Sebastian Mlynaraski for AOL Music

Scarlett Johansson has nothing to prove. She knows it's her A-list status as an actress that opened musical doors for her, but she's not looking to dominate the pop charts. Instead, she views her album of Tom Waits covers, Anywhere I Lay My Head, as a labour of love - simply something this self-described "go-getter" wanted to do for herself.

Johansson has traded in her glamour-girl card today in favor of a more indie-rocker vibe, sporting a white blouse and jeans torn at the hem, exposing simple ballet flats. Her platinum mane is tied in a loose bun and her face is fresh, as she explains to our staff that she won't be doing the whole hair and makeup routine today. This is one star who is comfortable in her own skin and, as we quickly discover, equally comfortable fronting a band. She performs five of her favorite Waits songs in our studio: four from the album and one song she's never performed live for anyone before, Yesterday Is Here, which stretches her normally husky voice to a range that may pleasantly surprise her sceptics.

Interview

AOL: The first question on many people's minds is, "Why Tom Waits?"

SJ: A friend of mine did an album that was benefiting Music Matters, which is a really wonderful charity, and I did a track for his album. The label really liked the track, so they asked if I would do a whole album. I hadn't really thought about it before, I mean I always loved musical theater when I was a kid - it was how I started acting, doing a lot of vocal lessons when I was little. But I certainly never thought about doing an entire album. It was an opportunity I couldn't pass up. I mean, all my friends who are struggling musicians would kill for that opportunity. So I thought I would do standards, because I'm not a musician, I'm a vocalist. And then the only modern standard that I wanted to do was a Tom Waits song called Never Talk to Strangers. And then it was strangely fitting in with like Cole Porter and Gershwin ... and then I had this wayward Waits song, and then I felt like I could have more room to explore or to reinterpret all of the Tom Waits songs. It was too difficult just to pick three. So that's how it became the Tom Waits album.

AOL: Speaking of exploring, you dabbled a little bit into all of the different eras of Tom Waits' music. Were you familiar with his expansive catalog before, or was it something you had to dig into to put this album together?

SJ: I've always been a Tom Waits fan, so I just went through every album that I loved and picked songs that I thought would be fun to reimagine and songs that I thought I could sing. And it just so happened that it became career-spanning. And I think the sound when we were recording in Louisiana -- that kind of ambient sound -- is what ties all of the songs together. It makes it coherent.

AOL: Have you heard his reaction to the album?

SJ: I think at first he and [his wife] Kathleen were surprised by the hugeness. The sound is really massive, and the production is really massive. I've heard that they were really pleased with the work we put into it. And thank God, because that would be hideous if he were not happy with it. But of course, before going in to do the album, I wanted to make sure he knew we were doing it and was OK with it. I can't imagine what it must be like to have this child and watch somebody take it over and raise it. So I can understand as an artist wanting to control the integrity of the project. So yeah, I think he's into it, which is great.

AOL: I've read that you called your initial work on an album a "hot mess" before TV on the Radio's Dave Sitek got involved as your producer. How so?

SJ: I just didn't know what to do with the album. I had this concept, and I had these songs and I didn't know where to go from there. I knew what kind of sound I wanted, but where would I even begin to search for it? And I had done some scratch recordings with some very accomplished studio musicians, but it just sounded so corny, like we were trying to recapture these seemingly happy accidents that are the Tom Waits recordings ... and with my voice it just wasn't anything I would buy or listen to. So it was kind of a hot mess in the beginning. And I know David was clever enough to see the possibility in the early recordings, which nobody will ever hear, thank God!

AOL: David Bowie sings backup on a few of the album's tracks. How did you hook up with him?

SJ: It was a dream come true working with Bowie. When I had originally thought I would do that song, 'Never Talk To Strangers,' my dream would be to do a duet with Bowie singing the Bette Midler part and me singing the Tom Waits part, and we'd hold hands and walk off into the sunset! And right before I had gone off to do the album, I was at this big event and he was there, and we happen to be seated at the same table. And he was like, "I hear you're doing this Waits cover album, and I think it's really cool that you're working with Dave Sitek, who I love." And I said something like, "If you're ever in the neighborhood, come on down and record something with us." And then sure enough, several months later when Dave was mixing the album, he calls me and is like, "Guess who I've got in the studio?" I was over the moon! It's just awesome to have Bowie's support. He's such a huge music enthusiast and he's so cool in my book -- it's a honour to have him listening to the album and certainly to have him on the album.

