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The Replacements Annotated

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Playlist: The Replacements Annotated

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For many of us, the Replacements were everything a great rock 'n' roll band should be: irreverent, unpredictable and dangerous, with live shows that teetered between the magical and the shambolic. While those things could be said about a lot of rock bands, only the Replacements boasted a songwriter of Paul Westerberg's caliber. And when you come down to it, ...

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The Replacements Annotated

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#
Title Artists Album Duration
1
Merry Go Round
The Replacements All Shook Down 00:03:39

PAUL WESTERBERG, Producer, Guitar, Piano, Vocals, Writer - SCOTT LITT, Producer, Mixer, Engineer - Cliff Norrell, AdditionalEngineer - The Replacements, MainArtist - CHRIS MARS, Drums - TOMMY STINSON, Bass Guitar, Backing Vocals - Slim Dunlap, Guitar, Backing Vocals - Charley Drayton, Drums - Paul Berry, AdditionalEngineer - John Goldberger, AdditionalEngineer

© 1990 Sire Records Company for the U.S. and WEA International Inc. for the world outside of the U.S. ℗ 1990 Sire Records Company

2
Hold My Life
The Replacements Tim 00:04:21

Jack Skinner, MasteringEngineer - PAUL WESTERBERG, Guitar, Piano, Vocals, Writer - TOMMY ERDELYI, Producer - The Replacements, MainArtist - STEVE FJELSTAD, Engineer - CHRIS MARS, Drums, Background Vocals - Steven Fjelstad, Producer - TOMMY STINSON, Bass Guitar - Bob Stinson, Guitar

© 1987 Sire Records ℗ 1987 Sire Records

3
Here Comes a Regular
The Replacements Tim 00:04:46

Jack Skinner, MasteringEngineer - PAUL WESTERBERG, Guitar, Piano, Vocals, Writer - TOMMY ERDELYI, Producer - The Replacements, MainArtist - STEVE FJELSTAD, Engineer - CHRIS MARS, Drums, Background Vocals - TOMMY STINSON, Bass Guitar - Bob Stinson, Guitar

© 1987 Sire Records ℗ 1987 Sire Records

4
I'll Be You
The Replacements Don't Tell a Soul 00:03:27

Matt Wallace, Producer, Engineer - Bob Ludwig, MasteringEngineer - CHRIS LORD-ALGE, Mixer, Engineer - PAUL WESTERBERG, Producer, Guitar, Vocals, Writer - JOHN BEVERLY JONES, Engineer - PETER DOELL, AssistantEngineer - The Replacements, MainArtist - CHRIS MARS, Producer, Drums - TOMMY STINSON, Producer, Bass Guitar, Backing Vocals - Heidi Hanschu, AssistantEngineer - John Akre, Engineer - MIKE BOSLEY, AssistantEngineer - Pat MacDougall, AssistantEngineer - Slim Dunlap, Producer, Guitar, Keyboards, Backing Vocals - Skip Sailor, Mixer

© 1989 Sire Records Company for the U.S. and WEA International Inc. for the world outside of the U.S. ℗ 1989 Sire Records Company for the U.S. and WEA International Inc. for the world outside of the U.S.

5
Color Me Impressed (Album Version)
The Replacements Hootenanny 00:02:25

Howie Weinberg, MasteringEngineer - PAUL WESTERBERG, Producer, Guitar, Vocals, Writer - The Replacements, MainArtist - CHRIS MARS, Producer, Drums - TOMMY STINSON, Producer, Bass Guitar - Paul Stark, Producer - Bob Stinson, Producer, Guitar - Peter Jesperson, Producer

© 2002 Restless Records ℗ 1983 Rykodisc, Inc.

6
Takin a Ride (2021 Remaster)
The Replacements Sorry Ma, Forgot To Take Out The Trash 00:02:23

PAUL WESTERBERG, Producer, Vocals, Writer, Rhythm Guitar - The Replacements, MainArtist - STEVE FJELSTAD, Producer, Engineer - CHRIS MARS, Drums - TOMMY STINSON, Backing Vocals, Bass - Justin Perkins, Masterer - Jason Jones, ReissueProducer - Bob Stinson, Lead Guitar - Peter Jesperson, Producer, ReissueProducer - Bob Mehr, ReissueProducer

Manufactured for & Marketed by Rhino Entertainment Company, a Warner Music Group Company., © 2021, 1981 Twin/Tone Records Manufactured for & Marketed by Rhino Entertainment Company, a Warner Music Group Company., ℗ 1981, 2021 Rhino Entertainment Company, a Warner Music Group Company. All Rights Reserved.

