do the record it was like something was missing, it wasn’t as special as that demo performance.” Music Box would be a showcase of Carey’s ability to well and truly master the ballad from both a writing and performance perspective. While the album does feature some RNB inspired up-tempo tracks, it is noticeably more understated and stripped down than previous album, Emotions. While some critics at the time described Carey’s vocals as being more restrained on Music Box compared to earlier material, this is simply a reflection of the low-key composition. Mariah was also aware of some reviewers being critical of her vocal range, stating in a promotional interview for Rainbow, “I was told to restrain myself a lot, like back in the day, not on every song. I think people preferred me to sing straight.. ‘Don’t do the high notes because critics are ragging on you for doing too many of the high notes.’ And I know that, but I also know that was a different time, like six years ago. That’s a part of my voice that I’m proud of and that’s something I have that’s unique.”

As with every album, Carey demonstrates her supreme versatility as a vocalist on Music Box, emoting raw vulnerability on tracks like Everything Fades Away, contemporary gospel on Anytime You Need A Friend and playful attitude on Now That I Know. While the high notes are sparse on this record. Mariah noted in a 1993 interview that she was still continuing to try new things with her vocal range, “I’m still experimenting with my voice. Every day I do different things with it, and if I feel it’s appropriate I do it on the record. Sometimes when you’re in the middle of a song and you’re just having a great time, there’s nowhere else to go but up. And so I do it.” What critics failed to realise in their dismissive and sometimes downright puzzling reviews of the album is the quiet storm nature of the content. There was also lazy comparison to another powerhouse vocalist Whitney Houston, and tired allegations of whitewashing in her music. Carey was well aware of these criticisms, noting in an LA Times interview, “I’ve had to put up with a lot of people accusing me of being either ‘too white’ or ‘too black’ and I hate that, but music for me is such a celebratory thing; sometimes when I’m writing it’s coming from such a place of happiness. And then there are the schmaltzy ballads, I acknowledge that’s what they are, I’m a realist about it, I have a sense of humor about it, but the truth is sometimes it’s OK. Y’know, there are moments when you can’t resist schmaltz. People are affected by it; they’re moved; it can help them.”

Mariah would not be content producing a rehash of prior albums and material, instead, she would venture further into utilising background vocalists to create a gospel feel, even extending to up-tempo tracks like Now That I Know. Carey reflected on how her approach to background vocals differed from previous albums, “One of the main things that I really enjoyed doing is background vocals. I like doing them myself a lot of the time; I like doing all of them myself. This time I try not to do as much of that because I wanted to bring in some different textures, vocally onto the album. So I’ve been working with these really great gospel singers and I kinda use them like instruments, sang parts to them and they’d sing it back to me. I stacked multiple tracks of vocals and that to me is a really creative thing for me to do and a really interesting thing to work with different voices.”

The release of Music Box would also coincide with Carey’s first headlining tour, with the artist performing in six cities across the United States. The final show would take place in New York’s iconic Madison Square Garden. Mariah discussed why she refrained from touring for her first two releases, “When I first put out my first album, I had never done clubs like most singers come up doing clubs and learning about performing. I never did it because I was learning about writing songs and working in the studio and coming from that end of things.”

Mariah would perform on Arsenio Hall and various other TV shows for the promotion of her debut album, a daunting task for a young artist without much experience in performing outside the studio. Carey elaborates, “I’ve only done a few TV shows and that’s basically the extent of my performing experience. I started out in the studio and all of a sudden it was like ‘there you go, you’re up there, get up on stage, sing in front of a million people watching on TV and thousands of people in the audience’… I wouldn’t have been ready to go out after my first album.”

During promotional interviews for her debut and Emotions, Mariah would consistently be subjected to questioning by journalists regarding why she had refrained from touring, “I feel like there’s been more focus put on it then there really need be because I do what I do and when I go on tour I want to make it right for the fans, I don’t care about the critics, or whatever. I care about the people that care about me… I didn’t realize it was such a big deal and now it’s like everywhere I go.”

