On Fillmore: Darin Gray and Glenn Kotche Credit: Nathan Keay

Glenn Kotche and Darin Gray have been making meticulous, minimalist instrumental music together as On Fillmore for more than 18 years, but if you ask each of them what he remembers about making their new album, Happiness of Living, you’ll get two different answers. They recorded the foundational material in Rio de Janeiro in December 2013, then finished the album in Chicago the following year—and that later work is where their stories diverge.

“We did some minor editing, and we did an overdub session,” says Kotche.

Gray recalls a more involved process: “There was so much editing. We overdubbed quite a bit.”

The three-year wait between the Chicago sessions and the eventual release of Happiness of Living probably acccounts for the duo’s inconsistent recollections. Indie label Dead Oceans, which in 2009 had released On Fillmore’s previous recording, Extended Vacation, rejected the new album, and it didn’t find a home for several years—it comes out on Northern Spy this Friday, March 24.

Both musicians keep busy in a wide range of projects, and the number of other sessions they’ve done since 2014 no doubt contributed to the confusion. Kotche drums in Wilco, and he’s also immersed in contemporary classical music, collaborating with the likes of John Luther Adams, Third Coast Percussion, and So Percussion. Gray plays bass in a dizzying array of ad hoc ensembles and working groups, among them the touring lineup of Tweedy, the backing band of guitarist William Tyler, and the trio Chikamorachi (with drummer Chris Corsano and Japanese saxophonist Akira Sakata). Their bustling professional worlds often overlap, but the most significant musical experience they’ve shared is a visit to Brazil that On Fillmore made in 2005. It reshaped their attitudes about performance, convincing them to rely less on preparation and more on spontaneous emotion.

Gray and Kotche met when they both appeared on Eureka, a 1998 album by Chicago musician and producer Jim O’Rourke (who now lives in Tokyo). They’ve been friends ever since, collaborating frequently, though On Fillmore have made only four albums since forming in 1999.

Each record has explored shifting, restrained textures that alternate between groove and atmosphere. On Fillmore’s music is relatively direct and sparse, but Kotche and Gray have usually labored over it—not just in the studio but also onstage, where they’ve often expended a great deal of effort to generate more layers of music than two people typically can in real time. When the duo played at the Percpan festival in Salvador, Brazil, on that visit in 2005, the other sets they saw made their own approach to live performance seem fussy and overthought to them. “It made a huge impression on us, ’cause we’re down there playing vibes and bass, triggering MiniDiscs here and there, making sure everything was right, reproducing these collages onstage—and we saw these guys just playing music,” Kotche says. “And we’re like, ‘Yeah, let’s end all of this and keep it from here.'” With that last word, he brings his hand to his heart. “The culture, the food . . . everything just had a massive impact on us.”

“These guys” were a crew of Rio musicians who at the time performed as the +2. The core group of Moreno Veloso (son of Brazilian legend Caetano Veloso), Domenico Lancellotti, and Alexandre Kassin operated within a circle of collaborators that included guitarist Pedro Sá and percussionist Stephane San Juan.

Gray experienced the same sort of epiphany as a result of that festival booking. “This whole group of people became very deep and close friends of ours,” he says. “The specific thing that impacted us was how they went about making music. How music for them was just like breathing—at least, that’s the way it appeared. When they weren’t playing music, it didn’t seem much different from when they were playing music—it was all part of a flow.”

Kotche, Gray, and the Rio crew built on their burgeoning friendship in September 2005, when a raft of Brazilians appeared at Chicago’s World Music Festival as Orquestra Imperial. The +2s were part of that contingent, and they played a concert of their own at the Museum of Contemporary Art with On Fillmore opening. By the time On Fillmore wrapped up, several Brazilians had wandered onstage and joined the duo, improvising along with material they’d never heard. Their performance flowed seamlessly into the +2s set—and Gray and Kotche, similarly unrehearsed, returned the favor by sitting in with the Brazilians.

Kassin remembers that show fondly. “We played in Chicago, and for us it was one of the best concerts we ever did with the +2s,” he says. “We sounded like we were a band that had been playing together for 50 years.”

Kotche had fun too. “I remember Moreno saying, ‘What should I do when I come out?'” he recalls. “I was like, ‘I don’t care. Just crawl around on the floor if you want to.’ And I believe he actually did crawl out and crawl around on the floor for part of it.”

We’re down there playing vibes and bass, triggering MiniDiscs here and there, making sure everything was right, reproducing these collages onstage—and we saw these guys just playing music. And we’re like, ‘Yeah, let’s end all of this.’

—On Fillmore percussionist Glenn Kotche

It’d be eight years before the musicians would work together again, but Kotche and Gray stayed in touch with the Brazilians—especially Kassin, one of the country’s most respected producers. In the meantime, On Fillmore tried to embrace the lessons they’d learned in Salvador when they made the 2009 album Extended Vacation, with its tropical vibe and wildlife samples recorded in the Amazon. And their live performances continued in the same vein. “I think we’re less tied to having a meticulously thought-out and performed show,” Kotche says. “We’re more free—like, let’s just go with it and see what happens.”

