Photo by Time & Life Pictures

R.E.M.’s 1991 LP Out of Time might not be their masterpiece, but it’s arguably their most important album for the way it broke them on mainstream radio, reaching far beyond the commercial potential displayed on 1988’s Green. Out of Time was an LP that redefined R.E.M. as both artists and icons of pop culture, one in which they took a moment to reflect on issues of the heart, mind, and soul. It reached beyond their primary role in the ‘80s as the Reagan era’s most level-headed protest rockers, delving into love in all its forms, from the one-sided ("Losing My Religion") to the abstract ("Country Feedback") to the absolutely pure ("Near Wild Heaven," "Shiny Happy People"). In the last quarter century, R.E.M.’s seventh album has aged beautifully, shedding much of the fanfare surrounding it in 1991, when it seemed to some a sellout moment for the college-rock graduates then tackling their second album for major label Warner Bros.

March 12th marks the 25th anniversary of Out of Time’s release, which will be celebrated this fall in the form of a deluxe reissue from the band and Concord Music Group. Pitchfork decided to celebrate in our own way, speaking with R.E.M.’s Mike Mills — as well as friends and collaborators on the album and beyond — to recount Out of Time’s creation and the band’s central shift in the early ‘90s.

Mike Mills, R.E.M. bassist/multi-instrumentalist: “Starting with Green, Peter [Buck, R.E.M. guitarist] was getting tired of playing electric guitar and wanted to do something a little different, so he started switching it up a little bit by using the mandolin on a bunch of songs. And we just decided to take that further with Out of Time with everybody switching instruments and playing different things.”

Ian Kimmet, studio manager at Bearsville Studio, where much of Out of Time was recorded: “At the time, they were digging into more rootsy music and things. They were definitely trying to broaden their breaststrokes."

Mills: “We had made six records at that point, so we wanted to do something different. Michael [Stipe] was challenging himself to write about love and relationships in very non-traditional ways. We also didn’t want to get pigeonholed. It was always like, ‘Oh R.E.M. is a political band.’ No, we were political people, but we didn’t want listeners to try and find the politics in all of our music. We didn’t want to get stuck with that.”

Peter Holsapple, dB's frontman and R.E.M.'s second guitarist from 1988–1991: “Out of Time is something of a romantic album. I don't know if Warner Bros. came to them and said, ‘Hey, write us an album of love songs.’ I would hope anyone at the label would have enough sense not to do that, but very rarely do record companies have the good sense to let a band continue to develop in their own fashion. And the development of R.E.M. from that little band from Athens had been pretty well documented and pretty extraordinary up to that point, and any record company would've had to play by the band's rules at that stage.”

Kimmet: “To me, ‘Losing My Religion’ is just a classic single. I love that more than anything else, really. It's actually a Southern phrase that was used in terms of anger or frustration, Michael once told me. He said for him, the song was an overture for unrequited love."