Elliott Smith

Elliott Smith – Waltz #2 (XO)

(included on the album "XO", DreamWorks, 1998)

I met people I liked in college, but no song comes from there. They come from having had to move away from my mother's family more than anything else.

(Elliott Smith)

What most shapes the way a man relates to women in adulthood? You don't need to invoke Freud to see that we're touching on the oldest of archetypes: the relationship with one's own mother. To understand one of the most emblematic songs by Elliott Smith, you have to start right there, with the psychology textbooks: it's beyond doubt that certain elements of the songwriter's biography mark this song on multiple levels, though the greatest quality of "Waltz #2" may be that it works as a kind of (self-)therapy translated into music. Smith doesn't just recount episodes from his childhood; at the same time he metaphorically examines how feelings toward the mother figure later get projected onto women in general, opening the lyrics up to countless other meanings. Forced as a child to live with an emotionally distant mother, the singer falls into the same trap in his own love life, running up against the wall of his own feelings.

Smith loved Bunny, even though he never had the chance to know her the way a normal child living with his own mother would. And yet, despite the conflicting emotions stemming from that separation, the singer can't help feeling a natural surge of love for her. The song begins right there, in a family microcosm where chaos has not yet arrived: we're in a karaoke bar in Cedar Hill, Texas, and the young Smith is watching, enraptured, as his mother sings the Everly Brothers' "Cathy's Clown". In his mind, Elliott seems almost to forget that shabby location and place her instead on a stage crowded with lights and spectators: the "microphone" and the "half-smoked cigarette" all conjure the image of a 1930s performer, a Marlene Dietrich perfectly poised between vulnerability and radiance. But then something shatters this solemn vision: meeting a man turns this strong, captivating woman into someone "who shows no emotion" and stares into space with the eyes of "a dead china doll". It's worth noting that Smith didn't choose his mother's song at random: beneath its flawless pop structure, "Cathy's Clown" conceals a story of clear physical and/or psychological abuse (“Don’t you think it’s kind of sad/ that you’re treating me so bad/ or don’t you even care?”).

The narrative then shifts to the consequences of that encounter. Almost like a film cut, the songwriter's voice signals an abrupt change of scene: "That's the man that she's married to now/ that's the girl that he's dragging around". This is where the climax hits, the real narrative turning point, the moment Smith realizes he has lost his mother, now reduced to a lifeless being in the hands of a domineering man. Yet the son doesn't blame her for her choices, despite everything: that's clear in the chorus, where with heartbreaking innocence he whispers that even though he'll "never know her" for what she's become, he'll "love her till the day that she dies". It's a conclusion the songwriter doesn't reach without pain and scars, since he too will become a target for his stepfather's abuse.

What follows is therefore a sublimated representation of the abuse Elliott endured during adolescence: when a second narrator enters the scene, we immediately understand it's Charlie, whose words "you're no good" (a short but scornful phrase, roughly translatable as "you're worthless", ed.) are repeated three times – a formula that seems to nod to the identically titled song by Linda Ronstadt. That's no coincidence: every detail seems to serve a narrative function, like part of a yellowed set in the rooms of memory. We're thus led to imagine that Charlie, too, is singing karaoke, mocking his stepson's insecurities. The songwriter therefore exiles himself "to the place where he don't/ make mistakes/ to the place where he has/ what it takes". Whether he's alluding to music or to heroin we can't know for sure, but it's certainly a place where "his memory is remote", where the abuse he suffered stays buried in the subconscious.

Despite its gentle title, "Waltz #2" is a brutally hard song to take in, one that pits its anguished lyrics against a mild 3/4 drumbeat in a truly devastating contrast. Smith's confession is merciless: he reveals himself as a man exhausted from fighting his own demons, saying so outright several times over the course of the song, hinting at his own imminent end. The only glimmer of light comes in the bridge, where he tries in vain to find the strength to break free from past injustices ("I'm here today and expected to stay"). That the song is dedicated to his mother has so far only been an assumption on our part, but when at the end of the track he whispers that naive "XO mom", everything becomes clear. In the first version of the lyrics, and in some live performances, Smith even ventured a heartbreaking "I love you mom", as if sealing a farewell: after all, "kisses and hugs" or "I love you" are the kinds of things you write at the bottom of a letter.

