RAINVILLE. HARDLY EVER DID THOUGH. RAIN THAT
IS.  IT WAS NOWHERE.  RAILROAD TRACKS RAN UP
THE BACK OF THE STATE LIKE  STITCHES.  TELE-
PHONE  LINES  SLASHED THE ORANGE  DAWNS LIKE
A WRECKED SHIP'S RIGGING..AND WHEN IT RAINED
THE WHOLE TOWN  WENT  MAD.  DOGS RAN WILD IN
THE  STREETS.   FRANK  WAS  SQUEEZED BETWEEN
SCRAP IRON PLACES AND  RADIATOR REPAIR SHOPS
...RAINVILLE,  GOOD  PLACE TO DREAM YOURSELF
AWAY  FROM.  WHEN  THE TRAINS THUNDERED PAST
THE  BACKYARD  FENCE,   BOUND   FOR  OXNARD,
LOMPOC, GILA BEND, STANFIELD AND PARTS SOUTH
WHERE THE WIND  BLEW BIG,  FRANK WOULD COUNT
THE CARS  AND MAKE A WISH   JUST LIKE HE DID
WHEN HE WAS  A KID... AT LEAST SOMETHING WAS
GETTING OUT OF TOWN ALIVE...                
ONE  MOONLIT  NIGHT   FRANK  PACKED  UP  HIS
ACCORDION AND SAID  BLOW WIND BLOW  WHEREVER
YOU MAY GO...  CAUSE  I'M GOING  STRAIGHT TO
THE TOP..UP WHERE THE AIR IS FRESH AND CLEAN.

Hang On St. Christopher

Hang on st. christopher through the smoke
and the oil
Buckle down the rumble seat
let the radiator boil
got an overhead downshift
and a two dollar grill
got an 85 cabin
on an 85 hill
Hang on st. christopher on the passenger side
open it up tonight the devil can ride
hang on st. christopher with a barrel house dog
kick me up mt. baldy
throw me out in the fog
tear a hole in the jack pot
drive a stake through his heart
do a 100 on the grapevine
do a jump on the start
hang on st. christopher now don't let me go
get me to reno and bring it in low, yeah
hang on st. christopher with the hammer to the floor
put a hi ball in the crank case
nail a crow to the door
get a bottle for the jockey
gimme a 294
there's a 750 norton bustin down january's door
hang on st. christopher on the passenger side
open it up tonight the devil can ride
hang on st. christopher now don't let me go
get to me reno got to bring it in low
put my baby on the flat car
got to burn down the caboose
get 'em all jacked up on whiskey
then we'll turn the mad dog loose
hang on st. christopher on the passenger side
open it up tonight the devil can ride

Straight To the Top (Rhumba)
Written by Tom Waits and Greg Cohen

I'm going straight to the top
oh yea up where the air is
fresh and clean
I'm going straight up to the top
if you know me, you know what I mean
I can't let sorrow
try and pull ol' Frankie down
live for tomorrow I have found you
I'm going straight up to the top
up where the air is fresh and clean
i know that I will never stop, oh no
until I know I'm wild and free
just like a champagne bubble
pop pop pop
I'm like those birdies
high up in the trees
I can't let sorrow
pull ol' Frankie down
live for tomorrow
I have found you
I'm going straight up to the top oh yeah
up where the air is fresh and clean

Blow Wind Blow

Mary's on the black top
There's a husband in
the dog house
In the middle of a shakedown
She got
quiet as a church mouose
She found Raleigh's on
the dashboard
Sugar daddy caught a polocar
Ain't no solitary
tap dance way down here
I swear I's riding
on a field mouse
we were dancin' in the slaughterhouse
If you swing along the beltway
then you skid along the all day
cause I went a little crazy
and I sat upon a high chair
And I'm smokin like a diesel
way out here
Blow wind blow - blow me away here -
blow wind blow (repeat)

Temptation

Rusted brandy in a diamond glass
everything is made from dreams
time is made from honey slow and sweet
only the fools know what it means
temptation, temptation, temptation
oh, temptation, temptation, I can't resist
I know that she is made of smoke
but I've lost my way
she knows that I am broke
so that I must play
temptation, temptation, temptation
oh, whoa, temptation, temptation, I can't resist
Dutch pink and Italian blue
she is waiting there for you
my will has disappeared
now my confusion's oh so clear
temptation, temptation, temptation
whoa, whoa, temptation, temptation