Carey would put any critic who questioned her live performing skills in their place in March of 1992, with a performance at Kaufman Asotria Studios in Queens, New York. This performance would be filmed and televised on MTV as part of their Unplugged series. It’s abundantly clear from watching Carey’s performance, even just from the first vocal run during her stellar rendition of Emotions, that her talent would be well and truly captured. Mariah would perform singles from her then current release, including the title track and Make It Happen. She’d also perform a dazzling rendition of her very first single, Vision Of Love and If It’s Over, a track she co-wrote with Carole King. For a show filled with many highlights, one of the greatest is Carey’s stripped back rendition of Can’t Let Go. The composition is altered significantly, with her vocals taking centre stage alongside the background singers. The warm, choir vocal arrangements would be an indication of what Carey would continue to develop with her next studio album, Music Box. She expresses a clear playfulness and confidence in her performance, demonstrating to the viewer not only her supremacy as a vocalist, but also her clear love and passion for performing. Mariah recollected on the experience noting, “I feel like that special really helped my career… It was like my first concert.”

Carey would also perform in front of an audience for an NBC special in June of 1993 at Proctor’s Theatre, which would eventually be released on VHS in December of 1993 as Here Is Mariah Carey. Not only would Unplugged showcase to the world Carey’s tremendous vocal ability in a live setting, but it would also give her the confidence to embark on a headlining tour the following year in support of Music Box. Mariah discussed this further in an interview in 1993 stating, “Doing Unplugged really made me excited to tour and really got me curious about going out and performing. I love doing it, I was really nervous when I first started because I had no experience. It was a like totally unknown thing for me. Now, since Unplugged especially, it really helped me really just break out of my shell a bit.”

The success of Unplugged would be significant with MTV airing the special frequently due to high demand. This eventually lead to an audio release of the performance as an EP. Carey’s soulful cover of the Jackson 5’s I’ll Be There would top the charts in various countries. This would be Mariah’s most recent album before the release of Music Box on the 31st of August 1993.

Music Box begins with the lucious RNB classic Dreamlover. Carey would originally work with producer Dave Hall on the track as his only contribution to the album. Mariah discussed the initial development of the song, “I wanted to do something that had a happy feeling, something that was more open and released, and that’s really not Dave. It’s very anti what he’s about. So he said, ‘Oh, you want to do that happy stuff? All right, all right.’ He was not into doing it. Then we started listening to a lot of different and old loops and we used the ‘Blind Alley’ loop and I started singing the melody over it.” Carey would sample the drum track featured on the Emotions 1972 track, Blind Alley which had in turn been sampled by Big Daddy Kane on the 1988 hip-hop track, Ain’t No Half - Steppin’. The loop would become the foundation of the percussive beat used on the song, with luscious background vocals creating a vibrant atmosphere. Dave discussed his initial involvement on the track; “I produced and co-wrote that with her. That was the first time we worked together. They wanted a little bit more of an urban sound for Mariah. I was a young, up-and-coming producer, so I wasn’t going to say no.”

Hall would play synthesizer on the track and Carey would use her iconic upper register and background vocals to propel the melody further. She notes the warm reception Hall gave the song once it had been developed, “We built the song from there and I wrote the lyrics and the melody and Dave ended up liking it.” The track would be an indication of where Carey would continue to go musically on proceeding albums such as Butterfly and Rainbow and songs like The Roof, incorporating samples into her work in a creative and eclectic manner and demonstrating clear urban and hip-hop influences within her early work.

While Afanasieff would produce most of Music Box, he originally would have no part in working on Dreamlover. He noted his strengths as a composer were more catered towards ballads as opposed to up-tempo tracks, “She (Mariah) had a particular need for up-tempo records and more of a cutting edge sound. I won’t say I was only the balladeer, but the more softer, melodic, more ballad and songs like that I was at the helm with her for those records. She would always have this little area of her album where David Cole and Robert Clivillés would be featured.” This sentiment was reflected on Mariah’s previous sophomore album Emotions, with up-tempo tracks like Make It Happen, You’re So Cold, To Be Around You and the title track being produced by Carey, Cole and Clivillés with no input by Afanasieff.
Dreamlover however, would be an exception to this as Afanasieff added a few instrumental embellishments to the track, as requested by the record label. He notes, “They gave it to me and I added a few little bits and pieces to it. I added a Hammond B3 organ to it to make it bounce a little bit better and I added some drums to replace some of the drum parts. I remixed it and added some sprinkles and sparks on it. It was very nice to be involved on that song and I got to be listed as a co-producer on it.”

