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An Oral History of Whitney'S Anthem ''I Will Always Love You''

The story behind the smash single off ''The Bodyguard'' soundtrack

Twenty years ago, Whitney Houston's recording of Dolly Parton's ''I Will Always Love You'' ascended to the No. 1 spot on the Billboard Hot 100 — and the lead single from the smash soundtrack to Houston's 1992 film debut, The Bodyguard, stayed there for a record 14 weeks. The principals involved recall the making of Houston's definitive pop moment.

David Foster, producer
I had met Kevin Costner. He invited my wife and me to the premiere of [1990's] Dances With Wolves. And then he said, ''I'm doing this next thing. I think you'd be the right guy to do the music for it.''

Clive Davis, producer
I first got involved after I saw a very early, very rough version of the film. I wrote a letter to both Kevin Costner and [director] Mick Jackson, and I said, ''I'm very nervous that you're missing a basic element here, and that you really have given very little music for this film.''

Foster
The song that they had chosen [for the big single] was ''What Becomes of the Brokenhearted.'' It's a great hook. But when you dig down deep, it didn't seem like there was much substance there for Whitney. I did a demo for her, and she asked me to try [the demo] one more time. She was very polite about it.

Rickey Minor, Houston's musical director and bandleader
They were getting ready to record it, and then Fried Green Tomatoes came out and they used it for their ending.

Foster
I called Kevin and feigned sadness, like, ''Oh, Kevin, this is such a bummer. We can't use this song now!'' He told me to listen to ''I Will Always Love You,'' and that it was the perfect song. So I ran down to a record store in Malibu and bought the Linda Ronstadt version — that was the only one I could find. The minute I heard it, I knew I could make it work with Whitney.

Minor
We flew with the rhythm section of the band and the sax player to the Fontainebleau Hotel in Miami, where they were shooting.

Foster
Whitney couldn't really record until, like, midnight because she was filming all day. She was incredible. Like a laser beam. Like a racehorse — she would just step up to the microphone and go.

Kirk Whalum, saxophonist
We got to Miami, and Whitney insisted on singing the song live in the film, and she wanted her band to be playing along with her.

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