Rain Dogs, by Tom Waits

“A guy goes to the bathroom on the tire of a car, then a $70,000 car pulls up alongside and a woman with $150 stocking and a $700 shoe steps in a pool of blood, piss, and beer left by a guy who died a half hour before and is now lying cold somewhere on a slab.” Life in New York City according to Tom Waits.

Tom Waits moved to New York from sunny California early in 1984, after releasing the album swordfishtrombones, a record that marked a drastic shift in his musical direction. Of the relocation to the Big Apple Waits said: “We moved here for the peace and quiet, you know. Somehow I was misinformed.” Perhaps not a tranquil city, but New York gave Tom Waits plenty of opportunities to observe the human condition, with a keen eye for people who live outside the mainstream. With his self-confessed tendency to ’gravitate towards abnormal behavior when I’m out on the street’, his songwriting after arriving in the city was a portrait of the down and outs, losers, out of luck drunkards and outcasts of society. The result was the milestone album Rain Dogs, a collection of songs with a loose thematic about life in the streets, or in particular, the gutters.

As a New York Times article from October 1985 observed, “Rain Dogs is a haunting album, because it reminds us of the existence we would rather squeeze out of our vision. But given catastrophic bad luck, almost anybody could wind up there.”

The mood of the album settles upon you even before the needle drops on the record. The front cover, shot by Swedish photographer Anders Petersen, came from a collection of photos he took at the Café Lehmitz in Hamburg. The establishment was frequented by cab drivers, prostitutes and sailors who patronized it on shore leave. Petersen said about his photographs: “The people at the Café Lehmitz had a presence and a sincerity that I myself lacked. It was OK to be desperate, to be tender, to sit all alone or share the company of others. There was a great warmth and tolerance in this destitute setting.” Waits described the photograph as “Me and Liza Minnelli right after she got out of the Betty Ford Center.”

Waits unleashed his dark humor about the city of New York many times in interviews he gave in the mid-1980s. These are funny reads, but they give a glimpse into how he builds character stories by observing the world around him: “There is something interesting about Manhattan. Someone could stand out in the middle of Fourteenth Street stark naked, playing a trumpet with a dead pigeon on their head and no one would flinch. In fact, tomorrow there will probably be two guys like that. They’d be lease-letting, trying to get more subscribers.”

New York proved to be a fertile environment for Tom Waits, increasing his songwriting output. Rain Dogs contains 19 songs, many of them written in parallel to the songs that he planned for Frank’s Wild Years theater show that premiered in 1986. Waits talked about how the city inspired him to write: “You can get in a taxi and just have him drive and start writing down words you see, information that is in your normal view: dry cleaners, custom tailors, alterations, electrical installations, Dunlop safety center, lease, broker, sale…just start making a list of words that you see. And then you just kind of give yourself an assignment. You say, ‘I’m going to write a song and I’m going to use all these words in that song.’”

Another reason driving this outpour of songs had to do with a more earthly motive: royalties. After firing his manager Herb Cohen, he now owned his songs: “Maybe that’s why I write so many songs now, the songs I write now belong to me, not someone in the Bronx.”

Tom Waits, Hat, 1985 by Adrian Boot

Looking for a spot in New York to write and rehearse, Waits found a place on Washington Street which he described as ‘a little basement boiler room, a place where I can go at night and work and dream’. Sharing the space were non others than the Lounge Lizards, led by actor and sax player John Lurie.

Tom Waits w/John Lurie

That acquaintance led to future musical and acting collaborations between the two. Even more critical to the Rain Dogs album was Tom Waits reconnecting with Marc Ribot, a new recruit to the Lounge Lizards. Ribot, a guitar player with a knack for unusual sounds, first met Waits a few years earlier when the singer stayed in New York and Ribot was playing with Brenda and the Realtones. Waits quickly realized the potential of his unique guitar style and asked him to play on Rain Dogs. His contributions to the album were profound. Tom Waits on how Marc Ribot gets his sound: “He’s big on the devices. Appliances, guitar appliances. He has this whole apparatus made out of tinfoil and transistors that he kinda sticks on the guitar. Or he wraps the strings with gum, all kinds of things, just to get it to sound real industrial. It’s like he would take a blender, part of a blender, take the whole thing out and put it on the side of his guitar and it looks like a medical show.”

