LIVE TO EAT: “A Honky-Tonk Grows in St. Matthews” — from Food & Dining Magazine.


When the latest issue of Food & Dining Magazine comes out …

LIVE TO EAT: Read my stories about Chef Space and Tito’s Handmade Vodka, and grab the latest issue of Food & Dining Magazine, out now.

… I go back to the previous edition and reprise my contributions. In this instance, it’s Winter 2017 (Vol. 58; Nov-Dec-Jan), and profiles of Waylon’s Feed & Firewater and Akasha Brewing Company (the latter appears elsewhere at NAC).


Legendary restaurateur Tony Palombino puts his brand on Waylon’s Feed & Firewater, reinventing the honky-tonk in his own urban neighborhood.

Perhaps the most important thing you need to know about Tony Palombino is his extraordinary ability to see what isn’t there.

Not mysterious ghosts or invisible bunnies, but undervalued restaurant niches waiting patiently to be spotted and filled.

For two decades, Louisville’s resident restaurant conjurer has been plucking creative concepts from the gloaming and bringing them to life, like award-winning gourmet pizzas served at evolving incarnations of BoomBozz Craft Pizza & Taphouse, and more recently, an explosive launch of Nashville-style hot chicken at Joella’s.

Even Palombino’s lesser-known efforts fathered memorable culinary innovations, whether healthy sandwich twists at Thatsa Wrapp, or ahead-of-their-time fish tacos from Baja Grill.

Those were then, and Waylon’s Feed & Firewater is now. It’s the second of Palombino’s loving homages to the honky-tonk hero in all of us; Waylon’s in St. Matthews is a spin-off of Merle’s Whiskey Kitchen, which Palombino opened in downtown Louisville five years ago.

I believe Waylon’s and Merle’s have tapped onto a fascinating vein of geography, music, history and regional culture, taking us from the Great Plains through the Bible Belt and back, with bourbon, tacos, pedal steel guitars and even an ice-cold draft beer tossed in for good measure.

They’re all part of the distinctive legacy of the honky-tonk, which derives from America’s melting pot at its very finest.

I’ll be there when they burn
The last honky-tonk down
In body, mind, and spirit
Under the table or under the ground
The fading echoes of a bar-room band
Might be the only sound
I’ll be there when they burn
The last honky-tonk down
— Wayne Mills, “The Last Honky Tonk”

The namesake of Palombino’s honky-tonk eatery is country music “outlaw” superstar Waylon Jennings, who was born in Littlefield, Texas, a town located in the Lone Star State’s panhandle near Lubbock and the Oklahoma state line.

It’s where honky-tonk originated, first as a dance hall or saloon with live music, then as a musical descriptor, with origins in country, boogie-woogie, western swing and southwestern ranchero.

In the 1930s, twin catastrophes of depression and dust bowl sent thousands of Oklahomans fleeing west in search of work. Many of these “Okies” turned up California’s Central Valley, particularly in Bakersfield, where their homegrown music became known as the Bakersfield Sound, famously performed by the likes of Buck Owens and the Buckaroos and Merle Haggard.

By his own admission, Palombino loves country music and is a huge fan of Haggard, hence the naming of Merle’s Whiskey Kitchen. However, in the beginning his downtown honky-tonk was called Manny and Merle – and Manny wasn’t even a musician.

Rather, Manny — Manuel — is a kitchen ace and longtime employee of Palombino’s, his contributions a reminder of the culinary influences of Latin America in both Bakersfield and Louisville.

Unsurprisingly, honky-tonk “feed” is as diverse as its musical pedigree: Mexican-derived tacos, carnitas, pico de gallo and chorizo; staples from the South like fried chicken, slaw, barbecue and green beans; and not to neglect heaping all-American platters of burgers and fries.

At Waylon’s, Palombino’s team has combined these influences into a crossover menu of honky-tonk comfort food.

A fresh (never frozen) house beef brisket burger blend goes into the Texas Gold Burger, named for a mustard-laced, vinegar-accented barbecue sauce and topped with bacon and cheddar.

Slow-roasted brisket gets top billing in two popular weekend brunch dishes: Hash A Go Go (with eggs) and Benny and Brisket, an Eggs Benedict adaptation served on skillet cornbread.

Southern Taters are like Kentucky poutine, with an Angel’s Envy barbecue sauce, sour cream and queso smothering tater tots, chicken and jalapeno. In the absence of flatware, extra napkins are recommended.

Both sweet and salty, thick-cut Candied Bacon can be a starter or dessert. It’s served with a side of Old Forester Bourbon maple glaze and is an obvious whiskey pairing.

Just about everyone at Waylon’s who isn’t a vegetarian agrees that the Green Chili Pork Taco is the crowd favorite, with pulled pork, green chili jam, garlic crema and cilantro. Other taco fillings from the restaurant’s Taco Stand include chicken, barbecued pork, flat iron steak and wild mushrooms.

The Mexican side of the Waylon’s appetizer selection further embraces three styles of homemade guacamole and El Jefe Nachos, the latter Spanish for “the chief,” and suitably addictive for cerveza.

The Boss Hog Burrito makes no mention of Rosco P. Coltrane, but is amply stuffed with roasted pork, bacon, chorizo, black beans and potatoes – and yes, there are salad options at Waylon’s, though the greens in the Cowboy Cob are obscured by grilled steak, bacon, eggs and avocado.

The kitchen crew at Waylon’s worked through Fruity Pebbles and several other breakfast cereals before choosing Frosted Flakes to crust Toast with the Most, French toast served with Old Forester whipped cream.

