A Memphis Wolf in Sheep’s Clothing: Muddy Waters’s “Smokestack Lightning”, Songwriting, and the Postwar Blues Business

“Smokestack Lightning” is an iconic postwar blues song. But who wrote it, and what can it tell us about the 1950s Chicago blues business?

On 1 September 1954, Muddy Waters and his band entered the Universal Recording Studios in Chicago. Although Waters was already a seasoned performer and recording artist, having been working on the Chicago blues scene for over a decade, this was only the third recording session featuring his full performing band, as it would have been heard in the clubs of the city’s South Side: Waters on vocals, Little Walter on harmonica, Jimmy Rogers on guitar, Otis Spann on piano, Willie Dixon on bass, and Fred Below on drums.

Leonard Chess, head of Chess Records, was famously reticent for bringing Waters’s whole band into the studio. The bluesman’s first hits had been solo guitar numbers, with only a light backing from bassist Ernest Crawford. Reluctant to diverge from this formula, Chess would occasionally admit harmonica, maybe an extra guitar, into Waters’s sessions – but not the whole band. Spann, Waters’s stalwart pianist, didn’t enter the studio for a Waters session until 1953.

Willie Dixon (1915-1992)

But 1954 was different. Their first session of the year was supervised by Willie Dixon, a bassist and songwriter who had begun to work at Chess as a record producer and A&R man in 1950. Here they cut a song unlike any that Waters’s band had recorded before: ‘I’m Your Hoochie Coochie Man’. With its thumping stop-time and exuberant machismo, the record rocketed into the Billboard R&B chart. The band’s next session, in April 1954, produced another Dixon hit, the equally raunchy ‘I Just Want To Make Love To You’.

With the band’s September session, Chess got the hat trick it was seeking: the first number cut on this session was ‘I’m Ready’, again a swaggering Dixon number that would stay in Waters’s repertoire for the rest of his career. But it is the song they turned to record next that is most interesting: ‘Smokestack Lightning’, a song associated with another legendary Chicago blues artist, Howlin’ Wolf. It was one of Wolf’s first chart hits, and remains one of his best-known numbers.

Here’s Waters’s version:

A comparison of Waters’s version with Wolf’s reveals a number of clear differences, but also some illuminating similarities. Musically, both are based on the same single chord, minor key vamp, although Waters’s version is slower and has a more pronounced swing. Lyrically there are further similarities; both versions feature a constant third line in each verse: ‘Why don’t you hear me crying?’ in Wolf’s version, ‘Now don’t you hear me talking baby?’ in Waters’s. This is an idiosyncratic, but highly significant feature that adds to the song’s feeling of impulsiveness. (My own impression of this song is that Wolf always sounds a little unhinged; looking at the lyrical structure, with each verse anchored by a constant third line, suggests that the singer is indeed ‘hinged’ – just in the wrong place!) At the same time, Waters’s lyrics feel a little more conventional. Setting the constant third line aside, they effectively follow an a-a-b structure:

Well smokestack lightning
The bells all shine like gold (a)
(Now don’t you hear me talking baby?)
Smokestack lightning
Bell’s all shine like gold (a)
How much I love her
Don’t nobody know (b)

In Wolf’s version, on the other hand, each verse has only one idea, expressed in the first phrase, before Wolf reverts to ‘ooh’ and ‘whoo-hoo’ sounds:

Whoa, tell me baby
What’s the matter with you?
(Why don’t you hear me cryin’?)
Whoo-hoo, whoo-hoo

Interestingly, Waters’s version models a number of distinctive elements that we now associate with Wolf’s version. Each verse begins with a long and drawn out “Well”, similar how Wolf begins his version, as well as other songs in his repertoire. Waters’s lyrics also strategically leave out some words of the story being told. When he sings ‘Woman I love / Great long curly hair’ rather than ‘The woman I love / has great long curly hair’, the effect is brooding and almost animalistic, playing on the bestial undertones of desire that Wolf himself used to great effect in songs like ‘The Wolf Is At Your Door’ or ‘Howling For My Darling’. That Wolf’s version of ‘Smokestack Lightning’ does not do this is significant: it suggests that the presence of Wolf himself was enough to conjure this image, while Waters had to emphasise it musically to get the same effect.

