Northern Songs
Encyclopedia
Northern Songs was a company founded in 1963, by music publisher Dick James
Dick James
Dick James , born Reginald Leon Isaac Vapnick, was a music publisher and the founder of the DJM record label and recording studios, as well as The Beatles' publisher Northern Songs.-Early life:...

, Brian Epstein
Brian Epstein
Brian Samuel Epstein , was an English music entrepreneur, and is best known for being the manager of The Beatles up until his death. He also managed several other musical artists such as Gerry & the Pacemakers, Billy J. Kramer and the Dakotas, Cilla Black, The Remo Four & The Cyrkle...

, John Lennon
John Lennon
John Winston Lennon, MBE was an English musician and singer-songwriter who rose to worldwide fame as one of the founding members of The Beatles, one of the most commercially successful and critically acclaimed acts in the history of popular music...

 and Paul McCartney
Paul McCartney
Sir James Paul McCartney, MBE, Hon RAM, FRCM is an English musician, singer-songwriter and composer. Formerly of The Beatles and Wings , McCartney is listed in Guinness World Records as the "most successful musician and composer in popular music history", with 60 gold discs and sales of 100...

, to publish songs written by Lennon and McCartney (see Lennon–McCartney), as well as songs written by George Harrison
George Harrison
George Harrison, MBE was an English musician, guitarist, singer-songwriter, actor and film producer who achieved international fame as lead guitarist of The Beatles. Often referred to as "the quiet Beatle", Harrison became over time an admirer of Indian mysticism, and introduced it to the other...

 and Ringo Starr
Ringo Starr
Richard Starkey, MBE better known by his stage name Ringo Starr, is an English musician and actor who gained worldwide fame as the drummer for The Beatles. When the band formed in 1960, Starr was a member of another Liverpool band, Rory Storm and the Hurricanes. He became The Beatles' drummer in...

, who were all members of The Beatles
The Beatles
The Beatles were an English rock band, active throughout the 1960s and one of the most commercially successful and critically acclaimed acts in the history of popular music. Formed in Liverpool, by 1962 the group consisted of John Lennon , Paul McCartney , George Harrison and Ringo Starr...

. Their producer
Record producer
A record producer is an individual working within the music industry, whose job is to oversee and manage the recording of an artist's music...

, George Martin
George Martin
Sir George Henry Martin CBE is an English record producer, arranger, composer and musician. He is sometimes referred to as "the Fifth Beatle"— a title that he often describes as "nonsense," but the fact remains that he served as producer on all but one of The Beatles' original albums...

, was offered a stake in the company but turned it down, as he believed that his position at EMI
EMI
The EMI Group, also known as EMI Music or simply EMI, is a multinational music company headquartered in London, United Kingdom. It is the fourth-largest business group and family of record labels in the recording industry and one of the "big four" record companies. EMI Group also has a major...

 made it a potential conflict of interest
Conflict of interest
A conflict of interest occurs when an individual or organization is involved in multiple interests, one of which could possibly corrupt the motivation for an act in the other....

. In 1965, it was decided to make Northern Songs a public company
Public company
This is not the same as a Government-owned corporation.A public company or publicly traded company is a limited liability company that offers its securities for sale to the general public, typically through a stock exchange, or through market makers operating in over the counter markets...

, to save on capital gains tax
Capital gains tax
A capital gains tax is a tax charged on capital gains, the profit realized on the sale of a non-inventory asset that was purchased at a lower price. The most common capital gains are realized from the sale of stocks, bonds, precious metals and property...

.

After Epstein died in 1967, Lennon and McCartney sought to renegotiate their publishing deal with James, but early in 1969 James and his partner sold their shares in Northern Songs to Britain's Associated TeleVision
Associated TeleVision
Associated Television, often referred to as ATV, was a British television company, holder of various licences to broadcast on the ITV network from 24 September 1955 until 00:34 on 1 January 1982...

 (ATV), giving no warning to the four Beatles and their record company, Apple Corps
Apple Corps
Apple Corps Ltd. is a multi-armed multimedia corporation founded in January 1968 by the members of The Beatles to replace their earlier company and to form a conglomerate. Its name is a pun. Its chief division is Apple Records, which was launched in the same year...

. Lennon and McCartney attempted to gain ownership of the publishing rights
Publishing rights
Literally, the right to publish a work.In the music industry, "publishing" is used as a catch-all shorthand for the administration of matters relating to the songwriter's and composer's share of income from a musical composition or recorded work....