The album was recorded at the historic RCA studios, where 30 years earlier Elvis Presley recorded his first hit songs Hound Dog, Don’t Be Cruel and Blue Suede Shoes. Marc Ribot remembers the experience: “That was recorded in a big, old studio that doesn’t exist anymore – the old RCA Studio A on 6th Avenue in New York, Midtown. We just set up in the middle of this huge room and played like a garage band.”

Marc Ribot

One of Rain Dogs’ most lasting achievements is its sonic experimentation. Tom Waits surrounded himself with like-minded musicians from the underground, avant-garde music scene in New York. They were after creating music that fell within the conventions of rock/pop music, but sounded nothing like typical rock/pop songs. Waits talked about that aspect of the album: “If I want a sound, I usually feel better if I’ve chased it and killed it, skinned it and cooked it. Most things you can get with a button nowadays. So if I was trying for a certain drum sound, my engineer would say: ‘Oh, for Christ’s sake, why are we wasting our time? Let’s just hit this little cup with a stick here, sample something, take a drum sound from another record and make it bigger in the mix, don’t worry about it.’ I’d say, ‘No, I would rather go in the bathroom and hit the door with a piece of two-by-four very hard.’”

Drummer Stephen Hodges, who plays on about half the songs on the album, recalls how Tom Waits asked him to play the drum set in a non-traditional way, avoiding cymbals and going for the tribal rhythms on the tom toms: “I can count on one hand and have a couple of fingers left over the number of single notes like ding, ding, ding I played on a cymbal with Tom Waits. He not only did not want a jazz trio, he did not want to hear a drum playing in that sibilance. He let marimba take over the 8th notes which was a really cool move.” Percussionist Michael Blair also mentioned the intentional lack of using cymbals on the album: “I am always very deliberate with my own use of cymbals, as the frequencies often distract from or obstruct the best parts of the guitar and voice sounds. So, I tend to stay out of the way. Stephen did, too.”

Stephen Hodges

Lets get to the music, shall we? The album opens with the song Singapore. Tom Waits described a technique he used to come up with the idea of that song: “Sometimes I close my eyes real hard and I see a picture of what I want.” What materialized in his active mind was “Richard Burton with a bottle of festival brandy preparing to go on board a ship. I tried to make my voice like his.”

Waits recalled in an interview one of the lines in the song: “’In the kingdom of the blind the one-eyed man is king’ – I took that from Orwell I think.” He narrowly missed the mark by 400 years. The quote was coined by Dutch philosopher Desiderius Erasmus in the 16th century.

The new sonic adventures that Tom Waits took on this album hit you all at once from the first moment of that song. Most recognizable are his raspy voice and the jagged guitar lines by Ribot. Waits said about the guitarist that he “can sound like a mental institution and a car accident too”.

A sonic thread that goes through most of the songs on the album is the unique use of drums and percussion, the reason why Tom Waits described the instrumentation on his mid-1980s albums as a ‘junkyard orchestra’. Anything you can bang on was fair game on the album, and on Singapore the victim was a chest of drawers. Waits recalls: “On the last bar of the song the whole piece of furniture collapsed and there was nothing left of it. That’s what I think of when I hear the song. I see the pile of wood.” Michael Blair concurs: “One could say we showed a flagrant disrespect for home furnishings on that track.”

Michael Blair, Photo: Cato Lein

Blair came to work with Tom Waits through a recommendation from the album’s sound engineer Robert Musso. He talks about how his background appealed to the singer: “I was a trained percussionist with experience in avant-garde music and composers including Harry Partch, John Cage, and others. This combined with my ‘Ringo-esque’ drumming could be a good fit for the new songs.”

