All Shook Down is, for all intents and purposes, Paul Westerberg's debut solo record. Despite the presence of the other band members in bassist Tommy Stinson, drummer Chris Mars and guitarist Slim Dunlap appearing on various tracks in conjunction with guest personnel  on the whole of the record, the group's soul representation itself, is only featured on the quirky, acoustic shuffle ,"Attitude". Lyrically, Paul rolls out the dice from his pen on songs like One Wink at a Time, Sadly Beautiful, Someone Take the Wheel, the title cut, Merry Go Round, When It Began, and Happy Town. These tracks truly show the ramshackle genius poet that Westerberg had become and musically, the whole of the record continues the slick sound that was showcased on the previous Don't Tell a Soul set; however, the songs presented are far more interesting melodically and represent a perfectly cracked canvas in generating the familiar 'Mats approach of old, albeit meshed with a modern maturity within the songwriting approach. Artists' such as former Velvet Underground member John Cale and Concrete Blonde lead singer Johnette Napolitano are noted with Cale providing viola on the ballad, "Sadly Beautiful" and Napolitano trading vocals with Paul on the poppy and energetic "My Little Problem"; their inclusions add quality  to the material, despite the down turn in the band's unity and eventual demise.  

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This disc was my first introduction to the band and I found myself working backwards into their delectable catalog over time. I missed out on an era of true authentic 80's rock that had a punk flair interlaid within its style and projection; but, at the same time, I discovered a group that were unsung heroes of a genre that had seen mass popularity pass them by. Another band that comes to mind is Husker Du, whom were a neighboring band and peer level as both groups emerged roughly around the same time period. And like The 'Mats, Husker Du managed to achieve a certain indie-crossover status, and yet, missed the opportunity of mass appeal. When it comes to Westerberg and the 'Mats, I am biased as I enjoy every recorded output of theirs(save for Don't Tell a Soul) and it's music that I related to in my youth and still, today, can identify with as if it were an old friend that you bump into at the bar and have a few drinks with. All told, All Shook Down is a great Westerberg record, it is, ultimately, a Replacements release in name only. For the uninitiated, I recommend prior releases such as Hootenanny, Tim or Let it Be to discover the heart and soul of the group; but this disc is essential to any and all 'Mats/Westerberg fans regardless.

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Rating Grade- B+