WHEN PAVEMENT PLAYED to a packed KeyArena at this year's Bumbershoot, it was with all the fanfare you'd expect at a Backstreet Boys concert. Beefy guards turned too-late fans away. Inside, the spotlight turned figure eights over the undulating crowd, and when singer Stephen Malkmus would skip a line during indie rock classics "Summer Babe" or "Trigger Cut," the gap was filled in by the amalgamated voice of 10,000 fans who'd committed the non sequitur lyrics to heart.

The whole scene made me queasy. The first time I heard Pavement, I was probably hanging out in some grotty dorm room eating day-old ramen with my punk boyfriend and complaining about mainstream capitalist hegemony. And now, only seven years after the release of Slanted & Enchanted, I'm watching them play to a capacity crowd.

In the past 10 years, there's been the equivalent of an industrial revolution in the music business; a middle class of sorts has emerged where before there were only the wildly divergent independent and mainstream labels. Pavement isn't R.E.M., but they're no longer underground, either. The bands in this middle class are well known enough to register at least on the periphery of the MTV radar and to quit their day jobs; yet, they're not signed to a major label and they're not headed for the Top 40 anytime soon. While some profit enough to warrant a tour bus, most still travel in vans.

This new middle class, or midstream of music, is no longer merely a transitional phase inhabited by bands on the way up. It's a legitimate category established by three labels -- the holy trinity of independent music, you might say -- who all just happen to have turned 10 recently. Pavement's label, Matador, operates out of New York and has served as the classic, straight-ahead indie label. It celebrated its 10th year of business this September. Southern-indie Merge Records, out of Chapel Hill, North Carolina, also turned 10 this year. And last year, Seattle's own Sub Pop officially hit a decade.

When this trinity of labels first hung out their shingles, they were tiny operations, putting out singles by their friends' bands and literally touching every CD they sold. Today they're navigating -- and in some cases, wiggling out of -- major-label partnerships, and working overseas distribution for their bands. In part, the change has come because the conditions that existed in 1988 or 1989 -- namely, the lack of good music being released by mainstream labels -- no longer applies. In fact, it's because of Matador, Merge, and Sub Pop that indie rock became an identifiable sub-genre at all.

The trinity labels changed music -- the way it sounded, the way it was recorded -- as well as its business and culture. But with their successes came missteps. The labels didn't know how to cope with the attention they drew or its ramifications: major label interest, wider distri-bution, and the demands of running a professional operation. In the end, with the possible exception of Merge, they lost their indie-ness.

1. Success

BY THEIR OWN ACCOUNTS, the folks who started Sub Pop, Matador, and Merge had no idea what they were in for. The founders of independent labels will tell you that they set up shop because they loved music, and in '88 or '89 it was hard to find the music they loved.

But not all music lovers have their own labels. It seems that something else was driving them: business savvy, and the recognition of a niche market where they could create a sustainable career in music. Mac McCaughan and Laura Ballance of the band Superchunk started the Merge label to put out singles and promote their own bands. In New York, Chris Lombardi left his job at an independent distributor to start Matador, because the music he liked existed off the radar of commercial radio and MTV. And Jonathan Poneman, CEO of Sub Pop, remembers, "At the time, there was this whole feeling that there was stuff going on in this area that wasn't being documented. People wanted to buy Green River records and Soundgarden records and Nirvana records, and we [Poneman and Sub Pop founder Bruce Pavitt] were there to put them there."

Liz Phair once said that you can only "change music" once in your career. And though I am loath to give any credit to her as an artist, she's right, though not in the way she thinks. Exuberant or inventive musicians or producers can change the way music sounds several times over: Michael Jackson's done it, Bob Dylan, Quincy Jones, even Madonna. But changing the entire culture of music is a one night stand -- that's what Phair did, thanks to Matador. And certainly, no one would argue that Nirvana and Sub Pop were not culturally influential.

In 1988 you wouldn't hear a punk band like Big Black played on commercial radio, and the trinity is what changed that. Before the trinity, there were labels like Homestead, SST, and even Touch and Go. But those labels laid lower and were more highly diversified in terms of putting out various offshoots of punk: hard like Black Flag, arty like Sonic Youth, melodic like Hüsker Dü. What differentiated the trinity from the labels that came before was consistency. And that consistency created something that was, at the time, untapped in the record business: brand identity.