In 1983, after the release of swordfishtrombones, Tom Waits described the use of percussion instruments on his albums: “I’ve always been afraid of percussion for some reason. I was afraid of things sounding like a train wreck, like Buddy Rich having a seizure. I’ve made some strides; the bass marimbas, the boobams, metal long longs, African talking drums and so on.” Taking it to the next step, he could chose no better musician than Michael Blair, who came to the studio with a cavalry of percussion instruments in tow, and then some: “I brought in cases and cases of instruments to choose from. Tack drums from China, temple bowls from Japan, wood blocks from Thailand, 40 cymbals (many broken). Car parts, kitchen appliances. Zillions of shakers, tambourines, bells and gongs from all over the world. Three proper drum kits.”

These are some of the of percussion instruments played on the album, from Michael Blair’s personal collection:

You also heard a marimba on Singapore, and speaking of that wonderful instrument, listen to the next song where it takes a front seat. The combination of gongs, drums and the interlocking marimba rhythms on Clap Hands is fantastic. Interestingly the marimba parts were recorded on two separate recording sessions, first by Bobby Previte and then overdubbed by Michael Blair.

The lyrics of the song use the same rhyming rhythm used in The Clapping Song, a hit by Shirley Ellis in 1965. The original opening verse:

“Three six nine, the goose drank wine.

The monkey chew tobacco on the street car line.

The line broke, the monkey got choked

And they all went to heaven in a little rowboat.”

— and with the Tom Waits treatment:

“Shine, shine, a Roosevelt dime

All the way to Baltimore and running out of time

Salvation Army seemed to wind up in the hole

They all went to heaven in a little row boat.”

Tom Waits’ family members get a mention in the next song, Cemetery Polka. Recalling snippets from family reunions, Waits recites the peculiarities of uncles Vernon, Biltmore, Violet Bill and Phil, and lest we forget auntie Maime.

Uncle Vernon

Uncle Vernon

Independent as a

Hog on ice

He’s a big shot down there

At the slaughterhouse

He plays accordion

For Mr. Weiss

In an interview Waits expressed regret over the name dropping of family members on that song: “Cemetery Polka is a family album, a lot of my relatives are farmers, they’re eccentric, aren’t everyone’s relatives? Maybe it was stupid to put them on the album because now I get irate calls saying, Tom how can you talk about your Aunt Maime and your Uncle Biltmore like that?”

Here is a live version of the song from 1985, an opportunity to witness that magnificent junkyard orchestra. Transported 60 years back in time, this footage would have looked quite natural in a sweaty Berlin night club in the 1920s.

The next song was released as the first single from the album and is one of my favorites on it. Jockey Full of Bourbon has great imagery ala Damon Runyon’s classic short stories of the 1930s:

Edna million in a drop dead suit

Dutch pink on a downtown train

Two dollar pistol but the gun won’t shoot

I’m in the corner on the pouring rain

Tom Waits w/Jim Jarmusch

Shortly after his move to New York Waits met Jim Jarmusch at a party filled to the brim with celebrities. The gray-haired director recalls: “I’m kind of shy, and Tom seemed to be sort of in a corner also. He was sort of shy and guarded, yet he had an incredible sense of humor.” The two became good friends and Jarmusch invited Waits to play a role in his next film, a story of three down and out convicts who escape from a New Orleans jailhouse. The role had so much of Waits’ persona in it he hardly had to act.

We are talking, of course, about the classic independent cult movie Down by Law. It features one of the best opening sequences I know in cinema history, featuring the song Jockey Full of Bourbon. Starting with a shot of a stationary hearse in a cemetery, the camera travels thorough run-down urban and rural scenery, the song a perfect match to the visual.

The next song, Tango Till They’re Sore, is unique on this album for featuring Tom Waits playing a piano. This is an odd statement to make, given the singer’s stellar performances in the 1970s, usually in a piano trio setting. Waits talked about how the sound of a piano did not fit in with most of the songs on Rain Dogs: “I had a good band. I didn’t really feel compelled to sit down at the piano at all. The piano always brings me indoors, ya know? I was trying to explore some different ideas and some different places in the music and so the piano always feels like you know where you are. You can’t imagine a piano out in the yard unless it’s got some plastic over it, ya know?”

