Rick Antonoff looks like he’s second-guessing this. Wearing a T-shirt and shorts, he’s perched on a board in a dunk tank, surveying the crowd gathered to watch as people take their shot at hitting the target — which clangs with a sound that immediately conjures state fairs and old carnivals — to send him into the water below. His son Jack, the mastermind behind this ordeal, watches with them, running the show from the sidelines and then smiling with wicked glee when he takes his own turn hurling a few green balls his father’s way. Rick’s the first dunk tank candidate of the afternoon, and everyone’s excitable already — he goes down more than a few times before he calls it quits.

It’s early in the day at the third annual Shadow Of The City, Jack’s day-long festival at the summerstage of the legendary New Jersey venue the Stone Pony, situated across the street from the Asbury Park boardwalk. It’s a small event, with a ticket cap of 4,000 and a vibe that Antonoff — the in-demand producer and Bleachers frontman — likens to that of a block party. One final blowout at summer’s end, the smell of cheesesteaks and Italian sausages hanging in the air as Antonoff’s hand-picked lineup alternates with the dunk tank’s next victim. Given, Antonoff ropes his friends and family into that for a good cause beyond filling the downtime between sets: People pay for turns trying to dunk an Antonoff, and the proceeds go to a LGBTQ shelter in Jersey.

“I always find that the best way to bring people together is some mixture of charity and goofiness,” Antonoff says proudly of the dunk tank. “Who’s gonna be like, ‘Fuck you, man! I’m too cool for the dunk tank’? Oh, really, you’re too cool to dunk me while you donate money to a homeless children’s shelter?”

A little later, it’s the younger Antonoff’s turn on the plank. Rick shows up to return the favor, chucking a few balls towards his son, prompting Antonoff to repeatedly try (and fail) to convince a festival employee to not let everyone throw from so close to the target. There are a few close calls, half-clangs, where Antonoff thinks he’s going down and briefly grabs the fencing around him, then shakes his head with a relieved-but-still-nervous smile. He, too, gets dunked more than a few times, despite his attempts to distract throwers with his mock-jeers.

CREDIT: Krista Schlueter / Stereogum

If the whole thing sounds like a playful family party more so than a corporate music festival, well, that’s exactly the point. Having grown up putting on shows with eight or nine bands in VFW halls, Antonoff always had something like Shadow Of The City in the back of his head. It was just a matter of accruing the means and the reach. Now, it’s his own little personalized festival; he calls it his favorite day of the year.

Contrary to what you might think, Shadow Of The City isn’t something Antonoff slapped his name onto and then delegated to an apparatus of logistics people. He is the logistics people. There are no sponsors; he bankrolls the whole thing. Days before, he was on-site, measuring out where and how big the VIP section was going to be. His favorite Jersey Shore donut shop caters backstage for the bands. And he has strict guidelines for making sure the lineups stay true to his vision.

“There are two major things,” Antonoff says of his criteria. “I definitely have to love the music. It’s supposed to be like a playlist of mine. The second thing is someone who puts on a great show.” Each Shadow Of The City bill thus far has featured artists Antonoff had seen live, worked with, or knew personally. (“Sometimes I literally text people,” Antonoff says of his booking process.) One new stipulation after last year’s second edition was about strengthening the core point of the festival: a rule that 50 percent of Shadow Of The City’s lineup has to be Jersey artists.

For the 2017 iteration, that means Nicole Atkins and the Gaslight Anthem’s Brian Fallon, whom Antonoff refers to as a “personal hero.” It means Titus Andronicus — and, sure enough, it’s a whole different experience to hear Patrick Stickles bark climactic lines from “A More Perfect Union” like “There’ll be no more counting the cars on the Garden State Parkway” and “I want to realize too late I never should have left New Jersey” with the Jersey Shore to your back instead of another Brooklyn DIY space. It also means, of course, that Antonoff closes out the day with Bleachers.

