1979 • Behind the Songs
A bass-and-drum duet from the swing era, stretched to seven minutes of Midler mischief.

The longest track on Bette Midler’s disco album is a 41-year-old jazz joke. “Big Noise from Winnetka” runs 6:56 on Thighs and Whispers — nearly seven minutes of bass, drums, and Midler at her most mischievous — and it began life in 1938 as a spontaneous bass-and-drum duet cooked up by two sidemen killing time between sets in Chicago. That a swing-era novelty ended up as the opening number on so many of Midler’s tours tells you everything about her instincts as an entertainer: she could hear the showbiz in anything, even a drum solo.
The song was co-written by Bob Haggart, a bassist, and Ray Bauduc, a drummer — both members of the Bobcats, the Dixieland-flavored small group drawn from Bob Crosby’s orchestra. The story goes that the two men invented it on the spot at the Blackhawk, a Chicago nightclub, in 1938, after the band came back late from a break and needed something to play. What they came up with was genuinely strange: Haggart whistled the melody while playing bass, Bauduc played drums — and halfway through, Bauduc started drumming on the strings of Haggart’s bass while Haggart fingered the notes with his left hand, turning the instrument into a percussion section of its own. Lyrics were added later by Gil Rodin and Bob Crosby, but the instrumental original is the legend. It was a party trick elevated to art — which may be why, four decades later, it caught the ear of a singer whose entire act was a party trick elevated to art.
Then there is the title. Winnetka is an affluent suburb on Chicago’s North Shore, about sixteen miles north of downtown — the kind of place not generally associated with making a big noise of any kind. That was the joke, and it was a very 1938 joke: the idea that the loudest thing in jazz could come from the quietest zip code. Midler, who loved an incongruity, must have adored it.
The original had legs. Haggart and Bauduc performed it in two films, Let’s Make Music in 1941 and Reveille with Beverly in 1943, and the 1938 recording later turned up on the soundtrack of Raging Bull. In 1982, Nick Nolte and Debra Winger danced to it in Cannery Row. Other musicians kept picking it up: Gene Krupa recorded it for a 1959 live album, Jack Teagarden the same year, Kenny Ball in 1962, Cozy Cole in 1963 — whose version bubbled under the Billboard Hot 100 at number 121 — and Chico Hamilton in 1965. Eddy Mitchell cut a French version in 1963; the Scottish rock band Clouds recorded it in 1970. It was, in other words, a musician’s tune — the kind of number players loved and audiences remembered.
Midler’s version, cut for Thighs and Whispers in 1979 and produced by Arif Mardin, stretches the duet to 6:56 without ever feeling padded. The album’s drum chairs were held by Steve Ferrone, Mel Lewis, and Albert Izzo — three players from three different worlds of drumming — and the track swings with the confidence of musicians who know they are the main event. Released as a 12-inch single, it reached number 98 on the US Dance charts: not a hit, exactly, but a calling card. On an album of disco sheen, it was the moment the past broke through — 1938 crashing the 1979 party, and the party was better for it.
The choice made a peculiar kind of sense. Thighs and Whispers was Midler’s disco record — sleek, modern, of the moment — and “Big Noise from Winnetka” was its deliberate anachronism, the track that reminded listeners the singer had roots deeper than the mirror ball. Mardin, producing, gave it the full big-band treatment rather than a disco gloss, and the decision flatters both eras: the swing tune sounds timeless, and the disco album sounds smarter for including it.

What to listen for is the architecture. The track is built like a vaudeville routine: an opening statement, a series of escalating features, and a finale that lands because the band never shows off all at once. Midler treats her vocal the way Haggart treated his whistle — as one instrument among equals, weaving in and out of the rhythm rather than riding over it. At nearly seven minutes, it is the longest cut on the album, and it earns every second: this is a singer who learned her timing in rooms where you either held the crowd or lost it, applied to a song that was born in exactly the same circumstances.
The song became a fixture of Midler’s stage act. She performed it in Divine Madness, her 1980 concert film — where the soundtrack version runs a tighter 3:52 — and it has served as the opening number on many of her tours, the burst of brass-and-drum energy designed to tell an arena exactly what kind of night it was going to be. Decades later, she was still opening with it: “Big Noise from Winnetka” was part of her Las Vegas residency, The Showgirl Must Go On, which ran from 2008 to 2010. A song written as a goof between sets in 1938 had become, seventy years on, the sound of the curtain going up.
That is the quiet miracle of the song. Haggart and Bauduc were filling dead air; Midler heard a showstopper. The distance between a Chicago nightclub in 1938 and a Las Vegas stage in 2008 is about as far as popular music travels, and “Big Noise from Winnetka” made the trip without changing its clothes. It is still a bass, a set of drums, and a performer with the nerve to whistle the melody — which, when you think about it, is as good a description of Bette Midler as anyone has managed.