Tom Waits

I Hope That I Don't Fall In Love With YouClosing Time
Nighthawk PostcardsNighthawks At The Diner
The Piano Has Been Drinking (Not Me)Small Change
A Sight For Sore EyesForeign Affairs
On The NickelHeartattack & Vine
In The NeighborhoodSwordfishtrombones
Murder In The Red BarnBone Machine
NovemberThe Black Rider
Get Behind The MuleMule Variations
Flowers GraveAlice
Day After TomorrowReal Gone
SatisfiedBad As Me

Tom Waits photo



Tom Waits playlist



Contributor: Ian Ashleigh

With our editor’s permission, this is a Topper 12.

What happens when you live on a diet of Jack Daniels Whiskey and Marlboro Cigarettes? You end up with a voice like Tom Waits, that’s what.

Thomas Alan (Tom) Waits was born in Pomona, California in December 1949. Waits has a distinctive voice, described by critic Daniel Durchholz as sounding “like it was soaked in a vat of bourbon, left hanging in the smokehouse for a few months, and then taken outside and run over with a car”. It wasn’t always thus, the trademark growl developed over time.

Waits’ lyrics frequently present atmospheric portraits of grotesque, often seedy characters and places – although he has also shown a penchant for more conventional ballads. Every song has something to say, every lyric is carefully crafted and no word is ever out of place. Like or loathe his voice Waits has a special gift for word pictures, for vocal illustration. It can be argued that Tom Waits is as important to modern American music as the likes of Bob Dylan, Bruce Springsteen, Paul Simon and the writers in the Brill Building.

His early performances were at The Troubadour in Los Angeles where he had a Monday night residency and it was at one of these David Geffen heard Grapefruit Moon and was impressed enough (“floored” was the expression he used) to sign Waits for Asylum Records.

Tom Waits has a cult following and he has influenced both singers and songwriters to cover his songs which I will highlight as we go through. Although Waits’ albums have met with mixed commercial success in his native United States, they have occasionally achieved gold album sales status in other countries. He has been nominated for a number of major music awards and has won Grammy Awards for two albums, Bone Machine (1992) and Mule Variations (1999). In 2011, Waits was inducted into the Rock and Roll Hall of Fame. I own 25 albums covering 401 tracks and over 25 hours of music. Distilling these into 12 tracks and this essay has been both a challenge and a pleasure.

Tom Waits’ first album Closing Time was released in 1973 and as a debut album it does not have a bad track. From the opener, Ol ’55 (later covered by the Eagles and Shawn Colvin), to the closing title track it has 12 quality musical vignettes, each one different but part of the whole and each one crying out to be represented from this collection. Waits is pictured on the sleeve looking pensively at his piano waiting to deliver this blues/jazz piano-led masterpiece. Every time I hear I Hope That I Don’t Fall In Love With You, I am transported to a bar and a time when you meet someone that you want to get to know but you’re telling yourself not necessarily that well, and you know that’s not true. This is one of the few guitar-led tracks on the album.

Well, I hope that I don’t fall in love with you
Cause falling in love just makes me blue
Well, the music plays and you display your heart for me to see
I had a beer and now I hear you calling out for me
And I hope that I don’t fall in love with you.

The Heart Of Saturday Night (1974) is a continuation of the jazz/blues piano sound with his voice starting to acquire its familiar semi-spoken, semi-crooned growl. Waits plays piano and guitar on the album and is accompanied by a ‘jazz trio’ of double bass, tenor sax and drums with a string arrangement. Indeed, Diamonds On My Windshield is simply double bass and drums. Another eleven songs of pure quality, Ralph McTell covered San Diego Serenade on his album Right Side Up, Shawn Colvin did (Looking For) The Heart Of Saturday Night on her album Cover Girl. This song was one of four that I wrote down to build the rest of the selection around, it was with regret that I decided to ‘park’ this one to include a later recording. Waits described The Heart Of Saturday Night as “a comprehensive study of a number of aspects of this search for the centre of Saturday night, which Jack Kerouac relentlessly chased from one end of this country to the other, and I’ve attempted to scoop up a few diamonds of this magic that I see”. You cannot argue with that summary.

