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Billy Bob Thornton & The Boxmasters: The GRITZ Interview

by Michael Buffalo Smith

It's an exciting time to be a Boxmaster. The band has a new double disc CD out called Modbilly and another one ready to roll called Bellflower. They are wrapping up a collectable vinyl only acoustic record, and just came off of another successful tour, this time joining Willie Nelson and Ray Price on the road.

We caught up with the three ring-leaders of The Boxmasters while they were in their studio, affectionately called "The Cave," working on new music, as always, it seems.

I spoke to each Boxmaster individually, beginning with guitarist Mike Butler, followed by guitarist/songwriter/engineer J.D. Andrew and finally Billy Bob "Bud" Thornton, the singer and drummer in this rocking little combo.



How was the recent tour with Willie Nelson and Ray Price?
It was really amazing. Playing with Willie is always amazing. We did some shows with him last November and December, and then the three weeks back in March with Willie and Ray Price, who also sounds amazing. You get to sit on the sidelines and watch a legend every night, and on top of that he and his crew and his band are just the most amazing people you will ever meet. On this last run, Willie’s harmonica player Mickey Raphael sat in with us and played our whole set every night. It was pretty cool. He got a suit and everything. Slicked his hair back and he was a Boxmaster.

You sort of already answered this, but many moons ago when I was a country disc jockey I just loved to play Ray Price. Would you care to expand on your thoughts on Mr. Price?
Man, he sounds incredible. He sounds so good, and his band is great. There are five fiddle players, a piano, a guitar, a pretty big band, but it’s all about Ray. They play very quietly, and he holds the mike way back. He has such a huge booming voice. We play big sports arenas and theatres, and you could hear a pin drop. When he sang, he was in command. He just filled the whole place up with his voice. And you don’t realize until you watch him play just how many great songs he has done.

I was really excited to see that Danny Baker, aka: Unknown Hinson, was playing in the band. How did you like playing with Danny?
Oh, it’s amazing. Danny is an incredible musician, but he’s also just a great guy. He’s been a friend of ours for a long time. He’s been a friend of Billy’s for years and years. Of course, we are huge fans of his. Last year when we did the run with Willie we needed a bass player, and we asked him and he said he wanted to do it so we were excited. Then on this past run in March, our normal guitar player Brad Davis couldn’t make it, so we asked Danny to play guitar and it was a hoot. he’s a great player and a great guy, and he’s a real fan of The Boxmasters, so it seemed like he had as much fun as we did.

Mike, tell me  little about your pre-Boxmasters musical history.

It’s probably nothing that anyone’s ever heard of. (Laughs) But I have been playing guitar since I was a teenager. I grew up in Vermont and later moved to Arizona. I was in a band there called One, and got signed to Mercury Records. It was one of those deals - you get signed, you make a record, you sit around for a while, and you get dropped. (Laughs) I moved out to L.A. about ten years ago to pursue a career in recording. I did studio stuff, and found my way onto various records here and there. I did whatever I could to keep playing. And through that I actually met J.D. (Andrew). J.D. was producing a couple of things that he had me play on, and that’s how I ended up in this band. When he and Billy got together, they worked on a couple of songs, and Billy said, “you know it would be cool to have another guitar player in here to do some lead stuff or some lap steel.” J.D. told him about me and gave me a call.

I love the new record, Modbilly. Give me your thoughts on it.

I love the new record. It’s definitely sort of an evolution of the band. In the sense that is more focused. We had touring under our belts and got comfortable with our sound. We found or sound. We’re still into a hillbilly and British invasion thing, but we also got deeper into some rockabilly and some cosmic cowboy stuff. It was a fun record to make. There’s some heavier subject matter, maybe a little less humor than the first record. We’re a little more comfortable in our skin.

Are you guys making any videos from this album?
Yeah. We just finished a video for “Turn it Over.” It should be out soon. It’s a little bit of a tour diary for us. It’s not necessarily thematic to the song. It’s just a slice of life from The Boxmasters on the road. Live footage and behind the scenes stuff. It’s gonna be pretty cool.

If you could work with any artist alive today, who would be and why?

Oh, I’d love to work with Paul McCartney. I think it;s obvious why. The Beatles. (Laughs) He still sounds great. And what other artist has an arsenal of songs like he does? He can evoke a mood instantly. He can sing a line, and instantly, thousands of people are transported to the exact moment in time when they first heard that song. Not too many artists have that kind of ammunition in their belt.

