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Paul H.

Duvall (SBN 73699)


E-Mail: pduvall@kingballow.com
KING & BALLOW
6540 Lusk Blvd., Suite 250
San Diego, CA 92121
(858) 597-6000
Fax: (858) 597-6008
Attorneys for Defendants and Counter-
Claimants Frankie Christian Gaye and
Nona Marvisa Gaye

Richard S. Busch (TN BPR 014594)
(pro hac vice)
E-Mail: rbusch@kingballow.com
KING & BALLOW
315 Union Street, Suite 1100
Nashville, TN 37201
(615) 259-3456 Fax: (615) 726-5417
Attorneys for Defendants and Counter-
Claimants Frankie Christian Gaye and Nona
Marvisa Gaye


Mark L. Block (SBN 115457)
E-Mail: mblock@wargofrench.com
WARGO & FRENCH LLP
1888 Century Park East; Suite 1520
Los Angeles, CA 90067
(310) 853-6355 Fax: (310) 853-6333
Attorneys for Defendants and Counter-
Claimants Frankie Christian Gaye and
Nona Marvisa Gaye
Paul N. Philips (SBN 18792)
E-Mail: pnp@pnplegal.com
The Law Offices of Paul N. Philips
9255 West Sunset Boulevard
West Hollywood, CA 90069
(323)813-1126 Fax: (323) 854-6902
Attorney for Defendant and Counter-Claimant
Marvin Gaye III


UNITED STATES DISTRICT COURT

CENTRAL DISTRICT OF CALIFORNIA, WESTERN DIVISION

PHARRELL WILLIAMS, an individual;
ROBIN THICKE, an individual; and
CLIFFORD HARRIS, JR., an individual,

Plaintiffs,
vs.

BRIDGEPORT MUSIC, INC.,
a Michigan corporation; FRANKIE
CHRISTIAN GAYE, an individual;
MARVIN GAYE III, an individual;
NONA MARVISA GAYE, an
Individual; and DOES 1 through 10,
inclusive,
Defendants.
Case No. CV13-06004-JAK (AGRx)

Hon. John A. Kronstadt, Ctrm 750

STATEMENT OF ADDITIONAL
MATERIAL FACTS IN SUPPORT OF
COUNTER-CLAIMANTS JOINT
OPPOSITION TO PLAINTIFFS AND
COUNTER-DEFENDANTS MOTION
FOR SUMMARY JUDGMENT OR, IN
THE ALTERNATIVE, PARTIAL
SUMMARY JUDGMENT

Date: October 20, 2014
Time: 8:30 a.m.
Ctrm: 750

Action Commenced: August 15, 2013
Trial Date: February 10, 2015

AND RELATED COUNTER-CLAIMS.

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Case 2:13-cv-06004-JAK-AGR Document 121 Filed 09/15/14 Page 1 of 48 Page ID #:2522

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Pursuant to Federal Rule of Civil Procedure 56 and United States District Court,
Central District of California Local Rule 56-2, Counter-Claimants Nona Marvisa Gaye,
Frankie Christian Gaye, and Marvin Gaye III (collectively the Gayes), hereby submit
this Statement of Additional Material Facts in support of their Opposition to Plaintiffs
Motion for Summary Judgment (Plaintiffs Motion).
I. ADDITIONAL MATERIAL FACTS

Material Facts Supporting Evidence
98. The musical composition of Got to Give it
Up is equivalent to the recording and
there was no preexisting lead sheet for
Got to Give it Up at the time of its
recording. The composition was recorded
live by Marvin Gaye at his studio.
98. See The Declaration of Janis
Gaye (Gaye Decl.) at 5-6.
99. The lead sheet deposited with the U.S.
Copyright Office was created by an
unknown third party after the composition
was recorded.
99. See Gaye Decl. at 5-6.
100. Plaintiff Robin Thicke (Thicke) first
heard Marvin Gayes music when he was
eight or nine years old. He owned multiple
albums, including Greatest Hits, Whats
Going On, and Here, My Dear.
100. The Declaration of Richard S.
Busch (Busch Decl.) Exhibit 6 at
72:1-13.
101. Thicke admitted that Marvin Gayes
song Got to Give it Up is one of
Thickes favorite songs.
101. Busch Decl. Exhibit 6 at 17:22-
18:3; 72:14-73:12.