7
Buck Hill (Album Version)
The Replacements Hootenanny 00:02:09

Howie Weinberg, MasteringEngineer - PAUL WESTERBERG, Producer, Guitar, Vocals, Writer - The Replacements, MainArtist - CHRIS MARS, Producer, Drums, Writer - TOMMY STINSON, Producer, Bass Guitar, Writer - Paul Stark, Producer - Bob Stinson, Producer, Guitar - Peter Jesperson, Producer

© 2002 Restless Records ℗ 1983 Rykodisc, Inc.

8
Black Diamond (Album Version)
The Replacements Let It Be 00:02:40

Howie Weinberg, MasteringEngineer - Paul Stanley, Writer - PAUL WESTERBERG, Producer, Vocals, Rhythm Guitar, Harmony Vocals - The Replacements, MainArtist - STEVE FJELSTAD, Producer, Engineer - CHRIS MARS, Drums - TOMMY STINSON, Bass Guitar, Harmony Vocals - Bob Stinson, Lead Guitar - Peter Jesperson, Producer

© 2002 Restless Records ℗ 1984 Rykodisc, Inc.

9
Fuck School (Live at Maxwell's, Hoboken, NJ, 2/4/86) Explicit
The Replacements For Sale: Live at Maxwell's 1986 00:01:57

Howie Weinberg, MasteringEngineer - Bill Inglot, Mixer - PAUL WESTERBERG, Guitar, Vocals, Writer - The Replacements, MainArtist - CHRIS MARS, Drums, Writer - TOMMY STINSON, Backing Vocals, Writer, Bass - Brian Kehew, Mixer - Bob Stinson, Writer, Lead Guitar - Bob Mehr, Producer - Randy Ezrathy, Engineer

© 2017 Rhino Entertainment Company, a Warner Music Group Company. All Rights Reserved. ℗ 2017 Sire Records Company.

10
The Ledge (2020 Remaster)
The Replacements Pleased To Meet Me 00:04:07

Joe Hardy, Mixer, Engineer - PAUL WESTERBERG, Guitar, Vocals, Writer - John Hampton, Mixer, Engineer - JIM DICKINSON, Producer - The Replacements, MainArtist - CHRIS MARS, Drums - East Memphis Slim, Keyboards - TOMMY STINSON, Bass - Teenage Steve Douglas, Flute - Justin Perkins, Masterer

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

11
If Only You Were Lonely (2021 Remaster)
The Replacements Sorry Ma, Forgot To Take Out The Trash 00:02:35

PAUL WESTERBERG, Producer, Vocals, Writer, Rhythm Guitar - The Replacements, MainArtist - STEVE FJELSTAD, Producer, Engineer - CHRIS MARS, Drums - TOMMY STINSON, Backing Vocals, Bass - Justin Perkins, Masterer - Jason Jones, ReissueProducer - Bob Stinson, Lead Guitar - Peter Jesperson, Producer, ReissueProducer - Bob Mehr, ReissueProducer

Manufactured for & Marketed by Rhino Entertainment Company, a Warner Music Group Company., © 2021, 1981 Twin/Tone Records Manufactured for & Marketed by Rhino Entertainment Company, a Warner Music Group Company., ℗ 1981, 2021 Rhino Entertainment Company, a Warner Music Group Company. All Rights Reserved.

12
Asking Me Lies
The Replacements Don't Tell a Soul 00:03:37

Matt Wallace, Producer, Engineer - Bob Ludwig, MasteringEngineer - CHRIS LORD-ALGE, Mixer, Engineer - PAUL WESTERBERG, Producer, Guitar, Vocals, Writer - JOHN BEVERLY JONES, Engineer - PETER DOELL, AssistantEngineer - The Replacements, MainArtist - CHRIS MARS, Producer, Drums - TOMMY STINSON, Producer, Bass Guitar, Backing Vocals - Heidi Hanschu, AssistantEngineer - John Akre, Engineer - MIKE BOSLEY, AssistantEngineer - Pat MacDougall, AssistantEngineer - Slim Dunlap, Producer, Guitar, Keyboards, Backing Vocals - Skip Sailor, Mixer

© 1989 Sire Records Company for the U.S. and WEA International Inc. for the world outside of the U.S. ℗ 1989 Sire Records Company for the U.S. and WEA International Inc. for the world outside of the U.S.

13
Alex Chilton (2020 Remaster)
The Replacements Pleased To Meet Me 00:03:13

Joe Hardy, Mixer, Engineer - PAUL WESTERBERG, Guitar, Vocals, Writer, Background Vocals - John Hampton, Mixer, Engineer - JIM DICKINSON, Producer - The Replacements, MainArtist - CHRIS MARS, Drums, Writer, Cowbell Percussion - TOMMY STINSON, Writer, Bass - Justin Perkins, Masterer - James Lancaster, Background Vocals

