Tom Waits on the ‘Downtown Train’

If you’re familiar with the work of Tom Waits, you know he has one of music’s truly distinctive singing voices; if you don’t know of him, and I was to try to describe his voice to you, I probably couldn’t do much better than music critic Daniel Durcholz: “[his voice sounds like it was] soaked in a vat of bourbon, left hanging in the smokehouse for a few months, and then taken outside and run over with a car.”  Or this, from Rolling Stone’s list of 100 Greatest Singers: “It is…one of the most dramatic instruments in [music], a deep, pitted bark — part carnival hustler, part crackling furnace.”

Photo by Jean-Baptiste Mondino
Photo by Jean-Baptiste Mondino

The same friends who introduced me to Joni Mitchell’s Blue during the summer of 1981 (see 12 March post) also introduced me to Tom Waits, specifically to his début album, Closing Time, from 1973.  My focus here, though, is on ‘Downtown Train’, from Waits’ 1985 release Rain Dogs (which I purchased on…..cassette).  I’m guessing that most people who know the song know either of the versions recorded by Rod Stewart in the late 80s/early 90s.  With all respect to Mr. Stewart, whose vocal rasp has its own charms, those versions can’t compare to Waits’ performance of his own composition.  Stewart’s version is to Waits’ version as a sickly sweet pina colada (complete with paper umbrella) is to a highball of that aforementioned bourbon, neat.

Two of my three favorite moments in the song are courtesy of Waits, when he sings the line “All of my dreams just fall like rain”; the third occurs between 3:34 and 3:39, when G.E. Smith (the band leader on Saturday Night Live between 1985 and 1995) unfurls one last twanging crescendo on guitar.  Chills.

Outside another yellow moon
Punched a hole in the nighttime, yes
I climb through the window and down to the street
I’m shining like a new dime
The downtown trains are full
With all those Brooklyn girls
They try so hard to break out of their little worlds

You wave your hand and they scatter like crows
They have nothing that will ever capture your heart
They’re just thorns without the rose
Be careful of them in the dark
Oh if I was the one
You chose to be your only one
Oh baby can’t you hear me now?  Can’t you hear me now?

Will I see you tonight
On a downtown train
Every night it’s just the same
You leave me lonely, now

I know your window and I know it’s late
I know your stairs and your doorway
I walk down your street and past your gate
I stand by the light at the four way
You watch them as they fall
They all have heart attacks
They stay at the carnival
But they’ll never win you back

Will I see you tonight
On a downtown train
Where every night it’s just the same
Oh baby, will I see you tonight
On a downtown train
All of my dreams just fall like rain
Oh on a downtown train

Photo by Jean-Baptiste Mondino
Photo by Jean-Baptiste Mondino

Trivia tidbit: Waits has acted in a number of films, including Jim Jarmusch’s Down By Law, which includes another terrific song from Rain Dogs, ‘Jockey Full of Bourbon‘, in its soundtrack.


  • JDB! Thanks for sharing this, lovely little write-up. Didn’t know GE Smith played on that! I first saw him perform with Dylan in the late 80s, recognized him from the Hall and Oates lineup too. This album is tied for my favorite by him, with Real Gone right there too. Did you ever hear the record John Hammond JR made with Tom? Nice version of Big Black Mariah on that. I could go on here…suffice to say, glad we connected and thanks for sharing this. Great photos too.

    Liked by 1 person

    • I think Closing Time and Rain Dogs are my favorites. I haven’t heard that Hammond recording; thanks for the recommendation!


      • Sure, enjoy that! I think the two intended to make an original recording and then just wound up doing all covers of Tom songs. There may be one new, original at the end of it I think, the only one Tom sings on.

        Liked by 1 person

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