CREDIT: Krista Schlueter / Stereogum

Plenty of festivals claim idiosyncrasy and don’t offer it at all. At Shadow Of The City, you truly feel like you’re at one guy’s event, from seeing his family mill around the festival grounds to those grounds’ intentional proximity to Jersey lore. (Throughout the day, you can escape the sun by going inside the Stone Pony and chilling at its dive bar corner or squinting up at the guitars lining the wall from past performers.) Antonoff’s drawing on experience here, not just from a youth spent in Jersey but from years of the touring grind and playing festivals. There’s an over-saturation in that world, a sameness. And though Shadow Of The City isn’t intended to grow beyond its specific boundaries, to some extent it feels like an antidote to all the rest of it. “The whole point was, what are other festivals doing and let’s do the opposite,” he explains.

The big problem, in Antonoff’s mind? The proliferation of festival culture Stateside has a fallout: Most of them have no “reason” for existing beyond a group of rich people’s business proposition, they have no unifying idea or character that makes them different than anything else. Overblown, expensive, the same lineups over and over, some big headliners collected in a place where thousands of people can fit — all without a personal ethos or culture anchoring it. He explains: “I wanted [Shadow Of The City] to be a piece of what I grew up with.”

***

“Are you from here?”

That’s the first question Antonoff asks me as he sits down in a Brooklyn rehearsal space, a few days before Shadow Of The City. The answer is no: Like Antonoff, like a lot of people in this country, I didn’t grow up in a place where things were happening. It was not the center of anything, but in the shadow of both Philadelphia and New York. That shapes you a certain way the same as growing up an art kid in the city shapes you a certain way. It’s a topic that looms large for Antonoff, and not just because his home-state festival is coming up.

Antonoff made it very far from home. Part of the reason it’s perplexing that he has time to be so hands-on with Shadow Of The City is the fact that he has so much going on — every year, but particularly in 2017: co-writing and producing Lorde’s major statement Melodrama, releasing the second Bleachers album, Gone Now, scoring a #1 hit with Taylor Swift’s grand reemergence “Look What You Made Me Do,” and co-writing and producing with Annie Clark for the feverishly anticipated new St. Vincent album. That’s insane. You’re talking about a small-town kid with a lot of years of DIY shows and shitty van tours incrementally finding his way to a position where he’s involved in several of the biggest albums of the year.

CREDIT: Tim Mosenfelder / Getty Images

Talking to Antonoff is a bizarre juxtaposition. There’s a way in which you can still easily think of him as an underdog storming the gates of the mainstream. He speaks fondly of his roots, like the culture of local Jersey gigs followed by after-show diner hangs with artist and fans alike. (Diners are, of course, central to New Jersey iconography, and Antonoff has some choice words when we discuss that relative to the more cartoonish remnants in New York: “When you go to a New Jersey diner, there’s no bit. Nobody’s like, ‘Welcome to Zippity’s Sock Hop Moon Pie Suck Down.’ This is just where people eat, actually.”) He’s a pop producer who still talks about the importance of the years he spent in that place, the place you grow up trying to get out of, who will spend plenty of time shooting the shit with you about what it’s like living in those places.

And as a person, it’s there, too. There’s his natural affability and his nerdy enthusiasm for technical music details. There’s the way he fidgets constantly, getting up periodically during our conversation to go do some random thing across the room, turning off light switches with his hand in his shirt. There’s a “normal dude” aspect to his personality that can make you forget you’re dealing with a guy who’s produced actual hits, not the just the weird outlier songs, for people at the highest echelon of the pop mainstream.

Then you remember that Antonoff’s been around long enough to know how the game works, so that even as genuine and personable as he is, he’s media-savvy enough to be putting those quirks or roots out there as part of his image. He’ll casually mention he currently has the #1 song in the country breaths apart from casually taking his medications in front of you. Then you remember he already tasted real pop success a while ago, as a member of Fun. Then you remember his girlfriend is one of the foremost celebrities of her generation, and you remember that he is essentially a celebrity, too, and that he does indeed make music with some of the biggest names on the planet.

That place: Antonoff is not from there.

“You know, New York and New Jersey, it’s medieval almost,” Antonoff muses. “New York has this moat around it.” Shadow Of The City was a phrase that was quite literal for him: Having grown up across the George Washington Bridge, he could actually see New York from his window on some nights. But, as anyone knows, if you’re across that moat, you might as well be a hundred miles away. The experience of growing up on the other side shaped everything for Antonoff as an artist. “I think your whole artistic perspective is where you’re reporting from,” he says. “My music, and a big part of my life, is about what it’s like to grow up on the other side of the greatest place on Earth.”

