Was (Not Was) (The Woodwork) Squeaks


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When Was (Not Was) are remembered at all nowadays, it’s usually for the big-shot producer-of-big-names that Don Was later turned into, or for their Top 10 late-’80s MTV goof “Walk The Dinosaur.” Once in a while people mention their second album, 1983’s Born to Laugh at Tornadoes, which featured Ozzy Osbourne, Mel Torme, Mitch Ryder, and Doug Fieger of the Knack. But for some reason, their debut seems to have fallen through the cracks, a shame given that it’s one of the strangest and most supersonic dystopian free-jazz metal-guitar art-funk albums in human history. Clearly inspired by P-Funk, from whom they recruited Larry Fratangelo to bang percussion and Bride Of Funkenstein Sheila Horne to sing backup, the Wases (a piano-and-saxing jazz critic and bass/Moog/clavinet/vibing jazz sideman who met each other growing up in suburban Detroit in the ’60s) put together one powerful potpourri of a lineup: Marcus Belgrave on trumpet, MC5er Wayne Kramer on guitar, Harry Bowens from the O’Jays on vocals, soul singer Sweet Pea Atkinson (whose 1982 album Don’t Walk Away is an even more lost ZE masterpiece), and on and on. They sampled Reagan in “Tell Me That I’m Dreaming” years before almost anybody knew what sampling was, and the incredible film-noir night-creature rap reportage of “Out Come the Freaks” gave them a legit local midnight-funk hit in Detroit. For most everywhere else, though, it was just too weird. And repackagings over the decades (notably ZE’s own Out Come the Freaks and Microwerks’ Pick Of The Litter 1980-2010) haven’t changed that much.

Chuck Eddy : "Designed to Kill: 8 Essentials of ZE Records" : SPIN Magazine Sept. 2012

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01 • Tell Me That I'm DreamingTraditional 12" RemixWriten by David Was & Don Was
Remixed by Ken Collier & Don Was, Recorded at The Sound Suite, Detroit
Producer - David Was , Don Was , Jack Tann
Published by Island Music

02 • Out Come The FreaksPredominantly Funk versionWriten by David Was & Don Was
Producer by David Was , Don St. Was , Jack Tann
Remixed by The Detroit Wasmopolitan Mixing Squad, Don St. Was , Duane Bradley & Ken Collier
Vocals by Harry Bowens
Published by Island Music

03 • Wheel Me Out  Classic 12" version • 7:08Writen by David Was & Don Was
Producer - David Was , Don Was , Jack Tann
Published by Island Music

04 • (Return Of The Valley) Out Come The FreaksExtended version • 8:49Writen by David Was & Don Was
Producer - David Was , Don St. Was , Jack Tann
Extebnded Version Remixed by  Don St. Was, Frank Filipetti & Michael Zilkha
Vocals by Harry Bowens
Published by Island Music

05 • Hello Operator Classic 12" version • 5:21Writen by David Was & Don Was
Writen by David Was & Don Was
Producer by David Was , Don Was , Jack Tann
Published by Island Music

06 • Dance Or Died From Sweet Pea Atkinson album • 6:27Writen by David Was & Don Was
Producer - David Was , Don Was , Jack Tann
Published by Island Music

07 • Tell Me That I'm Dreaming Souped up version / Out Come The Freaks Dub version • 12:50Writen by David Was & Don Was
Producer by David Was , Don Was , Jack Tann
Published by Island Music

08 • Out Come The Freaks Classic 12" version • 7:10Writen by David Was & Don Was
Producer by David Was , Don Was , Jack Tann
Published by Island Music

09 • (Stuck Inside of Detroit With) Out Come The Freaks (again) • 4:36Writen by David Was & Don Was
Producer by David Was , Don Was , Jack Tann
Published by Island Music

10 • White People Can Dance • 4:26Writen by David Was & Don Was
Producer by David Was , Don Was
Published by Los Was Cosmopolitanos & Deathless Pros Music
Admin,by Axkee Music inc.


Front Cover & Liner photography : Dirk Bakker • Airbrush : Terry Robeson
Typeset/Keyline : Bill Thomas • Art direction : Maverse Payers

Reissue Digipack & Booklet Art direction & Design by Michel Esteban
Photos Pages 8 & 9 by Robert Matheu • Pages 4 & 6 by Paul Natkin
Special Thanks to Robert Matheu, Paul Natkin & Brian J.Bowe


This Selection Selected and Produced by Michel Esteban
Original Sound Recording Made by ZE Records © 1981
Remastered by RV at Translab Paris, December 2003
This Reissue p & © 2004 ZE Records Mundo Ltda
Special Thanks to David & Don Was & Michael Zilkha



It's not hard to understand why Michael Zilkha & Michel Esteban’s ZE Records and the whole punk-funk, disco-not-disco thang of the early 80s has been rediscovered by a new generation looking for their own answers to music's eternal mind-body problem. ZE offered a seductive vision of the world where style collided with substance, where deconstruction made a reconcilliation with melody and hooks, where groove embraced distortion, where punk's outcast geek was transformed by the fairy godmother of disco into a "Halston, Gucci... Fiorucci" clad suavecito with a social conscience and a brain.

