girls bought and sold for sex. and the amazing woman who rescues them. cnn's 2010 hero of the year. on behalf of tom foreman and elliiot spitzer, good evening. "piers morgan tonight" starts right now. if you don't think barry manilow is cool i have one word for you -- copacabana. it would be the same with "mandy," "i write the songs" or any of his hits. >> you know, piers, music and passion are always in fashion. that's a clever line. >> barry manilow has been writing, performing and touring nearly 40 years. wait until you hear what he says about britney spears, lady gaga and the price of fame. barry man lilow sings his favore

hits and a song from his new album. this is "piers morgan tonight." >> barry manilow has had 35 consecutive top 40 hits and five albums on the charts at the same time. a record rivalled only by frank sinatra and johnny mathis. he's back with his first album of original songs in more than a decade called "15 minutes." he's also a headliner in vegas. what a career. you talk about careers in music. >> that's amazing. just listening to it. i'm feeling tired. >> and you must have the most die hard fans. >> i do! [ cheers and applause ] >> some of them are here. >> they're great people, too. >> we have people in the audience here who have seen you

over 300 times in concert. why do you think you have been able to inspire that kind of loyalty? >> i'm the wrong person to ask. i come at it from the other side. not from what the impact is. i come at it from the other part which is trying to do the best work i can and trying to make them feel good. i have to ask them. >> when you see other entertainers whose careers come and go who have as much talent in your eyes and don't have the longevity, what do you work on. in terms of your relationship with an audience what do you work on that you think brings you the extra time? >> the truth. >> i try to tell the truth in my music, my performance. you know where it started? i didn't know how to do what i'm doing. i started off wanting to be in

the background. i had no eyes to be a performer. no ambition to be on stage singing, dancing around. when i got up there to promote my first album i didn't know what to do with my legs. i was able to get up from the piano and then i really didn't know what else to do. i have never, ever thought about standing up on a stage and entertaining. i thought i was dreadful, but the audiences didn't. i think they were able to connect with a guy who was telling the truth. >> most extraordinary. you were brought up not far from the studio in brooklyn when it was -- the part you grew up in was rough. >> it was, yeah. >> you didn't have money as a family. >> no. >> it wasn't a privileged existence that you came from. you came off the mean streets. >> i did. i really appreciate it now. i do. you come from new york or brooklyn. goes back to the truth.

you can't fool people from brooklyn. they will look at you and say, what did you say? like my grandmother or mother would. you are built in with kind of a lie detector. >> the b.s. meter in brooklyn is high. >> it was helpful as i grew up and as i got into the entertainer business to be able to spot that kind of thing coming at me. >> as someone who'd always been in the background, like you say, the moment that you went center stage, did you in that moment realize, wow, okay, this is what it's all about? >> uh-uh. no. it's a blur. bette was nice enough to give me a part in her show. >> bette midler. >> right. i had an album and she let me do a couple of songs.

she was big. there were 5,000, 8,000 people out there. i was nuts or just ambitious to take the opportunity and do it. i believed in the songs and this music. i did it. >> you have never had stage fright. did you that night? >> yeah. i did. i threw up in the wings. they shoved me out. >> when you got the reaction from the crowd and that was the first time you'd had it, what was the experience like for you? >> it was like floating. i remember it was the red rocks ampitheatre in colorado. it's a beautiful, beautiful outdoor ampitheatre. they light it so beautifully. i just didn't expect them to do anything at all. i finished "could it be magic". >> i think we're familiar with it. [ cheers and applause ]

>> you really can't see the audience. i saw dots of people. i thought, o they must be going out for orange juice. but they were giving me a standing ovation. that was the moment i said, ooh, there might be something here. >> everything changed. >> everything changeded. everything. my life changed. >> your life went from behind the scenes to center stage. >> it was "mandy" that really did it. that was the first hint that something else might be happening but i didn't take it seriously. i thought, well, they were being kind to me. i didn't pay much attention. but it was "mandy". >> that was the first big hit you had. it's interesting. the album, you called it "15 minutes," the andy warhol, "everybody can be famous for 15 minutes." fame, can you take it? what's the answer in your case? >> for me, it knocked me over. you know, i think it's a good

