Rain Dogs is the ninth studio album by American singer-songwriter Tom Waits, released in September 1985 on Island Records.

[3] The album, which features guitarists Keith Richards and Marc Ribot, is noted for its broad spectrum of musical styles and genres, described by Arion Berger as merging "outsider influences – socialist decadence by way of Kurt Weill, pre-rock integrity from old dirty blues, the elegiac melancholy of New Orleans funeral brass – into a singularly idiosyncratic American style.

[8] Waits wrote the majority of the album in a two-month stint in the fall of 1984 in a basement room at the corner of Washington and Horatio Streets in Manhattan.

[10] A wide range of instruments was employed to achieve the album's sound, including marimba, accordion, double bass, trombone, and banjo.

As producer apart from himself as writer and singer and guitar player he brings in his ideas, but he's very open to sounds that suddenly and accidentally occur in the studio.

"[14] It also marks Waits' first recording with the Rolling Stones's Keith Richards, who played on "Big Black Mariah", "Union Square" and "Blind Love".

"[16] According to Barney Hoskyns, the album's general theme of "the urban dispossessed" was inspired in part by Martin Bell's 1984 documentary Streetwise, to which Waits had contributed music.

"[19] Robert Christgau of The Village Voice stated that Waits "worked out a unique and identifiable lounge-lizard sound that suits his status as the poet of America's non-nine-to-fivers.

"[28] However, in a more recent review in 2002, Rolling Stone critic Arion Berger gave the album five out of five stars, calling it "bony and menacingly beautiful."

Berger noted that "it's quirky near-pop, the all-pro instrumentation pushing Waits' not-so-melodic but surprisingly flexible vocals out front, where his own peculiar freak flag, his big heart and his romantic optimism gloriously fly.

[34] Elvis Costello included Rain Dogs on his list of essential albums, highlighting "Jockey Full of Bourbon" and "Time".

Every track was a short movie set in a mysterious, circus-like down-at-heel America that I had almost no understanding of, with different characters both in the lyrics and the instruments, an entire universe revealed to me for a few minutes only to drop me at the other end of the block – no idea how I’d got there.

[36]All tracks are written by Tom Waits except "Hang Down Your Head" co-written by Kathleen Brennan.All personnel credits adapted from the album's liner notes.