During the '60s, Hi Records shared musicians with Stax/Volt, the other Memphis powerhouse. "I did a lot of stuff with Stax," says Mitchell. "We were, like, partners in music. There was no competition. Stax basically had my rhythm section - Al Jackson Jr. and all those people. We did what we had to do."

Mitchell says he learned a lot about producing from Onzie Horn, a Memphis legend who played keyboards and xylophone and studied with Billy Strayhorn and Quincy Jones. It was Horn who helped Isaac Hayes "put together" Shaft, Mitchell says.

"I wasn't influenced," Mitchell says. "I just heard music in my head, went into the studio and tried to put it down." He grew up in Memphis to the music of Count Basie, Duke Ellington, Lionel Hampton, Dinah Washington. "I just had an idea of my own and I tried to put it into shape," he says.

"I use different chords from what a lot of people use," Mitchell says. "What I hear, I get musicians to accomplish. It's challenging, but I try to use the best musicians, and they understand what I'm trying to accomplish. We go for sounds. If I hear something I want to hear, we'll work on it.

"I use Memphis musicians because I know what they're going to do and I know how it's going to come out," Mitchell says. "I'm very comfortable here." An independent producer since 1980, Mitchell works out of Royal Studios in Memphis, where he laid down his most famous tracks. He recently produced sessions for Tom Jones and loaned the Willie Mitchell Horns to Come on Home, a blues tribute album by Boz Scaggs. He also produced an album by bluesman Jimmy King.

He doesn't rely on technology, Mitchell says. "I come from the hip: real organ, real piano, real saxophones, real guitar. Synthesizers? Maybe a line or something, but nothing dominant. I believe in real music."

Any favorites? "When I do a record, I don't look back on it," Mitchell says. "I don't cry over spilt milk. I have had records that didn't happen. I had a bunch of records that did happen. I never look back. I don't think about it. A record be on your head so long. When a record's over, it's over."

Did he sense how many of the records he produced would be classics? "You can feel it, man, you can feel a good record," Mitchell says. "There is no favorite one. Records are good or bad, one of the two."