Dreamlover would be the first single released from Music Box. Carey noted why the decision was made to have the song be the first taste of the new album released to the public, “It just seemed like the natural thing to do, cos it’s really a summer record.” The track would attain critical and commercial success, becoming Carey’s seventh number one single on the Billboard Hot 100, where it would stay at the peak for an incredible eight weeks. The single release would include the atmospheric B Side, Do You Think Of Me. The track is somewhat of a hybrid in production style between Emotions and Music Box. The percussion and use of synth bass recall previous tracks featured on Emotions, however, some of the vocal arrangements are reminiscent of the work on Music Box. While the track would fit well on Carey’s previous album, the heavier production style would not fit cohesively on Music Box. Regardless, the track is an indication of the effortless ability Carey has for creating flourishing and addictive ballads.

Hero is a song that was not originally meant to feature on Music Box, as Carey had not written the song with the initial intention of performing it herself or to include on her forthcoming album. The song was initially developed when Carey was advised by Afanasieff that he was asked to contribute a song for the 1992 film Hero, starring Dustin Hoffman. Afanasieff elaborates, “At this particular time, they asked Gloria Estefan to sing this song and they asked me to write and produce a song for the movie. I was carrying this bit of information in my head when I came to New York City to work with Mariah on her album. We were getting together to do some writing for her album. One day, while we were at Right Track Studios I told her about this project I was working on and asked her if she wanted to write this song with me. I told her it was pretty cool and the concept of the movie.” Carey notes that she came up with the melody for the track rather quickly into the collaboration, “Just right from that moment I went back in the room and said “this is what I’m hearing” and I sang it to Walter.”

Afanasieff would then translate Mariah’s vocal interpretation of the melody using a piano, ultimately forming the basis of the composition featured on the track. He further notes, “I started playing the piano part at the beginning of the song and she asked me, ‘Is that your idea for it?’ I told her, ‘Yea, this is what I’ve been working on for it.’ She goes, ‘Yea, that’s really pretty. Let’s try it.’ So we sat there and tried it Within the next two hours we had the bulk of the song done.”

Carey had a unique approach to writing the lyrics and determining the vocal styling for the track, keeping the key relatively simple as she had not intended to record the song for herself. She notes, “Because I was thinking of someone else I wasn’t trying to write it in too high a key, or make it too intricate and then it just became the simplicity of it was part of the appeal I think.” Afanasieff similarly recollected, “She started to not be Mariah Carey, the singer, she started to become the songwriter for someone else. She wasn’t really worried about it being for her and her style. She just came out of the box and we wrote “Hero.” It was clear during the development of the song that it was becoming something both exceptional and commercially accessible. Still however, the track was not intended to be used by Mariah for her own album. Afanasieff noted how Carey would ultimately decide to keep the song to use for Music Box, “At that time, Tommy Mottola walked in and asked us what we were doing. We told him we just wrote this song for the movie “Hero.” He said ‘Let me hear it.’ and after he heard it he looked at us and he said, ‘There’s absolutely no way you’re giving that song to that movie. This is your song, Mariah… So she ended up recording it herself. We didn’t give it to the movie and I didn’t write anything for the movie.”
Interestingly, Afanasieff notes that Carey had recorded a few versions of the track, each performed with varying levels of vocal complexity, “There was a simpler performance on tape and a more difficult one, with Mariah singing out more, with more licks. But we chose a happy medium. The song really calls for not anything really fancy. But she’s always fighting the forces inside of her because she’s her own devil’s advocate. She wants to do something that’s so over the top and use her talents and the voice she has. But she also knows she has to restrain herself and do what the music really calls for.”