, but their bid to gain control failed, as the financial power of Lew Grade
Lew Grade
Lew Grade, Baron Grade , born Lev Winogradsky, was an influential Russian-born English impresario and media mogul.-Early years:...

 ensured that Northern Songs passed into the control of ATV. Allen Klein
Allen Klein
Allen Klein was an American businessman, talent agent and record label executive. His clients included The Beatles and The Rolling Stones.- The accountant :...

 (then de facto
De facto
De facto is a Latin expression that means "concerning fact." In law, it often means "in practice but not necessarily ordained by law" or "in practice or actuality, but not officially established." It is commonly used in contrast to de jure when referring to matters of law, governance, or...

Beatles' manager) attempted to set up a deal for Apple Corps to buy ATV out, but this also failed, after Lennon said, "I'm sick to death of being fucked about by men in suits sitting on their fat arses in the City
City of London
The City of London is a small area within Greater London, England. It is the historic core of London around which the modern conurbation grew and has held city status since time immemorial. The City’s boundaries have remained almost unchanged since the Middle Ages, and it is now only a tiny part of...

!", which pushed other investors to ATV's bid.

McCartney once informed Michael Jackson
Michael Jackson
Michael Joseph Jackson was an American recording artist, entertainer, and businessman. Referred to as the King of Pop, or by his initials MJ, Jackson is recognized as the most successful entertainer of all time by Guinness World Records...

 about the financial value of music publishing, as Jackson had enquired about the process of acquiring songs and how songs were used. According to McCartney, Jackson then said, "I'm going to get yours [Beatles' songs]". Northern Songs was later purchased by Jackson, although McCartney and Lennon's widow, Yoko Ono
Yoko Ono
is a Japanese artist, musician, author and peace activist, known for her work in avant-garde art, music and filmmaking as well as her marriage to John Lennon...

, were notified of the sale, but did not bid themselves. Jackson later merged his published catalogue with Sony Music
Sony Music Entertainment
Sony Music Entertainment ' is the second-largest global recorded music company of the "big four" record companies and is controlled by Sony Corporation of America, the United States subsidiary of Japan's Sony Corporation....

's to form Sony/ATV Music Publishing
Sony/ATV Music Publishing
Sony/ATV Music Publishing is a music publishing company co-owned by The Michael Jackson Family Trust and Sony. The organisation was originally founded as Associated TeleVision in 1955 by Lew Grade. In 1957, ATV acquired Pye Records as a wholly owned subsidiary...

. Northern Songs was dissolved in 1995.

Early history and foundation

As EMI's Ardmore & Beechwood publishing company had done almost nothing to promote "Love Me Do
Love Me Do
"Love Me Do" is The Beatles' first single, backed by "P.S. I Love You" and released on 5 October 1962. When the single was originally released in the United Kingdom, it peaked at number seventeen; in 1982 it was re-issued and reached number four...

", Martin advised Epstein to find a good publisher, telling him about three publishers who, in Martin's opinion, would be fair and honest, which led Epstein to James. Epstein turned up at James' office with an acetate of "Please Please Me
Please Please Me (song)
"Please Please Me" is a song and the second single released by The Beatles in the United Kingdom, and the first to be issued in the United States. It was also the title track of their first LP, which was recorded to capitalise on the success of the single...

", but was reluctant to let James publish it without any proof of his publishing power. James immediately picked up the phone and called Philip Jones, the producer of the prestigious TV show, Thank Your Lucky Stars
Thank Your Lucky Stars (TV series)
Thank Your Lucky Stars was a British television pop music show made by ABC Television, and broadcast on ITV from 1961 to 1966. Many of the top bands performed on it, and for millions of British teenagers it was essential viewing...

, playing him the acetate over the phone, and saying the song was "a guaranteed future hit". Jones agreed, and promised a spot on the show. Epstein, suitably amazed at the speed of the booking, decided that James was a man he could trust.

On 22 February 1963, James suggested to Epstein that forming a company with Lennon, McCartney and Epstein would accrue more money in the long run. Lennon and McCartney thought they would own the whole company, but were given 20 shares each, Epstein 10 shares, and James and his partner, Charles Silver, 50. The company's shares were to be owned for a period of 10 years, which controlled the copyrights of 56 songs, and stipulated that a minimum of six new songs by Lennon and McCartney were to be written each year. Another company, Maclen Music—which published Lennon and McCartney's music in the US—was also controlled by Northern Songs. Both Northern Songs and Maclen Music were administered by Dick James Music
Dick James
Dick James , born Reginald Leon Isaac Vapnick, was a music publisher and the founder of the DJM record label and recording studios, as well as The Beatles' publisher Northern Songs.-Early life:...