102. Thicke admitted that Marvin Gaye is 102. Busch Decl. see Exhibit 6 at
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one of his idols but denied, despite
contrary prior admissions, that Marvin
Gaye inspired half of his music: Ive been
called the White Marvin Gaye since I
was since I got started. So I think Ive
embraced that, consider it an honor. And
so -- so sometimes, if somebody is leading
you into, you know being compared to or
connecting with Marvin Gaye, I might
embellish. Instead of saying, Oh Marvin
Gaye is one of my favorites, I would go,
Oh, he inspires half of my,I also
embellish on many other subjects
publicly. Thicke also stated when he
listens to Marvin Gayes music he is
inspired by his greatness. He claimed he
was not familiar with the statement on
Allmusic.com that Thicke has a perpetual
Marvin fixation.
73:13-23, 74:1-24, 130:6-12, Exhibit
10.
103. Thicke stated in his verified
Supplemental Interrogatory Response to
the Gayes First Set of Interrogatories, that
he told Pharrell Williams (Williams) he
wanted to create a song that evoked the
musical era of Got to Give it Up.
103. Busch Decl. Exhibit 1 at 17:11-
14, Exhibit 16 Track 1.
104. Thicke admitted that he reviewed,
signed, and approved his Supplemental
Interrogatory Responses.
104. Busch Decl. Exhibit 1, Exhibit
6 at 68:20-71:7, Exhibit 16 Track 1.
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105. After his deposition, wherein Thicke
made admissions regarding Marvin Gayes
influence on Blurred Lines, he provided
Amended Supplemental Interrogatory
Responses, which stated that Williams
created the entire song, contradicting the
Interrogatory Responses he previously
verified.
105. Busch Decl. Exhibit 1A at
3:10-11.
106. Thicke is a co-writer on Blurred
Lines and owns part of the publishing.
106. Busch Decl. Exhibit 6 at 84:14-
85:6.
107. In a May 7, 2013 interview with GQ,
Thicke made the following statement about
the creation of Blurred Lines, Pharrell
and I were in the studio and I told him that
one of my favorite songs of all time was
Marvin Gayes Got to give it Up. I was
like, Damn, we should make something
like that, something with that groove.
Then he started playing a little something
and we literally wrote the song in about a
half hour and recorded it.
107. Busch Decl. Exhibit 2, Exhibit
6, at 75:10-77:19, 78:3-9.
108. Thicke claimed in his deposition he
lied about the story of how Blurred Lines
was created to sell records. I thought it
would help sell records. I thought that it
being my song my idea would make it
108. Busch Decl. Exhibit 6 at 87:20-
88:19, Exhibit 16 Track 9.
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more personal because my music has
always been so personal. That this was the
first time I had a song out that wasnt
personal and had nothing to do with me,
and yet it was my biggest successful (sic),
which you know, was very tough for me.
And so I lied in my story so I could at least
make it seem like, hey, Im the guy who
came up with this great idea. And you
know what? I didnt even use the Marvin
Gaye thing until everyone starting saying
to me, Hey, its reminiscent of the
Marvin Gaye Song, And I was like,
Well, yea, that was my idea. I wanted to
do something like that. There was no other
way for me to get credit for this biggest
song of the year unless it was my idea.
109. Thicke claimed that the statements
made during his July 9, 2013 interview
with Billboard.com were untrue. In that
interview Thicke stated, Pharrell and I
were in the studio making a couple records,
and then on the third day I told him I
wanted to do something kinda like Marvin
Gayes Got to Give it Up, that kind of
feel cause its one of my favorite songs of
all time. So he started messing around with
some drums and then he started going,
109. Busch Decl. Exhibit 2, Exhibit
6 at 101:18-102:24.
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Hey, hey, hey, and about an hour and a
half later we had the whole record
finished.
110. During his deposition, Thicke
authenticated a video clip from a 2013
interview with Inside Track on Fuse TV
wherein he stated, I said to Pharrell, you
know, Id like to do something like Marvin
Gayes Got to Give it Up, something with
that feel, and so we just started messing
with drums. Then he said, hey, hey, hey
and I was like, I love that. I hopped in
the booth, I put that down, and the rest of
the song just came flying out, like one line
after another.
110. Busch Decl. Exhibit 3, Track 4,
Exhibit 6 at 107:16-109:17.
111. Thicke claimed that he was drunk and
high during a 2013 interview with VH1,
and that the statements he made during the
interview were untrue. In the interview
Thicke stated, Well, Pharrell and I went in
the studio and, you know, I had mentioned
to him that one of my favorite songs of all
time is Marvin Gayes Got to Give it Up.
And so we tried to get a little groove like
that going and then we started dancing
around the studio like old men, hollering at
young girls from porch (sic), you know,
like hey, hey, hey, you know. We really
111. Busch Decl. Exhibit 3 Track 2,
Exhibit 6 at 111:24-114:17.
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wrote the whole song in about a half an
hour, because once we had a little track, we
went into a booth together, and, like, I
would sing a line and hed go, hey, hey,
hey or uh-huh or he would like, hey, girl,
come here. You know, we just had such a
great time that when we did the video, I
wanted to make sure we kept that energy
and that sense of humor. So I had Pharrell
do some old men dances. And when T.I.
showed up, I was like, Hey man, can you
do some old-man-like-your-grandpa-at-a-
wedding kind of dances. And T.I. went
right for it. He was fearless. He went right
for it. He gave us some Red Fox magic.
112. During his deposition, Thicke
authenticated a video clip from a 2013
interview with Twitter Take Over where he
stated, The idea, to uh, behind the song
Blurred Lines was Pharrell had been in
the studio for a couple of days, and one of
my favorite songs of all-time is Marvin
Gayes Got to Give it Up. So I came into
the studio and was like Hey, Pharrell I
wonder if we can do something with this
feel and this kind of spirit. And he started
working on the drums and about an hour
and a half later the whole song was
112. See Busch Decl. Exhibit 3
Track 3, Exhibit 6 at 115:18-116:18,
Exhibit 16 Track 6.
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finished. It was just one of those magical
days in the studio. Thicke claimed and
said that nothing said in the interview was
true, and admitted that he was drunk and
on vicodin at the time of the interview.

