by Bob Mehr
By the Petty tour he saw the group as “all circus and no cohesive depth, chemistry-wise,” said Mars. “Ironically, [booze] was something that was part of the act, but ultimately destroyed it, as did cocaine. Nobody ever talked to anybody when they were sober, or when they were hungover, in their own little world. Then the booze and the coke would start floating around, then [we were] buddies again. It became this really stupid circle.”
The band’s drug use reached a point where Mars was “scared someone was going to die.” Dunlap, too, was concerned about Westerberg and Stinson: “Guys would hand Paul a handful of pills, and he would just be the cocky rock star and down them all. And Paul would be downing it all with a bottle of whiskey,” he said. “That isn’t smart.”
In Philadelphia, Stinson had gone on an all-night bender and failed to show up for the next day’s hotel lobby call. Fearing the worst, the rest of the band charged up to his room. “We were thinking, ‘Oh my God,’” said Mars. “We’re pounding on the door, and there’s no answer. It turned out he was just asleep, but it was spooky. It was to the point to where it was a realistic thing that that could happen. That was creepy.”
The band struggled through the second leg of the Petty tour. The Chicago Tribune reported that at Poplar Creek, Westerberg ended the set “lying on his back, howling at the moon while the crowd, largely made up of Petty fans, howled at him.”
At Pine Knob in Michigan, Lori Bizer turned up to see her husband play. “Where are you, raise your hand?” said Westerberg, scanning the crowd for his wife. “I think she got a date,” chided Stinson. Westerberg eventually spotted Bizer and went into the audience to slow-dance with her as the band played “Love’s Lost.”
Perhaps it was Bizer’s presence, but Pine Knob would be one of the tour’s better shows. Benmont Tench joined for an exquisite lounge rendition of “Nightclub Jitters” and a pounding version of the Rolling Stones’ “Happy.” The ’Mats seemed to come alive whenever Tench sat in. “It’s nice to have a real musician onstage once in a while,” said Stinson—though the band was still getting their little digs in at Tench’s boss.
“We’re gonna play one more tune,” said Westerberg, “and then Johnny Thunders and the Heartbreakers will be up next.”
“We’ll be back again after Johnny,” chuckled Stinson.
With the tour winding down, road manager Roger Vitale finally made his escape. After six torturous months with the Replacements, he jumped ship to go work for Cyndi Lauper. “God, it was such a relief,” said Vitale.
In Syracuse, the ’Mats crossed paths with Guns N’ Roses singer Axl Rose, who joined Petty for a couple of songs during the Heartbreakers’ encore. It was a warm-up for a Petty-Rose duet scheduled for the MTV Video Awards the following week. Rose had seen the ’Mats play on the Pleased to Meet Me tour and come away unimpressed. The feeling was fairly mutual. Westerberg had admitted to liking Guns N’ Roses “up to a certain point. When they don’t try and use their heads,” he said. “They’re a great band from the neck down . . . maybe the waist down.”
Before a late August show at Great Woods outside Boston, the ’Mats’ merch man Jimmy Velvet had a gift for Tommy: one of Michael Jackson’s old Jackson 5 stage outfits. Stinson promptly donned the garish ensemble—a yellow flower–pattern polyester top and red bejeweled bell-bottoms—and played the gig in costume. Westerberg could hardly get through the set without cracking up.
Laughs, however, were generally few and far between. Backstage, before a date at a state fair in Allentown, Pennsylvania, Tommy Stinson was bitching to Petty about the indignity of having to do a gig where the hogs and cows were being judged. “We’d never be playing a fuckin’ fair if we weren’t on this tour,” groused Stinson.
“Really?” said Petty. “Well, I’m making a quarter of a million dollars tonight. That’s why I’m playing here.” Stinson was stunned into silence. His take-home that night would be a few hundred.
By tour’s end, Westerberg’s increasingly negative feelings toward the band were unmistakable.
For Stinson—twenty-two, married, and expecting a child—the ’Mats’ future had become paramount. “Tommy was still young, and this thing was dying,” said Slim Dunlap. “He looked at Paul like, ‘You’re not doing anything about it; you don’t care if it dies.’ Paul was a successful songwriter. Tommy felt like: ‘What do I have? And now you’re just going to dump me on my ass?’”