If this moment in dance music history can be seen as the revenge of the nerd, the class valedictorians were undoubtedly Was (Not Was). The group was formed in 1980 by two childhood friends (Donald Fagenson and David Weiss) from Detroit who had spent their adolescence locked in each other's basements listening to The MC5, Frank Zappa, John Coltrane and Firesign Theatre. Such listening habits inevitably led to a surfeit of ideas which came tumbling out every which way on their records: reggae skank guitar, Robert Quine-style solos courtesy of The MC5's Wayne Kramer, surreal, sarcastic lyrics via Dylan and Lenny Bruce, James Brown/Nile Rodgers chicken scratch, rudimentary synth riffs, basslines that alternated between Jah Wobble's work with PiL and Terry Lewis' Minneapolis sound, paranoia that seemed to come straight from a 1950s public service announcement. It was all wrapped up in the brittle production values that marked the 80s - the eggshell sound lending a piquancy to the rueful observations of the façades of the age of Reagan and Thatcher. However, while they probably combined dub, jazz, punk, funk and studio alchemy more elegantly than any other group of the time, Was (Not Was) could also be victims of their own intelligence and refusal to recognize boundaries.

Left to their own devices, Was (Not Was) were like The Bonzo Dog Band, the Merry Pranksters and Gang of Four on a New Orleans funeral parade led by Parliafunkadelicment. On their extended remixes, though, their music became more streamlined and honed down to a razor smoothness. The remix process and the dancefloor forced Fagenson and Weiss to focus on one idea rather than the 30 they had running around their heads. Their wild eclecticism was restrained as was their tartness. Where most remixes are created simply to get more bodies on to the dancefloor, the mixes collected on « (The Woodwork) Squeaks » actually shed light on the messages of the songs rather than merely their grooves. Of course, the goal of the best dance music is to get you to think with your entire body and that's exactly what Was (Not Was) succeeded in doing. After all, it's not merely the détourned words of Ronald Reagan that let you know that "Tell Me That I'm Dreaming" is not your ordinary hands-in-the-air disco stomper; it's the astringent guitar riff, the dub alienation, the comedic voices, the sibilant hi-hat that would soon become the hallmark of house music.

The early 80s were a time when every musical genre seemed to converge, when a tangent that began in, say, punk would suddenly be picked up a month later by hip-hop, when the currents that would become house and techno were coursing through the wires of dance music. Don Was' partner on the first two remixes here, the Traditional 12" mix of « Tell Me That I'm Dreaming » and the Predominantly Funk version of  «Out Come the Freaks » was Ken Collier, a legendary Detroit DJ who was a crucial influence on the then-emerging techno scene. Collier's credentials as a house and techno pioneer can be seen all over his mixes here, particularly in the bassline and sparse rhythms of the « Out Come the Freaks » remix. Collier died of diabetic complications in 1996, and these sterling, groundbreaking mixes stand as a fitting testament to his influence.

Even without Collier, though, these remixes are often extraordinary.     « Wheel Me Out », produced and mixed by Don Was and longtime partner in crime Jack Tann (who was in Was' early punk bands The Traitors and President Eisenhower), represents everything great about the merging of post-punk and dance music in the early 80s. It was cathartic yet eerie and uncomfortable, cryptically political, full of nuance and intrigue. Another reason that Was (Not Was) and the whole punk-dance schtick resonates now is their sharp, acidic, left-wing cynicism. It's a voice that almost the entirety of today's popular music has silenced. This isn't the bedazzled groove of Timbaland or The Neptunes embracing money, glitz and technology with equal verve. This is dance music as a way of shaking off the heebie jeebies, shedding off the skin of the daytime daze, jolting you out of your nightmares, only for you to realize that you weren't imagining anything. Please, "Tell me that I'm dreaming".

Peter Shapiro, London december 2003.


The year was 1980, and Detroit was getting ready to play host to thousands of Republican conventioneers who were holding their quadrennial shindig in the Motor City. In a breathtaking moment of silliness, someone decided to install brand-new awnings on the windows of the recently abandoned Statler Hotel, so as not to offend any of the visiting GOP functionaries with the depressing urban financial realities of the day.

Meanwhile, the members of Detroit band Was (Not Was) were engaging in a bold musical experiment, splicing the genes of jazz, rock, R&B, and funk. With their futuristic grooves and intelligent (if twisted) lyrics, Was (Not Was) didn't hide the local decay behind fake awnings. It gathered its ethnically diverse ranks, dressed the decay up in some fine threads and took it out dancing.

The band's ringleaders were Don Was (Donald Fagenson) and David Was (David Weiss). These brothers (of the soul variety) were in a good position to point out the absurdities of American life in the early '80s. Hailing from the scrubbed inner-ring Detroit suburb of Oak Park, the pair met in eighth grade, appropriately enough when they were both waiting in the principal's office for discipline. The young friends cut their teeth listening to the homegrown sounds of Motown singles and the MC5. Add plenty of LSD and a healthy dose of the Firesign Theater to their natural mischievousness, mix well, and you've got a good idea of the part of the woodwork these freaks creaked out of.

