Prison | Interview | New Album, ‘Downstate’
In the world of Prison, things don’t always unfold as you expect. Their sound is a collision of spontaneity, energy, and something primal, shaped by years of jamming in various places—and, of course, being obsessed with records.
In this conversation, Sarim, Paul, and Matt lay bare the unpredictable nature of their creative process, revealing how their albums are born from moments of chaos and connection. No scripts, no pretensions, but just pure, unrefined music made by people who live for the next jam and the next adventure in the never-ending story of “real people” making music.
For their second studio venture, the terminal Prison crew—Sarim Al-Rawi, Matt Lilly, and Paul Major—reach for the stars, bringing along their dearly missed bandmate Sam Jayne. Joining them are guitarists Marc Razo and Adam Reich, bassist Matt Leibowitz, and Dave Smoota Smith on trombone. Supercharged and psyched-out, this expanded Prison is a ferocious trip, a multi-headed beast of guitar, bass, drums, and vocals. Instant chemistry, instant chaos. Dig ‘Downstate’ out now via Drag City.

“Riding the eternal wave into uncharted waters”
Let’s kick it off with the vibe of Upstate—you guys really captured that raw energy and freedom. But for ‘Downstate,’ you’ve amped things up to a full-on mega-band. Was there a moment where you thought, “This is it, we’ve gone over the edge”? Or does that wild energy just fuel itself the deeper you go?
Sarim Al-Rawi: Every time you think you see the edge, there’s another one. There is no track, but we all got machetes, and once in a while, we find a clearing.
Paul Major: We’re all about raw energy and freedom in the here and now. Prison evolved as a collective with different characters jumping in and out of the lineup. ‘Upstate’ was five of us, ‘Downstate’ included some other friends we had played live shows with previously. There was a sense of getting more of us riding the eternal wave into uncharted waters compared to ‘Upstate.’ Since we do 100% improvisation, the wild energy does fuel itself, especially when the crowd in the room is getting off on it. When that happens, we don’t think—we feel the thrill of going over the edge. It’s more of a party than a performance.
Matt Lilly: On ‘Upstate,’ we played with the same five guys on every jam (Sarim, Paul, Sam, Fellows, Lilly), and that was a lineup we were diggin’ at the time. That same lineup played a show at Tubby’s in Kingston, NY, the night before we recorded in Gardiner, NY, in late November of 2019. On ‘Downstate,’ there are eight guys on the record, but never more than five playing at once, if I remember correctly. So there were never any moments when it felt like there were too many cooks in the kitchen. We started recording early in the day (early for us—it might have been around noon), and the wild energy definitely fueled itself as the day went on and different musicians arrived throughout the day.
I hear that ‘Downstate’ is a raging ride with a “many-headed blast.” How do you guys manage to stay on track when you’ve got so much sonic chaos happening at once? Is there a moment where everything just clicks into place and you know you’ve hit that sweet spot?
Sarim: There is no track, but we all got machetes, and once in a while, we find a clearing.
Paul: We intentionally go into chaos when it feels like the right move in the moment. Often, that sets up a dynamic sonic soundscape to emerge from—back into a groove that hits a sweet spot with an intensity that composed music can’t produce. There’s a primal connection with people created in the moment that only a live performance with no script can achieve. Very sweet spot. And everybody in the band knows thoughtlessly when it is really happening.
Matt: You heard right, my friend. Benjamin, together with most of us, had—by the time we recorded ‘Downstate’—been jammin’ together at least once a week for going on five years, so that’s helpful for staying “locked in.” Smooth was the only one who had yet to jam in Prison before we recorded Downstate. He arrived at the studio while we were in the middle of recording a jam. He stood there groovin’ for a sec. Without sayin’ a word, he busted out the trombone and started wailin’. That was our first time jamming with him. It’s on the record. There are lots of moments—some sweeter than others. But yes, there are definitely moments when it feels like we’ve stumbled upon a secret code that unlocks a door to another realm. It’s those moments that keep us coming back for more.

