Waltz 2

Elliott Smith builds this waltz from the ground up in triple time, and that rhythmic choice is everything — the lilt creates a sense of spinning slightly out of control, of being caught in a current you didn't choose. The instrumentation is deceptively full for Smith: piano, bass, a brass arrangement borrowed from a film score, giving it an almost cinematic grandeur that cuts sharply against the intimacy of the vocal. His voice here is one of the quietest devastations in indie rock — close-miked, conversational, occasionally doubling itself into a small choir of anxious whispers. The song inhabits a bar scene — the specific loneliness of being surrounded by people who are anesthetizing the same pain you are, the way strangers briefly become mirrors. There's a television overhead, and the narrator watches rather than participates, which is the defining Smith posture: observer of his own life, slightly outside it. From the 1997 album *Either/Or*, it predates his Oscar-nominated *Good Will Hunting* exposure but contains the same emotional architecture — beauty as a form of barely-contained grief. This is a song for late nights when you're in a public place and feel profoundly alone, when the noise around you somehow amplifies the quiet inside you rather than filling it.