Reading about his life story, it's hard not to feel the songwriter's pain as your own. It can't have been easy for him to leave and go live with his father in Oregon, carrying with him the guilt of having abandoned Bunny to a violent man: Elliott can only come to terms with the bitter truth that loving someone means accepting their bad choices too. That worry, together with the abuse he suffered, would haunt Smith for far too many years. It's a thought that the Dinosaur Jr. frontman and new father J Mascis chose to dwell on in the compilation "Say Yes!" (2016), where he rewrites the lyrics of the desolate ballad into something more cryptic, turning the line “There you go/ expected to know/ on and on and on/ I’m tired” into the song's refrain and thereby shifting the narrator's point of view as well.

In purely musical terms, "Waltz #2" reflects Smith's stylistic shift around the release of the album "XO": at that point he was fresh off his global breakthrough thanks to the Oscar nomination for "Miss Misery", a song that cast him in the role of a successful folksinger. But Smith wasn't satisfied; he wanted to be more than just a singer for the masses, stuffed into a white tuxedo that didn't suit him at all.

Among the many dark obsessions that tormented him during his short life, he was enthusiastically consumed by his fixation on Big Star. Across the Seventies, with only three LPs to their name, Alex Chilton and Chris Bell's unlucky band had traced a trajectory unique in the history of pop, studded with exquisitely refined compositions and crystalline melodies. Guilty of nothing but bad timing, Big Star would remain a cult band for decades, adored to the point of obsession by fellow musicians yet unknown to the wider public. When Elliott Smith left the noisy Heatmiser behind, strapped on an acoustic guitar and began carving out his collection of wondrous little vignettes, he was picking up the lesson of the Beatles, the Beach Boys, the Byrds, the Kinks, and, indeed, Big Star. Despite being the least famous of the bunch – or perhaps precisely because of their bad luck – Big Star stand for new generations as the brightest example of formal perfection and emotional intensity.

Elliott Smith had a particular love for "Thirteen", a song that proverbially embodies adolescent innocence while, at the same time, stirring up nostalgia for youth in anyone who has long since moved past the age of illusions and hopes. And "Thirteen" is indeed woven from illusions and hopes: in watercolor tones, Chilton sings of the longing to be with his girl and the desire to carve out a place for himself in the world. More than any other song in his extraordinary catalogue, it's in "Waltz #2" that Smith comes closest to – and perhaps even matches – his model; yet unlike "Thirteen", "Waltz #2" is a song of disillusion in love, leaving no room for hope or illusion. A little more than a quarter century separates the two songs, but in the meantime the world had changed: the collective utopia had shattered, and personal optimism had dwindled to a flicker. If in "Thirteen" possible failure is merely a specter hovering around adolescent vital energy, in "Waltz #2" resignation has become an undeniable fact, one that finds in Smith's death the bitter sacrifice of the prophet.

First the mic then a half cigarette

Singing "cathy's clown"

That’s the man that she’s married to now

That’s the girl that he takes around town

She appears composed, so she is, I suppose

Who can really tell?

She shows no emotion at all

Stares into space like a dead china doll

I’m never gonna know you now,

But I’m gonna love you anyhow

Now she’s done and they’re calling someone

Such a familiar name

I’m so glad that my memories remote

‘cos I’m doing just fine hour to hour, note to note

Here it is the revenge to the tune

“you’re no good, you’re no good, you’re no good”

Can’t you tell that it’s well understood

I’m never gonna know you now,

But I’m gonna love you anyhow

I’m here today and expected to stay on and on and on

I’m tired, I’m tired

Looking out on the substitute scene

Still going strong

XO mom

It’s ok, it’s alright, nothing’s wrong

Tell mr. Man with impossible plans to just leave me alone

In the place where I make no mistakes

In the place where I have what it takes

I’m never gonna know you now,

But I’m gonna love you anyhow

Special thanks to Carlo Bordone

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31/03/2026