The Rickety Old Shack

Limp Bizkit — Significant Other

album cover

Few albums in the history of the modern music industry had the effect that Limp Bizkit's sophomore album, Significant Other did. Released 2 years after the band's largely unheralded debut, Three Dollar Bill, Y'All$, the band's profile exploded on the strength of this album's lead single, "Nookie." For those who weren't in their teens (or older) in the 90s, it's hard to explain just how big this song was. It was a different time, the first era in which a red baseball cap was the universally recognised signifier of douche bags. This record was a huge deal when it dropped, signifying the peak of the rap metal genre and catapulting the band into the mainstream spotlight for years to come.

"Nookie," easily one dumbest songs in the history of of recorded sound, dominated the charts — a tune as musically basic as it was lyrically brain damaged. We're talking about a track comprised of little more than a pair of power chords and featuring the lyrics "I did it all for the nookie / so you can take that cookie / and stick it up your (yeah!)"... As obnoxious as it was, this song was also inescapable; I will even confess to spending an inordinate amount of time watching Much Music, in hopes they would play the video for it — and they did, often. It was loud, aggressive and catchy as hell to my 15-year-old self, when the heaviest thing I listened to was Metallica's Load album... We all have to start somewhere; the important thing is that I've come a long way!

As dumb as "Nookie" was, it is almost Shakespearian compared to "Break Stuff." And, with that, we have the purest, uncut form of Limp Bizkit: a track so mindless, so cartoonishly aggressive that it sprints across the line from aggro metal straight into comedy. Nevermind the fact that the song is instrumentally crude and exceptionally primitive — it's literally 2 chords that crutch on the fact they're played on a drop tuned 7-string guitar with a massive tone — the lyrics are the strongest distillation of the neanderthal rage that is so integral to the Limp Bizkit formula. The thrust of the song is "I had a bad day and I'm mad," and delivers such lyrical gems as "I've got a chain saw / I'll skin your ass raw." To this day, I don't know if it's the most self-aware track the band ever cut, or if they really thought they were being bad-asses. The fact that "Break Stuff" fuelled a violent riot at Woodstock '99 is also no surprise. This puerile anthem was the musical personification of the entitled, misdirected anger of an entire generation of suburban youth — the zeitgest of a legion of kids named Hunter who got a car for their 16th birthday and were mad that it was the wrong colour.

The next track, "Rearranged," ended up being used in the band's response to criticism for their role in egging on the crowd at Woodstock. The music video featured the band being arrested by the PC Police, put on trial and subsequently found guilty of keeping it too damn real. They were sentenced to being drowned in milk, a standard punishment for the time. Look, the 90s were weird and this was just the sort of thing that happened; music videos were the closest thing bands had to social media at the time. Lyrically, this mellow jam — driven largely by the bass and record scratching — had nothing to do with the video narrative, and was just an ambiguous break-up song. Anyway, Significant Other went on to sell well over 9 million copies because capitalism rewards true artists.

Those 3 songs are some of Limp Bizkit's biggest singles. The record also includes a number of guest appearances, including Wu-Tang Clan's Method Man (on the smash hit "N 2 Gether Now"), as well as Korn's Jonathan Davis and Scott Weiland, formerly of Stone Temple Pilots and being alive. Apparently Serj Tankian recorded vocals for "Don't Go Off Wandering," but they were never used — that would have been an interesting mix. While Jonathan Davis lends a nice vocal contrast with his appearance, Weiland is barely noticeable on "Nobody Like You." The guests do help break things up, because Fred Durst is all over the album and is rarely silent for long. I'd also cite "N 2 Gether Now" as a key moment where rap and alt-rock audiences did a lot of cross pollination; I know I didn't give Wu-Tang Clan — or rap music in general — much attention until this collaboration. For all of their flaws, Limp Bizkit was a gateway to greater musical experiences for myself and many others.

The rest of the material on Significant Other is fairly strong. "Trust?" is a hyper-aggressive rager, and one of the few times Fred Durst uses his abrasive, metal voice. Thematically, the record is more of the same directionless anger and boastful posturing they were doing on their debut. Everything is more refined, as the band has mastered the art of producing anthemic bangers for meat-heads by this point. As with Three Dollar Bill, Y'All$, the band is always angry but is completely incapable of any introspection; like "Break Stuff," the band is pissed because you made them feel bad — there's no consideration for what role their actions played in creating this situation. I find the whole aesthetic to be entertaining, but there's no doubt that a lot of assholes listened to this stuff uncritically and thought "this speaks to me, a cool person."

In terms of audio engineering, Significant Other is an impressive feat. Every track is dialed-in, and mixed perfectly; Wes Borland's guitar sounds massive, bolstered by the rhythm chops of Sam Rivers and John Otto who, once again, provide a strong anchor for the crude guitars and Durst's vocal performances. The bass lines and drum beats on this record are as good as any, but remain overshadowed by the bludgeoning riffs and cartoonish lyricism of Durst. The whole record is refined idiocy, a testament to free-floating aggression and catchy grooves. This is Limp Bizkit at the peak of the powers, when they were a driving force in popular culture. I rate Significant Other as the band's best work, and most complete album.


The record that put Limp Bizkit in the spotlight, where they would remain for several years thereafter. Containing "Nookie," "Break Stuff" and "Rearranged," Significant Other is packed with some of the band's most iconic songs. Whether you like(d) Limp Bizkit or consider them a 90s-era musical plague, this record is the band's best work to date — and among the purest distillations of mindless late-90s aggressive posturing. Everyone involved in the making of Significant Other is operating at the peak of their powers. This is an essential listen for anyone trying to understand or revisit the late 90s and early 2000s.

Album Information

Release date: June 22nd, 1999
Record label: Flip / Interscope Records

Fred Durst — vocals
Wes Borland — guitar
Sam Rivers — bass
John Otto — drums
DJ Lethal — turntables, samples, keyboards, programming
Scott Borland — keyboards
Method Man — vocals (track 10)
Jonathan Davis — backing vocals (track 7)
Scott Weiland — backing vocals (track 7)
Aaron Lewis — backing vocals (track 12)
Les Claypool — spoken word (track 15)
Matt Pinfield — spoken word (track 15)
Anita Durst — spoken word (track 15)

Track Listing

  1. Intro
  2. Just Like This
  3. Nookie
  4. Break Stuff
  5. Re-Arranged
  6. I'm Broke
  7. Nobody Like You
  8. Don't Go Off Wandering
  9. 9 Teen 90 Nine
  10. N 2 Gether Now
  11. Trust?
  12. No Sex
  13. Show Me What You Got
  14. A Lesson Learned
  15. Outro

—by Derek

Published: February 18th, 2020.