113. Thicke stated that when he appeared on
the Oprahs Next Chapter he was on a
Norco, which is like two Vicodin in one
pill . . . two times the power. The
following exchange took place during the
October 2013 interview:
Q: So lets talk about the Marvin Gaye
controversy.
A: Yes.
Q: Five months after its release, Marvin
Gayes family went public with
accusations that Blurred Lines sounded
strikingly similar to the legendary soul
singers classic, Got to Give it Up. I read
that you said, first of all, because I read
that and I thought one of my all time, its
my all time favorite dance song is Youve
Got to Give it Up. (sic).
A: I know, its a classic. Its one of the
best ever. And I went into the studio with
113. Busch Decl. Exhibit 3 Track 5,
Exhibit 6 at 119:13-22.
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Pharrell and I said you know, I would love
to get something like this feel. You know,
something that makes you feel like this.
And thats what inspiration is. You know,
you cant own a feeling. You own the
melodies, the bass lines, the chord
progressions, the syncopation. You know.
Thats what makes a song.
Q: So do you think its going to get
settled like out of court? Whatever?
A: I sure hope so. Do you know how
weird it is to be in legal battles with my
idol, with the person who inspires almost
all of, you know half of my music, its
either Michael Jackson or Marvin Gaye.
Q: I know. Whats your favorite all time
Marvin Gaye song?
A: Theres something about Whats
Going On that just, it just feels like it
explains life on earth for human beings.
You know what I mean? Its pretty much
like thats a time capsule. You could send
it out into the universes and there are some
aliens that are going to hear Marvin Gaye
and go Oh thats what life is like on
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earth, you know.
114. At his deposition, Thicke authenticated
that it was his voice in the following
interview with Hot 97:
Q: Is the song, it feels, cause speaking of
old man dances and BBQ dances, it feels
sort of like Got To Give it Up Part 2.
A: Definitely. Yeah.
Q: Was that sort of the vibe, the Marvin
Gaye vibe?
A: Thats exactly what I went in, its one
of my favorite songs of all time, I went in
and I was like you know Pharrell Id love
to make something like this, you know feel
like Got To Give it Up and he started
with the percussion you know trying to get
that rhythm and then the song actually
happened we did the whole record in about
an hour. And it was one of those magical,
we were having so much fun.
In his deposition, Thicke explained that he
answered definitely because they teach
you in the entertainment and in and to
in improve to always say yes and and
move forward and instead of saying no
114. Busch Decl. Exhibit 3 Track 1,
Exhibit 6 at 125:15-128:24.
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to things. So if they say, Hey, its
exciting, if theyre if theyre giving you
positivity, you always go, Yeah, of course,
man. Thats what we were going for. You
dont stop its that entertainment. Its
bad interview to fight and argue and
disagree. So if somebody lends me a
positive opening, I follow the positivity
with, Yeah, man. Thats exactly what we
were going for. All the way.
Thicke also stated, [A]fter so many
people, and like the interviewers were
saying, Hey man, it reminds me of that
song. It reminds me of that era, I was
going, Yeah, man. Thats what it is. Its
that era. Its and Marvin Gaye, being
one of the greatest to ever live, sure, I want
my new song to be compared to Marvin
Gaye, sure. Thicke admitted that the
reference in the interview was not to the
era but was specifically a reference to Got
to Give It Up.
115. Despite consistently stating that he
wanted to create a song like Got to Give it
Up, Thicke denied the accuracy of the
statements made in the Hot 97 interview.
Thicke claims he was never there when
115. Busch Decl. Exhibit 3 Track 1,
Exhibit 6 at 127:7-128:24.
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Williams started creating Blurred Lines.
116. After Thicke filed the lawsuit in this
case, he gave the following interview to
TMZ:
Q: So, so when you, when you wrote it,
[Blurred Lines], do you like think of
Marvin Gaye like when you write your
music?
A: No.
Q: Are you a fan of Marvin Gaye?
A: The biggest.
Thicke claimed that his answer to the
question are you a fan of Marvin Gaye
was the one question he answered honestly
in all of his interviews.
116. Busch Decl. Exhibit 3 Track 6,
Exhibit 6 at 131:23-132:12, 142:2-11.
117. Thicke does not consider himself an
honest person.
117. Busch Decl. Exhibit 6 at 31:12-
14, Exhibit 16 Track 7.
118. Thicke admitted that when he gives
interviews, I tell whatever I want to say to
help sell records.
118. Busch Decl. Exhibit 6 at 31:15-
19, Exhibit 16 Track 2.
119. At his deposition, after hearing a music
clip combining portions of Blurred Lines
and Got to Give it Up, Thicke was
unable to decipher from which song the
bass line was playingBlurred Lines or
119. Busch Decl. Exhibit 6 at 35:2-
4, 44:14-25, 48:12-49:11, 51:9-52:20.
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Got to Give it Up.
120. Thicke admitted that kick drum
syncopation in Blurred Lines and Got to
Give it Up were similar.
120. Busch Decl. Exhibit 6 at 90:12-
14.
121. It was Thickes idea to add the falsetto
to the second verse of Blurred Lines with
a different melody than the first.
121. Busch Decl. Exhibit 6 at 92:20-
24.
122. Thicke admitted that if he did not win
this case his ability to receive income from
Blurred Lines might be affected.
122. Busch Decl. Exhibit 6 at 99:13-
18.
123. Thicke admitted that he is familiar with
Marvin Gayes After The Dance because
it is a classic.
123. Busch Decl. Exhibit 6 at
154:11-16, Exhibit 16 Track 10.
124. Thicke claimed it was his manager and
lawyers idea to file this litigation.
124. Busch Decl. Exhibit 6 at
157:22-158:2.
125. Thicke admitted Blurred Lines was
by far his biggest hit earning at least 12
million copies worldwide. Comparatively
his second biggest hit Lost Without You,
sold 1-2 million copies.
125. Busch Decl. Exhibit 6 at
161:11-25.
126. When asked at his deposition if he
answered the written questions served
upon him by the Gayes, Williams admitted
that he did answer a bunch of questions
verbally, but could not remember any of
the particular questions asked of him.
126. Busch Decl. Exhibit 7 at 21:12-
22:5, 26:4-33:5, 37:3-24.
127. Williams stated that Blurred Lines 127. Busch Decl. Exhibit 7 at 47:20-
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does not use a blues chord structure. 22.
128. Williams does not know what chords
are in a 12-bar blues.
128. Busch Decl. Exhibit 7 at 47:23-
48:13
129. Williams did not know if he conducted
any personal search for documents he
personally had or that his company had in
response to the Gayes document request,
in order to ensure that he produced all
responsive documents.
129. See Busch Decl. Exhibit 7 at
49:6-25
130. Williams claimed he is able to read
musical notation, but cannot read pitches in
musical notation nor write in musical
notation. At his deposition, Williams stated
that he did not feel comfortable
identifying the names of notes requested of
him on pages 7, 11 of Judith Finells
Preliminary Report (Finell Report).
Williams also stated that he was not
comfortable because, Honestly, its
much more of an emotional answer than it
is anything else than its a scientific
answer. So I dont know if you really want
to listen to that. Williams later stated that
he could have identified the notes, If I
wanted to, but I didnt feel comfortable.
130. Busch Decl. Exhibit 7 at 53:2-
14, 54:8-10, 54:24-59:17, 139:17-
140:18.
131. Williams is familiar with Marvin
Gayes music and owned his albums.
131. Busch Decl. Exhibit 7 at 60:3-
12, Exhibit 16 Track 14.
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Pharrell stated that his Aunt used to play
Got to Give it Up all the time.

132. Williams denies Thicke made the
comments described in the May 7, 2013,
GQ article (transcribed in No. 107 of this
document), nor did Williams start playing
any music for Thicke after his comments.
132. Busch Decl. Exhibit 2, Exhibit
7 at 62:12-63:12, 65:11-66:4.
133. Williams denied Thickes statements in
the July 9, 2013 Billboard interview:
Pharrell Pharrell and I were in the studio
making a couple records, and then on the
third day, I told him I wanted to do
something kind of like Marvin Gayes Got
to Give it Up. . . . (Full transcription in
No. 109 of this document).

133. Busch Decl. Exhibit 2, Exhibit
7 at 66:13-67:14, 71:2-72:8, Exhibit
16 Track 11.
134. In response to a question regarding the
July 9, 2013 Billboard interview
(mentioned in No. 133 above), Williams
stated: Unfortunately, these questions that
youre asking me refer to a portion of our
business in the music industry when people
come in, sometimes they either co-write or
when they need songs sometimes they
embellish those stories. And so what
youre hanging your hat on here is a guy
that, you know, wants the world to
134. Busch Decl. Exhibit 7, at
67:16-68:15, Exhibit 16 Track 11.
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perceive that, like, you know, that song
was primarily, you know, like his his
his he had the impetus or the genesis for
it. But thats not the way I work. A. B,
again, I just highlight this to you. What
youre doing is youre taking excerpts from
a conversation of an interview where a guy
is presenting to the world that these are his
songs. So hes going to say: Yeah, I got
such A, such A, such A, such A, such A
such. But thats not the case. Im happy to
answer all these questions, but
unfortunately, this is the this is the this
is the part of it all that just makes it a little
confusing for youIts not the truth.

135. Williams repeatedly claimed Robin
Thicke, embellished the statements made
in the interviews with GQ and Billboard,
particularly with GQ because Thicke was
not there during the recording of Blurred
Lines.
135. Busch Decl. Exhibit 2, Exhibit
7,at 69:15-70:16, 182:24-183:18,
185:9-188:11.
136. Williams denied the veracity of the
following quote from an interview Thicke
gave to Inside Track on Fuse TV, on July
29, 2013: I said to Pharrell, Id love to do
something like Got to Give it Up. Thicke
stated, Pharrell and I started messing with
136. See Busch Decl. Exhibit 3
Track 4, Exhibit 7 at 73:6-21.
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the drums. Then he said the Hey, hey,
hey line. I hopped in the booth and we just
came flying out.
137. Williams claimed the following quote
from Thickes GQ, interview is untrue:
Pharrell and I started messing with drums
. . . because according to Williams, that
never happens in my sessions. Further, . .
. going into the booth? Thats not how it
happened. And by the way, how am I
how was how am I in the booth, saying,
Hey, hey, hey, and he can hear me and
hes not? How can he hear me?
137. Busch Decl. Exhibit 2, Exhibit
7 at 73:21-74:4, 78:7-16.
138. Williams denied the veracity of the
following excerpt about the creation of
Blurred Lines, from Thickes VH1
Music interview from 2013,
Q: How did the song Blurred Lines
come about?
A: Pharrell and I went in the studio and I
had mentioned to him that one of my
favorite songs of all time is Marvin Gayes
Got to Give it Up.
138. Busch Decl. Exhibit 3 Track 2,
Exhibit 7 at 74:-21-75:25.
139. Williams said the following regarding
Thickes comments in the rest of the quote
from his interview with VH1 Music,
transcribed fully in No. 111 above, This is
139. Busch Decl. Exhibit 3 Track 2,
Exhibit 7, at 76:2-77:1.
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a friend of mine, and unfortunately, this is
what happens when you embellish, when
you embellish like the origins of a song or
the origins of anything creative. This is
unfortunately what happens. We get in
here to places like this where you think
theres a threat of me being dishonest. And
thats not the case. He also stated that
Thickes description of the events was not
how it happened.
140. Williams denied that Thicke ever told
him during the creation of Blurred Lines,
that Got to Give it Up was one of his
favorite songs of all times.