While lyrically Hero could be interpreted as a love song, Carey notes that she took a more introspective approach to the writing of the song. She sings of the need for self-reflection and looking for the strength within in the face of adversity. Mariah elaborates, “Hero is a song that’s basically about looking inside yourself and being your own hero. Not having to look for some kind of hero that’s gonna come along and save you. You can really just save yourself by looking inside yourself and trying to make it through any situation by really just having yourself to depend on and look up to first, kind of like being your own role model.” The song would become a phenomenal commercial success for Carey, becoming her eighth number one single and staying at the top of the Billboard charts for four weeks. While critically the song was well received, some journalists criticised the song as being saccharine. Mariah’s response more importantly, is swift and perfectly encapsulates her ability to create lyrics that truly speak to the audience in a profound and intimate manner. She remarks, “One person could say Hero is a schmaltzy piece of garbage, but another person can write me a letter and say, I’ve considered committing suicide every day of my life for the past 10 years until I heard that song and I realized after all I can be my own hero. And that, that’s an unexplainable feeling, like I’ve done something with my life, y’know? Here I am the propped-up doll tralala singing a song — and it meant something to someone. So you can critique it to the end of time, I’ve done my job.”

Carey has professed a deep love for gospel music in many interviews and increasingly incorporated the style into her music, beginning with her self-titled album and evolving further on tracks like Can’t Let Go and If It’s Over. In a 1991 interview, Mariah discussed this further stating, “It’s really the spirituality and the incredible free singing and the realness of Gospel music that I love — there’s just such a rawness there and a lot of the singers are just so incredible. I love it. I listen to it more than I listen to Pop or R&B.”

Carey would often create harmonies using her own vocals, layering and arranging them to produce a choir like sound. This would extend into Mariah utilising talented background singers on various tracks as demonstrated on the album. One of the most transcendent moments on Music Box can be found on the sublime track, Anytime You Need A Friend. The gospel influence on the background vocals and harmonies are clear, however Carey incorporates them effortlessly within a composition reminiscent of a contemporary ballad; the result is a perfectly blended fusion. Carey discussed the influence further, “I love the vocal arrangements in gospel music. It’s one of my favourite things, and I love background vocals. So it was a really fun song to do in the studio. It sounds like a huge choir singing on it, on the record but its mostly these three girls that have been working with me, the Price sisters and another girl Melonie Daniels. It was a great experience to work with them and to do these gospel arrangements because they are really from the church and they are really authentic, so it’s definitely one of my favourite songs on the album.”

Afanasieff recalled the initial development of the song, tracing it back to work produced on previous albums, “Mariah also loved a song that she had on her first album called “I Don’t Wanna Cry.” The substance of “I Don’t Wanna Cry” and the gospel quality of “And You Don’t Remember” led this sort of melodic, melancholy theme that we wanted to bust out into some big harmony gospel singing type of chorus. This is how we came up with “Anytime You Need a Friend.”

The melody of the song is driven heavily by keys, intertwined with pronounced percussion and deep snares. Michael Landeu contributes some subtle guitar work, enriching the composition further while Afanasieff adds some organ embellishments in the second verse. Walter discussed the recording of the track further, “When I’m playing the piano I’m playing a million different things. When I would be playing the piano Mariah would say ‘What’s that?’ and I’ll say ‘Which one?’ and she would say ‘Yea, I like it.’ and then when I would go on and play a hundred more things and she would do the same thing. I would play the minor sad melody, the chord progression and the verse she would say ‘What’s that? I love that.’ Then she would figure out the theme of the song. It was a combination of what we did on “I Don’t Wanna Cry” and “And You Don’t Remember” alongside the beautiful singing her girls were going to provide. Mariah gave the world that sick female harmony almost choir sounding style of hers. She loved arranging and adding as many harmonies as possible.”

