Julia Holter, “Don’t Make Me Over”

J. Edward Keyes

By J. Edward Keyes

on 06.17.14 in Listen to This

Dionne Warwick’s original version of the Burt Bacharach/Hal David-penned “Don’t Make Me Over” was sweet and surging, Warwick fully inhabiting the song and issuing each lyric like a command. Julia Holter’s version is sparer and sadder; the booming brass backing band is gone, replaced by just a mournful acoustic bass and softly-rustling percussion. Holter sings the song like someone murmuring themselves to sleep at night, the words more a prayer than an order. When it finally hits the crescendo, it’s wreathed in soft light and almost mystic in tone — like the skies opening and angels descending to join Holter in song.