Tool’s ‘Undertow’: 10 Things You Didn’t Know

Tool‘s first album sounded like nothing else at the time. Dark, mysterious, angry, complex, meticulously crafted and loaded with oddly amorphous song structures, 1993’s Undertow confounded both music critics (many of whom tried to lump the band in with the then-popular grunge movement) and early Tool fans who’d been attracted to the more aggressive, metallic sounds of ’92’s Opiate EP, the band’s first official release.

And yet, the album – and the disturbing stop-motion videos for its songs “Sober” and “Prison Sex” – clearly touched a nerve with the American public. Despite its challenging material and the band’s insistence on letting their music (and intense live performances) do the talking, Undertow rose all the way to Number One on Billboard’s Top Heatseekers charts, peaking at Number 50 on the Billboard 200 and eventually selling more than 2 million copies in the U.S. alone. The album’s success firmly established Tool as a potent creative force, and helped pave the way for a new wave of progressive metal, even though the band members themselves resolutely refused to let themselves be pigeonholed into any genre. “Our tastes run through Joni Mitchell, King Crimson, Depeche Mode and country,” guitarist Adam Jones told Guitar World in September 1993. “We’re not a metal band, a grunge band, a rock band or a country band. We’re Tool.”

Recorded in the fall of 1992 at Sound City in Van Nuys, California, and at Hollywood’s Grandmaster Recorders, and co-produced by the band with Sylvia Massy, Undertow came together much more quickly than any Tool album ever would again. But the album’s creation wasn’t without its struggles, as Jones, frontman Maynard James Keenan, drummer Danny Carey and bassist Paul D’Amour often had to fight to maintain their uncompromising vision. “The guy who mixed our album … wanted to cut up our songs,” Jones told Guitar School in 1994. “He said, ‘I like my steak without fat; I like to trim the fat off.’ We told him, ‘Fuck you, man, you’re not touching any of our songs!’ [Laughs] He wanted to take little parts out of each song and make them follow the formula of what sells. I don’t want to follow formula. We want to have our own formula. … In the end, we got our way.” 

In honor of the album’s 25th anniversary, here are 10 things you might not know about Tool’s Undertow.

1. Many of Undertow‘s songs had already been written by the time Tool recorded the Opiate EP.
Maynard James Keenan and Adam Jones began writing songs together in 1987, and had thus amassed a substantial amount of material by the time Tool signed with Zoo Entertainment in 1992. Two Undertow songs, “Sober” and “Crawl Away,” appeared in early versions on a limited-edition 1991 demo tape called 72826; and according to the band, there were other future Undertow songs that were left off of Opiate at the behest of the record company.

“At the time we did Opiate, we had probably about half the songs from Undertow written,” Jones told Revolver in 2013. “Someone at the label was like, ‘You guys gotta put out your heaviest stuff! That’s how you’re gonna get noticed!’ It took us a long time to figure out how politics work at a record company. [Laughs] That’s the money side of the fence, so there’s a different perspective. But obviously one helps the other. So we said OK. We picked the heaviest songs and did this, like, teaser record.”

2. The album’s intense, “reactionary” energy was partly a reaction to Maynard’s experiences in the film business – and to the band’s brushes with the Hollywood hair-metal scene.
Though rarely one to get into specifics about the meaning of his lyrics, Keenan revealed to Loudwire in 2015 that the album allowed him to vent the frustrations he felt while trying to make a living doing set design in Hollywood during the band’s early days. “I was busting my ass working on movie sets in Hollywood trying to survive,” he recalled. “Rent was high and there was a lot of weird hypocrisy that happens with both the film and music industries. There was a whole dog and pony show which I found very awkward. So, a lot of those original pieces were inspired by that kind of energy. The music was emotionally driven and very reactionary.”

Tool’s music, he recalled, was also a reaction against L.A.’s superficial and self-consciously decadent hair-metal scene, which dominated the local clubs into the early Nineties. “We were trying to get past all the hair bands and these poofy-haired idiots that were doing their thing, and all the good club space was being taken up by them. There was a great underground movement of music in L.A. at that time that we were really bonding together with them to fight against and create a new scene we felt was more worthwhile.”

