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Grizzled country-rockers Bottle Rockets and power-pop songsmith Marshall Crenshaw form an unlikely touring alliance 

As out-of-left-field collaborations go, the Bottle Rockets backing up Marshall Crenshaw ranks with Elvis Costello and the Brodsky Quartet or maybe Kanye West and Bon Iver. But Crenshaw the master tunesmith has always understood deep country music, while the Bottle Rockets, for all of its roots-music credentials, has knocked plenty of pop songs out of the park. Though they've yet to meet up in person (lead singer and guitarist Brian Henneman remembers chatting with Marshall at a show a few years back), Crenshaw and the Bottle Rockets are finding their own kind of long-distance chemistry in advance of a string of Midwest dates this winter. The first show will be at Off Broadway on January 19. Henneman met B-Sides over coffee and cigarettes to explain how the connection happened.

B-Sides: How did you get hooked up with Marshall?

Brian Henneman: We have the same booking agent, but Marshall's idea came out of the blue. He's the last guy you would expect to ask us to have as his band.

He's covered Bottle Rockets songs. The last time he was in town, at a house concert, he played "Kit Kat Clock."

We came to learn that he's been a fan for years, ever since Brooklyn Side. So I guess we're his middle-age Corvette.

Have you met up to rehearse?

No. We're using Kip Loui as a surrogate Marshall Crenshaw. Kip has really saved our asses. Marshall has sent e-mails, notes with songs, very cryptic notes. "This song should have an Eddie Cochran feel." That could be several Eddie Cochrans! But I think it will work out fine. We'll use Off Broadway to rehearse before the show.

Has working on these songs given you a window into Marshall's mind?

No. It's cryptic and mysterious. The songs do have a lot of chords. There's wear on guitar frets I've never played before. Even John Horton has been stumped. And you know when Horton is stumped you could be doomed! We've milked [Marshall] for a little information, how he tunes his guitar on different songs. We're going to bring an assload of instruments. I think Horton will have five guitars. I've got two guitars and a sitar. It's going to be like a Wilco show. I thought it would be more acoustic, but I haven't found a place for an acoustic guitar yet.

Have any songs been especially challenging?

About seven-eighths of them. What's interesting is that when you play his songs, they seem to go by fast, but most of them are four to five minutes long. We're doing the hits, but we're also doing a lot of late-period songs and some new songs as well. The Bottle Rockets have rehearsed more in the last month than we probably have in the whole history of the band. I'm only half-joking, but after this, I hope we remember our own shit.

How many songs are you learning?

About sixteen to eighteen. We've got two or three left to figure out, and there's one brand-new one that doesn't even have lyrics. I haven't used a country lick or a blues lick yet.

What other licks are there?

Whatever it is we're doing now! Some of the songs just seem impossible. You listen and think, "We can't play that!" But then you catch it. It's a mind-messing experience. Even a song that seems as simple as "Mary Anne," you think you have it figured out, but there's that one chord, and you think it's got to be a D, but it's a weird jazz D, half D and half F.

Has the process been similar to learning all the Doug Sahm songs for the Songs of Sahm record?

No! Marshall's songs are so different from what we normally do. A few months ago, I did these shows with Susan Cowsill, and I had to learn the whole Hotel California record. That's the opposite of Marshall's songs. You have to remember what each song is doing, here and there, and you eventually get a natural vibe, but it's not your own.

When you think about it, Marshall could put any band together he'd like; there are plenty of session guys closer to home. But he wants to tour with the Bottle Rockets.

Maybe he's just looking to set up and rock. We can rock but in a different way. Once you get his songs, you can relax, but the songs still rock like fuck. It must be what it's like to be in Tom Petty's band. It's a fragile ecosystem. There's no distortion on the guitars. I'm playing as clean as Richard Thompson, which is a first.

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