This is where things get a bit complicated. Waters’s version of ‘Smokestack Lightning’ clearly owes a lot to Wolf’s style, but Wolf did not record the song until nearly two years after Waters’s session, in January 1956. Wolf’s version was issued soon after recording by Chess, whereas Waters’s version was shelved and not released until it was included on a ‘Rare and Unissued’ compilation LP in 1984, the year after Waters’s death. Dick Shurman’s liner notes to this disc observes that Waters’s version is ‘a nod to rival Howlin’ Wolf’, but the brevity with which Shurman treats this relationship leads me to think that Shurman assumed Waters’s version was a straightforward cover. This cannot be the case, however, if Waters’s version predates Wolf’s.

Chess 1618 (1956)

So we need to think again about the relationship between these two recordings, and the authorship of the song itself. Wolf has always been credited as the composer of ‘Smokestack Lightning’; he described how the song was inspired by watching trains in the South: ‘We used to sit out in the country’, he recalled, ‘and see the trains go by, watch the sparks come out of the smokestack. That was smokestack lightning.’ Wolf’s claim to authorship is bolstered by the fact that we can hear elements of ‘Smokestack Lightening’ in a number of his earlier recordings. Wolf’s first record, ‘Moanin’ at Midnight’ (rec. July 1951), also uses a one-chord vamp, as does ‘I’m The Wolf’ (rec. February 1952, although not issued until 1970). Wolf’s October 1951 recording of ‘Crying At Daybreak’ is the closest model for ‘Smokestack Lightning’: it bears many similarities, and even uses the fixed line ‘why don’t you hear me crying?’ in each verse, and the phrase ‘smokestack lightning’ in one verse. Present, too, are Wolf’s signature falsetto ‘whoo-hoos’, and the roaring start to each verse, audible in both Waters’s 1954 version and Wolf’s 1956 recording.

Importantly, all of Wolf’s models for ‘Smokestack Lightning’ were recorded in the Memphis area. ‘Moanin’ at Midnight’ was cut at Sam Phillips’s Sun Studios in Memphis, while ‘Crying at Daybreak’ was cut at the KWEM radio station in West Memphis, Arkansas and released on the RPM label. (‘I’m The Wolf’ was also cut in West Memphis, possibly also at KWEM). But while Wolf did not move to Chicago until 1952, Chess had already signed a deal to release some of his Sun and RPM cuts. Wolf’s music was already having an impact on the Chicago scene in the early 1950s, even if the singer himself was not yet personally present. Chess was becoming increasingly aware of the Memphis blues sound, and its potential popularity on the Chicago (and arguably nationwide) blues market. Their response was that of any business-savvy publisher and record company: make a deal to allow the label to release existing recordings in this style on their own label.

The missing link between these versions, I think, is Willie Dixon. As I have already noted, Dixon was writing songs for a number of Chess artists during the early 1950s. The other two songs on Waters’s 1954 session were both by Dixon, as were the most successful results of his earlier sessions that year. Given the professional rivalry that was developing between Waters and Wolf, it is unlikely that Waters would have decided to pinch one of his labelmate’s songs – less likely still that Wolf wrote it for Waters to record! More likely is that it was Dixon – not Wolf – who wrote ‘Smokestack Lightning’, and that he did so in response Chess’s growing awareness of the popularity of the Memphis sound.

Listening again to Waters’s ‘Smokestack Lightning’, it becomes clear that the song is not aiming to emulate Wolf specifically, but other Memphis artists too.

Sun 192 (1953)

Junior Parker’s song ‘Mystery Train’, recorded for Sun in October 1953, begins with the lyrics ‘Train I ride / Sixteen coaches long’, and the same phrase appears in Waters’s cut of ‘Smokestack Lightning’. Parker also omits connecting words like ‘the’ and ‘is’, just as Waters would do in his version of ‘Smokestack Lightning’. At the same time, Dixon clearly wanted to link the song sonically to Waters, and his own developing compositional style: the band starts off not with an emulation of Wolf’s one-chord vamp style, or Parker’s rhythmic train pattern, but with a modified version of Dixon’s signature ‘Hoochie Coochie Man’ riff.


We may never know the reasons why Waters’s recording of ‘Smokestack Lightning’ was shelved. Perhaps ‘I’m Ready’ was judged to have more hit-making potential. Maybe Waters was reluctant to associate himself with a song that was so obviously written to a Howlin’ Wolf template. Either way, the fact that we can compare these two versions sixty years later gives a fascinating insight into the processes of record production on the Chicago blues scene. Musical style was clearly important; these performers’ celebrity status was founded on listeners’ ability to recognise their recordings the instant the disc began to play. But style was also beholden to market speculation. If the Memphis sound was going to be a hit, Chess was keen to get his leading artists onboard.

(With thanks to Keith Randall for drawing my attention to Waters’s version of ‘Smokestack Lightning’)