Song-X-Song: ‘Tim’ Side B

Substack Music Writers Explore 5 Tracks By The Replacements

Jun 13, 2025

In June 1985, ramshackle Minneapolis quartet The Replacements entered the studio to record their break out album, Tim. To celebrate the upcoming 40th anniversary of this landmark release, we’re going all out with Tim love letters this week.

This is the second of two posts featuring several Substack music writers exploring Tim Song-X-Song. Yesterday was Side A, today is Side B.

When we last left our ragtag band of antiheroes, they closed Side A of their 1985 masterpiece Tim with a dark, poppy ode to life on the edge.

“When most people think of The Replacements, they think of a fuzzy, scuzzy punk band that drank enough alcohol for a small, midwestern city. While ‘Swingin Party’ is much more sleek than their earlier work, you still get elements of that debauchery,”

Chris Dalla Riva

wrote in his excellent assessment of the track, adding, “But the topic doesn’t negate the fact that ‘Party’ is one of the tightest written pop songs you will ever hear.”

In that dichotomy—a “fuzzy, scuzzy punk” approach to perfect pop songwriting, and their willingness to subvert any genre rules they encountered—lies The Replacements magic formula. It’s a sound and attitude that lives at the intersection of endless talent and self-destructive tendencies, where the band is constantly living up to and exceeding its promise while falling short of their conflicted commercial ambitions.

That’s part of what turned the gloriously dysfunctional quartet of Paul Westerberg, Bob Stinson, Tommy Stinson and Chris Mars into enduring underdog legends.

The Replacements were a pop band that came in through the punk door, defiantly holding onto that foundational ethos even as they climbed the ladder of success (often missing, or simply destroying, rungs as they ascended). And it’s part of what fuels the complicated and colorful legacy best captured in Bob Mehr’s biography, Trouble Boys.

“The Replacements weren’t a band for their time, they were a band for all time. Their victories and the place they earned in the rock and roll pantheon has only come over time. And maybe they’re better for it. Maybe there success is more well-earned as a result of that,” Mehr told me for a 2021 Big Takeover interview.

Tim is the moment when it all came together. I asked a few talented Substack music writers to help me explain why. Here’s Side B.

TIM—SIDE B

Bastards of Young

Chris B

From its very first seconds, “Bastards of Young” announces itself with a burst of raw energy: Bob Stinson’s jagged opening chords; Chris Mars’ thunderous drum fill, and—most famously—Paul Westerberg’s primal scream. That guttural “Aaaah!” before the first verse isn’t just an introduction, it’s a declaration of frustration. A middle finger to complacency. Westerberg snarls: “God, what a mess, on the ladder of success / Where you take one step and miss the whole first rung.”

Yes, this song was (is) an anthem for every misfit who ever felt cheated by the system. The Replacements were never ones for polish and “Bastards of Young” thrives on that chaos. In Trouble Boys (a must read book) Bob Mehr describes the band’s attitude during this era: “They didn’t just play rock and roll—they bled it.”

This song had its moments. First, let's chat about the iconic (infamous?) video. When everyone was trying their damndest to get on MTV (when they still played music) The Mats—well, not so much. They delivered a single, unbroken shot of a stereo speaker thrashing out the song (slow pull back) with no band, no edits, and absolutely zero fucks given. And of course that ‘86 Saturday Night Live gig? They played two songs, this one and “Kiss Me On The Bus.” SNL is an accidental metaphor for their career: booked as last-minute replacements when the Pointer Sisters canceled, only to torch the opportunity spectacularly.

The Replacements themselves were conflicted about their place in music—too punk for mainstream, too polished for hardcore. Decades later this song remains a raw, resonant snapshot of youthful defiance—proof that The Replacements’ chaos and honesty still strike a chord.

Lay It Down Clown

Lori Christian

The fourth album by The Replacements Tim would be their first major label album for Sire/Warner Bros. Records. The B Side track that never got any airplay is titled “Lay It Down Clown.” Two minutes and twenty four seconds of a ball-busting, rip-roaring rock and roller tune. Damn, the more you listen to it the catchier it gets. The song has a real dance, get-up-and-go vibe.

The thing that stands out on this tune is the raunchy guitars and the piano. Reminds me of The Faces. Five years later I would be attending The Replacements listening party at the label for All Shook Down. The band requested to listen to The Faces. BINGO! These boys were heavily influenced by The Faces. A lot of fans and critics alike have said the songs on Tim are Stonesey as well.

