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The Temptations – “Ain’t Too Proud To Beg,” Pop #13, R&B #1

By Joel Francis

If you’re not hooked in the first five seconds of this song, you haven’t been paying attention. All the elements attack immediately: the drum roll coupled with the insistent clanging cymbal, the knuckle-roll piano riff and, of course, David Ruffin’s raspy vocal. The stinging staccato guitar that shows up later in the initial verse is a direct homage to James Brown. Throw in the glorious backing vocals from the rest of the Temptations and a stellar horn line and you’ve got not only an incredible song, but a definitive snapshot of Motown in full glory.

“Ain’t Too Proud To Beg” would be no less a masterpiece if the story stopped there, but remarkably the song almost didn’t get made.

After a few of Smokey Robinson’s productions for the Temps failed to take hold on the charts, hotshot Norman Whitfield wanted the chance to sit behind the boards with the group. Whitfield was a long shot to topple Robinson’s incumbency, but Whitfield thought he had a number that could give him control. Enlisting songwriting help from Edward Holland, Jr. of the Holland-Dozier-Holland team, Whitfield had the Funk Brothers lay down the backing track to one of Motown’s funkiest numbers to date. The Temptations then added their vocals and Whitfield submitted the single to be auditioned at the Motown Quality Control meeting.

Quality Control meetings were the result of Berry Gordy’s days on the Detroit assembly line. Each week, the label’s top creative minds would meet, listen to music and decide what should be released. Surprisingly, “Ain’t To Proud To Beg” didn’t make the cut. It didn’t make the cut the second week, either. Politics could have been at play – Robinson and Gordy were so close that Robinson named his son Berry – but Gordy asserted that the number simply needed more work.

So Whitfield went back into the studio and moved the melody for the vocal line just out of Ruffin’s range. The straining singer’s vocals added the needed muscle and desperation to the song, and the number was once again submitted to Quality Control.

This time, however, the song had unexpected competition in the form of “Get Ready,” a Temptations number Robinson had written and produced for the band. Since Robinson was the Temps’ established producer “Get Ready” went out while “Ain’t Too Proud To Beg” stayed on the shelf. Whitfield was so upset that Gordy promised him “Beg” would be the next single if “Get Ready” failed to reach the pop Top 20.

Gordy kept his word and the song was finally released in May, 1966, eventually reaching No. 1 on the R&B charts. When Whitfield found success with the Temptations following two singles he was instated as the group’s main producer, a role he guarded fiercely until 1974.

Around the same time Whitfield was leaving Motown and the Temptations to form his own record label, the Rolling Stones found No. 17 pop hit with their cover. Through the years, the number has also yielded interpretations by Ben Harper, the Count Basie Orchestra and, even more strangely, Rick Astley, who also made it a Top 20 hit (albeit on the Adult Contemporary charts) in 1988.

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