“Under Review 1983-2006″ explores the hydrodynamics of Tom Waits’s peculiar & eccentric post-’70s career

By on April 14, 2017

Tom Waits: Under Review 1983-2006 — now streaming on Night Flight Plus in our collection of Under Review music docs — takes a look at the extraordinary musician and performer’s eccentric career, beginning in the 1980s, during a period when Waits says he was “exploring the hydrodynamics of my own peculiarities.”

The eighty-minute documentary features rare interviews, seldom-seen footage and unusual photos from the period, and live and studio recordings of Waits’ classics from the period, like “Downtown Train,” “In the Neighborhood,” “Straight To The Top,” “Innocent When You Dream,” “Earth Dies Screaming,” “Clap Hands,” “Alice,” “Hoist That Rag,” and many others.

You’ll also hear reviews, comments and criticism from: Waits producer Bones Howe; Tom Waits‘ official biographer, Patrick Humphries; Anthony DeCurtis, ex-editor of Rolling Stone; Robert Christgau of the Village Voice; Barney Hoskyns of MOJO, and other publications; Nigel Williamson of Uncut UK; Andrew Mueller, Time Out‘s music editor; and musician and author Chris Roberts.


Much of the documentary focuses on Waits’ 80s-era musical triptych — the so-called Frank Trilogy comprised of Swordfishtrombones (1983), Rain Dogs (1985) and Frank’s Wild Years (1987) — so we thought we’d take a closer look at those albums in this post.

The documentary picks up Waits’ story in the early Eighties, right about the time that Waits is leaving his longtime record label, Asylum Records.

In a 1983 article for the UK’s MOJO magazine, Waits was described at the time as having taken the “Bones Howe-produced, gruffy sentimental, seedy lounge approach as far as it would go.”


Waits was in a good place in his life at the start of the new decade, and in interviews then and now he was and is quick to credit his wife Kathleen Brennan for giving him the confidence to break with his old management and production team, and start over again renewed with a new sense of purpose.

In late March 1998, Waits to Chris Douridas, the host of KCRW’s “Morning Becomes Eclectic” radio show, that they’d met on New Year’s Eve, at a Hollywood party, and told her that night that he was planning on moving to New York City and never coming back to the Los Angeles area ever again.


He did move to NYC, for about four months, before the opportunity to compose music for Francis Ford Coppola’s film One From the Heart brought him back to the west coast again, and that’s when he met Brennan for a second time, since she was working as a script analyst for Coppola’s American Zoetrope film studio.

Waits describes their meeting as “love at second sight.”

They married on August 10, 1980, within two months of getting together, reportedly at the Always and Forever Yours Wedding Chapel in Las Vegas at two o’clock in the morning.


Because she was sorely disappointed by Tom’s record collection, Brennan — according to writer David Smay in his 2007 book for Bloomsbury Publishing 33 1/3rd series, Tom Waits’ Swordfishtrombones“forced him out of his comfortable jazzbo pocket to take in foreign film scores, German theatre, and Asian percussion.”

Thereafter, Waits’ next batch of new recordings reflected a lot of what he was listening to at the time, some of it sounding like theatrical, fairground music cut with antediluvian blues and played on junkyard percussion and marimbas.

Smay also wrote that although the new recordings were recorded at Sunset Sound in Los Angeles, in August of ’82, there was definitely a Lower East Side NYC vibe to the album.

“If you watch an episode of Glenn O’Brien’s TV Party, a cable access show from Manhattan that ran from 1978 to 1982, you’ll see a lot of people playing percussion with kitchen utensils, singing through megaphones and fiddling with odd mangles of analog synthesizers. The theatricality, the element of cabaret, the fascination with noise as music, the exotic instrumentation, the toying with non-rock genres, the reclamation of obsolete electronics are all hallmarks of the downtown Manhattan scene of the early 1980s and of Tom Waits’ Frank Trilogy.”

Later in Smay’s book, the author surmises that Swordfishtrombones is the album “bracketed by [Waits’] two extended stays in Manhattan.”


