The Tubes’ Fee Waybill On The 40th Anniversary Of ‘Outside Inside,’ The Band’s Biggest LP

To a songwriter, the inspiration for a tune can be derived from many traditional sources: falling in love, a romantic breakup, being on the road, the environment or politics. But for Fee Waybill, the singer of the Tubes, the story behind the veteran rock band’s 1983 classic hit “She’s a Beauty” came from an unusual experience: a peep show. He was walking down the street after the band’s soundcheck for their gig at San Francisco’s Great American Music Hall, when he noticed a kiosk-like structure in front of a massage parlor.

“It looked like a big phone booth, only it wasn’t glass,” he recalls today. “It was all solid, so you couldn’t see through the walls. I don’t remember the name of it, but the sign on the front of it said: ‘Pay a dollar, talk to a naked girl.’ I’m single and I’m like, ‘Okay, I’m gonna check this out.’ I put a dollar in the thing, and the front wall comes down. And in it was a woman with lingerie on—she wasn’t naked. She starts talking and trying to entice me to come into the massage parlor.”

“She’s a Beauty,” from the band’s sixth studio album Outside Inside—which was released exactly 40 years ago this month—became the Tubes’ biggest hit single when it peaked at number 10 on the Billboard pop chart (It spent five weeks at number one on the trade magazine’s mainstream rock chart, and its surrealistic video aired on MTV). The Outside Inside album made an equally impressive showing when it reached the Top 20 U.S. album chart for the first time in the band’s career.

Prior to the recording Outside Inside, the San Francisco-based Tubes—whose lineup at the time consisted of Waybill, guitarists Roger Steen and Bill Spooner, drummer Prairie Prince, bassist Rick Anderson, and keyboardists Michael Cotten and Vince Welnick—started out as an underground cult band whose sound bordered on conceptual art rock and glam rock; both their eccentric music and concerts combined theatrics and satire, as indicated by their song “White Punks on Dope.” After four studio albums for A&M Records from the mid to late 1970s, the Tubes moved on to Capitol Records where they experienced wider mainstream success with the songs “Talk to Ya Later” and “Don’t Want to Wait Anymore” from 1981’s The Completion Backward Principle. Unlike their previous albums, Outside Inside was a straightforward rock record with no particular theme, indicative of the band’s commercial direction at the time.

“We did have a concept with The Completion Backward Principle [from 1981], the whole business thing,” Waybill says, “and with [1979’s] Remote Control about the kid who grows up watching TV with no actual experience—just the virtual experience. [Outside Inside] didn’t really have it, but we did have a big hit. So that kind of made up for everything.”

The recording of Outside Inside reunited the Tubes with hit producer David Foster, who had previously helmed The Completion Backward Principle. “The guy is brilliant,” Waybill says of Foster, whose numerous credits include Chicago, Whitney Houston, Michael Bublé, Barbra Streisand and Natalie Cole. “There’s no other word for it. He’s an incredible arranger. He had never done a rock and roll record [prior to Completion]; he had a big hit with “After the Love Is Gone” [a ballad recorded by Earth, Wind & Fire]. And everybody was looking for a big ballad, and we had a ballad for Completion Backward, “Don’t Want to Wait Anymore.” We needed a rock song, and David put me together with my friend Steve Lukather from Toto, and we wrote “Talk to Ya Later.””

For Outside Inside, the band wasn’t short on song material, such as “Out of the Business,” which was originally written for a video game. “Megamania was a video game on Activision and we wrote this and then we kind of turned it back into an actual song.”

Maurice White of the aforementioned Earth, Wind & Fire made a contribution to the horn-powered funky track, “Tip of My Tongue,” during the Outside Inside sessions. “We had the verse to the song and we didn’t have a chorus, and we were searching for a melody for a chorus,” says Waybill. “Strangely enough, down the hall [in the recording studio] was Earth, Wind & Fire recording also. David said, ‘I kind of know these guys. Let me get Maurice White over here to try to help us come up with a ‘melody for the chorus.’

“And we went, ‘Oh God, Maurice White!’ But David said, “We can’t let him hear the lyric of the verse, because [it] was kind of a sexual innuendo kind of verse. He said, ‘Maurice is really religious, so we can’t let him hear it.’ And so we’re hiding the lyric sheet and we’re playing him the track for the verse. Maurice was so great, and he came up with the chorus immediately and all the ad-libs. That’s him on the record. We kept all his ad-libs. It was a great project.”