Nighthawks At The Diner was recorded live at the Los Angeles Record Plant Studios in front of a small, invited audience on 30th and 31st July 1975; Waits refers to the venue as the fictitious Raphael’s Silver Cloud Lounge to give it the feel of a night club. The double album is noted for Waits’ introductions to his songs as much as the songs themselves. Jim Hughart played upright bass on the recording and remembers it thus: “Preparing for this thing, we had to memorize all this stuff, ’cause Waits had nothing on paper. So ultimately, we spent four or five days in a rehearsal studio going over it. And that was drudgery. But when we did actually get it all prepared and go and record, that was the fastest two days of recording I’ve ever spent in my life. It was so fun. Some of the tunes were not what you’d call jazz tunes, but for the most part that was like a jazz record. This was a jazz band. Bill Goodwin was a drummer who was associated with Phil Woods for years. Pete Christlieb is one of the best jazz tenor players who ever lived. And my old friend, Mike Melvoin, played piano. There’s a good reason why it was accepted as a jazz record.” Waits’ voice is acquiring its growl and the semi-spoken semi-crooned style is being honed into its ever present familiarity. Ideally, you have to listen to the whole album as a single piece but Nighthawk Postcards is a perfect slice to illustrate the feel of the recording. Listening, you get the impression that Waits is improvising vocally as much as the band is instrumentally behind him.

The following year brought Small Change which opens with Tom Traubert’s Blues (covered by Rod Stewart) which deals with being drunk in a foreign city (in Waits’ case it was Copenhagen with a lady called Mathilda) and being down and out on your own. The music for the most part consists of Waits’ hoarse, rough voice, set against a backdrop of piano, upright bass, drums and saxophone. Some tracks have a string section, where the sweet timbre is starkly contrasted to Waits’ sometimes slurred voice.

It has been noted that at the time of the recording of Small Change Tom Waits was drinking heavily as a reaction to life on the road. The album finds him in a much more cynical and pessimistic mood lyrically than his previous albums, with many songs such as The Piano Has Been Drinking (Not Me) and Bad Liver And A Broken Heart (that almost quotes musically from As Time Goes By) presenting a bare and honest portrayal of alcoholism, while also cementing Waits’ hard-living reputation in the eyes of many fans.

The piano has been drinking
my neck tie is asleep
and the combo went back to New York
the jukebox has to take a leak
and the carpet needs a haircut
and the spotlight looks like a prison break
cause the telephone is out of cigarettes
and the balcony is on the make
and the piano has been drinking
the piano has been drinking

The album’s themes include those of desolation, deprivation and, above all else, alcoholism. The cast of characters, hookers, strippers and small-time losers, are for the most part, night-owls and drunks; people lost in a cold, urban world.

With the album Waits asserted that he “tried to resolve a few things as far as this cocktail-lounge, maudlin, crying-in-your-beer image that I have. There ain’t nothin’ funny about a drunk.” He said he was really starting to believe that there was something amusing and wonderfully American about being a drunk. He ended up telling himself to “cut that shit out”. Beyond the serious themes with which the album deals, the lyrics are often also noted for their humour, puns and jokes in the treatment of alcoholism, with Waits’ drunken diction.

In May of the same year, he played a concert for a radio station in Cleveland, Ohio that was released as the bootleg Sleep At Drew’s House, notable for an extended rambling version of Pasties And A G-String that was recorded for Small Change. The album is Tom Waits’ combination of blues and jazz and is notable for his rambling slurred links between the songs. It sounds like a jam session in front of a live audience loosely based on Waits’ material.

For Foreign Affairs in 1977, Waits wanted to explore other material and the album has the feeling of the soundtrack to a film-noir, a theme extended to the album sleeve, the front cover of which could be a still from the same (imaginary) film. The back-cover shot of Waits casts him as a slicked-back hoodlum – half matinee idol, half hair-trigger psychopath. The inner sleeve depicts the singer clawing at the keys of an upright piano. Bette Midler duets on I Never Talk to Strangers, and Potter’s Field could come straight out of a Raymond Chandler film. You have already read that when I embarked on this project I had an idea that four songs were set and there was room for eight more. You now know that only three of the four survived. One of the three is A Sight For Sore Eyes which juxtaposes a gentle semi-familiar waltz-time piano motif with Waits’ voice and some pretty dark lyrics. I simply love this song; some people will suggest more worthy alternatives but for all the darkness in the song, there is black humour. I always smile listening to it, which may say more about me than the song:

