DUST IT OFF: Beastie Boys’ “Paul’s Boutique”…25 years later

To say I’ve been waiting for this day to arrive is putting it lightly. When that Tuesday in 1989 happened, I went out to buy the album. I played it and did not know what to expect, even thought I had bought the Love American Style EP with “Hey Ladies” and “Shake Your Rump”. Once the album was over, I knew I would be around for 25 years to talk about its greatness. It would be too easy to say “its legacy” but that’s for others to decide. In the words of Phil Collins, I’ve been waiting for this moment for all my life. I remember what I was like when I was 18: unsure of where my life would lead but I had good rap music to get me through. I wasn’t specifically thinking “what will I be writing about when I’m 43 years old?” Now here I am, and I’m able to look back 25 years in history, about to talk about what the Beastie Boys’ second album has meant to me.

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The moment I first heard “Hey Ladies”, I knew that this was a special song. I recognized some of the samples as if it was a part of my musical upbringing. with The Commodores’ “Machine Gun” starting things off. I recognized Kool & The Gang’s “Jungle Boogie” and being a fan of 70’s rock, I definitely caught the “Ballroom Blitz” (Sweet) reference. I knew Roger’s “So Rough, So Rough” was in there. In the video version, I knoew that the funky Hammond B-3 came courtesy of “Hush” by Deep Purple. All of these sounds were an accumulation of goodness, but little did I know that this small dose of accumulation would become mere drops towards the recipe that would be Paul’s Boutique.

When I first heard “To All The Girls”, I was sitting back, enjoying the funky laid back vibe and wondering what was about to happen. Then came “Shake Your Rump”, interrupting the song that opened the album and it was their way of saying “let’s begin… NOW!” I loved how solid the soundscape was, each sample was coming at a pace similar to Public Enemy’s It Takes A Nation Of Millions To Hold Us Back and De La Soul’s 3 Feet High And Rising, and I loved the randomness of it all, at least at first. One sample followed one another, as if it was just thrown in for good measure, and it was almost too much to handle. In fact, it was too much to handle, but it felt like a massive musical orgasm, and yet it kept on getting better. I was thinking to myself “if this is not the climax, how is this album going to wrap up?” That would come, heh, later.


I’ll be honest, I didn’t take to “Johnny Ryall” at first, although what I did take to was the wind that segued “Shake Your Rump” and “Johnny Ryall”. That was the wind that was a segue between Pink Floyd’s “One Of These Days” and “A Pillow Of WInds”. With the Beastie Boys now signed to Capitol Records, I was also wondering if they were trying to be Beatlesque in some fashion. I wasn’t sure, but I wouldn’t have an answer until the end of the album. It would be years before I fully got into “Johnny Ryall”, that off-center guitar sample was a bit of a turn-off at first but once I got into it, I felt the song was an essential part of the record. However, I did love “Eggman”, enjoying the “Superfly” sample from Curtis Mayfield, along with brief glimpses of Public Enemy’s “Bring The Noise” (my favorite P.E. song). “High Plains Drifter” seemed like a new Beastie Boys to me, as they were talking about going somewhere to rob people, a topic they never really touched on with Licensed To Ill. Were the Beastie Boys trying to become a bit on the hardcore side a la N.W.A or Ice-T, or was this something else? I did catch the Loggins & Messina sample for “Your Mama Don’t Dance” and again, it was as if the album so far was having flashbacks of my childhood, but in a unique and (oddly) funky way.

The first Beatles comparisons would happen with “The Sound Of Science”, when they were getting educational while rapping over “When I’m Sixty-Four”, which then lead to manipulations of “Sgt. Pepper’s Lonely Hearts Club Band”, “Sgt. Pepper’s Lonely Hearts Club Band (Reprise)”, and “The End”, throwing in Boogie Down Production’s “My Philosophy” for the hell of it, then squeezing in some James Brown at the right moment.


The ping pong came that introduced “3-Minute Rule” seemed completely random, as if we were either listening to the guys in the studio or just… I don’t know, some backroom ping pong game happening. It was with this song that I started to take some of the lyrics to heart, as something that wasn’t just mere words to guffaw at. Ad Rock’s verse that closed the song hit me first:
Are you experienced little girl
I want to know what goes on in your little girl world
Cause I’m on your mind, it’s hard to forget me
I’ll take your pride for a ride if you let me

MCA’s verse was very clever in a number of ways, and while the album did have a lyric sheet, the words were so small that it was difficult at times to go through it, yet we did, trying to go along with the stories they were telling us:
It’s just two wheels and me the wind in my eyes
The engine is the music and my nine’s by my side
Cause you know Y. A. U. C. H.
I’m takin’ all MC’s out in the place
Takin’ life as it comes no fool am I
I’m goin’ off gettin’ paid and I don’t ask why
Playin’ beats on my box makin’ music for the many
Know a lotta def girls that would do anything
A lot of parents like to think I’m a villain
I’m just chillin’ like Bob Dylan
I smoke cheeba it helps me with my brain
I might be a little dusted but I’m not insane