quote. you would think fame -- it should read "fame, whoop de-doo." you would think fame is the greatest thing to happen to a person. >> everyone who's not famous assumes it is the greatest thing that can happen. they assume being famous is wonderful and you get everything you could want in life. >> there is a little bit of that. it's just that it all depends on how you handle it. there are great people who handle fame beautifully like will, matt damon. >> will smith. charming guy. >> i get worried for the people or kids who wind up in the spotlight without having paid their dues. you see it every week on "american idol" and "x factor." they have talent. i did "american idol" a couple of times. they have talent but before you

know it they are household names and they haven't worked in the bars we worked in. they haven't played the bar mits vas and gotten dressed in a men's room. >> they haven't done thor ha-- e hard yards. >> i was in a dressing room and there was a nice young girl i saw on tv and they were putting more lip gloss on her. she had her hair up and she was wearing armani. i thought, whoa, how's she going to handle this? >> despite that you mentored acts on "american idol" a couple of times. >> i did. they are sponges. >> why do you do it if you're concerned? >> i would do it every day if i could. i learned so much over the past million years. i loved to pass it down. i would. i'm really good at it. i'm good at putting big shows together, small shows, making records, performing. i really know how to do it. i would love the opportunity to pass it down. i would. i loved doing "american idol." >> do you like being famous or

is it a pain in the backside? >> i don't think of myself as being famous. >> barry, you are one of the most famous people in the world. [ cheers and applause ] >> seriously, it's the queen, the pope, barry manilow. >> no, no. i don't consider myself a famous person. i consider myself a lucky musician. >> have you met anybody in the past 20 years who didn't know who you were? >> yes, i have. >> not often? >> not often, no. >> that's real fame. >> well, there you go. >> when you see what happens to people like britney spears, that's the dark side of fame. you have talked about this.

that started us out on the whole trip for "15 minutes." i had a good run on the cover albums. i really wanted to write again. i was missing writing songs. i looked around to see what was going on. that was around the time when they were driving britney spears crazy. she couldn't even go to starbucks. couldn't get in the car. >> how much of it has she brought on herself? >> i remember them driving her crazy. i don't know if anybody brings that kind of thing on themselves? it seemed to me she was trying to live her life. she was beautiful and in the public eye, but whoa, that was crazy. we all looked at it in horror, you know? i said to in this casnick, is t price of fame these days? that didn't happen to me. not that.

they didn't follow me. yeah, there were a photographer or two, but not that. i think it's because of the internet and all the immediacy. >> does it worry you? she went over the edge, clearly, for a while. does it worry you that we'll see more people who just maybe are psychologically flawed anyway? >> i do worry about that. just this being famous is, i think, a dangerous thing to do if you are not grounded. >> it's a drug, isn't it? >> it is a drug. i know the feeling that, you know, the audience applauds you. they say, you're great, fantastic, you're the greatest. they send you back to the hotel room and you're alone. you look at the computer and you take out your penis and you show everybody. [ applause ]

>> that's what happens, right? >> well, on that bombshell. we are going to take a quick break so the audience can recover. when we come back, we're going to have some video of you, ironically, pec performing in a bathhouse. [ cheers and applause ] nothing helped me beat arthritis pain. until i tried this. it's salonpas. pain relief that works at the site of pain... up to 12 hours. salonpas. ttd# 1-800-345-2550

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♪ i remember all my life raining down cold as ice shadows of a man ♪ ♪ a face through a window crying in the night ♪ [ cheers and applause ] >> that was the 1984 hit song that put barry manilow on the charts "mandy." it became the anthem that propelled you -- >> did you say 1984?