Guess you heard about Nash he was killed in a crash
Oh that must have been two or three years ago now
Yeah he spun out and he rolled he hit a telephone pole
And he died with the radio on

No she’s married with a kid finally split up with Sid
He’s up north for a nickel’s worth for armed robbery
And I’ll play you some pinball no you ain’t got a chance
Then go on over and ask her to dance

The same year brought another bootleg. Invitation To The Blues was recorded in April 1977 at the Post Aula in Bremen, Germany. The collection has a more formal feel than Sleep At Drew’s House and the material is from Small Change and before. It is worth seeking out for the title track and Diamonds On My Windshields which segues into Grapefruit Moon.

Blue Valentine was released in September 1978; the front cover photo is a pensive looking Waits, on the back he is with his girlfriend at the time, Rickie Lee Jones. The album opens with a cover of Somewhere from West Side Story with Waits sounding like Louis Armstrong in places and displaying the more gentle side of his voice. The rest of the album is more towards blues than jazz and the lyrics are very dark and almost Dylanesque in structure. A case in point is $29 which can be compared to Bob Dylan’s Leopard-Skin Pill-Box Hat (Blonde On Blonde). Kentucky Avenue is a very dark observation of suburbia. I couldn’t make room for a track from this album in the twelve but I do recommend you seek it out.

A concert from December 1978 in Austin, Texas was released as a bootleg in 2009 under the title Romeo Bleeding: Live From Austin.

In late 1981, I saw Tom Waits live for the one and only time, at the Astoria in London’s West End. You had the impression that he chain-smoked and drank whiskey throughout the evening. This was the tour to promote Heartattack and Vine, the album released a year before. It saw Waits taking an electric guitar-led more rocky direction as evidenced by the opening (title) track and Jersey Girl which could have been written by Bruce Springsteen (who has performed the song in his own live sets since the early 1980s). Saving All My Love For You is a song of deep regret over lost love but you could not hear Whitney Houston singing:

I know I’m irresponsible and I don’t behave
And I ruin everything that I do
And I’ll probably get arrested when I’m in my grave
But I’ll be savin’ all my love for you.

On The Nickel is another of the four songs I thought would be in the twelve, and another of Waits’ piano and strings arrangements. The track on the album is a killer, hearing it live (where it’s referred to as A Wino’s Lullaby) took it somewhere else. The Nickel is a place where tramps and hobos congregate:

So better bring a bucket there’s a hole in the pail
And if you don’t get my letter then you’ll know that I’m in jail
And what becomes of all the little boys who never say their prayers
They’re sleepin’ like a baby on the nickel over there

Tom Waits then worked with Crystal Gayle on the soundtrack for the Francis Ford Coppola film One From The Heart which starred Frederic Forrest and Teri Garr. The soundtrack was nominated for an Academy Award for Original Music Score and it sounds like a film soundtrack and not a Tom Waits album. It does demonstrate the flexibility in his writing.

It was during the recording of the album, Waits met his wife Kathleen Brennan who has co-written much of the subsequent material. He has been quoted as saying it was love at first sight. Brennan was born in Johnsburg, Illinois, the name of a song on Waits’ next album, Swordfishtrombones. This was the first album that Waits produced himself and the album moves away from the piano and strings arrangements of the previous albums and towards more unusual instrumentation and somewhat abstract songwriting. This is evident in the title track, and Shore Leave with how it deals with being away from loved ones, and 16 Shells From A Thirty-Ought-Six which is a real abstract song:

I plugged 16 shells from a thirty-ought-six
and the Black Crow snuck through a hole in the sky
so I spent all my buttons on an old pack mule
and I made me a ladder from a pawn shop marimba
and I leaned it up against a dandelion tree

In The Neighbourhood is the last of the four songs I wrote down first and is a very oblique view of suburbia although not as bleak as Kentucky Avenue:

Well, Friday’s a funeral and Saturday’s a bride
And Sey’s got a pistol on the register side
And the goddam delivery trucks, they make too much noise
And we don’t get our butter delivered no more

Tom Waits was quoted at the time as saying, “It has that Salvation Army feel. All things signed. Have a drinking song. I was trying to bring the music outdoors with tuba, trombone, trumpets, snare, cymbals, accordion. So it had that feeling of Fellini-esque type of marching band going down the dirt road. And the glockenspiel to give it the feeling of a kind of demented little parade band.”