Mike D.’s verse was very twisted in its own way, more puzzles and required deciphering but anyone who had ever rejected his wit before had to recommend it after his verse:
I got lucky, I brought home a kitten
Before I got busy I slipped on the mitten
Can’t get better odds cause I’m a sure thing
Proud Mary keeps on turning rolling like a Ring Ding
Jump the turnstile never pay the toll
Doo wa diddy bust with the pre-roll
Customs jails me over an herb seed
Don’t rat on your boy over some rat weed

Did we want to know what the three-minute rule really was, or did it truly matter? Each Beastie had a minute to make an exchange before bailing out, and that was that. Then Side 1 ended with “Hey Ladies” and the album so far felt like a moving thing. What could Side 2 give us?

Flipping the tape over (I bought the cassette of Paul’s Boutique first before I bought the CD and different vinyl pressings), Paul’s Boutique began with… a country song? Bluegrass? What the hell was going on? Ad Rock was talking about cooking up at a barbeque and everyone seemed like they were having a great time. It then cuts right into “Looking Down The Barrel Of A Gun”, which was incredibly funky too. I caught Mountain’s “Mississippi Queen” sample when it happened. To me, the song had a slight “No Sleep Til Brooklyn” feel, which was the band’s metal-ish track from Licensed To Ill. This new song had powerful guitar and bass riffs, but are these samples or are they being played? We really wouldn’t know until they released a video for the song, featuring outtakes from the recording sessions.


“Car Thief” was another laid back song, and what I had liked about Paul’s Boutique was that there were a number of laid back songs, where the music was at a lower tempo/BPM, samples influenced from different sources that might not be considered obvious choices. In fact, it was obvious that this album was not full of obvious sample choices. I could spot a few, but not each and every one, and as someone who was interested in knowing the song’s ingredients, I had to know more. The album, as it was customary back then, didn’t have sample credits, so it had to be a learning process. As a record collector, that meant hunting it down in real time, at real places. More on this later. What I also caught was a sample of Max Yasgur, the owner of the land whose farm became the backdrop for the Woodstock Music & Art Fair between August 15-18, 1969. As a kid who fell in love with the soundtrack album and movie for Woodstock, hearing that brief “I’m a farmer” sample made me excited. Why was that one second sample in there? Oh, because MCA didn’t buy weed, but he grew it because he was a farmer. Or so he said.

I couldn’t get enough of this album, but then came the drums from Led Zeppelin’s “Moby Dick” in “What Comes Around Goes Around”. Did I also hear Led Zep’s “How Many More Times” in there? I would later learn that the guitar riffs I was assuming were Led Zep was actually Alice Cooper’s “It’s Hot Tonight” from his 1977 album Lace and Whiskey, but I wouldn’t know this until much later. What I also loved in “What Comes Around” was the piano ample that didn’t say on tempo, it seemed to go slightly off center as it made its way close to the end of the bars.

“Shadrach” was funky from start to finish, and at the time I wasn’t aware the main sample was done by Rose Royce, nor did I know the “hey” sample and the many other lyrics heard came courtesy of “Loose Booty” by Sly & The Family Stone. I was familiar with Sly and some of his albums but I hadn’t heard the Small Talk album yet. I knew it was one my auntie had in her collection, and I would eventually learn that if my auntie had certain albums I couldn’t find anywhere else, it might be really good. Eventually I borrowed that album and heard the samples in question. The song ends with a drum sample from the familiar “Funky Drummer” by James Brown before it is interrupted by a radio commercial for this clothing store. Did a clothing store called Paul’s Boutique actually exist? If it did, did it match with the photo of the store on the cover? It sounds Jamaican, was this store in Kingston and… no, the voice says you had to call 718-498-1043 and it was in Brooklyn. I said to myself that if this store really existed, I would have to go to Brooklyn to find it. Then the album would begin a slow ride home and eventually come on itself.


While the Fat Boys were considered the first group to release a hip-hop concept album, no one had ever done a mini hip-hop opera before, in the same way The Beatles did with Side 2 of Abbey Road. Your typical hip-hop song was three to four minutes, longer if it was extended on the 12″ single. “B-Boy Bouillabaisse” came out of nowhere, a 12 1/2 minute song with nine mini-songs. Was it their version of Abbey Road, or were they pulling off A Who tactic and making their own A Quick One. What does a bouillabaisse from a B-boy consist of? It seemed to be a massive soup of different stories from different places, with different moods and textures, and just when I was able to get into one section of the song, it cuts off or ends and goes into another. The bouillabaisse became an adventure into itself, I tried to piece it together and see if all of it fit, or if there was some grand message being said? After repeated listens, it seemed like the full song was a day in the life of the Beastie Boys, starting off by getting dressed at “59 Chrystie Street” before they went throughout their afternoon. You also had a song that was in half (“Get On The Mic” and “Mike On The Mic”), and by the time it reached the end, you realized the Beastie Boys were either at their own concert or basement party, rocking the crowd for what felt like hours before they said “goodnight everybody”. Then the album ended where it began, as if it was Pink Floyd’s The Wall. This album was dedicated to all of the girls, but you couldn’t helot that it was very much for all B-boys too.


