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Girly Show: The Oral History of Liz Phair’s ‘Exile In Guyville’

In 1993, no rock record was as divisive as Liz Phair’s Exile in Guyville. With her 18-song double-LP debut, Phair pried the lid off her life and sang away secrets. Even though it landed right at the apex of the cultural moment for “Women in Rock” and riot grrrl, Phair was something else. Her feminism was not wrapped up in dogmatic choruses, her rage was articulated in quiet disses tangled up in sublime indie-pop. Guyville was all guile and jangle. Phair dispensed with the innuendo and explained exactly, and explicitly, what she was game for. “Flower” includes these lines: “I want to fuck you like a dog / Take you home and make you like it.”

Even more novel and exciting was the fact that Guyville was, in both form and concept, a rookie’s rogue retort to classic rock: Phair conceived it as a track-by-track response to one of the pinnacles of swaggering musical masculinity, the Rolling Stones’ Exile On Main St. Combined with its literate pop craft, untethered libido, and utter confidence, Guyville was about the most glorious, girly Fuck You ever.

It exploded, fully formed, from Chicago’s indie-rock scene centered out of the Rainbo, a bar central to a then un-gentrified Wicker Park, where Phair, an unemployed artist, was embedded. It was remarkable as a pop album, but also as an unrepentantly feminine shot fired by a newcomer to a scene known for its terse, aggressive, virtuosic albums by bands like Jesus Lizard and Shellac, dudes who had been around since indie-rock’s inception and had helped foster its unwritten rules. Phair, a privileged, well-educated woman from the suburbs who barely thought of herself as a musician yet had grand ambitions, didn’t play by those rules — soon, however, she would be the scene’s most visible emissary.

Inside of a year, Guyville racked up 200,000 in sales when selling a tenth of that was considered “indie rock gold.” She topped SPIN’s 20 Best Albums of the Year for 1993 (“In a year when men preened like objects and women claimed the authority to make their experiences rock’s main subject, Phair was unrivaled,” wrote Eric Weisbard) and reached No. 1 on the Village Voice Pazz and Jop Critics Poll. Soon, she got a Rolling Stone cover, a Good Morning America appearance, a major-label deal, and a side hustle as a TV composer (she won an ASCAP award for her work on the CW version of 90210) — but it was Guyville that made her a star and an icon.

Liz Phair, vocals/guitar/piano: I had written all these songs and recorded them on my own — the Girly-Sound tapes. I had just moved back [to suburban Illinois] from San Francisco and was living with my parents. John Henderson, who had a little label called Feels Good All Over, had contacted me. I was hanging out at Northwestern with frat guys, I just wanted to get out… John’s apartment became one of my destinations. He introduced me to bands and spent a lot of time to teach me about good songwriting — which I definitely learned, but I was only half paying attention and not taking it super seriously. He had a room and said, “Just move in here, it’s super cheap.” And we started working on the record.

Brad Wood, producer/drums/bass/guitar/keyboards: In the fall of 1991, John Henderson told me about this amazing songwriter named Liz that he was working with. He thought my recording studio might be the place to make her record. John invited me to his apartment to listen to the Girly-Sound cassette. Liz was there, but asleep in the other bedroom. My first impression was, “Holy shit, I’ve got to find a way to record this music.” I just remember the long walk home from John’s apartment, feeling kinda drunk with the possibilities. I also remember worrying that I couldn’t afford to screw this up.

Mark Greenberg, multi-instrumentalist, Coctails: Brad had his recording studio, Idful, right smack dab in the center of Wicker Park, so it was a natural place where a lot of local bands recorded.

Phair: I was living this completely post-college, flat-broke, only-cared-about-going-out-at-night existence, shirking my adult responsibilities. In the studio, when we had gone in to record with John, he and I just didn’t see eye to eye about how we wanted to record or how it would sound. I thought, “Why are you telling me it should be this way?” He really felt strongly that he knew more about tasteful music than I did.

Greenberg: I remember talking with Brad once after a show somewhere after a couple of beers. I had mentioned the Coctails were trying to record with Brian Paulson, who had recorded Slint’s Spiderland, which we were all in love with. Brad was sort of deflated at hearing that, saying all he needed was his Spiderland to really kick off his career and make the jump to “the big-time.”

Phair: I had a falling out with John and I threw off what I felt was the yoke of John. I don’t remember how it all went down, but I thought, “Who is this guy and why is he in charge of me?”

