How Farrah Fawcett Helped Write “Midnight Train to Georgia”


In 1973, Gladys Knight and the Pips released “Midnight Train to Georgia.” It quickly became a soul standard, the band’s signature song, and a recording that still hits with the full-throttle force of a southbound locomotive.

But what does any of that have to do with Farrah Fawcett?

For the answer to that question, we must travel to Hollywood at the turn of a new decade.

Jim Weatherly—Midnight Plane to Houston (1972)

In the early 70s, Jim Weatherly was an erstwhile college quarterback with failed designs on an NFL career. When the pros didn’t pan out, Weatherly found himself in Los Angeles working as a songwriter. But he still had the football bug so he got it out of his system by playing in a local recreational league.

Football, Farrah Fawcett and the Six Million Dollar Man

This being L.A., one of his teammates was actor Lee Majors. Majors was one year away from landing his career-defining role as Colonel Steve Austin in the Six Million Dollar Man. Meanwhile, Lee’s girlfriend and future wife Farrah Fawcett was on her own path to superstardom. In four years, she would land her own signature role as P.I. Jill Munro in Charlie’s Angels.

But when Jim Weatherly called his teammate one day in 1972, the only thing on his mind was football practice. Then Fawcett answered the phone.

The conversation was brief, but before hanging up, Farrah mentioned that she was scheduled to be on a “midnight plane to Houston.”

The phrase struck Weatherly as interesting.

Weatherly Spins Hollywood Fiction

Weatherly wondered what might possess a person to board a plane from L.A. to Houston at the midnight hour. From here, he conjured the story of a woman who is disillusioned with Hollywood and the man who was willing to forego his own dreams of stardom to be with her.

The original release—a country lament plucked on a chiming acoustic guitar with a delicate touch of pedal steel—appeared on the 1972 album Weatherly. It made no commercial impact.

Cissy Houston—Midnight Train to Georgia (1972)

The next stop was Houston—the person, not the place. Weatherly and his management sent the song away to a man in Atlanta named Sonny Limbo. He felt it was a perfect match for soul singer Cissy Houston (who history will also note is the mother of Whitney Houston).

Ironically, it was Cissy Houston who suggested changing the titular destination from Houston to Georgia. Weatherly told Cissy she could change the location and mode of transportation as long as she left the heart of the story intact.

An article in Wide Open Country tells the story of the song’s evolution. According to Cissy, ”When Sonny played me Jim’s song, I loved it right away. It was a country ballad that told a good story–about two people in love. But I wanted to change the title. My people are originally from Georgia and they didn’t take planes to Houston or anywhere else. They took trains. We recorded the single in Memphis in 1972 with a country-gospel thing going, and I arranged the background singers.”

Outside of these lyrical changes and Cissy’s soulful vocal performance, the cover is fairly faithful to the original.

Once again, the song made no impact. As Houston recalls, “Janus, my label, didn’t do much to promote it and we moved on.”

Gladys Knight & the Pips—Midnight Train to Georgia (1973)

That very same year, Gladys Knight & the Pips signed on for a one album deal with emergent lite-psych and bubblegum label Buddah. Earlier in the year, the Pips had actually cut a pretty sizable hit by covering another Jim Weatherly song.

“Neither One of Us (Wants to Be the First to Say Goodbye” topped the Soul charts and served as the title track to their prior album.

So Gladys Knight was already a fan of Weatherly’s work when she heard “Midnight Train.”

“‘I listened to Cissy’s version and loved it–but I knew I wanted to do something different,’ Knight told the Wall Street Journal. “I wanted an Al Green thing, you know, something moody with a little ride to it. I’ve always liked my tracks full–horns, keyboards and other instruments–to create texture and spark something in me.”

Though Weatherly was originally quite specific about retaining the core narrative of his song, he proved more than receptive to Knight’s take.

“I also wanted to change a few of Jim’s original lyrics–add a word or two and take out a few. So I’d call him every day. I’d say, ‘Hey Jim, what do you think of ‘So he’s leaving a life he’s come to know?’ instead of ‘we’ve come to know?’ Jim was cool with everything. He allowed us that freedom.”

The result was a song that achieved immortality.

Included on their 1973 LP Imagination, “Midnight Train” became their first chart-topping single as well as the 1974 Grammy winner for Best R&B Vocal Performance by a Duo, Group or Chorus.

So why does the Pips version seem to hit so much harder, and resonate more deeply—aside from the obvious fact that Gladys Knight is a knockout, drag-down, powerhouse of a singer? Well, contrary to Weatherly’s version, which was essentially an imaginary story about two characters, Knight sings with experience.

“While recording that single, I was thinking about my own situation. My husband at the time was a beautiful saxophonist and so gifted. But he was unhappy that we didn’t have a more traditional marriage because I was often on the road or recording. Ultimately it all proved too much for him, like the song said, and we divorced later, in ’73. I was going through the exact same thing that I was singing about when recording–which is probably why it sounds so personal.”

Simply stated, Knight’s version is the real deal.

Here’s a little mix inspired by Jim, Cissy, and Gladys.