THE MAKING OF pleased to meet me BY the replacements - FEATURING bob mehr and luther dickinson

Intro:
Dan Nordheim: You’re listening to Life of the Record. Classic albums, told by the people who made them. My name is Dan Nordheim.

The Replacements formed in Minneapolis, Minnesota in 1979 by Paul Westerberg, Bob Stinson, Tommy Stinson and Chris Mars. They released their first four records on local indie label Twin/Tone Records, including Sorry Ma, Forgot to Take Out the Trash, Stink, Hootenany and Let It Be. In 1985, they signed to Sire Records, and released their first major label album, Tim. Following the release of Tim, they parted ways with guitarist Bob Stinson as well as their longtime manager Peter Jesperson. In 1986, they entered Ardent Studios in Memphis to begin recording as a trio. Those recordings ultimately became Pleased to Meet Me, released in 1987. 

In this episode, Bob Mehr, author of Trouble Boys: The True Story of the Replacements and Luther Dickinson, son of the late producer Jim Dickinson, reflect on how Pleased to Meet Me came together. Additionally, we’ll hear from Paul Westerberg himself, in a 1987 Warner Bros. interview with Julie Panebianco. This is the making of Pleased to Meet Me.

Paul Westerberg: Hi this is Paul Westerberg of the Replacements. And...how you doing? Pleased to Meet Me, our new record, yeah? Nine months ago when were...we got rid of Bob, we were thinking of breaking up the band. We got rid of Bob Stinson and we were thinking of breaking up the band and I thought, “Well ok, I’ll form my own band and then I’ll need a bass player and a drummer. Well who am I gonna ask? I’ll ask the best bass player and drummer that I know, Chris and Tommy.” And it’s like it made no sense. So that was one afternoon, we thought we would disband because we were very bored with not playing. We had played for seven years and we all the sudden stopped playing because I broke my finger in New York one night and because of Bob’s drifting away from the group. And you know we were afraid for a while. And we didn’t know what to do. It’s sort of like when you stop for a while and you sit back and you look at what you’re doing, it makes you think like, “Is this what I want to do with my life? You know, what the hell is this?” You travel around and you play your little guitar (strums) and people yell at ya and then you go and do it again and it’s like you get used to sitting at home and seeing how regular people go to work and come home. And then after being home for nine months, you realize that if you don’t do this, you’ll go absolutely crazy.

Bob Mehr: This is Bob Mehr, author of Trouble Boys: The True Story of the Replacements. I’m also the co-producer on a series of Replacements reissues, including Pleased to Meet Me, the Deluxe Edition. I think with the Replacements, they were always (laughs) on the verge of spontaneously combusting probably throughout most of their career. But certainly with Bob being out of the band, with Paul having essentially threatened to quit rather than fire him, with Tommy and Chris sort of making the tough decision which way to go and ultimately deciding to sort of forge ahead with Paul and with the band. You know, they had a lot invested in this band, both in terms of their personal lives, Tommy had never done anything, he dropped out of school, they were all dropouts essentially, Paul had been a janitor before the band, I mean you know, they understood the opportunity they had and I think they also understood the power they had as a group, even as a three piece without Bob, that they had a chemistry that was unique and rare amongst rock and roll bands, and it would have been foolish to sort of just walk away from that. And as it happened, things worked out well enough with Jim Dickinson as a producer, and at Ardent and in Memphis, that the band decided to forge ahead and really start making Pleased to Meet Me in earnest.

Luther Dickinson: I am Luther Dickinson, son of Jim Dickinson, the producer of many records, including the Replacements’ Pleased to Meet Me. I’m just here to talk about our family’s contribution to the Pleased to Meet Me project. You know, as they said, they came down to Memphis to break up. They were already a three piece down from four. They had been sending in demos to the record label of songs that you know were like droppers, quote on quote. Like, “Oh they’re gonna hate these songs so bad that they’re gonna drop us, we’ll never get to make this record.” So they weren’t even sending in their best songs, these songs were called like, “Distortion Lake” and “Beer for Breakfast” you know, some hilarious songs, but not the anthems of “Bastards of Young” and “Left of the Dial” (laughs). So they came down to Dad and started recording these and then they were also getting wasted and recording covers and switching instruments, like Dad would play guitar, they did “Route 66” and “Tossin’ n’ Turnin’” and just jamming and having fun. But it sounded good and it felt good. And it turned around to where they started going for it and bringing in some really serious songs. 

Paul Westerberg: Going down to Memphis was the coolest thing we ever did because we knew we wanted to record somewhere else. We actually recorded first in Minneapolis at Blackberry Way. We did some demo stuff. We were planning on recording here. And after cutting a few things, we thought that it would be good for us to try it somewhere else where we wouldn’t have the distractions of being at home where you can go home at night. And it’s much better for us, we recorded like six or seven records at home and to be able to not go home and be comforted at night, it’s better for the music in a way because it makes you think of nothing but the music. Otherwise, you have distractions at home, you get a little lazy I think. Not that we work that hard (laughs). 

Luther Dickinson: The idea of Dad’s of “misery sticks to the tape,” you know it’s like “cut it loose and fast and fun.” He would avoid beating up musicians and playing the song to death. He did not like recording like that. He wanted to get, not just the first take, he wanted to capture the rehearsal, the rundown, so he would always be recording. Once they saw they could trust Dad and that he wouldn’t burn them too hard. But also, he would have to ride their own ebb and flow because he said, “They could not play first thing in the day as they were sober. And then as they started getting drunk, they got better and better. And then they could really play good for like fifteen twenty minutes and then they would get too drunk and fall off.” So he said, “Each day’s window of opportunity was really small.” And he would capture the best performances he could (laughs).

Bob Mehr: Jim was just the perfect guy at the perfect moment to sort of help The Replacements through their uncertainty. Jim was the right guy for a number of reasons, Jim came from a background working with difficult artists. In fact, I think he almost romanticized difficult artists. And the Replacements being quite difficult (laughs) historically and particularly at that time, he knew how to hand them probably better than most producers. Also, he was coming at it from a different perspective, he wasn’t a major label hitmaker as such. He had worked with, as I say, difficult personalities, whether it was Alex Chilton or Ry Cooder, and gotten the best out of them.

Luther Dickinson: He had a saying, he would be like, “Do not go sober on my session.” He was like, “Do not enter rehab before we make our record.” He’s like, “That’s not the artist I want.” (laughs). He wanted it to all perpetuate and lift the music to a place it wouldn’t have been gotten there in a sober state of mind (laughs).

Bob Mehr: Jim was just one of those guys who would do anything to get the record that he needed. In the liner notes to the box set, I lead with a quote where he says, “Making records is just about tricks. You know, I’ve learned a lot of tricks. The record is there in the artist’s mind, the trick is getting it out of them and getting it onto the tape.” And I think he was able to do that a combination of charm and (laughs) skullduggery and persistence. And I think he really did a lot for the Replacements at a time where they were maybe open to new ideas, open to new approaches, open to a new way of working because they were a little bit uncertain and not as sure footed as they might have been had Bob Stinson been in the band. 

Paul Westerberg: What have we changed as far as recording is, we’ve taken our time. Which is something we rarely do. Just because we’re very impatient and it was the best thing in the world for us. It got boring, but it also got the better songs. If it would’ve been up to us, we would’ve been done with the record in a week. Like always, we pretty much record and then maybe overdub a little later, but this time we would actually play songs over and over until we actually got the beat down. Chris was a big factor in this one, where Dickinson, the producer, got Chris to play in time. And of course, by that time, Tommy and I were bored shitless (laughs). Beep. So we would try it the next day but just the fact that we took a little longer, I think paid off. 

Luther Dickinson: Memphis production, Memphis musicians, were real focused on the rhythm section. Especially the bass drum. They just couldn’t help it, this is part of the Memphis sound and the Memphis aesthetic, you know it’s like, it’s bass drum heavy, it’s dance music. And Dad said that Chris had never really thought about his foot that much, you know. That he was just playing drums. All I know is what my father said was that to make Chris concentrate on his bass drum (laughs), he went and stole a huge toxic waste barrel and put it in front of the bass drum with microphones all around it, saying that, “That was how we’re gonna get that polluted sound.” And it was literally like toxic waste, like some nasty barrel. And legend has it that it didn’t even sound that good, it was just one of Dad’s mental tricks. 

Bob Mehr: Maybe it changed the sound a little, maybe it didn’t but what it did was focus Chris’s eyes and brought his focus to this giant thing affixed to his kick drum so he started really paying attention to his kick drum patterns. And if you listen to this record, the way Chris Mars is playing, really has an impact on how tight this record is. 

