"Making Love Out of Nothing at All" is a power ballad written and composed by Jim Steinman and first released by the British/Australian soft rock duo Air Supply for their 1983 compilation album Greatest Hits. It reached number 2 on the U.S. Billboard Hot 100 for three weeks (behind "Total Eclipse of the Heart" by Bonnie Tyler, giving Steinman a consecutive peak of two songs). The song has been covered by other artists.

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Quick Facts Single by Air Supply, from the album Greatest Hits ...

"Making Love Out of Nothing At All"
Single by Air Supply
from the album Greatest Hits
B-side	"Late Again"
Released	July 1983
Recorded	August 1982
Genre	Pop rock[1] soft rock[2]
Length	5:43 (album version) 4:53 (single version) 5:38 (video version)
Label	Arista (US) Geffen (UK)
Songwriter(s)	Jim Steinman
Producer(s)	Jim Steinman
Air Supply singles chronology
"Two Less Lonely People in the World" (1982) "Making Love Out of Nothing At All" (1983) "I Can Wait Forever" (1984)
Music video
"Making Love Out of Nothing At All" on YouTube

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The song is a reworking of the main title theme from the 1980 film A Small Circle of Friends, for which Jim Steinman wrote the score.^[3] It was first recorded by Air Supply, giving them a number two hit on the Billboard Hot 100 in the U.S. for three weeks.

The song was subsequently released as a new track from their 1983 greatest hits album. The B-side of the single is "Late Again".^[4] They have included the song on their greatest hits and live albums, and recorded an acoustic version for their 2005 album The Singer and the Song.^[5]

Simultaneously, Steinman offered the song, along with "Total Eclipse of the Heart", to Meat Loaf for his Midnight at the Lost and Found album; however, Meat Loaf's record company refused to pay Steinman for the material so Meat Loaf ended up writing compositions for the album himself. ^[6]

By 1983, Air Supply had changed much of its classic musician line-up, both in the recording studio and on tour. But Steinman, known for his lavish, rock-opera-ish type productions, used Bruce Springsteen's E-Street Band members Roy Bittan on keyboards and Max Weinberg on drums, to musically underscore the recording with like energies. Rick Derringer, who was previously the guitarist for the McCoys and Johnny Winter, provided the electric guitar solo.

Two versions of the music video were produced. The initial version begins with a couple driving to an airport; the man (Graham Russell) is "leaving for a tour" and asks the woman (played by Graham Russell's real-life spouse, Jodi Russell) to join him:

Exterior house
Man: So, won't you reconsider?
Woman: So, won't you?

Driving to the airport
Man: Come with me, I can give you anything.
Woman: I've been there, all I want is you.

Airport tarmac
Man: But it's just one more tour, then I'll be back.
Woman: But I won't...I can't...

After the man leaves and boards the plane, a Learjet 35, the band flies off to their destination. The remainder of the video intersperses Air Supply onstage with various scenes of the man and woman's relationship. Hitchcock and Russell leave their dressing room for the stage; as they sing with the band, the woman is shown packing to leave. Nevertheless, she changes her mind and does a u-turn on the freeway, and now drives to the airport. She meets Russell at the side of the stage near the end of the song and they embrace.^[7] This version was filmed entirely in Los Angeles, with the concert sequences shot at the Forum and the airport scenes done at Van Nuys Airport.

The subsequent official version is set in 1960s New York City and involves a Marine and a young woman and the various challenges they encounter in their relationship, interspersed with scenes of the band singing the song.^[8]

• Russell Hitchcock - lead vocals
• Graham Russell - backing vocals
• Rick Derringer - electric guitar
• Sid McGinnis - acoustic guitar
• Steve Buslowe - bass
• Roy Bittan - synthesizers and piano
• Eric Troyer, Rory Dodd, Holly Sherwood - backing vocals
• Max Weinberg - drums

+ In initial releases of Air Supply's 1983 Greatest Hits album, Steve Buslowe was not included as the bassist in the album credits.^[19] However, this error was corrected in future pressings.^[20]

In 1995, Welsh singer Bonnie Tyler covered "Making Love (Out of Nothing at All)" on her eleventh studio album, Free Spirit. The track was co-produced by Steinman and Steven Rinkoff, and features samples of Tyler's mother, Elsie Hopkins, singing "Un bel dì vedremo" from Puccini's opera Madama Butterfly.^[21]

AllMusic called Tyler's interpretation "fantastic, clocking in at nearly eight minutes, and seems perfectly suited for her voice. [Air Supply's] version was already great, but hers is awesome."^[22]

A version from 1982 sung by Rory Dodd also exists. The only accompaniment is Steinman playing piano, and he includes several variations on the primary melody in the intro and bridge.^[29]