The Johansson-Waits Songs

May 20, 2015


Fannin Street (Tom Waits).
Fannin Street (Scarlett Johansson with David Bowie).
Falling Down (Tom Waits).
Falling Down (SJ with DB).

Turn to the dramatic field. You have so much sympathy and such a melodious voice. Make them valuable to others. It will make your powers endure…You have this quality in your eyes and mouth and in your nature. You can lose it, you know. If you turn away from it and live to satisfy yourself alone, it will go fast enough.

Theodore Dreiser, Sister Carrie.

It’s 1994, and a nine-year-old girl is auditioning for a role in the Robin Williams picture Jumanji. The mannerisms of the famous actress, here glimpsed in the child that she had little interest in being for long: the unimpressed stare, the gravely voice, the calm self-possession.

Scarlett Ingrid Johansson is a New Yorker, born and bred, from a ‘professional creative’ home (mother a producer, father an architect, sister an actress). She has been acting essentially her whole life. She’s made over 40 films and is barely 30 years old.

The fact is most of the things that people know about me are made up. My own life is backstage. So what you “know” about me is only what I allowed you to know about me. So it’s like a ventriloquist act. And it’s also a way of safely keeping your personal life out of your business. Which is healthy and essential.

Tom Waits said this (and David Bowie easily could have). But its sentiment applies to Johansson as well. While her life’s been mild sport for the tabloids (some high-profile affairs, the obligatory short-lived marriage to a handsome nonentity), she stands outside of it, in her way. She’s not on Twitter garrulously cultivating a fanbase; she’s on terms solely with the camera lens. She does the usual round of promotions for each film and offers her curated self, while hinting that something else is going on that you, desperate viewer, have no claim on. That while extolling whatever picture she’s working on, she’s humming a Tom Waits song in her head.

She’d wanted to act in musicals but never got the Annie or Cosette-type roles she craved, in part due to having a deep voice even as a child. (Her singing “would have been slightly jarring for the audience,” she recalled. “But after the 500th performance [of Annie], maybe it would have been interesting to break out a little, with this pigtailed blonde-haired girl with this crazy voice.“) So “by the time I turned 13, I kind of buried that part of myself,” she said.

Instead she spent her life on soundstages and location shoots, growing up on movie and TV screens, moving from the wry, already-old kid (Manny and Lo), (“she shrugged off childhood as if it had been a bad shirt,” as David Thomson wrote) to object of mysterious desire for sad middle-aged men (Lost in Translation, Girl With a Pearl Earring) to high summer glamour goddess (the Woody Allen movies). Today she’s mainly an action film star, playing both hero and killer. I expect she’ll make films for another half-century.


In 2006, Johansson cut a version of Gershwin’s “Summertime” for Unexpected Dreams, a tribute album distributed by Rhino, who liked the track and asked her to record an album. It was a canny move by Rhino—Johansson had some “indie” cred, she’d obviously be great for promotions and there’d always been a revolving door between acting and pop singing (in the Fifties, it would’ve been expected that a young actress would release albums between films).

Further, she was growing more confident as a singer, recording duets with Pete Yorn (the album, The Break Up, was released in 2009) and singing with the Jesus and Mary Chain at Coachella. She also had come to embrace the absurdity and unfairness of stardom. She was a famous person who’d landed a record contract mainly because she was famous, when so many hundreds of more talented singers struggled in obscurity, and she knew that she’d be belittled by the likes of Perez Hilton for whatever record she made. So if she was going to make a self-indulgent album, then let it be indulgent.

At first, I thought I would just do an album of standards. But then I couldn’t figure out which standards to do. I did know, though, that I wanted to record this Tom Waits song called “I Never Talk to Strangers,” which is a duet that he does with Bette Midler. But I think it was kind of confusing for some people, because they couldn’t understand how a Tom Waits song could fit in with a Cole Porter song and stuff, and it turned into, ‘Why don’t we just incorporate more Tom Waits songs into this?’ So I just decided to do an entire album of Tom Waits songs.”

She’d first heard Waits when she was 11 or 12, she told Interview. “It’s funny how the songs mean something different to me now than they did when I first heard them. I remember listening to the songs when I was a kid and laughing. Some of them are almost silly in a way, like “I Don’t Wanna Grow Up.” When you’re 12, that means something completely different to you than when you actually recognize that there’s a grown man singing that song. Just listening to certain songs, like “I’ll Shoot the Moon“—they’re very opusy and attractive for a kid, in the same way that Alice in Wonderland would be or something.”

She started by doing some sessions with jazz musicians, recording a few Waits compositions, but the mood was wrong. “It all sounded awful,” she said. “I realized that trying to recreate Tom Waits’ sound with my voice…it just sounded really camp. I knew what kind of sound I wanted in my head, but I realized that I needed someone to help me get there.”

So she sought out Dave Sitek from TV On the Radio (of whom she was a fan). They clicked, and had similar ideas for the record. Sitek saw the chance to cut a Lee Hazelwood/Nancy Sinatra-esque record (the dream of seemingly every indie dude in the 2000s—Pete Yorn envisioned The Break Up as his and Johansson’s Serge Gainsbourg/Brigitte Bardot album), as a way “to make a cinematic record with an actress and have zero concern with being ambitious in the music business way,” he told Tiny Mix Tapes in 2008. “We made it for each other, just to try it out and see what happens…She didn’t care if it was ever even mentioned in Pitchfork (it would be), and that was a really wild freedom to have. It seems really ballsy to me, especially since Tom Waits is a sacred cow.”