The first single release off of Outside Inside was the fiery rocker “She’s a Beauty,” co-written by Waybill, Foster and Lukather, a cautionary song with the chorus of “But don’t fall in love/She’s a beauty/She’s one in a million girls.” Waybill continues his story about his encounter with the peep show performer inside the booth in San Francisco’s Tenderloin district:

“This girl is gorgeous. I mean, she’s like a model. She’s beautiful. And I’m like the naive rube. I’m going, ‘Man, why are you doing this? You’re so gorgeous. You can be an actress” And she’s oblivious. She is going, ‘Come on, baby. Come on in. I’ll show you how—blah, blah, blah, blah.’ And then before I actually see any naked flesh, the wall goes back up. ‘Oh, you’re kidding me? This is such a come-on.’ And I put a second dollar in and the wall goes back down, and she continues to strip and do her spiel.

“I said, ‘You know, I’m in a band called the Tubes. You could be a Tubes dancer. Can you dance?’ It was so hilarious. I’m saying, ‘You’re so gorgeous. You don’t need to do this. This is not a good look for you.’ She never acknowledged me at all. The whole time, all she did was do her rap about, ‘Come on baby, come into the massage parlor. We’ll take care of you.’ And then the thing went up again for a second time and I just went, ‘Okay, that’s it. I give up.’ I turned around, found a sandwich, and walked back to the gig.”

For his part, producer Foster inspired the title of the song (“When we would do a good take,” Waybill remembers, “David used to always say, ‘Beauty, eh?’ He’s Canadian. ‘Beauty, eh?’”). “She’s a Beauty” was accompanied by a music video whose storyline went through a revision. The band’s original idea for the promotional clip was supposed to be based on Tod Browning’s 1932 film Freaks, hearkening to an old-fashioned traveling circus and featuring unusual-looking carnival workers. The record label, however, balked at the concept. “We had a storyboard and we showed it to the company and they went ‘That’s not ever gonna fly like that.’ I said, ‘But it’s just gonna be weird, seedy and funny.’ [They said,] ‘No.’

“So we had to PG it—we had to reel it back in from the R-rating…We were so upset. But they said, ‘This is MTV, we wanna run it on TV. It’s all ages and there’s no-over-21 TV, so it’s not gonna work for you.’ I liked the video. It was OK. That’s the way it goes.”

But producing the “She’s a Beauty” video seemed less complicated for the Tubes compared to the release of the band’s subsequent single, “The Monkey Time,” a duet between Waybill and singer Martha Davis of the Motels. According to Waybill, the Motels’ manager prohibited the release of the song with Davis’ vocals, forcing the Tubes to re-record it with another singer.

“[The manager] said, ‘No, you can’t use this as a single.’ And we went, ‘What are you talking about? That was the whole plan. Everybody’s okay with it. The record company thinks it’s a great idea.’ The Motels had a record coming out in three or four months’ time, and he said, ‘Oh, this is gonna impact our record and it’s gonna hurt it.’ And we went, ‘No it’s not gonna hurt it. If we have a hit with it, it’ll only enhance it.’ He ended up having to get a lawyer and injunct the release. We couldn’t believe it.

“And so we rushed back into the studio and we re-recorded it with one of our dancers, Michele Grey, singing it. It took so long, and it was like four months later. We released the revised version. By then it was too late. The momentum [after “She’s a Beauty”] was all gone and the whole thing just crashed and burned. So that was pretty unfortunate, but what are you gonna do? And “Monkey Time” is still a great song. We play it in the set and I sing both parts.”

Disappointment over “The Monkey Time” matter aside, “She’s a Beauty” still remains one of the Tubes’ most memorable songs of their career, while Outside Inside is the band’s highest-charting studio album on Billboard to date. Last year, the Tubes performed the whole Outside Inside album on the road. (The band will tour again this summer, including U.K. dates with Hollywood Vampires and a show with Cheap Trick in Costa Mesa, California). Revisiting Outside Inside in its entirety onstage followed a similar approach that the Tubes did with The Completion Backward Principle album in 2018.

“We had a lot of dates for Completion Backward lined up for 2020,” remembers Waybill, “and then everything shut down and all of our dates went away. Then we booked some shows, and then the Omicron variant happened. The whole thing shut down again, and another nine months passed. So we started working again in June [2022], and we decided, ‘We can’t keep doing Completion Backward now 40 years later,’ because we always change our shows usually every year or so. And so we decided we were gonna do Outside Inside because that was our biggest album ever, and “She’s a Beauty” was the biggest song we ever released.”