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All Shook Down

All Shook Down
Studio album by The Replacements
Released September 25, 1990
Recorded 1990
Genre Alternative rock
Length 40:59 (original)
1:15:31 (reissue)
Label Sire
Producer Scott Litt
The Replacements chronology
Don't Tell a Soul
All Shook Down
All for Nothing / Nothing for All
Professional ratings
Review scores
Source Rating
Allmusic [1]
Rolling Stone [2]
Pitchfork Media (6.3/10.0)[3]

All Shook Down is the seventh and final studio album by the band The Replacements, released on September 25, 1990.

This album was originally intended to be front man Paul Westerberg's solo artist debut. As a result of its initial intent, All Shook Down is marked by numerous session, side and journeyman-musicians, supplemented by the three other 'Mats themselves. Replacements bassist Tommy Stinson plays bass and sings backup vocals on a number of the tracks, while guitarist Slim Dunlap and drummer Chris Mars appear on a few tracks each. John Cale, formerly of the Velvet Underground, plays viola on "Sadly Beautiful".[2] The only track featuring the entire band performing together is the acoustic rave-up "Attitude".

The band issued promotional-only singles for "Merry Go Round", "Someone Take The Wheel", "When It Began", and "Happy Town". "Merry Go Round" was the band's most successful Modern Rock Tracks single, reaching #1 for four non-consecutive weeks.

Mars left the band in November 1990 (his last appearance as a Replacement being in the "Merry Go Round" video) and Steve Foley filled in on drums for the six-month All Shook Down Tour of 1991. The band were nominated for the Best Alternative Video and Best Special Effects categories at the 1991 MTV Video Music Awards for the claymation/live action music video for "When It Began". The band played its last show on Independence Day, July 4, 1991. They also received a nomination for a Grammy Award for Best Alternative Music Album.

The album was remastered and reissued by Rhino Entertainment on September 23, 2008, with 11 additional tracks.


  • Track listing 1
    • 2008 CD reissue bonus tracks 1.1
  • Personnel 2
  • References 3

Track listing

All songs written by Paul Westerberg except as indicated.

  1. "Merry Go Round" – 3:29
  2. "One Wink at a Time" – 3:02
  3. "Nobody" – 3:06
  4. "Bent Out of Shape" – 3:42
  5. "Sadly Beautiful" – 3:09
  6. "Someone Take the Wheel" – 3:37
  7. "When It Began" – 3:07
  8. "All Shook Down" – 3:16
  9. "Attitude" – 2:43
  10. "Happy Town" – 2:54
  11. "Torture" – 1:51
  12. "My Little Problem" – 4:09
  13. "The Last" – 2:54

2008 CD reissue bonus tracks

  1. "When It Began (Demo Version)" – 2:47
  2. "Kissin' In Action (Demo Version)" – 2:27
  3. "Someone Take the Wheel (Demo Version)" – 3:37
  4. "Attitude (Demo Version)" – 2:54
  5. "Happy Town (Demo Version)" – 2:40
  6. "Tiny Paper Plane (Demo)" – 2:08
  7. "Sadly Beautiful (Demo)" – 3:15
  8. "My Little Problem (Alternate Version)" – 3:39
  9. "Ought To Get Love" – 3:04
  10. "Satellite" (Tommy Stinson) – 3:39
  11. "Kissin' In Action" – 3:35
  • Tracks 14–20 are studio demos.
  • Track 21 is an alternate take.
  • Tracks 22–24 are from the promo EP "Don't Sell or Buy, It's Crap".



  1. ^ Erlewine, Stephen Thomas. All Shook Down at AllMusic. Retrieved 17 Dec 2005.
  2. ^ a b Mundy, Chris (Oct 4, 1990). > Album Review"All Shook Down"The Replacements . Archived from the original on 10 Oct 2008. Retrieved 26 Aug 2006. 
  3. ^ Richardson, Mark (September 26, 2008). > Review"All Shook Down / Don't Tell a Soul / Pleased to Meet Me / Tim"The Replacements . Archived from the original on 5 October 2008. Retrieved 26 Sep 2008. 
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