Forest Borders II grew up learning the family milk business but strayed from this path, landing on Music Row. A writer and producer, the musical milkman’s songs have been cut by some of the biggest names in country music and even played a role in launching the careers of artists like Barbara Mandrell and Shania Twain.

Born Forest Cleon Borders on January 11, 1940, he was one of four brothers who shared two sisters. His grandfather had moved to Bowling Green from Barren County in 1918 and was the founder of the Borders Pure Milk Company. The original venture in 1922 called Meadowlands Milk was a small milk route from the supply of two cows, delivered by pony and buggy. Papa Borders, as he was known by his grandchildren, was a great innovator. By 1936 Borders Pure Milk Company opened as the largest plant of its kind in the area.

His farm on Three Springs Road was “one of the first farms in the South for which soil analysis was made and a complete fertilization program of trace minerals developed” according to his 1971 obituary. The younger Forest recalls some of his innovations saying that all the other farmers were amazed how calm Papa Borders cows were because of what he did to his soil. It was Papa Borders philosophy to put back in the dirt what he took out of it. Forest also recalls an invention Papa Borders rigged to water the entire farm. Though Papa Borders had no formal education, he enjoyed reading from encyclopedias at night.

Forest took to heart the advice Papa Borders gave him – “Always work, always be on time. Keep your word and don’t have any ethnic problems.” In fact, he continues to pass the advice on to young people he meets. Papa Borders was a man who cared and Forest recalls when Franklin suffered a terrible flood and children were deprived of milk. Papa Borders ordered the trucks to get as close as possible and then personally took milk into Franklin by boat. He names Papa Borders as his greatest inspiration.

As with his brothers and sisters, Forest grew up working on the family farm. His chores included feeding the chickens and slopping the hogs for which he received a quarter each week. Their free time was spent fishing, hunting, climbing trees and playing in the cave near their home.

Forest’s father, Cleon Bufford Borders was a star basketball player at College High and at what is now WKU, but his career was cut short when his hip was crushed after a drunk driver hit his truck. He remained a close companion of Ed Diddle throughout Western’s team’s formative years. Cleon became the Vice President of Borders Pure Milk Company, responsible for managing the business operations. His brother Omar managed the trucking end and brother Earl managed the plant.

Forest was not exposed to much music. He saved his allowance to buy his first 78, Cross Over The Bridge from the music store on Center Street, however he broke it tapping it on his leg on the walk home. In the late 40’s his sister was given a piano, and according to Forest “She didn’t take to it.” He was given a miniature trombone which he could hum through. He played it while working in the milk plant.

His milk plant jobs included wrapping butter and putting them in boxes, cutting dry ice and being a runner.

In the 1950’s Papa Borders bought a TV with a large cabinet and a very small screen. Family would come from miles around to gather and watch Howdy Dowdy, Talk of the Town and Ed Sullivan and Forest got a chance to see musical performances. In school he joined the band to play tuba. Unable to carry the instrument he was transferred to the baritone. His music teacher, Jack Valz soon discovered that Forest could play by ear and worked with him after school to teach him trumpet. “He whooped my ass with a paddle a few times, but he’d stay after school and put up with me.” said Forest. He preferred the trumpet, adding “I always play the melody, I love melodies.”

Forest also made use of his sister’s forgotten piano and took lessons from Ms. Hampton. But his uncontrollable impulses to jazz up his scales landed him several wacks across his hands. Before long, he had had enough of that and quit the lessons.

At 16 Forest was ready to see the world, so he dropped out of school and attempted to join the Air Force by altering his birth certificate. It was noticed, and his entry declined. However his second attempt at forgery was a success and he was admitted to the Navy. His Navy travels were limited to Texas soil. “I had never seen Spanish girls and Lord have mercy, they was pretty!” said Forest. It wouldn’t be long before he married one of them. While there, he was able to qualify for the Drum-Bugle Corp, the Singing Sergeants and the Air Force band. He was also able to play off base once a month. However his flat feet hindered his success. Though he could play with the best of them, the constant heel clicking in the marches left him in great pain. The problem eventually resulted in a release from service and a 4-F (not qualified for service) on his draft card.

