RIP Slim Dunlap

 The man who did a great job replacing the irreplaceable—an original Replacement—has left the stage.

"That's all there is." 

Androgynous

Just earlier today I was thinking about how little I care for harmony. It's not that I dislike it—I often love it—but I care less about it than I do about timbre and texture and rhythm and, most of all, melody. In fact, when it comes to multiple vocals in popular music, I greatly prefer to have entirely separate vocal lines which perhaps sometimes interlock and perhaps sometimes don't than to have richly layered harmonies. 

Which is why I was shocked by just how much I love this cover of the great Replacements song. I assume it's mainly due to director Ione Skye. (I'm a big proponent of the auteur theory.) 

The Last

"The next one's always gonna last for always."

The first ballad Paul Westerberg ever wrote as the front man for the Replacements (or at least the first one we're aware of) centered around drinking. "If Only You Were Lonely" has come up many times during this All Shook Down look back, because while it was just a B-side few people heard to a single no one ever bought in 1981, it remains huge in the band's legacy. 

"If Only You Were Lonely" was a soaked and sullen country shuffle that was about exactly what the title said it was, and it shined a spotlight on the lethal mix of drinking and loneliness and what it would and could do the then-young singer and his bandmates. The song began Paul Westerberg's career as a peerless balladeer and would signal many monumental moments to come for him and the band. Because sadly and fittingly, drinking and coping with the causes and effects of it would define so much of what the Replacements were about over the course of 10 years, eight albums and so much fractured beauty and weary pain. 

So it's only fitting that nine years later, he ended his career with the Replacements with one more ballad. And this one too was about drinking. But this time, it was about giving it up. That's "The Last."

But before we get to it, let's recap for a moment.

As has been said, All Shook Down is what will always pass for the Replacements' goodbye album, the last thing they would ever offer "together" before shuffling off into solo careers. And "together" is a loose term because there is so little of it on the album. By the most reliable math, Paul and Tommy Stinson play together on about three-quarters of the tracks, Slim Dunlap plays on maybe a little fewer than half and Chris Mars, unceremoniously (and unnecessarily) sacked from the band in these final days, plays on only a couple. And three of the 13 tracks are pretty much Paul by himself, save for the occasional guest appearance. That is hardly the stuff of the "all for one and one for all" ethos that most bands usually practice. But then the Replacements were never like most bands.

They were, at various times depending on where and when you caught them, unconscionably good, insanely reckless, abhorrently sloppy, maddeningly nihilistic, uproariously funny and dizzyingly inconsistent. They had one of the finest songwriters who ever lived in Paul Westerberg. In those early years they had the man who just may have created grunge guitar (in a very very good way) in Bob Stinson. They had a bass player in Tommy Stinson who would be a very high draft choice if anyone were to draft the all-time garage band. And they had (in the opinion of this humble writer and my blogging partner, anyway, and I am sure there are more who agree) a great intuitive drummer who kept it all together in Chris Mars. Later they had Slim Dunlap instead of Bob, who could play a fair bit but was widely credited with being a steadying presence the band always needed. They had a lot working in their favor, is what I mean to say. And it still was never enough for them to hit it big.

Why? Two words. The Replacements.

While not as outwardly destructive as the Sex Pistols or Guns-n-Roses, and not as tragically cut short as Nirvana, Elliot Smith or the Jimi Hendrix Experience were, the Mats will always be one of the most needlessly destructive bands that ever lived. They never ever could get out of their own way. Big break coming with a record label? Blow it up with a drunken, shambolic performance. Huge gig coming where the right people are watching? Blow it up with a drunken, shambolic performance. Hell, a national TV appearance on Saturday Night Live??? (Everybody now) Blow it up with a drunken, shambolic performance. It seems at every damn turn, they were there to pull the pin from the grenade and then slip it back into their pocket.

Dammit.

So perhaps this decade-long road with the Replacements, a period defined by letter-perfect gutter poetry and so much systemic substance abuse, was destined to come to an abrupt stop. Like a drunk driver trying to get his car out of the parking lot but instead crashing it into the wall, stalling and falling asleep until sober.  Perhaps the sudden ending was inevitable, as so many of the tracks that layer All Shook Down ("Someone Take the Wheel," "When It Began," "Attitude") hinted. And within that inevitably we come to their very last and most aptly titled song they would ever write. "The Last."

 

As stated earlier, "The Last" is without question, on the surface, a song about giving up drinking, and perhaps other vices as well. Famously drunken and strung out for most of their career as a band, 1990 saw the Mats beginning to come to grips with addiction and turn things around. Published reports indicate this is the year Paul gave up drinking, and the others may very well have followed suit. Original member Bob Stinson would die five years later at 35 years old not of any particular drug overdose, but basically after a life and body worn down by abuse. That is such a tragic end to such a visionary guitar player, but it's sadly an understandable one. Paul and Tommy today remain productive solo and (in Tommy's case) session musicians, and Chris Mars has switched careers and turned into one hell of a fine artist. (Unfortunately Slim, who replaced Bob, suffered a terribly debilitating stroke a few years back and continues to suffer its effects). But the remaining band members are alive and kicking, and that was nowhere a surefire bet when they were blazing trails and raising hell in the 1980s.

That's why "The Last" serves well as the band's epitaph. It's not the most inventive song they would ever do. Or the most melodic. But it's probably the way things had to end. With a now sober Paul looking back, pondering all those gonzo twists and turns, and wondering what comes next in newfound sobriety.

Does it hurt to fall in love so easy?
Does it hurt to fall in love so fast
Does it hurt you to find out 32nd hand?

Is it such a big task?
Are you too proud to ask?
Remember last one was your last.

It's too early to run to momma,
It's too late to run like hell.
I guess I would tell ya ‘cause it don’t work to ask,
That this one be your last.

And this one, child, is killing you.
This one's your last chance
To make this last one really the last.

Oh are you too proud to ask?
Is it such a big task?
Remember last one was your last.

The next one's always
Gonna last for always.
The next one's always on me..

Would it hurt to fall in love a little slower?
I know it hurts at any speed.
So you have another drink,
And get down on your knees,
You been swearing to God
Now maybe if you'd ask?

That this one be your last?
'Cause this one, child, is killing you.
And this one's your last chance,
To make this last one really the last.

Gonna last for always...
It's gotta last for always...

Paul is filled with questions on "The Last." About love. About what people are saying. About whether or not this time the quitting is for real. And he lays it out there. The lyrics, as tight and thoughtful as ever, sound like something taken from a group therapy session. The questions, the hard advice ("This one, child, is killing you," "You been swearing to God...now maybe if you'd ask?) seem to be offered not by some sage all-knowing advisor, but by someone who is in the trenches and suffering with you. And while the song lopes along at a very deliberate pace and doesn't seem to be in any hurry to get there, there is desperation in the words. This is the last chance. The last has to be the last this time if you want to live. 

And that makes it downright haunting. This is crunch time. Listen to Paul at the bridge and in the outro, barely above a whisper, uttering those words that no drunk ever wants to hear: "The next one's always gonna last for always...gotta last for always...") Paul plays both the role of angel and devil on the shoulder on this song, offering words that are equal parts foreboding and tempting without being overly reassuring. Something I am guessing anyone who has ever battled dependency knows about all too well.

(As a side note, this rings very true to me on a personal level. I have a dear, dear friend who nearly died from alcohol abuse a bit more than a decade ago, and he was no told in no uncertain terms by this doctor that, because of the damage this caused his body, it's not that drinking again may kill him, but it will. Period. And as a very happy side note to this side note, that friend is now more than a decade sober and living a wonderful life.)

So yes, "The Last" is clearly a song about giving up drinking, just as "If Only You Were Lonely" was a song that centered around a drinking life. But is it more? Knowing Paul's writing the way I think I do, I would have to say yes. It's an acknowledgment, with certitude this time, that it's over. What's over? The band, without question. His drinking days too. Maybe his first marriage. His youth? The band's friendship? His run as underground rock God? His days of rebellion? Maybe all of the above? Any and all are on the table. Paul makes the urgency clear, and offers words as definitive and NOT open to interpretation as anything he ever wrote. "This one's your last chance to make the last one really be the last."

The Replacements could have ended All Shook Down with a delightfully poppish goodbye from the band with "When it Began." They could have ended with the quirky shuffle that supposedly is the only track they all played on in "Attitude." And hell, they could have ended with the balls-out rocker that was the previous track, "My Little Problem," as a final "Fuck off" to anyone still listening. All likely would have worked as the closer. Instead they chose, for once, perhaps the obvious course.

