Radiohead EP · In Rainbows era (2007–09)
In Rainbows Disk 2
Eight songs that lost the argument for In Rainbows, pressed once, on an enhanced CD inside the £40 discbox, and never on their own.
the sessions
- 22 Jul 2002Coliseu dos Recreios, Lisbon“Up on the Ladder” first played, then left off Hail to the Thief
- 2004–05The Hospital Club, London“Last Flowers” taped during the sessions for The Eraser
- 2005From the Basement pilotYorke plays “Down Is the New Up” and “Last Flowers” at the piano
- 6 May 2006KB Hallen, Copenhagen“Bangers + Mash” and “4 Minute Warning” open the 2006 tour
- Oct 2006Tottenham House, WiltshireThe In Rainbows sessions start again with Nigel Godrich
- Late summer 2007Yorke's house, OxfordshireTen songs make the album; eight are left for a second disc
- Oct 2007W.A.S.T.E.The £40 discbox goes on order, with an enhanced second CD
- 3 Dec 2007W.A.S.T.E.Discboxes dispatched; Disk 2 is out
2002–06
heard before it was made
Fans knew most of this record before it existed. “Up on the Ladder” was first played at the Coliseu dos Recreios in Lisbon on 22 July 2002, one of the new songs of the Spanish and Portuguese warm-up dates for Hail to the Thief, and was then left off that album. “Last Flowers” was older still: David Fricke, reviewing the disc for Rolling Stone, wrote that it had been cut under another name for OK Computer. In 2005 Thom Yorke sat at a piano for the pilot of Nigel Godrich's From the Basement and played it, with “Down Is the New Up” and “Videotape”.
The rest arrived with the 2006 tour, the one that took the unrecorded In Rainbows songs round Europe and North America. “Bangers + Mash” and “4 Minute Warning” were both played on its first night, at KB Hallen in Copenhagen on 6 May. “Go Slowly” came in at Blackpool a week later, and “Down Is the New Up” on the American leg in June. Stanley Donwood's pictures on the band's site kept illustrating that last title, and some fans took it for the centrepiece of the album to come.

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Photo: michell zappa · CC BY-SA 2.0 · Wikimedia Commons2007
the ones that did not fit
They did not make it. In the late summer of 2007 the band met at Yorke's house and settled on one mastered CD of ten songs. Mark Paytress, talking to all five for Mojo, heard that the songs left over had not lost on quality, and that each member had lobbied for a few of them.
All those songs were in the running for the main album, but for one reason or another, they didn't fit.
ed o'brien · mojo, february 2008
Jonny Greenwood argued for “Go Slowly”, on which he plays the celeste, and lost. “Last Flowers” was Yorke's trump card, and it went the same way: it had been taped during the sessions for The Eraser, his solo record made with Godrich at the Hospital Club in 2004 and 2005, and it sat oddly next to the rest. Yorke told NME that December that the second disc held some of the band's best work, “Down Is the New Up” among it, and that it simply did not belong on the album.
The eight songs went into a running order of their own. It opens with “MK 1”, a minute built from the piano of “Videotape”, so that the second disc starts on the piano note the first one ends on, and a second instrumental, “MK 2”, leads into “Last Flowers”. The studio changed these songs more than it changed the album's. Daniel Kreps, going through the disc for Rolling Stone in its first week, found the album takes close to how they had sounded on tour and these rebuilt, “4 Minute Warning” now behind a minute and a half of drone before the piano comes in. Godrich produced and mixed everything. The discbox credits one string section, the Millennia Ensemble, and strings come into “Down Is the New Up” just before the two-minute mark.

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Photo: Laura Sylvester · CC BY-SA 2.5 · Wikimedia Commonsdec 2007
the second, enhanced cd
The disc was never sold on its own. W.A.S.T.E., the band's own mail-order shop, offered it from October 2007 as part of the discbox: the album on CD and on two 12-inch records, books of artwork and lyrics, and “a second, enhanced CD” of more new songs with digital photographs and artwork, all in a hardback book and slipcase for £40 with postage. The disc's catalogue number is CDS_X_X001 and its label, like the album's, is _Xurbia_Xendless Limited, the band's own company.
On the computer it opened a cover the CD itself never wore, “DISK 2” in Donwood and Dr Tchock's coloured capitals over a smear of yellow paint, and a set of studio photographs by Jonny and Colin Greenwood and Steve Keros. Yorke warned Mojo about those.
Wait till you see the file of photos that comes with the record box. Then ask yourself whether we look like we're at the top of our game.
thom yorke · mojo, february 2008
The boxes were dispatched from 3 December, and that night the disc was on BitTorrent; Vulture guessed that a box had reached someone in Britain early. Mojo put sales at about 80,000 by its February issue.

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Photo: Jesse Aaron Safir · CC BY-SA 2.5 · Wikimedia Commons2007–08
leftovers or the second half
Stereogum had a copy on 4 December and heard the six songs made over in the studio, darker and more given to piano than the album. Pitchfork gave it 6.2: Chris Dahlen liked “4 Minute Warning” best and found Yorke stuck in a cynical rut, but noticed that a band this taken with downloads had still put the songs out first on a polished, physical disc, as the official versions. On NPR's Bryant Park Project, Andy Langer said the packaging was the reason to own it, with “Bangers + Mash” the one song that added anything. Peter Paphides took the other side in Uncut, hearing the eight as the album carrying on rather than its scraps. Fricke, in January, gave it three and a half stars and noted that four of the songs had been played on the 2006 tour; anyone who had paid for the box only for these, he wrote, had not got their eighty dollars' worth.
Fricke was right about the money and wrong about the songs. “Down Is the New Up” and “4 Minute Warning” are as finished as anything on the album, and with the two MKs stitching it together, the disc plays as a sequence somebody planned.

