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I n the annals of American music there have been only a handful of

rhythm sections that have all but single handedly set the course for a
whole genre of music. In the case of Booker T. & the MGs, the genre
in question is southern soul music.

Although Southern soul has its roots in select
1950s recordings by James Brown, Sam Cooke,
and Ray Charles, the genre coalesced in the
early and mid-sixties at Stax Records in
Memphis, Tennessee where Booker T. & the
MGs served as the “house band.”
If Yankee Stadium is the “house that Babe
Ruth built,” Stax Records is most certainly the
house that Booker T. & the MGs built. Coming
together on an extremely hot southern Sunday
afternoon in June 1962, in one permutation or
another guitarist Steve Cropper, keyboardist
Booker T. Jones, drummer Al Jackson, Jr., and
bassist Lewie Steinberg (replaced by Donald
“Duck” Dunn in 1964), ended up playing on
ninety-five per cent of the recordings issued by
Stax and its Volt subsidiary through 1969. As
the Stax “house band,” the MGs backed up a
plethora of soul luminaries including Otis
Redding, Sam and Dave, Wilson Pickett, Rufus
Thomas, Carla Thomas, Eddie Floyd, William
Bell, and Johnnie Taylor. Cropper also engi-
neered many of the Stax sessions and all four
members of Booker T. & the MGs effectively
“produced” Stax product throughout the 1960s
(Stax didn’t give production credits until June
1967).
In addition to all this activity, Booker T. &
the MGs enjoyed a wholly separate career as
instrumental artists unto themselves, releas-
ing a grand total of twenty-three singles and
eleven albums between August 1962 and
October 1971. A more soulful corpus of work
simply does not exist.
Prior to the advent of the MGs, Steve
Cropper, Booker T. Jones, Lewie Steinberg, and
Al Jackson had already established themselves
as fixtures in the world of Memphis rhythm and
blues. Cropper had for several years headed an
all-white rhythm and blues ensemble initially
known as the Royal Spades and eventually
dubbed the Mar-Keys who had a huge hit at
Stax in 1961 with “Last Night.” Booker T. Jones
was a multi-instrumentalist child prodigy who
played baritone sax and bass in trumpeter
Willie Mitchell’s band. He went on to play bass
in Bowlegs Miller’s band and simultaneously
formed a combo where he played guitar with
fellow Booker T. Washington students Maurice
White (later to form Earth, Wind and Fire) and
future Stax songwriter David Porter. For some
time prior to the MGs’ first session, Jones had
been hanging around the Satellite Record Shop,
playing the odd session at first Satellite and
then Stax while he was still a high school
student.
Lewie Steinberg and Al Jackson, Jr. were
both a bit older than Jones and Cropper.
Seasoned players, their roots ran deep in the
Memphis black music scene. Both were
progeny of musical families. Steinberg’s father
had made a living playing piano on Beale Street
at Pee Wee’s Saloon. While Steinberg was
becoming proficient on first upright and then
electric bass, one of his brothers, Luther,
became a professional trumpeter with jazz
vibist Lionel Hampton, a second brother,
Morris, played alto sax with Hampton and later
with B.B. King and Bobby Bland, a sister, Nan,
sang on the road with Fats Waller and Andy
Kirk, while another brother, Wilbur, also played
bass professionally. Steinberg played with both
Willie Mitchell’s and Phineas Newborn’s bands
while also playing on a number of sessions for
Duke-Peacock, Hi Records, and Home of the
Blues.
Both Booker T. and Steinberg had played
alongside drummer extraordinaire Al Jackson
in Willie Mitchell’s band and were anxious to get
him into Stax. As fate would have it, what
became the first MGs’ session was also
Jackson’s debut at the label.
Al Jackson, Jr., was destined at birth to be a
musician—as for years his father, Al Jackson,
Sr., led one of Memphis’ most distinguished
black orchestras. Inclined towards big bands
under his father’s influence, Al Jr., idolized
Sonny Payne who held down the drum chair in
the Count Basie Orchestra. Al also admired Art
Blakey and Philly Joe Jones. Jackson’s initial
playing experience was in his father’s band
athough he went on to play at various times in
both Willie Mitchell’s and Ben Branch’s bands.
