Gravel-voiced troubadour Tom Waits treated his rabid fans to a series of live shows last year. His first tour in 12 years consisted of a mere 35 performances, and New York City hosted four sold-out nights at the Beacon Theatre.

Waits initiated the show's carnival feel by making his entrance through the audience. As he bellowed "The Black Rider Overture" into a megaphone, he paused a few times to grab a handful of glitter from the pocket of his ill-fitting suit and scatter it over his adoring fans on his way to the stage.

Lighting designer Anne Militello met with Waits at a truck stop in northern California to discuss the tour's design last June. "We just sat in a diner and talked about different ideas for a couple of hours," she says. "He was interested in working with me because I've done a lot of theatre and opera; he wanted to try something different. At one point he asked me, 'Why are there rules in lighting?' He wanted to know why, when you see a beam of light onstage, does it have to hit that person? So at points in the show, lights would come on but not always hit people. One could mistake that for really bad lighting design, but it was just whimsical. There was a carny element to it all, so it had to be a little sloppy, but to be honest, that takes real effort."

The lighting designer spent a week at band rehearsals, which were held in a converted barn that doubles as Waits' rehearsal and sound studio. "Tom really liked the idea of using very earthy and rustic elements," Militello says. "When something that simple is taken out of its element, it can be somewhat mysterious or unusual onstage. For me it was really important to concentrate not so much on memorizing the music so I knew where the beats were, but to get behind the feeling and create from emotion or instinct."

Back in LA, Militello visited a few lighting companies looking for a mix of equipment. "I wanted to find a balance between the old and the new," she explains. "So I did have moving lights but they didn't move, they were used to change focus in between songs. Tom was bringing in pieces he found in the country, like spurs or an old wooden box or an old light that he might want onstage. I have always loved the light that comes out of a beam projector. I know it's not really an efficient light anymore, but there was something about the antique quality of the light that I liked."

Militello also found some old floodlights from the 50s on the bottom shelves in Light & Sound Design's warehouse. "I used the floodlights overhead as pendants," she says. "We also had a couple of ratty, broken-down 2k fresnels on stands with big huge barndoors. Kathleen Brennan [Waits' wife] had found a ship's light at an antique shop, and it was on a beautiful stand, so we put it on the stage, too."

Another souvenir from the country that factored significantly in the show's design was dirt. "During band rehearsals, Tom did this stomping during certain songs," Militello explains. "He wanted more sound, so he brought in a small box platform that he had used on another show. It was really old and dirty, so when he stomped on it the dirt came out--and it looked really cool. So they started bringing dirt to rehearsals, but I was afraid of the particles getting into people's lungs. The stage manager went and got Fuller's Earth and poured it all over."

With LSD as the tour's main lighting contractor, the lighting equipment included: one LSD Icon console, seven Icon automated luminaires, eight 36-degree ETC Source Fours with Wybron Colorams, six 26-degree ETC Source Fours with Wybron Colorams, 14 19-degree ETC Source Fours, one 10-degree ETC Source Four (mounted on a balcony and used as a followspot), eight ETC Source Four MFL PARs with Wybron Colorams, one ETC Source Four NSP PAR on a floor stand, three new 6" baby 1k fresnels on floor bases (two with barndoors), five 5k Bambino fresnels with Wybron Colorams, 10 1k 12" beam projectors, tw o old 2k fresnels with barndoors on rolling stands, three MR-16 striplights with 50W 12-lamps, six new ground cycs 8' with 500W T lamps, three Wide Light 1k practical pendant lights, one 500W Shiplight practical on a stand, one 60W Ghostlight practical on a stand, and one MDG Atmosphere Hazer with fan.

As Waits did not want his show to look like an ordinary rock concert, he asked Militello if they really needed truss overhead. "Rather than use PAR cans or moving lights overhead, I put big 5k fresnels up there and flooded them out to get backlight and high sidelight on him," she explains. "Then I masked everything with borders and legs. I could have done it without putting anything overhead, but his concerts are three hours long, so I felt I needed a combination of different fixtures and angles to provide fresh looks throughout."

In terms of color, Militello followed Waits' instructions: "Don't try to make me look pretty." "I was really happy to hear that, because what I do in theatre is not necessarily cosmetic, it's drama. I was there to provide atmosphere and a sense of place. I used some deep saturated colors at times because I did want beauty--along with rawness, intensity, and mystery. I also used a lot of sepia for certain songs that needed to have a dusty feeling. My vision of the show was like vaudeville and burlesque meet German Expressionism. So I used floor lights because he's like a vaudeville performer. We agreed that we weren't going to overdo it with the shadows--we didn't want to create Bela Lugosi. We just wanted to make some mystery when we needed it for songs like 'What's He Building in There?' "

At a Beck concert in Los Angeles in May, Militello had met the show's lighting designer, Susanne Sasic. "Anne introduced herself to me and asked if I knew anyone who would be interested in taking her show out," Sasic says. "So I said that I'd be thrilled to do it. I was into it because I'd never had a programming gig before. This show was pretty easy to program because there was usually only one cue per song."

"I've always been a fan of Susanne's work; it was an unbelievable stroke of luck," Militello says. "She talked about wanting to get more exposure to theatrical technique and I could learn from her in terms of the programming of new boards. So I would bounce my ideas off of her, and she would tell me if they would work or not. With her out there on the road, I felt confident that everything was in good hands."

Because they had only one day of programming, Militello came to the first seven shows and called cues to Sasic, who would often record them on the spot. "Tom didn't stick to the set list, so it was up to Susanne to find a look that would be appropriate within the cues that I had created on the board," Militello says. "There weren't a lot of changes within each song because the more I listened to the music, I realized I didn't want that much distraction from the music."

Chopper Borges was the tour's production manager and Dan Choi was the stage manager. Due to the long rest periods between legs, the lighting crew featured an ever-rotating lineup, which included, in order of appearance: Bobby Braccia, Rod Gibson, Simon Harraghy, Geoff Grewcock, Vivian Slodski, Dan McDonough, and Tom Horton.

"It was such a beautiful show and every night just felt like a special occasion," Sasic concludes. "The worst thing about the tour is that there wasn't enough of it."