These days, Antonoff cites Springsteen — not only the patron saint of New Jersey, but the figurehead for American artists singing about a particular kind of small town depletion, that drive to escape, the dream that there has to be something bigger out there — as an inspiration. He didn’t grow up on the man’s music, but when he found him, he recognized an ethos, a shared bit of DNA. There’s a recurring theme in New Jersey music, in small town music, in non-city music, a refrain that ran through Antonoff’s youth: “I gotta get out of here.”

So he did. It started when he was a kid, the van tour days of his old band Steel Train. “In Jersey, there are only so many bands that ‘get out,’ however you define getting out,” Antonoff says. “I felt Steel Train was a big deal for Jersey, the rest of the world couldn’t give a flying fuck.” They did have some traction — playing Conan O’Brien’s show, popping up on festival lineups, touring the country. It’s more than happens for most. As Antonoff asserts, just doing all that counts as “making it” on some level. “We never achieved the most important thing a band can achieve, which is an audience,” he deadpans now. “We achieved a lot besides that. We had a very small audience, but it was fully unsustainable.”

Then Fun. happened. The trio blew up when they released Some Nights in 2012, an album that happened to have a song called “We Are Young,” which enough people regarded as a generational anthem to jettison Fun. to the level of headlining arenas. “When I was in Fun., I was reaching a lot of heights that seemed unreachable,” Antonoff recalls. “But I was all the sudden filled with this poison of not wanting to be defined by it.” The whole thing was a bit bigger than it may have even registered as being, given their rise was rapid and driven by one massive single. But all through that arena tour, Antonoff would finish a show, shower, then go back to the bus to write songs for the first Bleachers record. “Now I can look back on it and realize the ways in which I was unsatisfied and had this other thing burning,” he says. “You can analyze something to death but your body will in some way walk the way it’s going to walk.”

They never officially broke up, and Antonoff attributes the recurring curiosity behind that as a financial one, like people can’t understand why you wouldn’t continue on with this big, successful project. But they’d made enough money, and began asking existential questions like “Do we want to do this?” When work began on their third album, nobody was into it. “It would be pretty tragic to make something you didn’t want to make, and we didn’t want to make it,” Antonoff remembers. Today, he skirts the subject to some extent, but basically implies he doesn’t see himself doing Fun. again.

And why would he? Bleachers took off, at the same time that his life as a producer took off. Sure, Fun. meant he had really made it, in all the ways people usually quantify success in the music industry. He had gotten out. But the journey that started with broke tours with Steel Train? That really culminates later, with Bleachers, a hyper-personal project all his own, and with the phase he’s in now, where he can work with any other artist he wants, from beloved indie figures to monolithic popstars, and turn down the offers that don’t click, like when he was invited to be involved with American Idol. If that’s not the definition of getting out, what is?

Case in point: Antonoff’s 2017. He’s already released his sophomore Bleachers album, a record that had jams like “Don’t Take The Money” and “I Miss Those Days,” songs that worked as a logical growth from Strange Desire, while also being surrounded by moments where he experimented with his sound more. Lorde’s Melodrama, a record co-written entirely with Antonoff, is one of the most critically beloved albums of the year with moments of infectious genius like “Green Light” alongside naked vulnerability in “Liability.” And he’s ending the year with a pairing that has almost too much poetic resonance: St. Vincent, the indie mad scientist who works in deconstructions of pop iconography vs. Taylor Swift, the queen of everything.

The Swift connection goes back a ways at this point; among other things, Antonoff worked on 1989 standout “Out Of The Woods,” which also used a sample of the Bleachers track “Wild Heart.” But, naturally, the big topic now is “Look What You Made Me Do,” Swift’s headline-grabbing and divisive return to the spotlight after the longest break between records in her career. As with a lot of his other 2017 work, the core Antonoff elements — gated drums, lush synths, gigantic layered vocals — are not exactly at the forefront of “Look What You Made Me Do,” a song marking a departure for both of them. “The idea there was let’s make something that doesn’t sound like what’s going on right now,” Antonoff says. “Sonically, it was like, let’s just fucking freak it out.” The reaction, he acknowledges, has been all over the place and sometimes bemusing to watch, whether it’s the fans he sees welcoming the song or the media he sees dismissing it. “I’m sorta blown away by how many critics have missed the camp in it,” he says.

