Tom Maxwell | Longreads | January 2019 | 17 minutes (3,315 words)

The remarkable thing about Fiona Apple’s album Extraordinary Machine is that it’s actually two albums. Each has its own fans and critics; each was reviewed in the mainstream press; each is available to the casual listener.

Upon closer inspection, the story of Extraordinary Machine becomes a room made of mirrors: The album was shelved, perhaps by Apple’s label, or, according to her own admission, by Apple herself. That version of the album, produced by longtime collaborator Jon Brion, was leaked to the internet. It’s called the “Jon Brion version,” but in actuality is a pastiche of original sessions and new material. The official release was mixed without the presence of either of its two producers. The first version was shelved in part because Apple didn’t feel the songs were fully her own, and partly because her label didn’t believe it had commercial potential; the released version proved them right, at least by yielding no hit singles.

Extraordinary Machine straddled two tectonic cultural plates that were drifting apart at the turn of the century — the old, centralized, label-driven model of production and distribution, and the free-for-all, peer-to-peer world of the digital age. As a result it fractured: One part became an album that appealed to the indie rock art crowd of the early 2000s; another which The New Yorker found acceptable.

Because of her incredible early success, Fiona Apple’s career was set up for failure — at least by industry standards. Her first album, 1996’s Tidal, sold nearly 3 million copies, much of it on the back of her breakout single “Criminal.” Apple was 19 when Tidal came out and had composed some of its material when she was 16. Her second album, known as When the Pawn… (the actual title is much longer) sold only a third of its predecessor. It’s a strange world when a near-million seller can be thought of as a disappointment, but the music industry holds many such perplexities. After touring her second record, Apple bought a house in Los Angeles and withdrew.

“The first couple of years [after When the Pawn…], I didn’t have anything left in me to write about,” Apple said. “That was a good thing, because it meant I’d done my job on the last batch of songs. I was riding a wave of independence. I wasn’t trying to write; I just figured if the songs came to me, they came to me, and if not, ‘Oh, well, it’s been fun.’”

The initial recording sessions for Extraordinary Machine would turn out to be some of the most expensive preproduction in history.

In the meantime, Apple was meeting weekly with Jon Brion. The two were old friends and collaborators; Brion appeared as a sideman on Tidal and produced When the Pawn… “Let’s get started again,” Brion said over one of their Tuesday lunches. He was going through a breakup. Apple, in turn, found herself ready to record again. “I gathered scraps for songs,” she recalled. “And I ended up writing the rest on the way, a totally new approach for me. The upside was that I’d finished all these songs that otherwise might’ve been left in ‘I don’t care’ land; the downside was that I didn’t have enough time to live with the songs before recording them, so I really didn’t know what I wanted.”

Unlike many musicians, Apple didn’t see herself as a budding producer. She left most arrangement and personnel decisions to people like Brion. Brian Kehew, who would later help produce the official version of Extraordinary Machine, was present for some of the When the Pawn… sessions. “I remember visiting while they were recording the second album, and my other roommate, Rich Costey, was engineering — John was producing,” Kehew remembered. “I went to visit, and Fiona was sitting in the lobby reading a book. I said, jokingly, ‘Aren’t you going in there and bossing them around and telling them what to do?’ And she said, ‘No, I just play piano and sing. Everything else I have to leave up to someone else.’”

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The initial recording sessions for Extraordinary Machine would turn out to be some of the most expensive preproduction in history. Beginning in late 2002, Apple and Brion decamped to Paramour Mansion, an opulent, haunted Los Angeles manor built by a silent film star in 1923. They lived there for the better part of six months while Apple composed new material. “When I worked with [Apple], it was merely over the course of one year, six months of which we weren’t working,” Brion told MTV. “Over a five-month period, we were working at a house, and pretty much it was waiting around for her to write each new song.” Additional recordings were made in London at EMI Studios, better known as Abbey Road, recording home of the Beatles.

As might be expected, Sony, the parent of Apple’s label Epic, asserted itself. “As the deadline loomed, she had nothing and eventually she had [an ultimatum],” Brion recalled. “She would cram like a college student on a test and we’d work for a few days frantically on that song. And then [that] became the process.”

Another problematic part of the process was that the songs were getting too layered with orchestral arrangements, and the two principals weren’t united in their purpose. “Something about those [Extraordinary Machine] sessions just didn’t gel,” Kehew said. “I think [Apple] would admit that she was too detached from it, less involved than she should have been or could have been. That wasn’t apathy or anything, it was just the way things went. Jon was busy working, but trying to guess what she would like or trying to figure out what he could do with those tunes and those tracks. They were obviously great songs — she always has amazing material, but it can be taken in any direction. So Jon was trying all kinds of things: percussions, strings, and so forth. She was sometimes coming in a week or two later, saying, ‘Oh, I’m not crazy about that.’ And then he would have to redo it or move in another direction.”

“I was really on the fence about doing it again,” Apple told Nylon, “and I didn’t really know what I wanted for the songs. I wasn’t ready. I wasn’t able to make the decisions and really be there, and so it kind of became more of a Jon Brion record. Which is beautiful and wonderful, but I wasn’t satisfied because I knew that I hadn’t really worked on it.”