Your sound has a lot of overlap with Endless Boogie—particularly in that tight, hypnotic groove. For you, is there a personal connection to that style, or is it more of a shared mindset? And what do you think makes the Prison sound stand apart from other bands in that same universe?
Sarim: The universe of tightness is definitely a place to be, but I think we’re just outside—smoking and telling jokes.
Paul: The overlap between Boogie and Prison is that we mostly come from an extended circle of friends going way back… characters who have toured with Boogie also show up to jam at some Prison gigs. We got lots of history. The musical similarities are mainly the free jams, the hard rocking with hypnotic grooves emerging. Boogie’s jams emerge out of Jesper Eklow’s riffs and ideas; Prison just wings it without a specific starting point. The personal connection is paramount, as both bands are friends jamming together for kicks—any agenda beyond that is secondary.
Matt: I’m a huge fan of Endless Boogie. They’re a big part of my life. I saw them countless times as a fan and as their roadie. Those shows, those records, those dudes, and their friendship made a huge impact on me. I was already into heavy, hypnotic, psychedelic jam bands before Endless Boogie found me, so I was endlessly stoked to have that music in my life. I guess you can say it’s both—a personal connection and a shared mindset. For starters, we’re combining Sarim Al. Rawi (frontman of Liquor Store) and Paul Major (frontman of Endless Boogie); both on lead guitar and vocals. Then you add a genius on bass (Matt Leibowitz) and a caveman on the drumkit… (myself)—total freak show. Nothin’ like it. Sometimes we got Mike Donovan on keys, sometimes Ryan Sawyer on percussion, sometimes Smooth and Moist Paula on horns… You never know what you’re gonna get; neither do we. Sometimes Mike Fellows on bass and vocals; sometimes Marc Razo or Adam Reich on guitar…
Do you ever feel like the music is in control of you, rather than the other way around? When you step back and listen, do you hear your own ideas bouncing off each other in unexpected ways?
Sarim: It’s always in control of you, and you are terrible at your job. It never sounds like you thought it did, and it never sounds the same way twice.
Paul: The music takes primary control. Creating it is like riding a wave or blasting off in a spaceship. It’s the ideas bouncing off each other that fuel it, taking it to unexpected places. When we do control the music, it’s more like being a pilot or horse jockey than making any artistic statements or acknowledging the existence of any reality beyond what’s going down right in front of our faces.
Matt: Yes. Absolutely. Not all the time, but that’s kind of the goal. We’re listening closely to ourselves and each other, trying to contribute a sound/pattern/sentiment that complements what we hear. With every action, there are reactions. When we’re all putting our intended sounds into motion at the same time, we’ll often come up with something we weren’t expecting to hear. So it may seem like we’re in control—we’re making decisions and taking action. But I don’t remember a single jam where I didn’t have at least one moment of slipping into what is kind of an autopilot mode. Every recording has at least one moment in the jam that no one in the band can remember playing; even if we’re all sober (it’s rare, but it happens).
“Freedom can be an illusion”
The term “state of mind jam band” comes to mind when I think of your approach. It feels like freedom isn’t just the goal—it’s the medium. So, how do you balance that sense of spontaneity with making an album that still sounds cohesive? Is it all about capturing a moment, or do you find yourself wrestling with the structure?
Sarim: Freedom can be an illusion; we’re all very locked up in the freedom.
Paul: You got it… freedom is not a goal, it is the process itself. You aren’t free if you define it as a goal residing in some place outside of immediate reality. You’re there, or you are not, at any given moment. The studio recordings are just like the live shows. Since we are familiar with playing together in this context, the structure arises out of our exploratory interactions. Rather than wrestling with the emerging structures, we use them like escalators to the sweet spot. We record a few hours of jams and pull out chunks. Matt Lilly edits them into the final result. The mixture of different zones the jams got into creates an illusion of structure, but it’s more like an organization of discoveries—a travelogue that is never repeated.
