It was Thanksgiving Day, 1987. Tom Petty needed baseball mitts and went for a drive. Six weeks earlier, while on Bob Dylan’s Temples in Flames Tour in England, he had been handed some new music from George Harrison, the former Beatle.
“While I was on tour in England with Bob Dylan one night, Jeff Lynne and George Harrison came back, and they gave me a cassette of George’s new album they’d just done called Cloud Nine,” said Petty. “And I played it, and I loved the sound and immediately thought of looking up Jeff Lynne. I never got to because I found him at a red light.”
That drive led to a chance encounter with Jeff Lynne, the British musician and producer best known as the founder of Electric Light Orchestra.
“I was at the house in Beverly Hills, and some people were coming over. And I like to have softball games. And so I was going to have a softball game at the house. But I didn’t have enough mitts to play ball. So I was going to drive down to the Sav-On in Beverly Hills and buy a dozen ball mitts so everybody could play ball,” said Petty. “So I’m at the traffic light, and I look over to my left, and there’s Jeff Lynne. Who I’d only just recently seen in England. So I honked my horn, and he turned around, and we pulled over. And I said, ‘Wow, what are you doing here? And I love that album [George Harrison’s Cloud Nine]; the album’s great.’ He said, ‘I’m working with Brian Wilson.’ And he said, ‘Where do you live?’ I told him where I lived, and he said, ‘That’s weird. I live really close to there. So we should get together.'”
Lynne was in Los Angeles working with Brian Wilson, the co-founder of the Beach Boys.
“I was driving in Beverly Hills, and this horn kept blaring. I thought, ‘Who the hell’s that?’ and it was him. He was yelling, ‘Pull over! I wanna have a word with you!’ So we pulled over, and he said, ‘Oh, I really like what you did with George’s album. Did you fancy doing something together?’ And I said, ‘Yeah, it’d be nice,’” said Lynne. “So I went around his house, and we sort of just sat around strumming, you know like we do. And we came up with Free Fallin’, which was amazing.”
“It was the holidays, we were having turkey dinners and sitting around playing guitars,” said Petty. “When we’d done a couple of tracks, we said, ‘We can bang out a few more.'”
Petty said the impetus of “Free Fallin’” came in the form of a gift. “Bugs, a roadie who’s been with us since the day we started, bought me this Yamaha keyboard. I said, ‘Man, why’d you buy that? It’s expensive!’ He said, ‘If you write one song on it, it’ll pay for itself.'”
“Jeff Lynne and I were sitting around with the idea of writing a song and I was playing the keyboard and I just happened to hit on that main riff, the intro of the song, and I think Jeff said something like, ‘That’s a really good riff but there’s one chord too many,’ so I think I cut it back a chord and then, really just to amuse Jeff, honestly, I just sang that first verse,” said Petty.

Recording sessions were primarily held in Mike Campbell’s garage studio. Campbell, the lead guitarist of the Heartbreakers and a longtime Petty collaborator, co-produced the album with Lynne.
“We actually had to pull the cars out at the start of the day,” said Petty. “Jeff just loves to be in the studio. It’s like Disneyland to him: ‘All right, we’re making a record! Boy, what fun!’ And it rubbed off on me and Mike.”
“We did Full Moon Fever for the sheer fun of it,” said Petty. “We never sweated it. It was the most enjoyable record I’ve ever worked on.”
The song arrived almost fully formed.
“It’s kind of a dangerous business, looking really deeply into the germ that creates songs. I don’t like to stare at that light very long. I get a little superstitious about it,” said Petty. “There’s some kind of actual magic going on there. I feel like, for some reason, I was born with some kind of conduit to this energy force, or whatever it is. And I can have that happen through me if I really try to do it. Or sometimes when I’m not. When I’m just standing somewhere, at the funniest times, something can come into your head and you think, ‘That’s a good line.'”
“I try to write more with characters. I’ve just discovered that in the last few albums I’ve done. I really enjoy writing and inventing little characters and even the narrator is the character sometimes,” said Petty.
“Free Fallin'” was released on October 27, 1989, as the third single and served as the opening track from Petty’s debut solo album, Full Moon Fever. The first two singles were “I Won’t Back Down,” released on April 14th, 1989, and “Runnin’ Down a Dream,” released on July 29, 1989.
“Full Moon Fever came about almost by accident. It’s just one-fifth of what the Heartbreakers are. It’s what I put into the group. Simple rock’n’roll stuff with nice harmonies,” said Petty.
Billboard’s review of the album read, “This album could appropriately be titled ‘Tom Petty & the Traveling Heartbreakers.’ Though this is his first solo effort, Petty has plenty of company with three of the Heartbreakers and all of the Wilburys except Bob Dylan stopping by. The result is a stunning blend of ‘Breakers rock and the ‘Burys country roll. First single, ‘I Won’t Back Down,’ has already topped the album rock tracks chart and is moving up the Hot 100. There’s plenty more where that came from, including the Byrds’ ‘Feel A Whole Lot Better,’ ‘Free Fallin’,’ and the beautifully simple ‘Alright For Now.'”
