LOS ANGELES — Phil Upchurch, a prolific session musician who played guitar on records by artists such as Michael Jackson, Curtis Mayfield, Donny Hathaway and George Benson, died Nov. 23 in Los Angeles. He was 84.

His death was confirmed by his wife, Sonya Maddox-Upchurch, who didn't specify a cause or say where in L.A. he died.

Among the classic songs Upchurch took part in creating in the studio were Chaka Khan's "I'm Every Woman," which topped Billboard's R&B chart for three weeks in 1978, and "Workin' Day and Night," from Jackson's 1979 solo breakthrough, "Off the Wall." He also played on Hathaway's holiday staple "This Christmas" and on 1972's "Live" (which was recorded at the Troubadour) and on two versions of the instrumental "Breezin'": Hungarian guitarist Gábor Szabó's 1971 recording, which introduced the song composed by Bobby Womack, and Benson's hit rendition from 1976, which helped drive Benson's album by the same title to No. 1 on the Billboard 200.

Upchurch was born July 19, 1941, in Chicago and was playing music professionally by age 16. Jimmy Smith, the jazz organist, was an early inspiration, he told The Times in 1996; Smith's albums, he said, were his "bibles." In 1961, Upchurch scored a hit under his own name with "You Can't Sit Down," a swinging, organ-driven number that later went to No. 3 on the Hot 100 in a rendition by the Dovells. In 1963, Upchurch played on a proto-rap spoken-word LP by Muhammad Ali, then known as Cassius Clay, called "I Am the Greatest!"

Upchurch served in the U.S. Army for two years in Germany in the mid-'60s; when he returned, he quickly became a fixture at Chicago's Chess Records, where he worked on sessions by the likes of Ramsey Lewis, Howlin' Wolf and Muddy Waters and made several records of his own with Hathaway as a member of his studio band.

In the '70s he played on Mayfield's soundtracks for the movies "Superfly" and "Sparkle," the latter of which also featured Aretha Franklin. Among the many other acts Upchurch performed or recorded with were the Staple Singers, Natalie Cole, Minnie Riperton, Bob Dylan, Anita Baker and Dr. John.

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