. Northern Songs also published Harrison's early compositions, as well as Starr's.

McCartney later explained that they signed all the contracts Epstein presented to them without reading them first, with Lennon adding, "We had complete faith in him [Epstein] when he was running us. To us, he was the expert". James offered producer Martin shares as well, but he turned them down, saying it might well be unethical as he worked for EMI. The monies gathered by Northern Songs were channelled into a second company, Lenmac Enterprises; owned by Lennon and McCartney (40% each) and NEMS
Brian Epstein
Brian Samuel Epstein , was an English music entrepreneur, and is best known for being the manager of The Beatles up until his death. He also managed several other musical artists such as Gerry & the Pacemakers, Billy J. Kramer and the Dakotas, Cilla Black, The Remo Four & The Cyrkle...

 (North End Music Stores) 20%. The company would collect profits from the UK only.

During 1965 it was decided to make Northern Songs a public company to save on capital gains tax. 1,250,000 shares were traded on the London Stock Exchange
London Stock Exchange
The London Stock Exchange is a stock exchange located in the City of London within the United Kingdom. , the Exchange had a market capitalisation of US$3.7495 trillion, making it the fourth-largest stock exchange in the world by this measurement...

, which were worth 17 pence each ($0.28), but were offered at 66 pence ($1.09) each. Although the trade was scoffed at by various financial institutions, it was expected that the application lists would not remain open for more than 60 seconds, which is exactly what happened, as the lists were oversubscribed. After the offer was closed, Lennon and McCartney owned 15% each, worth £195,200 ($320,000), NEMS a 7.5% interest, and James and Silver (who served as Northern Songs' chairmen), controlling 37.5%, with Harrison and Starr sharing 1.6%. The remaining shares were owned by various financial institutions. At the same time, Lennon and McCartney renewed their previous three-year publishing contracts, binding them to Northern Songs until 1973. Harrison also signed with the company in 1965, for a period of three years. To protect his interests, James took out a life insurance
Life insurance
Life insurance is a contract between an insurance policy holder and an insurer, where the insurer promises to pay a designated beneficiary a sum of money upon the death of the insured person. Depending on the contract, other events such as terminal illness or critical illness may also trigger...

 policy (£500,000—$819,725) on Lennon and McCartney. By the summer of 1966, 88 songs by Lennon and McCartney had been recorded and released, amounting to 2,900 versions by different artists.

Harrison founded his own publishing company, Mornyork Ltd. in September 1964, and had its name changed to Harrisongs by December of that year. Sing Song Ltd. was used for a brief time, and Ringo Starr formed a publishing company called Startling Music
Startling Music
Startling Music is a music publishing company, founded by musician Ringo Starr, drummer of The Beatles.Starr had initially been signed to Northern Songs, the company set up by publisher Dick James and Beatles manager Brian Epstein on behalf of the band in 1963...

. Harrison wrote "Only a Northern Song
Only A Northern Song
"Only a Northern Song" is a song written by George Harrison and performed by The Beatles. The song was recorded in 1967 during the sessions for Sgt. Pepper's Lonely Hearts Club Band but was omitted from that album...

", which was to appear on the album Sgt. Pepper's Lonely Hearts Club Band
Sgt. Pepper's Lonely Hearts Club Band
Sgt. Pepper's Lonely Hearts Club Band is the eighth studio album by the English rock band The Beatles, released on 1 June 1967 on the Parlophone label and produced by George Martin...

. The lyrics express his disappointment with his publishing contract and with the company's handling of his songs. The song was left off the album, but later appeared in the 1968 film Yellow Submarine and its soundtrack.

First sale

After Epstein's death on 27 August 1967, Lennon and McCartney sought to renegotiate their publishing deal with James. In 1968 they invited James for a meeting at Apple Records; filming the encounter and acting brusquely towards him. As a result, already-cool relations between James and the individual Beatles became even cooler. Early in 1969, James and Silver abruptly sold their shares in Northern Songs to ATV for £1,525,000 ($2,500,000), giving the four Beatles no notice, or the chance to buy them out. Lennon learned of the sale from a morning newspaper during his honeymoon with Ono, and immediately called McCartney. Lennon and McCartney attempted to gain ownership of the publishing rights, but their bid to gain control, part of a long and acrimonious fight, ultimately failed. The financial power of Grade, their adversary in the bidding war, ensured that the music written by the two Beatles passed into the control of ATV. Lennon and McCartney were offered £9,000,000 ($14,755,500), for their remaining shares by ATV on 5 April 1969, but turned down the offer.