Paul Westerberg: Chris was learning new beats also where he pretty much is a straight drummer, he’ll play like Ringo or whatever. But like I say, we had time to experiment with, you know, try a different beat for once. They helped us too, like Dickinson and the engineers who were also musicians, they suggested things like “Tune the guitars.” It’s the first time we’d ever worked with a producer who was really a top notch musician, who could play anything and pretty much had an idea of what we wanted as far as what we were playing. His role was very limited, as far as like he didn’t tell us what to play. He left that to us, which worked well. I think if we would’ve had someone trying to tell us what to play, we would’ve had trouble. But he got the sound that we wanted as far as Chris was concerned, the drums, and he allowed us to do what we wanted. Other producers would tell you to turn down or try this way and this. He would let us play on ten and hook up four amps at a time. You know, he’s a rocker. He’s an older guy but he definitely hasn’t lost the spirit of what it is. Dickinson, yeah he worked with Big Star, I think on their third album, which I think is the best. He’s worked with the Stones and stuff, he’s played a little piano on “Wild Horses” and he claims he played maracas on “Brown Sugar,” which could be disputed (laughs). 

Luther Dickinson: He was all about sleight of hand and hypnosis and distraction. Like he would tell stories about Sam Phillips and Chips Moman until they were bored to tears and then send them on their way. If they started arguing, he would just leave the room and let them sort it out. And when he would come back, they would just be playing music and they had sorted it out. And that’s brilliant man, not only as a producer, but as a father and as a band member. That is a genius move to literally have the foresight to take yourself out of the picture and not get involved and let them sort it out. 

Bob Mehr: With the Replacements that worked, because he was able to, having been around Memphis music and all these legends for so many years, able to distract them, cajole them, trick them, know when to leave them alone, know when to push them. He just pushed all the right buttons or laid back in all the right ways. Dickinson I think just knew by training, by instinct, how to get the best out of people. And I think he applied that maybe better than he ever did on any record with Pleased to Meet Me

Luther Dickinson: Really it was a pinnacle of Dad’s career for sure, the relationship that he and the Replacements had. It’s funny, Dad had a speech that he would tell musicians when they would second guess themselves, like “I’m worried about selling out” or this or that. “Remember back when you were a little kid in your bedroom, strumming on a tennis racket. You weren’t dreaming about some punk rock ideal of not selling out at that point, you were dreaming about being a rock star. You gotta do what you gotta do and you owe it to the music once you get it going.” And the Replacements man, they were going for it. 

“I.O.U.”

Bob Mehr: Well “I.O.U.” is an interesting song because they actually demoed it in Minneapolis during the Blackberry Way sessions. There was always some thought that “I want it in writing, I owe you nothing,” was about some of the people the Replacements were leaving behind. You know, they’d split with their longtime manager, Peter Jesperson, who was the co-owner of Twin/Tone Records, and ultimately they would split with Bob Stinson. So there was always some thought that this was like some kiss-off to the people who had been in their camp who were no longer there. But the truth of the matter is, the germ of the idea anyway came from Iggy Pop. Paul tells a story about seeing Iggy Pop play some show around this time and was kind of hanging out on the bus with Iggy afterward and somebody shoved a piece of paper and a pen in Iggy’s face, asking for his autograph. And Iggy wrote in all capital letters, “I.O.U. Nothing. Iggy Pop” (laughs). And immediately Paul said, “Aha, there’s an idea for a song.”  

Paul Westerberg: “I owe you nothing.” That was the name of the song. A lot of people think that’s about Bob or Peter, our former manager, or the label in particular, it’s basically focused at anyone who gets in our way, you know. That’s the Replacements at their most bitchy, shall I say. I frankly like it because the chorus is nonsense, the chorus is, (sings “wah wah wah wah wah wah wah”). You know (laughs). 

Bob Mehr: Certainly it’s an amazing way to kick off the record, it’s one of the great album openers I think of all time. And really sets the tone for this record that, “Yeah maybe Bob Stinson, the wild and crazy Bob Stinson, isn’t in the band but we’re gonna be as ferocious and as loud and as unkempt.” In addition to having the great Iggy connection, it really is a statement, and I don’t think it’s a coincidence how it was sequenced at the top of the record.

“Alex Chilton”

Paul Westerberg: As far as writing the songs, working with Tommy and Chris, “Alex Chilton” for instance, was a song that I wrote and I pretty much wrote all the songs. The songs that we’re all credited with are songs where I would come up with the major idea and not want to do it, and through Tommy and Chris’s insistence or exuberance, they would show me that the song was worthwhile and they would suggest tempo or do this. I mean, they never really suggest lyrics or anything like that but that constitutes writership in my mind, just the fact that they wake me up to realize when we have a good song.

Bob Mehr: “Alex Chilton” is an important and I think iconic song in the band’s history for a number of reasons. It’s interesting because they were obviously working in Memphis at Ardent and Alex was around for these sessions. They’d had a relationship with Alex dating back to 1984. In fact, the show that was supposed to be the Replacements’ big major label showcase at CBGB’s in December of ‘84, Alex opened for them. As the story goes (laughs), Paul met him sort of after the show as everybody was getting paid, he was talking to Alex and complimenting him about one of his songs. I think it was a Big Star song, probably “Watch the Sunrise,” and he said, “Aw you know I’m in love with that song...what’s that song...uh…” (laughs)

Paul Westerberg: The idea was kind of because people, me in fact, have come up to Alex. I think the first time I met him, I was a little drunk, and I said, “Alex, I’m a big fan of yours, I’m in love with uh, that one song. What’s that song?” You know, he gets that all the time where people know who he is and know “September Gurls” or I still don’t know the song that I love, it’s the second to last one on #1 Record. I’ve been in his presence where people come up and say, “I’m in love with that one song.” I mean, I’ll sing it differently, I hit all bases on that, I think it’s “I’m in love with that song,” “with the song” and “what’s that song” and “with this song.” You can take your favorite and sing it through every time. 

Bob Mehr: So the line comes from a real place and then the next day, Peter Jesperson and Paul met Alex near where he was staying at St. Mark’s Place. And Alex was hanging out by the trash and fiddling with his stash and so the song is really colored by a lot of real things in Paul’s first impressions of meeting Alex and knowing him. 

Paul Westerberg: Alex Chilton is, I’m happy to say, a friend of ours. Alex is a strange guy where it’s difficult to get close to him and to know, I’m still kind of in awe of him when I meet him and we get together. We hung out in Memphis a little bit and I figured I wanted to write a song, I wanted to bring it right out into the open. I mean a lot of bands are influenced by him and will coyly lift a phrase or a riff or something from him. I figure, “Just come right out and write a song about him. What’s wrong with that?” I mean everyone else pays homage to him in around the barn kind of ways, we...Alex is one of the best songwriters in the world and I like the guy and what the hell? (laughs) 

Julie Panebianco (Interviewer): It’s great.

Paul Westerberg: He paid us 50 bucks (laughs). 

Bob Mehr: As Paul put it, they lived with those Big Star records in the van for many years. Big Star was probably one of the only groups that all four members of the Replacements agreed on listening to. Usually there would be fights in the band over who was playing what music, but I think Big Star was something they were exposed to by their original manager, Peter Jesperson, and it was a real kind of discovery that all four of them made at the same time, so it was a touchstone for them. And I think it was a touchtone because Big Star, especially at that point, as I say, was a band that nobody had heard of, nobody knew, their records weren’t available. They were a band really lost to history and I think that was both interesting to the Replacements, thinking like, “Wow you can make records as great as these and nobody knows who the hell you are?” But then also kind of frightening too (laughs), because you can make records as great as these and nobody knows who you are. So I think they represented, for the Replacements, Alex and Big Star and that whole thing represented a lot of stuff the Replacements battled with in their own careers and their own sort of figuring their own career out and their fears of like, “What is the music business? Does it reward creativity and excellence and artistry or is it about something else?” And I think Big Star was a touchstone and also kind of a warning for them. I think Paul really, in his heart of hearts, wanted to have a pop hit. Maybe he didn’t know how to go about doing it, but he wanted some tangible real success and I think he was always afraid of, in a sense, becoming this lost cult band like Big Star. So I think that also drives a lot of what is in the song “Alex Chilton,” those kind of emotions about themselves and Big Star and the whole of the music business in a way. Scott Litt, who ended up producing R.E.M. and ended up producing the last Replacements record, he always talks about, “Well if that song had been called ‘Buddy Holly,’ it might have been like the Weezer hit.” But calling it “Alex Chilton,” I think people at Warner Bros. even were like, “Who’s Alex Chilton?” They were mythologizing a guy that most people at the time, in 1987, didn’t know. So it’s kind of funny in that sense, now it’s seen as this great tribute to this great artist and cult hero but at the time, it was, probably left a lot of people scratching their heads (laughs). 

Paul Westerberg: We want people to know who Alex is, who don’t...who never heard of Big Star. And it’s our way of, you know, he doesn’t need our help and doesn’t want our help, but dammit, he’s gonna get it. Whether he likes it or not. 

Luther Dickinson: There’s no doubt about it that because Big Star was recorded at Ardent, the Replacements were like, “Yeah let’s do it.” There would be no Big Star but for Ardent Studios. They never never had any success whatsoever but they made three amazing records that were so influential even though they were barely even released. So I think when you look at it through the filter of Alex Chilton and Big Star, it makes perfect sense that they came to Memphis, you know. 

