''Faces'' is the eleventh

mixtape A mixtape (alternatively mix-tape, mix tape or mixed tape) is a compilation of music, typically from multiple sources, recorded onto a medium. With origins in the 1980s, the term normally describes a homemade compilation of music onto a cassette ...

by American rapper

Mac Miller Malcolm James McCormick (January 19, 1992 – September 7, 2018), known professionally as Mac Miller, was an American rapper and record producer. Miller began his career in Pittsburgh's hip hop scene in 2007, at the age of fifteen. In 2010, h ...

. It was independently released for free download on May 11, 2014. The mixtape is the follow-up to Miller's second studio album ''

Watching Movies with the Sound Off ''Watching Movies with the Sound Off'' is the second studio album by American rapper Mac Miller. It was released June 18, 2013, by Rostrum Records. The album continued his changes in musical sound that began with the mixtape '' Macadelic''. Miller ...

'' (2013), and is considered by many to be his

magnum opus A masterpiece, ''magnum opus'' (), or ''chef-d’œuvre'' (; ; ) in modern use is a creation that has been given much critical praise, especially one that is considered the greatest work of a person's career or a work of outstanding creativity, ...

for its dark and personal exploration of Miller's struggle with drug addiction and mental illness. On October 15, 2021, ''Faces'' was commercially released on streaming platforms and vinyl. Miller produced most of ''Faces'' himself and moved towards creating more psychedelic and jazzy instrumentals for his increasingly dark lyrical themes. Its jazziness is not a departure from Miller's previous work, as it echoes the project he released under the alias Larry Lovestein titled ''You'' that was also centered around jazz instrumentals. It continues to build upon and experiment with the psychedelic sounds of ''Watching Movies with the Sound Off.'' The mixtape features

guest appearance In show business, a guest appearance is the participation of an outsider performer (such as a musician or actor) in an event such as a music record or concert, show, etc., when the performer does not belong to the regular band, cast, or other p ...

s from

Rick Ross William Leonard Roberts II (born January 28, 1976), known professionally as Rick Ross, is an American rapper. Prior to releasing his debut single, "Hustlin'", in 2006, Ross was the subject of a bidding war, receiving offers from Sean Combs, D ...

Earl Sweatshirt Thebe Neruda Kgositsile (born February 24, 1994), also known by his stage name Earl Sweatshirt, is an American rapper, songwriter, and record producer. Kgositsile was originally known by the moniker Sly Tendencies when he began rapping in 2008, ...

Schoolboy Q Quincy Matthew Hanley (born October 26, 1986), better known by his stage name Schoolboy Q (stylized as ScHoolboy Q), is an American rapper. In 2009, Hanley signed to Carson-based independent record label Top Dawg Entertainment (TDE) and in late ...

, Mike Jones,

Sir Michael Rocks Antoine Reed (born December 24, 1987) is an American rapper better known by his stage name Sir Michael Rocks (or Mikey Rocks). He started his music career in 2005 as a member of the hip hop duo The Cool Kids, and later joined the groups All City ...

Vince Staples Vincent Jamal Staples (born July 2, 1993) is an American rapper and singer. Staples was once a close associate of Odd Future, Mike G and Earl Sweatshirt in particular. He is currently signed to Motown and Blacksmith Records. Staples rose to pr ...

Ab-Soul Herbert Anthony Stevens IV (born February 23, 1987), better known by his stage name Ab-Soul, is an American rapper, singer and songwriter. Raised in Carson, California, he signed to indie record label Top Dawg Entertainment (TDE) in 2007, where ...

and

Dash The dash is a punctuation mark consisting of a long horizontal line. It is similar in appearance to the hyphen but is longer and sometimes higher from the baseline. The most common versions are the endash , generally longer than the hyphen b ...

. ''Faces'' was named "Mixtape of the Week" by

Stereogum ''Stereogum'' is a daily Internet publication that focuses on music news, reviews, interviews, and commentary. The site was created in January 2002 by Scott Lapatine. ''Stereogum'' was one of the first MP3 blogs and has received several award ...

on May 14, 2014, given a 7.3 rating by

Pitchfork A pitchfork (also a hay fork) is an agricultural tool with a long handle and two to five tines used to lift and pitch or throw loose material, such as hay, straw, manure, or leaves. The term is also applied colloquially, but inaccurately, to th ...

, and noted by ''

Billboard A billboard (also called a hoarding in the UK and many other parts of the world) is a large outdoor advertising structure (a billing board), typically found in high-traffic areas such as alongside busy roads. Billboards present large advertise ...

