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R.E.M. was an indie band for only one single, 17 long years ago, yet they birthed the movement known as "indie rock," even more so than the Replacements, HYsker DY and others. The term doesn't really mean music released without major-label ties; it has more to do with a sound -- one that's homemade, crafted in a bedroom, done when the rest of the world is off at work or sound asleep. It's music made solely for its creator; the audience is secondary to the process, though if you happen to identify with it, feel it in your bones, then welcome to the club.

Yet Michael Stipe, Peter Buck, Mike Mills and Bill Berry were not so revolutionary as rock-crit history would portray them; they didn't change the world, not even when they went platinum with 1987's Document. Their earliest releases were Southern rock of a melancholy variety, the Byrds as played by young men raised on punk rock's promise. Chronic Town, Murmur and the masterful Reckoning were beautiful, lush but never opulent, beckoning even as Stipe mumbled his tenebrous poetry beneath Buck's learn-as-you-go guitar playing. R.E.M. turned pedestrian rock and roll into the stuff of art. Never before had anything so pretentious sounded so fragile, roughhewn. Their rock and roll was almost like folk music. It belonged on a front porch. Too bad it didn't stay there.

As soon as R.E.M. hit the arenas a decade ago, in support of Green, they felt the need to turn it up in order to make themselves heard in the back row. There were a few steps back toward home along the way (1992's Automatic for the People remains this decade's masterpiece, offering proof you can whisper and rock all at once). But 1994's Monster and 1996's New Adventures in Hi-Fi proved they had lingered too long in the sheds. The group's music, once so delicate and so approachable, began to crumble beneath all those Buck guitar solos and Stipe poses. Suddenly, it all felt like noise and affectation. They had become an R.E.M. tribute band.

So perhaps the abrupt departure of drummer Bill Berry last year is indeed the best thing that could have happened to R.E.M. Instead of just making one more al-bum to fulfill its $80-million deal with Warner Bros., R.E.M. was forced to reconsider its position, to face its future -- or its demise. And so Up, its 11th full-length release, becomes a true new adventure in hi-fi for a band of veterans. It's where they pick up and move on, where they pare down the sound so that it once again feels like something cut in the bedroom. As such, it's the most intimate outing by a superstar act since Bruce Springsteen's Nebraska.

On Up, Berry has been replaced, in only the most rudimentary sense of the word, by Buck's Tuatara band mate Barrett Martin and Beck's drummer Joey Waronker; also fleshing things out are ex-Young Fresh Fellow Scott McCaughey and veteran indie-rock producer John Keane. But the sound they make is not a completely unfamiliar one. The songs are simply expanded and contracted in the right parts, keyboards murmur in the background until they sound like a heartbeat; imagine "Man in the Moon" merged with "Country Feedback" and the ground in between. It's the sound made when Southerners discover the world is theirs. When Stipe beckons you to "sing along" on "Diminished," finally he sounds like a man wanting you to join in.

Sometimes Up rocks: "Sad Professor" resembles a Who song, down to its fall-down-drunk imagery and windmill guitar chimes. Sometimes it literally howls: "Hope" mutates into an overwhelming drone at its climax, unleashing unsettling white noise until it's almost unbearable. Imagine standing behind an airplane when it takes off. It's a perfect song for Stipe's more-audible-than-normal lyrics (included in a lyric sheet for the first time): "I'm lost in the confusion," he sings, his timbre flat yet gorgeous. "And it doesn't seem to matter."

There is no way R.E.M. could have toured in support of Up. To perform material this intimate in an arena would be like dropping a pebble into the Grand Canyon. Even the disc's more uplifting moments are sad, quiet, unabashed: When Stipe sings, "I remember standing alone trying to forget you," on "You in the Air," one can almost hear his heart break. "At My Most Beautiful" perhaps offers Up's most revealing moment. It sounds as though it was lifted straight from Pet Sounds, right down to the pretty, doo-doo-doo-waaah harmonies, and the piano, timpani, bass and harmonica intro. "I found a way to make you smile," Stipe sings, as if through a smile. "At my most beautiful I'll count your eyelashes / Secretly."

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Seth Hurwitz
Craig D. Lindsey
Contact: Craig D. Lindsey
Hobart Rowland
Bob Ruggiero has been writing about music, books, visual arts and entertainment for the Houston Press since 1997, with an emphasis on classic rock. He used to have an incredible and luxurious mullet in college as well. He is the author of the band biography Slippin’ Out of Darkness: The Story of WAR.
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David Simutis
Robert Wilonsky
Contact: Robert Wilonsky