140. Busch Decl. Exhibit 7 at 75:18-
25.
141. Williams denies the veracity of
statements Thicke made during his Twitter
Take Over interview, specifically that,
The idea, to uh, behind the song Blurred
Lines was Pharrell had been in the studio
for a couple of days, and one of my
favorite songs of all-time is Marvin Gayes
Got to Give it Up. So I came into the
studio and was like, Hey, Pharrell I
wonder if we can do something with this
feel and this kind of spirit. And he started
working on the drums and about an hour
and a half later the whole song was
141. Busch Decl. Exhibit 3 Track 3,
Exhibit 7, at 81:5-82:1.
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finished. It was just one of those magical
days in the studio.
142. Williams claims Thickes
embellished his statements in his Hot
97 interview. Youre dealing with
embellishment, and that is not how it
happened.

The full transcription of the excerpt
referred to is below:

Q: Is the song, it feels, because speaking
of old man dances and BBQ dances, it
feels sort of like Got to Give it Up Part
2.
A: Definitely, yeah.
Q: Was that sort of the vibe, the Marvin
Gaye Vibe?
A: Thats exactly what I went in, its one
of my favorite songs of all time. I went in
and I was like, You know Pharrell, Id
love to make something like this, you
know, feel like Got to Give it Up and he
started with the percussion, you know,
trying to get the rhythm and then the song
actually happened. We did the whole
142. Busch Decl. Exhibit 3 Track 1,
Exhibit 7 at 82:12-84:22; 195:19-
197:8.
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record in about an hour and it was one of
those magical, we were having so much
fun.
143. When asked about Thickes statements
regarding the creation of Blurred Lines
Williams stated, He is also a friend of
mine, right, and this is public record. At
the end of the day, hes a friend of mine
and Im not trying to, you know, belittle
his character in any way, shape or form.
But this is what happens every day in our
industry. You know, people are made to
look like they have much more authorship
in the situation than they actually do. So
thats where the embellishment comes in.
143. Busch Decl. Exhibit 7 at 83:17-
85:18.
144. Williams admitted that he gave the
following March 2013 interview with
XXL, referencing Marvin Gaye in regard
to Blurred Lines, stating,
Q: One of the biggest thing in production
is always sampling. Youve gotten into a
little bit of an issue with Blurred Lines
and Marvin Gayes estate. Did you see the
similarities in those tracks? How did you
deal with the fallout?
A: Well, listen, I have the utmost respect
the most utmost respect for Marvin Gaye
144. Busch Decl. Exhibit 4, Exhibit
7 at 104:18-107:15, Exhibit 16 Track
13.
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and his music and he is one of the
patriarchs. He is one of the best. But heres
the thing. You cant trademark a groove.
If I play a song, which a lot of my new hip
and rap records are, thats done in a six-
eight time signature, Charlie Parkers
family is not going to sue me for that. Do
you understand what Im saying? If I do a
salsa beat right now, I know that Ricky
Martins family is not going to come
looking for me. Because thats what were
dealing with. Were dealing with the idea
that someone feels like a groove is
proprietary, and its not. Music is and the
notes are, and when you look at the sheet
music, then youd know. And just for a bit
of humor, the percussion that I use in
Blurred Lines, aside from the music
notation being completely different
completely different the sheet music is
available online, by the way, but the
persuasion I was trying to pretend that I
was Marvin Gaye and what he would do,
had he went down to Nashville and did a
record with pentatonic harmonies, and
more of a bluegrass chord structure. So
unfortunately, theres no comparison
between the minor, bluesy chords he was
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playing and my major bluegrass-y chords,
and thats very plain to see for anyone who
can read music.
145. Although Williams stated in his
deposition that Marvin Gayes Got to
Give it Up did not cross his mind when he
was creating Blurred Lines.

However, he admitted in an October 31,
2013 interview promoting Despicable Me
2 that Blurred Lines was inspired by
Got to Give it Up. Williams went on to
say, What I tried to do was I tried to take
the feeling that Got To Give it Up gave
me. But I also tried to blend in Southern
White Baptist harmonies on the chorus . .
.
145. See Busch Decl. Exhibit 3
Track 7, Exhibit 5, Exhibit 7 at
90:13-17, 107:16-23, Exhibit 16
Track 12.
146. When asked about the discrepancy
between his statements in the XXL
interview and the responses in his
deposition where he said that Marvin Gaye
did not come into his mind during the
creation of Blurred Lines, Williams
stated that he was asked whether
Got to Give it Up came into his mind,
not Marvin Gaye. He claimed he meant to
say that he was trying to create the feeling
146. See Busch Decl. Exhibit 4,
Exhibit 7 at 107:14-110:22, Exhibit
16 Track 13.
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of the music. When I looked back, when
I was answering that question, yes, it was
like -- and thats what I should have said.
And Im sorry for not being clear. But it
it should have read, It felt like Marvin
Gaye going into Nashville making a
groove. Thats what it should have said.
So if Im going to be penalized for that, I
do stand corrected[and] Im telling you
that was thats not accurate. And I did
say that.
147. During his deposition, Williams was
not comfortable defining a Bluegrass
Chord Structure, Six-eight time
signature, or pentatonic harmonies. Nor
did he feel comfortable answering if
Blurred Lines was in six-eight.

