came to the attention of Frank Sinatra after it was recorded by blues
singer O.C. Smith. The lyrics of "That's Life" were changed for
Sinatra's version with the line "I've been a puppet, a pauper, a pirate,
a poet, a pawn and a queen" changed to end with "a king" instead.
Sinatra first performed the song on his television special A Man and
His Music – Part II in 1966, where it was played in the fashion of a
blues song with the backing music played on an electronic organ.

This arrangement was changed on the recorded version, with it
instead conducted by Ernie Freeman and produced by Jimmy Bowen;
the trio has previously worked together earlier in 1966 on "Strangers
in the Night", which would go on to win Sinatra the Grammy Award for
Best Male Vocal. For "That's Life", an artificial gospel choir was
created & sung by girl group The Blossoms as a backing track. A
number of backup instrumentalists were also assembled for Sinatra's
After several attempts to record the track, Freeman & Bowen thought
that they had it finished and Sinatra was pleased with it. However
Bowen asked him to perform it again, which annoyed Sinatra –
resulting in the performance that Bowen was looking for. LA session
player Michael Melvoin performed the memorable organ solo on the