Up is the eleventh studio album by American rock band R.E.M. It was released on October 26, 1998, through Warner Bros. Records. The album was the band's first without drummer and founding member Bill Berry, who retired from the band in October 1997. In his place, R.E.M. used session drummers such as Joey Waronker and Barrett Martin while also utilizing drum machines. The album was produced by Pat McCarthy, making it R.E.M.'s first album since Lifes Rich Pageant (1986) not to be produced by Scott Litt.