147. Busch Decl. Exhibit 7 at
111:25-116:12.
148. Williams stated that the hook of
Blurred Lines is Good girl because,
thats what comes around as much as it
does. I mean, a chorus is honestly based on
what the author of the song deemed it
you know, deems is the chorus. So you
know, what most people would call the
chorus, some people will not. So its
obvious its subject to the author of the
song. Those things vary.
148. Busch Decl. Exhibit 7 at 117:5-
22.
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149. Williams oversaw the mixing process
for Blurred Lines by giving instructions
with the way he wants it to be mixed and
gives his notes when it comes back to him.
149. Busch Decl. Exhibit 7 at
119:10-15.
150. Thicke told Williams that he wanted
the second verse to be sung up higher,
asking for the falsetto.
150. Busch Decl. Exhibit 7 at
120:22-121:9.
151. The bass line descends at the end of
each section because the chord changes.
Williams said that to do so felt like the
natural thing.
151. Busch Decl. Exhibit 7 at
122:24-123:11.
152. Williams admitted he thinks for remix
purposes, a song can be embedded into
Logic and then manipulated to create a
new song.
152. Busch Decl. Exhibit 7 at
125:18-126:11.
153. When asked what the most important
element of Blurred Lines was, Williams
said, [T]he most important thing, its like
a mosaic. Each piece is necessary. Its the
over-arching message. Its the over-arching
feelingIts like asking yourself, whats
the favorite part of your sweater? Is it the
way that it fits or is it the color or the tag in
the backIts all just the composition is
what it is. Williams stated that in his
eyes, Thickes voice is what holds
Blurred Lines together.
153. Busch Decl. Exhibit 7 at
129:17-130:11.
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154. Williams knew that articles in Rolling
Stone and other publications were written
where the author stated that Blurred
Lines and Got to Give it Up sound
substantially similar.
154. Busch Decl. Exhibit 7 at
138:21-139:2, 139:5-15, Exhibits 11-
13.
155. According to Williams, a groove is, a
compilation of rhythms that give off a
certain effect that can be achieved by many
different thingsits a combination of
many different elementssoundsand
their syncopationsand most importantly,
the notationthats what helps to identify
a groove.
155. Busch Decl. Exhibit 7 at
141:12-142:19.
156. Williams stated that all statements
Thicke made regarding the creation of
Blurred Lines and read during his
deposition, were not only inconsistent, but
also untrue because Thicke was not there
during the creation of Blurred Lines.
156. Busch Decl. Exhibit 7 at 172:7-
173:22.
157. Sandy Wilbur (Wilbur) has written
deposit copies or lead sheets for songs or
other musical work that she has composed,
but has not prepared deposit copies or lead
sheets with the copyright office for a third
party, except in cases where someone
might be trying to get a trademark. Wilbur
stated that, The lead sheet generally has
the chords, the lyrics, the melody, the
157. Busch Decl. Exhibit 9 at 42:25-
43:21, 47:9-23, 50:12-21.
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structure, the movement the if they are
appropriate to put in to the lead sheet and
they are important. Wilbur mentions that
generally the arrangements and the sound
of the artist are omitted from a lead sheet.
158. Wilbur claims that although she
scanned Plaintiffs Motion, she saw that
Plaintiffs argued that the court should
focus on the lead sheet as being the
composition in the case.
158. Busch Decl. Exhibit 9 at
129:11-130:7
159. Wilbur admitted that a lead sheet
differs from the full score of her own
songs, because the melody, the chords, the
lyric structure, and the rhythmic elements
such as harmonic rhythm and melodic
rhythm are omitted from the lead sheets.
Wilbur further admits that the underlying
song is omitted from the full score of the
lead sheets in her own songs.
159. Busch Decl. Exhibit 9 at 47:24-
49:5
160. Wilbur admitted that in a declaration
submitted in Bourne Company v. Twentieth
Century Fox, another case where she
testified under penalty of perjury, that she
stated, Most of the differences in the lead
sheet reflect a simplified less fleshed out
chord pattern.
160. Busch Decl. Exhibit 8, Exhibit
9 at 131:6-133:24.
161. Wilbur was aware that the copyright 161. Busch Decl. Exhibit 9 at 51:7-
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Act was amended in 1978 to allow for the
deposit of the recording to be the
composition. She also acknowledged that
before the 1978 amendment, a visually
perceptive copy, or a lead sheet, was
required.
16.
162. Wilbur did not know how the lead
sheet she reviewed for Got to Give it Up
was prepared, if it was prepared before or
after Got to Give it Up was recorded, or
if someone other than Marvin Gaye was
the one who prepared it.
162. Busch Decl. Exhibit 9 at
162:10-25.
163. Wilbur admitted that she did not, in
fact, look at the lead sheet for Blurred
Lines when analyzing the similarities
between Blurred Lines and Got to Give
it Up, nor did she know if a lead sheet for
Blurred Lines existed. Wilbur claimed
that she downloaded the lead sheet from a
download site and did not know who
created the lead sheet that she downloaded,
and further the lead sheet was not provided
by the publisher. Further, Wilbur admits
that she did not use the lead sheet for
Blurred Lines or Got to Give it Up, but
looked at it briefly, instead, I transcribed
the song elements in lead sheet fashion
from the recordings. She also admitted
163. Busch Decl. Exhibit 9 at 58:2-
60:21, 62:16-63:2, 68:25-69:5.
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that commercially sold lead sheet for the
public does not normally represent the
most official form of the music
composition.