'' on May 11, 2014.

Background

Mac Miller serves as the

executive producer Executive producer (EP) is one of the top positions in the making of a commercial entertainment product. Depending on the medium, the executive producer may be concerned with management accounting or associated with legal issues (like copyrights o ...

under his production

pseudonym A pseudonym (; ) or alias () is a fictitious name that a person or group assumes for a particular purpose, which differs from their original or true name (orthonym). This also differs from a new name that entirely or legally replaces an individua ...

"Larry Fisherman", serving as the sole producer or co-producer for over half of the songs on the track list.

ID Labs ID Labs (stylized as "I.D. Labs") is a commercial recording studio and production facility, opened in 2003, owned and operated by Pittsburgh-based producer, E. Dan. The engineer and producer team, composed of Jeremy "Big Jerm" Kulousek, Eric "E. Da ...

handled production for two songs, while Earl Sweatshirt produced the songs "Polo Jeans" and "New Faces v2" under his own production pseudonym, "randomblackdude". Thundercat, DrewByrd,

Rahki Columbus Smith III, better known by his stage name Rahki (sometimes Rahki Beats), is a Grammy Award-winning American record producer and songwriter from Los Angeles, California. He is known for his work with mentor DJ Khalil and acts such as Emi ...

, THC, Big Jerm and

9th Wonder Patrick Denard Douthit (born January 15, 1975),
better known as 9th Wonder, is a Charles Bukowski Henry Charles Bukowski ( ; born Heinrich Karl Bukowski, ; August 16, 1920 – March 9, 1994) was a German-American poet, novelist, and short story writer. His writing was influenced by the social, cultural, and economic ambience of his adopted ...

on "Wedding",

Hunter S. Thompson Hunter Stockton Thompson (July 18, 1937 – February 20, 2005) was an American journalist and author who founded the gonzo journalism movement. He rose to prominence with the publication of '' Hell's Angels'' (1967), a book for which he s ...

at the beginning of "Funeral", and

Bill Murray William James Murray (born September 21, 1950) is an American actor and comedian. He is known for his deadpan delivery. He rose to fame on ''The National Lampoon Radio Hour'' (1973–1974) before becoming a national presence on ''Saturday Nigh ...

from the 1979 comedy ''

Meatballs A meatball is ground meat rolled into a ball, sometimes along with other ingredients, such as bread crumbs, minced onion, eggs, butter, and seasoning. Meatballs are cooked by frying, baking, steaming, or braising in sauce. There are many types ...

'' at the beginning of "It Just Doesn't Matter". These samples had been credited as the reason that ''Faces'' had not been released on streaming services until 2021 despite high demand. Many of these samples were removed for the official release. On September 15, 2021, Miller's estate announced that the mixtape would be available on streaming platforms and vinyl for the first time on October 15, 2021. Alongside the announcement, a video for the song "Colors and Shapes", directed by Sam Manson, was released. When ''Faces'' came to streaming platforms on October 22, 2021, it came as an 'updated' version. This new version included a new bonus track, "Yeah - bonus", after what was previously the final track of the tape, "Grand Finale". Grayson Catlett wrote that given the circumstances of Miller's death in 2018, it would be surprising how many times Miller references his own death.

Critical reception

''Faces'' was met with positive reviews upon release, and noted for its themes and exploration of psychosis, addiction, and mortality. ''Faces'' was rated the eighteenth best rap album of 2014 by ''

Rolling Stone ''Rolling Stone'' is an American monthly magazine that focuses on music, politics, and popular culture. It was founded in San Francisco, San Francisco, California, in 1967 by Jann Wenner, and the music critic Ralph J. Gleason. It was first kno ...

''.

Commercial performance

Upon its commercial release in October 2021, ''Faces'' debuted at number three on the US ''Billboard'' 200, earning 67,000

album-equivalent unit The album-equivalent unit, or album equivalent, is a measurement unit in music industry to define the consumption of music that equals the purchase of one album copy. This consumption includes streaming and song downloads in addition to traditi ...

s during its first week, of which 34,000 were traditional album sales. It was Miller's seventh album to debut in the top ten. Its 32,000 vinyl sales in the first week set a record for an R&B/hip-hop or rap album, since

MRC Data Luminate (formerly Nielsen SoundScan, Nielsen Music Products, and MRC Data) is a provider of music sales data. Established by Mike Fine and Mike Shalett in 1991, data is collected weekly and made available every Sunday (for albums sales) and eve ...

began tracking sales in 1991.