Cut during five weeks in late spring 2007 at Dockside Studios in Maurice, Louisiana, the album (Anywhere I Lay My Head) featured mainly latter-day Waits compositions. Covering the jazzy, more melodic Waits songs seemed almost too easy a task (there’d be no Johansson takes on “Downtown Train” or “Muriel”). Instead, Sitek and Johansson drew from the likes of Bone Machine, Alice (including the instrumental “Fawn,” which wonderfully led off the album sequence) and Real Gone.

As if possessed by the spirit of Daniel Lanois on Dylan’s Oh Mercy, Sitek went for what he called a “cough medicine tinker-bell vibe,” which meant Johansson’s voice would be one strain in a genteel clatter: Tibetan bowls, music boxes, pump organs, bass harmonicas, kalimbas, cicada buzzes.

Asked by Amanda Petrusich about the recording in 2006, Waits said “I read about it in the paper…more power to her…I don’t know if I’m excited to hear it, but I’m curious. People make songs so that somebody else will hear them and want to do them. I guess it’s an indication that the songs aren’t so ultra-personal that they can’t possibly be interpreted by anyone else. I’ve seen her in movies. I don’t know what she’s going to do with the tunes.”


When I first wanted to do the Bette Midler-Tom Waits duet, I was thinking about who would I duet with, who would make it interesting. I thought, Maybe, you know, David Bowie,” Johansson told Interview. “I thought it would be great if he could sing the Waits part—or if he could sing the Bette Midler part and I could sing the Waits part, or something like that. I mean, a duet with David Bowie: that was, like, my 13-year-old fantasy.

Bowie and Johansson acted in the same film, Christopher Nolan’s The Prestige (though they had no scenes together). Afterward they met at a dinner in New York, where Bowie said he’d heard she was working with Sitek. “So I jokingly said, “You know, let me know if you want to come! Anytime—I’ll drive you!” And then one day when I was in Spain shooting [Vicky Cristina Barcelona], I got this call from Dave, and he was like, “You’ll never guess who I have in the studio right now.

Bowie showed up at Avatar Studios during the album mixing, having obtained the sheet music and having worked out his vocal arrangements. Sitek had suggested that he sing on “Falling Down” and “Fannin Street,” which Bowie approved of, and “I Don’t Wanna Grow Up,” on which he believed he couldn’t do anything, and was likely right.


“Fannin Street,” which Waits wrote for John Hammond and recorded himself in 2006, drew on Leadbelly’s song of the same title. Waits shifted his song west to Texas, singing of Houston’s Fannin Street, where Leadbelly had sung of Shreveport, Louisiana’s red-light district, which he’d been drawn to as a boy in the 1900s. Waits’ song was a dissolute’s lament, a man recalling a warning he knew he’d never heed, with a refrain melody that seemed fished from a riverbed. “Fannin Street” for Leadbelly was an escape, a place where the night never ended. His mama tells him to stay away, he tells her to let him go: life’s waiting there for him. For Waits’ singer, Fannin Street is a temptation and a damnation. There’s no joy here, even a corrupt one; there’s just a closed, gilded door.

Johansson sang it simply, keeping to her comfortable low register, her voice slipping into the murk on her lowest notes. She cedes the lamenting to Bowie, whose four-part harmonies build into, in the closing refrain, a gorgeous piece of hysteria. He’s mourning her fall; she accepts it. Waits made the line “give a man gin, give a man cards/give him an inch he takes a yard” a pitying self-condemnation. Johansson makes of it a small indictment. It’s the voice of someone at the other end of the taking.

Given its line “come from St. Petersburg/Scarlett and me,” covering “Falling Down” was perhaps inevitable (‘Johansson’ and ‘Scarlett’ as two separate personae mediated by Tom Waits). Its video is the Johansson mystique “unpacked”: we see her in her dressing room, assembling herself into a movie star; she strides through her paces, impeccably beautiful (it’s the reverse of Lost In Translation—now she’s the star doing her rounds) but unknowable, refusing to drop the mask for a second, only applying further masks, not looking at the camera unless she’s being paid.

She sang “Falling Down” by pushing her voice to its limits, using for many phrases a sharp Noo Yawk accent that recalled Debbie Harry on “Just Go Away.” (“that hotel was a GAWN-UH!“) It was a feinting maneuver. Waits’ vocal (recorded in a studio session with some Little Feat members and included on the live LP Big Time) is one of his most astonishing works, exploiting the full range of his smashed jukebox of a voice—a man, a hotel, a world is in freefall, shattering itself apart, and he tries to hold it together in his breaths. Johansson moves through the wreckage, observing but not responding, watching through glass like Iggy Pop’s passenger. Bowie begins by muttering in the margins (“I’ve-come-five-hundred-miles” he whispers) and then rises to shadow her in the refrains. By the last verse he’s nearly become her equal in the mix, his voice giving a sense of loss that she refuses to admit.

Anywhere I Lay My Head came out in 2008 to modest criticisms and modest sales, and Stephen Thomas Erlewine’s assessment of it still rings true: “It doesn’t quite work, but it can’t quite be dismissed, either: unlike so many actor-turned-singer records, there’s not a hint of vanity to this project and it’s hard not to marvel at its ambition even as it fails.” But while Sitek’s production can already seem dated, Johansson, so earnestly blank throughout, remains alluring, her collective performance suggesting the last line of Dreiser’s Sister Carrie: In your rocking-chair, by your window, shall you dream such happiness as you may never feel.

As for Bowie, he cut his vocals, listened to playback, said goodbye to Sitek, went home. He wouldn’t go back in a recording studio again for over three years.

Recorded: (Johansson, musicians) ca. May 2007 at Dockside Studios, Maurice, Louisiana; (Bowie vocals) ca. late summer 2007, Avatar Studios, NYC. Released on 16 May 2008 on Anywhere I Lay My Head (UK #64, US #126).