Bob Mehr: The story was that Alex was supposed to actually play on the song, “Alex Chilton,” you know and I think they were a little embarrassed to play it for him so they would always turn it down (laughs) if Alex was ever at the studio at the time. But ultimately I think Alex grew to appreciate it. His quote was, “I feel like some long lost outlaw like John Wesley Harding.” And I think, as I put it in my book, Paul was myth making a bit but it was also a hopeful projection. My theory was that in a world where “children by the millions scream for Alex Chilton,” that maybe they would scream for the Replacements as well. 

“I Don’t Know”

Bob Mehr: This is definitely before the idea of alternative rock as a powerful commercial medium really existed. I mean, this is four years before Nirvana and even a year really before R.E.M. would have a pop radio hit so the Replacements really were kind of on the leading edge of all that. There was a sense of the Replacements’ self-awareness of being part of this major label machine, hence the very iconic (laughs) album cover of Paul, wearing a torn and tattered shirt, shaking hands with a suited and bejeweled, Rolex-wearing record executive. That wasn’t very subtle (laughs) but it spoke to kind of their own fears and concerns about how they would be perceived. Like a lot of things, whenever the Replacements worried about how something would look, they would poke fun of it, make fun of it, kind of make a big joke out of it. And certainly them signing to a major label and being this major label band, they were almost making fun of that with the Pleased to Meet Me album cover. The actual line itself, you know, “Pleased to meet me, the pleasure’s all yours,” was sort of a joke that Tommy would say whenever they were in a situation where they had to meet all these radio people or record executives, he’d go around shaking everybody’s hands, “oh pleased to meet me, the pleasure’s all yours,” you know, an old kind of Groucho Marx joke almost. And ultimately would become the impetus or the inspiration for the album cover. 

Paul Westerberg: It’s sort of an obnoxious phrase we’ve been known to use on occasion. It took us five, ten minutes to come up with that one, I think Tommy was responsible for that. It fit the cover, the concept, I don’t want to say it. How did we pick the cover? Well let me tell you how we picked the cover (laughs). We’ve been known to lift a few things in our time and this one is no exception, we took it from an old Elvis cover, the lettering at least. We kind of liked the dancing letters, the old fifties sort of feel to it. We contrasted it with the photo which has nothing to do with Elvis at all, but it was that kind of record, we figure we were down in Memphis and it was a lot bluesier and a little funkier than we’re used to playing and that was sort of the spirit we were in. 

Bob Mehr: Paul always referred to this as “the state of the ‘Mats,” the ‘Mats, being their nickname, “state of the ‘Mats address.” You know, “one foot in the door, the other one in the gutter” really is Paul taking a look at the band and at this point, they’re getting into the major label experience, they’re dealing with lawyers, they’re dealing with A&R men, they’re dealing with a whole record selling apparatus, that’s there to serve them. And you know, they were never comfortable in that and I think Paul was always hyper aware of being in the maw of this machine, this record making, record selling industry. And I think, once they signed to Warner Bros., a lot of their songs are about that and it’s about them being on the verge of something. There was a lot of expectations for the Replacements, I think a lot more so than a lot of alternative bands that got signed because I think people saw that they had potential to transcend indie rock or alt-rock or college rock and become the next great American rock and roll band. And so when he sings, “I got one foot in the door, one foot in the gutter,” that really is (laughs) his sense of where the band was. 

Paul Westerberg: “I Don’t Know” is our battle cry on tour, you know (laughs) it’s like, “I don’t know,” it’s like, “Where are we going? Where are we staying? Where are we sleeping? Where are we eating? When do you go on? I don’t know.” You can easily slip into that plus you get the label people and the lawyers and contract this and video that, it’s just, “I don’t know” (laughs). We don’t have all the answers. We’re not like other bands that manage themselves and know exactly what they’re doing, we don’t know. We’re just along for the ride kind of (laughs). “I Don’t Know,” the lyrics were definitely not written down, it was like we rolled the tape and they were improvised and I have trouble remembering those so obviously I’ll just make them up. The background part is open for anyone who wants to help with the “I don’t know’s” (laughs). I have a hard time getting Tommy up to the mic but yeah “What are you going to do with the rest of your life?” and you can hear Tommy’s reply on that I think. From the heart (laughs).

Luther Dickinson: Ardent Studios had just acquired this great new computer sampling machine called the Fairlight and it would record anything and could play it on a keyboard. And this was like, there had never been anything like this in Memphis and Dad loved it, he ate it up. And he was using this to create band tracks. Now then Paul would come in and sing. Now with this digital technology, Dad could record every take and just store every version of the lyric. And when I say, “version of the lyric,” the family legend as I grew up with, Dad never saw a lyric sheet. He said that Paul wasn’t reading lyrics. He said every time he would sing a song, it would be different. He was just “spewing it,” as he and Danny Stewart of Green on Red called it. And Paul, as his songs were developing, Paul was trying out different lyrics and Dad was recording and keeping and logging every one of them. And then when Paul would go home, he’d put all of Westerberg’s lyrics and vocals into the computer and place them as he saw fit. And a great example of that is, “Can I use your hairspray?” you know, like, “Who’s the guy behind the board? They tell me he’s a dope.” These are just freestyle funny things that Paul was just throwing off take after take after take and Dad would just put them together. And the funny thing about when you fix a musician’s music, if you do it in their face, some people might get up tight, but if you do it on the sly, then they’re like, “Yeah it sounds really good. Yeah that’s better than I even remembered man, that sounds pretty good.” And there’s a funny story about Westerberg coming in while Dad was working on some of the vocals and Westerberg saw Dad touch a keyboard and Paul’s voice came out of the speaker. And he was like, “Yo! Is that me in the box?” And Dad was like, “That’s you” (laughs). He’s like, “Go for it,” you know. 

Bob Mehr: Like a lot of Paul songs, he would have an idea, a concept and then would leave sort of lyrical holes in it. So it’s a kind of call and response with the band serving as a Greek chorus sort of replying, “I don’t know” to all these situations that they’re talking about. And it really is based on a lot of true stuff, “Oh our lawyer’s on the phone, what did we do now?” and things like that. But as they were recording this, they had done the initial sessions with Joe Hardy as the engineer and then when they came back to start recording the album in the main, John Hampton was there. So when you hear the lyric, “Who’s behind the board, they tell me he’s a dope.” That was them sort of poking fun at John Hampton. Once he got into the studio, once he got into the vocal booth, he would improvise and change and come up with things on the fly and some of the most memorable things in Replacements songs are not the things that were written and rewritten and labored over but were things that were just on the spot improvisations off the top of Paul’s head and so you get great moments like that. 

Bob Mehr: “I Don’t Know” also features Teenage Steve Douglas, who was a member of the Wrecking Crew. This record is unique in that there are session players and outside musicians, a lot of horn players, string players and things like that. It was the first time the Replacements had really worked with outside musicians in general but certainly people of that caliber. You know, Steve Douglas is on all the Beach Boys records, on “He’s a Rebel,” on all the Spector stuff, and the Replacements sometimes didn’t know how to deal with that because they had been such a self-contained unit for so long. And Paul tells a very funny story about being sort of half in the bag, a little inebriated, trying to explain how the horn part should go to Teenage Steve Douglas (laughs). And it’s really funny because when you hear it on the break, he hits a kind of weird sharp note, Steve Douglas does, and what he was doing is he was signaling to the engineer to, “Oh I screwed that up, let’s start it over.” But Paul loved his mistake so much that they actually kept it in. And as Paul puts it, we’re the kind of band that uses this guy’s mistakes for our record.

“Nightclub Jitters”

Bob Mehr: “Nightclub Jitters” is one of those songs where Paul said, “Well we can’t play this, we need real musicians to come in.” And that was one of the songs where Dickinson sort of left them alone with a piano and a standup bass. And he left the room for fifteen minutes and when he came back, they were at it, they were playing it and what you hear is the track there. So I think this is one of those instances where they were really trying something outside the box, unlike anything they had done musically and it took a little while for them to work their nerve up to do it but Jim just left the room and as he puts it, “I came back ten minutes later, they were playing it and I think it was one take or two takes and that was the track.”

Paul Westerberg: (laughs) Tommy plays standup bass on “Nightclub Jitters,” which is funny as hell because the guy brought the thing in and Tommy looked at it and said, “I can’t play this.” We all went out for a sandwich and came back in fifteen minutes and Tommy was like (hums “boom boom boom”). He picks up, he’s a good musician, he’s a lousy bass player but he’s a good musician. He picks things up real quick so that was why we did that cause he did that so quick. 

Bob Mehr: There were things that Bob was not comfortable playing in terms of softer ballad-type stuff that he felt was more Paul solo material. Tommy was actually always encouraging of that. Tommy’s musical instincts were always profound and I think this is the point where he really starts to impact the direction of the group even if he’s not writing the songs or singing the songs, he was the band’s kind of editor, he was the band’s bullshit detector, he was the, you know, if Westerberg was the brains, Tommy was the heart. He was a “from the cradle” type of musician and at this point you have to realize, Tommy’s only nineteen, twenty but he’s been playing in a touring rock and roll band for six, seven years (laughs). So he had a load of experience and I think was coming into his own. 

