How The Replacements’ Biggest Failure Predicted The Future Of Indie Rock

When The Replacements put out their sixth album, Don’t Tell A Soul, in February of 1989, it didn’t set the world on fire.

One of the most critically acclaimed rock bands of the ’80s, The Replacements (or the ‘Mats, as they were dubbed by fans) were suddenly faced with some of the most hostile press of their career. (Courtesy of Spin: “It’s not just the worst Replacements album, it completely sucks.”) Commercially, the album’s “big rock” sound, pumped up via a glossy mix by industry titan Chris Lord-Alge that would come to be derided by fans and even the band itself, did not turn Don’t Tell A Soul into a significant hit. A modestly successful single, the winsome mid-tempo rocker “I’ll Be You,” peaked at No. 51. Soon, the rest of Don’t Tell A Soul would sink without a trace.

By the following year, the band’s reluctant frontman and genius singer-songwriter, Paul Westerberg, would be recording the seventh and final Replacements studio album, All Shook Down, with a coterie of session musicians. Just 17 months after Don’t Tell A Soul, the band would officially be finished, an impossibly combustible band that finally exploded like a Fourth of July bottle rocket after a contentious concert on July 4, 1991 in Chicago.

The story might have ended there if not for all of the musical activity happening around The Replacements, right as they were falling apart. In May of ’89 — just three months after Don’t Tell A Soul dropped and struggled to make an impression — a Bay Area punk band called Green Day, fronted by a Westerberg disciple named Billie Joe Armstrong, put out its first EP, 1,000 Miles. The month after that, a grunge-pop outfit from Seattle named Nirvana put out its debut full-length, Bleach, with a Replacements-like mix of rebellious youth anthems (“School”), quirky covers of schlocky oldies (“Love Buzz”), and heartfelt and melodic balladry (“About A Girl”).

Something was also happening in the middle of the country. In Illinois, two young, small-town misfits named Jay Farrar and Jeff Tweedy were combining ’80s punk with traditional country music in a way that resembled one of Don’t Tell A Soul‘s best tracks, the lovely “Achin’ To Be.” Their band, Uncle Tupelo, recorded its demo, Not Forever, Just For Now, in ’89, setting the stage for the alt-country movement of the ’90s. Also that summer, down in Atlanta, a throwback rock band called The Black Crowes was making its debut album, the future multi-platinum smash Shake Your Money Maker, with a local engineer named Brendan O’Brien, who would subsequently become one of the era’s top rock producers. Heavily enamored with the sound and image of The Replacements, The Black Crowes immediately succeeded where their predecessor failed, selling more copies of their debut than every Replacements album combined.

Most of these bands would go on to achieve greater popularity and career longevity than The Replacements, in large part because they were able to make their own versions of Don’t Tell A Soul — a down-the-line, mainstream rock album with real connections to the underground — with far greater effectiveness. Meanwhile Don’t Tell A Soul has been downgraded in the Replacements’ story, if not written out completely. Michael Azerrad’s canonical ’80s indie history Our Band Could Your Life caps its Replacements chapter with 1984’s Let It Be, while conventional wisdom suggests that the band’s last essential album was 1987’s Pleased To Meet Me.

An unruly collision of classic rock, bubblegum R&B, and surprisingly “mature” singer-songwriter moves, Don’t Tell A Soul didn’t fit in anywhere in 1989. The album’s slickness seemed expressly designed to alienate the indie fans who loved their early work, while its sensitivity were non-starters for the mainstream industry forces (mainly radio and MTV) pushing Guns N’ Roses and Motley Crue.

But what if, all these years later, Don’t Tell A Soul could somehow be transformed, roughed up and rocked out in a way that always best suited this band, so that the album fit better with the emerging generation of future indie and alt-rock superstars who came up in its wake? That seems to be the motivating idea behind Dead Man’s Pop, a new box set that presents an improved remix of Don’t Tell A Soul, along with outtakes and a full concert recorded in Milwaukee in 1989.