Swordfishtrombones

Asylum declined to release it, and Island's Chris Blackwell approached Waits and put it out. Waits wrote the material on a two-week trip to Ireland. Kathleen Brennan had introduced him to Captain Beefheart and Harry Partch, and the instruments include banjo, accordion, bass marimba, angklung, calliope and harmonium. Waits described the instrumentation as all different, with no saxophones. Tim Boyle and Biff Dawes engineered it, and Dawes mixed it.

It reached number 167 in the US, 62 in the UK, 18 in Norway, and earned a UK Silver certificate. NME ranked it the second-best album of 1983, Spin named it the second-greatest album of all time in 1989, and Pitchfork placed it eleventh among the albums of the 1980s in 2002. Billboard called it his most varied, eclectic album yet, and Elvis Costello listed it among essential albums.

Every song was recorded at Sunset Sound in August 1982 except Dave the Butcher, which was recorded at Leeds Instrument Rental, with Biff Dawes mixing. It was Waits's first album without a saxophone and his first to feature marimba, and Brennan often attended the sessions. Francis Thumm arranged four of the tracks. Johnsburg, Illinois is a 90-second ballad written for Brennan and named for the town where she grew up. Mark Richardson of Pitchfork wrote that Waits, producing himself for the first time, raided the musical junk shop and came back with accordion, glass harmonica, talking drums and marimba.

Waits did not tour for the record, partly because Brennan was pregnant, but he appeared in a video for In the Neighborhood co-directed by Haskell Wexler and Michael A. Russ. Russ designed the cover, which shows Waits with the circus strongman Lee Kolima and Angelo Rossitto. Tony Bennett described the album as a guy in an ashcan sending messages, and Jon Pareles wrote that Waits had made a breakthrough by finding music as evocative as his words.