>> '74. >> i'll take it. >> it was interesting watching you watch yourself perform that. you were saying "ahh" almost wisfully. >> he didn't know what was about to hit him. >> what advice would you give that barry manilow? >> stick to your guns. don't let them beat you down. >> who's they? >> everybody but the audiences. they were supportive. critics, newspapers. i get it, but -- >> i remember when "mandy" came out. >> they hated it. >> you became a figure of fun. you were having wild success, but personally dealing with all this criticism. you never had to face it before. what was that like? >> dreadful. i would pull the covers over my head in the morning, go into the self-pity pot and just get up and start all over again. i had people around me that were supportive. they would tell me not to pay attention to it. still, i'm a human being.

i would wince about it. but i would tell that guy to stick to it. i think i did. >> you said an interesting thing recently. it's buried away in an interview i read. you said it's interesting how you, lady gaga and barbra streisand were all criticized for your noses and all three became three of the biggest selling singer-songwriters in history. >> did i say something about noses? i don't remember. >> yeah. >> maybe somebody else said it. you know, i make fun of my nose. but in britain, holy mackerel. they really take it seriously. really. do you think i have an ugly big crazy nose? in britain, you should see. >> they're obsessed. >> the concord hooter arrives, you know? barry manly-nose. they must write them down until i get there.

>> close up, it doesn't look that bad. it's fine roman nose. >> it is. a jewish nose. my grandfather had this nose. i have a manly nose. i'm fine wit. i would never even think about that. >> are you a vain man? >> as vain as the next guy. >> you have to be more vain to be in your game. >> i have my face the size of my old apartment building blowing up on every big concert i do. you know, you want to look decent. >> that is true. that's why you're not the average guy. image presumably the crucial. probably more so now. >> only with you. with people like you remind me i'm not the average guy. i mean it. most days i hang out with my band. we work. we create beautiful music. i say hello to people out there and that's it. >> the average person doesn't earn money headlining in vegas.

>> i don't think about that either, and i should. i made some big mistakes. you know after "copa" i got a phone call that said they could only find $11,000 in my bank account. that was '78. >> where had it gone? >> i hired my first business manager. you have to remember i came from nowhere. brooklyn, no money. i didn't have a sense of what to do with money. as it started to come rolling in i really didn't know how to handle it. i hired this business manager. i trusted him. a couple years later, you know, he was investing money because he didn't know the ins and outs of the music business that it wasn't always going to be that. i had $11,000 after "copa," after "mandy" after "i write the

songs". >> since then did you get wiser? >> i did. i didn't learn much, but i hired better people. i do keep tabs on it. >> do you know how much you're worth? >> yeah, i do. [ applause ] >> do you feel like sharing that with me? >> no! i don't even have a wisecrack for that. >> one of the ways you made money was in commercials. it was innovative at the time. let me play a clip. it was fascinating what happened. ♪ like a good neighbor ♪ state farm is there >> ♪ i am stuck on band-aid brand ♪ ♪ cause band-aid's stuck on me

>> i just saw that this morning. they are still airing "state farm is there." that's been a long time. >> the difference was now when you watch commercials it's very video-driven. when i was young and you did the commercials whether it was mcdonald's or band-aid, whatever it was. the songs themselves, the jingles became the selling point. you would all go around humming or singing it. >> they don't do it anymore. finally they remember ed. i sat through the entire evening watching the big commercials of the year. not one of them had a great melody to it. not one. >> that's sad. isn't it? >> i thought so. >> if someone like mcdonald's -- >> do you remember that one? >> yes! >> i thought it was only in america. >> no, i remember it. >> you deserve a break today. >> one of the most famous jingles. >> i think it would work again today. >> so do i. how would you feel if mcdonald's said, would you front a

commercial for it? >> i would love it. i loved doing it then. i would love doing it now. >> if they are watching, you're available? >> absolutely. [ applause ] >> i loved it. >> let's take another break. when we come back, i want to escort you to the piano. >> oh. >> and recreate the magic of the manilow years. >> i like it. [ cheers and applause ] at 190 miles per hour, the wind will literally lift ordinary windshield wipers off the glass. so, did we build a slower car? or design wipers that could handle anything? what do you think? the cadillac cts-v, the world's fastest production sedan. we don't just make luxury cars, we make cadillacs

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there are certain moments in your career when you know every woman in the world wants to be you. this is one of them. i'm about to order barry manilow to play just for me "mandy." [ cheers and applause ] ♪ oh, mandy ♪ well, you came and you gave without taking ♪ ♪ but i sent you away ♪ oh, mandy ♪ well, you kisseded eme and stopped me from shaking ♪ ♪ and i need you today ♪ oh, mandy [ cheers and applause ]

