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The Replacements were an American rock band formed in Minneapolis, Minnesota in 1979. Initially a punk rock band, they are considered pioneers of alternative rock. The band was composed of the guitarist and vocalist Paul Westerberg, guitarist Bob Stinson, bass guitarist Tommy Stinson and drummer Chris Mars for most of its career. Following several acclaimed albums, including Let It Be and Tim, Bob Stinson left the band in 1986, and Slim Dunlap joined as lead guitarist.

The band soon recorded a four-song demo tape in Mars's basement and handed it to Peter Jesperson in May 1980. Jesperson was the manager of Oar Folkjokeopus, a punk rock record store in Minneapolis, and had also founded Twin/Tone Records with Paul Stark (a local recording engineer) and Charley Hallman. Westerberg originally handed in the tape to see if the band could perform at Jay's Longhorn Bar, a local venue where Jesperson worked as a disc jockey. (The band's first performance at a bar was at the Longhorn on July 2, 1980.) He eavesdropped as Jesperson put in the tape, only to run away as soon as the first song, "Raised in the City", played. Jesperson played the song again and again. "If I've ever had a magic moment in my life, it was popping that tape in", said Jesperson. "I didn't even get through the first song before I thought my head was going to explode".  Jesperson called Westerberg the next day, asking, "So do you want to do a single or an album?" With the agreement of Stark and the rest of the band, the Replacements signed with Twin/Tone Records in 1980. Jesperson's support of the band was welcomed, and they asked him to be their manager after their second show. Later that summer they played at the Longhorn on a Wednesday "New Band Night". They also played several club gigs to almost empty rooms. When they finished a song, apart from the low hum of conversation, the band would hear Jesperson's loud whistle and fast clapping. "His enthusiasm kept us going at times, definitely," Mars later said. "His vision, his faith in the band was a binding force."  After the Replacements signed with Twin/Tone, Westerberg began to write new songs and soon had a whole album's worth of material. Mere weeks after their live debut, the band felt ready to record the album. Jesperson chose Blackberry Way, an eight-track home studio in Minneapolis. However, as the band had no clout there, time spent in the studio was intermittent, and it took about six months to record the album. Although not important at the time, Twin/Tone could not afford to release the album until August 1981. Because they were suspicious of the music business in general, the Replacements had not signed a written contract with Twin/Tone Records.
The Replacements (band)