How Styx Made ‘Fooling Yourself’: The Angry Young Man Was Dennis DeYoung

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It is the most encouraging song Styx ever recorded — a five-and-a-half-minute pep talk about getting up, getting back on your feet, and refusing to waste a bright future. But Fooling Yourself (The Angry Young Man) was not written as a pep talk for the audience. It began as one band member quietly studying another. Guitarist Tommy Shaw wrote it about keyboardist Dennis DeYoung, the driven, theatrical founder of Styx, who in Shaw’s eyes met every triumph with suspicion and every setback with despair. The song became the second single from The Grand Illusion, the album that turned Styx into arena headliners, and it has been in their set ever since — long after Shaw admitted that the angry young man in the lyric had started to look uncomfortably like himself.

A New Guitarist Reads the Room

Tommy Shaw was the outsider who got a close view. The Alabama-born guitarist joined Styx in late 1975, replacing founding guitarist John Curulewski, who walked out a week before a tour. Shaw’s first album with the band, Crystal Ball (1976), established him as its second engine: where DeYoung supplied the pomp and the piano ballads, Shaw brought acoustic textures, high harmonies, and a rootsier sense of swing.

From that newcomer’s vantage point, Shaw watched DeYoung closely. DeYoung was the band’s chief songwriter and its most ambitious member, a man who viewed the group’s successes with a wary eye and grew angry or depressed with every setback. To Shaw, still thrilled simply to be there, that temperament looked like a waste of a winning hand. The lyric he built out of it was not cruel; it was diagnostic. Why must you be such an angry young man? When your future looks quite bright to me. It was an intervention set to music — delivered, diplomatically, as if it were about nobody in particular.

The timing gave the song its charge. Styx arrived at The Grand Illusion with something to prove: their Wooden Nickel years had produced one fluke triumph, Lady, a DeYoung ballad that had climbed into the Top 10 in 1975, two years after it was recorded. Shaw’s arrival had steadied the band, and Crystal Ball had shown the two writers could share an album without cancelling each other out. The Grand Illusion was designed to settle the question of what Styx was — DeYoung’s theatrical concept album about fame’s empty promises, with Shaw cast, fittingly, as the voice of the man who refuses to be fooled by either success or failure.

Styx in an A&M Records publicity photo: Dennis DeYoung, John Panozzo, James Young, Chuck Panozzo and Tommy Shaw — the classic line-up that made The Grand Illusion.
Styx in an A&M Records publicity photo: Dennis DeYoung, John Panozzo, James Young, Chuck Panozzo and Tommy Shaw — the classic line-up that made The Grand Illusion. — A&M Records / Front Line Management publicity photo — Public domain, via Wikimedia Commons

Writing the Intervention

Shaw sang the song himself, which may be the only reason it worked. Had DeYoung been handed the lyric to sing, Fooling Yourself might have died in rehearsal. Instead, Shaw’s lighter, sunnier voice turned the accusation into encouragement, and the arrangement did the rest. The composition is one of the most restless Styx ever recorded, a small suite of shifting meters: the introduction and outro move in 6/8, led by Shaw’s layered acoustic guitars and DeYoung’s synthesizer melodies; the vocal sections settle into 4/4; the instrumental break launches a synthesizer solo in 7/4; and after a brief recap there is a two-bar break in 5/8 before the 6/8 meter returns for the fade.

The irony is built into those credits. The song’s most technically flamboyant moments — the synthesizer themes that frame it and the solo that tears through its middle — belong to DeYoung himself, cheerfully showing off inside a song written about his own gloom. Around them, the band plays with unusual economy: James Young keeps the electric guitar on a short leash, Chuck Panozzo’s bass walks steadily underneath, and John Panozzo’s drumming holds the shifting meters together so smoothly that most listeners never notice the ground moving. That was the trick of the record — progressive rock’s machinery, a pop song’s manners. Years later, Shaw conceded that the portrait had become a mirror: he had begun to see himself in the lyrics, and the song took on a more personal meaning. Bassist Chuck Panozzo has said much the same from the other side of the stage — that he was an angry young man himself, standing in front of cheering crowds, making money with nobody to share it with, and that the lyric’s question is one young people who lack self-esteem need to hear.

Paragon Studios and the Grand Illusion

Styx recorded The Grand Illusion at Paragon Recording Studios in Chicago, producing themselves, and A&M released it on 7 July 1977 — 7/7/77, a date the band chose with a showman’s instinct. Fooling Yourself sits second on the album, immediately after DeYoung’s title track, and the pairing is the band in miniature: DeYoung’s grand illusion first, Shaw’s reality check right behind it. The whole album circles the same subject — the emptiness of fame, attacked from one side by the title track and the sneer of Miss America, and answered from the other by Shaw’s insistence that a man with his future in front of him has no business despairing. Come Sail Away, the album’s first single and its biggest hit at No. 8, dressed the theme as a sea voyage; Fooling Yourself simply said it plainly.

The album carried Styx to a new altitude, reaching No. 6 on the Billboard 200 and eventually selling more than three million copies in the United States; it began a run of four consecutive multi-platinum albums, something no rock band had done before. Come Sail Away was the big single, but when A&M followed it in February 1978 with Fooling Yourself, backed by The Grand Finale, the trade papers heard the same crossover glow. Record World praised a record that “starts acoustically and builds with synthesizers and guitars to a swirling finish,” and noted that “the message is both positive and cautionary.” The single peaked at No. 29 on the Billboard Hot 100 in April 1978, climbed to No. 12 on the Cash Box chart, and reached No. 20 in Canada, with Top 40 placings as far away as the Netherlands and Australia — respectable numbers for a five-minute single that changes time signature four times. Shaw’s other writing contribution to the album, the brooding Man in the Wilderness, worked the same territory from the inside; between them, the newcomer had quietly claimed half the album’s emotional argument.

Tommy Shaw performing with Styx in 2008 — he wrote Fooling Yourself, sang its lead vocal, and played the acoustic guitar that opens it.
Tommy Shaw performing with Styx in 2008 — he wrote Fooling Yourself, sang its lead vocal, and played the acoustic guitar that opens it. — Matt Becker — CC BY 3.0, via Wikimedia Commons

The Song That Outgrew Its Target

Fooling Yourself never became Styx’s biggest hit, but it became one of their defining ones, proof that the band’s two songwriters could spark off each other rather than merely take turns. It has remained a fixture of the live show for nearly five decades, surviving the band’s split with DeYoung in 1999 — Shaw still sings it, night after night, to audiences who have long since made the lyric their own. On stage it acquired its own piece of folklore: the mid-song twirl Shaw performs without breaking stride, a guitarist’s shrug at the song’s own seriousness. Panozzo’s reading of the song explains its endurance best. It was never really a portrait of one keyboard player. It is a song for anyone standing in the middle of the life they asked for, wondering why it doesn’t feel like enough — which is to say, it fooled nobody, and it has comforted everybody.

The performance attached to this article shows the song’s afterlife at its most joyful. In 2006, Styx performed it with the Contemporary Youth Orchestra of Cleveland for the concert released as One with Everything, the acoustic opening handed to dozens of young string players before Shaw’s vocal turns the song outward, the way it always eventually goes. A song written about one man’s private weather had become, by then, something a hall full of teenagers could play back at him. The angry young man grew up. So did the song — and it never stopped asking its question.

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