You don't know what you're getting when you buy an album released on Warner Bros. Records -- there's no clear musical philosophy associated with the name. But just as there had been a Motown sound, there was a Sub Pop sound, and in 1991, say, you could pick up an album, look at it, listen to it, and know what label put it out. No one would confuse a Matador band with a Sub Pop band. Green River, Soundgarden, and Tad defined Sub Pop, but Sub Pop defined them right back. That made it easy for music lovers to find the kind of music they wanted, and fans rewarded the labels with brand loyalty.

The concept of label identity completely changed the context in which people went record shopping. It was hardly unprecedented. Motown, as mentioned, had done it, and to a certain extent the independent labels that existed before were doing it. SST and Homestead, by the late '80s, were losing their standing. Sonic Youth and Hüsker Dü had jumped to majors, and R.E.M. had proved turncoat with their deal on Warner Bros.

So in that climate, Sub Pop, Matador, and Merge stepped up, and with their credibility and definitive rosters, made themselves contenders. But success can be real or perceived, and the chasm between the two is where the trinity labels were suspended after only a few years in business. Poneman remembers of Sub Pop, "Back in 1990, we had no money. No money, and we were riding this wave of hype and had no idea what we were doing. And we had employed all of these friends, and we did not know what [money] was coming from where."

During Sub Pop's decade-plus run, it's had only a few profitable years: those surrounding the release of Nirvana's Bleach, and the year they partnered with Warner Music Group. Why shouldn't Nirvana have signed a major-label contract fat with money and distribution, though? It was a great opportunity. Sub Pop would probably have been unable to support the kind of success Nirvana would generate. One of the marks of an independent label, after all, is shoddy organization. McCaughan released early Superchunk full-lengths on Matador, before he worked out a deal for all Merge records to be distributed by Touch and Go. He recalls, "I don't think we could have been on a better label when we were on Matador, but they always seemed pretty unorganized. You never really knew what was going on with your record. You didn't know if they were taking out ads, if the record was going to come out on time. It was always down to the wire; they were a much smaller organization then than they are now."

And yet there's anger toward Nirvana for jumping from Sub Pop. Music fans are elitist: We turn on entertainers who move us when they move everyone else too. Popularity deflates our illusions of being unique and special. But good music should be universal, exempt from its context. Lots of people loved Nirvana, and if you loved them on Sub Pop, why not on Universal/Geffen?

The validation of that anger -- whether it's misdirected or not -- is the subsequent raiding of underground scenes by major labels that is, by all accounts, the result of Nirvana's sedition, er, success. McCaughan puts it succinctly: "I think that bands became convinced that anyone could be signed to a major label. Then even the bands that decided not to sign with a major started to deal with indie labels in a dif- ferent way. Bands all of a sudden felt they deserved something, just because a lot of bands were getting money or attention, when they hadn't even put out a record yet! I think it skews your perspective on how the world works."

2. The Majors

SUB POP, MATADOR, AND MERGE were generally dealing with bands that wanted to be on independent labels, and that enjoyed the kind of relationship a small label can offer. But they needed insurance against major-label pilfering: Distribution and promotion are the tender spots a Warner Bros. or an Atlantic can soothe. Furthermore, the trinity labels might have been screwed the other way: If one of their bands got hot, there was no telling if the company could meet the demands of the market.

Financial success is the object of quasi-religious reverence in the U.S. So while it's certainly not a novelty for some artists to start small and get big, while others start small and stay small, the fact that the big money from sleeper-hit albums like Liz Phair's Exile in Guyville or Pavement's Slanted & Enchanted was going to a small label like Matador predictably drew a lot of attention from the majors.

By waking the sleeping giants with all that distortion, the successes of Matador and Sub Pop are directly responsible for outing the underground. With their strong brand identities, they had created an identifiable niche for major labels to colonize. As Sub Pop General Manager Megan Jasper puts it, "The success of bands like Nirvana, Soundgarden, and Sonic Youth made major labels aware that there was something happening that they could have a part of."

So success breeds attention from major corporations, who look to latch onto a farm team from which to cull their "next Nirvana." The first to go was Matador, who partnered with Atlantic in 1993, selling a 49 percent share of the company and retaining creative control. That deal lasted until the end of 1995, and in April 1996 they partnered with Capitol Records with a similar deal.

