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Written by David Foster, Bill LaBounty, Linda Thompson & Beckie Foster

Sung by Peter Cetera, “No Explanation” was included on the smash soundtrack of the Richard Gere/Julia Roberts iconic 1990 movie, Pretty Woman. It was co-written by David Foster with the great singer/songwriter, Bill LaBounty. The lyrics were crafted by Foster’s third wife, Linda Thompson, with LaBounty’s wife, Beckie Foster. The Pretty Woman soundtrack went to #4 on Billboard’s Top 200 and was certified triple platinum in the US, selling seven million copies worldwide.

“No Explanation” was one of the songs picked for the 2009 David Foster tribute cd  titled Fly Away: The Songs Of David Foster. That cd was the brainchild of Gabriel Raya of the critical-acclaimed Spanish independent label Contante & Sonante and Finnish, ultra-talented music-maker Tomi Malm. They selected “No Explanation” for the cd and had the smart idea to cast its co-writer, Bill LaBounty, to sing their rendition. Malm came up with an intimate, acoustic arrangement that was totally in LaBounty’s musical territory. The veteran singer gave a heartfelt performance singing the bittersweet lyrics with warmth and reminding music lovers of his superior talent. Among the musicians on the track were Malm on piano and keyboards, harmonica virtuoso Tollak Ollestad, Michito Sanchez on percussion and the great Rick Chudacoff on bass. A special mention goes to the phenomenal Dan Warner (1970-2019) who played all the guitars on this track. Warner left way too soon from a heart attack on September 4, 2019. Please listen to his beautiful work on “No Explanation” as a testament of his extraordinary talent.




  • Lead Vocals: Bill LaBounty
  • Piano & Keyboards: Tomi Malm
  • Harmonica: Tollak Ollestad
  • Percussion: Michito Sanchez
  • Bass: Rick Chudacoff
  • Nylon, Acoustic & Electric Guitar: Dan Warner
  • Backing Vocals: Tomi Malm
  • Produced & Arranged by Tomi Malm


You really took me by surprise
You’re someone I’ve needed for a lifetime
Your heart was cleverly disguised
And it didn’t look that way in my mind

Tell me, how could it be I was the last to know
Darling, I couldn’t read what was in your mind
To turn around and love me

With no explanation
I gave you everything I had
I didn’t know that you would take it
With sweet consideration
And after all that we’ve been through
I can’t believe it’s true
Until I hear you say
My mouth is still wet from our last kiss

Was loving me your one intention
What were the signs of the times I missed
I need you more than I could mention
I won’t, ever accept you leaving for someone else
When something is wrong, darling I need to know
Don’t ever leave me