Here’s the wild thing about the sonic direction of “Look What You Made Me Do”: That wasn’t Antonoff exploring other mainstream sounds previously foreign to his particular toolbox; that was him being inspired by the Beatles. That weird whiplash of the song’s anti-chorus, the way the bass almost makes you seasick? That’s intentional. Lately, Antonoff has been fascinated with playing around with panning, sculpting the music in specific ways. There’s a lot of it on Gone Now, and it’s what gives “Look What You Made Me Do” its weird lurch. Going back to the Beatles’ Magical Mystery Tour, he fixated over the production techniques they had used; that and some new gear have been driving the sounds we’ve been hearing from Antonoff this year.

(He also relays an anecdote about getting to meet Paul McCartney. Macca said some nice things to Antonoff, which made him feel comfortable enough to launch into granular, technical questions he’d wondered about for years, like how they got the bass tone on “Fixing A Hole.”)

Then there’s St. Vincent’s MASSEDUCTION, which, akin to Melodrama, found Antonoff serving as co-producer throughout as well as co-writer on many of its songs. Here’s a moment where you can see the conflicting aspects of how Antonoff carries himself. Generally, he’s so hyper and talkative that you get the sense he’d be the type to not have a filter. But that wouldn’t work for a guy who’s working on super high-profile projects. When we meet, MASSEDUCTION has yet to be announced, and he has a way of talking around topics he doesn’t want to go near. As soon as I start to ask him about St. Vincent, he jumps in.

“Did you like ‘New York?’”

“Yeah, I was surprised,” I respond. “I guess that’s probably part of the point.”

Antonoff’s whirring around the room again for a moment, then sitting back down and nodding to himself as I answer. The reaction is hard to read. He’s an earnest enough guy that it seems like he legitimately wanted to know if I liked “New York,” but there also feels like there’s a tiny anxiety, and a part that’s fundamentally confident.

After all, St. Vincent and Antonoff at first seemed a stranger duo than his past partnerships. Everyone imagined this must be Annie Clark’s bid to really break the mainstream, which she’d be positioned to do after the heightened profile she attained via both St. Vincent and her relationship with Cara Delevingne. And on the other side, it would allow Antonoff to cultivate some art-rock bonafides. The end result is an album that doesn’t abandon St. Vincent’s aesthetic; it sounds like she and Antonoff carved out a world where both their impulses could mingle, an album with spare piano ballads alongside bug-eyed, maddened synth-pop. Many of the songs go in shocking left-turn directions, like some material on Gone Now as well as the various passages in “Look What You Made Me Do”; similarly, the chorus of standout and second single “Los Ageless” is initially just as disorienting as that of Swift’s single.

“In many ways, she’s closer to a more familiar part of me than others,” Antonoff reflects. He and Clark have had more of a similar route than it might seem, more shared experience than Antonoff might have with some of his other collaborators. They both did the small town upbringing. They both did the grueling, just-starting-out tours. They both had to crank out records in a month between said tours. And that was a major driving force behind their approach to MASSEDUCTION: to take their time, working on it at each other’s houses. “It’s funny,” he says. “In many ways, working on that album with her is closer to who I am than anything I’ve done.”

From here, it sounds like there’s plenty more afoot. Antonoff is working on a few things he can’t talk about yet, and characterizes his current phase as being in the “free association period.” “I hope someone like Julien Baker calls me,” he says. “I’d love to make an album with her.” There might be “seeds” of the next Bleachers album already. “There’s always a dim lit fire,” he explains. “The question is when it really starts to flame.”

All the things Antonoff has his hands in are united by common threads, however. There’s the practical elements of how he works: Thus far, he only collaborates with people in the capacity of co-writer and producer. He doesn’t produce songs people send him, and he doesn’t write songs to send to pop artists to see if they’ll record them. “It’s not an ego thing,” he explains. “I just haven’t figured out if I’m any good at that yet.” Those projects are as much in his bloodstream as Bleachers, and as both have grown, they’ve in turn influenced each other, whether it’s Antonoff bringing his sensibility to certain artists or the fact that Gone Now experiments with a plethora of pop elements that expand beyond the ’80s anthem-rock that primarily makes up the blueprint of Strange Desire. “When I make a Bleachers album, I learn all these new things and try all these new things and then I take that with me,” he says. “But it’s both, because you work with other people and you learn so much from them.”

