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All compositions written by Tom Waits.
All lyrics (C) 1982 Jalma Music
All rights reserved. Used by permission

All songs arranged by Tom Waits except 'Underground', 'Johnsburg, Illinois',
'Rainbirds' and 'In The Neighborhood' arranged by Tom Waits & Francis Thumm

Recorded & mixed by Biff Dawes
All songs recorded at Sunset Sound, August 1982 except 'Dave The Butcher' was
recorded at Leeds Instrument Rental. 'Frank's Wild Years' was recorded by Tim Bo
Production coordinator: Michael Solomon
Assistant engineers: Peggy McCreary, Richard McKernon, Bill Jackson
Mastered by Jeff Sanders at Kendun Recorders
Inner sleeve photo by Michael Russ
Album cover concept & design by Michael Russ & Tom Waits
Art director: Frank Mulvey

Management: Rothberg/Gerber

Dedicated to my wife, Kathleen. Special thanks to Don Passman, Francis Thumm,
Biff Dawes, Victor Feldman, Arlyne Rothberg & Bill Gerber and Peggy McCreary.