If there’s a single song that best encapsulates the last days of The Replacements, it’s “Talent Show,” the lead track off Don’t Tell a Soul. It opens with a strummed acoustic guitar riff before giving way to Paul Westerberg’s vocals, clearer than ever. He sings about the jitters that come with a rookie live performance (“hop a ride, here we go/ playing at the talent show… it’s the biggest thing in my life, I guess/ it’s making me a nervous wreck”). The song is heart and pop, not punk and thunder. Halfway through, everything cuts out: there are voices off mic, what sounds like a beer bottle clanking and then it picks up again. It’s a wry joke for a pop song, to be sure, but it’s something more, too. In this one song, the band acknowledges its reckless past before putting it to bed for good. After nearly a decade of publicly screwing up, the Replacements were going straight.

The accepted punk narrative is that Don’t Tell a Soul was the first true misstep by the Replacements, the moment the band crossed the Rubicon and moved away from its chaotic and inspired youth in the pursuit of pop riches. Viewed through that lens, it’s hard to argue with the facts; of its 11 songs, only three could charitably be called “punk,” or even “rock,” and even those are exercises in diminishing returns. “Anywhere’s Better Than Here,” even with its chunky palm-muted guitar, is still a kiss-off ballad. “I Won’t” is a piece of weird honky-tonk that could only come from the Replacements, but its stalled, half-composed guitar riffs sound more like a product of creative bankruptcy than rebellion. Only “We’ll Inherit the Earth” has any teeth, and that bite comes not from the music but from Westerberg’s cutting, rejecting lyrics (“We’ll inherit the earth/ but we don’t want it”).

Those looking for a late-career pivot back to wild rock will not find it, but there’s a reason that Don’t Tell a Soul was the band’s most successful album to date at its time of release. The record drew praise from Rolling Stone and The Village Voice, and sold well on the strength of high-charting singles “Achin’ to Be” and “I’ll Be You.” The former stands among the band’s most tender, well-written pop songs; Westerberg’s metaphors create the kind of well-sketched description that feels both wildly specific and adaptable to any listener’s lovesick life. “Achin’ to Be” is the Replacements treating romantic angst with a seriousness that only comes with age, and the song is all the more powerful for it. It could probably use a little less harmonica, though.

Time has made fools of those who would look at this album as a ploy for mainstream success. Tracing the arc of Paul Westerberg’s career from this point forward, it’s obvious that Don’t Tell a Soul is the next logical step in an ever-evolving songwriting career and not some callous attempt at commercial success (though the severely dated synth lines that open “Rock ‘N’ Roll Ghost” certainly support the sellout theory). Divorced from its era and the rest of the band’s catalog, it’s easy to see this record as a forerunner to the indie guitar pop that would come to define the ‘90s – it’s the blueprint for bands like The Lemonheads, Teenage Fanclub and the Goo Goo Dolls.

The chaos around the band at the time is hard to ignore. Don’t Tell a Soul is a clear fracture point for the band. It was to be the first album recorded without any input from Bob Stinton, the band’s longtime lead guitarist, fired from the group for a drinking problem that could no longer be contained. Replaced by Slim Dunlap, an able friend of the band who lacked the anything-could-happen energy of his predecessor’s guitar solos (One wonders what Stinton could have done with a song like “I Won’t”). Without another major songwriting influence to write around, Westerberg was free to follow his muse to his eventual singer-songwriter destination. For the first time in the band’s career, its music sounded like it came from a single mind, not a collaborative effort.

At every turn, Don’t Tell a Soul is a sad record. With its songs about wanting to be someone else (“I’ll Be You”), songs trying and failing to connect with others (“Achin’ to Be,” “Anywhere’s Better Than Here”), and songs about looking back to try and find what’s been left behind (“Talent Show,” “Rock ‘N’ Roll Ghost”), one doesn’t have to look hard to find evidence that the group was burning out. The irony is that these first moments of flameout, this time when the band seemed to be at its lowest point, were polished and sanded with major label production, bought and sold by a mainstream rock radio public that was suddenly ready for this group of well-adjusted men. One wonders what they made of the false start in the middle of “Talent Show,” if they saw it for what it was; an apology; a flag; a cry for help; an acknowledgment that the naive days were over.

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