For those of us who never got to see the Beatles in concert, the Fab Faux is the next best thing. This ain’t your momma’s costumed cover band. These five musicians—Will Lee, Rich Pagano, Jack Petruzzelli, Jimmy Vivino and Frank Agnello—have world-class chops, which will be on display at their George Harrison tribute at the Beacon Theatre on October 26th. Conscientious to a fault, these pros gave Elmore a behind-the-scenes look at this once-in-a-lifetime event.

Part 1 of 4: Preparation

The amount of preparation for this one-time show is daunting. The Fab Faux has performed the music of the Beatles for over 15 years, but they’ve never had to learn this many new songs for any one show. They’re cramming post-Beatles tunes that they have never played before (and may never play again) into a one-off, but insist it will be of the same quality as the material they’ve learned over the last 15-16 years. “You get one take,” bassist Will Lee (of the CBS Orchestra on The Late Show with David Letterman) said.

Guitarist Frank Agnello (who has played with Phoebe Snow, Marshall Crenshaw and Joey Molland of Badfinger) curated the show, no small task because the set list is not based on airplay, but instead on the songs that the Fab Faux members themselves love. “We have always been big George fans,” Agnello said. “My job is to make sure that some big songs are in there. The trade-off is that the audience will hear a really cool performance of something that they may not have expected, and whoever is singing it is going to bring a little extra something because it’s a personal favorite.”

Agnello drew up a first draft in January, and the band rehearsed a few hours before a gig in Rhode Island in April and then planned three more Fab Faux rehearsals. Lee put together a six-person choir; Agnello wrote out all their backing vocal parts and distributed the sheet music electronically. In an interview two months before the event, Jimmy Vivino (band leader for Conan) told us, “Instead of talking to you, I should be doing horn charts now.” “It’s more like independent study,” Agnello explained. The day before the show, the choir, the horns, the strings and the guest musicians will be in a marathon rehearsal. “George’s songs were pretty large scale, especially in his solo period,” Agnello said. “We’re going to have as many as 20 people playing at one time, so to coordinate all that is the tricky part.”

For example, here’s their arrangement of “What Is Life”:

Lead Vocal: Frank
Double Vocal, Tambourine & Last Verse Slide Guitar Fills: Jim B.
Harmonies: Will, Jimmy, Rich, Jack, Erin
Lead Guitar (Fuzz): Jimmy
Rhythm Electric Guitar: Frank
Acoustic Guitar: Erin
Piano: Jack
Bass: Will
Drums/Verse Mounted Tambourine: Rich
Drums: Jim K.
Trumpets: John & Bones
Saxes: Jerry & Sam
Violin: Amy
Cello: Sibel
Choir: Elaine, Nicki, Tabitha, Chrissi, D-Train, Frank S.

The band will perform 12 Harrison solo songs that they’ve never done before, six solo songs that they have previously performed and 13 of his Beatles songs. With the Beacon Theatre’s curfew, the whole thing must be done in three hours. Do not expect much patter.

The band divides lead vocals by the time-honored schoolyard tradition known as “dibs.” “When you call a song, you get the lead vocals,” Vivino explained. Agnello then breaks down the instrumental parts. “Every part is important, so whatever the job requires—we serve the music,” Vivino said. When pressed, he added, “It’s not the last time you’re going to play … Hopefully! If it is, you say, ‘Damn! I wish I had had that solo.’”

Not only do these musicians learn the songs, they learn instruments as well. Vivino learned sitar to play Harrison’s songs, and he now owns three. He likens the sitar to the blues: “It’s a lot like John Lee Hooker, like an open tuning. Muddy Waters and Howling Wolf—one chord,” he said, adding, “When I got my sitar, the first thing I did was learn how to play ‘Good Morning Little Schoolgirl.’” Similarly, Agnello considers “Any Road” from the Brainwashed album to be Harrison’s last great song, so he went on eBay and bought a vintage banjo uke to play it. “George played a lot of slide guitar, so we all have to brush up,” said Agnello. “There’s going to be as many as four different guys playing slide guitar.” Rich Pagano (Rosanne Cash, Ray Davies) will even sing “Bangladesh,” the song Harrison wrote specifically for The Concert For Bangladesh. “We are going deep,” he said.

The Beatles, and Harrison in particular, had a massive influence on these musicians. Frank Agnello heard his first Beatles song at six years old, when his cousin played him “It Won’t Be Long.” “My first perception of George was that he was the lead guitarist (Wow, he’s playing the hard stuff),” Agnello recalled.

“The first rock ‘n’ roll concert that I ever saw was The Concert for Bangladesh,” Pagano said. “I was ten years old, and there may have been five people in the theater, but we still sat in the second row like we were in the first row of the concert, with our necks tilted back. I just loved George’s sense of changes. He was coming out of the whole Band thing, and he had a Robbie Robertson sound in his songwriting at some point … I knew as soon as I could grow a beard, I was gonna do it from watching that movie.”

Lee, the only member of the Fab Faux to have played with Harrison, recalled that Harrison insisted on teaching him a particular part, the subtle figure underneath the bridge of “While My Guitar Gently Weeps,” telling Lee, “This is very important to me.” “Every time I get to that part of the song, I get very emotional, tearful, and I think, ‘How’s this, George?’”

Jack Petruzzelli (Joan Osborne, Patti Smith and Rufus Wainwright) simply said, “George was how I wound up playing guitar, so this will be a highlight of my career.”

In addition to choosing songs, the sequencing becomes very important. The Fab Faux often play Beatles records in their entirety, start to finish. “When you play ‘While My Guitar Gently Weeps’ in a White Album show, it comes up too soon, the great song that it is,” Vivino said. “It’s buried in the beginning of the album, if that makes any sense.” In the all-Harrison show, Vivino promised, “It will be extra special. Now you are presenting the crown jewel, in my opinion.”

Differences like sequencing change the way both the band and the audience hear the music. “We keep finding things out,” Vivino said. “That’s why the Fab Faux can keep going, because information keeps leaking out.”

Coming up in Part 2: The music of George Harrison