Matt: Freedom is the key ingredient to improvisation, as far as I can tell. Sometimes there’s an attempt at (or a sense of) structure, and it can sometimes feel like a challenge or a struggle, but we’ve learned not to fret those moments. As we’ve learned from listening to recordings of ourselves jamming over the years, some of the most challenging moments can end up being our favorite parts of the jam. It requires a surrender—setting yourself free from your fears and insecurities. Having faith that anything is possible. With that freedom, it doesn’t take long for the magic to start happening. In most cases, it’s immediate and fairly constant. Do that for a few minutes, about a dozen times in one day, and you might have some puzzle pieces that you can put together to make a record.

“We’re always just trying to make it to the shore”
With ‘Upstate,’ you’ve got this fireball of riffs and rawness, but ‘Downstate’ sounds like you’re taking it to a whole new level. If ‘Upstate’ was the seed, what do you think ‘Downstate’ represents?
Sarim: It’s like walking in the mud, or the snow, or the sand. Hopefully the sand. We’re always just trying to make it to the shore. A new beach on the same ocean. The edge.
Paul: Both ‘Upstate’ and ‘Downstate’ were recorded at about the same time, so I think the vibe on each is relatively independent. The different players involved in the expanded line-up on ‘Downstate’ make for a wider-angle dive into things—more variety. ‘Downstate’ represents that Prison is always changing. Like with the live shows, you never know in advance what you might get… sometimes a horn section, sometimes extra percussion, sometimes outer-space keyboards and sonic storm effects.
Matt: ‘Upstate’ represents the idea that Prison can be a band with a consistent line-up. ‘Downstate’ represents the idea that Prison can be a collective with an inconsistent line-up and a variety of sounds—the yang to ‘Upstate’s’ yin. Both are accurate. Upstate is a seed; Downstate is also a seed.
On the late Sam Jayne’s involvement with ‘Downstate’—how did his presence influence the sound or direction of the album?
Sarim: Sam influenced everything around him at all times, just by being there. He is everywhere, even when you don’t realize it, even now.
Paul: The mixture of personalities locked in on Prison jams all blend to make for one big mad noise fest. Everybody takes turns at the invisible wheel. Sam was a true force of nature whose life and music are inseparable. He influenced the band organically, improvised words, and injected harsh, unconventional experimentation with his guitar moves. Most of all, his unfiltered presence and energy—no pose, no distance between the two. When you think of someone who is really living it at the edge and spreading that with his sound, that is Sam on Upstate and Downstate.
Matt: Sam brought an energy with him that was driven and free. Always encouraging and eager to jump back into a jam if he was feeling inspired—which was kind of always. He didn’t bring any gear with him; he shared gear with Sarim. He knew he’d be able to contribute something whenever it was time to do so. There was a moment when he wasn’t jamming, but he was in the room while the rest of us were. He stood next to me while I was drumming a med jam; he leaned in close and said, “Attack that riff, Matt… Attack it…” There was another memorable moment when he came running down the stairs from the control room to the jam room just seconds after we wrapped a jam with Sarim and Paul and Razo on guitars. Sarim offered his guitar as Sam ran up to him. Sam was nodding his head “yes” and couldn’t get the guitar on fast enough. He was sparked with inspiration and couldn’t wait to let it shine. It was funny and awesome. Sam’s vocals are unique as well. Sam used his voice as an instrument to communicate a feeling; whether or not it was in the English language didn’t matter. It still doesn’t. Perhaps that makes his vocals all the more universal. His guitar style was self-taught and original. He could offer something organic and at times abstract. A reminder.
So, ‘Upstate’ was a bit of a prison break, and now we’ve got ‘Downstate.’ If these albums were to be chapters in a book, what would the title of that book be? And how does the rest of the story unfold from here?
Sarim: Memoirs From the House of the Shred? The Zombunist Blastifesto? Blastitude and Bongitude? A Grief History of Slime? The Joy of Cooking? The third chapter has already been written, but the name has yet to be revealed. The story never ends, baby. It just keeps on going.
Paul: User’s Guide for Not Knowing What Tomorrow Brings Until It Gets Here. The story unfolds like life itself… more exciting to move ahead in a state of surprise than with a roadmap. More intense that way. More tours, more albums, more friends jumping on board.