Track listing

Credits adapted from the album's liner notes. Notes * signifies an additional producer * "Inside Outside" features additional vocals by Josh Berg * "Here We Go" features additional vocals by

Stacey Dash Stacey Lauretta Dash (born January 20, 1967) is an American actress. Dash played Dionne Marie Davenport in the 1995 feature film ''Clueless'' and its television series of the same name. She has also appeared in the films '' Moving'', ''Mo' Mone ...

* "Friends" features additional vocals by Jimmy Murton and Dylan Reynolds * "Therapy" features additional vocals by Syd and

Tay Walker Taylor Walker (born November 27, 1992) is an American singer, songwriter, and record producer from Inglewood, California. Taylor performed as a writer, keyboardist and vocalist on The Internet's debut album '' Purple Naked Ladies'' as well as p ...

* "Polo Jeans" features additional vocals by

and Jimmy Murton * "New Faces v2" features additional vocals by Ab-Soul Sample credits * "Inside Outside" contains a sample of "My Lady" written by

Wilton Felder Wilton Lewis Felder (August 31, 1940 – September 27, 2015) was an American saxophone and bass player, and is best known as a founding member of the Jazz Crusaders, later known as The Crusaders. Felder played bass on the Jackson 5's hits "I Wan ...

, as performed by The Crusaders. * "Here We Go" contains a sample of "My New Love" written by

Thom Bell Thomas Randolph Bell (January 27th, 1943 – December 22, 2022) was an American singer, songwriter, record producer, arranger, pianist, and composer known as one of the creators of Philadelphia soul in the 1970s. He found success as a producer ...

and William Hart, as performed by

The Delfonics The Delfonics were an American R&B/soul vocal group from Philadelphia, Pennsylvania. The Delfonics were most popular in the late 1960s and early 1970s. Their most notable hits include "La-La (Means I Love You)", "Didn't I (Blow Your Mind This ...

. * "Friends" contains a sample of "The Ghetto Walk" written by

Miles Davis Miles Dewey Davis III (May 26, 1926September 28, 1991) was an American trumpeter, bandleader, and composer. He is among the most influential and acclaimed figures in the history of jazz and 20th-century music. Davis adopted a variety of music ...

. * "Angel Dust" contains a sample of " A Child is Born" written and performed by

Thad Jones Thaddeus Joseph Jones (March 28, 1923 – August 20, 1986) was an American jazz trumpeter, composer, and bandleader who has been called "one of the all-time greatest jazz trumpet soloists". Biography Thad Jones was born in Pontiac, Michigan, U ...

. * "It Just Doesn't Matter" contains a sample of the 1979 film ''

'', spoken by

. * "Therapy" contains a sample of "Yesterday (Was So Nice Today)" written by Jacques Burvick, as performed by Aquarian Dream. * "Diablo" contains an interpolation of "

In a Sentimental Mood "In a Sentimental Mood" is a jazz composition by Duke Ellington. He composed the piece in 1935 and recorded it with his orchestra during the same year. Lyrics were written by Manny Kurtz; Ellington's manager Irving Mills gave himself a percent ...

" written by

Duke Ellington Edward Kennedy "Duke" Ellington (April 29, 1899 – May 24, 1974) was an American jazz pianist, composer, and leader of his eponymous jazz orchestra from 1923 through the rest of his life. Born and raised in Washington, D.C., Ellington was based ...

Irving Mills Irving Harold Mills (born Isadore Minsky; January 16, 1894 – April 21, 1985) was an American music publisher, musician, lyricist, and jazz artist promoter. He sometimes used the pseudonyms Goody Goodwin and Joe Primrose. Personal Mills was ...

and

Manny Kurtz Manny Curtis (born Emanuel Kurtz, Nov 15, 1911 – Dec 6, 1984) was an American songwriter. He wrote the lyrics for over 250 songs, including "In a Sentimental Mood" (1935) and " Let It Be Me" (1957). He was born in Brooklyn, New York, United ...

. * "San Francisco" contains a sample of "Limbo: The Organized Mind" written by

Raymond Scott Raymond Scott (born Harry Warnow; September 10, 1908 – February 8, 1994) was an American composer, band leader, pianist, record producer, and inventor of electronic instruments. Though Scott never scored cartoon soundtracks, his music is ...

and James Henson. * "Colors and Shapes" contains a sample from the 1966 documentary ''How to Go Out of Your Mind: The LSD Crisis'', spoken by

Timothy Leary Timothy Francis Leary (October 22, 1920 – May 31, 1996) was an American psychologist and author known for his strong advocacy of psychedelic drugs. Evaluations of Leary are polarized, ranging from bold oracle to publicity hound. He was "a her ...