He traveled to New Orleans, playing the piano anywhere that would allow. He found a job at Sykes gas station and met several other musicians. Jimmy Clanton, John Fred (from John Fred and the Play Boys known for Judy in the Sky), Frankie Ford, Johnny Ramestelia (later Johnny Rivers) and Tommy Wall (guitarist from the Swamps) were some of the musicians with which he played. They opened for the likes of Jerry Lee Lewis and Fats Domino. Forest also demoed songs for Specialty Records. One memorable New Orleans experience was playing the Calliope on the Mississippi River Queen. The steam fell like rain as the music echoed up Canal Street.

While there Forest wrote a song called All My Love To You and put it on tape. Baton Rouge DJ Bob Love started playing the song and sent it to Gold Band Records. One day a big Cadillac pulled in to the gas station and a record exec asked what Forest wanted him to do with the song. Forest told him that he had never had interest in a record deal and let the opportunity pass.

Wanting to be closer to music, Forest landed a job as an organ salesman at Werliens, the largest dealer in the South. As part of the job Forest traveled to events and homes demonstrating the Hammond Chord Organ and telling about its history.

He also continued to play out and recalls one occasion that encouraged him greatly in the music business. He was playing an open house at a school for the blind. Helen Keller was brought in and she walked over to him and laid her hand on his organ speaker and said “beautiful music”.

In 1962 Forest’s mother and stepfather were killed by a drunk driver and he decided to return home. Back home in Bowling Green with a family to support, Forest approached Papa Borders with a marketing idea. Always a staunch supporter, Papa Borders sent down the order to provide him with everything he needed and $100 week salary to become the “Musical Milkman”. Erwin Houchens, who had been a long time friend of his grandfather and another of Forest’s mentors also supported the idea, saying “Forest I have 35 stores – you can do that in any store you want to”. Each Friday and Saturday he would travel to an area grocery store in his Musical Milkman truck and set up in the back of the store. His setup was complete with girls offering special product discounts and a “milk tree” with the various Borders products hanging from its branches. He could play almost any request and people started coming out to listen and buying Borders products while there. Though people often tried to tip him, he declined saying “This is not for money, it is for you from Borders Milk and Houchens.”

The success of the Musical Milkman resulted in a series of radio broadcasts beginning with WKCT in Bowling Green. He played all day Friday and Saturday and recorded his broadcasts Sunday with DJ Jim Wooley. He taped ten different shows for each station in the surrounding area including Glasgow, Russellville, Albany, Sommerset and Munfordville and they were aired at different times so that people could listen to each one.

Forest also played out on Friday and Saturday nights, first as a soloist, then as a duo with drummer Jim Cummings and later as the Forest Borders Combo. Though the group had various people come and go, some of the key players included Earl “Preacher Moore” Moore, guitar player Royce Morgan (of Jim Reeves Blue Boys and thumbpicking Hall of Fame), bass player Jim Bowles and Sam Stockhard on sax. Robert Phillips (Fender Benders) also sat in on sax. The Forest Borders Combo stayed busy playing the old Manhattan Towers, political rallies, policeman’s balls, real estate board parties and the College Street Inn dinner club.

After a few years, he decided it was best to end the Musical Milkman while it was still enjoying success. “Telling Papa Borders was the hardest thing I ever did”, he says. He remembers going into his office to break the news and finding Papa Borders with his feet propped up on the desk, cleaning is false teeth with his letter opener. “I could see it just broke his heart. He was proud of the whole thing because he believed in me.”

In 1968 Forest opened Hammond Organ Studio in Bowling Green. He soon became a partner in a two other Nashville music stores, Music Barn and Hammond Organ Studio, but opted out of them within a couple of years.

While in Nashville one day, he walked into Chet Atkins studio and played a song for him. He still has the sheet music with his phone number written in Atkins’ hand. He also visited Smash Records where he was reacquainted with Scottsville artist Norro Wilson, who he as played with at a fundraiser in his early days. Norro, who had made it big in Las Vegas as a performer, was now a successful songwriter, studio musician and producer. His song credits include The Most Beautiful Girl for Charlie Rich (co written with Billy Sherill), Grammy winning Best Country Song A Very Special Love Song and George Jones #1 hit The Grand Tour. He has produced records for country royalty such as Charley Pride, George Jones, Reba McEntire, Buck Owens and Shania Twain.

Forest demonstrated and sold an organ to producer John D. Laudermilk who asked him to play one of his tapes during the demonstration. Laudermilk later hired Forest as a studio musician for Acuff and Rose where he was signed as a writer. Norro Wilson was one of the background vocalists on his first job. Laudermilk, Wilson and Borders became life long friends.