The advent of Booker T. & the MGs was one
of the great quirks of fate in American popular
music history. The four musicians originally
came together to play a rare Stax Sunday after-
noon session. Memories are a little bit hazy
and various group members and Stax owner
Jim Stewart all have their own slightly different
versions of the day’s event. The essence of the
story, though, is that all four had been hired to
back up white rockabilly/pop/country singer
Billy Lee Riley. What happened during the first
part of the session is somewhat up for grabs.
Some have suggested that Riley didn’t show up
for the session, others have claimed he was
either drunk or did not have adequate material.
Cropper is sure that they actually did two or
three tracks with Riley.
“We were sitting around waiting after the
last cut,” recalls Steve, “to find out if we were
gonna do another take. Billy and Jim decided
that was it, that was good enough for what Billy
wanted and when Jim went to hit the talk back
to tell us, ‘Hey guys, that’s it, go home’ we were
just jamming on this blues thing.”
Jim Stewart liked what he heard, grabbed
another piece of tape, hit the record button and
caught the second complete run-through of the
song. The organ-dominated blues was eventu-
ally christened “Behave Yourself.” Stewart
deemed it good enough to release so a B-side
was now necessary. A few weeks earlier Booker
T. Jones had been fooling around with a riff that
bore a slight resemblance to Sonny Boy
Williamson’s blues classic “Help Me.” Cropper
suggested they work that up. A short time was
spent working out everybody’s lines. Jim
Stewart suggested that Steve Cropper move
part of what he had been playing in the guitar
solo to the intro and, two takes later, was born
one of the all-time classic instrumentals,
“Green Onions.” Everyone was elated with the
results but there was some dissension as to
which cut should be the A-side. While Jim
Stewart was leaning towards “Behave
Yourself,” Steve Cropper had other ideas.
“I knew when we cut ‘Green Onions’,”
proclaims Cropper. “I said, ‘Shit, this is the best
damn instrumental I’ve heard in I don’t know
when.’ I knew we had a winner there. Rather
than argue with Jim, I went down to the radio
station [black powerhouse WLOK] and got [DJ]
Reuben Washington to play it and that was the
end of that.”
What Cropper had brought down to
Washington was an acetate of the song that he
had gotten former Elvis Presley guitarist Scotty
Moore to cut for him over at Sun Records. When
“Green Onions” garnered substantial listener
response on Washington’s show, Jim Stewart
acceded to Cropper’s instincts. Ironically, the
slow blues side had been originally titled
“Onions” (Steinberg says “Funky Onions”).
“We were trying to think of something that
was as funky as possible,” explains Cropper. “I
think Lewie Steinberg was the one that said,
‘Well the funkiest thing I ever heard of was
onions.’ To him they were funky because they
were stinky.”
After the acetate had been test-marketed
on WLOK, the titles of the respective songs
were changed with the mid-tempo dance
number now dubbed “Green Onions” and the
slow blues credited as “Behave Yourself.”
Although Lewie Steinberg thinks it was Estelle
who suggested “Green” be added to “Onions,”
Cropper is quite sure it was his idea. “I said,
‘Green Onions’ is a much funkier title,” recalls
Steve. “People like eating green onions but how
many people can’t stand wild onions in their
front yard because they are stinky! I just
thought onions [by itself] was a little
negative.”
The group, of course, also needed a name.
Several months earlier a Stax group named the
Triumphs had earned some notice with an
instrumental entitled “Burnt Biscuits.” The
general thought was since another food name
was being used for this song, why not use
another car name for the group. Al Jackson
suggested MGs. It would have been a natural,
especially once the record started zooming up
the charts, for the group and the car manufac-
turer to cross promote each other. When the MG
company was approached with regard to
exploring this possibility, they foolishly point-
ed their noses in the air and said that they did
not want to be associated with such music. I
am sure that decision has long since been
regretted. Not wanting to give up the name, the
group decided that henceforth “MG” would
stand for “Memphis Group.”
“Green Onions” quickly went on to set the
nation’s feet a-tapping, in the summer of 1962
peaking at #1 R&B and #3 pop and selling over
750,000 copies in its first year of release. To
capitalize on the success of the single, the MGs
quickly recorded an album also entitled Green
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Onions. Released in the fall of 1962 the LP
included both sides of the single, a new original
dubbed “Mo’ Onions,” and nine assorted covers
of hits of the recent past including Ray
Charles’s “Lonely Avenue” and “I Got a Woman,”
the Isley Brothers’ “Twist and Shout,” Herbie
Mann’s “Comin’ Home Baby,” and Jackie
Wilson’s “A Woman, a Lover, a Friend.”