Don spent some time as a journeyman jazz player around Detroit, while David moved to Los Angeles and worked as a jazz critic for the Herald Examiner.  But the pair kept in touch and eventually formed the band in a bid to go down in glory. Along the way, they assembled a crack team of musicians, including glorious frontman Sweet Pea Atkinson, a former Detroit auto worker whose rich vocal qualities recall Otis Redding or Sam Cooke. Also bringing soul to the ensemble was former O'Jays singer Sir Harry Bowens. The rock edge came from ex-MC5 guitarist Wayne Kramer, while the jazz tinge came from trumpeter Marcus Belgrave who performed for decades with the bands of Charles Mingus and Ray Charles.  Parliament/Funkadelic's flamboyant percussionist Larry Fratangelo brought the funk, and the group was rounded out by saxman David McMurray, guitarist Randy Jacobs, and pianist Luis Resto.

It would be hard to understand the self-titled debut album by Was (Not Was) apart from its political context-especially with Brother Wayne in tow. (As John Sinclair noted when talking about music and politics in the liner notes of the MC5's Kick Out the Jams, « There is no separation »). But the band steered clear of didactic rambling, instead choosing to work in character studies. There's motorcycle Michael who hasn't been the same since Vietnam. There's the chick from Ecuador who wants to talk about the moon. There's the father who hallucinates that the sky is ablaze with ladies' legs. All of them are interesting characters, if slightly askew.

It may have been 13 years after the rebellion that saw the Motor City burn when this record came out, but Ronald Reagan was soon to win the nomination and declare it « morning in America. » But if it was morning in America, it sure seemed pitch black in the Motor City. In fact, even Reagan acknowledged that not all was right. "Can we who man the ship of state deny it is somewhat out of control?" he asked in his State of the Union address on economic recovery in 1981. A sample of that assessment features prominently in the Was (Not Was) cut « Tell Me That I'm Dreaming, »

Another line from that same song seems to sum up the '80s gimmie gimmie gimmie culture. The song asks: « One man liked milk, now he owns a million cows. Can you imagine all that milk? »

Sure. But where do I get me a glass?

Now that we've got the context out of the way, we can talk about the music. This debut Was (Not Was) album is a glorious postmodern statement. The nuclear glow over suburbia on the front cover is an invitation to the party. All of the earmarks of later Was (Not Was) were there: the cast-of-thousands backing band, the razor blade smile lyrics, the burbling funk. It was that kind of metallic cool that only really plays in Detroit and Europe.

This set begins with « Out Come the Freaks, » an essential cut that comes off as a dance manifesto. Next up is « Where Did Your Heart Go, » a dark, sinister, steamy-manhole, sunglasses-at-night soundtrack to the rain-soaked streets of a blaxploitation thriller. On the aforementioned « Tell Me That I'm Dreaming, » Don Was crafts a bassline every bit as catchy and primal as « Flashlight » or « Good Times/Rapper's Delight » behind surreal lyrics. « Oh, Mr. Friction » closes out the first side of the vinyl.

The flip begins with « Carry Me Back to Old Morocco, » a soaring cut filled with mystery. « It's an Attack, » is a hard funk ode to paranoia, while « The Sky's Ablaze » is a noir radio thriller. Closing out the album is « Go…Now » is a powerful, fist-of-god stomp that showed a sense of hope alongside the postmodern angst. Kramer plays a blistering solo that dissolves into a wash of hard funk horns. Goosebump time!

Rounding out this release are some remixes and other hard-to-find tracks including three remixes of « Tell Me that I'm Dreaming » and two remixes of « Out Come the Freaks. » Among the notable songs are « Wheel Me Out » and « Hello operator...I mean dad...I mean police... I can't even remember who I am, » which comprised the first Was (Not Was) single on ZE Records. The band submitted a demo tape with a letter from the jazz critic of the LA Herald Examiner (who, you'll remember happened to be David Weiss). Also included is « Dance or Die » from Sweet Pea Atkinson's solo album « Don't Walk Away, » (which, inshallah, will be re-released in its entirety someday).

A few years after this record was first unleashed, the inventors of Detroit Techno began mining for butt-shakin' gold. But many of those aesthetic innovations were already present in the oeuvre of Was (Not Was)-the cool, metallic sheen; the futuristic settings; the strange voices, the infectious hooks.

Now, 23 years later, those tattered awnings still hang on the Statler, which is still empty and decaying. But this music is more durable. So enjoy, and if we're lucky and dance all night, maybe when we leave the club it really will be morning in America.

Brian J. Bowe, Editor in Chief CREEM Magazine : January, 2004

Track List
  • 1
    Tell Me That I'm Dreaming
  • 2
    Out Come The Freaks
  • 3
    Wheel Me Out
  • 4
    (Return To The Valley Of) Out Come The Freaks
  • 5
    Hello Operator
  • 6
    Dance or Die
  • 7
    Tell Me That I'm Dreaming - Souped up version - Out come the freaks - Dub version
  • 8
    Out Comes The Freaks
  • 9
    (Stuck inside of Detroit with) Out come the freaks (again)
  • 10
    White people can't dance