Klein then attempted to set up a deal for Apple Corps to buy ATV out, which was stopped by attorney John Eastman—Linda McCartney's brother, and son of McCartney's future business manager
Business manager
In a general context, a business manager is a person who manages the work of others in order to run a business efficiently and make a large profit...

, Lee Eastman
Lee Eastman
Lee Eastman, born Leopold Vail Epstein, was a New York show business attorney, and art collector the son of Louis and Stella Epstein. His sisters were Emmaline and Rose...

—who sent a letter to ATV informing them that Klein was not authorised to act on Apple's behalf. Note: Although technically true, Klein was the de facto manager for Lennon, Harrison and Starr, and also had McCartney's verbal go-ahead for the deal. ATV backed out rather than risk being pulled into litigation. Next, a block of investors who owned a small, but crucial, percentage of shares were lobbied by both sides to sell out, or cooperate with them to take control of Northern Songs. Unfortunately, during negotiations, Lennon expressed his absolute disdain for businessmen, saying, "I'm sick to death of being fucked about by men in suits sitting on their fat arses in the City!", which immediately pushed the investors to ATV's side.

Under their publishing contract with Northern Songs, Lennon and McCartney were legally bound to continue their songwriting until 1973. The solution, if they could not gain control, was to sell out to ATV, while still receiving the writer's royalties from their published songs. Lennon and McCartney sold their stock (Lennon's 644,000, and McCartney's 751,000, as he had secretly bought additional shares) in October 1969, for £3.5 million ($5,738,250). Starr chose to keep his shares (0.8%), but Harrison had already sold his 40,000 shares (0.8%) in June 1969, saying,"and paid the capital gains tax", referring to his song, "Taxman
Taxman
"Taxman" is a song written by George Harrison released as the opening track on The Beatles' 1966 album Revolver. Its lyrics attack the high levels of progressive tax taken by the British Labour government of Harold Wilson.-Composition:...

".

After 1980: Offered to McCartney, acquired by Michael Jackson

In 1981, McCartney attempted to make a joint purchase of the ATV music catalogue with Ono. At a 1990 press conference, McCartney stated, "I was offered the songs to buy for £20 million pounds", but he did not want to be perceived as being "grabby" for "owning John Lennon's bit of the songs". So he asked Ono if she would make a joint purchase with him, sharing the cost equally. According to McCartney, Ono thought they could buy it for half the price being offered and he agreed to see what could be done about that. McCartney then let the deal fall through when they were not able to make a joint acquisition.

During their collaboration on the song, "Say, Say, Say", McCartney informed Jackson about the financial value of music publishing. According to McCartney, this was his response to Jackson asking him for business advice. McCartney showed Jackson a thick booklet displaying all the song and publishing rights he owned, from which he was then reportedly earning £24,400,000 ($40,000,000) from songs by other artists. Jackson became quite interested and enquired about the process of acquiring songs and how the songs were used. According to McCartney, Jackson said, "I'm going to get yours [Beatles' songs]", which McCartney thought was a joke, replying, "Ho ho, you, you're good".

In 1982, Robert Holmes à Court
Robert Holmes à Court
Michael Robert Hamilton Holmes à Court was an entrepreneur who became Australia's first businessman worth over a billion dollars before dying suddenly of a heart attack in 1990.Holmes à Court was one of the world's most feared corporate raiders through the 1980s, having built his empire...

 acquired Associated Communications Corporation, the holding company of ATV Music and put ATV Music up for sale in 1984. According to Bert Reuter, who negotiated the sale for Holmes à Court, "We had given Paul McCartney first right of refusal but Paul didn't want it at that time". Jackson's attorney, John Branca
John Branca
John G. Branca is an entertainment lawyer who specializes in representing rock and roll acts, as well as independent investors, music publishing catalogs, and independent music labels...

, reportedly contacted an attorney for McCartney who said that McCartney would not be bidding for the catalogue because he thought it was "too pricey [expensive]". Likewise, Ono was also contacted but did not enter the bidding.