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

14
Never Mind (2020 Remaster)
The Replacements Pleased To Meet Me 00:02:49

Joe Hardy, Mixer, Engineer - PAUL WESTERBERG, Guitar, Vocals, Writer - John Hampton, Mixer, Engineer - JIM DICKINSON, Producer - The Replacements, MainArtist - CHRIS MARS, Drums - TOMMY STINSON, Bass - Justin Perkins, Masterer

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

15
Cool Water (2020 Remaster)
The Replacements Pleased To Meet Me 00:02:40

Joe Hardy, Mixer, Engineer - PAUL WESTERBERG, Guitar, Vocals - John Hampton, Mixer, Engineer - JIM DICKINSON, Producer - The Replacements, MainArtist - CHRIS MARS, Drums - TOMMY STINSON, Bass - Justin Perkins, Masterer - BOB NOLAN, Writer

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

16
Little Mascara
The Replacements Tim 00:03:37

Jack Skinner, MasteringEngineer - PAUL WESTERBERG, Guitar, Piano, Vocals, Writer - TOMMY ERDELYI, Producer - The Replacements, MainArtist - STEVE FJELSTAD, Engineer - CHRIS MARS, Drums, Background Vocals - TOMMY STINSON, Bass Guitar - Bob Stinson, Guitar

© 1987 Sire Records Ltd. ℗ 1987 Sire Records Ltd.

17
Satellite (2008 Remaster)
The Replacements All Shook Down 00:03:39

JAY HEALY, Mixer, Engineer - PAUL WESTERBERG, Producer, Performance - The Replacements, MainArtist - CHRIS MARS, Producer, Performance - TOMMY STINSON, Producer, Writer, Performance - Slim Dunlap, Producer, Performance - Peter Jesperson, Producer

© 2008 Rhino Entertainment Company, a Warner Music Group Company. ℗ 2008 Sire Records Company

18
Willpower (Album Version)
The Replacements Hootenanny 00:04:22

Howie Weinberg, MasteringEngineer - PAUL WESTERBERG, Producer, Guitar, Vocals, Writer - The Replacements, MainArtist - CHRIS MARS, Producer, Drums - TOMMY STINSON, Producer, Bass Guitar - Paul Stark, Producer - Bob Stinson, Producer, Guitar - Peter Jesperson, Producer

© 2002 Restless Records ℗ 1983 Rykodisc, Inc.

19
Favorite Thing (Album Version)
The Replacements Let It Be 00:02:19

Howie Weinberg, MasteringEngineer - PAUL WESTERBERG, Producer, Vocals, Writer, Rhythm Guitar - The Replacements, MainArtist - STEVE FJELSTAD, Producer, Engineer - CHRIS MARS, Drums, Writer - TOMMY STINSON, Bass Guitar, Writer - Bob Stinson, Writer, Lead Guitar - Peter Jesperson, Producer

© 2002 Restless Records ℗ 1984 Rykodisc, Inc.

20
Answering Machine (Album Version)
The Replacements Let It Be 00:03:39

Howie Weinberg, MasteringEngineer - PAUL WESTERBERG, Producer, Guitar, Percussion, Vocals, Writer - The Replacements, MainArtist - STEVE FJELSTAD, Producer, Engineer - CHRIS MARS, Drums - TOMMY STINSON, Bass Guitar - Bob Stinson, Guitar - Peter Jesperson, Producer

© 2002 Restless Records ℗ 1984 Rykodisc, Inc.