>> watching you do that so close, i find it magical when you watch a true musical genius. a songwriter who can sing the stuff. a lot of songs you do are about love. they are often sad like "mandy" with heartbreak and so on. >> yeah. that's life. you know, it's not just that. you know, you've got -- ♪ you wouldn't believe where i've been ♪ ♪ sitting in towns ♪ boston to denver ♪ and every town in between ♪ it's a miracle >> you know, it's not always -- [ applause ] >> the reason i was dwelling on the sad songs and the heartbreak is your quite a private bloke, aren't you? >> i am. >> without getting into the

detail, how many times have you been in love, had your heart broken? >> um, never. >> never? >> never. >> seriously? >> yeah, never. >> amazing. >> i know. i had to go through -- >> you have never been in love or had your heart broken? >> i have been in love, but i'm lucky enough never to have my heart broken. >> wow. >> the deepest i got was with bagel. [ audience aw's ] >> that was my first beagle. >> how have you avoided it with everybody else? >> i just got lucky, piers. >> are you romantic by nature? >> i think i am. don't you think i am? [ applause ] >> what's romance? what's the definition? >> i think romance and love for sh that sake is whatever everybody wants it to be.

>> i've got my feelings on my sleeve. i made a career out of it. this is who i am. this is what i feel. that was one of the reasons i had trouble with the critics. they didn't like to see it from a guy. they want a guy angry on stage. they'd rather hear interviews with a guy cursing. i don't do that. if that's romance, that's me. >> i have seen you in concert twice in england. >> oh, thank you. ♪ >> i'll under score this. keep going. >> this is very disconcerting for me. i have always wanted barry manilow as my warm-up man. you could be my show pianist. you have an extraordinary relationship with your audiences. it's like a group hug that goes on. a lot of it is the honesty.

you are honest. unlike most other entertainers, we don't see you do the full confessional about your life. >> oh, no, you will never see that. >> you're a private man. >> and a gentleman. i'm proud of it. [ applause ] >> when you see a lot of celebrities and they get paid $1 million for their wedding for a magazine or -- >> listen, if they want to do it, great. >> is it sensible in the long run? >> sensible for them? you've got to ask them. >> for anybody in the fame game. is it sensible to open your book up like that? >> it might be wonderful for them. they're proud of it. they invite people in. for me, that's one place i lock the door. it's my one thing that i finally have to myself, man. my life. you can't come in unless i invite you in. that's it. >> i admire that. you're more interesting because of it, as i'm sure you are aware. >> am i?

>> the old mystique. the star game used to be everyone was on a plinth and you didn't know much about them. now we know too much. >> i came up in that world of sinatra, this and that. that's true. we didn't see then what we see now. >> i find it too much. >> but you're in that world. you have to ask the questions. >> yeah. >> you do. in order to get ratings you have to go there. >> don't get me wrong. i like it if they answer. but i admire the way you have played it. there is a strength to that. it adds to the mystique of an entertainer. >> i didn't do it on purpose. that's the way i am. >> when you play your concerts, what is the favorite moment for you? you obviously play most of the hits. i know you do rotation stuff. what's the one you love to play? >> the song i love to play? actually the songs i like to play are the songs that are not the famous ones. i wonder if the other guys would tell you the same thing.

the other musicians, singers. how many years can i do "can't smile without you" and keep it fresh? and i do. >> come on. a bit of that. >> everybody. ♪ you know i can't smile without you ♪ ♪ can't smile without you ♪ i can't laugh ♪ i can't sing ♪ i just can't smile without you ♪ [ applause ] >> you know, clive davis showed me this. i turned it down year after year after year. i thought it was too simple. when i finally did, oh, my god, the world opened up. >> crazy hit. >> everybody loves the song. i love it, too. >> is the secret to the barry manilow brand, the huge success

you have had, is it the simplicity of the songs you do? they're not that complicated. >> okay, you play "could it be magic." [ applause ] ♪ could it be the magic at louisiana ♪ ♪ baby, i love you ♪ come ♪ come ♪ come into my arms ♪ could this be the magic at last ♪ [ applause ] >> i'm not a musician. i clearly press the wrong buttons. >> you could play a little bit. >> a little bit. to me, i was playing you a compliment. i think the great songwriter,

mccartney, you, it's the simplicity of the song. >> not complicated. maybe simple got me. not complicated, yes. some of the best melodies, irving berlin wrote some of the best melodies and they were simple, but hard to play. god knows how he did it. he couldn't read music, you know. >> how do you come up with them? >> the best ones are not at the piano. when i'm walking around. if i remember them a couple hours later i nailed it. over here, i use the piano as a crutch. that's so pretty. but if i don't have a melody on top of that that i can remember, i'm in trouble. >> where did "mandy" come to you? >> i didn't write that one. >> not one of yours. >> what was one of mine?

