All Shook Down is the seventh and final studio album by the American rock band The Replacements, released on September 25, 1990 by Sire Records. Recording This album was originally intended to be frontman Paul Westerberg's solo artist debut. His management talked him into doing it as a Replacements album before the recording started. As a result of its initial intent, All Shook Down is marked by numerous session, side and journeyman musicians, in addition to the three other Replacements. Although there are no clear records of which members played on which tracks, there are numerous clues. In an interview with Musician magazine, Westerberg noted that there were four drummers on the record, but 'we didn't bring in any guitar players,' indicating that all of the guitar parts were performed by Replacements members, but many of the drum parts were not. Replacements bassist Tommy Stinson joined the project only about a week after it started, and no bassists are included among the list of session musicians, indicating that Stinson played most of the bass on the record. Stinson has mentioned 'the songs I didn't play on' which may refer to songs like the title track that do not feature bass, or that Westerberg, who occasionally played 6-string bass on the band's earlier recordings may have played some bass in Stinson's place. Replacements drummer Chris Mars also brought in a cassette tape of his own material that he recorded on a four-track. Mars had written songs for the Replacements before, but when Westerberg became the band's primary songwriter, he began to reject every song that Mars would bring in. When Westerberg dismissed his songs out of hand, Mars decided it was time for him to leave the band altogether. A number of the tracks also prominently feature Stinson's backing vocals. Guitarist Slim Dunlap joined the project later, and may have participated less than Stinson did, but it is notable that Westerberg kept Dunlap around to add guitar and vocal overdubs after Stinson and Mars finished their parts, and while the album has relatively few guitar leads, several songs feature Dunlap's distinctive lead style. Mars had already been replaced by session drummer Charley Drayton on a few tracks before he arrived at the sessions, and the band used two other session drummers before its completion, indicating that his role was limited compared to the other band members. The only track featuring the