Luther Dickinson: Tommy was the heart and soul of the band, man. You know, it was Westerberg’s songs, it was Westerberg’s band, but Tommy has that spirit, man. Dad would say that “Tommy is an existential hero of rock and roll because he never had a choice.” Bob put the bass in his hands and made him play at such a young age. I mean he just grew up in rock and roll, and in that lifestyle with that band, come on! That’s a hard dude, you know. And Tommy demands respect. He demands respect from Westerberg. He knew that he could write songs and he wanted to be heard. And he demanded respect from our Dad. They had a real turning point. Someone from the record label was at the studio and Dad was talking to him and Tommy chimed in and Dad dismissed him as if he was a kid. And the next day, Tommy confronted him about it and pointed out that that just wasn’t cool. And that he really shouldn’t treat Tommy like that. And it just woke him up out of a stupor and was like, “Yeah, you’re totally right, man, I apologize, I was wrong. Cause you’re Tommy Stinson.” And hell, Tommy had just fired his brother, you know. What an admirable, what another huge example of how committed they were to go for it. 

Bob Mehr: What was also happening was Tommy was a guy who I think looked to other brother and father figures throughout his career and Jim was the ultimate one in that and at the right moment. Jim really had an affection for Tommy that lasted, they were close, they worked on numerous subsequent projects, Tommy solo and band projects in later years and were close until Jim’s passing in 2009. His influence and impact is very important on Pleased to Meet Me and Dickinson says that, said that himself, he said, “Whenever I was at a point where I didn’t know what to do, I would just follow Tommy’s instincts, I would sort of sit and watch and see what Tommy was going to do, how he was going to take the track or direct the track.” So I think Tommy’s own kind of musical approach was to embrace everything. 

Paul Westerberg: “Nightclub Jitters” was written in Minneapolis, actually it was one of the first songs ever written, walking down the street. Where I had a vague idea of the chord sequence but the melody came to me in my head. The lyrics were written as I was going to the Super America I think. You know, just going for a walk in the afternoon and it fit my mood at the time because I think someone wanted me to go out and see their band. I didn’t want to go, not for the fact that I didn’t want to see them, but I just feel uncomfortable sometimes going to nightclubs and the song sort of chronicles that where “you take a drink before you go out” and you don’t feel really in touch with the scene that you started with. You know, maybe there’s a few people who will poke fun at you or something for changing or being different, not like you were when you were nineteen and you hung out every night. But it was sort of a realization that we had changed and we’re eight years older now and we don’t hang out at bars every night. 

Bob Mehr: It was rooted in his sort of changing relationship I think to the Minneapolis scene, to going out to bars and clubs. For many years, they were regulars at shows and going out, and I think once they got on the road and were touring as much as they did, ‘83, ‘84, ‘85, ‘86, he became less (laughs) likely to spend his downtime from playing rock clubs in rock clubs in Minneapolis. And I also think there was a sense as the band got bigger, it was less comfortable for him to be out and about in the scene so to speak. You know, as he said, “you don’t know as someone’s coming out to you, they want to compliment you or throw a drink in your face or they’re jealous or they’re this or they’re that.” So I think it’s a song about growing up and growing away from the bar scene and the club scene that you were a part of. 

Luther Dickinson: Part of what Dad would do is, as bands would come to Memphis is he would introduce them to people and hire Memphis musicians to play. And the first cat that he brought in to the Replacements was Prince Gabe, who was a cool cat man, a jazz saxophone player, first generation Beale Street Memphis hipster. And Prince Gabe charmed them and that saxophone solo is so beautiful. 

Bob Mehr: Dickinson was very sensitive and cognizant of how he wanted to introduce sort of outside musicians onto a Replacements record, something that had never really happened before. And so he picked as the first person to kind of bring in, Prince Gabe. He was a guy that I think Dickinson knew, even though there were probably better horn players, better saxophone players in town. I mean Memphis is a city full of legendary saxophone players but I think Dickinson knew instinctively that the guy the Replacements would respond to and would really gravitate towards was Prince Gabe. And sure enough, he came in and he played a killer sax solo and they just loved the guy. And in fact, you can hear, at the end of the track after his solo, he came out of the studio playing his solo and you hear some clapping and that was the band really clapping for Prince Gabe after he played his solo. They loved it so much. 

Paul Westerberg: Prince Gabe did pass away two days after he played sax on “Nightclub Jitters.” And it was very sad, but we got his last notes, what can I say (laughs). He’s played everywhere, as soon as we walked in, he was talking about all the times he’s played in Minneapolis and he played everywhere and he’d pretty much been a nightclub man for the past fifteen years or so. I think he was fairy young, he was still in his mid fifties. 

Bob Mehr: Sadly, Gabe died shortly after he had played and so that’s why on the original album, you see Chris Mars’s beautiful kind of etching or drawing of a sad-eyed saxophone player and that’s a tribute to Gabe. But Gabe’s presence and the fact that the Replacements received him and an outside musician so well, allowed Dickinson to bring in Steve Douglas and Ben Cauley, who was another horn player, trumpet player, who was the only survivor of the Otis Redding plane crash, member of the Bar-Kays, Andrew Love, who was one of the Memphis Horns, and then ultimately some of the other string players who came in. But I think, Prince Gabe was kind of the test and as a way of easing in the idea of these, you know, older African American musicians who’d been around and done and seen all this stuff and were coming from a totally different place than these kind of alt-rock, punk rock musicians from Minneapolis. And it was a really interesting merger of musicians and cultures and obviously it worked in a great way. 

“The Ledge”

Bob Mehr: Paul’s thing at the beginning was, he started the sessions, as was his want, he started combative and then ultimately sort of came around. I think Dickinson had to win him over  and I think Dickinson won him over by not confronting him. Paul famously started, I think their first meeting, he told Dickinson, “I’m not going to give you a hundred percent because you don’t deserve a hundred percent.” And Dickinson was sort of taken aback by that, I think he had heard that expression and that sentiment expressed by some of the African American musicians he had worked with over the years, some of the R&B guys and blues guys, but he had never really heard that from (laughs) one of these young sort of alt-rockers that he had worked with. 

Luther Dickinson: As like Paul said, he wouldn’t give him a hundred percent. But like Dad said, by the time it was over, after he sang “The Ledge,” first take once again, not belaboring it, there’s the performance, Dad said that Paul gave him a hundred and ten percent. 

Paul Westerberg: Yeah “The Ledge,” I came up with the riff (plays guitar), this one afternoon in October, it was like a rainy day, and it was written in forty five minutes. And that’s, all the best songs, all my best songs are written real quick and they will irritate you for the next couple days and that’s exactly what that did. It was written and I couldn’t think of anything else but that and I couldn’t wait to go and practice. I wrote it on a Friday afternoon and I couldn’t wait til Monday, we got together. And it’s written not necessarily out of personal experience because I’m still here. It’s an observation. And if anyone wants to read anything into it other than that, then that’s their problem. And the lyrics, they just came. I didn’t have to sit, I didn’t have to think. It was just wham wham wham, I turned on the little tape recorder, I had it on an ironing board. And it was partially out of the way I had felt at certain times in my life. I figure if you’re gonna kill yourself, you kill yourself, but I had tried to commit suicide once I think when I was younger and I can still feel how I felt then. I mean not like now that I’m totally a-ok and the happiest guy in the world, I’m doing fine, but I can feel for people that feel totally lost and have no one to turn to. So it was written sort of half of my own experience and half of maybe me trying to feel how it is to be up there on the ledge. And it’s not written in any way to condone that kind of stuff. Obviously it’s bullshit, it’s wrong, but to someone who does it…

Julie Panebianco (Interviewer): It’s pretty selfish.

Paul Westerberg: I guess it’s selfish, but I can’t even say that. It’s sad. It’s sad more than it’s selfish or anything. I wrote the song about it because I can feel it. 

Bob Mehr: “The Ledge” is an interesting song. I mean it’s sort of the influence of Hank Williams and some of the folk stuff that Paul had been familiar with, gothy doomy gloomy country and folk that he had sort of digested as a youth was coming up in this. And I think there had been, this is the era of teen suicides were becoming a kind of thing and teen suicide clusters were in the news. I think Paul had had his own sort of teenage experiences with you know, a kind of half-assed overdose or the difficult teen years where he contemplated this stuff. And I think it was really written based on his own personal experiences that he’d had as a teenager, kind of recalling those. 

Paul Westerberg: It’s more of like the lyrics first in those kinds of songs, “Answering Machine” and “The Ledge.” It is basically the lyric that is the song. And the guitar figure behind it is simply (plays guitar riff) background for the lyric. And “Answering Machine” is the same way, other songs will have (plays chord progression) full chord changes and this was just, the idea is the song. The music is secondary, although the music is great, on Chris and Tommy’s part. Basically because they played very tight and emotionally. They reached beyond themselves on that one and I think they felt it too, we all felt it while we were playing it. This is a depressing, frightening song and it’s a little bit scary and we really got into it. It was done in one take too. I mean we did other takes but that was the very first take. And we did it forty other times and we realized the first one was the best. 