Waits remarked at the time that he thought his own work was “becoming more scary.”

The new tracks definitely marked his evolution as an artist. He’d ditched the strings and jettisoned much of his own piano playing, and now the dominant sounds were low-pitched horns, bass instruments, and percussion, recorded in spare, close-miked odd-signature arrangements that were easily describable by many as “soundscapes” rather than as songs.


Speaking of which, Kathleen Brennan — a songwriter and producer on her own — became an equal partner and collaborator with her husband, ultimately sharing authorship on some of his songs.

These new tracks have since been described as containing “[Kurt] Weill-esque stomps, semi-abstract instrumental vignettes, malformed minor blues all set in an extraordinary soundworld of harmonium and sledgehammers, organ and metal aunglongs, twisted electric guitar and bell plates, trombones and glass harmonica.” (Waits played something called a “freedom bell” on several tracks).

Waits himself described what he’d been recording for the next album as “a kind of demented little parade band,” or “mutant dwarf orchestra.”


They proved to be too much for Asylum, however, which left Tom Waits free to explore and sign a new record deal for someone who’d give him more freedom to do what he wanted.

He’d been wanting to find a new home for his studio recordings, with a record company that would trust him to do the type of music he wanted to do, and would hand over creative control to accomplish that feat, someone who would pay him generously and even let him retain the songwriting and publishing rights to every master recording.

The company that fit this dream label scenario turned out to be Chris Blackwell’s Island Records, who — feeling that Waits already had a strong musical vision for his future work — was willing let Waits experiment with horns and percussion and try out unusual recording techniques, knowing that he was on the verge of something amazing.


Waits’ first album for Island containing this first batch of new recordings were collected together as Swordfishtrombones, and released in September 1983, his first solo album after a three year absence.

The album’s first side closes with a song heard in the documentary, “In the Neighborhood,” during which Waits evokes images of a Salvation Army band clanging out an old drinking song, occasionally stopping to raise their glasses in a toast.

A video for the track was directed by the late great Haskell Wexler, who translates the street-band feel into a series of visual sepia-toned moving images, showing Waits as the leader of the motley group of mummers.

Waits would describe the track this way:

“I was trying to bring the music outdoors with a tuba, trombone, trumpets, snare, cymbals, and an accordion, so it has that feeling of a Fellini-esque type of marching band going down the dirt road with a glockenspiel to give it a feeling of a kind of demented little parade band.”

Perhaps the most significant song on the album, however, is “Frank’s Wild Years,” which to a certain degree would influence the direction he’d take creatively for the next five years.

The track is a tragic monologue, with a streak of dark, twisted humor, performed as a spoken-word jazz piece and closing with a bitter punchline to a sad little joke: “Never could stand that dog.”


When asked by Barney Hoskyns (writing for NME) what he’d tried to accomplish with the tune, Waits said he’d paraphrased a Charles Bukowski story he’d once read:

“Charles Bukowski had a story that essentially was saying that it’s the little things that drive men mad. It’s not the big things. It’s not World War II. It’s the broken shoelace when there is no time left that sends men completely out of their minds. So this is kind of in that spirit. A little of a Ken Nordine flavor.”

Waits would add, “I think there is a little bit of Frank in everybody.”


Although sales of the new album were sluggish, at first (it did better in Europe than in America), critics loved the album, at first blush, giving Waits some of the best reviews of his career up to that point. Spin magazine, in 1989, would call Swordfishtrombones the second greatest album of all time.

The so-called Dean of American Rock Critics, New York’s Robert Christgau, wrote this about this album:

“Though it never seemed likely that Waits had the intellect or self-discipline his talent deserved, after a full decade of half-cocked color he’s put it together. He’ll never sing pretty, but finally that’s an unmitigated advantage. Taking a cue from his country cousin Captain Beefheart, he’s making the music as singular as the stories, from the amplified Delta blues of ‘Gin Soaked Boy’ to Victor Feldman’s strange percussion devices (try the brake drum on ’16 Shells From a 30-6′). And at the same time he’s finding the tawdry naturalistic details he craves in less overtly bizarre locales — Australia, suburbia, his own head.”

