The first time that Mac Miller and Jon Brion formally met, Miller was already hard at work on what would become 2018’s Swimming, an album that Brion would sign on to produce. “He comes in and he plays five or six things,” Brion tells Apple Music’s Zane Lowe. “There was more hip-hop-leaning stuff, and it was great and funny and personal—the tracks were already pointing someplace interesting. After a couple of those, he goes, ‘I’ve got these other things I'm not sure what to do with.’” Those “other things” were the beginning of Circles, a now posthumous LP that Miller had envisioned as a counterpart to Swimming—one that finds him exploring levels of musicality, melody, and vulnerability he’d only hinted at before. It feels more akin to Harry Nilsson than hip-hop, and the breadth of Brion’s CV (Kanye West, Fiona Apple, Janelle Monáe) made him the perfect collaborator. With the support of Miller’s family, Brion completed Circles based on conversations the two had shared before Miller’s death in September 2018, adding elements of live percussion, strings, and various overdubs. Here, Brion takes us inside the making of some of Circles’ key songs and offers insights on what it was like to work so closely with Miller on something so personal. Circles “That's what he played me. I added a brush on a cymbal, and a vibraphone. Throughout all of his lyrics, his self-reflection is much more interesting than some other people’s. ‘Circles’ and a few other songs on this record: You hear him acknowledging aspects of himself, either that he doesn't feel capable of changing or things he thinks are questionable. Things you'll hear in the lyrics directly—‘I’m this way, and I think other people might not understand how I think, but actually I'm okay with that.’ It's so pointed. I was just a hundred percent in from the get-go.” Complicated “I think that vocal was done, if I recall correctly. He'd play me things in various states, and the whole batch, meaning both albums’ worth of songs. He'd play things, and I might just go, ‘That's great. All it needs is for the low end to be a little better.’ Almost every time I'd make a suggestion like that, he'd go, 'Oh, I'm so glad you said that. I just didn't know how to do it with this type of thing.' Other times, I might listen to something and go, ‘I love it. I love what you're saying. I like that vocal. I like the rhythm. In this case, about halfway through, my mind wanders, and I don't want the listener's mind to do that, because what you're saying is great.’” Good News “It was him singing over a very minimal track. The lyrics were incredible. It didn't have the chorus. He said, ‘I just think you should play a bunch of stuff on it.’ I gingerly asked, ‘Do you like the chords that are there?’ He's like, ‘No.’ I'm like, ‘Okay. Well, I'm going to play, and every time you hear something you like, let me know.’ I did with him what I've done with a bunch of directors, which is watch the body language, when somebody's happy or not. He came into the control room, and he was really excited. He started singing over it in the control room, and he sang the chorus. I’m in the middle of the keyboard over top and I look up and go, ‘That's great. Go run onto the mic.’ After he first did it, he came in and he was still a little unsure, like, ‘Yeah, I don't know, maybe that's a different song.’ And thank god he lived with it and saw the sense in it. Again, that's not something I created—that's something he was doing. I think I did say to him when he was walking around in front of the speakers and he was singing that, like, 'Look, there's a reason that came to you right now.'” I Can See “It’s not fair to give words to the heaviness of it, but I can tell you that the week I had to listen through stuff was a torture and a delight. Torture because of the loss. And then ‘I Can See’ would come up and I'd be beyond delighted because I'm like, ‘This is good by anybody's standards, in any genre, this human being expressing themselves well.’ It would turn back to a torture because you're like, ‘Oh my god, you were capable of that. I didn't even get to hear that one yet.’ I could sit there and wonder, would I have? Was it something he was nervous about, or because it was already so complete, did he not feel a need? No idea. You can ascribe all sorts of things to his sense of knowing. But people are going to have that experience because he was already self-aware and was unafraid of expressing it. But beyond that lyrical wonder of honesty, the melody just made me cry.” That’s on Me “He had come back from Hawaii. I was sideswiped by the song and the feeling of it. He usually said, ‘Oh, you should just play everything.’ I'm like, ‘No, you're already great, I'll play along with that.’ Inevitably, he'd finish a take and say, ‘Was that all right?’ And all I could do is honestly go, ‘Yeah, it was great. I'm having a blast.’" Hands “He wanted it big and expansive and cinematic, had no idea how he had one keyboard pad implying that. I said, ‘Oh, I've got this notion of Dr. Dre-influenced eighth notes like he would have on a piano sample. Instead of it being piano or a piano sample, let's take the influence of that era, but I want to do it on orchestral percussion but a lot of different ones. So it's sort of subtly changing across the thing.’ And he was like, ‘Just put everything you want on it.’ So that's one where I went to town. He was really excited but had no idea how one would even go about that.” Once a Day “He came over, played two or three things—that was one of them, and it had a little mini piano or something. I couldn't believe the songwriting. I looked forward to his visits so much because every time, there was this new discovery of, ‘You're hiding this?’ Honestly. I don't know what else he's got undercover, but this thing is fully fleshed out. It's personal. It's heartbreaking. I went through the rigmarole to get him to play it and I did what I thought was the right production decision. I left the room, but I didn't close the door. I didn't leave, not even slightly. I stood in the door, basically a room and a half away from the control room with the door open. And he started playing and the vocal was coming out and I wasn't having to be in the room and he did a pass and I could hear there was something on the keyboard needing adjustment. It needed to be brighter or darker, and I just sort of came running in like, ‘Oh, sorry, just one thing.’ And I went back out and I stood in the hallway and I listened to a couple of takes. And this is how I can tell you I'm not looking at it with the loss goggles: I bawled my eyes out. Heard it twice in a row. I kind of poked my head around the door and said, ‘Oh, I heard a little bit of that. That sounds good. Just do a double of that keyboard just right now while the sound’s up. Okay, cool.’ Boom. Ran out into the hallway and cried again and dried my eyes out and went back in and sat through the usual ‘Was that good? Are you sure you shouldn't just play it?’ Maybe it's something the rest of the world wouldn't see and I will be blinded by personal experience, but I don't f**king care. It's what happened. It's what I saw, and I just think it's great and doesn't need any qualifiers, personally. So there.”