Bob Mehr: I remember Dickinson just being completely, and the engineers at Ardent, being completely overwhelmed at Paul’s performance on that song, his vocal performance. And they cut that track I think live in one take. But yeah I think everyone was amazed that they were able to kind of pull that out of themselves and I think after the song was over, the take was over, everybody sort of felt like they’d experienced a guy jumping off (laughs) a building, they’d experienced a suicide. So it was a pretty potent track and I think it still stands up as one of their best and certainly one of the highlights of the record. But it’s bigger (laughs) impact was in that it sort of cut the legs out from under the record’s sort of sales potential because of what happened with MTV and in radio. 

Paul Westerberg: I don’t care if they play the damn thing. The only thing that bothers me is the misconception behind the lyrics and it’s not promoting suicide in any way. You know, I was a fuckup when I was younger and I tried to kill myself and look at me now, I’m fine. 

Slim Dunlap: You succeeded. 

Paul Westerberg: I came out of it. And if anything, this is help for someone who’s younger, who doesn’t know what they’re doing and is maybe contemplating something like that and doesn’t know how to handle it, it’s like you can do it, you know. You’ll change, stick with it, hang in there. I mean I did. It’s not like, it irritates me, makes me angry that someone thinks I would do this as like some crass move to get attention. To jump on the bandwagon, some kids killed themselves in New Jersey so I’m gonna write a song about it, that’s bullshit. I did it because I feel it and I can feel for the kind of person who would want to do that. And the people that don’t understand it are the people that are secure with their lives and can’t feel for that. And we feel for that, I mean we’re not suicidal but we know what it’s like to be alone and to be desperate. And this song is a nod to them, you know, it’s ok, you’ll get through it. But I felt that way when I wrote it and I won’t apologize for it. And if it’s not played that’s ok but I just want everybody to know it wasn’t done to glorify the stupid act like that. 

Bob Mehr: This was the song that was picked as the first single for the record by the Warner Bros. radio people I think because they felt like it had some potential as an AOR radio hit. You know, it sounded a little like Blue Öyster Cult or was a little bit more of a conventional rock song in its own way. It had a hot solo, kind of minor chord sort of feel to it that you could almost hear on radio. So they started playing it and they made a video for it, even though the video was just sort of static of the Replacements kind of eating their lunch. And coincidentally there happen to be a number of teen suicides, one teen suicide cluster in New Jersey right around the time, shortly before the release of the song. And I think MTV, which was New York-based and sort of in the backyard of where all this stuff was happening, they got cold feet about the subject matter of the song. And it wasn’t the kind of thing that you could sort of change as far as a video, it was the song itself, the whole theme of the song, so there was nothing you could change or edit to make it acceptable. So MTV stopped playing “The Ledge,” which it had started to play a little bit. And in kind, MTV being sort of the leader at that point in terms of what was getting played on both video and in radio, radio stations followed suit and took the song off the air. So it really kind of cut the legs out from this record as far as radio went. Which is just kind of (laughs), you know, the Replacements made a lot of their own bad luck and dumb luck in their career, but this was one of those things where they had potentially a kind of hit song or at least something they were working to radio. And people getting very sort of nervous about the subject matter of the song at the time, because of these teen suicides, pulled off MTV, pulled off radio, and they had to move to another track, which ended up becoming “Alex Chilton” in terms of what they were pushing to radio. Paul always said, “listen, this is a (laughs) depressing song about teen suicide, probably wasn’t exactly going to light up the charts.” But it did certainly impact the album and I think made everybody a little gun shy about their relationship with radio and MTV at that time. And then of course a few years later, Pearl Jam’s “Jeremy” is sort of addressing similar kinds of things. My theory is it was easy for MTV to kind of take a stand against the Replacements, they weren’t hugely popular, they didn’t have a lot of sway. Again, it’s one of those cases where that was a bit of bad timing and bad luck for the Replacements unfortunately. 

“Nevermind”

Paul Westerberg: “Nevermind” is one of my favorite songs on the record and it almost didn’t make it because it was done the way it was and a few people thought it was very vague. And I tried to go in and do the lyric over and I got pissed off and then it ended up with the lyrics on there. So partially the lyrics are for the people who were trying to make me change it. And it’s like “It’s all over but the shouting, nevermind,” it’s like “Get out of my face. If the song doesn’t make sense that doesn’t matter. It’s the feeling is there.” The feeling is like “nevermind,” it’s similar to “I Don’t Know,” but a few more steps. It’s like, “Ok just nevermind. You don’t understand me. I don’t know what to say to you. The words I thought I brought I left behind. So nevermind.” 

Bob Mehr: “Nevermind” was a really interesting song, that sort of quavering guitar part, guitar sound, Dickinson added. I think he ran Paul’s guitar through a Leslie. But it really is an interesting, texturally interesting Replacements song and it kind of felt like the most anthemic thing on the record. For whatever reason, I think the Replacements managers seized on that as having the most hit potential. Russ Rieger, who was one of the band’s co-managers, really was pushing Paul to write a kind of populist set of lyrics to it. You know, like “Make this the hit. Write the lyrics here that will just be a kind of general mainstream populist thing that everyone can shout and pump their fists to (laughs).” And of course, telling Paul or urging Paul to do anything is probably going to have the opposite effect. And so, instead of writing some kind of uplifting anthem, he ends up writing “Nevermind, all over but the shouting, just a waste of time.” I mean it’s kind of a pessimistic view of it. 

Paul Westerberg: A lot of my lines are very obvious, I mean you can probably guess the ones, “I suppose your guess is more or less as bad as mine.” I’ve been waiting for six years to use that one. I’m a sucker for turning phrases the wrong way where it’s like, “Pleased to meet me,” for instance. You know, the opposite way it’s supposed to be. It’s sort of the lazy man way of writing a song (laughs). But I like to do things backwards I guess. A lot of the lyrics I think I’m definitely stuck in a mold and I’ve come to grips with it. I can only write certain kinds, I cannot write a real happy good song, I’ve tried. Some of the songs are cheery sounding but I can never really bring myself to write lyrics that are just you know, “happy go lucky, sunny day and I’m in love with you baby.” It’s like they always have to be, “I used to be in love with you and now I have to jump off the ledge baby.” 

Bob Mehr: I think this song bears the influence, you’re talking real world influences of their relationship with Bob. You know, “Absolution is out of the question,” there’s some lyrics in there that I think speak to the band’s relationship and Paul’s relationship with Bob. And as it was sort of starting to grow distant, and wanting to apologize and wanting to talk about things but never really having the words to say it and so you just say, “well nevermind.” And I think that has some impact on what you’re hearing in “Nevermind” but it certainly is a deeply felt song. Yeah I mean a line like “absolution is out of the question,” there’s probably some guilt about having to part ways with Bob, but Paul came from a big Catholic family and I think there was a lot of Catholic guilt woven into his lyrics or that sensibility certainly was not far away from his writing. I think he writes very much like somebody who grew up in the bosom of the Catholic church and guilt and revenge and all those sorts of ideas I think are sort of deeply embedded in what he wrote and the songs and in his life. And I think that’s really kind of why Westerberg is such an effective songwriter and why his songs are so timeless in that more often than not, he’s not conjuring characters or scenarios, he’s actually writing about a life he’s lived and the feelings he’s felt in a way that he somehow manages to make mostly personal but just universal enough that at least, maybe not tens of millions of people, but enough people sort of feel them and I think if you feel Replacements songs, you feel them deeply and if you feel them as a band, you feel them deeply. And I think a lot of that is down to Paul’s ability to kind of take his experiences and his feelings and his innermost thoughts and synthesize them into great rock and roll and great rock and roll lyrics and meaningful songs that even if you didn’t know the real backstory, you could still sense the feeling behind it. And I think “Nevermind” is one of those songs where the music and the production and Paul’s delivery, it all works as a piece and you feel the impact of it, even if you don’t really know who the story is about or that it’s about Bob. 

“Valentine”

Paul Westerberg: “Valentine” is I’m still deciding what it’s about. It’s about kind of a person but it’s...I don’t like really explaining because a lot of people will take it in different ways. And I kind of enjoy having people come up and say that “Valentine” is cool because it’s about this and that. I think it’s basically about the fact that the line, “Tonight belongs to you, tomorrow’s mine,” saying that, taking our typical loser standpoint that our time is not now. And we’re just collecting valentines rather than making love to the moment. It sounds pretty heavy but you know…

Julie Panebianco (Interviewer): It’s good!