"The Last" is a lilting little exercise in restraint, a word that didn't always seem to go hand-in-hand with the Mats in the day. The piano is (I think) all Paul and is a tasteful bit of cocktail lounge melancholy, a few chords and arpeggios played over and over that in some ways evoke "Androgynous" from many years earlier. Either Paul or Slim offers some nifty acoustic picking that propels the song as it rolls along. Tommy sounds like he's playing the upright bass (not sure if he is, but it sounds like it) and keeping it perfectly aligned with Michael Blair's subtle brush work as the guest drummer. The music is sweet and understated, and it allows Paul's lyrics to take center stage. Could this have played better as a full band mid-tempo number? Or as the country ballad that started it all in "If Only You Were Lonely?" Perhaps. Should it have? I don't think so. I think the band had to depart the darkened stage this way.

Because it's the lyrics that need to come through first and foremost, that need to get your undivided attention more than all. In the best of their best work of earlier years the lyrics always came through, sure, but not as much as the gorgeous 12-string opening of "Unsatisfied." Or the anthemic revelry of "Left of the Dial." Or the limitless swinging splendor of "Can't Hardly Wait." "The Last" has none of that, because what Paul Westerberg really needed, just one last time, was to have his words be heard. He and the band had been through too much for them not to be. Which is why "The Last" works so well, I think, as the band's sad but inevitable coda.

Paul said it himself. This was his last chance. And he made it count.

My Little Problem

a

Paul Westerberg wanted to grow up. He wanted to be a serious artist. He wanted to be a successful artist. He wanted to be a solo artist—a successful one. 

That much had been clear to anyone who'd been paying attention for years. He'd hinted at it often enough over the years in interviews, although he'd often then walk it back in the next interview, or even the next sentence of the same interview. But it came up so frequently that it was pretty much unmissable. 

And even if you didn't read the interviews, there were the horns and strings on "Can't Hardly Wait" and then then the entire Don't Tell a Soul album. And that's without even taking into account "If Only You Were Lonely" and "Within Your Reach" and "Here Comes a Regular" and "Skyway." And then the essentially solo-album-in-all-but-name All Shook Down. 

But he'd always gone back and forth between sensitive solo singer-songwriter and boozy rave-up monster, as at least one song from each of their records makes crystal clear—and that's without even getting started on their legendary (and often legendarily horrible) live shows. 

So the guy who dismissed one of Tim's balls-to-the-walls rockers thusly: 

"[A] song like 'Dose of Thunder'—a song I hate that Bob and Tommy and Chris loved 'cause it was like Ted Nugent or something. I didn't want to do the damn thing but I would try 'cause they wanted to, and it sucked pretty much all the time.”

is also the guy who would write (or co-write) "Red Red Wine" and "I Don't Know" on the next album, and "I Won't" on the famously overproduced one after that and then on their last gasp, "My Little Problem." 

The opening riff makes it obvious why so many critics went for the easy shorthand of the Replacements being the Rolling Stones to R.E.M.'s Beatles. That guitar crunch, backed by a deliberately caveman-like beat is classic Stones. (Or would be if the Stones had written and recorded anything this good in the late 80s/early 90s.) 

But it's interesting that this slab of kickass rock and roll just isn't that far from "Dose of Thunder" — except that in addressing the real life drug problem several band members had (most obviously original lead guitarist Bob Stinson) and nodding to notorious drug user Johnny Thunders, the earlier song at least sorta kinda tried to say something. Whereas there's less lyrical depth to this, the first duet on a 'Mats album, than almost any other song they did. It's just a male and a female trading lines, saying...nothing, really. Which is...really weird, honestly. Westerberg could get lazy, but he usually almost couldn't help but drop a killer couplet or fantastic bridge in. Here there's just nothing to say and it's not even said interestingly.

Except they say it so well. Paul's guitar is absolutely demonic, Tommy Stinson is typically great on bass, Michael Blair does a super Chris Mars meets Charlie Watts with just a hint of Phil Rudd tossed in, and Johnette Napolitano absolutely demolishes her vocal part. The bit where the bridge goes into the chorus is really awkward—it sounds like they maybe had an idea how to make the transition more organic but just couldn't be arsed enough to actually figure it out, so went with the jarring grinding of gears and thought, enh, good enough. 

Put it all together and it turns out there's really pretty much nothing to the song...but damn does it sound good, largely on the strength of Napolitano's vocals and Westerberg's rhythm guitar. In fact, the only problem is that as great a guitarist as Westerberg can be, this track — nearly alone amongst post-1985 'Mats recordings—really could have used Bob Stinson's shredding. Because it sounds like the exact kind of song that Paul used to write for him. And maybe, in the end, other than the guest duet vocal, that's the only really gripping takeaway: once again, seemingly unaware, Westerberg was writing to himself and about himself, but looking at perhaps the most important relationship in his life through the guise of a tumultuous romance gone wrong. 

That guitar, though. 

The feeling you're gettin' is downright depressing
Do you foresee a way out for me

Well it's not my problem to help you solve them
Do you wanna go through it, do you really wanna do it

Don't you wanna be my little problem

Probably tell your friends you were on a bet
All the many pieces that you're never gonna mend

Let's put it together some way, somehow
Something's wrong but I can't stop now
Don't you wanna be my little problem

Slide up next to me any time

Don't you wanna be my little problem
I never had a problem 'til I knew you'd try to solve it
Well I never had a problem, don't you...'til I told you 
The feeling you're gettin' is downright depressing
Do you foresee a way out for me

I never had a problem 'til I met you try to solve 'em
Oh I never had a problem, don't you wanna

Don't you wanna be my little problem
Shutup next to me any time

Don't worry I can see my little problem
Don't you wanna be my little problem

My little problem

Torture

It's been said before here during this fun little All Shook Down exercise, and it bears repeating—as the Replacements wound down their career as a band on this one final record, we essentially heard songs that fell into three categories:

1) Genuinely terrific Replacements tunes that they were able to churn out as if nothing was about to end. "Merry Go Round," Nobody" and "When It Began" being the primary three.

2) Efforts by Paul and some form of the band to recapture the old sound that, while all having fine moments, didn't quite get to where they/he wanted. "One Wink At a Time," "Someone Take the Wheel" and "Attitude" are prime suspects.

3) Songs that pointed to a clear path forward to Paul Westerberg as a solo artist. We'd heard the Paul-centric efforts before ("Here Comes a Regular," "Skyway," "Androgynous" and more), but we'd never heard quite so many on one album. "Sadly Beautiful" and "All Shook Down" are prime examples of Paul forecasting what was to come. Two others will follow on All Shook Down.

The first of those efforts shows up today. The 11th track on the album and the shortest Replacements song since back in the Twin-Tone days: "Torture."

To me and maybe only me, this song is the one that truly feels like a Paul Westerberg solo effort, a song that prolly would have done just fine on 14 Songs, which would be out in three years. "Sadly Beautiful" by itself is no different that "Skyway" was, right? A Paul effort done in the clear spirit of the Mats. Even the title track, for all its dusty somnambulance, had that subversive Replacements zig-when-you-think-I'm-about-to-zag quality to it.

But not here. There are songs on All Shook Down that sound like the Replacements, and there are songs on All Shook Down that sound like the Replacements trying to sound like the Replacements. And there is just one song that sounds like Paul isn't just moving on, but has moved on. For good. That's "Torture."

A million baby kisses from a kissing booth on wheels
This sign is pretty poison on the envelope she seals
Your love is by the way who knows exactly how she feels
Whose torture
Without you, it's torture
What new

You climb into your rocket ship and count from ten to one

There's no television coverage for that loser on the run

You hide yourself in darkness but we're heading for the sun

Whose torture

Without you, yeah torture

What to do, it's torture

Tighter and tighter and tighter soon

Yeah torture

And 809 is rockin' with a party full of lies

And on the tenth floor smokin' til the sun's about to rise

There's trouble in 302, can't you see it in my eyes

Whose torture

Without you yeah torture

What to do, it's torture

Ooo torture

 

Look. I don't really know what the hell Paul is singing about here. But he sure ain't happy. "Torture" is the final ever example of that wonderful Mats trick of taking some seriously troubled and downbeat lyrics and matching them up with a catchy as hell tune. "Little Mascara" did it. So did "I.O.U." and "Valentine" and "Asking Me Lies." So did "When It Began" a few tracks earlier on All Shook Down. And so does "Torture."

It's so odd. The song almost plays and feels like a demo, yet it may in fact be the most polished track on the album. Paul offers this lovely stemwinding arpeggio that is as melodic as anything he has ever done, and it spins the track upwards into the atmosphere. His lyrics are clear, cool and precise, filled with lithe little witticisms and turns of phrase that made Paul famous(ish). ("You hide yourself in darkness but we're heading for the sun" is particularly awesome). It's downright pretty! And how often do we say that about Replacements tunes? Pretty and supple and catchy...and it makes it 100% clear that the Replacements are a spent force and we will never hear from them again.