Heading to Canada for the final show on September 2, Westerberg discussed the possibility of making another album. If and when the group recorded, however, he wanted to have more control of the production and to bring in outside musicians. That was fine with Stinson—he knew, sooner or later, Westerberg would need him. Dunlap had little ego invested in the band, but also felt that Paul trusted him too much to cast him aside.
In effect, the idea of opening things up to other musicians simply meant that Chris Mars was likely to be shut out. “It was a little uncomfortable,” said Stinson. “I don’t think Chris was into that.”
The Replacements’ last show of 1989, at Toronto’s Kingswood Music Theatre, was unlike any of the other 140 gigs they’d played that year. After starting with an incendiary “Color Me Impressed,” the set quickly shifted into a songwriting experiment. With Benmont Tench sitting in, the band worked through several new numbers, including the elegant ballad “Sadly Beautiful.” They even composed a couple songs—“Susan” and “All Is Gone”—onstage, with Westerberg coming up with lyrics and calling out chord changes, the band filling in gaps.
“The final night in Toronto was terrible,” said Westerberg. “We sang lyrics to one song while playing the music to another. It just sounded really bad; it sucked. We couldn’t even muster a rousing boo. And that’s the death of any rock band—when nobody cares.”
By fall, Don’t Tell a Soul had sold a disappointing 319,344 copies. In the Replacements’ Warner Bros. label file, someone scrawled and underlined: “Not enough.”
PART IV The Last
I could say we ran out of picks, we ran out of strings, ran out of time, ran out of patience. They’re all true. We all smelled smoke, and I was the first one to say that the thing is on fire, boys, let’s exit the building quietly.
PAUL WESTERBERG
CHAPTER 55
As Paul Westerberg descended the steps of the large black tour bus, Lori Bizer could see the defeat on his face. “If [the tour] was four months, we’d drink for four months,” said Westerberg. “We would never reach that level of giddy drunkenness, we were always in a depressed fog—at least I was.”
Back home in South Minneapolis, he’d usually dry out and readjust to a more tempered domestic life. This time he didn’t stop. “Drinking was a way to not think, to hide,” he said.
The only place Westerberg confronted his problems was in his work. In his basement he wrote some twenty songs whose titles told the story: “Torture,” “Someone Take the Wheel,” “Bent Out of Shape,” “All Shook Down,” and “The Last.” As Bill Flanagan would note, this material had “all the optimism of a suicide note.” “Rather than talk it over with someone or keep a diary,” recalled Westerberg, “I sat down and wrote songs.”
It provided little relief. Instead, the songs forced Westerberg to own up to the fact that he was fed up with nearly everything in his life. It had started with “Rock ’n’ Roll Ghost.” “That song was the beginning of me starting to think, What am I doing? I still don’t know. Am I happy?” More and more the answer was no. He was unsatisfied with himself, the band, and his marriage: “It frightened me to think that this was my lot in life.”
As with so much else, Bizer was not privy to the depths of his doubts—or his alcoholism. “He did most of his drinking away from me,” she said. “Maybe it was selective on my part. . . . I didn’t want to see a lot of stuff.” But she couldn’t miss the growing distance between them. Paul constantly held Lori at bay; any efforts to discuss his problems were rebuffed. “To keep the peace, or to keep the relationship, I stayed
away from a lot of that stuff,” she said.
Westerberg felt that to save his health and salvage his marriage, he might have to abandon his career. “The drinking and the drugs had become so wrapped up with the music that I thought I’d have to give up the music to survive,” he said.
He thought about trying to farm his songs out to other artists. “Sadly Beautiful” had been written with Marianne Faithfull in mind; he’d heard that country star George Jones was planning on doing “Here Comes a Regular” and bluesman Stevie Ray Vaughan wanted to record “Bastards of Young.” Maybe he could just become a professional songwriter.