It should be noted that by this time Waits — who still hasn’t written an autobiography, as far as we can tell, which might get us closer to the truth one day — was known as someone who liked to fabricate stories about himself in interviews, usually evading questions rather than answering them directly, particularly when it was about his past or his family (“I’ll tell you all my secrets, but I lie about my past” he sings in “Tango ‘Til They’re Sore”).


Then again, for Island’s press release for the album, something that was given to members of the press (it was titled Tom Waits Talks about Swordfishtrombones), Waits would tell at least one reviewer that the album was “full of tall stories, wondrous inventions, downright lies, and maybe the odd truth.”

He would, for instance, often tell little lies about how he met his wife, telling one journo, “We met at a miserable little funeral in a miserable little town called San Casedra. She was an aerialist with Circus Vargas and we were both standing under the same umbrella. It’s a very long story, the guy was in his seventies, he choked on a chicken bone.”

He likely wasn’t lying, however, when he told one interviewer that he, too, saw Swordfishtrombones as a turning point:

“I feel I’ve shaken off an identity that was hindering me for some time. People thought I was some kind of a throwback, a time-warp demented oddity.”


Shortly after Swordfishtrombones was released, Tom and Kathleen’s first child was born, a girl named Kellesimone (he’d wanted to name her “Wilder”). Fatherhood thereafter gave Waits a whole new refreshing and renewed outlook on life.

Also in 1983, Waits appeared in a couple of small parts in two films, directed by Francis Ford Coppola and based on the teen novels of S.E. Hinton.

The first of these was The Outsiders (Waits appeared as “Buck Merrill”), and in Rumblefish, Waits appeared as “Benny,” the local pool-hall owner.

He had just one line in Outsiders: “What is it you boys want?”

On December 21, 1983, Tom Waits appeared on NBC’s “Late Night with David Letterman,” and finished out the year with a Times Square photo shoot with celebrated rock photographer George DuBose.


Tom Waits by George DuBose, New York City 1983 (Rock Paper Photo)

In 1984, Waits appeared in Coppola’s The Cotton Club, a tale of crime and passion set during the Roaring ’20s at Harlem’s most famous hot spot. Waits was given the role of “Herman Stark” — the club’s manager — a larger role and one that allowed him to have some fun with the character.

Waits has said that he was in a tuxedo for “like two and a half months,” and it was during that film’s production — which stretched out longer than anyone had expected — that he and his wife Kathleen first began to come up with the idea of staging a musical that would star Waits in the role of “Frank,” the character at the center of the songs for what was still a forthcoming album, Frank’s Wild Years.


In order to work on their theatrical idea, Waits decided not to tour his successful Swordfishtrombones album, and he and his wife also decided that it would work out better for them to move from Los Angeles to New York City, where he’d already lived once (Waits considered NYC a “hard city”).

Tom and Kathleen Waits ended up finding a new home in a burned-out loft off West 14th Street, not far from Union Square, in a neighborhood called Little Spain. He liked that it was centrally located, within a block of the Babalu Bar and Grill, the Salvation Army Diner, and a nice little restaurant called Courmey’s.

Waits would later tell journalist Barney Hoskyns that he was inspired by the sounds he heard in his new neighborhood, which he began capturing on a tape recorder.

“There’s construction sounds here all the time,” he told Hoskyns. “How that will integrate into what I’m doing, I’m not certain, but I started taping the sounds of machinery a lot and I play it back at night, ’cause you miss it, you know. When it gets quiet and you’re relaxed. So I play it back at full volume so I can re-experience the sounds of the day.”


Waits also began several important friendships with future collaborators in New York.

One night, Waits went to a bar in SoHo, being held in honor of painter Jean-Michel Basquiat, a Brooklyn kid whose meteoric rise in the NYC art world tragically ended with Basquiat’s drug overdose at just 27 years old.