I saw him maybe ten years ago in Charlotte at the amphitheater and it was stunning. He pulled out so many Beatles songs. Almost a religious experience.
No doubt. There are a lot of people I’d like to work with, but if I had to pick one it would be him.

If CMT did a Crossroads special with The Boxmasters, who should the other artist be?
Unknown Hinson. No doubt.

Borrowing from Inside The Actors studio, when you die and arrive at the pearly gates, what do you hope to hear God say?
I hope he says welcome, come on in.


Hello there Buffalo!

What’s up J.D.?

Ah, just trying to get some work done.

I love the song that you and Bud wrote in memory of Poodie Locke. We were honored to premier it first on the web. Tell me your personal thoughts on the late Poodie Locke.
He was kind of the whole face of the Willie Nelson organization. If you needed anything you could go to him and he would always help you out. And also he’s just come hang out with us and have fun and play dice or cards. He was just an amazing guy, always in a good mood. He was a guy you could always count on and a guy you were always happy to see every time he was around. Billy Bob was sitting and talking about it last night with our friend Jim Ladd, and he said there are probably more people in Texas that know Poodie than know Willie. (Laughs) It’s not every day that a roadie has big stories in all the newspapers about his passing.

What was it like having Danny Baker in the band on the Willie tour?

Well, apart from being an amazing musician, he is a hell of a lot of fun to hang out with. He’s got such a musical knowledge, and he’s into all the same things we are. Old TV shows and movies and music. He’s a wealth of information. We’d sit around on the bus until six or seven in the morning just shootin’ the shit. HAve some party liquor and have a good time. But  mostly sitting around telling stories. He’s one of the greatest at that. After a couple of drinks he starts morphing between Danny and Unknown Hinson. (Laughs) It just cracks us up, because Unknown Hinson is one of the greatest musical acts we know of. We just love him so much.

Me too. I am supposed to open for him pretty soon down in Rome, Georgia. Not since I jammed with The Boxmasters last summer have I been so thrilled!
(Laughing) Yeah!

Tell me a little about your musical background.
Well, I just kind of started out as a singer growing up. My school only had 200 people in it, but we had a 100 person vocal choir. Singing was a big, big thing in my school. My vocal director was also the head of the local stage hands union and there would always be concerts coming to our arena. So he always hired me to be a part of the truck loading crew for all these shows like Kenny Rogers, The Gatlin Brothers - I’d just go there and unload trucks. That’s part of where I got inspired to do behind the scenes musical stuff. Then when I got to college at Kansas State, I was in another choir, but I started playing guitar, playing country songs and we had a little band.

My initial intention was to go to Nashville and be a singer songwriter. I just wasn’t very good. So I went to recording school in Florida and then went to Nashville. I wanted to work in a studio, but instead I got a job making tape copies at EMI Publishing. They had a studio in the basement that was very similar to The Cave that we have here. (The Boxmasters recording studio in Los Angeles). Same console. But The Cave is a bit cleaner. The other studio was dank and dirty. But it was a great place to learn.

I made a friend there that told me I needed to move to L.A. to be a real engineer. I was doing good there in Nashville. I made a record for Will Kimbrough and I worked with Dan Baird on a project for a long time. Did a lot of local things, but I was starving to death. So I  moved to L.A. The guy who told me I needed to moved was the husband of Lisa Roy. (Boxmasters manager). She gave me my first job at a studio here in L.A. I started doing the leg work to move up to being an engineer. I was working at The Record Plant, working with The Pussycat Dolls. Then I got a call to go and work on the latest Stones record. I told the producer and head of the label, I said, I gotta go. I got a call to go and work with the Rolling Stones.That was my first freelance engineering work, and I was able to keep doing that for a couple of years. Then Lisa called me back and said, hey Billy needs a guy to come and help him finish his solo record. That was Beautiful Door. So one day he walked in and said “How well do you play guitar? We’ve got to record a song.” I said, well, I....  I tried to get out of it, but once we started doing it, it was fun.

That hasn’t been that long ago.
No, The Boxmasters started two and a half years ago.