The next album, Rain Dogs, is noted for the broad spectrum of musical styles and genres. In preparation for the album, Waits recorded street sounds and other ambient noises on a cassette recorder in order to get the sound of New York City, the city that would be the album’s subject matter.

A wide range of instruments were employed to achieve the album’s sound – marimba, accordion, double bass, trombone, banjo – indicating the many different musical directions spread across the album. Coming as it did in the mid-80s, (when many musicians depended on synthesizers, drum machines and studio techniques to create their music) the album is notable for its organic sound, and the means by which it was achieved. Waits, discussing his mistrust of then fashionable studio techniques, said: “If I want a sound, I usually feel better if I’ve chased it and killed it, skinned it and cooked it. Most things you can get with a button nowadays. So if I was trying for a certain drum sound, my engineer would say: ‘Oh, for Christ’s sake, why are we wasting our time? Let’s just hit this little cup with a stick here, sample something (take a drum sound from another record) and make it bigger in the mix, don’t worry about it.’ I’d say, ‘No, I would rather go in the bathroom and hit the door with a piece of two-by-four very hard’.” Rod Stewart covered Downtown Train from the album which reached the UK top 10 in 1989.

Franks Wild Years (1987) is considered the third album of a trilogy that commenced with Swordfishtrombones. Subtitled Un Operachi Romantico in Two Acts, the album contains songs written by Waits and collaborators (mainly his wife, Kathleen Brennan) for a play of the same name. The shared title of the album and the play is an iteration of Frank’s Wild Years, a song from Swordfishtrombones. The album once again uses an eclectic array of instruments including a variety of brass and percussion instruments and keyboards (including a ‘prepared piano’). Waits is pictured on the cover holding an accordion, an instrument he does not play on this album.

Big Time (1988) was a ‘conventional’ live album featuring performances recorded at The Warfield, San Francisco and Wiltern Theatre, Los Angeles. In efforts to promote Franks Wild Years, Waits began a tour of North America and Europe in October 1987. The tour incorporated the theatrical aspect of Franks Wild Years and the play written by Waits about his then alter ego, Frank O’Brien. Waits described his alter ego, who debuted on Swordfishtrombones as “Quite a guy. Grew up in a Bird’s-eye frozen, oven-ready, rural American town where Bing, Bob, Dean, Wayne & Jerry are considered major constellations. Frank, mistakenly, thinks he can stuff himself into their shorts and present himself to an adoring world. He is a combination of Will Rogers and Mark Twain, playing accordion – but without the wisdom they possessed. He has a poet’s heart and a boy’s sense of wonder with the world. A legend in Rainville since he burned his house down and took off for the Big Time.”

The next album was Night On Earth, the soundtrack to the Jim Jarmusch film of the same name starring Roberto Benigni, Winona Ryder and Gena Rowlands.The film is a collection of five vignettes, taking place during the same night, concerning the temporary bond formed between taxi driver and passenger in five cities: Los Angeles, New York, Paris, Rome and Helsinki. The music is more identifiable as Tom Waits than One Fom The Heart and fits the dark themes of the film.

Bone Machine, released in 1992, won a Grammy Award for Best Alternative Music Album, and features guest appearances by Los Lobos’ David Hidalgo, Primus’ Les Claypool, and Keith Richards. Bone Machine marked a return to studio material for Waits, coming a full five years after his previous studio album. The album is again noted for its dark lyrical themes of death and murder, and for its rough, stripped-down, percussion-heavy blues rock style. I will await the flak, but the opening track, Earth Died Screaming, has a feel of David Bowie about it. Half the album was co-written with Kathleen Brennan, the album has a percussive industrial feel. Dirt In The Ground has a dark, almost funereal feel. Goin’ Out West is straight out of the drawer labelled ‘blues rock’, Who Are You could have been co-written with Bruce Springsteen. The album can be summarised by the track Murder In The Red Barn, dark, percussive, nasty:

Someone’s crying in the woods
Someone’s burying all his clothes
Now Slam the Crank from Wheezer
Slept outside last night and froze
Road kill has its seasons
Just like anything
It’s possums in the autumn
And it’s farm cats in the spring
There was a murder in the red barn
A murder in the red barn

It was at this time Waits joined Alcoholics Anonymous and stopped drinking – an event he maintains saved his life.