For Russ Rieger and Gary Hobbib, Westerberg’s crisis of faith was cause for concern. By the end of 1989, High Noon’s business was in a precarious position. Their other big band, the Del Fuegos, was also on the verge of imploding. Following the departures of guitarist Warren Zanes and drummer Woody Giessmann, the Fuegos had rebooted with a new lineup on 1989’s slickly produced Smoking in the Fields. But the album’s poor reception led front man Dan Zanes to a solo career the following year. The Replacements remained the High Noon act with the most commercial potential.
Rieger and Hobbib consulted with manager Tim Collins, who’d helped revive Aerosmith’s career by getting them into rehab; they discussed doing the same for Westerberg. “I knew Paul was not the kind of guy to do an intervention with,” said Hobbib. “He didn’t have a ton of friends. Who are you going to bring around to an intervention? All the people he’s getting screwed up with?”
As fall turned to winter, Westerberg had a moment of clarity. He was about to turn thirty. The eighties were nearly over. He decided to quit the Replacements.
Westerberg had already fleshed out and demo-ed his new songs at home with his four-track and drum machine. Listening back, he simply couldn’t conceive of the rest of the ’Mats playing the material; moreover, he didn’t want them to. “The most valuable thing that the band ever had . . . is their attitude and spirit,” he said. “But I just saw no place for that on these songs. To me, that would have rung hollow.”
These weren’t really Replacements songs at all. “I felt sort of empty with the fast-rockin’ shit,” said Westerberg. In January, Westerberg called High Noon and told them he was going solo. He saw “no future” in the Replacements.
Rieger and Hobbib quickly traveled to Minneapolis to try to change his mind. “We told him, ‘You want a solo career? Then you want it off the biggest band record possible. You gotta do another Replacements album,’” said Rieger. “It wasn’t a creative or emotional argument; it was a business argument.”
For the label, the difference was semantics. “My feeling always was, ‘We all thought you were the Replacements anyway’—with no disrespect to Tommy,” said Michael Hill. “‘You’re the singer, the songwriter, and the focal point. Why change it now?’”
High Noon strongly intimated that the budget for the next album and Warner Bros.’s interest in promoting it would significantly lessen for a solo record, as opposed to a Replacements one. Strictly speaking, the label hadn’t actually taken such a position, but High Noon was happy to leave Westerberg with that impression. “I wanted it to be a solo record,” he later told Rolling Stone, “and the heads of the label didn’t.”
This drama played out unbeknownst to the rest of the band. Tommy and Daune’s daughter, Ruby, had been born in October, and he was enjoying his first months as a father. By this time, direct contact between the band members was almost nonexistent anyway. “Management became go-betweens,” said Chris Mars. “We wouldn’t even talk to each other.”
Finally, Westerberg agreed to hold off on his solo career, albeit grudgingly. The Replacements were still a band, if only in name.
Choosing a producer would not involve the usual mischief this time around. Matt Wallace lobbied for the gig early, visiting Westerberg in Minneapolis. Immediately after Don’t Tell a Soul, Wallace produced Faith No More’s The Real Thing, which spawned a top 10 pop hit with “Epic” and sold 1.5 million copies worldwide. Wallace also felt he’d learned how to work with the ’Mats and could make a better record.
To Westerberg, familiarity wasn’t an especially good thing; besides, he genuinely liked Wallace and didn’t want to throw him back into another tense recording situation. He told Wallace they’d work together another time. (They did: Westerberg tapped him to make his official solo debut, 1993’s 14 Songs.)
One or two other candidates were briefly considered, including X-Pensive Winos drummer Steve Jordan. A musical polymath, Jordan was appealing as he could both produce and play drums. Whatever Westerberg envisioned for the rest of the band, it was clear that Chris Mars’s role would be minimal at best.
Jordan was in the midst of producing Soul Asylum’s And the Horse They Rode In On at New York City’s The Electric Lady when Westerberg dropped by the studio. Waiting until Dave Pirner and Dan Murphy were out of the room, he sidled up to Jordan. “So, man,” Westerberg said pointedly, “when are you gonna come work with the ‘A Team’?” “And I look at this cat, like, you gotta be kidding me, man,” laughed Jordan. “That was his way of asking me to produce the Replacements.” Westerberg had thrown down the gauntlet, but Jordan never heard from him again.
