With its jarring rhythms and unusual instrumentation ? marimba, accordion, various percussion ? as well as its frequently surreal lyrics, Rain Dogs was very much a follow-up to Swordfishtrombones, which is to say that it sounded for the most part like The Threepenny Opera being sung by Howlin' Wolf. Rain Dogs could not surprise as Swordfishtrombones had, and in his attempt to continue in the direction suggested by that album, Waits occasionally bordered on the chaotic (which may only be to say that, like most of his records, this one was uneven). But much of the music matched the earlier album, and there was so much of it that that was enough to qualify Rain Dogs as one of Waits' better albums.