And from a conversation with him, one would imagine Antonoff is always picking up new angles and ideas. He has an omnivorous mind for music and how it works. “What’s a hook?” he asks rhetorically at one point, before talking about Phil Collins’ drumfill in “In The Air Tonight” and Kendrick Lamar’s “My last stroke just went viral!” in “Humble.” A hook can be anything, and those two in particular exist because of the production decisions around them. Antonoff obsesses over that stuff, just like he obsesses over how Paul McCartney got the bass tone on “Fixing A Hole.”

At the same time, he doesn’t think about any of it in the moment. He doesn’t find himself reflecting on how far he’s come from sitting by that bedroom window, looking at the skyline and thinking up big ambitions. “If you follow your instinct in the moment, you’re going to have a body of work that doesn’t sound like the last one,” he says. “The only time people make things that sound the same is when they shit the bed and they’re scared. Think about how different you are than last year. If you were to free associate on a piece of paper, what are the fucking odds you’d write the same thing? Ninety-nine percent of it is, what do we feel. Let’s do what excites us.”

***

After Jack Antonoff got out, he went back home. Writing music in his old bedroom, which he has somehow brought along on tour as a sort of art installation. Shadow Of The City, a project that — when you consider the fact that he books and funds the whole operation with the intention to showcase New Jersey beyond the basic fact of its location — is like he managed to scale the DIY ethics of the Jersey music circuit he cut his teeth in to where he is now. He used the influence he accrued to bring it all back to the place where it began. Maybe some of it is nostalgic. Maybe some of it is good creative thought — as Antonoff points out, being from some whatever place is something a lot of fans can relate to.

There’s also a logical, business-leaning justification for the festival. Talk to any touring musician, and they’ll tell you the crowds in any major American city, particularly New York, are not exactly the best. Maybe some of it is an urbane sense of detachment, a too-cool-for-school pose. But there’s also the fact that there’s so much happening in a city like New York or LA on any given night of the week. People who are into going to shows can go to one every night, if they want. They’re not going to lose their shit at every one they attend. The spiritual experience of a show gets a little dulled, just by sheer frequency and access.

CREDIT: Krista Schlueter / Stereogum

The experience on the opposite end, of growing up in the suburbs and having to drive back and forth to a city and get home at 3AM on a school night, is part of what compelled Antonoff to start Shadow Of The City in the first place. When he was younger, he didn’t get why all his favorite artists skipped over New Jersey, why they couldn’t swing by for another gig between Philly and NYC. Now that he’s in the business, he knows there are logistic and contractual reasons behind this in many cases, especially radius clauses that prevent artists from playing too close to a venue within a certain date range. Jersey might get the second round, but, as he puts it, “Smashing Pumpkins aren’t coming when Billy Corgan’s in the silver pants.” He remembers that upbringing, that feeling of being the skipped-over people, and Shadow Of The City was partially designed as a long-simmering response to that.

As much as Antonoff’s fascination with the minute details of production might make him seem like a studio rat, this is a guy who knows the road only the way a young touring act could know it. Touring can function like an addiction, and there’s a whole different part of the songwriting process that unfolds over dozens of live shows. “You write a song, it doesn’t last forever,” Antonoff says. “Things have to happen for it to last forever. It has to grow. A song is like a seed — some grow into a giant fucking redwood, some grow into a small weed.” He’s experienced the latter, back in the Steel Train days, writing music without any means of getting it out to people and watching it “wilt and die” in front of him.

Which brings us to Bleachers’ set at Shadow Of The City.

Each year, most of the crowd that comes to the festival is from New Jersey. They are fervent. Maybe it’s a homecoming, or an audience peppered with friends and family, but people go really, really insane at Bleachers’ set.

