Berlin’s fourth album gave the world “Take My Breath Away”, but the record’s history is more complicated than its biggest hit suggests. Behind the Oscar-winning song was a band pulling in different creative directions.
Forty years after Berlin released Count Three & Pray, the album remains defined by a remarkable contradiction: it contains “Take My Breath Away”, one of the biggest songs of the 1980s, yet the song also became a source of disagreement within the band and helped expose the tensions that would lead to Berlin’s split.
Released by Geffen Records on October 13, 1986, Count Three & Pray was Berlin’s fourth studio album and followed Love Life by two years. The lineup was reduced to Terri Nunn, John Crawford and Rob Brill, with producer Bob Ezrin steering the group towards a harder, more guitar-oriented sound.
That shift is important because Count Three & Pray was not simply a continuation of Berlin’s earlier synth-pop work. Ezrin, known for his work with Alice Cooper and other rock artists, brought a much heavier production approach to the record, while an extraordinary list of musicians contributed to the sessions.
Among the guitarists credited are David Gilmour, Ted Nugent, Kane Roberts, Elliot Easton, Alan Murphy and Gregg Wright. The album also features keyboards and programming from Ezrin, Andy Richards and others, along with orchestration, percussion, fretless bass and Japanese instruments including shakuhachi, koto and biwa.
Then there was “Take My Breath Away”.
Giorgio Moroder and Tom Whitlock wrote the song for Top Gun, and Moroder produced Berlin’s recording. The song had been conceived for the film’s romantic storyline and became closely associated with Tom Cruise and Kelly McGillis after being incorporated into the movie.
Berlin’s recording became a worldwide hit, reaching number one on the Billboard Hot 100. It subsequently won the Academy Award for Best Original Song and the Golden Globe for Best Original Song, giving Berlin a level of international exposure that few new wave bands could have anticipated.
The irony was that “Take My Breath Away” was not written by Berlin. John Crawford, who wrote most of the material on Count Three & Pray, later objected to the song’s place in the band’s story. He had not written it, played on the recording or been involved in its composition.
Terri Nunn saw the opportunity differently. The song opened the door for Berlin to reach audiences around the world, while Crawford regarded its success as being disconnected from the work Berlin had created themselves.
That creative divide became one of the defining stories surrounding the album.
The rest of Count Three & Pray reveals a very different Berlin. “Will I Ever Understand You” opens the record before Crawford’s “You Don’t Know”, Rob Brill’s “Like Flames” and the collaborative “Heartstrings”. “Trash” returns the band to a more aggressive setting, while “When Love Goes to War”, “Hideaway”, “Sex Me, Talk Me” and “Pink and Velvet” complete a record that moves well beyond the romantic soundtrack image created by its most famous song.
“Like Flames” was released as a single after “Take My Breath Away”, followed by “You Don’t Know”. The album itself reached number 61 on the Billboard 200 and number 38 in Australia, while also charting in the United Kingdom, New Zealand, Germany, the Netherlands, Finland and Sweden.
For an album carrying a number one international single, those figures tell another part of the story. “Take My Breath Away” became much larger than the album from which it came.
The following year, Berlin would officially break up. The circumstances involved both the commercial performance of Count Three & Pray and disagreements over the direction represented by “Take My Breath Away”. The album therefore sits at a curious point in Berlin’s history: it contains the song that made them internationally famous while also documenting a band whose internal identity was becoming increasingly difficult to reconcile.
Four decades later, Count Three & Pray can be heard as both a major 1980s pop record and the final studio statement of Berlin’s original trio before the band’s 1987 dissolution.
Its legacy ultimately rests on more than one song. “Take My Breath Away” may be the reason most listeners know the album, but the deeper story is what happened around it.
Count Three & Pray Tracklisting
“Will I Ever Understand You”
“You Don’t Know”
“Like Flames”
“Heartstrings”
“Take My Breath Away”
“Trash”
“When Love Goes to War”
“Hideaway”
“Sex Me, Talk Me”
“Pink and Velvet”
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