Wood: Things came to a stop by December of 1991. After Liz moved back to her parents’ place in Evanston, I figured that was the end, but the potential of those songs kept nagging at me and I called Liz in January 1992. I drove up to Evanston, drove her back to Wicker Park, and she and I recorded “Fuck and Run” that night. It was a big success and we even had time for a drink before I drove her back home. Hours of driving. Things progressed at that snail’s pace: me driving 45 minutes to her parents’, she and I driving back to the studio for 45 minutes, record for a few hours, maybe watch some PBS, drive back to Evanston to drop Liz off, then finally drive back home to Wicker Park. I saw a lot of Lake Shore Drive in 1992.

Phair: Brad came to [the suburbs] to visit me a couple times. I remember serving him bisque at my parents’ house in Winnetka.

Wood: When we tracked “Fuck and Run” in one night and I saw Liz dancing over and over again to the playback, I knew we had hit the right formula.

Casey Rice, engineer/guitar/vocals: When Brian Deck left Idful [which he’d co-founded], Brad asked me to work there as an engineer. I knew Liz from the neighborhood. I think she and I had hung out a bit and talked about art and music. Liz was scheming about putting together a band and I fit the bill being a kind of meat-and-potatoes guitar player. And the fact that I worked at the studio made it easier. I also think Liz’s mandate about the Rolling Stones idea made me more attractive as a guitar player. I was in a band that was very “rock.”

David Roth, Rice’s roommate: Casey had been working as a faux finish painter, and working with his band, Dog, which was kind of falling apart at that time. We spent a lot of time hanging out smoking dope and listening to Stooges records. Then he started working at Idful. He was really a workhorse, you could tell that he was doing something that he felt a lot of passion for.

Phair: I was dating this guy and I was living in this apartment where I was writing the songs for Guyville. It belonged to some friends who had vacated and they’d left behind these cassette tapes, and one was Exile On Main St. I was listening to it and thinking about how to make a record, and I was fighting with [this guy], and he said, “Well, why don’t you do that one? That’s a double record” — but he was kind of sarcastic about it and so I was like, “Okay! I will!” I listened to it over and over again and it became like my source of strength — my involvement with Exilewas like an imaginary friend; whatever Mick was saying, it was a conversation with him, or I was arguing with him and it was kind of an amalgam of the men in my life. That was why I called it “Guyville” — friends, romantic interests, these teacher types — telling me what I needed to know, what was cool or what wasn’t cool. I developed a very private relationship with this record, listening to it again and again and again.

Roth: I spent some time hanging out with Liz, she’d come by the apartment, and we’d talk at the Rainbo; she was pretty charismatic, and had a pretty sharp intelligence. We’d talk about music, I would play her Cows, and she was really impressed with Shannon Selberg’s lyrics. She had kind of an arrogance that a friend of mine attributed to her going to Oberlin, but she was a pretty good drinking buddy, and offset any snottiness with a funny ability to talk shit, and exuded excitement about creativity.

Rice: She struck me as a smart and interesting woman who came from a privileged background who had aspirations that probably didn’t fit mom and dad’s expectations of her. Much like many of my other friends.

John Herndon, drummer, Tortoise: I was hanging out a lot with Urge Overkill, who lived across the street from the Rainbo. [Liz and I] were always hanging out there with them, mostly just getting wasted together, listening to Funkadelic. That happened a lot, actually.

Chris Lombardi, Matador Records: It was a pretty heavy dude scene in Chicago at that time. A lot of pretty aggressively male bands congregated there: the Albini/Urge Overkill/Jesus Lizard scene.

Phair: I made these crazy notes and charts. I took all of [Exile on Main St.‘s] songs and studied the arrangements, and I had these symbols, rudimentary symbols, like a swirly line or a wave would represent what I now understand as reverb or a chorus pedal. I would use them to map out my songs with symbols that represented the same thing — like this is a perfect response, or from a similar point of view. Like you are talking about tripping home from being at someone’s house sleeping with them and you run into your other girlfriend while you’re doing your walk of shame — which is what I thought about “Rocks Off.” So I wrote a song like I was the girl he ran into, which was “6’1″.” It sounds totally crazy, but that’s how deep in it I was. I went to a wedding with my family that summer, that August, and I had my stacks of paper and my Walkman where I was listening to Exile in my headphones.

Lombardi: She was really into the Stones.

Phair: We were at Brad’s loft, and we were talking because I was pissed-off and I wanted to keep making this record, and he says, “You need a label.” And I asked what’s the best label. He says, “Matador Records.” I called up Gerard [Cosloy], got him on the phone. He had just read an over-the top review of my Girly-Sound cassettes in a fanzine and I called up like an hour later.