Along with the requisite honky-tonk liquid binders of bourbon, margaritas and beer, these and many other menu items combine to define Waylon’s Feed & Firewater, as conceived and steered by the ubiquitous Palombino, whose pathway to a career as a restaurateur actually began in far-off Naples, Italy – the birthplace of his parents.

Like so many others before them, they came to the United States and went into the restaurant business. Would son Tony follow in their footsteps? At first, it was a tad complicated.


In 1994, Palombino was out of school, young and restless, and unsure what to do next. After all, first-generation children don’t always remain in their immigrant parents’ small shops and stores.

Abruptly, a game-changing opportunity arose.

“I’d been in the restaurant business all my life up to that point, with my family,” Palombino remembered. “I got into the banking business, then I got a call from my mentor in Kansas City. He wanted to open a wood-fired pizza concept, which was unique for the time.”

Palombino went to Kansas City, and in 1995 he entered a specialty pizza into a contest sponsored by Pizza Today magazine – and won.

The trophy remains proudly displayed at Palombino’s office, and soon his phone was ringing off its pre-cellular hook.

“Pizza Today sent out a press release (to Kansas City media). People started calling, asking about the contest. Literally, within three of four days I was on every television station in Kansas City, and it was a lightbulb moment.”

To Palombino, the potential power of marketing was an epiphany, helping him to begin understanding the nuts and bolts of being in business. Creative cooking wasn’t enough; an owner/operator had to master the financial underpinnings of a restaurant as well as keep it in the public eye.

“That’s when I had this formula – what I call to this day ‘The Playbook’ – of building concepts,” he said. “I was able to take the best part of what I know, the creative part, and to do what I could to make it successful.”

Using his parents’ 700-foot St. Matthews storefront as an incubator, he kicked off BoomBozz in 1998, a pizzeria dedicated to “gourmet” pies in a market where traditional tomato sauce, pepperoni and extra cheese were the norms.

BoomBozz met with quick popular and critical acclaim, and has enjoyed continued growth over two decades. Still, Palombino hasn’t once hesitated to tweak a winning formula.

“As time goes by, you’ve got to reinvent yourself and stay relevant,” asserted Palombino, “and it gets harder every day.”

Consequently, keeping all of his restaurant concepts relevant is an obsession, and he knows it can’t be done alone.

“It’s all about the people who’ve been with me for five, ten, fifteen years. You don’t want to let them down. You want to have success because you want them to be successful, too.”

“It is about people, and it is about your staff,” continued Palombino. “It’s who you surround yourself with. If I didn’t have a support team, I’m not opening another restaurant.”


Wayne Sweeney, a seasoned general manager, came to Waylon’s Feed & Firewater from Merle’s Whiskey Kitchen to do just that: open another restaurant.

“The team we formed at Merle’s is what made Waylon’s possible,” Sweeney told me.

“It’s believing in the process and following through. We want to be a great bar with great food. We pride ourselves on our diverse staff, outgoing personalities and vast knowledge of Bourbon.”

Behind the wooden expanse of the bar, more than 100 examples of Kentucky’s distilling heritage are arranged by family, and Bourbon is a prominent motif of the honky-tonk’s comfortable overall décor.

“I threw ‘firewater’ in there,” Palombino explained. “The uniqueness about that name is the original BoomBozz location in my parents’ little house, which for many years was a liquor store called Firewater – I wish I still had that sign!”

If he finds the sign, it’s sure to be on the wall somewhere in the barroom, which features plenty of rustic wooden design flourishes and is larger than it looks in spite of the musical stage in one corner. Between the barroom and the entryway is Waylon’s Garage, an airier space with windows and more light.

For the most part, the food and drink formula at Waylon’s already had been tested at Merle’s. According to Sweeney, “We talked about doing a few things different, like adding wine, but we decided to stay true to who we are.”

(It hadn’t occurred to me before: Can a honky-tonk even have a wine list and not be relegated to fern bar status?)

Moreover, why did Palombino decide on the Waylon’s brand extension in the first place?

He’d placed a BoomBozz in the space (“It was doing okay”), then took a second look at St. Matthews; true to form, Palombino saw something that wasn’t there.

“Whatever anybody says, St. Matthews is a nighttime destination. At nighttime past eleven at night, it’s all college kids coming out to party, except there was something missing, and that’s my age group that lives in St. Matthews.”

Palombino should know about local demographics. He grew up on Willis Avenue and graduated from Trinity High School, both situated within minutes of the present Waylon’s location.

“Is Waylon’s the place where I want to drink beer out of a plastic cup? No, that’s not what this place is,” Palombino said.

“This is where you, me and the wives can listen to some great live music, have some great food with decent pricing; maybe throw some brunch in there.”


“The brunch crowd doesn’t come in all at once. It usually builds slowly,” remarked Sweeney.

Sweeney is the director of operations at Waylon’s Feed & Firewater, where we were chatting on a Sunday morning in October. It was opening time, 11:00 a.m., and Sweeney needed to get to work, so I made for the door – and froze.

Two dozen or more customers were streaming through, and I had to wait my turn.

Outside in the parking lot there was a crazy scene lifted straight from the Oklahoma Land Rush of 1889, with those covered wagons and pack mules of old replaced by minivans and hybrids, newfangled horseless carriages jockeying for prime parking acreage rather than homesteads.

New waves of apparently ravenous brunch customers were headed past me, so no, it wasn’t going to be a typical slow-building Sunday brunch at Waylon’s, although crowds like this were a hopeful omen for an eatery that had been in business less than two months.

It got me to thinking. Had Tony Palombino hit the conceptual bullseye once again?