Faces is the eleventh mixtape by American rapper Mac Miller. It was independently released for free download on May 11, 2014. The mixtape is the follow-up to Miller's second studio album Watching Movies with the Sound Off (2013), and is considered by many to be his magnum opus for its dark and personal exploration of Miller's struggle with drug addiction and mental illness. On October 15, 2021, Faces was commercially released on streaming platforms and vinyl. Miller produced most of Faces himself and moved towards creating more psychedelic and jazzy instrumentals for his increasingly dark lyrical themes. Its jazziness is not a departure from Miller's previous work, as it echoes the project he released under the alias Larry Lovestein titled You that was also centered around jazz instrumentals. It continues to build upon and experiment with the psychedelic sounds of Watching Movies with the Sound Off. The mixtape features guest appearances from Rick Ross, Earl Sweatshirt, Schoolboy Q, Mike Jones, Sir Michael Rocks, Vince Staples, Ab-Soul and Dash. Faces was named "Mixtape of the Week" by Stereogum on May 14, 2014, given a 7.3 rating by Pitchfork, and noted by Billboard on May 11, 2014. Background Mac Miller serves as the executive producer under his production pseudonym "Larry Fisherman", serving as the sole producer or co-producer for over half of the songs on the track list. ID Labs handled production for two songs, while Earl Sweatshirt produced the songs "Polo Jeans" and "New Faces v2" under his own production pseudonym, "randomblackdude". Thundercat, DrewByrd, Rahki, THC, Big Jerm and 9th Wonder produced one song each on the mixtape. Faces includes various spoken word and movie samples interspliced throughout the album. These include Charles Bukowski on "Wedding", Hunter S. Thompson at the beginning of "Funeral", and Bill Murray from the 1979 comedy Meatballs at the beginning of "It Just Doesn't Matter". These samples had been credited as the reason that Faces had not been released on streaming services until 2021 despite high demand. Many of these samples were removed for the official release. On September 15, 2021, Miller's estate announced that the mixtape would be available on streaming platforms and vinyl for the first time on October 15, 2021. Alongside the announcement, a video for the song "Colors and Shapes", directed by Sam Manson, was released. When Faces came to streaming platforms on October 22, 2021, it came as an 'updated' version.