Gerard Cosloy. Matador Records: My only prior knowledge of Liz was a review that Tae Won Yu of Kicking Giant wrote of the Girly-Sound cassette in Chemical Imbalance. I’d known Tae for awhile and his review was pretty compelling, and I sort of made a mental note to try and check it out — not so much from the label scouting side of things, but just to hear it.

Lombardi: I had read reviews of Girly-Action [sic] — that was about all.

Wood: A few days after they’d heard a FedEx’d cassette of our recordings, they faxed me a two-page contract for a single album. Liz signed it and we faxed it back to Matador. Liz then decided that the record needed to be a double album to match the Stones’ Exile on Main St.. She asked me, “Do you think Matador will give twice as much money?” They did. It was five thousand bucks.

Phair: Matador gave me a tiny amount of money — ten, five grand? — but enough that Brad was willing to work with me, and we would record in and around his scheduled sessions. He would have these money gigs and then whatever night or afternoon was free, he would call me to come record. I was doing nothing, I had no job, I was practically squatting in Wicker Park, just into going out on the town at night and being a fun girl. So, I would come in whenever he was free.

Greenberg: Being signed to Matador made sense, but at the time, it didn’t mean she was going to be huge. [Matador had acts like] Railroad Jerk, Mecca Normal, HP Zinker — all good bands, but not exactly household names, you know? So for me, hearing she’d been signed to Matador was, like, “Oh nice, more people will know about her.”

Rice: There was a lot of grumbling about how someone who was relatively unknown and certainly not established as a performer should be offered such an opportunity. I remember people citing Barbara Manning as someone more deserving of a record deal than Liz. I agreed in some respects — that it seemed “unfair” in that regard — [but] when was the music business about being fair and in the business of promoting interesting women artists?

Cosloy: [I was] pretty stunned. Between “Fuck and Run” and “Divorce Song,” I absolutely thought, “This should be a record right now.”

Wood: There was a lot of talk about how to record a song before we actually got started. Liz usually got her guitar part down quickly and then we moved on. Feeling was more important than perfection. She didn’t take any shit and that was cool. As a musician, she initially was pretty apologetic about her guitar playing. I love her playing and was happy to record her goofy, fluid style. Lyrically, no one could touch her.

Phair: Casey brought the snarling, sexy rock part of it. He is that dude. He had kind of a savvy rock thing and Brad was more jazz-rock — he had gone to music school and had that wealth of knowledge and love for the past. I don’t know if Casey did this — I doubt he actually did — but I imagine him doing the cigarette-in-the-headstock-while-he-was-performing thing. Everyone brought something totally different and there weren’t a lot of arguments — until it got big and then it was harder.

Wood: Almost every song on Guyville started with Liz playing her guitar to a click track or drum machine or looped hand percussion. Drums were often added last, which is the opposite to how a lot of rock music is recorded. Ass-backwards.

Phair: The worst part would be when Brad would talk for a really long time about an amplifier and how it grew out of this and that and I would just be like, “Ugggggh. God. [Sighs].” I brought in my own cheap little Peavey amp and I had my own way of setting it. I wouldn’t be changed from it and he had to work around it — it was like a sonic challenge. It was like the kind of amp you would buy for a child who you didn’t think was going to be good at music and so you didn’t want to invest in it. Like the worst possible amp. It was my security blanket. I would not be taken off this amp, with my settings and my guitar.

Dan Koretzky, Drag City: As far as professionalism goes, they were extremely competent. Brad seemed to be making records with bands that might otherwise be running from Steve Albini’s studio in tears. Casey tried to put some hair on the alopecia-like sounds Brad was known for. Which in hindsight was fairly prescient.

Wood: There are a lot of really cool vocal asides on Exile on Main St. — “Woo!” “Yeah!” “Alright!” — and I deliberately put some of that into Guyville. On “6’1″,” you can hear me say, “Yeah!” as I sit at the drum kit ready to play. On “Never Said,” I open the song yelling, “Yeah!” and I shout as each chorus approaches on that song. I tend to sing and make stupid sounds as I drum anyway, so hollering while recording these songs was really natural. Adding harmonica, lots of maracas and shakers, Casey’s guitar solos and the tone of his guitars — especially on “Mesmerizing” — the looseness of the grooves: it was all a part of the appeal of [Exile on Main St.].

