Lady Gaga's 'Why Did You That' From 'A Star Is Born' Oral History – The Daily Beast

ORAL HISTORY
“Why’d you come around me with an ass like that?” We talked to Diane Warren and the producers about those lyrics—and the movie’s infamous “sellout” track, “Why Did You Do That?”
A Star is Born, the Bradley Cooper-directed remake of a remake of a remake starring Lady Gaga as an up-and-coming pop star and Cooper as her grizzled mentor and husband, premiered five years ago this month. The lead single from its soundtrack, “Shallow,” got its flowers, going on to win the Oscar for Best Original Song and two Grammys. Even “I’ll Never Love Again,” the closing ballad—spoiler alert for a five-year-old movie—that Gaga’s character Ally performs after the death by suicide of Cooper’s Jackson Maine, won the Grammy for Best Song Written for Visual Media. But it’s “Why Did You Do That?” Ally’s debut pop single that remains the movie’s most slept on cult song.
The song was written by Gaga and prolific songwriter Diane Warren “maybe like a week” after the 2016 Academy Awards ceremony, Warren says, where the two were nominated for their ballad, “Til It Happens To You,” for the campus rape documentary, The Hunting Ground. At that point, A Star is Born was but a star in Cooper’s eye, so it originally wasn’t meant specifically for the film Gaga would eventually star in. Fast forward two-and-a-half years, and its placement in the movie occurs at Ally’s “sellout moment,” when she eschews the soulful ballads she wrote and performed with Maine for a mainstream pop career replete with lyrics about being undone by a man’s fine ass.
“That’s the line he quotes when she’s in the bathtub and he goes, ‘Really?! Why’d you come around me with an ass like that?!’ And I’m like, ‘Guilty!’ I’m the one who made her sell out,” Warren says, laughing over the phone from her Los Angeles home on the fifth anniversary.
Much has been made of the “bad” pop song, but Warren, along with producers Paul Blair, aka DJ White Shadow, and Mark Nilan Jr. (Nick Monson is also credited), maintain that they never set out to make one, the latter two of whom use that line verbatim.
“I’ve never tried to [make] a sell-out, opposite-of-cool song in my life!” Nilan Jr. exclaims. He grew up around the creators of Motown in Detroit, where Blair also spent part of his childhood, but the two didn’t meet until years later at an international songwriting camp, where partying took precedence and not one song was written. “But I got to meet Mark and we went on to win a Grammy together,” Blair says, so it wasn’t a total loss.
“What is a bad pop song?” Blair ponders. He has been a long-time collaborator of Gaga’s since her Monster Ball tour. “Nobody sets out to write a bad pop song or a bad song in general. I don’t think that ‘Party in the U.S.A’ by Miley Cyrus is a work of creative writing genius, but it’s a great pop song. I think [‘Why Did You Do That?’ is] a fun song that someone who considered themselves a serious songwriter, like Jackson Maine does in the movie, would turn his nose up at due to the subject matter—because he would never write something like that. Is it a dumb song to me? No. Is it a dumb song to Diane Warren? No. Is it a dumb song to you? No. But is it a dumb song to Jackson Maine? Absolutely. Any song with the word ass in it is probably a dumb song [to him].”
“It’s definitely not a line that people would assume would come from me,” Warren says, adding that nothing about the song is something that people would assume came from her. For starters, it was one of the only times she’s written a song with someone else, with Gaga pushing Warren to “[get] out of my comfort zone.”
It’s also one of the only times she’s “written to track,” with the “musical germ” provided by Nilan Jr. already “cooked up” from jam sessions in the weeks prior to getting the call from Blair to come into the studio. He was on his way to Home Depot to do “general man/dad stuff on a Saturday,” he says, adding, “I didn’t make it to Home Depot that day.” Sticking with that theme, Blair likens “Why Did You Do That?” to a “junkyard song,” not in a derogatory way but one whose parts sit around for a while until they have occasion to be used.
“It’s smart to have a handful of great tracks in your back pocket, so that when you go into sessions you’re ready when they say, play me something,” he says. And that something was the “kalimba-sounding instrument” that can first be heard when the song comes on. “I played through a couple, but [Gaga] said, go back to that first one again, and she instantly started humming the hook melody. It just kind of poured out of her.
“Within an hour that song was complete,” Nilan Jr. continues. “Usually the best ones are those that happen quickly and spontaneously like that. When you start thinking about it too hard, you lose the spark.”
For her money, Warren—who does not recall Blair or Nilan Jr. being in the room while she and Gaga were writing, but adds, “I was pretty stoned! Maybe they came later”—usually takes longer to write the songs she pens herself, a strategy that has served her well, with nine number-one songs and 32 top-10 songs on the Billboard charts throughout her career.
She maintains that “Why Did You Do That?” should have been released as a single and might see a renewed popularity, like her 2014 Paloma Faith song “Only Love Can Hurt Like This,” which went viral on TikTok, or Blair and Gaga’s “Bloody Mary” from 2011’s Born This Way, which blew up last year after being featured on Wednesday. “[“Why Did You Do That?”] hasn’t had her quinceanera yet but maybe at one point she will,” Blair says.
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