Fun, huh?

In many ways "Torture" doesn't really belong on the album because it so clearly is not a band track, not even a smidge. Again, I think it could have worked pretty fine alongside poignant songs like "Things" and the magnificently incomplete "Black Eyed Susan" on 14 Songs. But then again maybe we did need to hear this. Maybe we did need to hear what was left behind and, just as important, what was soon to come.

Paul Westerberg would embark on a solo career two years later with the wonderfully goofy "Dyslexic Heart," and soon enough he would begin cranking out solo albums that would take him all over the map. Some were great, some were okay, all were interesting. And I think "Torture" can hold its place with some of the best solo ballads he ever did. As a Replacements track? It's lost and meandering and struggling to fit in. On All Shook Down or anywhere else.

But then again, lost and meandering and struggling to fit in sounds an awful lot like a certain Minneapolis-based quartet we've been writing about these past few weeks, dunnit? So perhaps it has its perfect place on this farewell album after all.

The truth is Paul Westerberg has never really fit in, nor have the Replacements. And I for one cannot picture a world in which they did. And honestly, would we want them to? Because when you think about the Replacements even trying to belong, to be part of the crowd, you know what Paul, Tommy, Chris and Slim just might have considered that?

Torture.

Happy Town

One of the bedrock hallmarks of the Replacements was their myriad dichotomies and contradictions. And one of those is the way they all would go back and forth between searing honesty and flippant bullshit, sometimes in the same sentence. 

Paul Westerberg once talked about his refusal to give 100%. "I guess it's the fear of failure. I don't want to give everything and have it turn out to be shit or have people not like it. I hold a little for myself. I'm lazy, too. [...] 'I.O.U.' has a nonsense chorus. I could sit down and get words to fit that, but I figure it doesn't need it. It sounds good enough to me." 

It's not hard to look at even some of their greatest songs and pick out the word or line which would seem to prove this admission true. 

"Happy Town" is one of the shortest songs on an album of short songs. And it's interesting, because it feels like, for once, rather than go with a line or two that are just okay, or a nonsense chorus that sounds good enough, Westerberg simply decided to go minimalist; if there are few words, less chance of them being wrong, perhaps. And the result is a hard, snappy little gem which says its piece and gets out. And what's more characteristically dichotomic than a song called "Happy Town" about a place which is neither a town nor in any way happy? 

The track begins with the sound of the band—or Paul and Tommy, at least—warming up and noodling slightly, in an atmospheric way, before the song proper kicks in. 

And what a lead-off. Westerberg didn't lack for great opening lines, and if this doesn't quite reach the level of:

Read about your band in some local page 

Didn't mention your name

Shared a cigarette for breakfast 

Shared an airplane ride for lunch

You and I fall together 

You and I sleep alone

Look me in the eye then tell me that I'm satisfied

Well, a person can work up a mean mean thirst after a hard day of nothin' much at all

I'll write you a letter tomorrow 

Tonight, I can't hold a pen

it's certainly no embarrassment of a cousin, and the rest of the song keeps pace: 

The plan was to sweep the world off its feet
So you sweep the garage for the neighbors to see 

The plan was to set the world on its ear 

And I bet you don't know why you're here 

The loose vocal triplets which lead into the chorus are an interestingly theatrical touch which adds just the right amount of musical tension, and will get more overt with each subsequent verse until it's nearly Broadwayian. 

Who knew that avenue was bound for happy town 

Happy town 

Happy now 

Happy town 

Actors, authors, artists and thieves 

Have afternoon parties where nobody heaves 

Former strippers and junkies and men of the cloth 

And we all fell in line and got lost 

It's interesting to note that Westerberg seems to feel actors, authors and artists are natural peers of thieves—and that just when he was trying heroin for the first time, he puts junkies in the same categories as strippers and men of the cloth. 

Who knew that avenue was bound for happy town 

The plan was to set the world on its ear  

And I'm willing to bet you don't last a year
The plan was to set the world on fire

But it rains every day on the liar

In happy town

One of the things which makes "Happy Town" unusual in the 'Mats oeuvre is its lack of a bridge. (That and the organ solo played by fan and Heartbreaker Benmont Tench.) Not having a bridge might be one of the things which makes the song feel even briefer and lighter than its barely 3 minute run time. 

The outstanding 'Mats book Trouble Boys postulates that in addition to being about Westerberg's dislike of rehab, this is a warning kiss-off to his soon-to-be-ex-bandmates—especially the "I'm willing to bet you don't last a year"—and maybe so. Maybe so. In fact, it probably is. But even more I think it's a classic example of Westerberg pointing fingers and flipping the bird to others when he's really talking to himself. Even if he didn't know it.

Attitude

There have been bigger bands. There have been (sorry, boys, you know how desperately I love you but you also know it's true) better bands. But there has never been a band quite as contradictory as The Replacements.

Paul Westerberg himself once said something along the lines of there being other bands who could do the loud stuff as well as they did, and other bands who could do the quiet stuff as well as they did, but no one who could do both as well as the 'Mats. And pretending for the moment that the Beatles never existed, that seems obviously true to me.

For all their third record's "Color Me Impressed" and "Within Your Reach" were the songs which announced that the 'Mats were so very much not your typical punk band, for obvious reasons, in some ways it was actually "Treatment Bound" which announced their presence with authority. 

[They themselves later admitted that their early hardcore phase was a pose, and something at which they weren’t especially good. I think they’re mistaken about how not-good they were; they may not have actually loved hardcore, but they were damn good at playing it.]

To call "Treatment Bound" a lazy shuffle would be the most understated of understatements; that it falls apart in the middle is far less surprising than the fact that they're arsed to pick it back up and finish it. And yet, for all its lyrics seem to proudly display their beer-soaked loutishness, there's actually a hint that maybe, just maybe, they're whistling past the graveyard and know it's not the smartest way to conduct themselves but they either don't know a smarter way or they're too scared to try. And one of the reasons there's that subtext is even as he's singing about getting shitfaced before the gig, Westerberg is utilizing the kind of wordplay which none of his peers would ever think of attempting, much less be able to pull off. It's that dichotomy—singing about being drunken buffoons without a high school diploma and using the language with a deftness that Cole Porter would have admired while stumbling through a perfectly crafted pop song—that made the Replacements the 'Mats. 

They, of course, continued to record songs which were neither rockers nor ballads on subsequent albums: "Androgynous," "Answering Machine" and "Waitress in the Sky" becoming some of the most beloved and characteristically Replacements songs in the 'Mats oeuvre. 

"Attitude" is that kind of in-the-middle song at which the Replacements excelled. Famously the only song on the album which features all four members, it starts in classic fashion, with Westerberg beginning the count-in, pausing, laughing slightly, and then rushing the rest of the count. Naturally, the entire band falls in perfectly. 

It's a fine performance. Westerberg's acoustic is mixed most prominently, along with Chris Mars's drums, apparently played with brushes. Tommy Stinson's bass bumps along agreeably, while Slim Dunlap drops in sweet bits of electric guitar color throughout. It's not exactly impressive to say that it's far more polished than "Treatment Bound," but it's also considerably smoother than their classic if again not precisely Steely Dan-like "Waitress in the Sky" recording.  

Well when you open that bottle of wine 

You open a can of worms every time 

Now you don't stop, that ain't true 

Never said a word, I never had to 

It was my attitude that you thought was rude 

It was my attitude

Old habits are hard to break 

And I don't know how much I can take 

What I think is on the tip 

Of my tongue though I let it slip 

It was my attitude that you thought was rude—not me 

It was my attitude that you thought was rude 

Remember sitting back in school 

I held my tongue until it turned blue 

They said I had an attitude

You just failed my test 

'Cause I know you be the best 

So wipe me off as you conclude 

A POV is what I can't use 

I got an attitude  

Said I had an attitude 

The problem is that as enjoyable as "Attitude" is, it feels like "Treatment Bound" redux, a bunch of hooligans talking about how naughty they are. But the thing is, they're not kids anymore. They're all adults now—hell, Slim's kid was nearly an adult by this point—and it's just not that amusing anymore. Now it's mainly just sad. Especially because it feels like this time they're somehow maybe even less aware of what poor decisions their poor decisions are, or at least are pretending to be. And it's all compounded by the fact that the lyrics are often individually good but don't really build to anything— just the opposite, unfortunately, as while Westerberg's personification of his own personality flaw in order to enable himself to avoid taking any kind of responsibility for his own actions is clever, in the end, the opening couplet is the strongest of the entire song is by far. 

And there's one more thing which makes it a bit of an uncomfortable experience. It would be bittersweet to hear the last true Replacements recording, no matter what. But that it's this song, with its gentle musical lilt, softly sung in a professional manner by Westerberg—no hoarse shouting, no bum notes kept in, not this time 'round—featuring absolutely wonderful, tasteful drumming from Chris Mars of the exact feel and on the exact type of song Westerberg and Stinson would claim he was unable to handle—makes the entire thing a bit bizarre. 