Beyond the stellar composition, another highlight of the track is Carey’s transcendent voice and the background vocals contributed by Daniels and the Price Sisters. The harmonies act as a slow build, subtle and akin to a hymn during the verses while erupting into a soulful explosion on the chorus. Similarly, Mariah’s vocals build in intensity in line with the background harmonies, before reaching peak on the chorus and bridge. There’s a loose ad-lib quality to Carey’s vocals on the chorus as she enhances the choir like harmonies of the background singers, demonstrating passion and soul in each note. This is probably best explained by Carey herself as she noted in a 1993 interview,“I have a pretty good knowledge of gospel now and although it’s not like I grew up in church, I love it. It’s hard to explain, but sometimes when I’m singing gospel, everything seems to be right. I’m not thinking, I don’t know how I’m going to sing the next line, because I’m letting go, the choir’s wailing away and there’s an uplifting, spiritual moment where the voices connect with the music and what I’m feeling… it comes from somewhere else and it’s such an amazing gift.” While the extraordinary harmonies were contributed by just a handful of singers in the studio, Carey would perform the song live with a choir as demonstrated on the stunning rendition in Here’s Mariah Carey. While lyrically the track could be viewed as a love song, it’s also ambiguous enough to hold a spiritual meaning. Carey discussed this further, “On the surface it seems like it’s a love song, but if you change a few things it could actually be a spiritual song or a gospel song. I don’t want to be so specific if somebody looks into it, they can interpret these songs in any way they can.” There would be numerous remixes of the track released, most notably an 11 minute dance mix featuring a complete overhaul of the composition by Cole and Clivillés. The track would be released as the final single from Music Box in May of 1994, reaching the top 20 position in various territories. On an album filled with moving ballads, Anytime You Need A Friend is truly a transcendent piece of music and one of Carey’s greatest accomplishments.

The title track Music Box begins appropriately, with the sound of a music box followed by emerging synths and Carey’s sublime vocals. Lyrically, Mariah sings of the power of companionship and the security that comes with a shared love. Carey uses metaphors throughout the track to demonstrate the state of euphoria that comes with this experience.

When you tell me I’m the only one you need, Sweet and tenderly. And your love, Breaks away the clouds surrounding me, All I have I want to give to thee, oh baby.

Mariah’s vocals are subdued and balanced with the soft nature of the composition. She flows through each note effortlessly, demonstrating her clear vocal strength while also exuding a soft and somber quality to her performance. Carey discussed the initial development of the song and how the title for the track and album came about, “Walter, my writing partner was playing the keyboard, the synthesizer. And the name of the sound he was using, the names come up on the computer. We loved the sound and we were like ‘what sound is this’ and we looked at it and it was called Music Box. So then we actually got a real music box and we sampled it and we just kept the name.”

Mariah has always discussed her love for George Michael and his influence on her musically as recently as a 2017 interview in which she stated, “I remember before my first album, even in high school, the Faith album, I looked at that and said, “I want to make an album that crosses all these genres.” This influence would be further demonstrated with the development of the Music Box track, as Afanasieff recollects. “Mariah was very influenced by George Michael and his album Faith. She asked me if I had a sound that she really loved, which was a special organ sound. I remember being at Right Track Studios and we scoured the city to find the keyboard that was used to create the sound on that one George Michael song that she really loved. So we came back to the studio with a bunch of keyboards and I tried to come up with the sound and it didn’t work out. I finally got a Roland Juno 106 synthesizer delivered and in that bank of organ keyboard sounds she said, ‘Yeah, that’s the sound I really love.”

Sonically, the track recalls the prominent synthesized organ featured on George Michael’s classic ballad One More Try, a song Carey would record a cover for and release on her 2014 album, Me. I Am Mariah…The Elusive Chanteuse. Afanasieff described the development of the song further, “We started playing around with me hitting these chords on this organ sound and I started to play a chord progression and she immediately started to go into this beautiful musical trance. She started singing lovely melodies of my chord changes on the keyboard. The melody that is now the song called ‘Music Box.’ It was so beautiful that we added this little music box sound to it. It was all based on this keyboard that George Michael started using years before that influenced Mariah when she was a younger girl.” Subtle percussion in the form of finger snaps and a bass line emerge in the second verse continuing to build and match the subtle rise in the intensity of Carey’s vocals.

Carey would also collaborate with recording artist Babyface on the album, with the producer contributing to the ballad Never Forget You, alongside Daryl Simmons. Jermaine Dupri would also contribute a remix of the track that would be featured on the maxi-single, alongside an instrumental version. Dupri’s composition differs quite substantially from the original with sparser instrumentation, beginning with keys and a thinner drum sound. Carey discussed working with Babyface in a 1995 interview, “I really love working with Kenny (Babyface) because he’s smart and really easy to work with. I’m the kind of person where if someone starts playing something on the piano I can write a melody on top. It’s one of my favourite things to do. He’s the kind of person who can just sit down and come up with something, so we really vibe with each other.” While this would be their first collaboration together, Carey would work with Babyface again on Melt Away from her Daydream album, while also contributing background vocals to some of his work.