>> "if i should love again". >> how did you come up with it? ♪ if i should love again [ cheers and applause ] ♪ if i find someone new ♪ it would be make believe or in my heart it would be you ♪ ♪ and though i hold her close ♪ and want her now and then ♪ i'll still be loving you ♪ if i should love again >> you play it. [ cheers and applause ] >> i came up with that sitting in front of the ocean in

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♪ looking in their eyes ♪ i see a memory ♪ i never realized

♪ how happy you made me ♪ oh quagmire ♪ well, you came and you gave without taking ♪ >> i would never take from you, barry. ♪ but i sent you away ♪ oh, quagmire [ cheers and applause ] >> that was, of course, from the brilliant fox animated series "family guy." you had fun with that. >> that was fun. i watched it now and again. when i saw that when the script came when they animated that, that's a riot. >> rolling stone called you, quote, the greatest showman of our generation. quite an accolade. >> especially coming from where i came from. are you for real, i say? really? the greatest showman of our

generation? that's a beautiful thing to go through my life with. i work real hard on that stage. i try to do the best work i can. maybe, you know, somebody said i come from the world of vaudeville. i might come from that. >> that's true. how big an influence was bette midler? was she one of the greatest showman you have played with? >> oh, yes. but she's totally different from what i do. she did entertain. that's what i connect with. there is nobody like her. >> talking of the two of you entertaining, we have a rare bit of video. this is a brilliant clip of the pair of you in the famous bathhouse performance. here we go. >> okay. now we are going to do two of them so you might like the fist one but you're going to love the second one. i will be joined by barry manilow and michael mitchell, my two divines. [ applause ] ♪

>> remember this one? you're going to miss the hand movements. ♪ >> of all the surreal places to be performing. >> what a gig. there's nobody like her. there's nobody like that. she was way ahead of lady gaga and madonna and all these -- you know, these gals who broke the rules, you know. but she was funny, man. >> we have twitter questions. this one's from a member of the audience, gail vanbergen. she says is there anyone you met that made you feel star struck? >> yeah, annie lennox. >> really? wow. >> i was at a grammy party. somebody said she's over there. i went over and she said, barry, it's okay.

she's like one of the greats. >> you had the same thing in reverse. i know it. you have the most extraordinary people. slash from guns-n-roses got all nervous when he met you. >> it's great. it's just great. what can i tell you? >> do you feel you will break elvis's longevity record in vegas? >> who would have thought i would break it? >> isn't that amazing? >> it is amazing. >> i'm having a great time. come see us at the paris in vegas. >> you got fed up with the traveling. >> it's a young guy's gig, being on the road. it was fun in the beginning, but whoa, it got to me. i didn't want to retire. i ain't that old.

i'm in great shape. i love the band, the music, the whole thing. then they offered me the vegas gig. i said, absolutely. it turned out to be beautiful. >> we have a twitter question from liz mccabe. what would you be doing if you hadn't gone into music, do you think? >> i can't imagine. i would be playing in a bar complaining about how nobody understands me. that's where i would have been. if there was no music in me or my family i did like writing. i wrote an autobiography years ago. i loved the process of writing. maybe i would have wound up in front of -- you know, writing something. >> when we come back, more questions from your fans. >> anything you want. >> and from the twitterati as they are now known. >> isn't that great? [ applause ] [ male announcer ] introducing the ultimate business phone --

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♪ let's hang on to what we've got ♪ ♪ don't let go, girl ♪ we've got a lot ♪ got a lot of love between us ♪ hang on ♪ hang on [ cheers and applause ]

>> that was your 1981 song "let's hang on." i was 16 when that came out. i loved that song. >> yeah, yeah. >> i'm reliving my youth, barry. you were there every step of the way. >> you know, people keep saying that to me. i was the music of their lives. >> yeah. >> and i don't know. i guess that's wonderful. i guess it's wonderful. >> obviously on the good side people say we're playing your song at my wedding or something like that. how do you feel people as they do play your songs at their funerals? how do you feel about that? >> i've never heard of that one. i must say. >> i've heard it. >> really? that there was one of my songs? >> a guy i know. [ laughter ] >> that's good. no, i've never heard anybody playing my song at a funeral. but i guess there's one or two that would be appropriate. something they liked.