3. Maynard shot a piano to death for “Disgustipated.”

During the recording of “Disgustipated,” the album’s creepy closing cut, Massy added to the aural nightmarishness of the track by recording Keenan firing four rounds from a shotgun into an old upright piano. Rollins Band guitarist Chris Haskett also smashed the piano with a sledge hammer, earning himself a spot in the album’s credits in the process.

There were other odd sonic experiments on Undertow, as well – including on “Intolerance,” the album’s opening track, where Jones used a vibrating Epilady hair remover to achieve some truly wild guitar noises. “On ‘Intolerance’ I used an Epilady shaver and a vibrator against the strings,” he told Guitar Player in September 1993. “An Epilady is even better than an E-Bow – it makes great sounds when you push it against the pickups.”

4. Adam Jones kept his guitar head stored in a refrigerator during the making of the album.
Back during the early Nineties, if someone talked about keeping a head in their refrigerator, gruesome images of mass-murderer Jeffrey Dahmer would have been the first thing to come to mind. But the head in Adam Jones’ refrigerator was actually part of his guitar rig. Jones told Guitar School that playing through a vintage 1976 Marshall non-master volume bass head was one of the main keys to his distinctive guitar sound; and since he’d never been able to find another one just like it, he did everything he could to preserve its life, including storing it in his fridge on days when he wasn’t recording his guitar tracks. “It keeps the components in suspended animation,” he explained. “I heard about that trick from someone who used to make Fender amps; they would keep the components in a freezer until they were ready to be used. You just can’t find components for many of the vintage amps. If you have to replace one thing, it’s going to change your whole sound. So you gotta keep your head fresh.”

5. Maynard once claimed that Henry Rollins did his spoken-word part on “Bottom” to pay off a massive poker debt.
One of the album’s standout tracks, the dynamic seven-minute epic “Bottom,” includes a spoken-word cameo appearance by Henry Rollins, who modified Keenan’s original words for the passage with some thoughts of his own. “That’s actually a spoken word part I do there [in live performances of the song and I’ve always done,” Keenan told Musique Plus in May 1993. “When we went into the studio, [Rollins] came down and he read that part, but he also wrote his own part to kind of paraphrase what I’d said. His part sounds better for him, the way he speaks, so it just sounded way better to have his part in there instead. So we put his there.”

Though the band had formed a personal and creative bond with Rollins while opening for the Rollins Band during a 1992 tour, Keenan – who is known to occasionally embroider a story to make it more interesting – told the magazine that Rollins’ presence was motivated not by a sense of artistic kinship, but rather as payback for a poker debt. “He had a gambling debt for a while with us,” Keenan claimed. “He’s kind of a bad poker player. He lost a lot of money …  like $3,000. Turns out he was losing the T-shirt money. He was borrowing from the merchandiser to play poker with us and he’s really bad at bluffing. So we pretty much nailed him, and that’s actually how we got him to play on the album.”

6. The videos for “Sober” and “Prison Sex” were a reaction against the “personality-driven” videos popular on MTV at the time.

Unlike most popular bands of the early Nineties, Tool were more than happy to operate in a state of semi-anonymity. This was especially clear in the videos for Undertow‘s “Sober” and “Prison Sex.” Directed by Fred Stuhr – who’d also directed the claymation video for “Three Little Pigs” by the joke-rock band Green Jellÿ, which featured Carey on drums and occasional appearances from Keenan – with input from Adam Jones, the two stop-motion clips were filled with disturbing, disjointed imagery, with the band members themselves nowhere to be seen. While “Sober” became an MTV fixture, thanks in part to being championed by Beavis and Butt-Head, it looked like nothing else on the channel – which was completely intentional, as the band sought to subvert the typical dynamic between artist and audience, video and viewer.

“People focus on, in a video, what the people look like, so they’re going, ‘OK, let’s develop this person’s personality,'” Keenan explained to Raygun in April 1994. “What the fuck does my personality have to do with what this song is saying? I don’t want to do that. I don’t want people to latch on to my movements or the way I sound or the way Danny hits his drums. That’s a distraction from the piece at hand. When you look at the Mona Lisa, I don’t have any idea what the artist looks like or what he’s about. I have no idea what that guy is up to, what his personality is. I don’t care looking at that piece. Is she smiling? Is she frowning? What is she doing? All these things are entering into it, and that’s the same way you should look at a piece, a video like ‘Sober’ or ‘Prison Sex.’ You should be looking at it in terms of the music and the medium that’s being presented to you. Don’t worry about the rock guys that are doing that shit. It’s not really important.”