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Photo: still learning to use the camera from Washington, DC · CC BY 2.0 · Wikimedia Commons2008–21
out of the box
The band kept playing some of it. “Up on the Ladder” turned up at the free show at 93 Feet East on Brick Lane on 16 January 2008, and “Bangers + Mash” and “Go Slowly” stayed in the sets of the In Rainbows tour.
On 9 June 2009 Dead Air Space, the band's blog, announced a download area on the W.A.S.T.E. store, with the disc as its exclusive alongside In Rainbows, The Eraser and Jonny Greenwood's There Will Be Blood.
Disk 2 from In Rainbows is now available digitally for everyone who didn't get a chance to purchase the Diskbox.
w.a.s.t.e. · dead air space, 9 june 2009
This time the price was fixed, at £6, and the download came with a bluer version of the cover. On 14 October 2016 XL put the disc on Apple Music and Spotify with the yellow one restored, and in October 2021 it went up on Bandcamp with the rest of the catalogue. It has still never been pressed by itself: the only In Rainbows Disk 2 records in circulation are bootlegs. The official songbook of the discbox's songs, sold by W.A.S.T.E., has six of the eight and leaves out “MK 1” and “MK 2”, which have no words and not many notes to write down.
photographs

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Photo: Lukaszhendzel · CC BY-SA 4.0 · Wikimedia Commonson film
Yorke alone at the piano in 2005, playing “Down Is the New Up” and “Last Flowers” before either was recorded.· Radioheadwatch on youtube →
videos(3)
the sleeve


the art and the editions










the press
the press release
from W.A.S.T.E.
dated oct 2007
A second, enhanced CD contains more new songs, along with digital photographs and artwork.
the reviews
no mark
Stereogum
4 dec 2007
read it →Maybe the most impressive thing about In Rainbows CD2 is how effortless it all seems.
6.2
Pitchfork
Chris Dahlen · 14 dec 2007
read it →when Radiohead put something on disc, they want it to count.
no mark
NPR, The Bryant Park Project
Andy Langer · 18 dec 2007
read it →The beautiful packaging is the reason to own this second disc.
4/5
Uncut
Peter Paphides · 4 jan 2008
read it →Certainly, they’re anything but leftovers.
no mark
Treble
Ernest Simpson · 15 jan 2008
read it →Still one hell of a supplemental Radiohead record.
3.5/5
Rolling Stone
David Fricke · 24 jan 2008
read it →It deserves to be on record. Now it is.
later
- looking backSpin · Andy Cush · 14 oct 2016A half-forgotten Radiohead curio back to wide availability.read →
sources13
- W.A.S.T.E., “Discbox”, the store's product page (Wayback Machine, 12 December 2007), for the contents, the enhanced CD, the price and the shipping.
- Discogs, In Rainbows discbox (release 1158751), for the catalogue numbers, the running times, the label, Godrich's production and mix, the Millennia Ensemble, the photographers and Donwood and Dr Tchock; Discogs, In Rainbows Disk 2 (master 1425370), for the 2009 and 2016 downloads, the cover change and the absence of an official pressing.
- Mark Paytress, “Chasing Rainbows”, Mojo, February 2008, for the band meeting and the ten-song CD, O'Brien on the songs that did not fit, Jonny Greenwood on “Go Slowly” and the celeste, “Last Flowers” and The Eraser, Yorke on the photographs and the 80,000 estimate.
- Wikipedia, “The Eraser”, for its recording at the Hospital Club in 2004 and 2005; Wikipedia, “In Rainbows”, for Julian Marshall, “Rainbow Warriors”, NME, 8 December 2007, on Yorke's view of the disc, and for the 45-minute album.
- Eric Torres, “Radiohead unearth Thom Yorke's 2005 From the Basement concert”, Pitchfork, 14 April 2021, and the band's upload of the set, for the 2005 performance.
- Daniel Kreps, “Radiohead's CD2: the Exclusive Companion to ‘In Rainbows’”, Rolling Stone, 6 December 2007, for “MK 1” and the “Videotape” chords, Donwood's artwork and “Down Is the New Up”, and the strings.
- Peter Paphides, review of the discbox and the Parlophone box, Uncut, 4 January 2008, for the piano note and his verdict.
- Stereogum, “Premature Evaluation: Radiohead, In Rainbows CD2”, 4 December 2007; Chris Dahlen, Pitchfork, 14 December 2007; NPR, The Bryant Park Project, 18 December 2007; David Fricke, “In Rainbows Bonus Disc”, Rolling Stone, 24 January 2008, for the reviews and the cut for OK Computer.
- Vulture, 4 December 2007, through the news story here, for the leak.
- This site's live archive and the news story here of 17 January 2008, for Lisbon in 2002, Copenhagen, Blackpool and the American leg in 2006, and 93 Feet East.
- Radiohead, Dead Air Space, 9 June 2009 (Wayback Machine), and Tom Breihan, Pitchfork, 9 June 2009, for the download store and the £6 price.
- Noah Yoo, Pitchfork, 13 October 2016, and Andy Cush, Spin, 14 October 2016, for the streaming release; the news story here of 21 October 2021, for Bandcamp.
- W.A.S.T.E. store, “In Rainbows Discbox Edition Songbook”, for the six songs.