In 1995, Sub Pop teamed with Warner Music Group. Within the music industry, Warner Bros. is often seen as the most clichéd of the major labels. They reportedly routinely fire young or talented executives who take risks, while continuing to employ workers from the "golden age": folks who did lines off the coffee table with Jethro Tull and haven't signed a band since '83. Their roster includes safe bets like Madonna and the Goo Goo Dolls, so it's no wonder Sub Pop has not had a pleasant relationship with them. There has been a collision of objectives.

While Warner Bros. was looking for the "next Nirvana," along with Nirvana-sized profits, Sub Pop's (and Matador's) goal was to achieve wide distribution and promotion for artists they believed in. But with a major corporation breathing down your neck for a "crossover" band that doesn't exist, the ability to discern what you believe in, musically, can become muddy. According to Poneman, "All I wanted to do was put out records, but at the time there was this logical progression -- we have partners, money, bands; let's try and make this utopia, this great record label -- founded on a basic flawed premise. Nirvana was a fluke. The flawed premise was that there was going to be more where that came from."

Merge was the only one of the trinity that managed to avoid partnering with a major label, and that integrity helped them avoid the pitfalls of success. They benefited and grew due to the attention lavished on independent labels in the immediate post-Nevermind era, but not at the cost of their reputation as a label (they have fallen prey to the temptation of diversification, however, and as a mid-sized label have made some boneheaded electronica act signings). Not that they didn't have the chance to sell out. Explains McCaughan: "You feel as though there are all these opportunities out there that you may be missing out on. There was a point when we would go out to dinner with people. When we were in L.A. one time we had a meeting with Atlantic. There was a guy from Interscope who called a lot that we never actually went out to dinner with. I think after a while people just got the idea that we weren't that interested. And we never really were offered anything that was so mind-blowing that we were like, 'Oh yeah, got to do it! That would be worth giving up total control.'"

Merge still needs to keep an eye on the bottom line, but all in all, they've done pretty well for themselves thanks to a stream of steadily selling bands: Superchunk, Magnetic Fields, and Neutral Milk Hotel, to name a few. In 1994, Merge released two Superchunk albums, and the company turned a profit for the first time. "We do have employees," McCaughan says. "It's not like we are operating out of a dirt shack. But we are on the edge of a cliff situation financially. Certain records do well, but then we are always spending money to put out more records. It's not like there is a foundation building. In other words, it sort of stays around the middle point." McCaughan says the label hasn't needed to borrow large amounts of money, and that they "never have not paid bands on time."

All of which is not to imply that Sub Pop or Matador suffer from M.B.A.s and micromanagers, but perhaps they do suffer from success. In what was either an unconscious effort to appease their major label partners or an act of epic-tragic hubris, Matador and Sub Pop began diluting what had made them great, namely, their identities. Matador began signing electronica bands in 1994 with Pizzicato Five, and later Cornelius and Solex. And while these are all fine groups, they necessarily obfuscated the connotations of the Matador brand, at a time when electronic music was being touted by Rolling Stone as the next big thing. And that still hasn't come to pass in the U.S.

Sub Pop, at this time, was making random and inscrutable choices as well; the Jesus and Mary Chain were not only clearly a departure from the Sub Pop brand, but they had been putting out forgettable albums. And the breakup of Velocity Girl left Sub Pop without a "crossover" band. In the nuclear winter of the post-grunge Seattle music scene, who, exactly, ought they have signed? "I got burned out on listening to fifth-rate Mudhoney imitations," explains Poneman. "There were a lot of bands that were trying to sound like Nirvana or Alice in Chains. All these bands that were suburban metal bands, who decided to slow down their tempos and become grunge. God bless them, but I really didn't want to be involved with that. So we abandoned the trademark sound."

Adds Jasper, "Sub Pop diversified not just with its sound, but with the look of the records -- you couldn't look at a record and know immediately it was a Sub Pop record anymore. I don't think it ever felt in-house like the label suffered from an identity crisis, but to the consumer it did."

By signing bands that deviated from the brand sound they had cultivated, Matador and Sub Pop were able to disinterest and disappoint their loyal consumer base and lose the perception of their association with the Zeitgeist, which had made them so attractive to the majors in the first place. Relationships became strained. The "next Nirvana" was not forthcoming, at least not from these labels. By diversifying, they had actually remade themselves in the image of the majors.