It was at this party that Waits met independent filmmaker Jim Jarmusch, who had recently made his first film, Stranger Than Paradise, which had become an arthouse phenomenon. Jarmusch expressed to Waits that he was a big fan of Swordfishtrombones and made of point of introducing himself to Waits.

Jarmusch would later visit Waits at his 14th Street loft, where he watched Waits paint pinstripes onto a suit while his daughter Kellesimone painted on the loft’s walls.

Waits would join Lurie on Jarmusch’s next film, Down By Law, a tale of three prisoners, escaping through the swamps of Louisiana.


Jim Jarmusch (left) and Tom Waits in 1985 (photo by D. Feingold)

Waits would later tell Barney Hoskyns how we ended up sharing a rehearsal space at the Westbeth Building in Greenwich Village with another good friend, actor/musician John Lurie (who had starred in Jarmusch’s film) and his brother Evan, both members of the avant-garde NYC jazz combo, the Lounge Lizards.

Waits ended up recruited the Lounge Lizards’ guitarist Marc Ribot to work on tracks for his next album, and they hit off so well that he later invited Ribot to go on tour with him as well.

Waits also recorded with Keith Richards of the Rolling Stones (who played on three tracks), “Saturday Night Live” bandleader G.E. Smith, and various other musicians who were then part of the Lower Manhattan avant-garde session circuit.


These tracks would end up on Waits’ next album for Island, Rain Dogs, the title for which being Waits’ reference to New York City’s army of homeless people, who he liked to dogs unable to find their way home who get caught out in heavy rain and become disoriented because the smells that guide them are washed away, and so they cower and wait in city doorways or slink along in back alleys.

Waits thought the city’s homeless population were like these “rain dogs,” in that they’d lost their way too, and were condemned to wander through the city’s hostile hate-filled streets.

Waits and his wife and daughter would end up moving several times while in New York (eight times by one count) writing most of the songs for his next album on Washington Street, in what Waits described as a “rough area” in Lower Manhattan located between Canal and 14th Street, above a block from the river.


Released in September of 1985, two years after the first album in the so-called Frank Trilogy, Rain Dogs proved to be even more experimental than Swordfishtrombones, with several songs (“Singapore,” “Cemetery Polka” and the aforementioned “Tango ‘Til They’re Sore”) continuing the influence of German composers Bertold Brecht and Kurt Weill, telling one writer:

“That macabre, dissonant style,.. see, when I hear Weill, I hear a lot of anger in those songs. I remember that first time I heard that Peggy Lee tune, ‘Is That All There Is?’ I identified with that. ‘Is that all there is? If that’s all there is, then let’s keep dancing.’ So you just find different things that you feel your voice is suited to. I didn’t really know that much about Kurt Weill until people started saying, ‘Hey, he must be listening to a lot of Kurt Weill.’ I thought, I better go find out who this guy is. I started listening to The Happy End and Threepenny Opera and Mahagonny and all that expressionistic music.”


Christgau didn’t like Rain Dogs as much as Swordfishtrombones, but claimed the album didn’t have a bad cut, writing that Waits,

“… Demonstrates how fully he’s outgrown the bleary self-indulgences — booze, bathos, beatnikism — that bogged down his ’70s. He’s in control of his excesses now, and although his backing musicians shift constantly, he’s worked out a unique and identifiable lounge-lizard sound that suits his status as the poet of America’s non-nine-to-fivers. But the sheer bulk of the thing does get wearing — it never peaks.”

Robert Palmer of the New York Times liked it even more than the Dean (who gave it a B-minus), naming it the Best Album of 1985.

The album’s cover photo, by the way, featured a Tom Waits-lookalike, photographed by famed Swedish photographer Anders Petersen, who had taken the shot years earlier at the Café Lehmitz, which was patronized by sailors, prostitutes, cab drivers and street people, the veritable “rain dogs” of the album’s title.