Most of the participants agree that Epic shelved the result, completed — at least by Brion’s reckoning — in May 2003. “The record company wants ‘Criminal’ junior and Fiona doesn’t offer that up,” Brion said at the time. “She wrote that stuff when she was 16 and she’s now in her mid-20s. She’s extremely intelligent and writes this beautiful, really emotionally involved stuff that’s very musical — lots of chord changes, very involved melodies, intensely detailed lyrics. It’s just not the obvious easy sell to them.”

Jack Vartoogian/Getty Images

Their artist having probably blown through her contractual recording advance, and not believing the work to be sufficiently commercial, Sony made a decision typical of a major label at the end the major label era: They told Apple that she could redo the record, but would only pay for one song at a time. More recording money would be released for each subsequent song pending label approval.

NPR’s Elizabeth Blair described the label’s action as “an understandable request, given that Apple’s second CD did not sell as well as her first.” Apple disagreed. “That just wasn’t acceptable,” Apple told Nylon. “I saw that it was going to be quicksand, and a bad situation for me personally and professionally. I felt like if I could let that happen, then I’m dead, then I’ve given up something really important to me, which is my autonomy and writing music. So I quit. I just quit.”

And there the project ended. The much revised release date of February 2004 came and went. Brion moved on to other projects; Apple pondered a different career. “There’s so many committee decisions made in terms of the record business that you’d be amazed,” Brion told The A.V. Club. “The amount of individual songs I’ve done with people that haven’t come out over the years, or you do two songs and one of them comes out, the amount of things on records where I’ve recorded with people and we’ve recorded two records’ worth of stuff, and the other stuff maybe eventually filters out, or the artist rerecords portions.”

“Eventually [Extraordinary Machine] will come out,” Brion said. “People who do understand her and get what she’s about are going to be thrilled. Is all this going to make radio play it? Probably not. Does she care? No.”

Then, in June 2004, two songs from the project leaked on the internet: the title track, and a rough mix of “Better Version of Me.” Strangely, given that they were unofficial — even unmixed — versions, the songs got positive reviews. By early 2005, a group of die-hard Apple fans organized around a website called “Free Fiona,” lobbying Epic to issue the record.

“I was just blown away,” Apple said about the campaign. “Since I had quit, Sony wasn’t calling me up begging me to come back, and it had been six years since I had put anything out, so I kind of assumed it was over. And to find out that people were doing things like that on my behalf really touched me. And it worked! Because of that, I was able to go back and have the label say, ‘Do whatever you want.’”

‘And to find out that people were doing things like that on my behalf really touched me.’

Around this time, Kehew approached Apple with an idea. He would help her redo the album, “without,” as he told me, “label permission or control.” The two brought in producer Mike Elizondo, who had previously worked with Dr. Dre and Eminem, to coproduce. The project was mostly done for free. Apparently pleased that something was happening with the album, the label agreed to a small budget of about 10 percent what had already been spent, according to Kehew.

“When we started,” Kehew wrote me, “I told her you can make an album with no money. I have a studio for mixing, and Mike has one for recording — we will use both. We can get friends who will play on it for spec or even just to be on a Fiona record. She loved the idea that things could be done without needing label support.” Remarkably, the label didn’t interfere. No Epic representative appeared at any of the new sessions, which were completed in about a month.

“It was very different, because she’d had a lot of time and a lot of budget to do things before, but we couldn’t allow ourselves that,” Kehew remembered. “In some ways the economy of it brought out what she likes, which is sometimes a very simple version of a song — not a lot of parts. She and I would call it primary colors; just a very simple keyboard part, simple guitar overdub, maybe a string part or two.”

While this was happening, more Brion-era bootlegs appeared. Seattle DJ Andy Harms played them on his radio show. “We have leaked a lot of songs [and] records over the years and gotten a lot of [cease-and-desist letters] from a lot of angry labels,” Harms said. “Easily the one that made the most impact was when we leaked the Jon Brion version of Fiona Apple’s Extraordinary Machine. At the time, it was assumed that the record had been shelved by Epic for lack of commercial appeal. We loved it and started throwing on a bunch of different songs from the record. Almost instantly, the phones lit up with people stoked about what we were doing. Even dopey rock dudes that wouldn’t be caught dead listening to that record were into the fact that we were a part of such a unique situation. Soon after, we were getting a ton of international attention from MTV to the New York Times to Rolling Stone, etc. It seemed as if everyone wanted to talk about it.”

“I was like, ‘Wow, this is pretty special,’” Harms told MTV. “It’s not something that happens every day with a multiplatinum artist. With major labels, it happens to their smaller artists all the time, but with an established [artist] like Fiona, to have that happen is pretty crazy, so to stumble upon a full-length copy of the record was incredible.”

