The Replacements Don’t Tell A Soul thirty years on: beauty, transcendence and chaos


The Replacements (Credit:Artists Facebook page/Dewey Nicks)

The Replacements Don’t Tell A Soul turns thirty years old and Getintothis’ Mark Walton praises an overlooked classic.

Don’t Tell a Soul was our least honest record,” says Tommy Stinson now. SPIN magazine was even more succinct at the time: The Replacements‘ sixth album “completely sucks”.

Lack of acclaim from the music media, which the Minneapolis quartet had hardly gone out of their way to court, is one thing; a member of the band admitting to dishonesty, to that most heinous of music crimes – selling out, is another entirely.

The Replacements, more than most groups of their era, were especially vulnerable to sell-out accusations. Fans who’d fallen for them in the early Eighties through their mid-west dumb-punk thrashes like Shiftless When Idle, Fuck School and Dope Smokin Moron probably weren’t going to embrace an LP that (briefly) featured synths and a notorious sound mix aimed at grabbing radio time.

In hindsight, Don’t Tell A Soul marked the beginning of the end for one of the great might-have-been bands of all time. When it was released in February 1989 they were, in part, already a different outfit. Founder Bob Stinson, bassist Tommy‘s older brother, had left/been forced out three years earlier with Slim Dunlap replacing him on lead guitar while drummer Chris Mars was also starting to drift away, both from the band and music in general.

So, 30 years on, no Replacements recording is more deserving of reappraisal. It’s also a key moment in the album’s history, the last chance to look at it in isolation. Just days after I write this, the Dead Man’s Pop (Don’ts original title) box set is due for release. It will include a two-disc live set, sessions recorded with Tom Waits, and, crucially, the original mixes of the album by producer Matt Wallace which could be the closest we’ll ever get to hearing how the band wanted it to sound.

Maybe the two mixes will be able to co-exist, each with its own champions. Or maybe Dead Man’s Pop will do for the existing version of Don’t Tell A Soul what the director’s cuts did for the original Blade Runner with its maligned narration and tacked-on happy ending: consign it to history, of curiosity value to completists only.

The Replacements Dead Man’s Pop

I came to the ‘Mats largely in reverse, only dimly aware of them before I heard DTAS’s predecessor Pleased to Meet Me in 1988 – and fell in love with it.

At the time I couldn’t get enough of what I broadbrush called “American guitar bands” and I barely bothered to distinguish between the myriad influences and styles as I hoovered up every group of that genre whose sounds drifted across the Atlantic. From The Dream Syndicate to Violent Femmes, Let’s Active to Miracle Legion, I loved them all.

But The Replacements were clearly different. They weren’t following the Byrdsian path trodden by REM and The Long Ryders, and they weren’t looking for your sympathy or approval.

“Absolution is out of the question, it makes no sense to apologise.” proclaimed band leader and songwriter Paul Westerberg on Never Mind, one of the songs that most grabbed me on Pleased.

I discovered Don’t Tell A Soul a good year after its release and, since I was many months away from catching up with all their back catalogue, I had no sense of them ‘selling out’ because I’d never heard Takin’ A Ride or Seen Your Video; all that was to come for me.

Don’t‘s ultra clean sound belies its troubled creation. Their behaviour – “We were gone-crazy-devil-drunk,” says Stinson – was enough to unsettle even Metallica, then recording in the same Woodstock studio, and eventually force original producer Tony Berg to quit.

Bob Mehr‘s recent biography of the band, Trouble Boys, quotes Berg as saying he “walked away from there like a Civil War veteran” but, in a caveat that sums up the Mats, he loved the songs so much that he sang them when he went to bed and when he woke in the morning.

His, ahem, replacement was Wallace, later to work with Faith No More. The Replacements‘ attitude didn’t improve much but they managed to get along well enough to make an album only for record label Sire to bring in Chris Lord-Alge, rather than Wallace, to mix it, leaving the version we’ve known for three decades.