Innocent When You Dream

The bats are in the belfry
the dew is on the moor
where are the arms that held me
and pledged her love before
and pledged her love before
Chorus:
It's such a sad old feeling
the fields are soft and green
it's memories that I'm stealing
but you're innocent when you dream
when you dream
you're innocent when you dream
Running through the graveyard
we laughed my friends and I
we swore we'd be together
until the day we died
until the day we died
Repeat chorus
I made a golden promise
that we would never part
I gave my love a locket
and then I broke her heart
and then I broke her heart
Repeat chorus

I'll Be Gone
Written by Tom Waits and Kathleen Brennan

Tonight I'll shave the mountain
I'll cut the hearts from pharoahs
I pull the road off of the rise
tear the memories from my eyes
and in the morning I'll be gone
I drink 1000 shipwrecks
tonight I'll steal your paychecks
I paint the sheets across my bed
the birds will all fly from my head
and in the morning I'll be gone
take every dream that's breathing
find every boot that's leaving
shoot all the lights in the cafe
and in the morning I'll be gone
I bet 1000 dollars
I have a french companion
I tie myself below the deck
I pull the rope around my neck
and in the morning I'll be gone
it takes a life to win her
there is a drum of bourbon
800 pounds of nitro
his boots are thunder as he plays
theree is a stone inside it
tonight his bones will ride it
I'll need a tent to hide it
and in the morning I'll be gone
and in the morning I'll be gone
and in the morning I'll be gone

Yesterday Is Here
Written by Tom Waits and Kathleen Brennan

If you want money in your pocket
and a top hat on your head
a hot meal on your table
and a blanket on your bed
well today is grey skies
tomorrow is tears
you'll have to wait til yesterday is here
Well I'm going to New York City
and I'm leaving on a train
and if you want to stay behind and
wait til I come back again
well today is grey skies
tomorrow is tears
you'll have to wait til yesterday is here
If you want to go
where the rainbows end
you'll have to say goodbye
all our dreams come true
baby up ahead
and it's out where your memories lie
well the road's out before me
and the moon is shining bright
what I want you to remember
as I disappear tonight
today is grey skies
tomorrow's tears
you'll have to wait til yesterday is here

Please Wake Me Up
Written by Tom Waits and Kathleen Brennan

I put my chips on her shoulder
running in the carnival time
she bought the things that I told her
they made her eyes sparkle and shine
together we'll ring in the new year
I know that she'll be my queen
and if I fall asleep in your arms
please wake me up in my dreams
Her out-fit was all made of vinyl
like nothing I've ever seen
when our divorces are final
She'll fit right into my scheme
next to the pawnshop's a chapel
I'll show you just what I mean
and if I fall asleep in your arms
please wake me up in my dreams

Frank's Theme

Dream away the tears in your eyes
Dream away your sorrows
Dream away all your goodbyes
Dream away tomorrow
I promise when the sun comes up
I promise I'll be true
and just like before the band starts to play
they always play your favorite tune
and dream awawy when everyone's gone
dream away your grey skies tooo
dream away and nothing is wrong
dreams have wishes that are waiting for you
and up ahead the road is turning
turning for you and me
and just like before
the band starts to play
now there's that twinkle in your eye
and dream away

Act II

More Than Rain

It's more than rain that falls on our parade tonight
it's more than thunder it's more than thunder
it's more than a swindle this crooked card game
it's more than sad times it's more than sad times
none of our pockets are filled with gold
nobody's caught the boquet
there are no dead presidents we can fold
nothing is going our way
and it's more than goodbye I have to say to you
it's more than woe-be-gotten grey skies now

Way Down in the Hole

When you walk through the garden
you gotta watch your back
well I beg your pardon
walk the straight and narrow track
if you walk with Jesus
he's gonna save your soul
you gotta keep the devil
way down in the hole
he's got the fire and the fury
at his command
well you don't have to worry
if you hold on to Jesus hand
we'll all be safe from Satan
when the thunder rolls
just gotta help me keep the devil
way down in the hole
All the angels sing about Jesus' mighty sword
and they'll shield you with their wings
and keep you close to the lord
don't pay heed to temptation
for his hands are so cold
you gotta help me keep the devil
way down in the hole