So the bridge was made from the hoipolloi of self-releasing bands and "my parent's basement" labels to the multi-leveled corporate culture brokers by Matador and Sub Pop: The midstream was born.

3. Rock Bottom

IN APRIL OF THIS YEAR, Matador got out of its deal with Capitol Records. "That was the benefit of having a terrific contract and being highly desirable at the time," says Lombardi. "[Only] 49 percent was sold, so we would have complete control. One thing we planned on when we did this deal was keeping Matador intact and not changing the way we did things. We wanted to build the company, and not sell out." He points the finger outward, acknowledging that there are other labels that did sell out, and who were "decimated from that. We took what we needed without stealing completely from the majors, so that they would ultimately swallow up their investment to recoup their losses. That is why we are still alive today, and those other labels have become shells of companies. Being a sell-out is making money from a multi-national corporation, but the fact is, we only lost money from a multi-national corporation. So I don't think we ever sold out. We took, took, took; so we should be heroes."

Lombardi paints himself as immune from economic directives, but Matador has had to split with some of its longtime artists who were not financially viable, reputedly as a result of pressure from Capitol. Railroad Jerk were signed to Matador from 1989 until 1997, at which point Matador optioned not to keep them on the label. Railroad Jerk's Marcellus Hall says he isn't bitter: "We weren't making money for them, and they had to make changes in the system. But it was understood that a lot of bands weren't making money for them. It made sense for them to drop us first, though, probably because we'd had our chances. You can't make demands when it comes to things like loyalty. Bitterness, loyalty -- it doesn't matter when you're talking about business."

Ultimately, it's disingenuous to imply that Matador is still a start-up business run on handshakes with good friends. Whether they admit it or not (and they will not), Matador and Sub Pop are beyond the point of loyalty. They have full staffs, nice offices, overhead... in short, they are companies. Each has outgrown independence in its own way -- in the most literal sense they became dependent on major labels for promoting certain artists. And while there is still an underground music scene, the trinity of independent labels has become removed from it.

Merge has remained the least bloated and the most stable, probably because McCaughan and Ballance have had to split their focus between the label and Superchunk. As McCaughan puts it, "One of the main advantages of being a label our size is that we know how to spend small amounts of money. Once [a label] gets to a certain level, it's not in their ability to only spend $5,000 putting out a record. In other words, there is a line below which they can't operate. They have too many people working for them. Majors seem to do things only on one scale, which is a detriment to the band."

Some of those bad habits rubbed off on Sub Pop. They began to colonize music scenes outside of Seattle, taking on extraneous weight. "We had offices in London, Boston, and Toronto. Amazingly unnecessary," admits Poneman. "There was this whole idea that all of a sudden people were going to be interested in buying good music. It will never happen. But when Nirvana became as huge as they did, and there were other bands that were doing reasonably well, we thought, 'Wow, maybe things are changing?'"

Under all that weight, it's easy to see why the internal structure of Sub Pop began to falter. There is a sense that the signings at that time were unfocused, as mentioned above. And of the trinity labels, Sub Pop most lost sight of what had once been their brand identity.

Poneman calls 1997 "very traumatic. I did not realize this at the time, but I was really depressed. I felt powerless and adrift, and I was totally isolated from the process. In my case, there were all these political interactions going on that I was unaware of." He's referring to the now-infamous Sub Pop firings. Sub Pop was having trouble dealing with the bureaucracy at Warner Bros., and Poneman was supposed to meet with executives to discuss refocusing their relationship. But because of Sub Pop's own bureaucracy, some of the label's frustrated employees put together a "memo," a petition really, detailing concerns about mismanagement, which they were planning to send to Warner Bros. -- going over Poneman's head.

"Practically speaking, it was very threatening," remembers Poneman. "They were going to go to Warner because they felt they couldn't go to me." He found out about the memo before it went to Warner Bros., and fired five people assumed to have been a part of its writing. "I fired the memo writers in an act of freaked-outedness. Sub Pop's agenda got too diluted. We had ceased to be a functioning entity. I regret that whole era, because I think Sub Pop became something that it never was supposed to be. At the time, there were a lot of people shuffling paper, being overpaid."