In June 1985, Jackson and Branca learned that Charles Koppelman's and Marty Bandier's The Entertainment Co. had made a tentative agreement with Holmes à Court to buy the catalogue for £30,500,000 ($50,000,000), but in early August, Holmes à Court's team contacted Jackson again, with both sides making concessions. These included Holmes à Court adding more assets and agreeing to establish a US university scholarship in Jackson's name. Although Koppelman/Bandier offered a higher bid, Jackson's bid of £24,400,000 ($40,000,000), was accepted because he could close the deal quickly, having completed due diligence
Due diligence
"Due diligence" is a term used for a number of concepts involving either an investigation of a business or person prior to signing a contract, or an act with a certain standard of care. It can be a legal obligation, but the term will more commonly apply to voluntary investigations...

 of ATV Music prior to any formal agreement. The deal was signed on 10 August 1985. After the acquisition, Jackson and McCartney appeared together in a photograph, reportedly to dispel rumours about their falling-out over Jackson's ownership of Beatles' songs.

In a July 2009 interview on the Late Show with David Letterman
Late Show with David Letterman
Late Show with David Letterman is a U.S. late-night talk show hosted by David Letterman on CBS. The show debuted on August 30, 1993, and is produced by Letterman's production company, Worldwide Pants Incorporated. The show's music director and band-leader of the house band, the CBS Orchestra, is...

, McCartney spoke about his reaction to Jackson's purchase of the ATV music catalogue:

Which was, you know, that was cool – somebody had to get it, I suppose. What happened actually was then I started to ring him up. I thought, here's the guy historically placed to give Lennon–McCartney a good deal at last, 'cos we got signed when we were 21 or something in a back alley in Liverpool. And the deal, it's remained the same, even though we made this company the most famous – hugely successful. So I kept thinking, it was time for a raise ... I did talk to him about it, but he kind of blanked me on it. He kept saying, 'That's just business Paul'. You know. So, 'yeah it is', and waited for a reply, but we never kind of got to it ... It was no big bust up. We kind of drifted apart after that".

1995-Present: Sony merger, McCartney acquires EMI songs

In 1995, Jackson merged his catalogue with Sony Music's publishing for a reported £59,052,000 ($95 million), establishing Sony/ATV Music Publishing, in which he retained half-ownership. As a company, Northern Songs was dissolved in 1995. In April 2006 a package was proposed whereby Jackson would borrow £186,480,000 ($300 million), and reduce the interest rate payable on a loan he had, while giving Sony the future option to buy half of Jackson's stake in their jointly-owned publishing company, leaving Jackson with a 25% stake. Jackson agreed to a Sony-backed refinancing deal, although the finalised details were not made public.
McCartney's MPL Communications
MPL Communications
MPL Communications is the holding company for the business interests of Sir Paul McCartney. In addition to handling McCartney's post-Beatles work, MPL is also one of the world's largest privately owned music publishers through its acquisition of numerous other publishing companies...

 later succeeded in acquiring the publishing rights to "Love Me Do
Love Me Do
"Love Me Do" is The Beatles' first single, backed by "P.S. I Love You" and released on 5 October 1962. When the single was originally released in the United Kingdom, it peaked at number seventeen; in 1982 it was re-issued and reached number four...

", "Please Please Me
Please Please Me (song)
"Please Please Me" is a song and the second single released by The Beatles in the United Kingdom, and the first to be issued in the United States. It was also the title track of their first LP, which was recorded to capitalise on the success of the single...

", "P.S. I Love You
P.S. I Love You (The Beatles song)
"P.S. I Love You" is a song composed principally by Paul McCartney and recorded by The Beatles. It was released on 5 October 1962 as the B-side of their debut single "Love Me Do" and is also included on their 1963 album Please Please Me...

" and "Ask Me Why
Ask Me Why
"Ask Me Why" is a song by The Beatles originally released in the United Kingdom as the B-side of their hit single "Please Please Me". It was also included on their first UK album, Please Please Me.-Composition:...

", from EMI, which had been published by Ardmore and Beechwood. Since the sale to Jackson, the songs "Help!
Help! (song)
"Help!" is a song by The Beatles that served as the title song for both the 1965 film and its soundtrack album. It was also released as a single, and was number one for three weeks in both the United States and the United Kingdom....

" and "Revolution
Revolution (song)
"Revolution" is a song by The Beatles written by John Lennon and credited to Lennon–McCartney. The Beatles released two distinct arrangements of the song in 1968: a hard rock version as the B-side of the single "Hey Jude", and a slower version titled "Revolution 1" on the eponymous album The Beatles...

" have been used as music in advertisements featuring cars and trainers
Sneakers (footwear)
The American term sneakers is a synonym for athletic shoes. More specifically, sneakers refer to footwear made of flexible material, typically featuring a sole made of rubber and an upper part made of leather or canvas. Sneakers were originally sporting apparel, but are today worn much more widely...

.

External links

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