CREDIT: Krista Schlueter / Stereogum

There’s another version of Antonoff entirely that exists onstage. It’s enough to take you aback, even when you know how many years he’s spent honing this side of himself and how well-studied he is as a performer, having examined the greats and having been in big pop touring acts. Even so. Sure, Antonoff runs around the stage with the kind of exuberance you’d expect from his rapid-fire conversational style. But he also has a presence. That balance of characteristics that makes Antonoff come across like just another music buddy of yours? That’s gone. His voice sounds lower when he speaks onstage, commanding and more rugged. He moves in more dramatic ways, no twitches but emphatic fist pumps. You don’t have to think hard to figure out which Jersey legend he approximates when he has his T-shirt sleeves rolled up and one arm raised in the air, preaching but also reaching out. The thing is that it works. He’s magnetic.

And Bleachers sounds gigantic live, like the biggest “I gotta get out of here” dream you’d imagine as a small town kid. It helps that Antonoff has two drummers, one of whom he introduces as “a guy who looks like he’d be in New Jersey selling you a used car in his windbreaker.” But it’s not just the two drummers. It’s how carefully calibrated the big songs are, the way “Let’s Get Married” and “I Miss Those Days” and “Everybody Lost Somebody” are already anthems that the entire crowd sings along to the same as they do with “I Wanna Get Better” and “You’re Still A Mystery.” Antonoff knows how to pace a setlist, how to win over a crowd even when he doesn’t need to, with all the right jokes and Jersey pride and spacing out of all the big communal hooks.

But there is one moment in particular, a moment where he displays a knack for self-mythologizing and stagecraft and true earnestness all at once, a piece of honesty that felt grand — essentially, the turn of a performer that isn’t so common amongst younger rock acts. His keyboardist begins playing a synth drone, from Antonoff’s old favorite, the Roland Juno-6.

“You hear that sound? It’s the reason a lot of Bleachers songs are sad and energetic at the same time,” he starts telling the crowd. “It’s also the reason for this festival. I’d dream about going all over the world and New York City and all these crazy things but all of that comes from being in New Jersey. You guys know what I’m talking about don’t you? Is everyone from new Jersey? You spend your whole life wanting to leave and then you leave and there’s nothing better.” At that point, the crowd cheers in agreement. Then Antonoff continues: “So I’d sit in my bedroom and play stuff — here, play the beginning of the song, this is a song I wrote in there.” His keyboardist starts “Rollercoaster.” People cheer again. Antonoff continues: “I’d play something like this, and I’d dream about big drums and big guitars, I’d dream about big crowds…” And at this point, the roughened conversational tone he’d been taking starts to intensify, people cheer louder as the synth riff gets louder, and Antonoff works himself up into his kicker: “I’d think that a sad song like this could be something that a lot of people could get together and sing to and not make it a sad song anymore!” By the end, he’s screaming. And everyone screams back. It worked: It doesn’t sound like a sad song at all. It’s jubilant. It’s triumphant.

Look, of course there’s the more cynical take on all this. Antonoff is a high-profile artist now who is clearly able to manage his image. He is a successful producer who lives in an expensive neighborhood in Brooklyn with a celebrity writer-director girlfriend. He is not a Jersey punk rocker. Far from it. And this, this whole thing, the festival and the shout-outs to NJ roots and all that — it could ring hollow, to some ears. Like a returning champion, trading on his background, shooting for Springsteen-esque gravitas by telling people “I’m just like you.” What does it mean when he tells the audience to scream loud enough that they hear you “In fucking New York City” when he’s long since decamped across that moat himself?

Jack Antonoff knows you doubt him. At one point, he tells me that people always have “question marks” about him. That because he does so much, there must be some grand masterplan he isn’t revealing. He claims he’s just doing what he’s always done, which doesn’t seem like it could be completely plausible, that it was dumb luck that took him from the failure of Steel Train to here. There has to be something more conscious there. So, sure, maybe skepticism is understandable.

But these things never leave you. There will always be part of Antonoff who grew up across that river, looking at the skyline. There will always be that part that remembers being the outsider, the uncool person not reporting from the center of the universe. Antonoff’s earnestness doesn’t come across as a ploy or over-corrective behavior when you consider that. There’s another thing he says to me: “The one thing about New Jersey is they’ll wrap their arms around something if it’s real.” That doesn’t have to be about New Jersey alone. In that “Rollercoaster” moment, or when the whole thing closes with “Don’t Take The Money,” there’s a guy who’s found his way back, the guy who had to leave to become who he is but who will also always have this place in his veins. He’s singing to people who know that’s real. That’s why they sing back.