Phair: I was up at my parents one night — I remember it was time to decide whether I was going to put “Flower” on or not. I woke up in a cold sweat, a panic, knowing that if I did that it was going to be a big deal. I really felt like I had to do it. I knew what portrait I was painting — I thought it was part of a well-rounded portrait, fulfilling all of what a woman is.

Wood: “Explain It to Me” was fun to record — there are cardboard boxes and pillows being played through all kinds of effects. The other is “Shatter” — a song whose lyrics still amaze me — and is maybe my favorite Liz song ever. I played “percussion” on that song and it’s me hitting the kitchen countertop with two mallets. Casey devised a great way to set up two guitar amps facing each other — with me in the middle with a Telecaster — turned way up, and depending on which way I leaned, would generate a different pitch. He was great at setting up controlled feedback situations.

Phair: I hadn’t even wanted to be a recording artist; it was completely a side thing for me. I was concentrating on being a fine artist and working on my drawing. [People] weren’t wrong to judge me [as a novice] because I often present myself more plain that I really am — you could put that on my epitaph.

Herndon: I don’t remember her ever talking about her music, or Guyville. I remember talking to her about art.

Koretzky: I do recall having one very long conversation about music with her, where she passionately argued to me that there were a lot of teenage girls out there who were waiting for music they could relate to, and she was making her music specifically for them.

Janet Beveridge Bean, singer-songwriter, Freakwater/Eleventh Dream Day: It seemed like she came out of nowhere. It was super punk-rock in this way. I didn’t think of her as a musician, and I liked that sort of disregard for convention. She came from the suburbs, and then all the sudden everyone was really hyped on this album she was making.

Phair: I remember some guy had come back to my apartment after the bars closed, and we were going to get high or something, and this happened a lot, and I took great pleasure in this. They’d be like, “Blah blah my music, I’m going to do this, blah blah.” And then I would be like, “Oh, I’m recording a record too,” and they’d be like, “Really?” I’d put it on and they’d be, like, “Oh my god, you really are recording a record.” And that was always a proud moment, because I could blow them away because it was a totally good record.

Lombardi: When we got the album, Gerard and I flew to Chicago to see her pretty much immediately. The record struck us as something important and special right off the bat — it got our attention. We know it was something we couldn’t fuck up.

Rice: I’m sure that the confounding aspect that a blonde, petite, cute, suburban young woman could write stuff like this appealed to them, too.

Phair: First time they came to Chicago, I remember [Chris Lombardi and Gerard Cosloy] hanging out with Urge — they wanted to party. [Laughs hysterically.]

Cosloy: It’s also funny because this was all happening right around the time we were doing our joint-venture agreement with Atlantic, and Liz never came up. We played a few songs for the guy we did the deal with, but there was zero interest on his part in making Guyville one of the Matador/Atlantic joint releases.

Greenberg: We asked Liz to open for our record-release show for our third LP, Long Sound in ’93, before Exile came out. It was a well-attended show and maybe it was one of the bigger crowds she had played in front of to that point. I do remember her killing it one moment, then losing it at another, like a magician who fumbles a trick only to end up nailing a bigger and better one. She was charming, very attractive, and a bit badass.

Phair: I can remember listening to [Guyville] in my apartment and thinking it sounded amazing. I was so proud and felt a rush of power because I had done something I knew was good. Listening back at my parents’ house, privately, feeling terrified that my two worlds would collide and it was not going to be pretty. I had kept them separate. It would blow my cover.

Wood: The day we finished, Liz, Casey, and I had sequenced the album and were then playing it off onto quarter-inch analog tape to be sent to mastering. We sat in the control room listening one last time to all 18 songs in order before the rest of the world heard it. I cried a few times.

Rice: I don’t remember Brad crying. I think he likes to embellish the Liz Phair myth.

Koretzky: Brad and Casey were brimming with extremely false modesty about how amazing the record was. Before it was even mixed, they were opining about how legendary it was going to be.

Wood: I was certain that Liz had just done something incredible and that lots of people were going to take notice. I was so proud of her and what she had done on her own and with us at Idful. We made predictions on what the sales might be. Liz said 3,000. Casey said 30,000.

Phair: Guyville is wrapped up in how the songs were written and in the way it was created and came about: It’s that girl, that girl having people say you can’t do this, you aren’t good enough to do this, you don’t know what you are doing — and me getting enough rage in me to say, “I have as much of a voice as anyone and I have as much of an education as anyone and even if I didn’t have the education or the musical knowledge — it didn’t stop me.”

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