Rumor is this song is about a musician who was a speed freak. If you have read the book Trouble Boys, then you know who I’m talking about. He actually lives in Portland and is in a different band now. I just messaged the singer of the band's wife for clarification, but I won’t tell here. After listening to “Lay It Down Clown,” I just want to go throw some empty bottles against the wall!

Left of the Dial

Marty Slagter

Certain songs, they get so scratched into our souls, to borrow a phrase from another legendary Twin Cities rocker, Craig Finn.

For me, that song was “Left of the Dial,” Paul Westerberg’s ode to a girl who got scratched into his soul, Lynn Blakey. The singer and guitarist for North Carolina’s Let’s Active became the source of Westerberg’s infatuation when the bands shared a bill during a 1983 tour, with the two later spending an evening walking in the rain together as a backdrop to this “hidden love song.”

“Left of the Dial” is also a love letter to American college rock radio, with its title referring to where you could find bands like theirs on the radio dial in those days. While the two exchanged calls and letters, Westerberg noted in band bio Trouble Boys that his last memory of Blakey’s voice came courtesy of a interview he managed to catch for a minute on the radio while touring. “Then the station faded out,” Westerberg said.

“Left of the Dial” perfectly captures the sentiment and melancholy of how these types of chance encounters can appear and disappear all too quickly.

Little Mascara

Dan Epstein

Though not every Tim song connected with me upon my first listen back in September 1985 (and a couple never connected at all), “Little Mascara” delivered a gut-punch from the get-go. A grim but deeply empathetic sketch of a woman stuck in an unhappy marriage—and then stuck raising the kids by herself when the husband bails—the song’s lyrics were closer in form and spirit to Ray Davies (or maybe Bruce Springsteen circa The River) than anything Paul Westerberg had previously written.

The opening lines (“You and I fall together / You and I sleep alone”) also raised intriguing questions about the exact nature of the relationship between Westerberg and his subject. Was she his lover? Was she an ex-girlfriend, like the one he’d flashed back on in “Kiss Me on the Bus”? A drinking buddy from the bar in “Here Comes a Regular”? A fellow musician like the one in “Left of the Dial,” who’d made the wrong choice for herself at the crossroads of domesticity and rock and roll?

Whichever she was, he wasn’t judging her, but merely offering an understanding shoulder to cry on, and the stark contrast between the tenderness of the sentiment and the cathartic crunch of the guitar chords moved (and still moves) me greatly. Throw in a sigh-inducing chorus, a few well-timed modulations, some tightly compressed Chris Mars drum fills, and a quintessentially ragged-but-right Bob Stinson guitar solo, and it all adds up to my favorite Tim song… and, on some days, my favorite thing The Replacements ever waxed.

Here Comes a Regular

Will Hermes

There are times I think “Here Comes A Regular” is the saddest song ever written.

Those times occur when I’m listening to it, with or without a drink in my hand. The thought is triggered the instant those opening chords chime, the capo so far up the neck of Paul Westerberg’s 12-string acoustic guitar, it sounds like it’s being choked. Tenderly.

Westerberg’s greatest ballad (with due respect to “Unsatisfied,” too surly to be a true ballad) is also very beautiful, in the way something grimy and pedestrian shines just so under neon lights, consecrating the tragic clown-show of humanity and the sacredness of the struggle.

“A person can work up a mean mean thirst / after a hard day of nothing much at all,” Westerberg sings, opening on a self-deprecating punchline. But there’s more to it already—a weary rage, an existential futility, as lines tumble forward and accrue like calendar pages:

You're like a picture on the fridge that's never stocked with food

and

I used to live at home, now I stay at the house

and

Everybody wants to be someones here

the latter carrying a double meaning that’s heartbreaking either way, whether you hear it as “someones” (people who want to be someone) or “someone’s” (belonging to someone, ie: a spouse or an otherwise beloved).

There’s the line about a drinkin' buddy “bound to another town / Once the police made you go away” and how the singer expresses his affection awkwardly, like drunken dudes often do, offering “I'll take a great big whiskey to ya anyway,” Westerberg sounding like a Midwestern Shane MacGowan. There’s the loneliness of “Someone's gonna show up, never fear.” And of course: “Am I the only one who feels ashamed?”

FWIW, I’ve got personal history with this song—in the early ‘90s, I lived in Minneapolis, on Colfax Avenue in Uptown, walking distance from Oar Folkjokeopus Records and the CC Club, the Replacements’ one-time club house, a dive bar with pool tables and year-round Christmas lights, the place Westerberg had in mind when he wrote “Regular.” But I’ll save that story for another time. A perfect end for a perfectly imperfect album, in whatever version you prefer.