Writing this article has made me seek out the printed lyrics for the first time. Westerberg didn’t like to include them, arguing that his heroes like the Stones never did and that it gave the listener chance to make up their own mind about what he was singing.

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Now I know that, after its acoustic opening, the first track Talent Show is something of an invitation into The Replacements‘ world, and what a double-edged sword that could be.

“Tonight, tonight, we’re gonna take a stab/Come on along, we’ll grab a cab,” the frontman offers a tempting hand, but there is none of the romance of Springsteen saying “Come take my hand/We’re riding out tonight to case the promised land”. You’re gonna lose your wallet, your shirt, certainly your innocence, you won’t remember a thing in the morning, but you can’t honestly refuse him, can you?

The title is surely a reference to the countless times the Mats blew showcase gigs or TV slots. When it came to writing the book on how to fuck up making it as a band their only rivals were contemporaries American Music Club; both would create the template for later self-destructive types like The Brian Jonestown Massacre to emulate.

It’s a lovely song, though, and is followed by Back to Back, the first of a number to grab the listener by the throat with great gusting sheets of guitars. Westerberg, ever set on some self-flagellation, admits “You know that I made a mistake/You know that I will stand face to face/And now I gotta take it”.

The unlikely sound of a typewriter – Wallace bashing out the song’s title on the keys – and more massed guitar chords kick off We’ll Inherit The Earth, the song that was the most immediate to me all those years ago. It’s Westerberg‘s anthem to a defiant lack of ambition: “We’ll inherit the earth… but we don’t want it”; “I’ve got my hands in my pockets and I’m waiting for the day to come” with the album’s title whispered in hushed tones towards the end.

I’ve always taken Westerberg‘s self-deprecation at face value, more so than AMC‘s Mark Eitzel who, with his publishing company called I Failed In Life Music, seems more self-conscious about it.

A gentler tune follows in Achin’ To Be; reputed to be influenced by the singer’s sister Mary, it could easily be interpreted as being about himself: “She opens her mouth to speak and what comes out’s a mystery/Thought about, not understood/She’s achin’ to be.”

Furred in gorgeousness by the production, They’re Blind is an near-waltz time, end-of-the-night, heads-on-each-other’s-shoulders torch song as Westerberg tells the tale of another beautiful loser whose qualities only he can see, the ache in his voice palpable: “They hold you too close to the light/And I see what they only might if they’d learn.”

But as you drift off you’re quickly snapped out of your reverie by the yowling stomp of Anywhere Is Better Than Here. Nearly 20 years later, Jeff Tweedy, a Westerberg true believer, would write Hate It Here. The Wilco frontman’s issue was that he couldn’t stand being home while his partner was away; his hero, however, simply couldn’t stand being exactly where he was at that very moment.

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Jaunty and upbeat after the preceding nihilism, Asking Me Lies continues DTAS‘s themes of contrast and contrariness  “Tellin’ you questions/Askin’ me lies” – and features perhaps Westerberg‘s most opaque lyrics: “Little Boy Zoo/And the rock with his helpful friends/Butterfly train/Never ends, never ends”. No, me neither.

Although I didn’t think so back in 1990, I’ll Be You is the album’s true standout. Westerberg must have felt Mick and Keith at his shoulder as he wrote it but the Stones hadn’t had this many good ideas for years. To the clamour of impassioned guitars and having admitted that “Lonely, I guess that’s where I’m from” he comes up with probably the key line in The Replacements‘ entire oeuvre: “Left a rebel without a clue/And I’m searching for somethin’ to do”.

Not without a cause (Dean) or pause (Public Enemy), this rebel is like a reverse Wild Ones-era Brando: ask him what he’s rebelling against and he just doesn’t know.

What did irk Westerberg was the phrase being used by Tom Petty – who The Replacements supported in disastrous fashion after Don’t‘s release – a couple of years later in the HeartbreakersInto The Great Wide Open. It was, of course, a huge hit.