Bob Mehr: The opening of this is “When you wish upon a star and it turns into a plane,” you know I think that’s such a brilliant thing because how many times we’ve all kind of looked up and seen a sort of twinkling star and realized it’s a plane. I mean it’s such a simple little detail, everyday thing, a common thing that people experience and he turns it into this really whip smart opening for the song and you’re already off balance with the first line of that song. You know, “Is this a happy song? Is this a sad song? Is this a gut punch ending? What’s gonna happen?” And I think most Replacements songs, there is a twinge of sadness and pain and heartbreak at its core. I don’t think there’s anything as a completely happy (laughs) Replacements song. Certainly you know sort of their early punk rock stuff had an emotional thrust that was upbeat or defiant. But I think once you get into this kind of mid-period, classic Replacements mid-period, from Let It Be on, Paul’s songs were always twinged with a bit of heartbreak at their core. Even his love songs. 

Paul Westerberg: The vocal, I like. Cause there was some controversy there that someone didn’t think it sounded terribly spirited, which it doesn’t. But that’s kind of what I liked. It sounded like I was very tired and weary of the whole thing and that fits the song well. So we had to have a discussion about that. They thought it should be belted out, more like stridently singing, “Tonight makes love!” And as it is, it’s sort of weary of like, “Our day will come.” 

Bob Mehr: “Valentine” was something where I think they had cut it and hadn’t quite finished it. And when they had the playback for the label, Seymour Stein, who was always conscious of (laughs) costs and financial details said, “Well, the album is just over thirty minutes.” He was worried that maybe it would get tagged as an EP because of the running time, so he said, “Put another song on.” So that’s why when you hear it, it really doesn’t have a bridge and they just sort of repeat the first part. And so it was a last minute addition, but I think it actually is a really, not only an important song in Paul’s catalog, but really kind of makes the album. Brings a real balance to it in terms of kind of emotional content. I think there was maybe some sense that the band was aware of not overstuffing the record with sad songs or slow songs or soft songs. Some of that was a perception thing, I think, Bob being out of the band, who had been the sort of wild and crazy beating heart of the band, they felt like they didn’t want to be seen as too soft coming on the heels of Bob’s departure. So I think maybe that went into some of the thought process of what they put on and what they left off. 

“Shooting Dirty Pool”

Bob Mehr: “So Shooting Dirty Pool” is another song the Replacements had demoed and it was one of the songs in the demo stage they were kind of stretching out on, adding a kind of sonic theatricality to it. It was a rock and roll song, it was about rock and roll loudmouths, about people they’d dealt with. It was specifically inspired by one promoter in New Jersey who they’d had some sort of issue with and Paul had had it out with him at one point. 

Paul Westerberg: I guess it’s a cliche but it’s sort of aimed toward journalists and people that thrive on spreading rumors, which everyone knows is bullshit. “Do yourself a favor, get yourself a spine, everybody’s choking on the grapevine.”

Bob Mehr: And so I think it was the needed rocker on the record, but rather than being the sort of usual showcase for Bob since he wasn’t there, they kind of took the opportunity to make a little bit of sonic theater. So you’ve got the kind of oral sounding bar fight, you know glass breaking and it sounds like a fight and then the breakdown and there’s this section of a lot of heavy metal guitar noise collage. And Dickinson was really into that idea and running with it and so he proposed kind of really building that aspect of the song up. 

Luther Dickinson: The song, “Shooting Dirty Pool,” Dad had a vision. He wanted to make a music video of this song and he envisioned a bar fight in the instrumental section. And he was trying to musically illustrate the sounds of a bar fight and so they broke some glass and they were making noise. 

Bob Mehr: And in fact (laughs), as part of it, enlisted his thirteen year old son, Luther Dickinson, who is now, went on to become a guitarist for the Black Crowes and leads his band the North Mississippi Allstars, to come in and play because he was adept at making these sort of heavy metal, Eddie Van Halen kind of guitar noises. 

Luther Dickinson: Dad saw a way in and he got permission from the band, bless their hearts, to bring me in to make some like heavy metal guitar noises. So we did like the Steve Vai laugh from the Crossroads soundtrack. Backstory, Dad had just finished doing the Crossroads film score with Ry Cooder, which is where the Karate Kid gets the blues and goes to the crossroads, looking for Robert Johnson’s lost song. And Steve Vai, before he was, this was really his biggest break, early break, was in the film playing this crazy animated heavy metal guitar, and he totally charmed Dad. And Dad was like, “I want you to make that Steve Vai laugh, that (mouths guitar noises). I need you to do some of that Eddie Van Halen two handed tapping.” And I could just barely do any of it. So anyway, he got ok from the band to bring me in and I went in to Ardent and played some guitar noises that he put into the computer and placed as he saw fit.

Bob Mehr: It’s an interesting bit of hard rock from the Replacements, certainly the hardest rocking thing on this record. But it’s got an artistic and theatrical bent I think, which Dickinson took and ran with. 

Luther Dickinson: The “Shooting Dirty Pool” story. So Paul goes in and sure enough starts making up lyrics. I knew because I was intimate with the song, I’d heard all the rough mixes and he was making up new words. And (laughs) when it came to the bridge, he said, “you’re the coolest guy that I ever have smelt, ain’t a notch on nobody’s belt.” And I laughed out loud in the control room because I just thought it was funny and I knew it was a new line that I hadn’t heard before. Later, Dad let me in on the joke. And the joke was on me, because I put on what I thought was my cool shirt and I smelled like a middle school homecoming dance, you know what I mean. Because I had some cheap cologne on my dirty shirt. And Westerberg was making fun of me on the mic (laughs). It may be my greatest claim to fame. Oh man, it’s not the guitar solo, it’s the fact that I inspired the rock and roll lyric (laughs), “the coolest guy I ever have smelt” (laughs). 

“Red Red Wine”

Bob Mehr: “Red Red Wine” again, a song they had demoed and I think the band was really thinking like, “How are we going to get the energy up?” because the original demo of it was so strong or had the right energy. But you know, the Replacements were still drinking, they were (laughs) as Paul puts it, they were actually three of them but they were drinking for four now that Bob was gone. And I think certainly that plays into “Red Red Wine,” which was a song that I think that Paul wrote from experience. Talking about his early experiences sort of drinking red wine with his family, you know a big Catholic family, Sundays I guess they would save the wine for post-mass. And Martin Zellar of the Gear Daddies was another Minneapolis band, I think him and Paul had shared some stories about having the same experience, which is why Martin is namechecked there, “Red red wine on Sundays just like Martin said.” So again, something sort of pulled from Paul’s own life but really you could say it’s a sort of a throwaway rocker but just so ferocious and it shows you that even in this high tech, high dollar studio, the Replacements could really strip things back and just kind of pounce on a track like this. 

Luther Dickinson: I was studying Paul’s guitar technique because he was using altered tunings, which we grew up with in our community. But not the way Westerberg was doing them. He was playing in Open G tuning but in the key of F. And it literally blew my Dad and his friend Jim Lancaster’s mind because they both, everybody played in Open G. Keith Richards, you know, made it famous, Furry Lewis, blues and folk, everybody used Open G at that point. But nobody played punk rock in other keys, in Open G, before Westerberg. And like when Dad took me to the studio, Dad was like, “ok now I’m gonna have Paul play guitar for you and I need you to figure out what the fuck he’s doing (laughs).” So sure enough I walk in, “Let’s re-do that rhythm guitar on ‘Red Red Wine.’” Paul’s like, “whatever” and threw on the Dan Armstrong plexiglass guitar, just like Black Flag, I was like, “oooh that’s so cool, look at that guitar.” And he did “Red Red Wine,” which Open G tuning in the key of F. And I was like, “Boom, got it.” 

Bob Mehr: Since there wasn’t the two guitar attack, a lot of the songs Paul was writing in the leadup to Pleased to Meet Me ended up being more open tuning so he could sort of cover leads and rhythm at the same time. So I think Bob’s absence in the leadup to this album definitely impacted the kinds of songs and the structures of songs and the way they were writing. And there’s a number of things in Open A and I think some in Open G on this record so it was just a matter of fact that if your second guitarist isn’t around, that’s gonna change the dynamic of how you’re writing and how you’re sort of structuring songs. And I think Paul was a great lead player and obviously because Bob wasn’t in the band, he had to sort of step up into that void and really kind of handle all the guitar duties on Pleased to Meet Me but particularly the lead stuff and I think he deserves probably a lot more credit than he gets. 

Julie Panebianco (Interviewer): “Red Wine” though, that’s a happy song. 

Paul Westerberg: Well it’s supposed to be, but I never feel happy when I hear it. I guess that’s what I mean, when I hear “Red Wine,” I get a little mad. And not angry but I think just the fact that it is a rock and roll song, I tense up a little and I want to hit something (laughs). You know? It doesn’t make me relax and go (hums “do do do do do do do”). It’s like (makes roaring sound). I mean I can see some of them, you get a giggle out of them but they’re not really happy songs. It’s sort of like working man, frustration release song or something. 

Bob Mehr: Paul always said, “the Replacements are two kinds of bands, we can be one kind of band on stage, one kind of band in the studio.” And I think the model for him was always somebody like the Faces. You know, the Faces had records where they had rockers and ballads, but when they got on stage, it was mostly the rockers. They were a good-time, party rock and roll band, which is what the Replacements were too, but with depth. And I think on this record, you probably get almost a better balance of the perfect balance of that. When you have songs like “Valentine” and “Skyway” and “Can’t Hardly Wait” but you’ve got your “I.O.U.’s” and your “Shooting Dirty Pools” and your “Red Red Wines” all in the same place. So I think Paul was always working towards the idea of being the kind of band that could rock as good as anyone but write songs with substance, songs with heart, you know that could break your heart as well and I think this record has all that. 