Talking about the photo with Sounds UK scribe Chris Roberts, Waits described how it had a kind of “Diane Arbus” feel to it:

“It’s a drunk sailor being held by a mad prostitute, I guess. She’s cackling and he’s sombre. It did capture my mood for a moment. It’s just like — uh — isolated. Maybe this comes from living in New York a little bit — you kinda have to invent an invisible elevator for yourself just to live in. A guy goes to the bathroom on the tire of a car, then a $70,000 car pulls up alongside an’ a woman with $350 stockings pokes her foot out into a puddle of blood and sputum, an’ the rain comes down, a’ a plane falls off the sky… I always gravitate toward abnormal behavior.”

That same September, Tom and Kathleen welcomed the birth of their son, Casey Xavier Waits, born during the hectic rush of the album’s promotion and rehearsals for Waits’ European tour, which was to begin in October, ending up back in the States, in November, with big shows in both NYC and L.A.


By 1986, Tom Waits and his wife Kathleen were ready to move from New York City, certainly realizing at some point that the city’s frenetic, hectic pace was probably not going to be a good environment to raise their children in.

At first they packed up and moved to New Orleans, where Waits was working on Down by Law with Jarmusch and his co-stars, John Lurie and Italian comedian Roberto Benigni.


After that movie wrapped, Waits worked on another film project, this one helmed by another of his New York pals, filmmaker and photographer Robert Frank, who had famously shot the Rolling Stones’ documentary Cocksucker Blues.

It was lensed in New York and at Cape Breton in Nova Scotia, and based on a screenplay by Rudy Wurlitzer, who had penned the screenplays for Sam Peckinpah’s Pat Garrett and Billy the Kid and Monte Hellman’s Two-Lane Blacktop.

The film received its share of good reviews, but it wasn’t widely distributed and very few people got to see it on a movie screen.

When those two movie projects were finished, Waits and his wife were ready to get back to Frank’s Wild Years, their musical based on the tale of Frank, who sets his split-level suburban home on fire before he heads to Vegas to become an entertainer.

Only, Frank ends up not really having the career he expected to have, landing a job as a spokesman for an all-night clothing store and winning a talent contest before getting rolled by a cigarette girl.

He ends up penniless and depressed, which leads to him finding an accordion in the trash, and before long, he’s back on stage, always the showman.


Kathleen focused on the dialogue while Tom focused on the songs, and for a time they weren’t sure where the play would be presented until a deal was made to have it staged in Chicago by the Steppenwolf Theater, a renowned actor’s studio.

Waits, who played the role of Frank, of course, and during its three-month run at Chicago’s Briar Street Theater, the family lived in the Chicago area, but when the play’s run came to and end, Tom and Kathleen were ready to move on.

Since Waits was ready to work on his next album in Los Angeles, it seemed that at least temporarily it was time for them to move to the west coast again.


Waits’ plan was to turn the songs he’d written for the play into his next album, also titled Frank’s Wild Years, but this time, he came up with a clever way to make the recording sessions even more surprising and experimental by having the musicians (most of whom were multi-instrumentalists anyway) play instruments that they weren’t necessarily known for playing, like having the drummer blowing on a horn, the guitarist playing keyboards, and Waits himself would sing many of the album’s songs straight into a bullhorn, in this case an MP5 Fanon transistorized bullhorn with a built-in public address loudspeaker, available at Radio Shack.

Waits also used a lot of what he called “pawnshop instruments,” which he’d found at actual pawnshops in and around Los Angeles.

The tracks — like “Way Down in the Hole” (which ended up being the excellent theme song for HBO’s “The Wire”), “Temptation,” “Hang on St. Christopher,” and “Innocent When You Dream,” which actually appeared twice on the album in two different versions — turned out to be some of the best songs he’d ever written.

Two videos were made, one for “Temptation,” and another for “Blow Wind Blow,” which was probably the weirdest song on the album, due, in part, to the creepy music video Waits wanted released to play on MTV.

The video — directed by Chris Blum — featured a woman made up to look like a mannequin, an idea which evolved from the fact that Waits did not want to lip-synch his own song.

The video was shot at Miss Kiko’s Chi Chi Club on Broadway in San Francisco’s North Beach neighborhood, and the mannequin doll was played by a girl named Val Diamond, who drew eyeballs on the outside of her eyelids and wore a Spanish dress.