Mariah would contribute a sublime cover of Badfinger’s 1970 track Without You on Music Box, though Carey favoured the 1971 cover by Harry Nillson, which her rendition would be based on. She discussed the decision to include the cover on the album, “I used to love the song Without You when I was a little girl and I remember that always made me cry and I always thought it was such a beautiful song. I heard it again when I was in a restaurant, they had it playing I was like ‘I love this song, this is such a great song, I haven’t heard it for so long’ and I just decided that I wanted to cover it, so we did and I just think its an incredible song, it’s a beautiful song.”

The composition would be re-interpreted from the Nillson version in line with the sonic trends of the album, however, elements of the original would be replicated in the sound of the remake. Walter discussed this further, “I wanted to get closer to the version that I believed the integrity of the song belonged to which was the Harry Nilsson version because it had the power, the piano and the big sound. I went to work on our version of the track and Mariah came in and slayed her vocal and it turned out pretty powerful. At that time, I think there was a climate in the world, especially from Europe because you have to understand there were other girls out there in the mid-’90s like Celine Dion who were really raising the bar. Europe loved the song “Without You” and then it caught on here in the US.” The track would be the third single released from Music Box, released as a double A-Side with Never Forget You.

Music Box is an album filled with exceptional ballads as Carey explores the dynamics of love and relationships. Just To Hold You Once Again is a song about the longing for a companionship that is now gone and the despair that comes with a loss without resolution. Carey sings over floating synths:

It’s so hard to believe, I don’t have you right beside me
As I long to touch you But you’re out of my reach
And my heart doesn’t feel, It’s so very cold inside me
Just a shadow of someone that I used to be

The song bears resemblance both lyrically and sonically with the haunting ballad Till The End Of Time, released on Carey’s previous album. Both songs deal with the desire for a love that is not reciprocated sung over a similar instrumental backdrop. Afanasieff discussed the creation of the stellar track, ‘Just to Hold You Once Again’ was a lyric that she wrote after the music was written and the feeling of the music inspired Mariah to put these words down.” Often Carey’s writing process would involve finding inspiration in the composition to guide her to create the lyrics that would suit the arrangement. Just To Hold You Once Again is one such example, Mariah notes, “Usually I just write about whatever the song makes me feel, the track and the music… The lyrics are inspired by the music.” Afanasieff details the writing of the track further, “With ‘Just To Hold You Once Again’ we had these really cool chord progressions that made her go into a place of really missing someone, being sad and wanting to be with that person. She wrote this really beautiful lyric about how she would wish to hold that person one more time. A lot of people were quick to assume that she was lonely and sad. Just because someone wrote a sad song doesn’t mean that’s what they are. It was just a feeling that the song brought out.”

Carey would once again employ the Price Sisters and Daniels to contribute soulful, gospel background vocals building in magnitude to the final chorus, perfectly intertwined with Mariah’s emotive vocal delivery creating a melancholic finale. The harmonies are both haunting and uplifting with Mariah using them as a tool to bring intensity to the final chorus. The track is an example of the emotional depth Carey explores on Music Box.

Carey would work with David Cole and Robert Clivillés on the more RNB orientated up-tempo tracks featured on the album. Now That I Know and I’ve Been Thinking About You feature a similar template to previous songs the duo worked on for Mariah’s sophomore album Emotions. The tracks feature prominent drum patterns, keys reminiscent of early 90’s dance music and catchy synth lines. The compositions are complimented by Carey’s jubilant and fun vocals combined with stellar background arrangements. Mariah discussed the contrast between working with different producers on the album, “It’s really different working with Cole and Clivillés and working with Walter because they just have entirely different ways of working and personality. So when I go from one situation to the next, it’s like a total different scene. I like having the best of both worlds because when I work with David and Rob, I get a different vibe and a different style of record than when I work with Walter. But both of them are really important to getting that side of me across.”

