Songfacts®:

• The Traveling Wilburys were perhaps the most accomplished supergroup that ever formed. Their five members were all future Rock and Roll Hall of Famers: Tom Petty, George Harrison, Bob Dylan, Roy Orbison and Jeff Lynne. They first got together to record a song for Harrison that ended up being "Handle With Care." They had so much fun working together that they decided to become a band and record an entire album, which they called Volume One.
  
  They had less than two weeks to record the remaining nine songs for the album, so they were efficient, writing and recording roughly a song a day. "Last Night" was one of the first tracks they came up with, putting it together by throwing out ideas and making sure not to overthink it. This is obvious in the lyrics, where they rhyme like pre-schoolers:
  
  She was there at the bar, she heard my guitar
  She was long and tall, she was the queen of them all
• The song tells the story of a very memorable night when our hero meets a lithesome lady at a bar and earns an invitation to her room. It all goes according to plan until he asks her to marry him, perhaps in jest. She pulls out a knife and robs him.
  
  The story ends with the singer back in the bar, telling his tale. At least he got a song out of it.
• Tom Petty sang the verses on this one, with Roy Orbison taking the chorus. According to Petty, when the Wilburys wrote a song, they would each try singing lead and George Harrison would decide who sounded best.
• Session man Jim Keltner played drums on the album and came up with opening clangs, which sound like he's banging on kitchen items with a drumsticks. That's because he was. They recorded at the home studio belonging to Dave Stewart of Eurythmics. The studio itself was very small, so they did a lot of recording in his kitchen, where Keltner improvised.
  
  Keltner, who also played on George Harrison's Living In The Material World album, wasn't a Wilbury, but did his own band name: Buster Sidebury.