In 1969 Forest Borders had his first song cut, by Barbara Mandrell, who according to Borders was “not well known but getting there.” The song, Baby Come Home was written in 1965 “I think it was after one of the divorces” remarked Forest. It was produced by Billy Sherill who is also numbered among Forest’s closest friends. Forest was so excited about the recording he spend $800 calling radio stations to request the song. At WBGN, a local rock station, it garnered extensive play despite being a country song. Then DJ Otis Blanton was playing the song when Barbara Mandrell was passing on I-65. She stopped and called him from a pay phone to praise the local celebrity, Forest Borders for his wonderful song.

Two years later the song would be recorded by Tammy Wynette, resulting in large airplay checks for Forest. It also became the first 8-track quad. The song was also recorded by others including as a little known duet with Rod Stewart in 1972.

Forest Boreders II performs Baby Come Home

Forest also played with Johnny Duncan, warming up his band as a soloist and then sitting in with the band for the main sets. When Johnny was signed to CBS-Colombia and went on the road he took Royce with him. Forest declined the invitation to stay home with his family and run the store. Bones Kaelin was according to Forest “a little fellow” who told him “I like that funk”. Kaelin, would be known for being the drummer of the Dixieline Boys and Tennessee Pulleybone. Forest’s new regulars would include Mike Biggs (Ella Fitzgerald, Billy Vaughn, Doc Livingston) on guitar, Sam Stockard (sax), Ron Bershear (drums) and Mike Brizendine (bass).

By 1976 Forest had moved back to the country in Brownsville and expanded his store to include all types of instruments, renaming it Fairview Plaza Music Center. The store quickly expanded to engulf other stores in the plaza and boasted a performance room, practice room and writing room. His old friend Mr. Houchens was a regular customer, directing Forest to find out the needs of schools and churches in the area and giving him carte blanche to order what they needed and send him the bill.

According to Forest the employees were like a big family. Many, such as piano teacher Betty Jo Welch, salesman Chick Chandler, guitar teacher Doc Stone and dobro teacher Curtis Burch have remained active in the music business. His performance room also allowed local artists the opportunity to perform and gave Bowling Green an early glimpse of talents like Jonell Mosser.

The writing room became home to many and Forest began publishing songs written by others. One of his earliest successes was with Kenny Hayes, a teacher/writer from Tompkinsville. According to Forest Kenny approached him saying, “I’ve got a song” and Forest responded “Whoop it out there brother!” he added, “I loved the song but he’s the only person I ever heard that could sing in one key and play in another!” The song was “The Lady of Our Town”. Norro Wilson was interested in the song for Charlie Rich at first then later up and coming artist Claude King (Wolverton Mountain). However Forest got a call from Wilson who said that King had been up all night rewriting the song and wanted the writer’s rights. Forest had him read the final words and play the music King had submitted. After hearing no significant changes he exclaimed “He might have stayed up all night but maybe he was learning the song!” and refused the agreement. King recorded the song anyway but just as it was receiving major airplay he was discarded by his management and all promotions were dropped.

In 1980 Con Hunley cut Forest’s song “You Lay a Whole Lot of Love on Me” for his album I Don’t Want To Lose You and it became an A-side single hit. Starting #69 on the charts it peaked on Cashbox at #15. It remained on the charts for a long time and became #1 at many stations.

The song was rerecorded by Tom Jones in 1982 for Don’t Let Our Dreams Die Young and while it wasn’t released as a single, the album stayed in the charts for 68 weeks.

“Every song I’ve got cut, every artist turned into a superstar” said Forest. In the mid 80’s You Lay A Whole Lot of Love on Me would be recorded again by Norwegian star Arne Benoni along with I’m Up Against a Heartache cowritten by Richard Young, Lonnie Carneal and Forest Borders.

In the early 1980’s Fairview Plaza Music Center moved to a smaller location in front of Greenwood Mall on Campbell Lane. Though smaller, sales were up 60% in the new location. “We just had a wonderful family of salespeople” Forest said about the store. Forest has 9 children and 12 grandchildren. His son Derrick managed the store. In 1991 just as the lease purchase was coming up, Derrick was in a terrible car accident that left him comatose. Having just adopted a neglected child and suffering from severe back problems, Forest just could not handle the store and began looking unsuccessfully for a buyer. Closing day Derrick and Forest were able to come to the store to say goodbye to all their customers and their big sale brought in $68,000. Just afterward, the business sold.

