When Tom Waits claims he doesn't know why he called this three-CD set Orphans, he's being cagey. Orphans obviously began as an outtakes collection — unreleased work tapes plus old soundtrack, tribute and benefit tracks. Only then, Waits, painfully aware that odds-and-sods projects were lame, decided to fill in some blanks with new songs, couldn't resist rerecording others and ended up with a definitive album. Each disc has its own subtitle: Brawlers for rock, Bawlers for ballads and Bastards for weirdness. Although the promo advertises "56 Songs. 30 New Recordings," only fourteen can be readily found on other albums.

Brawlers is Waits blues a la Mule Variations, only broader. His drummer son Casey's basic thump on "Low Down" reminds the ear that Waits generally bellows over pretty intricate beats. He was on the dreamy New Orleans lilt of "Sea of Love" back in 1988, and though Tito Puente might not think so, "Fish in the Jailhouse" is indeed a mambo. Of course, there's also the first of two Ramones covers, and, fitting nowhere but so good they'd fit anywhere, the mandolin-tinged "Bottom of the World" and the unrhymed, seven-minute "Road to Peace," a portrayal of a Palestinian terrorist that blinks even less than Springsteen's.

Bawlers is Waits' bread and butter — professional sentimentalists love the way he mauls slow ones, and six of the soundtrack tunes are here, from Big Bad Love, Pollock and Shrek 2. Waits can get grotesquely goopy when he makes nice, but the new "Tell It to Me" and the recycled "The Fall of Troy" are genre classics right up there with Waits' bumptious claims on "Young at Heart" and "Goodnight Irene." Bastards is messier musically, but its six spoken-word pieces are long overdue for anyone who's guffawed at the shaggy-dog monologues Waits rolls out at shows. In "The Pontiac," a dad reminisces about his cars, the mad entomology lecture "Army Ants" isn't far behind, and "First Kiss" explains something we've always wondered. Waits reached that romantic milestone with a trailer crone who made up her own language, wore rubber boots and could fix anything with string. Just like our Tom.

“Help Me”

Joni Mitchell wrote and recorded this song for her album Court and Spark, but she had to switch from her regular band to make the song sound exactly the way she wanted. "I had attempted to play my music with rock & roll players," she told Rolling Stone. "They’d laugh, 'Awww, isn't that cute? She's trying to teach us how to play.'" Mitchell switched to a jazz band, Tom Scott’s L.A. Express, and scored the biggest hit of her career in the process.