Up and down.

Up * REM * Warner Bros.

Drummer Bill Berry did the right thing by leaving. After reaching its career peak with Automatic For the People, REM has been recycling itself with diminishing rewards. Monster was mediocre grunge, the tour worse, and when New Adventures in Hi-Fi continued to downplay the band's melodic strengths, the cult heroes' once-massive mainstream audience turned to Hootie. Check any used CD store and you'll find as many returned copies of Monster as you will of anything by Paula Abdul.

Sounding more like a collection of oddball B-sides than the work of crowd-pleasers not long ago considered America's fined rockers, Up is unlikely to win back many fans. It lacks percussive propulsion, guitar grit, or hummable hooks--the very stuff that endeared these otherwise experimental mumblers to millions. Nothing sounds like a hit, particularly in the current youth/pop/junk-food-funk radio climate. Yet this time around REM seems resigned to its fallen status, as if deliberately nurturing disappointment, and that difference makes for individual--albeit uncommercial--art.

Without much drumming, volume, or speed, the remaining trio get intimate. Being that this is REM, that intimacy is oblique, as if someone is whispering so near to your ear, you can't understand what they're saying but you're tickled by the close contact. It could be that Michael Stipe--an executive producer of Todd Haynes's Velvet Goldmine--has been absorbing the uneasy atmospherics of early Roxy Music or that Peter Buck's instrumental side project Tuatara has given this guitarist a taste of the textures that can be achieved when rock bravado is abandoned. (Tuatara drummer Barrett Martin adds vibes and odd rattles, while Beck skin-beater Joey Waronker lends a few brush strokes.)

Picking up where the quieter moments of New Adventures left off, the Up is a more engrossing album than its predecessor not because the songs are better but because it's more of a piece, almost to its detriment. There are no anthems here. The arrangements are reminiscent of chamber music. This isn't the electronica album that advance reports suggested. Drones and drum machines are in evidence, as is a techno influence, but here the old analog synthesizers now back in vogue are played as if they're ancient folk instruments--employed for moody texture, not mechanical buzz.

Any attempt to get a quick read on the lyrics is similarly thwarted. The tempos may have slowed to a crawl, but Stipe still seems bitter and now more remote than ever, even if producer Pat McCarthy, who engineered Madonna's Ray of Light, features Stipe's now-rote singsong bray high in the mix. Audibility hasn't made this abstractionist aficionado comprehensible. Despite lyrics that seem to be about actual relationships, there are few admissions, even if he does at one point sing, "I have given myself away." Up may present a coherent personality, but despite the hushed insinuations the result never quite gets personal.

Walters is a pop-music critic for The Advocate.