“Hell,” the poet and public performer Robert Frost once observed, “is a half-filled auditorium.” Brian Fallon—frontman for New Jersey proto-punk outfit The Gaslight Anthem and newly minted solo artist—can relate. But as concert nightmares go, there can be worse things than a sparse crowd. Much, much worse.

A couple of years ago, just after the venue-packing Gaslight Anthem had gone on head-clearing hiatus, Fallon was playing San Francisco’s swank Great American Music Hall, backing his first solo effort, the eclectic, folk/soul/country/heartland-rock mashup Painkillers. It was a dramatic step forward for the raspy-throated composer, into the stylistic big leagues of one of his home-state heroes and longtime supporters, Bruce Springsteen. Backed by a sonically adept group that included guitarist Ian Perkins, his partner in the 2011 spinoff combo The Horrible Crowes, Fallon was there to prove himself with diverse new material. But Bay Area Gaslight fans apparently had not recognized his name on the nightclub marquee; although diehard followers were there in force, the place wasn’t sold out and was instead littered with the insensitive type of ticket-buyer that would give the unflappable Frost himself pause. This is what happened inside.

“I changed a lot. I changed big stuff, like my attitude and my entire outlook on things, and I had the time to do it.”

Perkins had jut emerged from the tour bus parked out front when two drunk tech dudes from Silicon Valley demanded to know who the night’s star was at the box office, and then, shrugging, threw down the money for admittance. The guitarist sighed and shrugged, too. The knuckleheaded duo would repeatedly heckle Fallon, who would drift onto reflective raconteur-ish tangents to “Shut up! Shut up and play the hits!” Even though they had no idea what said hits were. A cellphone-brandishing couple at the back kept framing and filming two songs at a time before returning to the bar to review their latest footage. Other self-congratulatory millennials, talking in hyena packs along the floor fringes, took selfies featuring the band in the background.

Read Paste’s review of Brian Fallon’s Sleepwalkers here.

The bad vibes finally reached the typically rollicking Fallon when he was discussing a drive that afternoon through Oakland. “Silicon Valley is where the money is!” the inebriated techies barked, high-fiving each other. Fallon explained that he was from New Jersey, prompting a man near the stage to spit back a sneering, “New Jersey sucks!” And that was it. Enough. The gig squealed to a halt, and Fallon had a spotlight beamed onto the interloper, whom he addressed in a prickly before pulling out his wallet and offering the man a cash refund. Shamed, the fellow wisely demurred—peanut-gallery commentary was not free, he learned. And who wants to get thrown out of a concert by the headliner? That’s something you’ll never live down on YouTube.

Such were the indignities Fallon faced in his quest to go solo. But looking back, he says he was ultimately unfazed by what happened that night. “I think if you took one person from any band, like Robert Plant from Led Zeppelin, there’s no way he’s selling out the same places that Zeppelin did. It’s a smaller thing, so there’s bound to be a reduction,” he rationalizes, cheerily. “In the end, you’ve got to just play for the people who are there to receive the music and enjoy it with you. You’ve got to find and section off the people who are there for the love of it and play for them.” He pauses, chuckling, then adds, “But at the same time, I’m not above engaging someone in a funny way. If someone yells, ‘F you!’ I’m like, ‘Oh, yeah? Okay!’ And if you’re not having a good time, then you should get your money back.”

Decades ago, when Springsteen’s audience grew exponentially with Born in the U.S.A., discussion arose over just how much the artist was responsible for a sudden influx of lowbrow listeners who mistook a grim, Vietnam-vet-inspired dirge for a triple-kegging, YOLO party anthem. Fallon doesn’t buy into that. Frat rockers can appreciate his material the same as the Great American Music Hall fans who crowded the stage that night, singing along to every new Painkillers track. “And that was awesome, and the thing that you have to look at and take away from that whole experience, because anytime a band plays new songs, that can go down really bad,” he admits. “And even if you’re losing some people, you’re not losing everybody.”

Read: The 50 Best Post-Punk Albums

On Friday, Fallon released his sophomore solo album, Sleepwalkers, and he’s ready to retake San Francisco. “Most people are actually receiving what you’re trying to put out there, and here’s your proof: We’re a few months out from the Sleepwalkers solo tour, and the show in San Francisco is already sold out,” he says. “So something went right with those people that night, because they liked it enough to tell their friends.”

