Lyrics
Gene Pitney
The wheels of my old car are turning, burning up the highway
Tonight that girl of mine will be yearning for not learning to see things my way
She hurt me for the very last time, I'm not hanging around
I'll show her I can leave her behind
I'm getting out of town (I'm gettin' out of town)
I won't back down (I won't back down)
I won't back down (I won't back down)
Last exit to Brooklyn, last chance to turn around
Last exit to Brooklyn, gonna keep these wheels of mine covering ground
Last night I caught that girl lying, trying to deceive me
And now all of these tears she's crying I'm not buying, you better believe me
She swore that she was mine alone, our love would never die
I'm leaving now for parts unknown
I saw her with that guy (I saw her with that guy)
That's the reason why (that's the reason why)
I'll be passing by (I'll be passing by)
The last exit to Brooklyn, the last chance to turn around
The last exit to Brooklyn, gonna keep these wheels of mine covering ground
On the last exit to Brooklyn, the last chance to turn around
The last exit to Brooklyn, the last chance to turn around
The Fall
You gotta keep those wheels of mine
Rolling and burning down the highway
Last night that girl of mine left me yearning
Best start learning to see things my way
Hit me for the very first time
And we're gonna turn around
I'm leaving her love behind
And getting out of town
I won't back down
I won't turn round
From the last exit to Brooklyn
Last chance to turn around
Last exit to Brooklyn
Gonna keep these old wheels going covering ground
Last night that girl of mine left me trying
And lying she deceived me
[I'll alter] all these tears with the wipers 1
You'd better believe me
She said she was mine alone
But I know otherwise
I thought she was mine alone
I saw her with a guy
I want her back
It's all in the past 2
That's why I'm last exit to Brooklyn
Last chance to turn around
Last exit to Brooklyn
Last chance to turn around
She said she was mine alone
Da da da da da da
Da da da da da da da
I saw her with a guy
And that's the reason why
I'll pass the last
The last exit to Brooklyn
The last chance to turn around
The last exit to Brooklyn
The last chance to turn around
The last exit to Brooklyn
The last chance to turn around
Commentary
“Last Chance to Turn Around”, was composed by Victor Millrose with lyrics by Anthony Bruno and Stanley Kahan. Gene Pitney (1940-2006) had a top twenty hit with the song in the US in 1965. In the UK it was released as the b-side to “Looking Through the Eyes of Love” (Label: Stateside; catalogue number: SS420), which peaked at #3. According to the What Was Left In blog (see “Sources/Links” below), Bruno, Elgin and Millrose originally titled their song, “Last Exit to Brooklyn”, but changed it because there was already a song with that title (maybe the Scott Bedford Four’s “Last Exit to Brooklyn”, also released in 1965). However, it has also been plausibly claimed that the record company changed the title to avoid association with Hubert Selby Jr’s then-controversial novel, published in 1964.
The title of the novel is supposedly based on an actual road sign. Selby himself said so:
AV: How did you choose the title Last Exit to Brooklyn?
HS: The title comes from a sign on the Belt Parkway as it goes from Brooklyn into Queens. There is an exit sign which says “Last Exit to Brooklyn”. There is also another sign at the other end just before you go into Brooklyn Battery Tunnel that says “Last Exit to Brooklyn Street”.
Hubert Selby Jr, from the interview in Vorda (1993, p.195)
However, this seems to be false: despite the Internet being full of people making competing confident claims about where they think the sign can (or could) be located, I have found no pictorial evidence that a “Last Exit to Brooklyn” sign ever existed. There are, however, “Last exit before toll” signs, so perhaps people are misremembering. Any reader who thinks they can prove that the sign did exist is welcome to post photographic evidence or a Google Street View link in the comments.
The Fall’s version of “Last Change to Turn Around” first appeared on the 1996 album Light User Syndrome and features MES on vocals, Brix Smith on guitar and vocals, Steve Hanley on bass, Julia Nagle on keyboards and guitar, Simon Wolstencroft on drums and programming and Karl Burns on drums, guitar and vocals.
A slightly different version, retitled “Last Chance to Turn Around (Last Exit to Brooklyn)”, appeared the following year on the Receiver Records compilation, Cheetham Hill. The song was never performed live.
“Last Chance to Turn Around” is not regarded as one of The Fall’s most successful cover versions.
Dave Thompson’s assessment (“so unrecognisable that a change of title… is the least of its problems.”) is somewhat undermined by his inaccurate belief that Pitney’s original was titled “Last Exit to Brooklyn”, which of course it wasn’t (2003, p.147). Mind you, some reviewers of Light User Syndrome when it was first released made the same mistake – John Mulvey in New Musical Express, for example, thought Pitney’s song had been retitled. Mulvey seems to have quite liked what he described as The Fall’s “demented, parping gallop” through the song (1996, p.50).
Simon Ford dismisses “Last Chance to Turn Around” as “very missable” (2003, p.243), and according to Steve Pringle, while it has “a bit more oomph than the original”, nevertheless “the cheesy 80s brass section-effect keyboards are a little toe-curling. In addition, Smith is very much in just-got-back-from-the-pub-which-song-is-this-again? mode.” (2022, p.310). But Tommy MacKay is more positive: “it’s not what you expect from The Fall, which, of course, is just what you should expect. A great swirling beast of loud pop with a singalong chorus, no less.” (2018, p.158).
Footnotes
- In the Gene Pitney original, it’s the girl who is crying. In The Fall’s version is is not clear whether it is the girl or the narrator (“wipers” strongly suggests windscreen wipers, and therefore the image of the narrator crying as he drives). ↩︎
- “I want her back / It’s all the past”. A curious contradiction in MES’ version of the lyrics, unless it’s supposed to be “.. but it’s all in the past.” In any case, there’s no “I want her back” get out clause in the Gene Pitney original. ↩︎
Sources / Links
- Discogs: Gene Pitney (1965): “Looking Through the Eyes of Love” (Stateside: SS420)
- Ford, Simon (2003). Hip Priest: the story of Mark E Smith and The Fall. London: Quartet Books.
- Mackay, Tommy (2018). 40 Odd Years of The Fall. Place of publication unknown: Greg Moodie.
- Mulvey, John (1996). “Git on Up”. Review of The Light User Syndrome. New Musical Express, 8 June. p.50.
- Pringle, Steve (2022). You Must Get Them All: The Fall on Record. [paperback edition]. Pontefract: Route Publishing Ltd. [Online store]
- Thompson, Dave (2003). A User’s Guide to the Fall. London: Helter-Skelter Publishing.
- The Track Record: “Last Chance To Turn Around”
- Vorda, Allan (ed.) (1993). “Examining the Disease: An Interview with Hubert Selby Jr.” pp.185-209 in Face to Face: interviews with contemporary novelists. Houston, Texas: Rice University Press. [available in Archive.org, direct link to p.195]
- What Was Left In: 1965 Gene Pitney – Last Chance to Turn Around