The Black Rider, released in 1993, features studio versions of songs he wrote for the play of the same name directed by Robert Wilson and co-written by William S Burroughs. It’s based on the German folk tale, Der Freischutz, which had previously been made into an opera by Carl Maria von Weber. The play premiered in March 1990, at the Thalia Theatre in Hamburg, Germany. Its world English-language premiere occurred in 1998 at the Edmonton International Fringe Festival. November features the use of the saw as a musical instrument. The album is an eclectic mix of gentle songs and discordant marches:

No shadow
No stars
No moon
No cars

It only believes
In a pile of dead leaves
And a moon
That’s the colour of bone

There was a six year gap before Waits released Mule Variations which won a Grammy Award for Best Contemporary Folk Album and was nominated for Best Male Rock Vocal Performance.

Upon its release, Mule Variations received positive critical acclaim. AllMusic stated that “the album uses the ragged cacophony of Bone Machine as a starting point, and proceeds to bring in the ‘songwriterly’ aspects of Rain Dogs along with its affection for backstreet and backwoods blues, plus a hint of the beatnik qualities of Swordfishtrombones. So, Mule Variations delivers what fans want, in terms of both songs and sonics” – and awarded the album four out of five stars.

Most of the songs on Mule Variations were written by Waits and Brennan, whose songwriting was praised by Village Voice: “together they humanize the percussion-battered Bone Machine sound, reconstituting his 80s alienation effects into a Delta blues harshness with more give to it”. Get Behind The Mule is such a good track, simple, stripped down:

Molly be damned smote Jimmy the Harp
With a horrid little pistol and a lariat
she’s goin to the bottom
and she’s goin down the drain
Said she wasn’t big enough to carry

The next two albums, Blood Money and Alice, were released simultaneously in 2002. Both were written for plays directed by Robert Wilson with whom Waits had worked on The Black Rider. Blood Money is the music for the play Woyzeck, and Alice for the play of the same name. There is also an unofficial album called Woyzeck which is a live recording and has a mostly different track list to Blood Money. Flowers Grave from Alice muses on who will put flowers on the grave of a flower, a sublime lyric:

Someday the silver moon and I
Will go to Dreamland
I will close my eyes
And wake up there in Dreamland
But tell me who will put flowers
On a flower’s grave
Who will say a prayer.

Real Gone, released in 2004, was back into the studio and contains some of the few political songs Waits has written. Day After Tomorrow is a song he describes as an “elliptical” protest song against the Iraq War:

I got your letter today
And I miss you all so much here
I can’t wait to see you all
And I’m counting the days dear
I still believe that there’s gold
At the end of the world and I’ll
Come home to Illinois on the
Day after tomorrow

Waits’ son Casey had become an accomplished percussion player and features on this album. It has the Waits’ experimental, percussive, industrial feel alongside gentle acoustic songs like How’s It Gonna End.

The follow-up was the leviathan six vinyl album or triple CD set, Orphans: Brawlers, Bawlers & Bastards, each of the constituent double vinyl albums or CDs being given its own title.The set is a collection of 24 rare and 30 brand new songs. Each disc is intended to be a separate collection in itself: the first disc (Brawlers) with the more roughcut rock and blues; the second (Bawlers) the more melancholy tunes and ballads; the third disc (Bastards) having the more experimental songs and spoken word pieces. Waits has described the collection as “A lot of songs that fell behind the stove while making dinner, about 60 tunes that we collected. Some are from films, some from compilations. Some is stuff that didn’t fit on a record, things I recorded in the garage with kids. Oddball things, orphaned tunes.” On the decision to organize the songs into three themed albums, Waits said in an interview, “It was just a big pile of songs. It’s like having a whole lot of footage for a film. It needs to be arranged in a meaningful way so it will be a balanced listening experience. You have this big box with all these things in it and it doesn’t really have any meaning until it’s sequenced. It took some doing. There’s a thematic divide, and also pacing and all that. There are different sources to all these songs and they were written at different times. Making them work together is the trick.” And it really does work. It was an impossible task to isolate any tracks for inclusion in the twelve, I will leave it to you to explore and make of the collection what you will.

