1988 Was (Not Was) – What Up, Dog?

What Up, Dog? is a 1988 album by Was (Not Was). It became the US group’s breakthrough album worldwide and was ranked #99 on Rolling Stone magazine’s list of the 100 Best Albums of the 1980s. The cover illustration was credited to Christoph Simon and Karen Kelly.

Success of What Up, Dog? was propelled by the group’s two biggest hits: “Walk the Dinosaur” and “Spy in the House of Love” and four other singles. The former was promoted by a popular music video in which the band performed while a group of girls in campy cave girl costumes danced. The video received heavy rotation on MTV and MuchMusic and led the single into the top ten of the US singles chart in 1989. Artist/animator Christoph Simon created videos to accompany the tracks “What Up, Dog?”, “Dad I’m in Jail” and the Tom Waits-style “Earth to Doris”. These appeared on MTV’s Liquid Television and in various film festivals, including the Spike & Mike festival.

The album had fewer guest vocalists than their previous album and instead was focused around the group’s two lead singers, Sweet Pea Atkinson and Sir Harry Bowens. However, a typically long list of collaborators and guest musicians worked on the album including Elvis Costello (co-writer of “Shadow & Jimmy”), Marshall Crenshaw (co-writer of “Love Can Be Bad Luck”), and Frank Sinatra, Jr. on “Wedding Vows in Vegas”. It also included the second re-recording of the group’s signature song: “Out Come the Freaks”.


1  Somewhere In America There’s A Street Named After My Dad (Don Was; David Was) 03:41
2  Spy In The House Of Love (Don Was; David Was) 04:16
3  Out Come The Freaks (Don Was; David Was) 04:36
4  Earth To Doris (Don Was; David Was) 02:03
5  Love Can Be Bad Luck (Don Was; David Was; Marshall Crenshaw) 03:46
6  Boy’s Gone Crazy (Don Was; David Was) 03:39
7  11 Mph (Abe Zapp Ruder Version) (Don Was; David Was) 04:04
8  What Up, Dog? (Don Was; David Was; David Was; Harry Bowens; Sweet Pea Atkinson) 01:45
9  Anything Can Happen (Don Was; David Was; Aaron Zigman) 03:56
10  Robot Girl (Don Was; David Was) 03:42
11  Wedding Vows In Vegas (Don Was; David Was) 03:37
12  Anytime Lisa (Don Was; David Was) 04:14
13  Walk The Dinosaur (Don Was; David Was; Randy Jacobs) 04:21
14  I Can’t Turn You Loose (Otis Redding) 03:37
15  Shadow And Jimmy (David Was; Elvis Costello) 04:16
16  Dad I’m In Jail (Don Was; David Was) 01:26


BassJohn Patitucci
BassMarcus Miller
BassNeil Stubenhaus
BassDon Was
DrumsRon Pangborn
DrumsRuss Kunkel
DrumsWinston Watson
DrumsYogi Horton
GuitarBruce Nazarian
GuitarDann Huff
GuitarPaul Jackson Jr
GuitarRandy Jacobs
GuitarStevie Salas
GuitarDon Was
MandolinDon Was
KeyboardsAaron Zigman
KeyboardsAl Kooper
KeyboardsAmp Fiddler
KeyboardsDaniel Schroeger
KeyboardsJohn van Tongeren
KeyboardsLuis Resto
KeyboardsPaul Wickens
KeyboardsRobin Smith
KeyboardsVic Emerson
KeyboardsMartyn Phillips
KeyboardsDon Was
BrassBill Reichenbach
BrassDan Higgins
BrassGuy Barker
BrassJerry Hey
BrassJohn Barclay
BrassJohn Thirkell
BrassKim Hutchcroft
BrassLarry Williams
BrassPete Beachill
BrassPhil Todd
BrassChris Davis
BrassStuart Brooks
SaxDavid McMurray
SaxJohn Weis
SaxLarry Williams
PercussionAlex Acuna
PercussionCarl Small
PercussionDavid Friendly
PercussionDebra Dobkin
PercussionFrank Ricotti
PercussionKevin Tschirhart
PercussionLarry Fratangelo
PercussionMike Fisher
Background VocalsAllen Lenard
Background VocalsArnold McCuller
Background VocalsArthur Marbury
Background VocalsCarol Hall
Background VocalsCoral Gordon
Background VocalsDee Lewis
Background VocalsDesny Campbell
Background VocalsDonald Ray Mitchell
Background VocalsGeoff Fieger
Background VocalsHelen Terry
Background VocalsJuliet Roberts
Background VocalsKathy Kosins
Background VocalsPete Steinfeld
Background VocalsRichard Feldman
Background VocalsRick Shoemaker
Background VocalsRuby Turner
VocalsSweet Pea Atkinson
VocalsHarry Bowens

Liner Notes

Producer – David Was, Don Was (Tracks 1, 3, 4, 5, 6, 7, 8, 10, 11, 12, 13, 15, 16)
Producer – Paul Staveley O’Duffy (Tracks 2, 3, 5, 6, 9, 13, 14)
Producer – Stevie Salas (Track 3)
Co-producer – Jack Tann, John Lewis
Producer (Executive) – David Bates
Arranged By (Horns, Strings) – Richard Niles (Tracks 2, 9)
Arranged By (Horns, Strings) – Paul Riser (Tracks 5, 7, 12, 15)
Arranged By (Horns) – Luis Resto (Track 13)
Arranged By (Strings) – Louis Fagenson (Track 13)
Coordinator – Calli Bucci, Garzelle McDonald, Margaret Mittleman
Engineer – Allen Sides, Chris Irwin, Croyden, David Dachinger, Don Was, John Potoker, Kevin Smith, Lincoln Clapp, Micajah Ryan, Michael Brauer, Mike Bosley, Mike Pela, Paul Staveley O’Duffy, Paul Wright, Peter Barker, Phil Da Costa, Roland Herrington, Steve Chase, Steve King, Tom O’Leary, Troy Krueger, Martyn Phillips
Mastered By – Jacko Adams
Mixed By – Paul Staveley O’Duffy (Tracks 1, 6, 13)
Mixed By – Don Was (Tracks 8, 12, 15, 16)
Mixed By – David Was (Track 8)
Mixed By – David Dachinger (Track 10)
Mixed By – Allen Sides (Track 11)

Art Direction – John Heiden, Jon, Vicky
Illustration – Christoph Simon, Karen Kelly

Mastered At Tape One
Mixed At Sarm West Studios
Mixed At The Town House
Mixed At Sound Suite
Recorded At The Institute of Social Disorder
Phonographic Copyright Chrysalis Records Inc
Copyright Chrysalis Records Inc