The streets can't wait for ... er, Jon Brion?

When word got out that West had enlisted the esoteric composer/producer to collaborate on his second LP, Late Registration, some fans scratched their heads -- "Who??" -- while others assumed the worst.

" 'Oh, [Kanye's] gone off his rocker -- he's going to make an art record with some crazy, left-field music guy,' " Brion said, imagining haters' comments. "That's not the case whatsoever. It's very much a Kanye West record."

Brion should know -- he's the co-executive producer of nearly every track on Late Registration. Renowned for his distinctive production work (Fiona Apple, Aimee Mann) and film scores for auteurs like Michel Gondry ("Eternal Sunshine of the Spotless Mind"), Paul Thomas Anderson ("Punch Drunk Love") and David O. Russell ("I Heart Huckabees"), Brion's not exactly known for his hip-hop chops.

In fact, his résumé is completely devoid of hip-hop.

So why was he given such a big role in Late Registration? According to Brion, Kanye is a Fiona Apple fan, and while watching "Eternal Sunshine of the Spotless Mind," his ears perked up at Brion's evocative score (see [article id="1492279"]"Unsung Composer Jon Brion Brings Heart To 'Huckabees' "[/article]).

Hooked up through a mutual friend, producer Rick Rubin, Kanye wasted no time ringing up Brion. The two clicked instantly, and by the end of their first afternoon in the studio, the basic tracks for "Gold Digger" were complete.

"It was completely apparent that he was open to investigating new ideas," Brion said. "I was playing something on a track and he was completely psyched, and then he left after a few hours and said, 'I'll see you tomorrow.' "

The album's recording was experimental and exploratory. West, who marveled at the many unusual instruments Brion has at his disposal, would bring in a song's basic structure, and then the pair would let their imaginations run wild. Kanye would then pick and choose, shaping the track as he saw fit. Make no mistake, Brion says: Kanye was in charge.

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"When he hears something he likes, he knows it," Brion said. "He has vision, and when the guy makes quick, intuitive decisions, he just has it. I'd watch him take a rough track that I had worked on and completely stand it on its head in 10 minutes -- and it's just better. It was mind-boggling."

All that praise makes it seem that Brion's as big a fan of West as the rapper is of himself. But the producer said Kanye's choice to enlist a hip-hop novice was not only courageous, it spoke to West's true nature -- which isn't the one you usually read about.

"On your sophomore record, that's the ultimate time to not f--- with the formula, right?" he said. "And he gets me -- a guy who has never made a hip-hop record in his life -- and gives me half the reins? That is not an egomaniac."

Brion makes his mark on tracks like "Gone," which features rappers Cam'ron and Consequence and is slated to be the last track on the album. "It's just a drum beat, an Otis Redding sample and Kanye going to town over it. There's a whole string section, and it turns into crazy soundtrack music. It's a big piece of work."

Brion conducted a 20-piece orchestra on "Celebration," and had to restrain the players' laughter at the lyric "You know what this is?/ It's a celebration, bitches." He also had to fight with Kanye to keep the song, which had begun with weird electronic twinkling sounds before morphing into its current cinematic treatment, on the album -- something he also had to do with a track about his sick grandmother called "Roses."

"His attitude was, 'See if you can make me like this,' " Brion recalled. Brion layered the track with keyboards -- and hours later, Kanye eliminated all of his work, along with the beat, which the producer adored. West reconfigured the song so that the verses are based around a vocal that forms the rhythm, and then Brion's music comes crashing in on the chorus. "All the authority [and] groove is from his voice, and when the chorus comes in, it's just this extravaganza of stuff going on," Brion said, comparing the track's construction to Prince's famous last-minute removal of the bass from "When Doves Cry."

"Heard 'Em Say," featuring Maroon 5's Adam Levine, was done quickly, as the singer had only a couple of free hours. Levine had a vocal that the pair had already discovered meshed with West's music (see [article id="1507001"]"'Can He Do It Again?' -- Kanye West Says New LP Backs Up His Bragging"[/article]), and Brion "translated" the two pieces in a matter of hours. "Adam had something, Kanye loved it and the three of us went at it like banshees, and there it was," he said.

Other guests on the record include Jay-Z, Nas, Game, Jamie Foxx, Paul Wall, John Legend, Brandy -- and an unlikely guest drummer on "Diamonds From Sierra Leone": filmmaker Michel Gondry, who just happened to visit the studio on a day Brion had set up a drum kit (see [article id="1504247"]"Kanye Previews New LP, Modestly Exclaims: 'This Is Killing Everything Out There!' "[/article]).

Other songs on the album include "Addicted," "Touch the Sky" and "Drive Slow." Brion says each track the pair worked on could have gone in multiple directions, and he expects that drastically different remixes of the songs will be released. While Brion acknowledges that the album is not standard hip-hop, he stresses that West isn't, either.

"There are colors and ideas that make [the album] different from average hip-hop, but Kanye is already different from the average hip-hop guy. He's got this sense of pop record-making which is really solid, and he likes tracks with a lot of things going on in them -- which is not necessarily common for hip-hop. He was already barking up that tree."