Paul Westerberg: The record is one thing, the live performance is a total other deal. It’s like that’s the way it’s always been and that’s I think our biggest problem with the people who love our records, the slower material and the quiet songs, are the ones who hide in back. And the ones who come up front are the ones who like the loud, roshy stuff and it’s like live we tend to play that, but the ones we really like are the ones who are too afraid to come up and say hello. The ones with the brains. The stupid ones up front, we love them too. But we couldn’t honestly exist without the people in front. We love to feel like it’s a party and when you have a bunch of quiet introspective people…

Slim Dunlap: That’s about all you can see anyway as far as the lights…

Paul Westerberg: I know, that’s the bad thing, you can only see the loudmouths. So it’s hard to sometimes remember that there’s someone in back who’s been waiting for a year to hear you play “Skyway” or something.

Slim Dunlap: Is too scared to come up and talk to you. 

Paul Westerberg: I know, and those are the ones you want to run out and hug and say like, “We did it for you!” 

“Skyway”

Paul Westerberg: “Skyway,” a lot of people don’t know what the skyways are. 

Julie Panebianco (Interviewer): They don’t have skyways in too many places. 

Paul Westerberg: I know, that’s why I kind of liked it too because it’s our own little private song for Minneapolis. They’re basically the sidewalks above the street because it’s too cold in the winter to walk and the businesses feel that they’ll get people to come downtown. It’s like you can walk for miles and not ever go outside. You can walk around the whole city through the skyway system. And it’s generally the people who are shoppers and work and so this song was sort of written from the point of a guy who, like myself, who (laughs) I don’t go up in the skyway. What do I have to do up there? I never go shopping or anything. I sit down there and watch the people walk by. 

Bob Mehr: “Skyway” is an interesting song in that it’s certainly the most Minneapolis specific thing or one of the most Minneapolis specific things they wrote. I think early on because they had never really traveled outside Minneapolis, the Replacements or Paul even in general, hadn’t been outside. There’s a lot of songs on their first record, you know, “Hangin’ Downtown,” “Raised In The City,” that are really about Minneapolis. But I think as the Replacements got on the road and their universe expanded, he was writing more about the different people and different scenarios and different places that I think the road became, I think that’s why his songwriting opened up really through Let It Be and into Tim. But I think being away from home and recording in Memphis and being away from home for really an extended period of time, had a bearing on him really focusing on “Skyway” and getting the hometown details just right. I mean obviously the skyways are the sort of interconnected walkways above downtown Minneapolis. And I think again, this is another unrequited love song, told from the perspective of a guy like Paul who isn’t a shopper or a worker and he just sees the apple of his eye or this girl walking up in the skyway and finally works his nerve up to go and kind of embrace her and see her and talk to her and he’s in the skyway and he looks down and she’s on the street. Again it’s a little bit like “Valentine,” where it’s that gut punch, bittersweet kind of twist to the song.

Paul was a guy who got homesick pretty easily. They were never a band to stay on the road for months at a time. Maybe a couple weeks or a few weeks and they’d come back home. Being in Memphis for an extended stay kind of made him a little homesick and made him focus on some of that stuff. I think that’s why “Skyway” came out and it was recorded. And I think he woke up one morning and went in probably before the band and recorded this. Just on his own and then later Dickinson added some keys or some organ and Chris added some little foot tapping. But in this case, Paul got a little homesick and really wrote the ultimate Minneapolis song while he was in Memphis. 

Paul Westerberg: I think for the first time in my life, I feel old. I feel old. I mean I’m not paranoid about it and I feel like, that I’m no longer a young man and can’t play rock and roll.

Julie Panebianco (Interviewer): How old are you? 

Paul Westerberg: I’m twenty seven. And I can, I feel it (laughs). And I no longer try to be twenty or eighteen. And for the past two years...I was eighteen for six years.

Julie Panebianco (Interviewer): It’s exhausting.

Paul Westerberg: It is and it wears you out and it makes you want to quit. And that’s my answer for people who don’t like “Nightclub Jitters” or “Can’t Hardly Wait,” it’s like, I’m not twenty anymore and I’ll be damned if I’m going to pretend I am. 

“Can’t Hardly Wait”

Bob Mehr: “Can’t Hardly Wait” was the song that wouldn’t die. It had been in the Replacements’ repertoire at that point probably for three or four years. I think he wrote it in ‘83 or ‘84. It was certainly being played live on the Let It Be tour. They tried recording it at least two times before this, they’d done some demos, actually with Alex Chilton, of it. They did two versions, a kind of full band version and then an acoustic kind of ghostly version that Paul had done in an air shaft (laughs) at Nicolett Studios. And then they tried recording it again for Tim. Somehow Paul never liked how it sounded for whatever reason. Although, I think all three of those early versions of them are outstanding. But somehow, it just wasn’t to his satisfaction and so it kind of got put away, although they would still play it live occasionally. So for all intents and purposes, it seemed like “Can’t Hardly Wait” was never going to be recorded or released. But I think the band’s A&R man, Michael Hill, suggested that they try it one more time in Memphis. And I think because they were working in this higher level studio with Dickinson, I think they thought, “Ok well let’s try it here and see if it works.” And I think they did a few versions of it at a kind of, you know the typical pace and tempo they’d been playing at, more of a kind of fast upbeat number. And for some reason again it wasn’t clicking. And I think one morning they came in, maybe a little hungover, and tried it again and this is the song that I think they really took on the Memphis music personality. I mean they slowed it down, put a little more slack into the riff that threads the song. I think Chris Mars, you know he’s playing at a little bit behind the beat in a kind of classic Al Jackson, Booker T. & the MG’s Memphis style. And then that’s really kind of when the song came to life. 

Paul Westerberg: “Can’t Hardly Wait” was a funny song, we’d had it for three years and we tried to record it on the last two records. And we had frankly gotten a little tired of it and so we tried to do it differently. We figured the song’s either dead forever or we’re going to do it differently and I’m going to change some of the words. So we did record it differently, very quietly, I think probably because I was hungover that day and (laughs) I couldn’t stand hearing a loud guitar. I mean people are going to think it’s the Replacements trying to have a hit but basically I was hungover and I couldn’t stand my guitar loud. So we started off with the quiet guitar and everything sort of fell in from there. After the quiet guitar was on, we figured let’s put horns on and strings and it got a little out of hand. But the lyrics were re-written the following night. Not entirely but the “crack in the drape” was right from the Holiday Inn in Memphis. And I’d always shied away from writing a road song, like “Here we are on the road and ain’t it hell.” But it is (laughs). 

He played guitar, a guitar riff on the (sings “Jesus rides beside me”). That’s Alex playing that (hums guitar riff). The line “Jesus rides beside me and he never buys any smokes,” I mean it’s country corn and it’s true (laughs). I wrote it on an acoustic guitar, I came up with the riff first, the (hums guitar riff). You know, sort of like (plays guitar riff). Oh it was more like this (plays off key guitar riff). Then I refined it after a while (laughs). Chris and I actually recorded a version that was just (sings melody). It was just back and forth and he was like tapping a cardboard box and we both sang harmony. Strangely enough that version now is in the Mississippi River. By now it’s probably down in the Gulf of Mexico. 

Bob Mehr: It had a lot of embellishments that came afterwards in terms of the horns and strings. There’s a little bit of controversy about the horns and strings I think again because the band was conscious of departing too much from the formula at that point in the light of Bob Stinson’s departure. And you know, it was still seen as...it’s funny today to think of a rock band or an indie rock band, it being weird to have strings and horns where there’s (laughs) whole sort of subgenres of indie rock that are based around strings and horns. But at the time, for a rock and roll band, alt-rock band, it was seen as like this big departure. But I think it’s a perfect production and really Dickinson’s greatest moment on the album, the way he pulls all those elements together. The horns are done by Ben Cauley of the Bar-Kays fame and Andrew Love, one of the members of the Memphis Horns. And then Max Huls, who was an orchestral player with the Memphis symphony, he came in and did the string parts. And I think initially the Replacements were ok with the horns and maybe less confident about the strings because that was seen as maybe a quote on quote “soft move.” But really, Dickinson was not just taking it back to Alex Chilton and Big Star but he was taking this record back to the Box Tops and their pop soul productions. You know, Dan Penn’s pop soul productions of the late sixties on the Box Tops. And that really was based on this kind of combination of horns and strings and I think that’s what you get. So it’s really one of the true Memphis moments on this record. 