Excellent trombone part here by Bob Funk, member of Uptown Horns, a horn section group that toured with the Rolling Stones (“Steel Wheels”) and Robert Plant (“Honeydrippers”), and later played on The B52s’ hit Love Shack.

Speaking of the Rolling Stones, the next song features none other than Keith Richards, not a frequent guest musician on other artists’ albums. Waits on how they met: “We’re relatives, I didn’t realize it. We met in a women’s lingerie shop, we were buying brassieres for our wives.” Ok, scratch that, this is Tom Waits being Tom Waits. Seriously, asking the rock n’ roll legend to play on the album started as a joke: “Somebody said, ‘Who do you want to play on the record?’ And I said, ‘Ah, Keith Richards …’ They said, ‘Call him right now.’ I was like, ‘Jesus, please don’t do that, I was just kiddin’ around.’” But the man of a thousand guitar licks was amiable and sent back a note “Let’s get the dance started.”

Keith Richards w/Tom Waits

Richards plays on three songs on the album, one of them Big Black Mariah, where he expertly applies his trademark guitar style. Waits tells this anecdote about how he got Richards to find the right part for the song: “I was trying to explain Big Black Mariah and finally I started to move in a certain way and he said, ‘Oh, why didn’t you do that to begin with? Now I know what you’re talking about.’”

Side one of the album ends with the song Time, in the best tradition of Tom Waits’ beautiful ballads you find in each of his albums. The imagery is again fantastic here, and you sometimes wonder what inspires him to come up with lines like these:

Well things are pretty lousy for a calendar girl

The boys just dive right off the cars and splash into the street.

And when they’re on a roll she pulls a razor from her boot

And a thousand pigeons fall around her feet.

Tom Waits w/Larry Taylor

Time to introduce another excellent musician who plays on most of the tracks on the album, bassist Larry Taylor. The veteran musician, best known as a member of the band Canned Heat with whom he performed at the Monterey International Pop Festival and Woodstock, met Tom Waits back in LA and played on his two previous albums Heartattack and Vine and Swordfishtrombones.  Waits came to rely on Larry Taylor as the first musician to introduce a new song to: “Larry often served as the bed and the rock and the scout of a song’s destination. We fought. I can’t tell you how many times he threw the bass down in disgust, proclaiming, ‘I am not feeling it. I can’t play this shit,’ only to be coaxed back into the song and not only playing it, but helping to define it.”

The song took a whole new meaning when the dust settled after the 9/11 attacks in 2001. A week later the David Letterman Show resumed after the forced break, and featured a performance of the song by Tori Amos. The mood of the song and its lyrics had a memorable, healing effect on listeners.

The song features an accordion, a favorite instrument of Tom Waits at the time. It gets a featured solo spot at the opening of the next song, the title track that opens the second side of the album. Another great instrumentalist on the album is accordionist Bill Schimmel, a musician who helped putting the instrument back on the map and played it on the famous tango scene in the movie Scent of a Woman. Schimmel said of Tom Waits’ quest for new sounds: “Tom told me he wanted to use instruments nobody liked anymore. Somebody once said that every high-tech era is followed by a high-touch era, and nothing was more high-touch than the accordion. Tom was a proud Luddite.”

In a 1992 interview with Jim Jarmusch the topic of the accordion came up:

JJ: “You have several accordions.”

TW: “One that Roberto Benigni gave me. I don’t really play accordion. I can play one-handed passages, with the left hand, but the button side is, uh, I’m lost.”

JJ: “It always seemed real complicated to me.”

TW: “I always remember that accordion player in ‘Amarcord’ at the end, remember that blind accordion player on the beach? The way he played and threw his head back, the little smoked glasses.”