After the first time I played the album, I couldn’t believe what I just heard. It was an experience in hip-hop I had never heard before, not in that way. I understood some of the connections and the decoupage feel, but it felt as if there was much more. Did I truly know what the album meant, or was this going to be similar to those Russian dolls where one opened to find another to find another to find another? For me, with a love for knowing the samples I detected, Paul’s Boutique would eventually become a lifelong trek to discover each and every sound that constructed this masterpiece. Not only would I hunt down albums, compilations, and 45’s, but there were also times when I’d listen to a local AM radio station that played oldies songs and out of nowhere, as I’m sitting in the Alberton’s parking lot, I would say “THAT’S THAT SAMPLE! THE RECORD WAS RIGHT IN FRONT OF ME THE ENTIRE TIME!” I have a friend in Arizona whom I’d correspond with through the mail and every few months, I’d write out a few songs I may have discovered since the last letter. It would be years before I jumped on the internet for the first time and even when I did, there was no WhoSampled, no TheBreaks, no Crates mailing list, no place named rec.music.hip-hop, I was on my own hunt and I wasn’t sure if it mattered. When I finally got into the internet, I learned there were many other Paul’s Boutique fans, also keeping track of samples too. When there was a Paul’s Boutique sample reference page, I noticed there were a number of songs not listed. I contributed a few, and my name is now a part of their database.

I put together a Paul’s Boutique tribute album in 1999 for the 10th anniversary, which I originally was going to do in full but decided to ask for contributions from my online friends. With each other passing anniversary, I made sure to listen to the album from start to finish, as pilgrimage of some sort. I wanted to know more about the album, the photographs, the recording sessions, and even when there was a 33 1/3 book for it, I felt there still had to be more to learn. I want to see the tape session boxes, the track notes, anything and everything.

To this day, I swear that I still hear myself in the album too. At the extreme beginning of “Dropping Names”. There is a brief sample of Ad Rock where he allegedly said “take PCP’. However, I used to be a radio DJ at a local high school station, and it sounds exactly like my voice back then. There is a funeral home here called the Bruce Lee Memorial Chapel, and my guess is that the Beastie Boys may have come here to take a look sometime in 1988, only to learn that the Bruce Lee in question was not the Chinese kung fu master, but an old white man. My guess is that if one of them turned on the radio, they discovered a radio station and with some small change, I happened to be on the air. Every time I hear “Dropping Names”, I hear what sounds like my voice saying “KTCV”, the radio station I was on. I’ve always wanted to get in touch with Ad Rock and say “hey, can you allow me to hear the multi-tracks of that song just so I can truly hear if it’s me or it’s really you.”

Egos aside, Paul’s Boutique is an album that is part of an almighty trilogy that represents 15 months of incredible and highly influential music. It Takes A Nation Of Millions To Hold Us Back began in April 1988, 3 Feet High And Rising came into play in March 1989, and the trilogy ended on July 25, 1989. The amount of music, knowledge, and education in these three albums are beyond what I can talk about in one article, it would require books. As someone who was a fan of the music, it was these three albums that made me realize that perhaps I could be a hip-hop producer too. All I had was cassette decks and a way with pause buttons, all I needed was the money to move and find my way to the recording studios in bigger cities and make myself known. I never got that chance, but the magic heard in these albums continue to influence me years later. With Paul’s Boutique, maybe it’s true that the boutique in question covers a time and place, an era of hip-hop that was slowly fading away. Upon its release, it was roughly 15 years away from its origins, and people were already worried about the integrity that existed. It’s a timepiece, a placard, a statement that the Beastie Boys said to say “this is where we came from, this is what moved us to become rappers, this is what made us, this is us as much as it is you.” All of us who lived back then, whether we were too young or showing age and maturity, either spent time in that boutique or wanted to find it, or something close to it. It was a dream place, or perhaps a place we still wanted but knew it was a part of history we could never return to. If the late 80’s lead to a moment where we wondered if this rap music would prove itself to be just a fad, Paul’s Boutique was the Beastie Boys’ and the Dust Brothers’ way of saying what they experienced, what they wanted to do, what they fantasized about, what they wanted to accomplish. It was the Dust Brothers’ ode to radio mixes, something you could only catch at 12midnight, if not between 3am to 6am. Rap music was what you had to seek and when you did, you were tired on your ass but you kept listening. Or if you fell asleep, you knew you had a cassette running on your boom box. In the end, Paul’s Boutique was Disneyland and even if it didn’t exist anymore, we could return to it for 53 minutes at a time.

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