Lyrically: Free Fallin’
She’s a good girl, loves her mama
Loves Jesus and America too
She’s a good girl, crazy ’bout Elvis
Loves horses and her boyfriend too
The opening lyrics describe the scene of life in America, with an all-American good girl who loves her mother, Jesus, her country, Elvis, horses and her boyfriend.
The mention of Elvis was personal.
Petty was born on October 20, 1950 and became interested in rock ‘n’ roll after meeting Elvis Presley in 1961. His uncle Eddie, a carpenter, was working on the set of Follow That Dream.
“I must have been 10 or 11 years old. My aunt came over and said, ‘Elvis Presley is making a movie, and your uncle’s working on the picture. I thought maybe you’d like to go down one day and watch the filming, see Elvis.’ Elvis appeared like, you know, a vision. He didn’t look like anything I’d ever seen, and I’m just dumbstruck,” said Petty. “My uncle said, ‘You know, Elvis, this is my family; this is my nephew.’ And Elvis kind of, ‘Yeah,’ and then, you know, moved on.”
“I went home a changed man,” said Petty. “When I hit the street the next day, I was trying to find some Elvis Presley records. The music just hypnotized me, and I played these records to the point my parents began to worry that something was wrong with me… the hook was in real deep.”

And it’s a long day, livin’ in Reseda
There’s a freeway, runnin’ through the yard
And I’m a bad boy, ’cause I don’t even miss her
I’m a bad boy for breakin’ her heart
Reseda is located in the San Fernando Valley region of Los Angeles and is home to 60,000 people. Realtors describe it as “the quintessential urban-suburban residential community.” “Reseda has a relative paucity of nightlife and cultural activities,” said the Los Angeles Times.
A freeway running through the yard, nowhere to go, long days with nothing to fill them. That is the repetitive life this character is leaving behind. This is the self-declared “bad boy” who doesn’t miss the girl he left or her broken heart, presumably because he decided to leave to experience something and somewhere free.
And I’m free, free fallin’
Yeah I’m free, free fallin’
The chorus is the release. Everything the bad boy has been holding onto just lets go. He is not falling apart. He is finally free.
“Jeff said, ‘Go up on the chorus, take your voice up a whole octave. What’ll that sound like?’ I said, ‘What do I sing?’ Jeff said, ‘I’m free fallin’.’ So I sang, ‘I’m freeee…’ He said, ‘Whoa, there’s power in that. That’s good,'” said Petty.
“I got to the chorus of the song and he leaned over to me and said the word, ‘freefalling.’ And I went to sing that and he said, ‘No, take your voice up and see how that feels.’ So I took my voice up an octave or two, but I couldn’t get the whole word in. So I sang ‘freeee,’ then ‘free falling.’ And we both knew at that moment that I’d hit on something pretty good. It was that fast,” said Petty.
All the vampires, walkin’ through the valley
Move west down Ventura Boulevard
The vampires were real, at least to Petty.
“Axl Rose called and asked me, ‘Where did you get that line about the vampires in the valley?’ When I’m driving, I sometimes see these shadowy-looking people just off the sidewalks, around the post office. I always thought of them as vampires for some reason,” said Petty.
“I had to drive down Ventura Boulevard and over Mulholland every day to get to Mike’s house,” said Petty. “There’s a lot going on out there on that street if you ever drive up and down it a lot and see it at night and… I think it’s becoming more action oriented, really, than it used to be in the old days like Hollywood or Sunset, but these days I find Ventura Boulevard much more interesting.”
Petty said, “On that drive, I just used to look at Ventura Boulevard, and just life’s great pageant was going in up and down that street. And I tried to grab a little bit of these characters on the road and it was kind of how I saw it.”
And all the bad boys are standing in the shadows
And the good girls are home with broken hearts
With the vampires out at night, the bad boys leave the usual for the unusual to experience life outside the norm. They go through the valley, in the shadows of the vampires, down to the happenings on Ventura Boulevard. Meanwhile, “the good girls are home with broken hearts.” Left behind.
I wanna glide down over Mulholland
The driving time between Reseda and Ventura Boulevard is 1 hour. The 101 Freeway (Ventura Freeway) runs through Reseda, heading west down Ventura Boulevard. But the bad boy is not taking the freeway. He wants to “glide down” over Mulholland Drive, otherwise known as “Bad Boy Drive,” a road that winds through the hills above the valley with views overlooking Los Angeles. Not the flat suburban grid below. The hills above it.
The freeway is the world he is leaving. Mulholland is the world he is moving toward. One is trapped and routine. The other is elevated and free.