We are deep into the article and the album, so it is time to explain the meaning of its title. The original plan was to call the album Evening Train Wrecks, before deciding on the more apt Rain Dogs. What are Rain Dogs? One explanation by Waits: “You can get ’em in Coney Island. They’re little; they come in a bun. It’s just water in a bun, that’s all. It’s a bun that’s been . . . it’s a bun without a hot dog in it. It’s just . . . it’s been left out in the rain and they’re called a rain dog and they’re less expensive than a standard hot dog.” Another one: “A rain dog is anybody who eh . . . people who sleep in doorways; people who don’t have credit cards; people who don’t go to church; people who don’t have, ya know, a mortgage, ya know? Who fly in this whole plane by the seat of their pants. People who are going down the road . . . ya know?” Have your pick. I like one more explanation, taking dog for what it is – a dog: “You know dogs in the rain lose their way back home. They even seem to look up at you and ask if you can help them get back home. ‘Cause after it rains every place they peed on has been washed out. It’s like Mission Impossible. They go to sleep thinking the world is one way and they wake up and somebody moved the furniture.”

Rain Dogs album back cover, Photo: Robert Frank

Talking about Rain Dogs, what about their brides? The short instrumental Bride of Rain Dog gives an opportunity for another musician to shine, this time reed player Ralph Carney who plays saxophones and clarinet on five tunes on the album.

Carney, who first met Waits when he was asked to play on a couple of tracks the singer wrote for the soundtrack of the documentary Streetwise (an excellent doc about homeless teenagers in 1984 Seattle), is featured even more prominently on the tour that followed Rain Dogs. Interviewed before starting that tour in London, Tom Waits referenced Ralph Carney’s odd sense of fashion: “I’ve told the band to smarten up. I will have to talk to my sax player, Ralph Carney, about his white socks, the white socks and the navy uniform, I’m not sure about that.” When Carney passed away in 2017, Waits posted this eulogy about him: “Ralph came from the land of strange and whimsical. He could be exploding like popping corn or stretched out like taffy, capable of circular breathing and punctuating and drawing shapes that dangled from your ears.”

Ralph Carney

Tom Waits created a tradition on his albums, many of them featuring a spoken word piece, a stream of conscience monologue set to background music. Shore Leave from Swordfishtrombines is a fine example. On Rain Dogs that honor goes to the song 9th & Hennepin, named after a real intersection in Minneapolis. Waits, in one of his usual interview answers where the line between real life and fiction quickly blurs: “I was on 9th and Hennepin years ago in the middle of a pimp war, and 9th and Hennepin always stuck in my mind. To this day I’m sure there continues to be trouble at 9th and Hennepin. At this donut shop. They were playing ‘Our Day Will Come’ by Dinah Washington when these three 12-year-old pumps came in chinchilla coats armed with knives and, uh, forks and spoons and ladies and they started throwing them out in the street. Which was answered by live ammunition over their heads into our booth.”

Here is a live performance of the song from the movie Big Time:

We reach the last song in this article and also the best-known track from the album. It became a big hit for Rod Stewart when he covered it four years later. Downtown Train is as close as Waits got to a pop song on this album, and for that he needed a group of musicians outside the New York art and avant-garde community. Into the studio rolled guitarist G.E. Smith (Saturday Night Live, Hall and Oates), bassist Tony Levin (Peter Gabriel, King Crimson), drummer Mickey Curry (Hall and Oates, Bryan Adams), amassing hundreds of album credits between them. Tom Waits: “They were all well paid. All real nice guys. I tried that song with the other band and then . . . it just didn’t make it. So you can’t get the guys to play like this on some of the stuff. I just couldn’t find the right guys.”

The song was also the feature of a promo video directed by Jean Baptiste Mondino, an excellent choice if your goal was to produce a great looking black and white video clip for a pop song. A year earlier he swept the MTV awards with his clip for Don Henley’s The Boys of Summer, and in 1985 he filmed Sting’s sunning clip for the song Russians.

The clip gave visual to Tom Waits’ inhabitants of his inner world, which he summarized in an interview: “I’m still drawn to the ugly, I don’t know if it’s a flaw in my personality or something that happened when I was a child.”

Time to finish this review. I covered about half of the songs on the album, apologies if I skipped one of your favorites. If you are not familiar with the album, these songs should give you a pretty good idea what you are getting yourself into should you chose to buy the album (which you should).


The following sources were used during the writing of this article:

Tom Waits On Tom Waits – Interviews And Encounters, by Paul Maher Jr.

Lowside Of The Road, A Life Of Tom Waits, by Barney Hoskyns

Email interview with Michael Blair


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