Modbilly may be my favorite Boxmasters album yet.
We keep evolving. We love this acoustic record we are doing now too. We decided at four o’clock in the morning that we needed to dump one song and do another, John McEuen is coming over on Thursday to play on it. It’s really stripped down. Billy’s drum kit consists of a floor tom with a kick pedal on it a ‘30’s wood rim marching parade drum. Th Poodie song will be on it. We’re just going to press up a batch of vinyl and sell it on the website. That’s gonna be the only way you can get it. Just a limited edition for the die hard fans.

Well, we deserve it. (Laughing)
(Laughing) Oh, you’ll get one just as soon as they are heated up.

Thanks. I love a slab of wax. Are you guys gonna do a summer tour?

We’re talking about it. We’ve got to finish this acoustic record this week, and we have to go do Michael Nesmith’s Video Ranch next weekend. Then we come back and mix the Bellflower record. (Their next double album set, already recorded). Then Billy’s gonna run off and work his day job for a couple of months.

Yeah. He does something else - I forget what it is.
(Laughs) Yeah. He’s nervous and excited because he will be directing again.

First time since
All The Pretty Horses.
Yeah. It’s called Citizen Vince. As soon as he’s done with that we are planning on getting out there and playing some shows.

If there was a CMT Crossroads with another band on there, who would it be?
Oh, The Monkees. Or The Dirt Band or Dave Clark Five. MAybe Paul Revere and The Raiders.

When you die and you arrive at the pearly gates, what do you hope God will say to you?
I hope he says “Play it loud.” Actually, I hope he has a sense of humor and says, :Alright, you’re here. Turn it up.”

BILLY BOB, aka: Bud

Howdy Bud. How are you?
Pretty good Michael. You doin’ okay?

Oh yeah, tolerable.
Did you get my quotes on Poodie and Stephen and Ean?

Sure did. Thanks.
I don’t know if they told you, but Alice, my talking bird, my myna bird, died the same day Poodie did. You know, I’d had her for ten years. She was my buddy. That sounds silly, I know.

No it don’t. I love animals. Our bird dies last year too.

Well, she was my friend. There were some times in my life when she was the only person I had to talk to.  But Poodie was a real shock. We were just with him two days before he died.

I got a lot of calls and e-mails from old Southern Rockers who knew him and they were all saying great things about him, that he was the man that did it all. Sort of like Red Dog with The Allman Brothers.
Yeah, absolutely. I first met him when he was working for B.W. Stevenson.

Let me see if there are any questions left after those talkative friends of yours.

I know. Them sons of bitches won’t shut up. (Laughs)

Back in the seventies, my family used to drive from Carolina to San Jose, California every few summers to visit my Dad’s side of the family. He always threatened, but one summer decided to go ahead and stop at The Big Texan in Amarillo and try to down that 72 ounce steak. Of course he didn’t beat the clock, but we had some good steak snacks for the road rolling on down I-40. I know you guys stopped in there. Did any of you eat the monster?
Well, Anthony, who you met, one of our roadies, the arm wrestler Anothony DeLarenzo, was determined to eat it. On our way through, Anothony tried it and failed. It’s 72 ounces and he ate 46 ounces of it. See, you have to also eat the salad and the baked potato and the bread and the shrimp cocktail. He didn’t even get to any of that stuff. On our way back through, J.P. Shellnutt, who is our - I don’t know how to describe him - sort of a mascot, we call him security - he’s mostly my drinkin’ and sports watchin’ buddy on the bus- he’s a pretty good sized boy. He and Anthony got in a big argument, and so the last time we did it, it was an eat off between Anthony and Shellnutt. Neither one of ‘em did it. Shellnutt got up to about 52 ounces of it and he was doing pretty well. He was eating some of the sides too. Then he stopped right in the middle and said, I can’t do this, it’s gonna kill me. Then he ordered a piece of cheese cake. (Laughing) I said man, why didn’t you finish the steak if you were still hungry? He said, I just felt like some cheese cake. (Laughs)

Moving onto Modbilly. I told the other guys, I love the new album. How do you choose the cover songs?
You know most of them are just songs that I’ve always wanted to cover. Some of them are songs I played in my band when I was a kid. You know how it is Michael. You gravitate toward certain things. Sometimes you have to be reminded. I’ll be listening to XM Radio on the bus, on Willie’s Place or one of those stations, and I listen to the Sixties On Six a lot, and one will pop up and I’ll go, man, I can’t believe we’ve not covered that. Most of them are just ones that make sense for us because they are our influences, you know? Like for instance, I’d love to cover an Allman Brothers song but shit I’m scared to do that. (Laughs) I’m more afraid to do that than I was when we covered The Beatles and The Stones. I don’t know that we could ever do that because i revere them so much.