By March 2005, what became known as the “Jon Brion version” of Extraordinary Machine was available on BitTorrent. Brion disowned it. “There’s music on there that wasn’t even part of [what I recorded],” he said. “It’s wrong. It’s not like, ‘I don’t quite like the mix.’ I wasn’t happy with [the leak] cause I don’t like those versions. It’s stuff that doesn’t reflect what we recorded, for the most part, except for the stuff that’s just her and an orchestra. That’s just right — but as far as the rest of it, it doesn’t reflect what I recorded.”

The fact is that the “Jon Brion version” of Extraordinary Machine is a fraud. It doesn’t sound so much mixed as assembled: sometimes the piano is inaudible; there are new tracks and effects never recorded during the Brion sessions; some of the vocals are what are called “scratch” and not final takes. The basic audio quality is poor enough for it to not have been taken from any master recording. I asked Kehew about it.

“Nobody worked from the multitracks,” he told me. “It was not even a mixed version but what sounds to me like a rough mix of early stages stuff. … Literally it sounds like a bootleg with someone playing parts and singing over an early session from their work. All the extensive Jon Brion work is not yet on there, and someone else’s is.”

The leaked version of “Red Red Red” is particularly substandard. “It’s all muddy and sounds like it’s from a cassette (which is not likely, but that’s the sound),” Kehew wrote. “Jon is not that tasteless. It’s full of things that bury her vocal and tons of crazy effects he never uses. His stuff is always immaculate and super beautiful-sounding, even when weird.”

To this day, no one knows who assembled the leaked version of the album or who could have benefitted from doing so. This album approximation might have satisfied fans, who had waited two years to hear something. It certainly didn’t benefit the principals. “It sucked for me because it happened at a time when I was hoping to redo the songs and I thought that that was going to keep me from ever being able to have my album released,” Apple told NPR. “And those versions, you know, they weren’t done and they weren’t mixed properly. Jon wouldn’t have signed off on ’em and I wouldn’t have signed off on ’em.”

Brion couldn’t be responsible, as the leak distorted and misrepresented his typically meticulous work, but his name was still attached. As for Epic Records, “it’s a miracle [the leak] didn’t interfere,” Kehew wrote me, “as the songs are suddenly out for free and some of the arrangement parts were real.” Besides, there was already plenty of press surrounding the Free Fiona campaign.

Kehew’s theory of who might be behind the leak makes the most sense: an aspiring producer, filling the void created by a desirable, unavailable album.

Kehew’s theory of who might be behind the leak makes the most sense: an aspiring producer, filling the void created by a desirable, unavailable album. “That’s the benefit we can see,” Kehew wrote me. “They can’t take credit, though … ever. And no one has, despite all the water under the bridge. Despite the ‘success’ of the leak to some people, it wouldn’t be cool to say ‘I did that!’ even now, as you’re really messing with the artist.” Anyone with access to rough mixes — a studio employee or visitor, or someone from the label — could have been the culprit. Digital files are infinitely reproducible, and thus easily obtained and disseminated. There are several bootlegged Jimi Hendrix “albums,” mostly comprised of studio jams never intended for release. The Love album Black Beauty circulated for years as a lo-fi bootleg until being properly issued in 2012 in a limited vinyl release, then in 2014 as an expanded CD.

Disowned by its artist and producer and unreleased by the label, the leaked version of Extraordinary Machine was reviewed anyway. “Had it been released, Extraordinary Machine would have been a fine counterbalance to a pop moment full of monolithic, self-righteous sincerity,” the New York Times wrote. “As it stands, mysteriously leaked and proliferating, the album is an object lesson in how an Internet that’s not controlled by copyright holders can set artistic expression free.” Pitchfork preferred it to the official release, which they damned with faint praise. “The shame of it all is that Apple, after six years of silence, could’ve made a more definitive, progressive statement rather than something familiar and similar,” they wrote, “and we’ve got the bootlegs to prove it.”

Epic Records, who had remained mostly silent, issued a statement in August, giving Extraordinary Machine an October release date. The new version was put together more quickly than its coproducer agreement, and an unprotected Kehew was bumped from the project. Neither he nor Elizondo were present for the mixing sessions. “Mike left to do another project and was not present for the mixes — no one was — just Jon Brion on his tracks,” Kehew told me. “Sadly, [the mixing engineer] didn’t know what was going on and left out some of the most important overdubs on several songs.”

The official version was released on October 4. Its sequencing was bookended by two Brion-produced tracks: the title track and “Waltz (Better Than Fine).” Despite Epic’s initial doubt six years earlier, the album was well-received critically; it debuted in the Top 10, was nominated for a Grammy, and eventually certified gold, selling around 600,000 copies. It spawned no hit singles. The mainstream press, for the most part, embraced it. “Apple hasn’t compromised, as some of her fans have feared,” wrote Rolling Stone, “instead she’s turned her label’s interference into inspiration.”

“I think that I actually got really lucky to have two versions of these songs,” Apple told MTV. “Nobody really gets to do that — not on purpose, anyway. And if somebody likes one or the other better, it doesn’t make a difference to me, really. I think it gives them both more attention. I lucked out a little bit.”


Tom Maxwell is a writer and musician. He likes how one informs the other.

Editor: Aaron Gilbreath; Fact-checker: Samantha Schuyler