That the final 'Mats recording is so professional and polite even as they're claiming they're rebels, is a dichotomy, but not the kind at which the 'Mats excelled and which made them so damn special. It's disquieting. That it shows that Mars had far more range than his bandmates could admit is oddly disappointing, or perhaps strangely vindicating. And you can't help but wonder if the closing line—"A POV is what I can't use"—is Westerberg admitting in song what he can't actually admit to himself, never mind his soon-to-be former bandmates. 

All Shook Down

When the Beatles were recording Abbey Road's "Oh! Darling," Paul McCartney woke up every day and went to the studio and before saying a word to anyone would record his lead vocal track, looking for a certain rough first thing in the morning quality. Apparently, each time he'd lay down a great vocal, say it wasn't good enough, and come back the next day to try again, before finally getting a take he was happy with. (As well he should be, as the final result is spectacular...although John Lennon didn't think so, and thought Paul should have let him sing it. Siblings. What are you going to do?)

The title track to All Shook Down sounds exactly like that, only in reverse. The vocal sounds like it's about 3:15 in the morning—or maybe even 6:30 a.m.—and the singer hasn't gone to bed to yet; after a long day's night, he's the last man standing, and he's too wired to go to sleep, even if he's absolutely exhausted. And so what can a poor boy do except sing a tender dirge?

Apparently, that's just what Westerberg did. He laid under the piano in the studio and sang snippets out of a notebook. Which is how you get this glorious mess that will often almost seem to make some sort of profound sense and then suddenly veer off into near Joycean (or at least Edward Lear) gobbledegook...and yet. And yet throughout it retains a remarkably gripping power. Because while the vocal style is reminiscent of McCartney's technique from 20 years earlier, the lyrical technique prefigures Kurt Cobain's writings, especially those which would shortly change the world, in a mere 369 days.

Like Cobain, Westerberg has an ability to take an arresting line—or even a phrase or just pair of words—and explore or, more often, juxtapose them against another equally interesting combination of words having nothing to do with the first and yet somehow all the richer for being limned against each other. Often impossible to parse in a literal sense—although delightful to try—there's a certain energy that comes along with something non-linear that in some way manages to speak directly to the heart.

It's a deceptively difficult way to write; plenty of composers attempted to write whimsical lyrics in the aftermath of Bob Dylan's breakthrough, or John Lennon's "I Am the Walrus" period and few (virtually none) succeeded, and the rock landscape was littered with sad grunge wannabes in the wake of "Smells Like Teen Spirit" who thought all that was needed was to put some absurd emo babblings together and emote embarrassing and rock immortality would be theirs. They eventually found out it was not to be, quite a bit after the rest of us realized it.

But not Westerberg. Several extremely large steps above most good writers, here even hung over and strung out, he manages to string together a lyric whose meaning simultaneously flutters just out of reach and takes permanent root in the listener's soul. All while going back, again and again, to a typically Westerbergian piss-take, different in absolutely every way imaginable, on one of the King's most famous hits. And, again, in oh so Westerbergian fashion, he takes elements of his own life—in this case, the fact that he was at that exact point experimenting for the only time in his life with heroin—and combines it with exaggeration and surrealism and produces gold.

Hollywood cops shoot each other in bed
And I wouldn't go to see 'em they put the checkbook to my head
Tinkertown liquors and emperor's checkers
Some shit on the needle, like your record
The fifth gripping week an absolute must
One of the year's best ain't sayin' much
Throwin' us trunks as we're starting to drown
We're all shook down 

She don't do dance and she don't do us
The black and white blues oh yeah I got 'em in color
The fifth gripping week an absolute might
One of the year's best in sight
They throw us trunks says we're starting to drown
We're all shook down 

Praises they sing a register rings
One of the time that nobody brings
Praises they sing shake my hand as I drown
All shook down

The impact of the recording itself cannot be underestimated.

The woozy feeling is clearly genuine, from Westerberg's barely-loud-enough-to-be-considered-a-whisper vocals to the tape loop of his breathing, to Steve Berlin's delightfully creepy yet lovely ocarina, it's one of the most fully realized tracks on the album even as it seems on the verge of collapse at any second.

Which is to say, The Replacements.

When It Began

 Now we're talking.

All Shook Down comes across as a mishmash of songs loosely connected by a theme of disillusionment and ends. Some of the songs work absolutely perfectly, whether they are rockers, semi-ballads or deathly quiet meditations. Others don't quite work so well, lacking something that used to seem to come so naturally to the band. I wouldn't say there are any bad songs on All Shook Down, just some that aim for a mark with which the Replacements have always been so used to hitting and, well, they just miss.

Not "When It Began," today's installment. To me this is the Mats firing on all cylinders as a power pop band, a final callback  to one of the things they did best over the final 5-6 years of their career when they got a little more serious about making truly great songs. This one falls into a category with "I Will Dare" and "Kiss Me On The Bus" and "Alex Chilton" and "Valentine" and "I'll Be You" and "Achin' To Be" and more. It's not as rough as some of the earlier stuff, nowhere near as loud as classic rockers like "Color Me Impressed" or "Favorite Thing." But it's alive, it's fun, it's edgy, it's perfectly written and, maybe more than any song on the album, it shows maybe where the band could have gone had they kept it together.

With its country jangle that would have made R.E.M. proud and may have even given Wilco some ideas way back when, "When It Began" is fully bathed in this pop glow the band so often could trot out and give the what-for. It sounds light but it's really not; there's a touch of menace underneath the somewhat unorthodox chord progression. It bounces along but it's got enough teeth to leave a mark, and the heightened pace is cheerfully juxtaposed against (where have we heard this before?) lyrics that are anything but. And it paints quite a telling picture of where the Mats were when they pressed "RECORD" on this track. 

Stop at a light that shined bright blue

And where you been is still in view

You stopped at nothing at your first chance

Now it's nothing like when it began

Long ago, or yesterday

The queen sits quiet, the jester plays

She plays, "Off with their heads and on with my pants"

Oh it was something when it began

Oh and nothing? That's something I understand

I'll dance to try and make you laugh

I'll play the fool, the king at your command

Oh yeah - HEY!

I never had to bow to you when we began

And I can play you a tune at your command

Oh, and if you say nothing, well that's something I understand

When it began

When we began

When it began

Okay, Paul. I guess goodbye to you, too.

Most bands don't intentionally tell people they're done in song. Sure, some did it with much acclaim and fanfare. The Beatles left fans with the entire second side of Abbey Road, little snippets of this and that which rolled into one huge suite that was irresistible and unforgettable. Cream had an entire album called Goodbye which, well, showed why breaking up was a good idea. Other great bands just walked away (The Police, R.E.M.) or came to a screeching halt (Nirvana, the Sex Pistols) without much adieu. But the Mats did say goodbye to each other, to fans, to the label, to detractors, to rival bands and to anyone else who mattered on All Shook Down. And the true farewell is found in the form of "When It Began," and a chance for Paul to get a bit nostalgic while still unleashing at least a bit of venom one final time. And it works just beautifully.

Paul brings out all his tricks for "When It Began." The absurdities (a traffic light being blue?), the humor ("Long ago...or yesterday"), the word games ("Off with their heads and on with my pants"), and then he wraps it up with a line for the ages, one which may define the Mats in their final incarnation as well as "Swinging Party" did ("If being afraid is a crime we'll hang side by side") in their heyday.

"If you say nothing, well that's something I understand."

Is that or is that not the Replacements in one damn little nutshell? A band so often paralyzed by the idea of success, so terrified that making a career turn that seemed right could lead them to ruin, that they so often just said "Fuck it" and skidded off the highway. Nothing could have changed that about them, it was in their DNA. And as Paul tells us at the end, nothing is probably the one thing they have always understood. Brilliant.

Like "Can't Hardly Wait" with its horns and stops and Chris' delightful fills, or "Talent Show" with its breakdown and shades of "Portland" at the end, there are so many little touches in "When It Began" that make it great. I've always loved when Paul and others yell "Hey!" at the peak of a song (think "I'll Be You" or "Valentine" or,  a few tracks earlier on All Shook Down, "Nobody"), and we get that here too. The slide solo is a new touch (it's Slim, right?) that ups the lite-country factor by a bit and creates this breezy feel that crackles with energy. The band (whomever they may be) singing backup on the outro really does sound like everyone saying goodbye. And those little moments of defiance from Paul that tell us yeah, we're having fun here for now, but don't push me ("I never had to bow to you when we began") is a cool reminder of how tension was such a necessary part of the band's formula.