It couldn’t be more typical of The Replacements to follow the record’s best song with its one real dud. I Won’t is a Mats track six years out of date. This bar room thrash would have fitted perfectly on their debut Sorry Ma, Forgot To Take Out The Trash or Stink but here sticks out sore-thumb fashion every bit as awkwardly as did Bad Liquor by American Music Club which sounded like an orphaned Replacements song given a home on their 1988 masterpiece California.

Tommy was right: this wasn’t honest. Willful stupidity just didn’t sit right anymore. Like it or not, the Mats had grown up.

Slide guitar, acoustics, synths!? It’s not hard to see how Rock ‘N’ Roll Ghost wouldn’t find favour with diehards. Yet it has earned its place alongside Westerberg‘s greatest sad songs, Answering Machine, Here Comes A Regular and, later, Sadly Beautiful. Those synths are, mercifully, less overwhelmingly Eighties than, say, Foreigner or Berlin, and Ghost counts as the Mats‘ mainman at his most agonisingly reflective and wistful:  “I look into the mirror and I see/A rock ‘n’ roll ghost.”

Don’t Tell A Soul ends with another unfairly unsung song. Darlin’ One swirls around a huge seductive riff, thick as a power cable, this not-quite ballad somehow earning them unlikely comparisons with U2 and sees them depart with the perfect pay-off: “Darlin’ one, your time has come.”

For the Mats, however, time was running out. Within two years, and one final album, All Shook Down, they would be done.

The Replacements (Credit: Artists Facebook page/Dewey Nicks)

Writing nearly three decades later Bob Mehr describes Don’t Tell A Soul as their most bipolar album. To my mind all Replacements from Let It Be onwards are equally schizophrenic: Gary’s Got a Boner rubs up against Sixteen Blue on Let It Be, Lay It Down Clown appears on Tim with Here Comes A Regular, and Shooting Dirty Pool is only one song away from Skyway on Pleased.

Tension is at the heart of understanding and appreciating The Replacements; tension between achieving success and fear of it, between Westerberg wanting to be in a band and wanting to be true to himself, between him and Bob, between him and Tommy, between timeless songs and pretty naff songs, and, above all, between whether they know how just good they are and only pretend they’re messed up – one of music’s biggest humblebrags – or whether they really do think they’re undeserving losers bound for damnation.

Perhaps that’s why Don’t isn’t held in as high esteem as it should be – because with the faults ironed out by the mix it’s clear they are a great band and can’t hide behind goofing off or fucking up for the sake of it.

It’s hard to believe now but around the time of its release REM and The Replacements were considered rivals. With Green, which came out a few months earlier, the Athens outfit made the successful leap to the mainstream. Ironically, it was with that record that I started to drift away from Stipe and co, feeling that they’d done what the Mats were later accused of – losing their essence (religion?).

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Don’t Tell A Soul isn’t my favourite Replacements album – Let It Be, Tim and Pleased are locked in an endless three-way tussle for that accolade (which Tim usually wins) – but it is a great record and I’d take it to that metaphoric desert island over Green anytime.

It also sports their best cover: David Seltzer‘s stark black and white photo of an enigmatic Westerberg holding a finger to his lips. You can imagine Bryan Ferry wishing he’d thought of it.

For the last word I defer to someone who was actually there. There are so many great anecdotes surrounding the making of Don’t Tell A Soul that leave you simultaneously sad and hugely relieved you weren’t present to witness what went on. A particular favourite is from the sleeve notes of the 1997 All For Nothing/Nothing At All compilation by Tim Perell who, newly graduated, found himself saddled with the world’s most thankless task: chaperoning The Replacements.

After causing a car crash, he writes: “That night at 3am, as they did every night, they sat down on the studio floor and played Darlin’ One. My knees finally stopped shaking as I was drawn, like them, into the only moment of every day when the beauty transcended the chaos.”

Beauty, transcendence, chaos. The Replacements.

  • The Replacements Dead Man’s Pop is released by Rhino on September 27




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