164. Wilbur provided her preliminary
analysis to Plaintiffs in July of 2013, but
only reviewed the deposit copy lead sheet
for Got to Give it Up recently. Her
analysis was based on the transcribing of
the recording of Got to Give it Up and
Blurred Lines, which has not been
produced to the Gayes.
164. Busch Decl. Exhibit 9 at 7:18-
8:8.
165. Wilbur did not include her
transcriptions created from the snippets of
music from Got to Give it Up and
Blurred Lines that she compared, in her
declaration. She stated that the
transcriptions she already created were
substantially the same as the copyright
deposits. Wilbur later claimed that in
determining whether two songs are similar,
she reviews a whole song to determine all
of the different similarities.
165. Busch Decl. Exhibit 9 at 70:4-
71:18, 75:9-76:3.
166. Wilbur did not conduct her own prior
art research.
166. Busch Decl. Exhibit 9 at 80:22-
81:16.
167. Wilbur did not find any prior art 167. See Busch Decl. Exhibit 9 at
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containing all eight of the similarities
between Got to Give it Up and Blurred
Lines that Finell identified in her report.
88:14-89:22.
168. Wilbur admitted she found that the
chorus, among other elements in Love
After War and After the Dance were
similar.
168. Busch Decl. Exhibit 9 at 90:2-
94:6.
169. Wilbur admitted that the decision as to
whether something rises to the level of
substantial similarity is certainly a jury
decision.
169. Busch Decl. Exhibit 9 at 94:8-
14.
170. Wilbur admitted that chord choices are
certainly a composers choice.
170. Busch Decl. Exhibit 9 at 91:10-
92:9, 94:15-95:16.
171. Wilbur admitted that it is a common
practice to put two pieces into the same
key for comparative purposes, as was done
for the comparison between Love After
War and After The Dance, in the
analysis by Judith Finell.
171. See Busch Decl. Exhibit 9 at
95:18-96:10.
172. Wilbur did not remember if the
melodies that correspond to the words
move it up in Got to Give it Up and
hey, hey, hey in Blurred Lines were
similar, stating, I dont know the answer
because I didnt look at that.
172. Busch Decl. Exhibit 9 at 96:17-
97:13.
173. In her deposition, Wilbur stated that
statements made by an alleged infringer
173. See Busch Decl. Exhibit 9 at
116:5-119:18, 121:21-123:5, 127:16-
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expressing intent to copy a particular song
have absolutely no relevance to her
infringement analysis when determining
things such as access, independent
creation, and substantial similarity between
the two songs.
128:13.
174. Wilbur admitted she was not aware of
any comments made by Thicke about his
attempt to copy, evoke, or create
something like Got to Give it Up when
creating Blurred Lines. She further
admitted that even if she were aware of any
comments Thicke made to that effect, it
would not be relevant to her analysis.
174. See Busch Decl. Exhibit 9 at
127:21-128:13.
175. Wilbur admitted that she thought she
read that Thicke was a Great admirer of
Marvin Gaye and that he was influenced
by Marvin Gaye . . .
175. Busch Decl. Exhibit 9 at
125:24-126:14.
176. Wilbur admitted in her deposition, that
she did not know about the inverse ratio
rule and that she did not take the theory
behind the inverse ratio rule into account in
her analysis in this case.
176. See Busch Decl. Exhibit 9 at
120:15-121:17, 128:22-129:10.
177. Despite that Wilbur attended law school
and has considerable experience working
with copyright attorneys, she never studied
Ninth Circuit law on what elements courts
177. Busch Decl. Exhibit 9 at 144:9-
145:18.
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will look at to determine substantial
similarity, and did not know about the
inverse ratio rule.
178. Wilbur did not look at any Ninth Circuit
authority and did not take into account the
inverse ratio rule as stated by the courts;
that in the case of copyright infringement,
the more evidence there is of access or
intent to copy, the less substantial
similarity need be shown.
178. See Busch Decl. Exhibit 9 at
113:11-20, 128:22-129:10.
179. Wilbur admitted that she does not know
whether there is a difference under Ninth
Circuit law as to what constitutes a
composition in the musical sense, versus in
the legal sense under California law.
179. Busch Decl. Exhibit 9 at 145:6-
18.
180. After initially denying the accuracy of
the following statement, Wilbur eventually
had to acknowledge that it appeared her
own website: A thorough comparison of
two or more pieces of music which
examines all the pertinent music and vocal
elements including melody, harmony,
rhythm, instrumentation, lyrics, musical
style, samples, vocal sound and style, etc.
in order to determine if there are
problematic similarities between the
works.
180. Busch Decl. Exhibit 9 at 135:8-
137:8, 138:24-140:15.
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181. After initially denying the accuracy of
the following statement, Wilbur eventually
had to acknowledge that it appeared her
own website: It is the unique combination
of elements some of which could be
common on generic that defines
originality.
181. Busch Decl. Exhibit 9 at
137:21-138:13, 142:22-144:8.
182. Wilbur admitted that melodic rhythm
and harmonic rhythm are rhythmic
elements that are part of a composition.
182. Busch Decl. Exhibit 9 at 153:3-
7.
183. Wilbur was not aware if there was any
Ninth Circuit California courts that had
recognized the elements listed as actually
parts of a composition that can be
considered. She did, however agree that a
combination of elements absolutely must
be considered in determining whether two
songs are compositionally similar.
183. Busch Decl. Exhibit 9 at
150:12-25.
184. Wilbur was able to recognize a Mozart
variation on Twinkle Twinkle Little Star,
despite intervening notes not in the original
version.
184. Busch Decl. Exhibit 9 at 164:7-
165:9.
185. Wilbur admitted that musicologists
weigh the factors of similar series of
pitches, similar series of durations within
similar pitches and similar rhythmic
placement positioning within similar series
185. Busch Decl. Exhibit 9 at 170:3-
13.
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of pitches and durations.
186. Wilbur admitted that the eight
Similarities between Blurred Lines and
Got to Give it Up were primarily
melodic, despite prior claims of no
substantial similarity between the two
songs, and despite the contradictory
assertion in Plaintiffs Motion.
186. Busch Decl. Exhibit 9 at 178:7-
16 (or through 178:16).
187. Wilbur admitted that both Blurred
Lines and Got to Give it Up contain a
three three sharp two three scale degree
that is missing in Working in a Coal
Mine, although in different positions.
Wilbur admitted that she incorrectly
transcribed the scaled degrees for dancing
ladies in Got to Give it Up as three,
three sharp, two, one when instead of the
correct, three, three sharp, two, three, in
paragraph 183 of her declaration.

187. Busch Decl. Exhibit 9 at 203:9-
204:10, 206:9-24, 208:24-209:18; Dkt
No. 91-1.
188. Wilbur states that the average listener
would not hear the less significant and
immaterial differences, which contradicts
the many minor differences she pointed out
with her rigid criteria in comparing
Blurred Lines with Got to Give it Up.
188. Busch Decl, Exhibit 8, Exhibit
9, at 215:16-217:23.
189. Wilbur admitted that in the Bourne 189. Busch Decl. Exhibit 8 at 44,
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affidavit, a case in which she found
substantial similarity, she found only 25
out of 65 chords to be the same, also
accepting similar chord tones even if the
chord names were different.
Exhibit 9 at 224:22-226:17.
190. Wilbur admitted in her Bourne
declaration that an acceptable manner of
determining substantial similarity is to
overlay of chords from one song with the
melody of another in a mashup.Indeed
except for measures 21 and 22 in the B
section of Jew, all of Star can be sung
using the chords found in Jew and vice
versa.
190. See Busch Decl. Exhibit 8 at
45, Exhibit 9 at 227:5-232:23.
191. Wilbur admitted that the for the hooks
in Got to Give it Up (keep on dancin)
and Blurred Lines (take a good girl),
that the numbers above the notes show
three out of four pitches with the identical
scale degree of 6121 in Got to Give it Up
and 6111 in Blurred Lines, in the
transcription examples.
191. See Busch Decl. Exhibit 9 at
237:24-239:19.
192. Wilbur admitted that even if an element
is a common device, like a vocal backup, it
can still be expressed in a unique way, and
that both Got to Give it Up and Blurred
Lines did so.
192. Busch Decl. Exhibit 9 at 244:7-
15.
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193. Wilbur admitted that using a
descending bass melody in the funk or soul
genres is a creative choice.
193. Busch Decl. Exhibit 9 at
245:21-25.
194. Wilbur admitted that the same scale
degrees are used in the bass lines of Got
to Give it Up and Blurred Lines.
194. Busch Decl. Exhibit 9 at
248:13-22.
195. Wilbur admitted that the descending
bass melodies in both Blurred Lines and
Got to Give it Up begin and end in the
same place, specifically that they begin at
five on the pitch and end on one.
195. Busch Decl. Exhibit 9 at
251:23-253:23.
196. Wilbur admitted that the keyboard parts
in Blurred Lines and Got to Give it Up
share three notes.
196. Busch Decl. Exhibit 9 at
258:10-25.
197. Despite her analysis of Low Rider in
her declaration, Wilbur admitted that Low
Rider is not substantially similar to Got
to Give it Up.
197. Busch Decl. Exhibit 9 at
259:10-22.
198. Despite her analysis of Superfly in
her declaration, Wilbur admitted that
Superfly does not contain vocal melodic
material similar to Got to Give it Up.
Wilbur was unsure as to whether
Superfly contained a descending bass
line, whether it contained similar keyboard
parts as Got to Give it Up, or whether the
drum beat is different in the introduction
198. Busch Decl. Exhibit 9 at
260:17-264:19.

