Few acts in American music have grown up in public quite like Beastie Boys. And by 1994, Adam "Ad-Rock" Horovitz, Michael "Mike D" Diamond and the late, great Adam "MCA" Yauch fully shed the chaotic brattiness of their Def Jam days. Everything about Ill Communication—released May 31, 1994, 25 years ago—expressed the evolution of these boys into somewhat model gentlemen.

 "When you're growing up making art, people will constantly see your art change because you're sticking yourself out there," opines the group's longtime keyboardist "Money" Mark Nishita. "In a way you are letting the public become part of your family. There was risk taking, but more like calculated risk taking, which is something you want kids to learn."

Mike D himself says right there on the album's first track "Sure Shot" when he declares,

Well, you say I'm twenty-something
And I should be slacking
But I'm working harder than ever
And you could call it macking

Not so much a pithy lyric as it was a direct mission statement, the Beasties proved their ingenuity and perseverance when they got to work on Ill Communication, which by now saw the trio expand themselves into a full-fledged band featuring Nishita, DJ Hurricane on the turntables, drummer Amery "AWOL" Smith and future Cypress Hill percussionist Eric Bobo. And this fresh collective was amped to enter the studio to flex the skills they had acquired while touring behind the B-Boys' classic third LP Check Your Head.

"During that time, the band and everybody, we spent a lot of time traveling, sharing music on the bus, and creating and jamming every day," explains longtime Beasties engineer Mario Caldato, Jr., who had been working with the rappers since 1989's Paul's Boutique. "Whenever we had a soundcheck, somebody would throw out an idea or something, and that's where the beginnings of Ill Communication came from. Plus our studio was already built and we were all set up. It was just a no brainer to get right back in and make another record. And it sounded even better because everybody's playing had improved from playing on tour, ideas were popping. We were buying records all the time, and then implementing it all through the jamming. There was a lot of playing on Ill Communication."

And while the rapping on Ill Communication is top notch, with tracks like the Q-Tip assisted "Get It Together," "B-Boys Make It With The Freak Freak" and "Alright Hear This" among the most lyrically dominant tracks in the Beasties canon, it's that focus on musicality and musicianship that made Ill so ill. The instrumental tracks that peppered the album were the result of a series of extended jams sessions at New York's Tin Pan Alley (the LP was largely recorded, however, at G-Son Studio in Atwater Village, CA), which in turn were a byproduct of the massive amounts of listening and record shopping they had been doing on the Check Your Head tour.

"We were all buying records, but when we were on tour we were really buying records," Caldato recalls. "We'd wake up in the morning and everyone would go right to the ATM so we could go to the record shops. And when we got there we would split up, like someone would go to jazz and another would go to the soul section, another to reggae, someone gets the rock section. We were pretty democratic about it. If someone was looking for something in particular, like 'Yo, here's that Kool and the Gang you wanted!', we would pick it up for them. But it was great, because we dug up all that stuff and then came back home and started going through it. We actually had a sampler and a drum machine on the tour bus while promoting Check Your Head, and we would sample a little bit at night as we were driving around listening to stuff. A lot of 29 cent records, 99 cent records. We were grabbing everything back then."

Their deep appreciation for psychedelic jazz, dub reggae and abstract funk seeped into the music they were creating on the spot at Tin Pan Alley, with the work of Miles Davis in the late '60s/early '70s leading the path.

"The electric Miles was huge for us when we were working on those instrumentals," remembers Caldato. "All that On The Corner stuff, and from listening to that music the grooves were just popping out. Yauch was really expanding himself on the bass, both the electric and the acoustic. He was really a big driving force behind a lot of those jams. And Money Mark as well, of course. He is so musical and a genius at putting chords together. Then everyone would fall in and go in different directions. We all loved to dabble in effects. I remember Ad-Rock and Yauch would always ask for more echo. The crazier I would get on the mixing board, the more they liked it. It was so cool. When we made stuff, we didn't have automation; it was all random and we just mixed it together."

And while there are several classic samples utilized across Ill Communication, namely the use of the classic Jeremy Steig track "Howlin' for Judy" on "Sure Shot" and organ great Jimmy Smith's signature live LP Root Down on the classic single they named after it, it was more about the absorption of ideas.

"We didn't do as much sampling on Ill Communication as the Beasties had done in the past," Nishita explains. "It was more about integrating sounds we heard on these records through our instruments, like trying out a guitar line or something. My primary job was doing all the instrumental stuff and tidying up some of the samples. But those guys, they had more of a personal relationship with those records they were sampling than I did. I was just sitting there with my keyboard and guitar making things up on the spot. Like on 'Root Down,' a lot of people thought that was me playing. They didn't realize it was a sample of Jimmy Smith. And because they sampled guys like him and Groove Holmes and Herbie Hancock, I was over there trying to learn it all."