And finally there's this. Paul always seemed to have high expectations of his fans; he wanted them to truly listen, and listen right to the end. It's why a song like "Favorite Thing," while it seems to ultimately careen into a kind of sweet sentiment at the bridge ("You're my favorite thing, bar nothing!"), it emerges after Bob's gonzo solo with a terrific punchline, "My favorite thing...once in a while.") It's why at the end of "Achin' To Be," after three minutes of describing this unreachable mystery girl, he lets us know who he's really talking about ("...just like me.") It's why as Scott pointed out a week or so ago, he saves one hell of a kicker for the end of "Nobody" (You're still in love with nobody, and I used to be nobody. Not anymore.") Paul doesn't mind making us wait to get the full story; it's the mark of a great songwriter to expect as much of the listener as he or she does of him or herself. Joni Mitchell did it. So did Bob Dylan. And so did Paul Westerberg.

So that's why at the very end he makes it clear he's not talking about the band as some third-party vessel that he is all at once nostalgic for and fed up with, but he's really talking about them. The four of them. Or five of them including Bob, who by this point had been gone for five years. He sends a message not just to the band known as the Replacements, but to the specific members, his brothers for the past decade. How does he do this? Like this:

When it began

When we began

When it began

The "we" makes all the difference in the world and personalizes it in such a way that makes "When It Began" fully realize its lofty vision. It says goodbye and good riddance at the same time. It looks back fondly and scoffs at the past at the same time. And it remembers not only what the Replacements were, but who they were. Bravo.

Because after all, Paul was dead on, and never more right in his career, when he sang this line: "Oh it was something when we began."

It sure was, Paul. Thanks for that.

Someone Take the Wheel

For so much of his time with the Replacements, Paul Westerberg was not only the man largely in charge (being the songwriter, singer and frontman will do that to you), but a man on the move. He was so often in motion, always traversing the lines between hither and yon, plotting his next move. The question was, where was he heading? I'm not sure he ever really knew because the direction seemed to change so often.

Let's take a look.

First he was a thrash-happy scoundrel who seemed content to scream out rippers like "Something to Du" or "Kids Don't Follow" all the live long day. Until he wasn't, and he just had to try his hand at "If Only You Were Lonely" (funny how that song keeps coming up, and I swear it's not intentional) or "Within Your Reach." Only he didn't want to be a solo act back in those days; he wanted the band to evolve. So he marched them through the rowdy insouciance of Hootenanny with songs that took them off the funny pages (at least a bit) and into the realm of something deeper. That's where "Color Me Impressed" and "Willpower" came from, even while leaving the door open for the band's riotous side with songs like  "Lovelines" and "Treatment Bound."

But still he (and the band) moved on, and Let It Be brought Paul (and the band) on another stunning shift of direction into full-on confessional songwriting, and if anyone can find the equal in terms of that album's postpunk, heart-on-sleeve brilliance, well, please let me know. Because that would be impressive. Who could have foreseen the band that did "I Hate Music" and "Customer" cranking out splendor like "Unsatisfied" and "Answering Machine" and "Sixteen Blue" and "I Will Dare" less than three years later? While still blowing the doors off with "Favorite Thing" (quick side note: that is a PERFECT song) and "Gary's Got a Boner?" And again, they seemed to move to this point in large part due to Paul's inability to sit still. Fear and loathing aside, he just had to keep moving and, in his own way, evolving.

The journey and changes kept coming. First was a new label with Tim and a foray into outright anthemic classic rock (with punk leanings of course) with the one-two punch of "Bastards of Young" and "Left of the Dial." Followed by the momentous decision to kick Bob Stinson out of the band, led largely by Paul and obliquely chronicled (at least I hear it that way) in one of the most important songs Paul would ever write, "Swinging Party," which seemed a farewell to the Bob years and the advent of the next phase.

Next up, more change with the decision to go it as a straight-up trio and truly stretch their legs on the brilliant, genre-bending Pleased to Meet Me. Then, of course, the move to bring Slim Dunlap into the band for Don't Tell a Soul and to try (unsuccessfully) for that long elusive hit. Then the next course correction was Paul's decision to finally go it alone, after more band strife and the somewhat disastrous tour opening for Tom Petty in 1989. Or so we thought, Because then, of course, another turn! In the form of the final U-turn into putting out one final Replacements record. That's what led us to All Shook Down, a decade-long path that had more loops, deceptive turns and illusive twists than an Escher painting.

Sure, the band took this journey and made these directional changes with him, and you can draw a pretty clear line on the band's evolution of sound. But the unique path to get there was pretty palpable. And, naturally, someone had to be in charge. Or, if you will, someone had to take the wheel. So Paul did.

So look where that brings us! To track six of our look back at All Shook Down, the perfectly entitled "Someone Take The Wheel." Almost like we planned it that way. And also known as the moment Paul finally and most plainly announced he was publicly surrendering his leadership role in the Replacements.

 

"Someone take the wheel,
'Cause I don't know where we're goin'.
Anybody say what you feel,
Everybody's sad but nobody's showin'."

Do I know that for a fact that Paul is announcing this is the end for him? I do not. But the signs point right at it. Look at the words, starting with that chorus. It sure looks like, just after Paul's at-last plea to his fellow bandmates to please take the reins from him, the next line comes as a tacit admission: "'Cause I don't know where we're goin'." (Later in the song changing to the even more revealing, "'Cause I don't care where we're goin'.") After a decade of steering the band this way and that, towards success and then at the last second, time and again, diving into a ditch to avoid it, after getting rid of Bob, bringing in Slim and pretty much leaving Chris by the roadside, Paul's done. 10 years. Eight albums. That's it. Game over. Someone take the wheel.

So it's an important song in the Mats catalog, at least it should be, for that reason alone. And it feels like the Mats doing their thing. The shouted count-in from Tommy. The profanity and the nihilism ("I see they're fighting again in some fuckin' land..."). The peerless wordplay ("Anywhere you hang yourself is home"...holy shit is that good!). The noodly guitar solo that seems to balance between country jangle and wickety-wickety pop metal. The overall exhausted pace and the somewhat off-kilter bridge that doesn't seem to want to fit but still does. Plus a nice harmony turn towards the end from old Brit rocker Terry Reid. It's all there on "Someone Take the Wheel." The ingredients for a classic Mats ramble are all there.

Which is why I only wish I loved it more.

I mean, I like it. It's a decent song. And if the Goo Goo Dolls or Bush had done it it would be close to the very best of their catalog. But with the Mats, as Scott and I are learning as we do this exercise, you grade on a fairly steep curve. Especially when royalty like "I Will Dare" and "Can't Hardly Wait" and "I'll Be You," to name just a very few of the many perfect rockers they gave us, are always in the mix.

Here's my issue. This should sound like a Mats song for all the reasons I mentioned above, but it doesn't. And it doesn't really sound like a Paul Westerberg solo project. Instead, and maybe it's just me here, but it sounds like a band that is trying to sound like the Replacements. Which is why it just doesn't ever fully work for me.

The Mats never really tried to sound like anyone else. Sure, they on occasion could evoke Big Star or The Heartbreakers or the Dead Boys or even the New York Dolls, but the sound was still always theirs and theirs alone. But on "Someone Take the Wheel" it sounds like they are trying to ape the band they once were. The fact that only Paul and Tommy play on it could have something to do with it, and recapturing the feel the four of them once had with two non-Mats in the room, well, that ain't easy. So there's a level of involvement, a chemistry issue perhaps, that's just missing. And despite some truly fine moments within the song, the end product is just something a little less.

It's not to worry, because they'll get that...that something...back again before the record ends. A few times, actually. They will recapture exactly what it was that made them great, and as a result there will be more great songs coming, and very soon for that matter.

But on "Someone Take The Wheel," the song where Paul finally seems to stop moving and, perhaps, toss it in, the machinery is in place, but the results just don't quite add up. For the first time on All Shook Down we can finally see not only that the end is near, but perhaps why it's near.

Sadly Beautiful

It’s funny. For as much as the Replacements are treated as a beloved hard rock/postpunk band, with a preference from many of their longest-termed fans for the really hard stuff, the softer tunes were a part of their DNA for pretty much all of their career. The louder songs likely outnumber the quieter ones, but the latter were still always a part of who the Mats were. Thanks to Paul Westerberg’s ability as a master craftsman when it came to writing sad, longing ballads.

“If Only You Were Lonely” showed what Paul could do as a young balladeer just beginning dip a toe into those waters way back in 1981. But since then, every album since Hootenanny has had not only some quieter and more “serious” material, but also songs that are basically one-man shows for Paul. 

Think about it—“Within Your Reach,” “Androgynous,” “Here Comes a Regular,” “Skyway,” and “Rock-n-Roll Ghost” were all largely do-it-all-Paul ventures from Hootenanny through Don’t Tell a Soul. But they were done in the full spirit of who the Replacements were. Because those songs—as well as others—are pretty important in the overall Mats songbook and legacy. 

