Produced by Harold Faltermeyer at his Red Deer studio in Munich, Germany, because they were dissatisfied with the available digital synthesisers and samples, Pet Shop Boys wanted to use analogue synthesisers. Faltermeyer was chosen as a producer as he happened to be an expert on analogue equipment. The result was a Pet Shop Boys album that differed from both the previous album, Introspective, and the 1993 follow-up, Very. Neil Tennant reflected on the different style of Behaviour: "It was more reflective and more musical-sounding, and also it probably didn't have irritatingly crass ideas in it, like our songs often do." He said that the album was inspired by the fellow synth-pop group Depeche Mode's album Violator, released the same year.
Chris Lowe recalled of Behaviour, "The funny thing was that album was written at a time when the whole rave scene was fantastically exciting and good, the music was really up. I can't understand what happened; we set out to write an uplifting album and we ended up with something which was the complete opposite." Tennant added, "There was an element of sadness to it, it's one of these things that sad songs are more interesting to write.
Long considered to be the Pet Shop Boys' "mature" record, Behaviour is in fact a more complex and multi-faceted collection of songs. Chris Lowe had written the music for it, on the piano in his parents’ dining room in Blackpool, in the spring of 1982. Tennant later observed that “it’s the first proper song we wrote”. It would finally be released eight years later as the closing track on Behaviour. Jealously wasn’t the only song from the PSB vaults to find a home on Behaviour. To Face The Truth was completed in 1984, during Tennant and Lowe's productive three-year period of recording demos in an eight-track studio in Camden run by musician Ray Roberts, while Nervously was primarily written by Tennant, on acoustic guitar, before he met Lowe.
The music for some of the other songs, including Being Boring, How Can You Expect To Be Taken Seriously? and My October Symphony, was put together in 1989 in a small studio in west Glasgow that the Pet Shop Boys had hired – for the simple reason that they’d been to Glasgow on tour and liked it.
"We didn't set out to "go mature", said Tennant, we set out, as usual, to make an album where every track could be a single. I think there was an expectation that we would be making a sort of rave, Manchester kind of album. In fact, we were quite influenced by what was going on there but, with the songs we had, it made it sound mellow.”
Tennant cites one reason for the album's sense of melancholy as the death of his friend Chris Dowell, who died of an AIDS-related illness in 1989. "But I don’t think you can really say it cast a shadow over the whole album," said Tennant. "Maybe it set a mood for it that we followed through."
Tennant and Lowe decided that, for the first time since their debut album Please, they wanted to make a record with one producer. They also decreed they would use analogue synthesizers and eschew samples. Even by the beginning of 1990 everything was mega-samples, and we wanted to make something much cleaner.
They were enthused by the disco records made in the 70s by Giorgio Moroder and thought of Harold Faltermeyer, who had been Moroder’s programmer before he went on to compose the music for films such as Beverly Hills Cop (including its memorable theme Axel F) and Top Gun. After flying to Germany to meet the producer, they agreed that Behaviour would be recorded in Faltermeyer's Red Deer studio, beginning in April 1990. The recording would take place across a total of 10 weeks, split into two chunks with a month-long break in the middle.
The album was put together using a catalogue of vintage synths. “I mean, you name it, we got it,” recalled Faltermeyer in an interview conducted in 2017 for the online forum Pet Shop Boys Community. It started with the Moogs, Kurzweil and Roland modular synthesizers, Oberheims, Yamaha. We used the TR-808 drum machines, the 909, the TB-303 – very iconic Roland vintage gear.
Faltermeyer was, by his own admission, "an early bird" and would start work in the studio at 5am, organising sounds and prepping synths for the day ahead. Tennant and Lowe would arrive in the late morning from the apartment hotel in the centre of Munich in which they were staying.
Over coffee, they would discuss the day's agenda. "Most of the time they had a plan when they came in and would say, OK, we have an idea – let's work on this song,’” said Faltermeyer. Once we started with a new song, we listened to the demo and I would work up a piano chart, which I needed to play later on. Then I started to program a rhythm track and played the first instruments, like bass or the keyboard. Very early on we started to record Neil’s voice because then you can build an arrangement more easily – the voice is obviously the most important thing on a record.
They would take a break in the afternoon and have a beer – Faltermeyer ran his own microbrewery at the studio complex – before returning to work until around 8pm or 9pm. At which point the Pet Shop Boys would head back into the city for dinner.
When we're in the recording studio we're famous for, At half-past-eight, the Pet Shop Boys will have completely lost interest no matter what's happening, ' because we're thinking about the lure of the restaurant around the corner. "Sometimes we'll have someone in doing backing vocals or doing a solo, and Chris storms into the studio and says, ‘Well, how much longer is this going to take? Have you seen what time it is? It’s twenty-past-eight! I’m starving!"
While Tennant played guitar on some of the tracks, Johnny Marr was later brought in to add guitar to This Must Be The Place I Waited Years To Leave and My October Symphony. Marr first met the Pet Shop Boys by chance in a lift in the Mondrian hotel in Los Angeles in 1987. Two years later, PSB collaborated with the former Smiths guitarist on his Electronic project with Bernard Sumner. This marked the beginning of an ongoing working relationship between Marr and the Pet Shop Boys.
Only The Wind and This Must Be The Place… also featured an orchestra, recorded at Abbey Road, that was arranged and conducted by Angelo Badalamenti, who was hired by Tennant and Lowe following his work with David Lynch. Curiously, though, Badalamenti wasn't involved in the epic, string-laden Jealousy and, instead, synth strings were used for the album version. A real orchestra was eventually drafted in when the song was re-recorded for its release as a single, in May 1991.
The first single was So Hard, due to the simple fact that it was the first song to be completed. Compared to the rest of Behaviour, it harks back more to the disco stomp of PSB's previous records and sits awkwardly among the collection’s more stately tracks. "I don't like So Hard," Lowe later stated. "It’s a blot on this album." Still, the song reached No.4 in October 1990 in the UK.
It was followed four weeks later by Behaviour, the cover of which was made up of four photos: portraits of Tennant and Lowe (the latter facing away from the camera), a still life, and a shot of Tennant and Lowe together, each clutching enormous bunches of roses. This was inspired by a 1951 photo of Judy Garland by Richard Avedon, which they had seen in Liza Minnelli’s New York apartment.
Some critics weren’t quite sure what to make of the analogue, melancholy sound of Behaviour. After all, it didn’t comfortably fit in with the mainstream dance music of the period nor with expectations of what a Pet Shop Boys album should sound like.

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