![How Larry Carlton Came to Feature on a Michael Jackson Hit]](https://backingtracksfullcollection.com/wp-content/uploads/2026/04/How-Larry-Carlton-Came-to-Feature-on-a-Michael-Jackson-758x426.jpg "How Larry Carlton Came to Feature on a Michael Jackson Hit] 1")
Studio behemoth Larry Carlton’s guitar chops can be heard on seminal ’70s and ’80s records by the likes of Steely Dan, Joni Mitchell, Joan Baez, and Barbra Streisand, to name but a mere few.
However, one of his lesser-known contributions is his work on Michael Jackson’s Off The Wall record – specifically, on what would become one of Jackson’s Top 10 singles, She’s Out of My Life – making Carlton part of a very select group of guitar players to have ever worked with the King of Pop.
“In that era, I was obviously well established,” Carlton tells Vertex Effects, as he looks back on how that high-profile session came about.
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“I knew Tom Bahler, the songwriter. We knew each other from 1969, and he was working very tightly with Quincy [Jones], and they [had already] cut Greg Phillinganes’ piano and Michael’s vocal. I got a call from Tom, and he said, ‘We have this Michael Jackson tune.’ And I looked at Quincy and said, ‘What’s it need? Who should we…?’ Then he said, ‘Carlton.’”
Carlton clarifies that he didn’t play on any of the other tracks, but the two called him up specifically for the ballad, as Carlton’s specific style.
He continues, “So I show up for the session, and they played it for me. I had a chord chart, so I just played along. I started playing some voicings… and I did a pass like that. And Quincy looked at Bruce Swedien, the engineer, and he said, ‘Will it print?’ Bruce said, ‘It’s too low with the Rhodes [microphone] and all that.’”
Carlton says that the push and pull between the player and producer is part of the “normal process” of being a seasoned session guitarist.
“You give them something, and then they can say, ‘Maybe try a higher register…’” he explains. “I never forgot that: ‘Will it print?’”
The guitarist was far from discouraged, however. “I said, ‘Okay, I’ll try some other things.’ And that’s when I came up [with] doing harmonics, and that’s what really worked, but on the opening, that [the original idea] is in there, blended with the Rhodes… out of the range of the Rhodes. It was a nice open spot. So that was it.”
As for whether Jackson himself was there supervising the session, Carlton replies, “Michael was not there. He was in Australia, so I never met the gentleman. That was it. Me, Bruce, and Quincy. I gave him two or three passes, and [I’m] glad I’m on it!”
Elsewhere in the same interview, Carlton recalled the moment he first crossed paths with a Dumble – and how it was unexpectedly demoed to him by a fellow guitar great.