Why? Look. We love the band for who the band was—raw, sloppy, reckless, acidic, impassioned, ragged, heartfelt, needy, drawn and brutally honest. But those harder moments I don’t think have anywhere near the meaning they have if not counterset on occasion with the quieter songs. It's only when brought together that the true ethos of the Replacements can be seen and felt.

And it just makes the Mats that much more fascinating and effective. It’s why “If Only You Were Lonely” functioned so well as a b-side to a banger like “I’m In Trouble.” It’s why “Androgynous” flows so seamlessly after a goof-rocker like “Tommy Gets His Tonsils,” and why “Here Comes a Regular” is not just a perfect capper to Tim, but provides such a devastating contrast to the battery acid fury of “Little Mascara.” People can say plenty about the band’s fears, insecurities and self-destructive hubris. But you had to give it to them—they by and large knew how to lay out an album. And they knew the need to give both sides of the coin, the sour and the sweet, to these records.

And, of course,  they knew the value Paul brought with those softer moments. So that brings us to “Sadly Beautiful,” one of the most delicate and gorgeous songs Paul (or anyone else) has ever written. 

On an album where people expected Paul to be going it alone more often than not without Tommy, Slim or Chris, this track—the album’s fifth—is the first example of that happening. No, it won’t be the last. But I have always appreciated that he waited until track five, right after the fastest song on the album (“Bent Out of Shape”) to unveil “Sadly Beautiful.” 

“Sadly Beautiful” is so sparse it almost seems avant-garde, experimental, although this is no demo. This is a complete and thoroughly realized vision of a song. Paul and guest musician/avatar John Cale fill “Sadly Beautiful” with such a haunting level of melancholy that it is hard to not feel it pull at you. Three instruments—Paul’s weary voice, his dusty, desolate acoustic guitar and Cale’s mournful viola—are all you need to let “Sadly Beautiful” envelop you the way the best Mats’ songs of years’ past used to. 

“From the very first day you were born, 

To the very last time you waved and honked your horn, 

Had no chance at all to watch you grow 

Up so sadly, beautiful. 

“Baby needs a brand new pair of eyes, 

‘Cause the ones she’s got now see only goodbyes. 

Had no chance at all to let you know, 

So sadly, beautiful. 

So sadly, beautiful. 

“Well you got your father's hair, 

And you got your father's nose, 

But you got my soul. 

Sadly, beautiful. 

“From the very last time you waved and honked your horn, 

To a face that turned away pale and worn, 

Had no chance at all to let you know 

You left me sadly, beautiful.” 

This is heavier stuff, maybe, than most Mats fans were used to. The subject is a bit nebulous as always; it could be a parent saying goodbye to a child? Possibly a mother bidding farewell to a child going to live with his or her father? I suppose it could be a love song—perhaps Paul is singing to an ex, telling her while she was born with traits only her father could give her, the author's soul is something she earned. Could be. But it’s really not that important—the song is a lonely and almost funereal goodbye, and every corner of it works. 

Listen to the way Paul speaks the word “beautiful” just before Cale’s ethereal viola solo takes over. Or the ghostly way his voice barely can offer the stunning choice of words, “pale and worn.” Or Cale’s gentle bowed response every time Paul utters the word “sadly.” This is deeply personal, intimate, and the pathos and emotion behind every note and syllable invade the room as the song plays, like a spirit billowing through the drapes. 

As Scott and I have discussed so far, All Shook Down has more than a few high points and more than a few that, frankly, just don’t quite make it. “Sadly Beautiful” is one of the former, hitting towering heights while barely rising above a whisper. 

Being able to elevate above the ash and ruin with quieter moments was an ace the Mats always had up their sleeve (again, think “Skyway” or “Sixteen Blue” or “Achin’ to Be”), and for that reason, even though “Sadly Beautiful” is one of those examples of Paul going it mostly alone, it remains a Replacements song through and through. 

We’ll hear more on All Shook Down from Paul going it mostly alone, but we won’t hear it done any better. How could we when “Sadly Beautiful” offers it up so flawlessly?

Bent Out of Shape

When we were discussing the J.D. Salinger short story "A Perfect Day for Bananafish" back in high school, the teacher was talking about the way Salinger used color as metaphor throughout the story. I found this to be utterly specious in a "sometimes a cigar is just a cigar" sort of way, even though I probably wouldn't encounter that actual phrase for years. Essentially, I thought the teacher was full of shit and that you could read almost anything you wanted into any piece of art.

I, of course, was almost certainly wrong, and Salinger was absolutely utilizing color in a coded manner, among many other literary techniques. What's more, in retrospect, for many reasons, that teacher was one of the best I would ever have. (Shoutout to Dan Marcus!)

[The collection of Salinger short stories was, of course, called Nine Stories and was, of course, the inspiration for the title of Paul Westerberg's first solo album, 14 Songs.]

Being full of shit is something the Replacements know all about. They dealt their entire lives with people who were full of shit, from when they were growing up, to their time in the band and, undoubtedly, afterward. What's more, if you read enough interviews, they themselves have admitted over the years to being full of shit in various ways and at various times. Pretending to be hardcore punks on the first two records, for instance, or pretending to be mainstream rockers in some of their final videos in ways that are transparently uncomfortable...and yet they're doing it. Kicking Bob Stinson out of the band for substance abuse, when the other members were very nearly as bad and, in fact, had encouraged his drinking in at least one famous and heartbreaking example. And obviously any time they had to deal with a record label they were likely getting yet another unpleasant experience of dealing with someone full of shit up to their eyebrows and beyond.

All of which is to say: prepare for what is an analysis likely chock full o' shit.

 "Bent Out of Shape" is, on one level, another good—perhaps even very good—but not great Replacements song. I'm a hardcore 'Mats fan, so when it comes to them, "good but not great" is generally more than good enough for me. But when looked at objectively, given just how transcendent they could be, "good but not great" can also translate into serious disappointment. When you're capable of winning the Super Bowl, merely making it to the conference championship just isn't enough.

And that's what this song seems to be. It's got some of the trademark Westerberg wordplay,  such as "you wanna be a dancer and I'm on my last leg." It's got some nice examples of the narrator clearly lying about how they feel, talking repeatedly about missing their face, about not feeling good, that their friends can all see it, and yet then claiming they've never felt better—meaning the narrator's either bipolar or lying, and my money's on the latter.

But there's another possibility. Not that the narrator's not lying, that seems obviously the case. It's that the narrator of the song isn't Paul Westerberg or even a fictionalized version of him. I think it's most effective and affecting if the song is written from the point of view of a woman who's just been in a relationship with another woman and is shattered by the breakup.

If so, it would be highly unusual, but not without precedent. The Bruce Springsteen song "Car Wash" is written from the POV of a woman named Catherine. And as Westerberg himself showed with "Androgynous," he wasn't afraid to focus on sexual orientations which in the 80s most songwriters, even in the alternative rock world, would shy away from.

There's popcorn for dinner, last night it was cheesecake
A little sleepy-time tea spiked with another heartache
I smell your hair on the clothes I wear
I miss your face
Can't you see I'm bent all out of shape
You got me bent all out of shape

I couldn't lie if I tried
Yeah you kept me straight
It don't feel so good
But it made me feel great
Bent out of shape

You wanna be a dancer and I'm on my last leg
Call but you don't answer I call again tomorrow
I call again today
I smell your hair on the clothes I wear
I miss your face
Can't you see I'm bent all out of shape
You got me got me bent all out of shape

I couldn't lie if I tried
Oh you kept me straight
It don't feel good
But it's gonna feel great
Bent out of shape

I don't need no lover
I don't need no more friends
They tell me to forget her
They tell me to forget her
But I never felt better
I smell your hair on the clothes I wear
I wear your face
Can't you see I'm bent all out of shape
You got me bent all out of shape

Well my friends all say it shows, it shows
Now I don't care who knows
And that feels good
It made me feel great
Bent out of shape
Got me bent out of shape 

Lock me up

The way Westerberg transmogrifies some of the repeated lines ever so slightly, so that "it don't feel so good but it made me feel great" morphs into "It don't feel good but it's gonna feel great" and finally into "Now I don't care who knows and that feels good—it made me feel great" is a deft touch. And the very last line ("lock me up") is interesting in its incongruity—it reminds me, tonally, of the "take it, it's yours tag" on "Bastards of Young," and adds a layer of desperation to the song which raises the entire thing a notch or two.