While there is a significant focus on low-tempo ballads on Music Box, the Cole/ Clivillés collaborations bring a more urban element to the album. Cole discussed further in a 1993 interview, “We are from the streets and that’s the element that we like to bring to the package and Mariah is kinda cool because she can handle both of them very well. It’s not like, when she does the street stuff, it doesn’t come across like ‘why’s she doing that?’ It comes across like,’this belongs to her.’ This sentiment is evident throughout Carey’s career with the artist able to consistently sway between traditional ballads, RNB and hip-hop, all with clear authenticity.

The closing track on Music Box differs, regarding which edition of the album one has. The American configuration of the album ends with the sweeping ballad, All I Ever Wanted. The track follows a similar formula to the ballads present on the album, however Carey’s vocals noticeably soar during the chorus finishing the album in a climatic fashion.

Everything Fades Away is one of the emotionally charged ballads Carey released from these sessions, however, it would not feature on the American configuration of Music Box. The song would be released as the B Side and on the Maxi single of Hero in the United States but would make an appearance as the final song on various international editions of the album. Afanasieff discussed his thoughts on the exclusion of the song from the American release, “Record companies always have their rules. They always feel like there are too many songs on an album or not enough songs on an album or not enough of this kind of song on an album. It’s usually a decision made by a corporate mind and they’re usually wrong. “Everything Fades Away” one was of the favourites that many Europeans always say and I had wished it went on the American release.” The song begins with airy synths followed by a build of subtle percussion in the form of finger snaps and taps with prominent keys emerging. One of the key highlights of the track are the vocal arrangements, specifically during the chorus with the emergence of background vocals harmonised to dramatic effect. Carey’s vocals begin to subtly increase in intensity leading to the final chorus. As with all the ballads present on Music Box, the intertwining between Carey’s lead vocals and the background arrangements are stellar and convey an emotional resonance that Mariah masters with the ballad form.
As the title suggests, Carey acknowledges the dispirited attitude towards love that comes with the harsh reality of a relationship ending. While Mariah sings of her refusal to rekindle an old romance, she also takes a fatalistic approach to the concept of love staying constant.

Let it all fade away
Don’t you know that love is gone
It’s too late, everything fades away
Nothing ever stays the same

Male vocalist Will Downing contributes soulful vocals akin to somewhat of a duet with Carey on the bridge, pleading for a second chance while also adding a further dramatic element to the track. Afanasieff notes how the exclusion of the song from the American release would factor into the eventual determination of the track list of the album, “Because it didn’t make the American release we put the other song ‘All I’ve Ever Wanted’ on the album. It’s in that area of where it was a ballad type of song and it was really comfortable for us.” The song closes the international edition of the album in a somewhat melancholic fashion, like previous album closers, The Wind from Emotions and Love Takes Time.

Between being nominated for the Songwriters Hall Of Fame and receiving the Billboard Icon award, there has been a well-deserved focus on the talent of Mariah Carey as a songwriter and producer in recent months. A distinction that is well overdue but also not particularly essential to an artist who beyond commercial success, finds passion in the art of songwriting and creating. Carey’s influence on the pop music landscape cannot be argued, inspiring countless artists while also steering the direction of pop music into new avenues. Music Box is Mariah’s most commercially successful album, however, it is only one of many essential albums in her repertoire. It may seem tame in comparison to the introspective lyrics featured on Butterfly or Charmbracelet, the personal nature of Memoirs Of An Imperfect Angel or the musical eclecticism of Rainbow. However, it is a vital album in understanding the evolution of Carey as a lyricist, producer, and performer.

“It’s really hard to define my own music because it’s so personal and it comes from inside me, so its really hard to categorize it or to put it into any specific — say, “It’s this.” or “It’s that.” I just really feel that music is the most important thing to me in my life and I put a lot of myself into it — both in my singing and my writing. I enjoy doing it and I hope that people who enjoy my music can get that out of it.” — Mariah Carey.

Read our article on the making of Mariah Carey’s 1999 album, Rainbow here:

Mariah Carey’s Rainbow: 20th Anniversary Celebration

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Mariah Carey: The Songwriter With A Music Box

Written by Lucas Cava

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