I wanna write her name in the sky
I’m gonna free fall out into nothin’
Gonna leave this world for a while
The bad boy loves the good girl. He wants to show his devotion by writing her name in the sky for all to see. And yet he still needs to leave. Not forever, “just for a while.” The freedom matters as much as the love. That is the relatable tension within the song.
Now I’m free, free fallin’
(Free fallin’, I’m-a free fallin’, I’m-a
Free fallin’, I’m-a free fallin’, I’m-a)
Yeah I’m free, free fallin’
“I wrote the last verse and kind of just polished the rest of the song and when I saw him [Jeff] the next day I played him the song and he was like, ‘Wow, you did that last night?’ And I was like, ‘Yeah.’ And he said, ‘We’ve got to go cut this,’ and we just took off to Mike Campbell’s studio where we knew we could get in and get it done that day. So we went in and made the record that day,” recalled Petty.
The chorus does not end. It just keeps falling, deeper and freer with each repetition. Free Fallin’ helps you breathe deeper. Happier. Content. You become free. The song is part of America.
After Petty completed Full Moon Fever, originally named Songs From the Garage, and presented it to MCA Records, the executives dismissed it. “I was stunned. It’s the only time in my life that a record’s been rejected… They didn’t hear a single… So this is what you’re up against in the music business… They didn’t want to release it. They wanted me to go away and come up with a single. So I was pretty devastated. And I just kind of put it on the back burner. And I was really depressed,” said Petty.
This overlapped with the creation of the Traveling Wilburys, one of the more unlikely and celebrated collaborations in rock history. George Harrison first mentioned the band publicly during a February 10, 1988 interview.
“Finally I picked myself up,” said Petty. “I said, ‘I’m not buying this, there’s nothing wrong, I really like this record.’ And then I waited awhile, until the top regime at the record company changed. And I came back and I played them the same record, and they were overjoyed. It turned out to be a huge hit.”
During the 1989 MTV Video Music Awards, Petty was joined on stage by Axl Rose of Guns N’ Roses for an unannounced performance of “Free Fallin’.” Rose was a surprise guest, and the performance has since been remembered as one of the more unexpected moments in VMA history.

“Free Fallin'” reached No. 7 on the Billboard Hot 100 on January 27, 1990 and spent 21 weeks on the chart, making it Petty’s longest charting single. On the Billboard Album Rock chart it climbed to No. 1, remaining there for a record 33 weeks, a record previously held by Genesis’ 1986 hit “Land Of Confusion,” which rode the chart for 30 weeks.
“Free Fallin'” was nominated for Best Rock Vocal Performance – Male at the 32nd Annual Grammy Awards in 1990, and was ranked on Rolling Stone‘s list of the 500 Greatest Songs of All Time. The song appeared in the film Jerry Maguire and in an episode of The Sopranos called Funhouse.
Tom Petty and the Heartbreakers were inducted into the Rock and Roll Hall of Fame in 2002. “I am truly humbled to be added to this list of people in this hall that have meant so much to my life. The music got me at a very early age and has consumed my life. I love everything about it, all the people I’ve met and the great times I’ve had,” said Petty.
Tom Petty and the Heartbreakers played the Super Bowl XLII Halftime Show on February 3rd, 2008. Three of the four songs, “Free Fallin’,” “I Won’t Back Down,” and “Runnin’ Down a Dream,” are from Full Moon Fever. The fourth song, “American Girl,” is from their self-titled debut album in 1976.
“There’s not a day that goes by that someone doesn’t hum ‘Free Fallin” to me, or I don’t hear it somewhere,” said Petty. “But it was really only 30 minutes of my life.”
“He’s, of anyone I’ve worked with, the most a craftsman. He can write a song and then know how to take that song and make it into the best record it can be. He’s also got the inspiration where the songs come through him. I’ve sat down with him where he’ll play me a song that’s written in five minutes, a complicated story, and I’ll ask him afterwards, ‘You know, what’s that about or what’s the inspiration?’ He’ll say he has no idea; he doesn’t know what it’s about at all. It just kind of comes through him,” said record producer Rick Rubin.
“‘Free Fallin’. That was a huge song. You know, that’s one of those songs that kinda came out and stopped the clock. It has that kind of suspended, swinging chord structure that makes you feel like you’re floating up in the air and coming down. And then the lyric is so beautiful, and again has that fantastic combination of being specific but still open. Not abstract, but open. So that you don’t know all the details, and you can fill them in for yourself,” said Bill Flanagan, MTV’s Executive Vice President and Editorial Director.
Petty passed away on October 2, 2017, at the age of 66. The bad boy from Reseda, the vampires on Ventura Boulevard, the girl with the broken heart. All of it still plays on.
In January 2025, as wildfires tore through Los Angeles, John Mayer stood on a stage at FireAid and said this before singing Free Fallin’:
“This is a Tom Petty song. And for me, and so many others growing up, this was our first insight into the dream of living in California. And it is a dream.”