The Boxmasters could do “Ramblin’ Man.”
Yeah, we might could do “Ramblin’ Man.” I don’t know that we could do...

“Black Hearted Woman?”

(Laughs) Exactly. That might not be our style. But you know a song i thought about covering at some point? “24 Hours at a Time” by Marshall Tucker. Obviously, their live version has a long jam in it, but we might could do the studio version. There are several Tucker songs we have considered because we love them so much. “Can’t You See” is too obvious. Possibly “This Ol’ Cowboy,” I always loved that one.

My favorite MTB song.
I love that song.

I had a couple of suggestions. “Sunday Morning Comin’ Down” by Kristofferson and The Monkees “Last Train To Clarksville.”
We talked about “Last Train To Clarksville.” We did cut one of Kris’ songs, it’s never been on a record. We cut “Pilgrim Chapter 33.” You know how in the beginning Kris says “I started writing this song about Johnny Cash and Donnie Fritts and all... He names off a bunch of his folks. I did the same thing only I made it into something funny. At the end of it I say “I wrote it about Donnie Fritts and Stephen Bruton and how they ruined my life.” (Laughing) Donnie got a huge kick out of it.

I heard you were filming a lot of that Willie tour. Are you actually making a documentary?
Yeah we are. We are making a documentary on Willie. We just got back from Austin where we shot a lot of stuff out there at his ranch. One thing we shot that is pretty hysterical was Willie trying to teach me how to play golf. He’s a big golfer.

Oh, you’re not a golfer.
Gosh no, Michael. I never golfed in my life. As big a sport guy as I am. But where I came from, the only golf was at the country club, and we were from the other side of the tracks so we couldn’t get in the country club. J.D. is kind of a golfer. Butler’s into curling. (Laughs) He’s up there close to Canada. J.D,. was jealous that I was the one golfing with Willie.

They should have just handed you a baseball bat.

Yeah, exactly. That would be better.

I had a dream the other night that you guys did a movie similar to The Monkees’ Head or Hard Days Night. Have you talked about that?
We’ve been talking about it for a long time. You know we did those cartoons, and we’ve been talking to Fox and Cartoon Network and Comedy Central about making a Boxmasters cartoon. We’re trying to get that going. And we really do want to do a movie like Head. That would be perfect. But you know, right now with the economy, it’s hard to get any movie done, but we will do it at some point.

Do you feel hopeful that the economy is headed in a positive direction?

I hope so. It has too. As for films, it’s harder to get the small ones made right now. They will do those giant blockbusters because they know about the return on those. It’s all about the franchise.

We’ve talked about it and you know I see a ton of movies, and there are so many where I just go “how in the world did that thing get made?” (Laughing) But I did just see Star Trek and it was good.
Oh, was that good?

For people our age especially.
Are some of the original people in it?

Just Leonard Nimoy as a time traveling Mr. Spock. But he rocks.

I know that kid that plays Kirk, Chris Pine. He’s good friends with a buddy of mine and he came over to the house a couple of times. A couple of years ago he was over and I was just asking him what he was up to, and he said ‘Well, I’m about to play Captain Kirk in Star Trek.’ And I said ‘No shit.’ And he said, ‘No, they’re making a movie about when they were all younger.’ Now that the movie is out I remember meeting him. I didn’t know him from Adam and now he’s gonna be huge.(Laughs)