Matt: Life Sentences. Sentences about life in prison, the bonehead jam band from New York City. The chapter after ‘Downstate’ has already been written; we’re very excited to share it with everyone. One chapter at a time…
“Imperfection is exactly what we’re looking for”
Can you tell us more about the recording process of both albums?
Sarim: One was in the woods and one was at the beach. You never really know what’s on the tape until you play it back. Close your eyes and hope for the best.
Paul: Live jams with minimal overdubbing of extra vocal insanity. We record a bunch of stuff totally free-form in the moment and pull out bits we dig most for the album. Pretty much the same as a live show; the albums capture a place in time and space that occurs only once and can only be repeated in retrospect each time you drop the vinyl on the turntable.
Matt: I didn’t know we were starting a band when Sarim and I started jamming together once a week back in 2015. I thought we were just jamming. By fall of 2019, we’d played some shows and unintentionally created a monster of an underground super-group (or semi-super-group; I was the only member that hadn’t been involved in a legendary band). Sarim had worked with Kevin McMahon on several projects in the past and recommended that we make an attempt at making a record with him. With Kevin, we jammed almost non-stop for something like 12 hours. He helped us hand-pick some of our favorite moments, with our input along the way. We added minimal overdubs, and he kind of took care of the rest. Around the same time, local Rockaway sound engineer Matt Walsh expressed interest in helping us make a record in his studio in Rockaway Beach, NYC. We scheduled it for March 7th of 2020. We wanted to try to capture the vibe of Prison as a collective, so we scheduled different musicians throughout the day. We jammed for several hours and had a lot of fun. Sarim, Paul, and I went back to Walsh’s studio on the Ides of March to do vocal overdubs. Lockdown was in full swing; we were masked up. I asked Walsh to burn two identical CD-Rs of the mixes for me. I made notes and did a live edit/sequencing with two CDJs and a dimmer hooked up to a tape deck in my living room. I gave Walsh the tape and asked him to mimic it. He nailed it. Imperfection is something we embrace. We can clearly see the beauty in it. Imperfection is exactly what we’re looking for; not only are we not striving for perfection, but we’re embracing it.
What are some of the latest records you have been listening to? I bet Paul is always coming with something completely unknown…
Sarim: Mike Cooper – ‘Life and Death in Paradise,’ Ornette Coleman – ‘Crisis,’ Congos – ‘Heart of the Congos’ (40th, always and forever), Frantz Casseus – ‘Haitian Dances…’ Anything else under C? I listen to the same records over and over.
Paul: Lots of unknowns come and go, but lately I’m on yet another Kinks jag. For mellow times with my sweetie, it’s off into Davy Graham, Shirley Collins, Pentangle, Fairports, and beyond… I tend to rock with Prison, but chill with relaxing stuff at home.
Matt: Today, Thursday the 26th of December in the year 2024, I listened to: Steve Miller Band – ‘Book of Dreams’ on cassette while making breakfast, Ryan Sawyer – ‘Baby Rattle/Death Rattle’ on cassette while getting stoned, Quasi ‘Featuring Birds’ – on CD, one last time before I gift it to my 16-year-old niece to help quench her new thirst for anything Elliott Smith-related (she listens to CDs in her car), Prison – ‘Downstate’ on vinyl to have it fresh on the dome while answering these questions. I watched a Joan Jett compilation on VHS last night. A couple of days ago, I listened to Jefferson Airplane’s ‘Volunteers’ followed by Ned Lagin’s ‘Seastones,’ both on vinyl. The CD player in my van is currently broken, so I’ve heard a lot of commercials and Christmas music on the radio lately.

What’s next for you?
Sarim: Doo wop. Always more doo wop. And more moves. We’re learning how to move.
Paul: 2025. Stayin’ alive. Always traveling, never arrive. Prison doors wide open, the signpost up ahead, next stop the Twilight Zone, going there together, not alone!
Matt: New used CD/cassette player for the prison tour van. Keep the show on the road. Stay stoked.
Klemen Breznikar
Headline photo: Marc Razo
Prison Instagram / Bandcamp
Drag City Records Official Website / Facebook / Instagram / X / Bandcamp / SoundCloud
“Feel the Music” – an interview with Paul Major