Straight To the Top (Vegas)
Written by Tom Waits and Greg Cohen

I'm going straight to the top
oh yea up where the air is
fresh and clean
I'm going straight up to the top
if you know me, you know what I mean
I can't let sorrow
try and pull ol' Frankie down
live for tomorrow I have found you
I'm going straight up to the top
up where the air is fresh and clean
i know that I will never stop, oh no
until I know I'm wild and free
just like a champagne bubble
pop pop pop
I'm like those birdies
high up in the trees
I can't let sorrow
pull ol' Frankie down
live for tomorrow
I have found you
I'm going straight up to the top oh yeah
up where the air is fresh and clean

I'll Take New York

I'll tip the newsboy
I'll get a shine
I'll ride this dream
to the end of the line
I'm goin places
I'll take a ride
Up to the Riverside
I'll take NY
I'll let it happen
I'll pop the cork
tear off the wrappin'
I'll make a splash on the Hudson
that's how I will arrive
Hey, do you have two tens for a five?
Roll out the carpet
Strike up the band
break into the best
champagne when I land
Beat the parade drum
hit all the bars
I want the moon and stars
But I'll take NY
I'll make it happen
Blow out the candlels
tear off the wrappin'
And I know someday
they'll have to name a street after me
right next door to old Franklin D

Telephone Call From Istanbul

All night long on the broken glass
livin in a medicine chest
mediteromanian hotel back
sprawled across a roll top desk
the monkey rode the blade on an
overhead fan
they paint the donkey blue if you pay
I got a telephone call from Istanbul
my baby's coming home today
will you sell me one of those if I shave my head
get me out of town is what fireball said
never trust a man in a blue trench coat
never drive a car when you're dead
Saturday's a festival
Friday's a gem
dye your hair yellow
and raise your hem
follow me to beulah's on
dry creek road
I got to wear the hat that my baby done sewed
take me down to buy a tux
on red rose bear
got to cut a hole in the day
I got a telephone call from Istanbul
my baby's coming home today

Cold Cold Ground

Crest fallen sidekick in an old cafe
never slept with a dream before he had to go away
there's a bell in the tower
Uncle Ray bought a round
don't worry about the army
in the cold cold ground
now don't be a cry baby
when there's wood in the shed
there's a bird in the chimmney
and a stone in my bed
when the road's washed out
they pass the bottle around
and wait in the arms
of the cold cold ground
cold cold ground
there's a ribbon in the willow
and a tire swing rope
and a briar patch of berries
takin over the slope
the cat'll sleep in the mailbox
and we'll never go to town
til we bury every dream in
the cold cold ground
cold cold ground
gimme a Winchester rifle and a whole box of shells
blow the roof off the goat barn
let it roll down the hill
the piano is firewood
times square is a dream
I find we'll lay down together in the cold cold ground
cold cold ground
cold cold ground
call the cops on the Breedloves
bring a bible and a rope
and a whole box of rebel
and a bar of soap
make a pile of trunk tires
and burn 'em all down
bring a dollar with you baby
in the cold cold ground
cold cold ground
take a weathervane rooster
throw rocks at his head
stop talking to the neighbors
til we all go dead
beware of my temper
and the dog that I've found
break all the windows in the
cold cold ground
cold cold ground

Train Song

Well I broke down in E. St. Louis
On the Kansas City line
and I drunk up all my money
that I borrowed every time
and I fell down at the derby
and now the night's black as a crow
It was a train that took me away from here
but a train can't bring me home
What made my dreams so hollow
was standing at the depot
with a steeple full of swallows
that could never ring the bell
and I come ten thousand miles away
with not one thing to show
well it was a train that took me away from here
but a train can't bring me home
I remember when I left
without bothering to pack
you know I up and left with
just the clothes I had on my back
now I'm sorry for what I've done
and I'm out here on my own
well it was a train that took me away from
here but a train can't bring me home

Innocent When You Dream (78)

The bats are in the belfry
the dew is on the moor
where are the arms that held me
and pledged her love before
and pledged her love before
Chorus:
It's such a sad old feeling
the fields are soft and green
it's memories that I'm stealing
but you're innocent when you dream
when you dream
you're innocent when you dream
Running through the graveyard
we laughed my friends and I
we swore we'd be together
until the day we died
until the day we died
Repeat chorus
I made a golden promise
that we would never part
I gave my love a locket
and then I broke her heart
and then I broke her heart
Repeat chorus