Musically, the song is like too many on the last two 'Mats LPs (and subsequent Westerberg solo albums), sounding like generic if good mainstream rock. I mean, if not for Westerberg's vocals, this song could pass for Bon Jovi or even Ratt. However, special note must be made of—and major props must be given to whoever's playing—the lead guitar obbligato running throughout the piece, which resembles nothing so much as Lee Ranaldo or Thurston Moore trying to sound like Robert Fripp's Wimshurst machine guitar on Brian Eno's "St. Elmo's Fire." It's pretty extraordinary stuff, and not quite like anything else in the Replacements repertoire.

In the end, it's either a groundbreaking experiment in genderbending, or it's another enjoyable Replacements song with moments of brilliance but which never quite cohere the way it needed to in order to achieve top-level 'Mats. And there are certainly worse fates for any song than to be a good but not great Replacements track.

Nobody

"Merry Go Round" kicked All Shook Down off with a vengence. "One Wink at a Time" brought things down in more ways than one. And then came "Nobody."

The third track is everything its predecessor wanted to be and wasn't and then some. It's another in an even by then long line of Paul Westerberg semi-ballads—meaning songs such as "Unsatisfied," "Achin' to Be," "Within Your Reach," even arguably "Little Mascara" or "Answering Machine," which aren't really ballads in the conventional sense, but where the tempos are mid-range but the heart is worn on the sleeve even more obviously than usual...and for Westerberg, that's saying something.

But unlike the previous track, on "Nobody" absolutely everything goes right—when it comes to the recording, that is, if very much not for the narrator or his subject.

There have been few writers in rock and roll quite like Paul Westerberg. He doesn't have Bob Dylan's intimate knowledge of poets famous and obscure. He doesn't have Stevie Wonder's unreal melodic imagination. What he does have is a knack for wordplay rarely even attempted, never mind equaled, by anyone since Cole Porter.

Westerberg finds unusual phrases, and double or even triple meanings in words, and delights in surprising juxtapositions. The opening to "Nobody," for instance, is a perfect example:

Heartaches on your wedding day

The one thing, of course, which a wedding day isn't supposed to have is heartaches. (Well, isn't it ironic? Don't you think?) Which instantly raises the question of whose wedding day and are they the one with the heartache? Also, is it more than one heartache, or is it that the heart aches? Whatever it is, it's hard to imagine any of the peers of the Replacements—R.E.M., Sonic Youth, the Minutemen, Hüsker Dü, the Pixies, Dinosaur Jr—coming up with that opening.

The second line clears things up:

Double takes when they look my way

Obviously, it's not likely it's the singer's wedding.

Knees quake, there ain't a shotgun in the place
You like the frosting, you just bought the cake
Your eyes can't fake

The juxtaposition of the inherent violence of a shotgun wedding with the presumed sweetness of a wedding cake is absolute perfection. As is comparing the cake itself—substantive if not necessarily healthy—with the frosting, which is of course nothing but empty calories designed for temporary pleasure, both in terms of visuals and flavor.

And then we get to the chorus:

Still in love with nobody
And I won't tell nobody 

And almost immediately the song shoots to the very top of the pile of Great Paul Westerberg songs—and that's a pretty tall damn pile.

It's interesting that with the last two lines of that first verse, this song could very easily have gone down an Eagles-like path of comfortably consumed misogyny. But as Westerberg had already proven several years before with "Androgynous," he was not just an unusually gifted songwriter, he was unusually woke for a straight white guy who grew up in the midwest in the 70s. But that chorus takes any hint of derision or blame away from the song's object and instead they enter into an unspoken conspiracy, putting them both on the same level, and yet in a remarkably sympathetic and unjudgmental way—especially surprising given, as the very first line highlights, the emotional turmoil of the situation.

The bridegroom drags you 'cross that room
Said "I do" but honey you were just a kid
Your eyes said I did 

The first line of the second verse are interesting in that it's a standard wedding scene, one most people have witnessed, in person or in a movie, and there's nothing really untoward about it...except that, given the context of the first verse and chorus, it has at the very least a melancholy—rather than joyous—feel, and possibly even ever so slightly sinister. And then, with those last lines, we have classic Westerberg wordplay of the sort never even broached by even the finest writers of his generation, as he takes the most famous and common of wedding phrases and spins them around.

Still in love with nobody
Nobody, nobody
And I won't tell nobody 

Take a look on your wedding night
In your wedding book see what name I signed 

We'll get back to this devastating bridge—which, oddly, seems to modulate down a full step, an unusual move for a pop song—in a bit.

There's a guitar solo, back in the original key, almost certainly played by Westerberg, and it's an interesting one. It's relatively tasteful—perhaps a bit too raucous, tonally, to really be tasteful—with a plethora of bends. It's mainly half and whole notes, with a sprinkling of quarter notes and only a few eighth notes, and no sixteenths. It's somehow reminiscent of solos such as "Smells Like Teen Spirit" which restate the melody, despite the fact it's got nothing in common with the song's main tune.

We get the final verse, which is a return to the wedding reception, and more of the same sad scene:

Hips shake to the band for old time's sake
Now you make your getaway and you're waving to the stage 

Note that reference to the stage—we'll get back to that too.

Another dive into the chorus, but this time the plot doesn't so much thicken as a key detail is revealed:

But on the last page says
Love nobody
And I won't tell nobody
Yeah you're still in love with nobody
And I used to be nobody
Not anymore

And that's the final arrow that pierces both the veil and, fatally, the listener's heart. The multiple uses of the word "nobody" suddenly become multifaceted, as they can now all mean at least two and often three things. All along we've been told that there's no one she loves. But it turns out that it's the narrator with whom she's still in love. He's the nobody in question. What a beautiful twist of fate.

Except by calling himself "nobody," further questions are raised. Is he merely being self-deprecating? Does he mean it? Does he feel he's no one if he's not able to be with her? Is he perhaps referring to the state of his career?

Because as with so many things Westerberg, especially around this point in his catalog, it's easy to look at his lyrics and see how they could very well apply to not only his romantic interests, but to his relationship with his bandmates, or the music industry at large. And after the near misses of Pleased to Meet Me and especially the designed to be a mass hit Don't Tell a Soul, it's not difficult to view this song as a metaphor for his failed love affair with the music industry, especially given that it was produced by Scott Litt, who'd had such monstrous success with R.E.M.

Looked at through this lens, the hips shaking to the band for old time's sake, the getaway, the stage, they all seem redolent of an epitaph, especially with the benefit of hindsight.

Except Westerberg was the one who'd tried to leave the band, tried to make a solo album. He was the one who'd had one foot out the door for some time. So perhaps projection on his part? Maybe this song is actually from the POV of the other band members, who were far from unaware that Paul had fallen out of love with the band?

But let's take a step back to that bridge. It's a devastating couplet...but, really, who looks at their guest book on their wedding night? Is anyone really that disinterested on that night of all nights? Is she really that not in love with her now-husband?

Maybe. Or maybe it turns out that the heartbroken and heartbreaking singer of this fabulous song is the most unreliable narrator since Holden Caulfield (or Patrick Bateman). Maybe she's perfectly happy and he's just a Nice Guy™ standing there internally screaming "you'll be sorry! He can't love you like I can! You'll come crawling back, just you wait!"

But probably not. More likely the singer's reliability is as solid as the word "nobody."

Lyrically, the song is a masterpiece, with more exquisitely parsed out detail than most excellent short stories. Musically, the song is perfection, with the gentle acoustic guitars, and the electric guitar solo that's both graceful and searing. Westerberg's vocals are some his best, with his approachable timbre tinged with his rock rasp perfectly carrying his extraordinary melody: the lyrics and the tune are, unlike the bride and groom, a perfect match. Harmonically, the song is mainly a I-IV-V composition, with brief but vital dips into ii and vi chords to lead into the chorus.

The credits for All Shook Down are notoriously hard to parse, with "Attitude" being the only one that's definitively known to be all four band members. So there's no way of knowing for sure who's playing drums on "Nobody," but I'm pretty much convinced it's Chris Mars. The playing is sparse and tasteful and restrained in a way that the famously untrained and practiced Mars wasn't thought to be—but the drummer on this track sounds just like the guy who played "Can't Hardly Wait" and, especially, "Achin' to Be,", most clearly in the hi-hat pattern—those quarter notes on the almost but not quite entirely closed hats are extremely unusual for a ballad (or balladish) song, and the fact that Mars had played it on the earlier "Achin' to Be" indicates that either he's also the player here or that—despite Westerberg's later claims to the contrary—his was precisely the sound Paul was searching for, and either he or Litt requested this approach, or the drummer himself had heard enough 'Mats to know exactly what to do: play like Chris Mars.

Because you know who was a better drummer for the Replacements than Christopher Mars?

Nobody.

One Wink at a Time

In hindsight, there are few clues to where Paul Westerberg's solo career would go post-Replacements than the second song off All Shook Down.