No doubt. Great young actors. But hey, we’re not here to talk about movies. I know you don’t care about movies. (Both of us laughing hard.) I wanted to ask. Do you see a connection between old Southern Rock and today’s country music?
Well, to tell you the truth Michael- today’s country music - I kinda got a bee up my ass about it. It’s very homogenized and formulaic. Anytime you’re making music because you have a writing appointment, you know? I don’t understand that. It don’t make sense to me. They have the same handful of guys playing on every record. And the same songwriters cranking these hits out. I think there’s a lot of great music out there getting overlooked. I’d rather see Levon Helm sell three million records than I had the American Idol winner. I think there’s more of a connection to current country music with pop music of the ‘70’s and ‘80’s. I think Southern Rock has more of a connection to maybe the Americana music. Southern Rock was what i grew up loving, you know? That’s my stuff. As you know, you’re one of us, we get very personal about that stuff. Every now and then though somebody comes along. I like Brooks and Dunn. I think they understand the history of where they come from. They cut “My Maria” and did a good job of it. There are a few out there. Dwight (Yoakam) keeps it going. And Marty Stuart. But that stuff is pretty sacred to me, from Marshall Tucker to Grinderswitch to The Allman Brothers and Lynyrd Skynyrd, all of it is really sacred. There are some guys in Nashville who were raised on that stuff. I just wish they would be a little more like it and not be afraid to play and write what they feel instead of being so concerned about getting a cut or having a hit, you know?

Yeah. The Nashville formula. Bob Dylan never had a formula. His song may be three verses or twelve, and might not even have a chorus!
(Laughing) I know. Dylan asked me to direct a video for him on his Time Out of Mind record that Danny Lanois produced, a song called “Highlands,” and it had like 21 verses. (Laughing) I said Bob, that’s not a video, that’s a movie. (Laughing) But I respect him for that. That he wants to be different and not pay attention to all of that shit.

Now to the important questions. If the Boxmasters could be on the cover of one of the following magazines, which would it be? Rolling Stone, Fortune, Playgirl, Guns and Ammo or Tiger Beat?
(Laughs) It would be a toss up between Tiger Beat and Playgirl. (Laughs) But Tiger Beat would probably win out.

You could be right beside Bobby Sherman.
(Laughs) Yeah. Bobby Sherman, The Monkees and The Boxmasters.

If they did a CMT Crossroads with The Boxmasters, who would you like the other artist to be?
We’re already our own Crossroads. (Laughs) If I had to pick a country artist to be on there with Dwight Yoakam. Or I’d like to see us on there with either The Allman Brothers or Marshall Tucker.

Tell me about your upcoming plans.

Say that again Michael, I couldn’t hear you.

I’m talking too fast. I got nervous because I don’t usually get to talk to J.D.
(Laughing) That’s great. I gotta tell him you said that.

Just your future plans.
We’re gonna finish up the Willie documentary. When you make a documentary you really make it in the editing room. Meanwhile J.D. and I are working on a special Boxmasters record. We’ve already cut Bellflower, which I already told you about. The one after Modbilly, 12 originals and 12 covers. It’s finished. It’s a lot more of a ‘60’s pop record. There’s not as much hillbilly in it. It’s probably really our true sound. We’ll be done mixing at the end of June. And the one we are working on now is just for hard core Boxmasters fans and its only going to be available on vinyl. We’ll only sell them on the website. It’ll still be on Vanguard, but a limited edition. They’ll be numbered. It won’t be available digitally at all. It’s not completely acoustic, but close. The song for Poodie will be on there, and one I think you’ll like called “In and Out of Jail.” Its a real soulful song about a guy who just can’t ever quite get it together. And one called “I Ain’t Seen Him Lately,” which I think may be the best song I ever wrote.

What’s that one about, Billy?

It’s about a guy, he’s singing about his former self, how he cleaned up and straightened his life out. The line in the chorus says, “I ain’t seen him lately, but I knew him back when he was dead.”

Sounds like a good one.

We also did some of the old songs acoustic, “Work of Art,” “Poor House,” and “Twenty Years Ago” are on there. “Going Home” and “Turn it Over.”

I wanted to touch on your acting as well. I heard you were directing again.
Yeah. There’s one I am directing called Citizen Vince. We talked about starting in July, but it might be August now. You know, the wheels turn really slow. It’s based on a book by Jess Walter. He wrote the screenplay too. It’s really good. It’s the first time I’ve found anything I wanted to direct in a long time. I’m gonna play the lead character and direct it. Right now I’m just trying to find the other lead guy in it. The people that are financing it want me to nail him down before we move forward. It’s a younger guy, so I’m just kind of thinking that over.

One final question, taken from your old friend James Lipton. When you die and arrive at the pearly gates, what do you hope to hear God say?
I hope he says, “You ol’ son of a bitch, it’s about time you got here. You’re always late.” (Laughing)



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