Waits later described the video — which features him unscrewing one of her legs and pulling a bottle out of it — as having some “entertainment value.”

Released in 1987, Frank’s Wild Years was a hit with critics, including Christgau, who didn’t seem to fully understand that the tracks were originally penned for a musical, wrote:

Amid these fragments from a musical that wouldn’t make all that much sense fully-staged, you’ll find five-six songs that stand on their own — couple howlin’ blues, coupla tuneful heart-tuggers, coupla Wayne Newton parodies. But if in the ’20s Rudy Vallee sang through a megaphone because he wanted to sound modern, in the ’80s Waits sings through a megaphone because he wants to sound old. This being the ’80s, you’re free to prefer Waits — as long as you don’t kid yourself too much about his conceptual thrust.”


Waits seemed to realize that the release of Frank’s Wild Years also seemed to bring to a close the fruitful period of his Frank Trilogy, and he talked about the end of the musical period with Playboy magazine, who asked him if the album was his ,em>”last experimentation with the scavenger of songwriting”:

Waits told the publication,

“I don’t know if I turned a corner, but I opened a door. I kind of found a new scan. I threw rocks at the window. I’m not as frightened by technology maybe as I used to be. On the past three albums, I was exploring the hydrodynamics of my own peculiarities. I don’t know what the next one will be. Harder, maybe louder. Things are now a little more psychedelic for me, and they’re more ethnic. I’m looking toward that part of music that comes from memories, hearing Los Tres Aces at the Continental Club with my dad when I was a kid.”

Tom Waits closed out the next year with a tour of Frank’s Wild Years (in the annual Rolling Stone Critics Poll, it was judged the Best Tour of 1987).


He also made another excellent movie appearance, this time as a bum named Rudy in Hector Babenco’s film adaptation of William Kennedy’s Pulitzer Prize-winning novel Ironweed, starring opposite two towering Hollywood icons, Jack Nicholson and Meryl Streep, and holding his own in scenes with both of them.

Waits would later tell David Letterman on one of his many appearances on Letterman’s talk show, that he thought Streep should be declared a “national monument,” and he told Playboy that Nicholson was the “consummate storyteller,” describing the legendary actor in terms that could just as easily be applied by others to Waits:

“He’s like a great bard. He says he knows about beauty parlors and train yards and everything in between. You can learn a lot from just watching him open a window or tie his shoes. It’s great to be privy to those things.”


In 1988, Waits released a film and soundtrack album depicting one of his concerts, called Big Time, and in 1989, he appeared in the films Bearskin: An Urban Fairytale, Cold Feet, and Wait Until Spring, bringing to an end one of the most productive decades Waits would have in what writer Chris Estey describes here as “the spectacularly debris-strewn train-yard cross-sections of the nimble scarecrow god’s extremely consistent career.”


Tom Waits: Under Review 1983-2006 also details the stories behind the making of Bone Machine (1992), The Black Rider (1993), Mule Variations (1999), Alice/Blood Money (2002), as well as talking about his partnership with opera director Robert Wilson and beat novelist William Burroughs on The Black Rider, and the staging of his second collaboration with Robert Wilson, Alice, as well as numerous additional stories about his appearances in movies and eventually leaving Island Records to sign with the independent Epitaph Records’ Anti subsidiary.

Tom Waits: Under Review 1983-2006– one of several music documentaries we’ve got streaming over in our Under Review collection — comes from the UK-based Chrome Dreams company, distributed by our content partner, MVD. Watch them all now on Night Flight Plus.


About Bryan Thomas

Bryan Thomas has been a freelancing writer/critic for All Music Guide, and a contributor to Launch, Music Connection, Big Takeover and numerous other publications and entertainment websites, blogs and zines, most of them long gone. He's written more than sixty sets of liner notes. He’s also worked for over twenty years at mostly reissue record labels -- prior to that he worked in bookstores and record stores, going all the way back to the original vinyl daze. He lives in the Miracle Mile neighborhood of Los Angeles, CA.