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Travis Good of The Sadies, Gordon Pinsent and Blue Rodeo's Greg Keelor recently came out with the album "Down and Out in Upalong." They are photographed at The Drake Hotel in Toronto on April 12, 2012.

jennifer roberts The Globe and Mail

When Neil Young broke up the short-lived Stills-Young band in the mid-seventies, he sent a telegram to Stephen Stills, writing that it was "funny how some things that start spontaneously end that way." Out-of-the-blue collaborations come and go, their whimsy being a big part of the attraction. Whatever you get is a bonus – it's free gas, take the ride and see where it leads.

Sitting down with musicians Greg Keelor and Travis Good and the actor Gordon Pinsent, you'll hear that it was the implausibility of their own recent alliance that tickles them the most. Down and Out in Upalong is the melodious title of a double album of song lyrics and poems written over the years by Pinsent, set to music by Keelor of Blue Rodeo and Good of The Sadies. On one disc, the musicians sing to bluegrass and elegiac ballads; on the more solemn second disc, Pinsent recites his words – sometimes odes to his native Newfoundland and sometimes mournful ones to his wife of 44 years, the actress Charmion King, who died in 2007.

"When we started, we didn't know we were actually making a record," says the silver-haired Keelor, 57, Pinsent's junior by 24 years. "It evolved."

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How it all happened was that filmmaker Mike Bolland, who shot Pinsent for the biopic Still Rowdy After All These Years, would listen to the actor read his poetry, unwinding in hotel rooms after long days of travelling and filming in Newfoundland. Bolland later reached Good through an intermediary and suggested he help with turning Pinsent's words into songs. Eventually Keelor showed up at Good's apartment and spotted the stack of Pinsent's lyrics, sharing a kitchen table's space with ashtrays and wine glasses.

More wine happened, and a piano came into play. Pinsent's prose was turning into songs.

"I wrote them for no particular occasion," says Pinsent, who would play some of the raw material on his guitar over the years to his wife, as she cooked dinner. "I thought it was impossible," he explains, about working with co-songwriters. "I'm a child of Lightfoot's time, where the poet comes out in the writing."

That first night, at Good's apartment, the pair wrote four of the Pinsent songs, the final one being Old Part of Town. Keelor calls it a "weary drunk chorus sung at the long end of the night," with the line "I can't see the sun from here; when did they take it down?"

After 11 songs were written, the pair dropped by Pinsent's apartment to play him the material. "I was thrilled," says Pinsent. "I was up after the first one, shaking their hands."

The idea was for Keelor and Good to produce the songs simply on acoustic guitars. But the arrangements grew. As for the spoken word versions, Pinsent planned to recite a couple of poems, without backing, as bonus cuts. The sessions with The Rowdyman actor went well; music under his rhythmic baritone reading was added, and Pinsent had his own half of the package.

"I actually like his disc better than ours," admits Keelor, who once took part in a roots-rock supergroup the Unintended. "Gord's metre is so impeccable."

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Keelor and Good will tour the material in the fall, with their co-writer free to join them. "Any time Gordon shows up, it's good for us," says Keelor. To which Good adds, "He's like the Young of Crosby, Stills, Nash and Young."

As for Pinsent, he's still not over the unexpected gift of it all. "It's magical," he says. "It's a bit like finding relatives, you never knew you had."

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