Scott Litt soon became the clear favorite, a major turnaround for Westerberg. By 1990, in addition to back-to-back platinum R.E.M. records, Litt had also overseen a gold record for the Indigo Girls and polished up Patti Smith’s comeback LP Dream of Life.
Litt had the added advantage of being close friends with Replacements attorney George Regis and Westerberg confidante Julie Panebianco; both touted him for the job. Hill was supportive of the choice as well—though he groused that the label would now have to shell out six figures for Litt’s services, far more than four years earlier.
By his own admission, Litt had never been a big Replacements fan. But he liked the idea of being the one to finally realize their elusive potential. “I saw it as a feather in my cap,” said Litt. “I looked at the Replacements as the Rolling Stones to R.E.M.’s Beatles. They’d had a lot of critical acclaim, but they hadn’t sold records. I was driven to make a record with them that was going to be successful.”
Litt’s undeniable pop nous was an attraction. He’d produced “Walking on Sunshine” for Katrina and the Waves, a record Westerberg had always liked. Litt’s pedigree also included tutelage under Chic’s Nile Rodgers at the Power Station, a connection Paul also viewed as “kinda hip.” The major lure, however, was that Westerberg wanted to capture the essence of his home demos. Litt proposed a setup where they would record to analog tape, but use a Macintosh computer, a sequencing program called Performer, and an Akai sampler for the drum parts. They could then cut studio demos that would serve as templates to build finished tracks around. “It was like combining preproduction and production,” said Litt. “Paul was excited about that possibility.”
Westerberg and Litt would start work alone, and the group would join in later. “But Paul, in a way, orchestrated how much interaction he wanted with the rest of the band,” said Litt. “That whole working situation with the Replacements at the time was very, very messy.”
CHAPTER 56
The recording of the album that would become All Shook Down took place at four studios in three cities over two months and involved over a dozen musicians. But the project began rather simply that March, with Westerberg creating sketches of the songs at Platinum Island Studios in New York’s Greenwich Village.
Westerberg would start by playing a twelve-string acoustic guitar—and sometimes piano—to drum beats and loops Litt created on his sampler. They worked backward, in a sense: “We wanted to get inside the songs and build them that way,” said Litt, “so we didn’t want a [live] drummer bashing around.”
Notably, this was the first time Westerberg committed his lyrics to paper rather than keeping them in his head. He was listening a lot to singer-songwriter Nanci Griffith and Celtic combo Mike Scott and the Waterboys—hence the folksier melodies. Hi
s narratives also reflected the John Updike, O. Henry, and Dorothy Parker he’d been devouring.
The album’s key song was also Westerberg’s departure point: “Sadly Beautiful,” written for Marianne Faithfull, was more direct and delicate than anything he’d done before. “Coming from a female standpoint,” said Westerberg, “allowed me to do things that might be harder to write as a man.” It was hard to believe that the author of “Gary’s Got a Boner” also wrote this lyric: “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.”
“Merry Go Round” offered a reworking of “Achin’ to Be” and once again traced the intertwined lives of Westerberg and his sister Mary (“They ignored me with a smile, you as a child”). Like “Sadly Beautiful,” the song featured an “O. Henry ending”: concluding the song with a shift in the narrative’s perspective, a device Westerberg had come to master.
If Westerberg had largely shied away from writing about the Replacements on the previous album, he couldn’t help but let the band’s troubles seep into the songs this time. “Someone Take the Wheel” recounted the bus-dismantling episode and the destruction of the group’s morale: “Rip out the table, we need room to move / In a life unstable you’re so easily amused.”
“Happy Town” played on his fear of rehab culture and borrowed liberally from the Dorothy Parker poem “Bohemia”; it also included a warning to his bandmates regarding their post-’Mats careers (“I’m willing to bet you don’t last a year”).
The songs were filled with similar personal messages. “There are lyrics directed at people who are close to me,” admitted Westerberg. What he could not express directly—to the ’Mats, to his wife—he would inevitably put into his work. “If writers had a little more guts, maybe they wouldn’t be writers. They wouldn’t need to put their feelings in a song.”
