1. You Better Run (version #1) - Iggy and the Stooges
2. Sad Days Lonely Nights - Spiritualized
3. Meet Me In the City - Blues Explosion with Elliott Smith
4. Done Got Old - Heartless Bastards
5. My Mind is Rambling - The Black Keys
6. I'm Leaving - The Fiery Furnaces
7. I Feel Good Again - Pete Yorn
8. Do the Romp - Cat Power & Entrance
9. All Night Long - Mark Lanegan
10. Release Me - Thee Shams
11. Done Got Old - Jim White
12. Lord Have Mercy On Me - Outrageous Cherry
13. Pull Your Clothes Off - Whitey Kirst
14. Burn In Hell - The Ponys
15. You Better Run (version #2) - Iggy and the Stooges

Without a doubt, Junior Kimbrough was definitely one of the most talented artists to record for Fat Possum Records. His approach to the guitar was innovative and unique and his songs are great. Junior affects just about everyone who hears him. Briefly put: as rockabilly legend Charlie Feathers, who penned several songs for Elvis in the 1950's, once said to an interviewer, "Junior Kimbrough was the beginning and the end of Music." Junior was never given the recognition he deserved when he suffered a fatal stroke in 1998. Even though the sales of his records have declined, Junior's influence and respect in the music world have flourished.

Junior started off on acoustic guitar but quickly switched to electric. I'm only aware of four acoustic recordings made by Kimbrough; "I Feel Good Again" is probably the strongest. Pete Yorn covers it here with taste. Some might know it from either Yorn's Live From New Jersey or Greatest Hits Vol. 2.

Before there was a Blues Explosion, Jon Spencer covered Junior's "I Feel Good Little Girl" on the very first EP he made as a member of The Gibson Brothers. The Jon Spencer Blues Explosion's "Meet Me in the City" that you find here was recorded with the help of Elliot Smith on acoustic guitar.

Nobody living can touch Dan Auerbach's treatment of Junior. Dan learned to play guitar in his bedroom in Akron, Ohio by listening to Junior's records. So it wasn't surprising that The Black Keys included Junior covers on both The Big Come Up and Thickfreakness. Junior died before Dan had a chance to see him play, but through trial and error Dan managed to adopt the same combination that Junior used: a Humbucker and a Fender Super Reverb.

The Black Keys aren't the only group from Ohio and signed to Fat Possum featured on the tribute. Thee Shams, who released Please Yourself in May 2004, cover "Release Me." Heartless Bastards began playing their version of "Done Got Old" at gigs; they decided to include it on their debut release, due out in February 2005, titled Stairs and Elevators.

Iggy Pop got Junior Kimbrough; he invited him to go on the road and open his 1996 tour. Despite being in his sixties and having to walk with the aid of a cane, Junior Kimbrough had no problem holding his own with Iggy. Junior, in addition to fathering 36 kids, had way more fun than you or I ever will. When Iggy learned about the project he called us to say he had to have "You Better Run."

I didn't know Jason Pierce when I started this project, but after reading an interview in which he was quoted saying how much he loved Junior, I called him up. And I'm glad I did: like Junior himself, Jason is a talented man and he likes to party. Entrance, another "Wandering Stranger" signed to Fat Possum, collaborates with Cat Power for "Do the Romp."

To round out the group, we asked others who weren't as familiar with Junior's music, but were known for their good taste, like the Fiery Furnaces, Jim White, The Ponies, Outrageous Cherry, Jack Oblivion and Whitey Kirst. Finally, the idea of a tribute album was so logical and smart that it never would have occurred to us at Fat Possum, and we want to thank our friend David Raccuglia for suggesting it.

- Matthew Johnson (Fat Possum)