7. “Prison Sex” isn’t actually about prison sex.
Despite its blunt title, “Prison Sex” is actually about the cycle of sexual abuse. “People are really turned off by the name of the song,” Keenan told Axcess in 1994. “Instantly they think of San Quentin … being buggered by your cell mate. It’s not about that at all … and it’s not saying that sodomy or sexual abuse is in any way OK. It’s not. It’s just a story of someone who is having it happen to them now because they’re fucked up, because they don’t know how to deal with past abuse.”

“A lot of time when a child is sexually abused they put it out of their mind,” Jones added in the same interview. “Then they grow up and they don’t understand this unrest that they have in them. They turn to different ways to try to channel it. They become alcoholics or become codependent or whatever. So what our video deals with is someone who has that happen to them. To channel it, they sexually molest another child. … In the song, it talks about ‘I become full circle.’ And that’s what that means. This happened, I grew up and now I’m doing it to someone else. That’s why it’s written from the antagonist’s point of view is like, ‘This is what happened to me.'”

8. Bassist Paul D’Amour wanted to play guitar on Undertow.
As Tool’s bassist, Paul D’Amour utilized a trebly attack which seemed to fit the band’s music perfectly on Undertow. Behind the scenes, however, he expressed a desire to return to guitar, his main instrument – a desire which would eventually led to his departure from the band.

“Paul really wanted to be a guitar player early on,” Carey told Loudwire in 2015. “Even before we started on Undertow, he wanted to get another bass player in the band so he could play guitar. And we were all just like, ‘There’s no way we’re getting another a-hole in this band to deal with.’ But he really wasn’t happy with things the way they were. And that became more and more apparent over time.” D’Amour would be replaced by Justin Chancellor during the making of 1996’s Ænima.

9. Undertow‘s liner notes almost resulted in a collaboration between Tool and comedian Bill Hicks.
Among the people thanked in Undertow‘s liner notes was comic Bill Hicks, whose stand-up tapes had been among Keenan’s favorite on-tour soundtracks. “We sent him copies of the album,” Keenan recalled in A Perfect Union of Contrary Things, his authorized biography with co-author Sarah Jensen. “He wrote back and thanked us for the music. I called him and pointed out that we’d mentioned him in the liner notes. He hadn’t noticed. He was just thanking us for the CD.”

This exchange led to a friendship between Hicks and Tool, and to the discussion of a possible mixed-media collaboration between them. They briefly tested the waters in August 1993 – Hicks introduced the band at their Lollapalooza performance in Irwindale, California, before drily asking the crowd at the front of stage to search the dusty mosh pit for his missing contact lens – but the collaboration would sadly never come to fruition, due to Hicks’ death from pancreatic cancer in February 1994.

10. Adam Jones’ pet pig Moe made a cameo appearance in the album’s artwork.
A talented visual artist, Jones was responsible for most of Undertow‘s artwork, including the red ribcage sculpture on the cover, and the nude images of a woman and man (which caused Wal-Mart and K-Mart to refuse to carry the album) and an X-ray image of a person with a dildo inserted into their rectum. “I like a picture that makes you uncomfortable on one [hand] and it’s beautiful on the other,” Jones explained to the Los Angeles Times in April 1993. “Something kind of gross, but you look anyway. Something you’d never want to see, but it’s kind of beautiful.”

Perhaps the most whimsical image in the whole package was the one on the back cover, of a pig standing amid a small army of upright forks, with the word “undertow” shaved into its side. The shaved porker was actually Jones’ pet pig, Moe. As seen in a photo on Jones’ official Facebook page, Moe wasn’t actually shaved for the photo; the letters were added to the photo after the fact. Also, according to the post, that was the closest Moe ever got to anyone’s fork; he apparently lived to a ripe old age on the desert ranch of Kyuss/Obsessed bassist Scott Reeder.