Fallon, 38, also feels a certain responsibility to defuse live-wire situations before, say, a fight breaks out. What if you mouth off from the safety of a crowd, but the bloke next to you just lost his job, or has imbibed one too many? “So I have to manage that from the stage as best I can,” he says. “And if it costs me 25 or 30 bucks to handle it—to say, “If I’m bumming you out or you feel like you’re at the wrong show, I’ll be happy to return your money—then that’s fine by me. If someone’s trying to get you or frazzle you, the minute you respond in kind you’re giving them permission to take away your place of solace, your serenity, and your show. I used to allow that a bit more, but I got hip to it, that I was the one giving away that permission. So I don’t allow it anymore.”

As Fallon tells it, he’s gotten wise to some existential truths leading into Sleepwalkers. The Gaslight Anthem’s final effort together, 2014’s pain-wracked (and aptly dubbed) Get Hurt, found the composer lyrically dealing with the breakup of his marriage, which ended in divorce in 2013. The fallout continued into Painkillers—suddenly, he was living on his own again, without the defining comforts of a band and a family, trying to redefine himself as a songwriter. So he threw out the rulebook and just wrote songs that made him happy. It was easier said than done.



Fallon with The Gaslight Anthem in 2010. (Getty)

“It was tough, because I was going through a phase of ‘What do I write about?,’ and there was nothing to say, because I was just sitting here at home,” he recalls. And he was at last content with his home life—he had gotten remarried and had a daughter, now 2, his second child. “So I had to go and sit with myself and talk to friends and do that overly analytical psychosis thing. And I changed a lot. I changed big stuff, like my attitude and my entire outlook on things, and I had the time to do it.” His conclusion? He was no longer the aggro mid-20s punk from The ’59 Sound; he was a family man, a huge fan of classic ‘60s soul singers like Sam Cooke and Etta James, and he should stop over-thinking it and craft his work accordingly. Producer Ted Hutt, who worked on The Gaslight Anthem’s 2008 breakout sophomore album The ’59 Sound, was happy to follow him down the retro rabbit hole.

Sleepwalkers opens on the finger-popping old-school R&B of “If Your Prayers Don’t Get to Heaven,” which hearkens back to Gaslight’s most stylistically adventurous set, 2010’s underrated American Slang. Then it bounds into the power-chorder “Forget Me Not,” the hushed ballad “Etta James,” another mandolin-buttressed love song “Proof of Life,” a rat-a-tat-rhythm “Little Nightmares,” the swaying saxophone-laced title track, a Bon Jovi-ish coliseum-rocker “My Name Is the Night,” and a jangly acoustic mortality themed closer, “See You On the Other Side.” It’s a great continuation of the high standards set on Painkillers, which found Fallon no longer relying on certain words and phrases—like “wound” and “bandage”—as he’d often done with Gaslight, and upping his lyrical game. (He realized he’d fallen into a wordplay rut a few years ago, he laughs, when overseas fans had numbered cards they flipped over in concert every time he sang the designated magic word. “At least they were really listening, paying attention to what I was singing instead of talking,” he sighs). He has quietly, studiously become one of modern music’s most important and enjoyably consistent songwriters.

Read: The 25 Best Punk Albums of the 2000s

What does Fallon hear, listening back to his latest magnum opus? No recurring poetic themes or metaphorical messages, he swears. “I just hear us having a good time, goofing around and trying to find some good sounds that made us feel inspired,” he says. “Like, with ‘If Your Prayers Don’t Get to Heaven,’ I was listening to The Jam, and I thought, ‘Man, they’ve really got that Motown beat in there on ‘A Town Called Malice.’ Maybe we should look into that. But I have different influences than Paul Weller, so that beat was there, but American soul music kept creeping in.”

As rewarding as the search for solo fulfillment has been, Fallon is excited to play larger venues again on the upcoming ’59 Sound reunion tour. “We talked about it and said, ‘Hey, the ’59 Sound is turning 10, that’s pretty cool. And probably none of us would be standing here if it weren’t for that. So maybe it would be fun to just go out and play the record, because we never did that before. A bunch of people will probably be really excited, so let’s do it’,” he says. “And then?” he teases with a pregnant pause. “Hey, that’s it. People keep asking me, ‘What’s next? What’s next?’ But nothing is next. We’re just doing this on our own time, because I can only put one foot in front of the other, because right now I’ve got my record, and I’ve got The ’59 Sound turning 10. And to go out and tour my record, then ’59? Hey, sounds like a fun year to me!”’

With, of course, no half-filled auditoriums on the itinerary…