. * "Insomniak" contains samples of "

Untitled (How Does It Feel) "Untitled (How Does It Feel)" is a song by American singer, songwriter, and multi-instrumentalist D'Angelo. It was released on January 1, 2000, by Virgin Records as a radio single in promotion of his second studio album ''Voodoo (D'Angelo album ...

" written by

D'Angelo Michael Eugene Archer (born February 11, 1974), better known by his stage name D'Angelo (), is an American singer, songwriter, multi-instrumentalist, and record producer. He first garnered attention after co-producing the single "U Will Know" ...

and

Raphael Saadiq Raphael Saadiq (; born Charles Ray Wiggins; May 14, 1966) is an American singer, songwriter, multi-instrumentalist, and record producer. He rose to fame as a member of the multiplatinum group Tony! Toni! Toné! In addition to his solo and group ...

, as performed by D'Angelo, and "Ten Et Tiwa Dorment" written and performed by

Alain Goraguer Alain Goraguer (born 20 August 1931, Rosny-sous-Bois, Seine-Saint-Denis) is a French jazz pianist, sideman of Boris Vian and Serge Gainsbourg, arranger and composer. He has composed some or all of the music for films including '' La Planète Sauv ...

. * "Rain" contains a sample of "Govinda" written by Jorge Barreiro. * "Thumbalina" contains a sample of "Slow Ride" written by Adam Horovitz,

Adam Yauch Adam Nathaniel Yauch ( ; August 5, 1964 – May 4, 2012), better known under the stage name MCA, was an American rapper, bass player, filmmaker and a founding member of the hip hop group Beastie Boys. Besides his musical work, he also directed ...

, Michael Diamond,

Rick Rubin Frederick Jay Rubin (; born March 10, 1963) is an American record producer. He is the co-founder (alongside Russell Simmons) of Def Jam Recordings, founder of American Recordings, and former co-president of Columbia Records. Rubin helped popula ...

Howard Scott Howard Scott (April 1, 1890 – January 1, 1970) was an American engineer and founder of the Technocracy movement. He formed the Technical Alliance and Technocracy Incorporated. Early life Little is known about Scott's background or his early lif ...

, Leroy Jordan, Sylvester Allen, Jerry Goldstein, Harold Brown, Morris Dickerson, Charles Miller and

Lee Oskar Lee Oskar (born 24 March 1948) is a Danish harmonica player, notable for his contributions to the sound of the rock-funk fusion group War, which was formed by Howard E. Scott and Harold Brown, his solo work, and as a harmonica manufacturer. H ...

, as performed by

Beastie Boys Beastie Boys were an American rap rock group from New York City, formed in 1978. The group was composed of Mike D, Michael "Mike D" Diamond (vocals, drums), Adam Yauch, Adam "MCA" Yauch (vocals, bass), and Ad-Rock, Adam "Ad-Rock" Horovitz (voca ...

Personnel

Credits adapted from the album's liner notes. *

– lead vocals (tracks 1–14, 16–25), recording (tracks 3, 5–6, 8, 13–15, 18, 21; as Larry Fisherman) * Josh Berg – recording (tracks 1–4, 7, 9–12, 17–20, 22–25) *

Ali Shaheed Muhammad Ali Shaheed Muhammad (born August 11, 1970) is an American hip hop DJ, record producer, and rapper, best known as a member of A Tribe Called Quest. With Q-Tip and Phife Dawg (and sometimes Jarobi White), the group released five studio albums ...

– piano (track 6) *

– drum programming, organ, piano, synths, rhodes (track 10) * Chris Smith – bass (track 10) * Corey Fonville – drums (track 10) * Stuart Bogie – saxophone (track 13) * Thundercat – bass (tracks 14, 23) * Ryan Baldon – recording (track 16) *

9th Wonder Patrick Denard Douthit (born January 15, 1975),
better known as 9th Wonder, is a ID Labs, Eric Dan – mixing (all tracks) *

Mike Bozzi Mike Bozzi is an American mastering engineer at Bernie Grundman Mastering in Hollywood, Los Angeles, Hollywood, California. He won a Grammy Award for Record of the Year for mastering Donald Glover, Childish Gambino's "This Is America (song), This ...

– mastering (all tracks)

Charts

Weekly charts

Year-end charts

References

{{Mac Miller, Concert tours=GO:OD A.M tour Mac Miller albums 2014 mixtape albums Albums produced by Mac Miller Albums produced by Earl Sweatshirt Albums produced by 9th Wonder Albums produced by Thundercat (musician)