AOL: How do the lyrics to the album's first single, Falling Down, speak to you personally?

SJ: I think the lyrics are universal. It's about those moments when you're going through your mundane everyday activity, whatever that may be, and you just have moments of emotional or mental breakdown. Not like crazed but moments of sadness, grieving or introspective sort of melancholy. I think that's how the song spoke to me. But I think it's different for different people. Some people see it as being a song that speaks about certain relationships they may have had.

AOL: There's a line in the song I Don't Wanna Grow Up that says, "How the hell did I get here so soon?" Looking at your incredible CV at age 23, do you ever ask yourself that?

SJ: I don't pretend to have any perspective on my life at all. I think it's easy to just stand back when you're in the moment of something that's frenzied or overwhelming and to say, 'Whoa, what the hell is going on?' You know, this morning I was putting on my moisturiser and getting out of my pajamas, and here I am at this crazy event, or whatever it may be. Maybe it's because I'm young, so it's hard for me to have perspective on my life thus far. We'll see. I certainly have accomplished a lot in this short period of time. But I'm a go-getter, I always have been. Nothing ever bores me; I'm always wanting to explore and work hard and collaborate. I guess the result of it is a lot of finished product.

AOL: There has been so much buzz about this album, and it's not even out yet. Were you concerned with the chances of an album leak?

SJ: No, I never really thought about an album leak -- I never really thought the album would come out! I'm also completely new to all of this and the possibility ... I mean you would never have a movie leak, so I never really thought about an album leak. But everyone who was handling the album was so paranoid about that. Nobody ever tells me these things, but they were constantly pulling things off the Internet and trying to handle them professionally and keep it sort of locked away. I don't even have a copy of it!

AOL: How do you think your success as an actress is gonna help your music career versus how it might hurt it?

SJ: I don't know. I really don't. I hope people enjoy the music, but it's not like we made an album of pop hits that are gonna hit the charts and go off the charts and sell platinum records and stuff like that. It's an album that we made for our own lifestyle that we thought was a cool project, and maybe perhaps more people will be aware of it because they know my name from films. But whether that harms or enhances the success of the album -- it's all fair game, really.

AOL: What's more intimidating, stepping out onstage, such as at Coachella with the Jesus and Mary Chain last year, or stepping in front of a movie camera?

SJ: I'm not intimidated in front of a camera in a movie studio anymore. It's all I've ever known ever since I was 8 years old. It's second nature. I don't even notice all of the crew members eating their salami sandwiches. It's part of my life, and I feel like I'm a crew member and just like everybody else on set. And it's very relaxed, whereas stepping out on a stage is completely different -- you're not there being supported by a whole crew of people. Of course, you're supported by a band, but you're fronting this band and it's scary. Luckily, with doing the thing at Coachella last year, I was just as excited and amped up as the next fan of the Jesus and Mary Chain. I looked at it like, 'Oh, I've got the best seats in the house!' I didn't really think of it as a performance.

AOL: Of every career move you've ever made, what has pushed you the farthest outside your comfort zone?

SJ: I don't know necessarily that I have a comfort zone when it comes to working. I just try to do projects that interest me and that are challenging. I'm not interested to do, like, a slasher film or something like that. But would I be terribly uncomfortable doing it? I might be, because I wouldn't want to go to work every day and try to lie to myself and say that I really wanted to be there. But I wouldn't say that there's really a project that's pushed my buttons. Every project is different and sometimes the challenges are character-related, sometimes they're dialect-related, sometimes they're director-related, sometimes they're cast-related ... you have all kinds of things that sprout up, and part of the fun is learning how to deal with them.

AOL: What keeps you grounded?

SJ: I guess part of it is living in New York. I think New York is just the greatest city in the world. Living here and having human interaction constantly with different kinds of people and just being aware of how people live and accepting different lifestyles -- that keeps me grounded and sane. And I also think just having a wonderful family and wonderful friends and people around me who I love and respect and who wish the best for one another ... and somebody who can tell you you're being ridiculous and not having a whole bunch of "yes people" around you. Those are the things that keep me grounded.

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