Two of the most significant samples on the album, however, do not stem from old records the Boys copped on the road but rather voices of their past they used to bring them back to their origins in not only hip-hop but hardcore punk. One of these voices was that of longtime music journalist, former MTV on-air personality and the man who was signing Hootie & The Blowfish to Atlantic Records around the time Ill Communication hit the local Tower Records, Tim Sommer, who you can hear at the end of "Heart Attack Man," one of the two blasts of hardcore magic featured on the record.

"Between June of 1981 and June of '82, I did a weekly radio show on WNYU called Noise the Show," Sommer explains. "It was a thirty-minute show, aired at 7:30 every Tuesday, devoted entirely to classic punk and contemporary British and American punk (which, by that point, had just started being called hardcore). Noise the Show was soon the go-to destination in the New York area not just to hear hardcore punk, but to find out what shows were taking place.

"The young — and yet to be formed — Beastie Boys were big fans of the show. In fact, Adam Yauch and Michael Diamond had contacted me, very early on in their gestation, for help and advice getting the group together. I do not recall what episode the 'Heart Attack Man' sample was taken from. Neither the Beastie Boys nor anyone from their camp informed me of the use of my voice in the track, and nor did they ask permission. These uses came as a complete and total surprise to me. I had ZERO problem with this, and never, ever begrudged the Beasties or anyone from their organization or label for not contacting me or asking permission or offering a fee. In fact, I am extremely proud. I recognized it as a tribute to my role in their career, and the support I showed specifically for them and generally for the scene they emerged from. It means so much to me that the Beasties felt so connected to my show that they used my voice."

Bookending Sommer, meanwhile, is another key sample from their youth in Michael Holman, one-third of Jean-Michel Basquiat's art-rock combo Gray and host of the short-lived but influential local New York hip-hop show Graffiti Rock, where the clip of him talking up the art of turntable scratching is featured at the beginning of "Alright Hear This."

"They had always been a big fan of the show," Holman tells Billboard. "And for them, they saw Graffiti Rock as something like the hip-hop Spinal Tap. They would watch it over and over again on their tour bus. And one of the catchphrases that they loved the most was where I'd say 'Don't try this on your dad's stereo — only under hip-hop supervision.' So they decided to use it to open up 'Alright Hear This.' I was completely flattered to be part of the album, to have this show I did a long time ago on TV become immortalized on a Beastie Boys album in a way they didn't use a lot of samples. I'm really proud to be a part of it."

Obviously, the album's centerpiece will forever be its main single "Sabotage"—the sonic sum of everything Beastly about Beastie Boys in one rap/rock soundclash so many acts in the nu-metal era that followed Ill Communication tried to replicate. According to Horovitz himself in the Beastie Boys Book, it was actually Caldato who inspired the rage in Ad-Rock's ferocious vocal delivery on the song, which would become an MTV smash thanks to Spike Jonze's innovative and hilarious video.

"I don't remember what I did but I'm glad I did it!," Caldato laughs. "We would always joke, like if a band was playing in town who we didn't like, we'd imagine going down to the club and unplugging their PA. Like, 'Let's go sabotage them.' Just for the fun of it, you know? Then Adam took that whole concept to a whole other level of inspiration. And he actually sang the song at my house. He didn't want to do it at the studio. We had just about finished Ill Communication and he didn't want any of the other guys around when he was cutting his vocal. I was living in this little two-bedroom house at the time, and we set up the mics in my bedroom and he just went in there and started screaming it out. I don't even know what he was saying, but the energy and the vibe he projected just made us want to bring it to the guys as soon as possible. So the next day we showed up at the studio and they were all like, 'Yo!'"

Ill Communication would go on to become the Beasties' most successful album since Licensed to Ill, peaking at No. 1 on the Billboard 200 a few weeks after its initial release, while "Sabotage" was nominated for five Video Music Awards that year (though losing in all five categories, famously inspiring Yauch to pull a pre-Kanye on R.E.M.'s Michael Stipe dressed as his film making alter-ego Horatio Hornblower and bum rush the stage on the band as they accepted an award for "Everybody Hurts"). But it can also be argued that it is their most singular work, artistically speaking. Looking back on this wild ride of a record 25 years later, the way by which Ill has inspired a whole new generation of acts in not only hip-hop but punk, funk, metal and especially jazz justifies the case.

"We all were trying to step up our game big time," Caldato explains. "It was a big transitional stage. As a group, we were all in our mid twenties and figuring it all out. And having this platform of music to express ourselves, we were getting into it deep, expanding across all these genres. That was the one thing about the Beastie Boys, they weren't afraid to try anything. Yauch would be like, 'Let's put these monks on this funky track' and we all looked at each other like, cool! And sure enough, it felt so instant. Turn on the DAT, let's mix it down. That shit is dope."

"Every kid should be required to listen to Ill Communication," jokes Nishita. "When you enter third grade, the school should give the kids this album. I mean, that was my school, right there. If Polly Wog Stew was their grammar school, and Licensed to Ill and Paul's Boutique was middle and high school and Check Your Head was college, Ill Communication was grad school for them. All that knowledge they had been acquiring up until that time, they were cashing it in."

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