The song starts with just Westerberg's murmured vocals and his acoustic guitar, but unlike, say, "Unsatisfied" or "Bastards of Young," when the rest of the band comes in, they sidle, rather explode or bash or pop. Westerberg may have used polished studio vets rather than his hometown homeboys, but there's a certain...off-the-cuffness to it, shall we say (although half-assedness might be more accurate). And yet somehow there's a polished sterility about it.

His slightly gruff Everyman vocals are as accessible as always, especially since he's in softer mode here, with only a hint of some of the odd gutturalisms with which he peppers "Merry Go Round." Steve Berlin's horn honks agreeably if unnecessarily in the background, like a chill goose stopping by on his way to or from the frozen north.

The lyrics have plenty of those phrases or unexpected twists that no other post-punk writer would even think of, but none are nearly as effective as the second verse

Baggage claim is this way
So watch her walk down that way
In a hurry
To put an end to his day

which, with the benefit of 20/20 (and 2020) hindsight, leads one to suspect he was talking about himself and situation with the band, given how seemed to be in a hurry to walk away from the accumulated baggage of a handful of brilliant records, even more brilliant shows, and just as many catastrophic ones.

The bridge is a nice counterpoint—where you suspect he's going to let loose, vocally, for the first time, instead he does just the opposite, and gets even softer and higher, almost crooning "any other time's cool." (And yet, alas, this is the one we're stuck in.)

It's all...it's fine. And while many artists very deliberately set up their albums to open with a devastating 1-2 punch, the 'Mats rarely did: sure, "Favorite Thing" and, especially, "Alex Chilton" were the second songs off their respective LPs, but on the other hand, even the great Tim had the meagre "I'll Buy," while Don't Tell a Soul had the agreeable but not really spectacular "Back to Back" (which isn't entirely dissimilar to "One Week," tonally, in its quietude without actually being a ballad).

It's catchy, it's well-written and well-sung and well-played, if perhaps a bit antiseptically (outside the guitar solo which seems like it was maybe a first take and left in as a sign that they hadn't totally left their punk "we don't care" attitude behind, even as Westerberg embraced his inner singer-songwriter.

The end result is a very pleasant three minutes, and a great example of why this is generally considered their weakest album since Stink and—in retrospect—what we had in store for his solo career: brilliant moments and bits and bobs and overly genteel stretches as he tried to prove over and over, long after every else had more than accepted it, that he was an artist and not just some punk. As though the two were mutually exclusive.

Merry Go Round

“Anyone seen my trouble doll?” Paul Westerberg asked the crowd. It was the final tour of the Replacements' life (until 2014 anyway) and All Shook Down’s lead song and first single was “Merry Go Round.” I saw them play live on that tour twice, once as the lead act in Springfield’s (MA) Paramount Theatre (which remains one of my greatest ever concert experiences), and once to a half-filled amphitheater in Mansfield (also MA) as the opening act for Elvis Costello. And both times Paul announced “Merry Go Round” with that query—“Anyone seen my trouble doll?”

I wished I knew what that really meant, because I wanted to know what everything Paul uttered meant. But I didn’t. And I still don’t. I kind of know what a trouble doll, or worry doll, is—some sort of talisman meant to ward off sorrow, I think. But Paul uses the term twice in “Merry Go Round,” and while it could be one of those colorful little trinkets the protagonist wears, it sounds like it’s more than that. In sounds like the trouble doll becomes the main character in “Merry Go Round,” someone who—surprise, surprise, it’s a Mats song!—doesn’t seem to know what she wants or how to come close to getting it. And therefore kinda tunes out the rest of the world and just turns everything pretty much inward. Someone who sounds kinda like…Paul Westerberg? And hell, kinda like the Replacements?

 

Why am I spending so much time talking about trouble dolls? Because the imagery and the melancholy attached to it shows us that for one last time, one last set of songs, we would be hearing the Mats (at least on occasion) do what they do best—sing about fear and loneliness and uncertainty while, at the same time, sounding supremely confident in how fucked up things always seemed to get. From the get go, you know this is a Replacements record when “Merry Go Round” fires up, and that should have been enough to make the fans smile. It sure as hell was for me.

This is how the final offering from the Mats kicked off in late 1990. When eager Mats fans tore open their cassettes or obnoxiously big and clunky CD boxes (what was the damn deal with those, anyway?) and hit play, “Merry Go Round” is what they heard first on All Shook Down. It’s a stop-start funky corker of a song that seems to begin mid-beat and then spend the next 3 ½ minutes playing catch up. Slim and Paul play descending power chords with these little offbeat string bends that give the song a powerful postpunk twang with a jagged edge. Tommy brings his usual jaunty bass romp, and fill-in drummer Charley Drayton (that’s apparently him playing, although it sounds like Chris Mars and Chris appears in the above video behind the drumkit) keeps it churning in 4-4 time. It’s another attempt at the Replacements to do pop. Albeit their brand of pop. And naturally, people outside of their hardcore fan base barely paid attention.

But this song, despite the strife surrounding the band and the fact that it wasn’t even the band’s customary lineup, is a Replacements song to the core. Pop success or no.

"Merry Go Round" revisits that glossy funk that reimagined mid-70s Rolling Stones or even Led Zeppelin, and evoked that hard-but-melodic pattern that traipsed through earlier Mats songs like “Asking Me Lies” (from Don’t Tell a Soul) and a bit on “Alex Chilton” and “I Don’t Know” (from Pleased to Meet Me). It works because it moves and gives the band the room to both slop it up and find the groove at the same time, something the Mats (either intentionally or not) always did as well as anyone. There are little flares here and there that give the song its ample bone structure—the squawky guitar blurts Slim throws on the breakdown of each line in the chorus, the grumbly fill Tommy offers at the end of each verse, the gorgeous breakdown at the bridge and that acidic guitar solo that sounds like a cocktail of hormones and hesitance. And they provide the solid foundation on which Paul can lay his as-typical fascinating lyrics.

“You wake to another day and find
The wind’s blowin' out of key with your sky
Only you can see
And the rain dancin’ in the night
Everybody stands around in delight…
…Hush is the only word you know
And I stopped listening long ago
They ignored me with a smile, you as a child
But the trouble doll hear's your heart pound
And your feet they say goodbye to the ground
Merry go round in dreams
Writes them down, it seems
That when she sleeps, she’s free
Merry go round, in dreams
Merry go round, in me”

This is full-tilt Paul Westerberg gutter poetry wordplay, and it kicks ass. Do I really know what he’s talking about, about wind being out of key with the sky and the song’s main character seeming to take flight at the end? Or what that damn trouble doll has to do with it at all? Nope. But we get the gist, don’t we? It’s about being cut off or, at least, feeling cut off. Life goes on around you, people smile and laugh, even the rain is dancing in his world. Yet to Paul it’s all illusory. His character remains, as always, alone in the crowd.

And this is obviously well-trod ground for Mr. Westerberg. “Achin’ To Be, “Can’t Hardly Wait,” “Unsatisfied,” “Sixteen Blue,” “Swingin’ Party,” “Valentine,” ‘Color Me Impressed”…the list goes on and on all the way back “If Only You Were Lonely,” perhaps the first time Paul bore his soul and showed how life as we know it just doesn’t seem to work for him. For whatever reason it always tends to go sideways, or in the case of this song, just round and round without getting anywhere.

You may notice that I write this assuming Paul is talking about himself. And I am. I just think it so. He wryly hints at it right at the end when “Merry go around in dreams” flips to “Merry go round in me.” The same way the stunning “Achin’ to Be” (perhaps the most indirectly confessional song he ever wrote) ends with “…just like me,” after telling this beautiful story of the mystery girl no one understands. We don’t understand what he’s really saying because I don’t think he does either. But Paul has never been one to come out and say, “I’m so confused and lonely.”

He’d rather wrap it in the puzzle he always sees himself encased in. When he sang “I’ll be home when I’m sleeping” on “Can’t Hardly Wait” he probably came as close to letting us in as he ever has, showing us exactly where it his he feels most at peace.

And when he sings, “When she sleeps, she’s free” it sure sounds like he’s saying the same thing. Paul becomes his own trouble doll, I suppose—something tangible where he can unload all of his worries and escape into—even if that doll doesn’t so much bring relief as it does cement his decision to detach.

“Merry Go Round” is a fascinating way to kick off All Shook Down, an album borne in fracture and disillusionment. To be sure, it shows the distance, the loneliness, the isolation. But it also shows a heart that keeps beating, a mind that keeps trying to decipher what this is all about. And the churning and pumped up music behind it showcases a trump card the Replacements always had, right until the bitter end. Lyrics that could make you laugh, shake your head and sometimes even cry, but music that made you nod your head, somehow understand, and then scowl your way through. All the while moving forward, even if it meant doing so alone. Quite a way to start the final chapter.