McCartney originally attempted “Beautiful Night” with producer Phil Ramone in 1986. Musically it is reminiscent of their big song together, “Once Upon a Long Ago,” and lyrically it has the same fairy tale feel with visions of castles in the sky and missions to Lorelei. But while McCartney liked the song, he felt it hadn’t really come off.
A decade later, dark clouds gathered on the horizon. Linda was diagnosed with breast cancer in 1995 and it spread to her liver. When Starr’s first wife Maureen died of leukemia, McCartney recorded the gentle elegy “Little Willow” for her kids. Perhaps he was having a premonition of the rough times ahead for his own family. After writing “Little Willow” in February 1996, he took a break from recording the Flaming Pie album.
He had almost completed the album by February 1997, but wanted to work with Starr again after the Beatles Anthology project. Thus Starr finally appeared on a McCartney solo album, even though McCartney had appeared on Starr’s many times. Before bringing Starr into the studio, McCartney went back to “Beautiful Night” and revised the lyrics.
Starr accompanies McCartney on drums as McCartney sings at the piano. With the knowledge that he might not have much time left with Linda, McCartney sings that nothing feels as good as being with her, even being knighted. He feels helpless in the face of Linda’s worsening condition and can’t understand why such horrible things happen. But he resolves to make their last nights together beautiful and just celebrate being with her, and not think about the whys.
The song takes a tense turn as he confronts the fact that things can go wrong in life – but, he quickly adds, things can go right (the cancer could go into remission). In the middle of the night, death looms, but McCartney vows to always be at her side for all the time they have left.
Then Starr and the band kick up the tempo, determined to make it the best night possible, with Starr taking a turn singing “Beautiful night!” as George Martin leads a 38-piece orchestra of strings, flutes, trumpets, and horns, ringing the halls of Abbey Road like 1967.
The song was released as the third single from Flaming Pie in December 1997, accompanied by a classy video directed by Julian Temple, featuring Starr and Linda in her last video appearance.