Paul Westerberg: It blossomed into the grand production that it is today, which is the Memphis Horns and the strings, which I have grown to accept. I’ll tell you right now, it wasn’t my idea and I didn’t like it at first and I can handle it. But you know, you’re gonna hear the song live and you’re gonna wonder...If you’re coming to hear the Replacements because “Can’t Hardly Wait” is your favorite song, we may have a little trouble (laughs). It’s like we’re still a rock and roll band on the very outer edges of rock and roll, what a lot of people think that is. We’re very sloppy, we’re very loud and spirited. And that always comes first rather than musicianship and trying to sound like the record. So you’ll probably hear something that sounds like (aggressively plays and sings “na-na-na-na-na”).

Luther Dickinson: There’s no way to tell how they got “Can’t Hardly Wait.” But that was a real bone of contention, man. My mom hated the horns so bad, they nearly got divorced. It was a really gnarly fight they had about those horns man, she hated those horns. And Tommy hated the horns, he got on an airplane and left. Westerberg could stomach the horns but the strings, he noted that the strings took it too far for him. It was a real bone of contention. Dad had this thing about production, he’d be like, “You’ve got to be able to make a split second decision and stick to it, even if you realize you’re wrong” (laughs). And who knows, where it all lies but he was not budging on “Can’t Hardly Wait” and they got a great version, you know. 

Bob Mehr: The funny thing about Paul objecting to the strings is when they demoed the songs in 1985, he actually was the one that brought in a cellist, this woman named Michelle Kinney I believe, who was a receptionist at Twin/Tone Records and had her add cello to the end of the song. So in fairness, Paul was the first one to put strings on “Can’t Hardly Wait” back in 1985, but Dickinson certainly took it to another level with the sort of overall production approach on this track.

The record company was really high on what the Replacements had done on this record. So much so, that they picked up the option on their contract. To which, Paul famously replied, “Suckers” (laughs). But Warner Bros. was so high on this record that they actually threw a playback party in Memphis so that people could hear the record. And they flew in thirty or forty people from all over the country, from New York and Los Angeles and their other outposts to come listen to this record, really to get people excited to promote and sell this record and take the Replacements to the next level. Seymour Stein, their label head at Sire, was really kind of, I think Seymour understood, the same way that Dickinson understood, that the Replacements were a unique rock and roll band that was part of something, part of this bigger thread in American music. And I think when you listen to this record, that’s true. And I think people were really excited when they had this big playback party in Memphis, everyone went away thinking, “This is going to be the record that broke the Replacements.” As it turned out, because of the controversy with MTV and “The Ledge,” it didn’t quite happen that way. But also I think, the radio environment, alt-rock radio was not really a band-breaking format at that point quite yet, that was still a few years off. So even though “Alex Chilton” and “Can’t Hardly Wait” were kind of small alternative hits, it really didn’t do enough to get them to sell half a million or a million records. Ultimately the album doubled the sales of Tim and sold something like 250,000 copies. Which at the time seemed like a disappointment. Now of course, that’s a massive number (laughs) if any band sold that. But at the time, there was some thought that their career would be accelerated. So I think what Pleased to Meet Me ultimately did was set up the next record. It only led to a lot more pressure on the next record, which ultimately in a way kind of hastened the band’s demise. Paul always said, “Those last few years of the band, we were chasing a kind of success, pop success, and it really hurt us.” And I think this is maybe the last album, that for a variety of reasons, they made as purely as any of their first five albums. Where they made a Replacements record, certainly a different kind of record because of the circumstances, and because of how they were working and who they were working with. But I think it was still a record that was relatively free of the pressures and expectations that would really kind of ratchet up and in some ways undercut and undermined the band’s careers the last few years, going in to the late eighties and early nineties. 

Luther Dickinson: So Tommy and I were making his last Bash & Pop record during the reunion tour. We actually recorded in London, the afternoon of one of the shows. And it was a song he wrote about the tour, about the experience of working with Paul again after all this time. And Tommy was sad man, he was disappointed, he really hoped that they would be able to form a new working relationship. But man, it’s impossible to break those patterns and those personal habits. You know, it’s like a band has a chemistry and you fall into the roles. It’s funny, watching those guys in London, they’re so funny man, they got into an argument on stage, on the mic, during the show about the chord changes to one of the songs. Afterwards, Paul made a disparaging remark about the chords like, “Uh it’s like two to the five to the six.” And Tommy was like, “Uh I play what I always played.” and Tommy literally played it in his face on stage and Westerberg’s like “Ahhh” (laughs). So funny like they’re still arguing about how certain arrangements of their own songs go all these years later. It’s really sad that they’re not still playing reunion shows and man I really hold my breath until the next one, I really look forward to more of that. It was so wonderful to see thousands of kids singing these songs and enjoying it. And Tommy, while we were making this record, we would talk about it. I was like, “Tommy man, the Replacements man, it’s a rock and roll tragedy. Yes there’s comedy but it’s a sad story. Rock and roll is violent and blood and guts. And it’s like here you are, you’re just a young kid growing up in this polluted lifestyle with your older brother, who had his own demons, and later was pushed out of the band. And then you went on and then the band finally broke up and you never got your due. You know, bad record deals and bad business and you never truly benefited from the fruits of your labor. The Replacements man, this is not (sighs), this is not a happy ending man. It’s a tragedy and it’s sad and you hear it in the music and you feel the tension in the music. And you never know, is it gonna be a great show or is it going to fall apart, is it gonna be a great show until it falls apart, is it a great show when it falls apart, who knows you know? It’s not a happy ending.

Bob Mehr: The Replacements, that’s kind of the story of their whole career. It’s like their songs were one thing in context in the eighties but over time, I think they’ve grown both in stature and in meaning. A song like “Left of the Dial,” which is really about kind of celebrating college radio and the street accord of that whole world, probably only meant something to a handful of people at the time, but now it’s taken on this whole other meaning. You know, they named box sets after it, and it’s kind of a buzzword, “left of the dial,” or buzz phrase that people know what that means. So it has taken on a bigger meaning and I think a lot of the songs on Pleased to Meet Me, at the time they were seen as, “oh this is a rocker or this is our pop song” or whatever but I think the songs have grown in stature and have taken on greater value and meaning as the decades have wore on. And they’ve become these kind of generational anthems. 

Luther Dickinson: Dad after the session was like, “man I wish Westerberg had just sent me, given me one anthem. Man there wasn’t a ‘Bastards of Young’ or a ‘Left of the Dial.’” But in retrospect, man I feel like Pleased to Meet Me is full of anthems. And what really brought that home was when they did the reunion tour and to hear thousands of kids signing along to so many songs from Pleased to Meet Me, I was like, “Man!” Just couldn’t see the forest from the trees because these tunes are anthems, you know. 

Bob Mehr: Pleased to Meet Me is kind of that perfect combination of personalities, of Dickinson, of the engineers, of the session players, of place, of being at Ardent and Memphis and the right environment, and of songs certainly in the batch of material that Paul had. And in terms of performance, I think this is the record where Paul had to step up, Tommy had to step up, Chris had to step up and they all did so in a way that really elevated not just the music but I think elevated their own belief in what they were capable of. And I think it not only meant that the band was going to not break up as they had thought they might at the start of the sessions but that they were going to go on and hopefully reach even greater heights. Pleased to Meet Me, the story of Pleased to Meet Me is really a kind of transformative journey and ultimately what you’re left with is a classic album. 

Paul Westerberg: We’ve been sitting around so long, we’re so dying to play that I think, I mean I’m losing sleep already. We’re not going to be touring for...we’ll be touring in like April, May and June and I’m already starting to lose sleep about it. It’s like the first tour again. It’s going to be great. 

Julie Panebianco (Interviewer): So you can’t hardly wait.

Paul Westerberg: I can’t hardly wait. Oh God, how cute (laughs). 

Outro:

Dan Nordheim: Visit lifeoftherecord.com for more information about the Replacements. You’ll also find a link to stream or purchase Pleased to Meet Me, including the recent Deluxe Edition. Thanks for listening.

  

Credits: 

"I.O.U."

 (Paul Westerberg)

"Alex Chilton"

(Paul Westerberg, Tommy Stinson, Chris Mars)

"I Don't Know"

(Paul Westerberg, Tommy Stinson, Chris Mars)

"Nightclub Jitters"

 (Paul Westerberg)

"The Ledge"

 (Paul Westerberg)

"Never Mind"

 (Paul Westerberg)

"Valentine"

(Paul Westerberg, Tommy Stinson, Chris Mars)

"Shooting Dirty Pool"

(Paul Westerberg, Tommy Stinson, Chris Mars)

"Red Red Wine"

 (Paul Westerberg) 

"Skyway"

 (Paul Westerberg)

"Can't Hardly Wait"

 (Paul Westerberg)

℗ NAH Music (ASCAP)

© 2020, 1987 Sire Records, a Warner Music Group Company. Manufactured for & Marketed by Rhino Entertainment Company, a Warner Music Group Company.

  

Theme Music:

“Winter Cold” by North Home

℗ Meladdy Music (ASCAP)

Intro/Outro Music:

“One Thing I Know” by The Blanks

 

Episode produced, edited and mixed by Dan Nordheim

Mixing assistance by Jeremy Whitwam and Nick Stargu

Mastered by Jeremy Whitwam