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than it is in the main body of the song.
199. Despite her analysis of Funkytown in
her declaration, Wilbur admitted that
Funkytown does not contain the hook
and accompanying backup vocals found or
the open hi-hat found in Got to Give it
Up or Blurred Lines. Wilbur further
admitted that Funkytown does not
contain any of the signature phrases found
in Got to Give it Up.
199. Busch Decl. Exhibit 9 at 267:8-
268:17.

200. Despite her analysis of Working in a
Coal Mine in her declaration, Wilbur
admits that both Blurred Lines and Got
to Give it Up begin with a rest and that
Working in a Coal Mine does not.
200. Busch Decl. Exhibit 9 at
268:18-269:5.
201. Wilbur admitted that there were
harmonic similarities between Love After
War and After the Dance. After hearing
a recording with the melody of Love
After War over the chords of After the
Dance, Wilbur admitted that the two
songs have a similar chord structure.
201. Busch Decl. Exhibit 9 at 277:4-
15, 283:24-284:13.
202. During her deposition, Wilbur did not
remember why she discussed the cowbell
part in her Declaration, but omitted the
second hand percussion part in her
transcription of Blurred Lines.
202. Busch Decl. Exhibit 9 at
290:12-25
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203. In listening to Blurred Lines and Got
to Give it Up, the ordinary or lay
listener would recognize similarities
between them.
203. See The Declaration of Judith
Finell (Finell Decl), Exhibit 1 at
8.
204. Blurred Lines and Got to Give it
Up both contain substantially similar
defining compositional elements that are
the result of many of the same deliberate
creative choices made by their respective
composers, far surpassing the similarities
that might result from attempts to evoke an
era of music or a shared genre.
204. See Finell Decl. at 15, 141.
205. Audio Engineer, Thomas Court, was
asked to create a mashup of Blurred Lines
and Got to Give it Up for this case, by
the Gayes counsel. A mashup represents a
composite of both songs, which allows the
listener to recognize the similarities in the
two works. Mr. Courts analysis was
conducted primarily by working on an
Apple computer using Pro Tools digital
audio software.
205. See generally The Declaration
of Thomas Court (Court Decl), at
2-10.
206. The Gayes counsel provided Court
with the Blurred Lines and Got to Give
it Up files released by iTunes. The first
tracks supplied were the stereo-mixed
releases. Mr. Court was then provided with
separate digital and audio multi-track
206. Court Decl. at 11-13.
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recording for Blurred Lines in Pro Tools
in a finished master-session format, as
would be delivered to a record company.
Mr. Court was able to separate just the
Blurred Lines vocals and instrument
tracks into separate monaural track-stems,
one vocal-only and one music-only. Music-
only refers to a track with the instrument
accompaniment track and not the vocal
tracks.
207. Mr. Court listened and compared all of
the tracks, the released versions and the
separated stem versions, in order to verify
if the tracks were one and the same. Mr.
Court determined that the tracks were
identical to the commercially released
versions.
207. Court Decl. at 14.
208. Mr. Court then isolated vocal and music
stems, revealing that there was something
interchangeable between Got to Give it
Up and Blurred Lines, like a puzzle cut
with the same jigsaw. Mr. Court stated, I
could move the Got to Give it Up vocal-
only (Example 3) from the songs,
measures 108 through 124 (16 Bars), and
have it play back simultaneously with the
Blurred Lines music-only from that song,
measures 105 through 121 (16 Bars). The
208. Court Decl. at 15.
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result, without any pitch manipulation,
played as if they were one song.
209. Because Mr. Court had access to the
separated music and vocals from both
Blurred Lines and Got to Give it Up,
he did not have to remix or add any special
effects to the songs or use any specialized
software. The Blurred Lines multi-track
was well balanced and Mr. Court only had
to mute the music to create his vocal-only
track, and then mute the vocals and create
the music-only track. Both the Got to
Give it Up tracks were already pre-mixed
with ambient reverb for the vocal-only,
which is common for that era of music.
Reverb is an audio-engineering term, for
creating an audio recording experience that
contains reverberation, creating the
impression that one is at a live concert.
209. Court Decl. at 16.
210. The only minor adjustment Mr. Court
made was to the Beats Per Minute (BPM)
of each song through a process called
beat-mapping. This process took place
on Pro Tools where Mr. Court was able to
determine and adjust the BPM for both
Blurred Lines and Got to Give it Up,
which revealed that both song recordings
were within 1% of each others tempo.
210. Court Decl. at 17-20.
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Mr. Courts adjustment was to conform
each songs tempo to a solid 120 BPM.
The Blurred Lines iTunes release was at
119 BPM and the multi-track, which is the
most authentic track, was at 120 BPM,
verifying that Courts approach was
accurate. Mr. Court found that the
discrepancy in tempo can occur from
transferring a master recording to a CD and
then digitizing it to an MP3. Got to Give
it Up iTunes release was slightly faster at
approximately 122 BPM, and had a
varying tempo that is typical of recording
sessions with live musicians.
211. Mr. Court used the Pro Tools software
to import all four isolated audio tracks
from the two separate recordings of Got
to Give it Up and Blurred Lines, then
edited a 16-bar phrase from each song.
After which, he played them exactly as is,
with no alterations, with the two different
songs playing together in parallel. This is
called a true composite and not
mashed or altered from the original.
211. Court Decl. at 21.
212. In order to display the tracks outside of
Pro Tools visually and audibly, Court
exported the selected 16-bar phrases for
playback in any music-player, utilizing
212. Court Decl. at 22.
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Apple iTunes player. Court then used a
computer-screen-capturing software,
ScreenFlow, to visually record the
playback in iTunes one track at a time, for
both Got to Give it Up vocals-only, and
Blurred Lines music-only. Mr. Court
was able to align both playback visual
screen-captures for each song to start at
00:00 time, because iTunes player has a
time counter. As a result, Mr. Court was
able to play both players at the same time,
an identical result as in Pro Tools without
the audio-waveform displays.
213. Simultaneously playing the selections
enables the listener to gain an
understanding of the correlation between
the song Got to Give it Up vocals
(phrasing of the lyrics) and the Blurred
Lines instrumental music. The
comparison revealed the songs unique
ability to synchronize with one another,
and whether the files are played in Pro
Tools or on individual music players
playing at the same time, the resulting
mashup composite is the same.
213. Court Decl. at 23.
214. Mr. Court concluded that the phrase in
Got to Give it Up and Blurred Lines,
seem to be framework-alike as a literal
214. Court Decl. at 24.
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map.
215. Sound editor, and studio musician, Ron
Aston, was asked by the Gayes counsel to
create three audio examples (mixes) in
such a way that demonstrated the
similarities between Blurred Lines and
Got to Give it Up. In addition to many