In the 1990’s Forest stayed home with his family supporting his wife’s stained glass business. He received a call from Vivian Hoskins, a writer working with BW McDonald saying McDonald wanted him to come in as a partner in a studio. He declined. However Hoskins was persistent and Forest agreed to take on 49% of the corporation. His partner financed the building and Forest ran the studio. Forest fixed the place up with the help of his wife Brenda, Lonnie Carneal and their engineer/technician John Abbott. In 1993 it opened as Sessions Studio. Within six months the studio was showing 38% net profit and was booked three months in advance according to Forest.

He further stated in their almost 3 1/2 years, nearly every major artist recorded in the studio including Dave Dudley, Ronnie McDowell, Gov. Jimmy Davis, Dewayne Blackwell, Michael Peterson, Boots Randolph, Scotty More, Tammy Wynette, Waylon Jennings, Dolly Parton and the Statler Brothers. Trinity Broadcasting recorded many of their artists at Sessions and parts of the film Roots and History of Country was filmed there.

The year the studio opened Shania Twain would record You Lay A Whole Lot of Love on Me for her first album. It became the third single and video off of the album and according to Forest was the video that Robert “Mutt” Lange first saw her in. He flew to Nashville to meet her and the two were later married.

Dewayne Blackwell became another of Forest’s close friends while recording at the studio. Living in Franklin, Ky. Blackwell was working on the movie Honky Tonk Man, for which he wrote the title cut sung by Marty Robbins. Blackwell was charged with teaching Clint Eastwood to play guitar for the film and once told Forest he came up with the phrase “make my day”. Blackwell would later leave the inner circle to follow his dream of writing in Mexico. Some of Blackwell’s best known songs include: David Frizzell’s I’m Gonna Hire a Wino to Decorate Our Home, Sammy Kershaw’s Yard Sale, Conway Twitty’s Saturday Night Special and Friends in Low Places.

Trouble came to Sessions studio in the later years when Reba McEntire began construction on her nearby complex. The excavations shook the studio and disrupted sessions spurring an ongoing battle. Then Forest was blind sided when his financing partner sold the studio, just missing out on the bid was Narville Blackston, Reba’s husband. According to Forest he declined an offer by Narville to run it if the purchase went through.

Forest continues to publish his and other songwriter’s music for BMI under Kentucky Forest Publishing, SESAC under Blue Green Forest Music and for ASCAP under Rain Forest. In 1998 one of his artists, Michael Peterson broke out with his song That’s What They Said About the Buffalo resulting in a record deal.

For Forest, the next few years would be trying. In pain with severe back problems he would suffer a heart attack and fight a battle with cancer. Both would nearly take his life. But today Forest is back in the saddle and in 2007 opened an office in the building with Buddy Lee Attractions. He is very excited about writing with his team that includes Sheila Berry of Scottsville and Lonnie Carneal of Central City. “I just feel good being around them” he says of his cohorts. With an extensive library Forest is not publishing new material except the songs written by his team.

His songs continue to be recorded. You Lay A Whole Lot of Love On Me appeared again in 2006 on Cajun artist’s Richard Le Bouef’s Longneck Vacation. Falling In Love, which Forest cowrote with Donna and David Fromager is currently being recorded by a Canadian artist.

And Forest continues to get invitations to write with others. Afterall, he says “It all starts with a song, if they ain’t got that, they ain’t got nuthin’!”

One of the most exciting involved a stash of nearly 200 songs by Woody Gutherie is wife has kept. The handwritten lyrics have no melodies and a writer in California has invited Forest to help him come up with some. While not involved, Forest also had the honor of holding a similar, smaller collection penned by Hank Williams Sr.

Forest also consistently played out over the years, these days, particularly for fundraisers – “Anytime it benefits one of our music brothers and sisters”, smiles Forest. Music Row returns the love. The legendary Sammy B’s restaurant has just three seats with engraved plates. One of those reads “Reserved for the honorable Forest Borders II, The Mayor of Music Row.”

Forest Borders II performs Rings on the Table by Forest Borders II and Lonnie Carneal. The song was inspired at the Little Brown Jug in Bowling Green

Forest performs You Rescued Me by Forest Borders II and Jan Buckingham

Kim Mason is the Amplifier’s founder and content manager. She designs websites and serves as the Exec. Dir. of the BG International Festival. www.kimmason.ky.net