Jennings met
Billy Joe Shaver at the 1972
Dripping Springs Reunion in
Dripping Springs, Texas. As Shaver took part on a guitar pull with other songwriters, he interpreted his original "Willy the Wondering Gypsy and Me". Jennings, who was resting at the back of the trailer, heard Shaver and asked him if he had written "any more of them 'ol cowboy songs". Impressed by Shaver's originals, Jennings offered him to record an entire album of his songs. Shaver then travelled to
Nashville, Tennessee, where he tried to unsuccessfully locate Jennings, who avoided him for six months. With the help of local D.J. Roger "Captain Midnight" Schutt, Shaver found Jennings at a RCA recording session with producer
Chet Atkins. He tried to confront the singer, who offered Shaver $100. Shaver refused the money and told Jennings that he was willing to fight him if he would not listen to his songs. Jennings offered to record "Willy the Wandering Gypsy and Me" and told Shaver to sing another song – if Jennings liked it he would record it and Shaver could sing another; but if he did not like it, Shaver would have to leave. Shaver sang "Ain't No God in Mexico", followed by "Honky Tonk Heroes" and "Old Five and Dimers and Me". Jennings was impressed, and he decided to record an entire album of Shaver's songs. Atkins was reluctant to record the material of an unknown writer, but since he had creative control, Jennings decided to record the album. Jennings later recalled, "His songs were of a piece, and the only way you could ever understand Billy Joe was to hear his whole body of work. That was how the concept of
Honky Tonk Heroes came about. Billy Joe talked the way a modern cowboy would speak, if he stepped out of the West and lived today. He had a command of the Texas lingo, his world as down to earth and real as the day was long, and he wore his Lone Star birthright like a badge." Jennings was also spending more of his time at
Tompall Glaser's "
Hillbilly Central" studio in Nashville. Jennings was attracted by the loose atmosphere of the studio in comparison to RCA Records'. Jennings brought Glaser with him to
RCA Victor Studios to co-produce
Honky Tonk Heroes. "Tompall and I were best friends," Jennings reminisced in his autobiography
Waylon. "We met at about the time he broke up with his brothers, and I kind of took their place in his life." Jennings and Shaver worked on the songs for several weeks, with Shaver believing that Jennings was not closely following the phrasing of the tunes, and in some cases he played the songs repeatedly so that Jennings would understand them. The title cut was especially problematic, as Jennings and Shaver clashed over the arrangement. Jennings's drummer,
Richie Albright, later recalled: "We were doing the album and Billy Joe was around, and we began 'Honky Tonk Heroes,' so we cut the first part of the song and we stopped, and Waylon said, 'This is the way we're going to do it.' And Billy Joe had been sitting in the back and he come walking up, saying, 'What are you doing? You're fucking up my song. That ain't the way it goes.' Pretty soon Waylon and Billy Joe are just hollering at one another. Billy Joe didn't understand the way we were putting it together...then we put it together and he said, 'Yeah. That's good. That's the way it goes. Jennings and Shaver co-wrote the song "You Asked Me To" at
Bobby Bare's office. Atkins' only input was his suggestion to add the song "
We Had it All", which had previously been a top ten single. "We Had It All" had been written by
Kris Kristofferson's keyboardist "Funky"
Donnie Fritts. RCA requested Jennings to add a song not written by Shaver to improve the chances of commercial success for the album's single. Jennings initially considered
Steve Young's "
Seven Bridges Road,"
Jimmie Rodgers' "T for Texas," and
Shel Silverstein's "The Leaving Coming On". == Release and critical reception ==