years of performing on television shows,
motion pictures, and commercials, Aston
has spent that last seven years doing sound
editing on motion pictures and television
productions. After more than 40 years in
the music industry, Aston is very familiar
with R&B music, as well as the original
recorded version of Blurred Lines by
Robin Thicke and Got to Give it Up by
Marvin Gaye.
215. See generally The Declaration
of Ron Aston (Aston Decl.) at 5-
11.
216. Using the software platform Pro Tools,
Aston produced two separate musical
exhibits. Aston has been a member of the
Pro Tools beta team for the past ten years,
and was involved the testing and
development of Pro Tools. Pro Tools is the
world standard for digital audio editing
programs. He also provides feedback and
new feature suggestions to Avid (the
company that makes Pro Tools).
216. See Aston Decl. at 12.
217. Aston examined the audio tracks 217. Aston Decl. at 13.
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provided to him by the Gayes counsel, and
compared them to the original,
commercially released tracks. Aston
determined that the tracks were identical to
the commercial releases of each song. All
examples created by Aston were created
from the original source material he was
provided, and nothing was done to alter the
sound of the source files of the two songs.
218. The Gayes counsel also supplied Aston
with several music tracks, including the
original multi-tracks of Blurred Lines,
including all of the vocal and instrumental
tracks, in a Pro Tools session. A Pro
Tools session is a file that contains all of
the individual vocal and music tracks, as
well as the effects (reverbs, delays, etc.)
along with the automation data that
controls the volume, pan and other
parameters or each track, which ultimately
contributes to the creation of the final mix
of a song. Aston was able to open the
session on his Pro Tools system the way a
record company would open it to create the
master. The Gayes counsel also provided
Aston with two stereo mixes of the original
release version of Got to Give it Up.
Mix-A contained just the instruments and
218. Aston Decl. at 14-15, 17.
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background vocals with no lead vocals,
and Mix-B contained only Marvin Gayes
main vocals.
219. From the Blurred Lines Pro Tools
session, Aston created two stereo mixes.
Mix-1 contained just the mix of vocals
only with no music, and Mix-2 contained a
mix of just the music tracks with no vocals.
219. Aston Decl. at 16.
220. Using the source material provided,
Aston mixed the instrumental tracks and
the vocal tracks from both Blurred Lines
and Got to Give it Up to where he could
mix and match between the two songs to
create the requested audio examples.
Specifically, he could play the instruments
only track from one song along with the
vocals only track from the other song, or
vice-versa, in either songs original or
transposed key.
220. Aston Decl. at 18.
221. In creating Examples 1 & 2, Aston used
Pro Tools for editing, which included beat
matching, and he used Blurred Lines as
the master reference for tempo. After
which, he lined up Got to Give it Up to
perfectly match the exact constant tempo
of Blurred Lines because both songs
were very close in the tempo of 120 Beats
Per Minutes (BPM), within 1 to 3 BPM.
221. Aston Decl. at 19-23.
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The beat matching aligned the songs
tempos, and starting with the music track
of Got to Give it Up, Aston used the
Elastic Audio function of Pro Tools to
match the track to be in perfect sync with
the tempo of Blurred Lines.
222. Example-1 is a mashup (combination)
of the Got to Give it Up music-only track
transposed down to the key of G, with the
Blurred Lines vocals-only track in its
original key of G. Aston used the Pro
Tools audio suite plug-in, Pitch n Time
(Serato) to transpose the Blurred Lines
music only track from its original key of A
down to G, which is the original key of
Blurred Lines. After which, he combined
the transposed, key of G, Got to Give it
Up music with the vocals-only track of
Blurred Lines, in its original key of G, to
create the resulting mix referred to as
Example-1.
222. Aston Decl. at 24-26.
223. Example-2 is a mashup of Got to Give
it Up vocals, and Blurred Lines music
mixed in the songs original keys. Aston
first beat matched the vocal only track of
Got to Give it Up, in its original key of
A to be the exact 120 BPM tempo of the
Blurred Lines music track, in its original
223. Aston Decl. at 27-28.
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key of G. He then combined the two
elements creating a mix of the combination
resulting in the mix referred to as
Example-2.
224. Example-4 contains the full songs of
both Got to Give it Up and Blurred
Lines, back-to-back original mixes in
their original keys.
224. Aston Decl. at 29.
225. After he finished all of the editing,
Aston created a stereo mix for Examples
1, 2, and 4. He then exported each of the
three example mixes as mono MP3 music
files to Thomas Court, a Music
Technologist also working on this project
with the Gayes counsel. Mr. Court then
added a video player to the examples
Aston provided.
225. Aston Decl. at 30.
226. Ethnomusicologist, Dr. Ingrid Monson,
created an audio example for the Gayes
counsel, comparing the two compositions,
After the Dance by Marvin Gaye, and
Love After War by Robin Thicke. The
resulting audio example is named the
After the Dance Audio Example.
226. See The Declaration of Ingrid
Monson (Monson Decl.), at 84.
227. In creating her audio example, Monson
imported an m4a file of After the Dance
into Apple Logic. As After the Dance
227. Monson Decl. at 84.
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played back, she performed the melody to
Love After War on a MIDI keyboard.
The resulting tracks were mixed and then
exported as an AIF file, and then converted
to an m4a format to be compatible with
iTunes.
228. Monson found that the melody to Love
After War can be sung along to the chorus
of After the Dance. The After the Dance
Audio Example performs the melody to
Love After War (on keyboard) over the
recording of the hook/chorus to After the
Dance. In order for this to be possible, the
harmonic progressions must be
functionally equivalent and the melodies
compatible.
228. Monson Decl. at 84.
229. In her Declaration, Monson states that
the detailed discussion in her declaration
explains how this strong aural similarity is
possible, even though the underlying chord
progressions are slightly different.
229. Monson Decl. at 84.


Dated: September 8, 2014 Respectfully submitted,

KING & BALLOW

By: /s/ Richard S. Busch
RICHARD S. BUSCH
PAUL H. DUVALL
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WARGO & FRENCH, LLP

By: /s/ Mark L. Block
MARK L. BLOCK

Attorneys for Defendants and Counter-Claimants
Nona and Frankie Gaye

THE LAW OFFICES OF PAUL N. PHILIPS

By: /s/ Paul N. Philips
PAUL N. PHILLIPS

Attorney for Defendant and Counter-Claimant
Marvin Gaye III

Case 2:13-cv-06004-JAK-AGR Document 121 Filed 09/15/14 Page 48 of 48 Page ID
#:2569
General Information
Court United States District Court for the Central District of California;
United States District Court for the Central District of California
Nature of Suit Property Rights - Copyrights[820]
Docket Number 2:13-cv-06004
Pharrell Williams et al v. Bridgeport Music Inc et al, Docket No. 2:13-cv-06004 (C.D. Cal. Aug 15, 2013), Court Docket
2014 The Bureau of National Affairs, Inc. All Rights Reserved. Terms of Service
// PAGE 49

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