“Our shows since then, especially when we toured on that record, there were a lot of moments that we would never have had before hanging out with those guys,” he continues. “I remember playing at the Warhol Museum and pulling someone out of the audience, this woman, and putting her behind the drums. I walked around and played stuff in the museum and went up into the light booth and came back down. Darin, pretty much at most of our shows now, will walk over the seats in the audience playing. We use noisemakers and shakers and things like that. It’s a lot more about—this isn’t a ‘performance’ or ‘we’re onstage.’ It’s that we’re in this together and you’re part of it.”

On Fillmore finally returned to Brazil in December 2013, having been asked to play a few dates in the country. They invited many of the same musicians from the +2s family to join them on the road, and they scheduled a recording session after the shows with Kassin.

When it came time to enter the studio, though, On Fillmore realized that most of their collaborators were leaving town for Christmas. Kassin and San Juan were in Rio to pitch in, and Kotche and Gray had discovered while touring Brazil that they could find new musical collaborators in unlikely ways. When the son of the tour organizer was driving them around Sao Paulo, for example, he accidentally made himself a candidate. “One day we were driving and he was singing this song, and I was like, ‘Man, what is that?'” says Gray. “And he said, ‘It’s just something I made up.’ So Glenn and I talked about just inviting these guys to the studio to record. We told them the situation and that it was a low-key thing, but if they could find a way to get down there we were happy to have them.”

That driver, Guilherme Valerio, ended up singing one of the album’s most beguiling and infectious tracks, “Jornada Inteira.” Kassin’s wife, Chiara Banfi, and San Juan’s girlfriend Gabriela Riley contributed tape loops and vocals, respectively. New York-based Brazilian percussionist Mauro Refosco (Forro in the Dark, Atoms for Peace), who happened to be in town, played on the record too.

“It was beautiful to record—many friends showed up,” says Kassin. “It was loose because it was a friendship celebration, but I think this a wonderful thing for a record to be. At the same time, we recorded a lot—Glenn had written music, Darin had sketches and ideas. So the days were busy and fun.”

Gray describes the process of recording Happiness of Living as “the exact opposite” of how On Fillmore made previous records. “We had more time, and people were making dinner and hanging out,” he says. “There were friends around, and there was a dog there. People were coming by to say hello. It was very laid-back. The rapport was immediate.

“Some of it is just an unexplainable thing that happens between musicians, but at the same time, Glenn and I didn’t go down there to make a bossa nova record or a forro record or a samba record or any combination of those things, so I think that’s something that’s allowed us to have a deeper relationship with Brazil and our friends down there. I think that’s what allowed us to make something that is maybe more Brazilian in a way—this combination of all of these things. That’s what Brazilian music is. Those guys know that music backward and forward, but I think they’re more open to playing with us because we’re not interested in doing that.”

After spending a few days in the studio, Gray and Kotche came home with eight hours or so of raw material—loose grooves, skeletal song fragments, and improvised retoolings of older On Fillmore material. Gray and engineer Pat Burns spent several days editing the recordings, adding overdubs (mostly textural tuned percussion), and sequencing the finished tracks in a way that suggests a spontaneous studio session, leaving in between-song chatter and the occasional fragment. Happiness of Living is the first On Fillmore record to include vocals (from Valerio and Riley) and guitar (from Valerio and Kassin). It’s the hookiest, most accessible album they’ve ever released.

On Fillmore is already spread out geographically—Kotche is based in Chicago, and Gray lives near Saint Louis in Edwardsville, Illinois (though he plans to move here in November). The Brazilians’ involvement aggravates this difficulty almost to the point of absurdity—in other words, On Fillmore won’t often perform the music from Happiness of Living. For their set this weekend at the Big Ears Festival in Knoxville, Tennessee, the duo will be on their own. The only shows they’ve got scheduled with any of the Brazilian guests are at National Sawdust in New York on April 9 (with San Juan and Riley) and at Wilco’s Solid Sound Festival in western Massachusetts in June (with San Juan, Riley, and Refosco).

Their Brazilian collaboration has rubbed off on Gray and Kotche in ways that extend beyond the specific material on the new album, though—it’s opened up their process. “We can just follow our creative spirits,” says Gray. “We can take hard turns, because we know we’re still going to do this.” On Fillmore have already finished about half of their next record, which Kotche says ditches melody and takes a more austere tack.

“It’s not only no longer worrying ourselves sick about making a record, having this feeling where you have stomach cramps,” Gray continues. “It’s not so much of a loosening up, but it’s about actually enjoying what we’re doing. Before all of this, I don’t think we allowed ourselves to enjoy making music. We were so concerned about making it right that I think it prevented us from making it right. We couldn’t be in the moment, and one little thing could throw everything off. It’s not like that at all anymore—and that’s due to the Brazilians, especially Kassin. To Glenn and I, this is more than a band, more than a duo. It’s about friendship and family.”

Kotche agrees. Though he prides himself on his talent for interpersonal diplomacy, he doesn’t even need it with Gray. “That’s one skill I have in life, besides drumming—being able to deal with different types of personalities and still make my point,” he says. “But with Darin, we can just say whatever we need to say to each other and just be like, ‘No, I disagree,’ until one of us convinces the other. That’s very easy. That’s more sibling-like.” v