A year after the album’s release, “Mo’
Onions” was released as the top side of the
MGs’ fifth single. Despite being a swaggering
blues tune featuring Cropper doubling
Steinberg’s walking bass line and a favorite at
live performances by the MGs, “Mo’ Onions”
topped out at #97 on Billboard’s Hot 100 pop
chart. Presumably the single would have
pushed its way at least into the R&B Top 20 but
at the time Billboard had ceased publishing an
R&B chart.
In addition to the complete Green Onions
album, this CD includes two live bonus cuts
from an incendiary Stax Revue at the 5/4
Ballroom in Watts in the summer of 1965. With
former Mar-Key Duck Dunn having replaced
Lewie Steinberg on bass a year earlier, Booker
T. & the MGs opened the show with four tunes
including turbo-charged, extended, uber
muscular versions of two tracks from the
Green Onions album, the title track and Phil
Upchurch’s hit “Can’t Sit Down.” While the
sound of the recording is a bit rough, the elec-
tricity that permeates the performance more
than makes up for it. Cropper’s guitar soloing
on “Green Onions” is spectacular in its intensi-
ty while “Can’t Sit Down” is notable for contain-
ing an extremely rare Duck Dunn bass break.
Together Green Onions and the live cuts
from the 5/4 Ballroom provide a good sense of
the very early days of the incomparable Booker
T. & the MGs. As I suggested at the top of this
essay, soul simply doesn’t get much better.
—Rob Bowman
May 2012
Grammy® Award winning writer Rob Bowman is the
author of Soulsville U.S.A.: The Story of Stax Records.

The chain of events leading up to a hit
recording is long and often unpre-
dictable. Sometimes, however, a record
comes along that immediately takes off
as a smash seller without appearing to
require any planning or effort at all, as if
the public were only waiting for the
record to be released. Such was the case
with “Green Onions.” Suddenly, and with
amazing speed, everyone was asking at
their favorite record store for “Green
Onions.” But the success of “Green
Onions” involves much more than could
be seen by the casual observer.
Especially since before the appearance
of “Green Onions,” Booker T. & the MGs
were unknown outside of music circles
in Memphis, Tenn.
Booker T. Jones’s (his full name)
musical talents became apparent at a
very early age. By the time he entered
high school, Booker was already a semi-
professional, and quickly recognized as
the most talented musician in his
school. He was appointed director of the
school band for four years, and in
addition, organized the school dance
orchestra which played for proms
throughout the mid-South. In the class-
room, he concentrated on the studies of
music theory and harmony.
Booker’s multiple activities earned
him a coveted honor, that of being listed
in the students’ “Who’s Who of American
High Schools.” Booker’s first instrument
was the string bass, but he soon
switched to the organ, for which
listeners of popular music can be
grateful. It is the wonderful beat and
bluesy sound that Booker extracts from
the organ which made “Green Onions”
one of the big instrumentals this year.
Booker came to the attention of
recording executive Jim Stewart in
Memphis, and while still in high school,
he worked as a staff musician for Stax
Records, appearing as sideman on many
recording dates for that label. It became
obvious that one day Booker would be
ready to record under his own name.
Several months ago Booker’s first
recording session was set, and at that
first date Booker recorded “Green
Onions.” The rest is record history.
The next step was for Booker to
record a long playing album, enabling
him to “stretch out” and bring his own
way of playing to a variety of tunes.
Interestingly enough, two of the selec-
tions have been recorded successfully
by other instrumentalists. Mr. Acker
Bilk’s “Stranger on the Shore,” which was
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a giant hit by the clarinetist earlier this
year, is one of these. “Comin’ Home
Baby” has attracted a great deal of
attention because of jazz flutist Herbie
Mann’s recording of the number.
Booker has also included another
slice of “Green Onions” in a new tune
which he wrote especially for the album,
“Mo’ Onions,” as well as an original
down-home blues, “Behave Yourself.”
For everyone who has been mystified
by the billing used by Booker T. & the
MGs, the explanation is quite simple.
“MG” stands for Memphis Group. There is
no guarantee that the wave of publicity
Booker T. has kicked off for “Green
Onions” will increase the consumption of
that potent vegetable, on the other hand,
it is certain that more and more people
will be digging Booker T.’s “Green Onions”
sound.
—Bob Altshuler
These notes appeared on the original album liner.
REMASTERS
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