4. Adjustments

IN OCTOBER 1989, the Billboard Top 10 included Aerosmith, Mötley Crüe, and the New Kids on the Block. In October 1999, the same chart included Kid Rock, Limp Bizkit, and the Backstreet Boys. So in a sense, it's been the best of times and the worst of times. It's been 10 years, three labels, one underground, and millions of dollars. And look at the music people are buying: Nothing has changed.

But everything has changed. The major labels still reserve most of the power, because they have the economic luxury of artistic indifference. They are ultimately protean: They morph to engulf any trend that might turn a profit. And the smallest labels continue to make handshake deals to put out their friends' bands' CDs. Internet labels are waiting around for a breakthrough. And then there's the midstream, led by Sub Pop, Matador, and Merge, the trinity of labels who have seen their time come and go and come again, perhaps.

Sub Pop is trying to rebuild its brand as a rock label, says Poneman. "I don't think we were sitting around a table one day and said, 'Let's sign some rock bands!' But to the extent that you go, 'I haven't had broccoli in a long time; I really want some broccoli' -- you go to the store and pick up some goddamned broccoli and steam it up!"

Jasper jokes, "He's keeping the rock in broccoli."

It's a telling analogy, especially since, to be literal, you wouldn't want a rock in your broccoli. It looks like they're hedging in hopes that rock will roll around the trendmill again. But in a sense it already has, with Korn et al., and Sub Pop is none the better for it. For a "rock label," though, losing mainstays like the Supersuckers or the Fastbacks must mean trouble.

Not according to Jasper. "I think right now Sub Pop is at a point where it has settled. And we have a pretty healthy roster in the sense that we have great artists and a lot of new artists, but a lot of them are rock, and that's what people originally thought of Sub Pop as being."

Matador is also subject to rumblings about its direction. Pavement have recorded the five albums of their reported deal, and Stephen Malkmus has hinted on MTV online that Pavement may not record together again. (Matador won't comment on Pavement's status with the label.) With Liz Phair's defection to Capitol, Matador has branched out into electronica and hiphop to varying degrees of success. "We might be fortunate to benefit from 'brand loyalty,' but I reject the notion that we have ever built an identifiable sound," says Cosloy. "The Shams and the Unsane? Pizzicato Five and Mecca Normal? I fail to see how working with visionaries like Cornelius and the Arsonists has done anything but enhance our reputation."

Except that Matador isn't a hiphop or dance label. They're not on the same radar as hiphop's No Limit, so who benefits? Not the artists, because Matador's audience isn't looking for hiphop, and really, what do they know about handling rappers? Dance fans don't look to Matador for the latest beats, either. The same can be said of Sub Pop's or Merge's forays into genre "diversity." Midstream record buyers are looking for specific things from each label, and if they don't get what they want, they'll look elsewhere.

The reputation of the trinity labels is in question because their connection to independent music is now so loosely tethered. In part, fans are under the spell of nostalgic elitism about underground music, an "everything was better then" revisionist history. The unattainable past is so seductive because it creates a mythologically cohesive underground to fuel the frustration with today's piecemeal scenes.

There is always an underground, just as there is always a mainstream. They're parallel lines. Now, due to the successes and failures of Sub Pop, Matador, and Merge, there's a midstream too, an intermediate level of cultural recognition. Not too big, not too little, maybe just right? Each has recently released artistically sound and financially viable records. Merge released the highly acclaimed (and costly) three-CD set of Magnetic Fields' 69 Love Songs. Matador scored with the coveted Scottish band Mogwai, and Sub Pop should do well with the superlative Love as Laughter.

Instead of suffering middle-child syndrome, throwing tantrums about being accused of selling out while clearly trying to make money, or stubbornly refusing to acknowledge their current status, the trinity labels might stand up and be proud of notching the bedpost of the music industry. By sleeping with the enemy or through sheer ambition, they've created a new, viable status for cultural output: music that supports itself, if just barely, and is widely appealing, without becoming watered down by mainstream imperatives.

But Sub Pop, Matador, and Merge are in denial. If the labels would only acknowledge their midstream status and stop clinging to their independent pasts -- and if they'd quit aspiring, redefining, and bandwagoneering -- the trinity could settle back into their original goals: making good music easy to find.