>> i'm reading these questions in twitter. i know there is a twitter thing for you but you don't take part of that you said. you are you said to me on the break on facebook. >> i've discovered facebook. what i like about it i've got this brand-new album. [ cheers and applause ] >> thanks. i was able to get really good feedback, immediately i found out what the tone of this album was and what the impact was through everybody who's on that facebook page. and that was very important. >> it's instant critical reaction, which is very invaluable i would have thought. >> never had that before. maybe it has but i didn't know it. >> another twitter question here. this is from basil kent 123 is his twitter name. what is barry's favorite song of your own? >> of my own? okay. "one voice". so many of them. 30 years of music. but "one voice" comes to mind.

>> why "one voice"? both music and lyrics i wrote it in a dreechlt i think it's kind of an inspirational song that is an encouraging song. it says you can create something and if you believe in it everybody else will follow you. i like the whole thing. >> when you say wrote in a dream, do you actually mean these things come to you sometimes in dreams? >> well, this one did, yeah. >> that's incredible. >> i mean, melodys do but this one -- >> do you wake up? >> this one woke me up. this one did. and it really woke me up. the whole song. the rhymes, everything. >> let me get it straight. you're lying in bed. you have a dreechlt this massive hit comes to your head. you wake up. >> what can i tell you? yes! [ cheers and applause ] >> what you can tell me is how i can do this! i won't have to sit at this desk anymore. >> it did. >> what happened? you jump out of bed an write it down? >> i ran to the cassette machine. in those days it was cassette machines.

and i whispered it into the cassette machine. all done, i still have the cassette, singing, the whole thing. then i turned it off and went back to sleep. i went back in the morning, played it, there it was. hava nagila [ laughter ] >> who you do you think is the greatest ever songwriter? >> hal darling, george gatherish win, irving berlin, leonard bernstein. want me to keep going? >> who of the modern crop catches your eye? >> the modern crop. >> any other? >> well, i like sting's work. he never disappoints me. i love what he writes as a musician. i like the way he lives his life. i think he's a good guy. >> and this is a twitter question from p morgan, that's me. [ laughter ] >> because i'm the only one who dares say this which is what's your least favorite barry manilow song? >> do you really think i'm going to tell you that? >> yes. yes. because i've guiled you into a sense of safety and you're ready

to confess. >> you are beguiling. >> what is the song that you literally can't hear anymore? >> i would never answer that question! [ applause ] >> well, we're going to give you a break in that case because you've been such excellent company. >> tang you. >> when we company back you're going to be singing a new song called "bring on tomorrow". it's from this -- [ cheers and applause ] >> -- from this great album "15 minutes". it's been a real pleasure. >> what fun.

♪ i thought it was over here... ♪ [car horn honks]

our outback always gets us there... ... sometimes it just takes us a little longer to get back. ♪

coming up on piers morgan tonight, superstar beyonce' in an exclusive intimate conversation. her life, her loves, and for the first time ever, a sneak peek of her new video. it's a must-see hour. beyonce' on piers morgan tonight, monday. my thanks to the fabulous irrepressible barry manilow. and in a moment "anderson cooper 360." but for now barry's going to see us off with a track from his new album "15 minutes". it's called "bring on tomorrow". bair man low. [ cheers and applause ] . ♪ sleep baby sleep lose

yesterday's blues when you're ready for morning i've got ne news ♪ ♪ our ship's in the harbor, the street's turning gold whatever your dreaming it's no longer on hold ♪ ♪ dream, baby, dream, while you were asleep i had mountains to climb and a promise to keep now home is the hunter i'm holing the prize i'm waiting to tell you when you open your eyes ♪ ♪ bring on