About Playlist

For many of us, the Replacements were everything a great rock 'n' roll band should be: irreverent, unpredictable and dangerous, with live shows that teetered between the magical and the shambolic. While those things could be said about a lot of rock bands, only the Replacements boasted a songwriter of Paul Westerberg's caliber. And when you come down to it, it's a band's songs that stand the test of time, not their antics. From 1979 to 1991, Westerberg, along with bassist Tommy Stinson, drummer Chris Mars and Tommy's lead guitar-playing older brother Bob (replaced by Bob "Slim" Dunlap in 1987), created a glorious noise that would influence Green Day, Nirvana, The Goo Goo Dolls and a host of other bands that went on to sell millions of albums. None of them, however, did it better than the Replacements.
These are twenty of my favorite Replacements songs. You won't find a few classics like "I Will Dare," "Bastards of Young" and "Can't Hardly Wait" here but that's down to taste, I guess. I tried to include something from each of their eight studio records but, as you can see, their Hootenanny to Pleased To Meet Me output is my favorite. © Jon Wurster / Qobuz
"Takin' a Ride" (Sorry Ma, Forgot To Take Out The Trash) First song, first album, and a great look at what these Twin Cities miscreants were all about early on.
"Favorite Thing" (Let It Be) I'm uncertain if this peppy roots rocker is a paean to a girl or rock 'n' roll, maybe it's both. Either way, it's a great example of the guitar interplay between Bob Stinson and Westerberg.
"Color Me Impressed" (Hootenanny) When push comes to shove this is my favorite Replacements song. It also just might be the most tuneful "fuck you" song ever written.
"Merry Go Round" (All Shook Down) The leadoff track on what began as a Westerberg solo album and ended up on the Replacements' swan song. The great Charley Drayton is on drums here. He also drummed on the Divinyls' "I Touch Myself" and the B-52's' "Love Shack."
"Asking Me Lies" (Don't Tell A Soul) The greatest bubblegum song The Jackson 5 never recorded. I don't know if he's actually saying "Little boy zoo and the Wright brothers' helpful friends" in the second verse but that's what I hear and I love it.
"Fuck School" (For Sale: Live At Maxwell's 1986) A rare mid-period airing of this rager from the band's 1982 hardcore-heavy Stink. Recorded in the tiny Hoboken, NJ, sweatbox a few weeks after the band's raucous, legendary SNL appearance. This was the final song of a very long, probably very drunken evening.
"Buck Hill" (Hootenanny) On first glance this appears to be a throwaway instrumental but it's a great example of how the Replacements could deliver the goods in a myriad of genres, even surf rock.
"Hold My Life" (Tim) If "Brrrow...mmmmm...well, well, well..." isn't the best opening line of a rock band's major label debut, I don't know what is. I do think this song is a minute too long but that's my problem, right?
"If Only You Were Lonely" (Sorry Ma… [Expanded Edition]) The nascent Replacements were tagged as garage punks but the B-side of their very first single shows they had a tender side, even early on. Extra points for working "tonight I'll be doing pull-ups on the toilet bowl" into what is essentially a traditional country song.
"Alex Chilton" (Pleased To Meet Me) It could be argued that Westerberg was his generation's Alex Chilton, so it only makes sense that he'd pen a tribute to the Big Star co-founder. PTMM's predecessor Tim was recorded as a trio with Bob Stinson adding his guitar solos after the fact, while this album was created entirely by Westerberg, Tommy and Mars after Bob's dismissal. This is the sound of a band circling the wagons after losing a key member and shooting their way to glory.
"Satellite" (All Shook Down [Expanded Edition]) This Westerberg-produced, Tommy Stinson-written-and-sung gem was the last song the Replacements recorded before they split in 1991. As good as anything on All Shook Down, says me.
"Never Mind" (Pleased To Meet Me) A damn near perfect pop anthem. I have played a variation on Chris Mars's drum fill at 2:08 on at least five different records.
"Willpower" (Hootenanny) This spooky, echo-soaked number might just be the weirdest song in the Replacements' catalog. Future Smog CEO Bill Callahan liked the song so much he named his early-'80s 'Mats-centric fanzine after it.
"Black Diamond" (Let It Be) Though they were known for playing entire shows full of covers The Replacements included just one on a studio LP. KISS's original version kicks in after Paul Stanley's emphatic "Hit it!" Here, Westerberg opts for an understated sniffle. In a way, that sniffle tells you everything you need to know about The Replacements.
"I'll Be You" (Don't Tell A Soul) It's sadly fitting that these loveable losers' one true hit song only made it to #51 on the Billboard charts, thus preventing anyone in the band from being able to claim a top 50 single. It was, however, a #1 in the Wurster household.
"Little Mascara" (Tim) A shoulda-been classic rock hit about marital strife and disappointment if ever there was one. Lots of nice guitar work from Bob here.
"Cool Water" (Pleased To Meet Me [Expanded Edition]) The B-side of "Can't Hardly Wait" is the only lead vocal appearance by drummer Chris Mars released while he was in The Replacements. In 1987, Pleased To Meet Me producer Jim Dickinson produced for a band I was in and he loved playing this Sons of the Pioneers cover for us. I got the impression it might've been his favorite song from the PTMM sessions.
"Answering Machine" (Let It Be) Bob Mehr's excellent Replacements biography Trouble Boys contains some interesting trivia about confirmed Luddite Westerberg's missed connections lament. Towards the end of the song Westerberg called out several different area codes so as to not alienate any of his love interests scattered across the country.
"The Ledge" (Pleased To Meet Me) Blue Oyster Cult's "(Don't Fear) The Reaper" might be the greatest rock song about death in general but this meditation on suicide is the best rock song ever written about a specific kind of death. Legend has it the band was so shaken by the song's heaviness they needed serious time to regroup after recording it.
"Here Comes A Regular" (Tim) We close out with what I consider the greatest tear-jerker Westerberg ever penned. Though he was only around twenty-six when he wrote it, this devastating rumination on dead-end bar culture stands right alongside anything in the Dylan, Young or Cohen songbooks.
Jon Wurster is the drummer for Superchunk, The Mountain Goats and Bob Mould, one half of the comedy duo Scharpling & Wurster, and provides the audiobook narration for the Replacements' chapter of Michael Azerrad's chronicle of underground indie music, Our Band Could Be Your Life.
Photo © Deborah Feingold

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