The penultimate album is Glitter and Doom Live recorded on tour during 2008. Although from ten different evenings, disc one of the album has been mixed and mastered to feel like a single performance albeit without the banter and musings we expect from Waits. Therefore, it is another all or nothing album. Disc two is “Tom Tales” which is a montage of the comic stories, musings and strange facts that Waits shares with his audience between songs, cut together to make it seem like a 36 minute monologue. You can find it here.

We’re nearly there! Bad As Me (2011) is Waits’ latest album at the time of writing and the first album of totally new material since Real Gone. The press release contained the following summary: “From the opening horn-fuelled chug of Chicago, to the closing bar-room chorale of New Year’s Eve, Bad As Me displays the full career range of Waits’ songwriting, from beautiful ballads like Last Leaf, to the avant-garde cinematic soundscape of Hell Broke Luce, a battlefront dispatch. On tracks like Talking At The Same Time, Waits shows off a supple falsetto, while on blues burners like Raised Right Men and the gospel tinged Satisfied he spits, stutters and howls. Like a good boxer, these songs are lean and mean, with strong hooks and tight running times. A pervasive sense of players delighting in each other’s musical company brings a feeling of loose joy even to the album’s saddest songs.”

So, which to choose to round off this selection? Satisfied has everything you want in a Tom Waits song – driving beat, quality vocal and a surreal lyric that happens to refer to Mick Jagger and Keith Richards who happens to play guitar on the track:

Roll my vertebrae out like dice
Let my skull be a home for the mice
Let me bleach like the bones on a beach
I’ll be hard like a pit from a peach
Now the ground has a branch
Now the hound has a ranch
The old tressel’s just junk
The Edsel is on blocks
The old said so … won’t talk
I’m a blimp that’s straining, cut’er ties
I’m a moth in training, flutter by

There you have it. My summary of the career of Tom Waits. The lyrics to all his songs are on his website, including a transcript of “Tom Tales”. YouTube has a multitude of tracks, if you are unfamiliar with this body of work, dig in!


Tom Waits official website

The Eyeball Kid – Tom Waits News

The Tom Waits Map

Tom Waits biography (Apple Music)

TopperPost #300


  1. Keith Shackleton
    Jun 14, 2014

    I think what this tells me is I should have more Waits records. My first was Heartattack and Vine, bought after visiting Jeffries HiFi in Brighton, listening to some new gear. It was a High Fidelity Jack Black kind of moment.. “What? You don’t have this? You need this!”. And it’s great. So why do I only have that, Rain Dogs, Swordfish and Blue Valentine? I have no idea, it baffles me. I need to go shopping.

  2. Jerry Tenenbaum
    Jun 14, 2014

    There are so many to consider, but for me nothing matches the dripping sarcasm and swagger complete with gut-wrenching rhythm of ‘Big In Japan’. Its up there with Frank’s ‘Valley Girl’ and its superb bassline. These examples define artists who are not shy and say what they think. Refreshing. The ‘Johnny Cash third digit’ is implicit.

  3. Kapser Nijsen
    Jun 16, 2014

    Great list, though I couldn’t exclude ‘Tom Traubert’s Blues’ myself. “Now it’s a battered old suitcase to a hotel room someplace / And a wound that will never heal.” That’s one of the most powerful things I’ve ever heard. Just to show how versatile his music is: there was a staging of Richard III in the Netherlands a few years back, interspersed with songs by Tom Waits, and it worked perfectly.

  4. Colin Duncan
    Mar 28, 2015

    Really good article, really well written and anybody reading this would learn lots about Tom Waits. The selection of songs is very difficult because of the quality of his work. Every year I value Tom Waits more and more. I’m not as far along the line as you and have seventeen albums. Your list has been a catalyst in me playing all seventeen albums one after the other and listening closely. Thanks. The Byrds, The Band, Bob, Len and many other artists in this household are feeling neglected.
    Here’s my list. 10 songs picked from 10 different albums picked at random. Very different from your list, but on another day I could select a totally different list: Yesterday Is Here, Broken Bicycles, In The Neighbourhood (Snap!), Who Are You, I Wish I Was In New Orleans, The Heart Of Saturday Night, Time, Jersey Girl, I Hope That I Don’t Fall In Love With You, A Little Rain… I’ve missed loads of brilliant songs. Thanks for the excellent article.

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