...AND THEN THERE WERE THREE...

OK, this sounds like Genesis, sort of, but spot the number of songs over 6 minutes. That'll be just the one, then.

Listen out for the theatricals.

*crickets*.

"I don't want to beat about the bush, but none of us are getting any younger. There's people out there who could take your place. A more commercial view! A fresher face!"

This accounts for the *gasp* accessible nature of this album - of course, it could be argued that Genesis progressed towards this approach... The lyrics to "Down and Out" spell it out further; "You and I both knew the score, you can't go on like this forever."

Lyrically, this is the most intimate Genesis album to date - and musically, too - the melodies are strong, and show the path that the trio would follow on the next album, as well as plundering heavily from the illustrious past of Banks and Rutherford's baby.

Rhythmically, "Down and Out" hiccups like a thing demented during the verses in a vain attempt, it would seem, to preserve a continuity between "old Genesis" and "new". I could care a whole lot less about the odd time signature being used - it sounds like a dance for Jake the Peg, and since it all hinges around a monotonous pedal point, it just sounds like old ideas being recycled badly. Even Phil's drumming sounds mechanical and uninspired, with occasional insane flurries as if to say "listen guys, we still play complicated stuff!". The dramatic chorus hovers around pedal points too, creating a big "symphonic" sound, but at the expense of musicality, and Tony Banks keyboard solo winds up and down pointless scales.

That said, there is a pleasing overall tone to the piece, and the melancholy vibe fits the autobiographical lyrics down to the ground.

When "Undertow" kicks in, I remember the point at which I gave up on this album on its release - oh no, not another "Ripples", I thought!

To be fair, it isn't another Ripples, as it is a lot more sophisticated, and spine-tinglingly autobiographical in places; "Stand up to the blow that fate has struck upon you, Make the most of all you still have coming to you". It does come across as a radio- friendly ballad - but, I'm pleased to say, there is a lot more life in this old dog; While obviously gunning for the bigwig-pleasers, Genesis maintained a fair level of musical quality in here.

"Ballad of Big", however, represents a drop in quality. The story is entertaining, about the bully who receives an important lesson in humilty from a tribe of Indians, but the music is insipid and doesn't tell the story, rather it provides a meandering and plodding backdrop to it. First real turkey on the album.

"Snowbound" begins like another "Ripples" - but with a suitable dose of icy production and arrangement. The chorus reminds me a little of Radiohead's "The Tourist", only instead of "Hey, man, slow down", the lyrics run "Hey, there's a snow man", and the entire song is weaker than Radiohead's monster, robbed of momentum by the arrangement on the line "Filled with the love of all who lie so deep".

"Burning Rope" kind of has that early Genesis sound, with an attractive melody that quickly grows old once you've heard it more than twice, but is an ear-opener the first few times. The instrumental section is pretty good, although a little artificial feeling in places. Rutherford turns in a respectable if unremarkable solo, the proceedings dominated, as usual, by Banks' keyboards and Collins' rhythms.

Essentially another autobiographical song ("You're old and disillusioned now as you realise at last, That all all you have accomplished here will have soon all turned to dust. You dream of a future after life, well that's a maybe, I don't know.").

What seems like a cry to the pioneering spirit continues the "cowboy" theme introduced in "Ballad of Big" - "Deep in the Motherlode" looks back to the Genesis glory days musically, while urging "Go West, young man", and similar variations on the "tomorrow never comes" theme that pervades the lyrics. The rather lugubrious song gives way to a musical highlight in the shape of a bridge that describes the tough journey that lies behind the romantic notion of the escape to pastures new. Rutherford's guitar really hits the spot here, and the musical journey takes new shape that could have been extended much longer... if only...

Another pop ballad follows in "Many too Many", packed full of arcing melody and singalong chorus, which lyrically continues the underlying themes of the album. This is a strong song, with the hunger of a rock band not really knowing what they're trying to achieve, but at the same time, having something to write about.

"Scenes From a Night Dream" is way to jolly for my taste, and seems like it comes from a different session - although the off-kilter riff ties in with that of "Down and Out". Album filler, made for the skip button. Poor little Nemo indeed.

"Say it's Alright Joe" is a late night in the bar atmospheric killer of a tune, back on the thematic lyrical track, and fully worthy of the name Genesis, which suddenly explodes into a rocker. The only real problem is that this track is too short (and feels it), but then we have six whole minutes of "The Lady Lies", which is the absolute highlight of this album, in a more "classic" Genesis style.

We wrap up with "Follow You, Follow Me", another Phil special of a pop song - I've never been keen on this one, although the instrumental breaks are nice. Essentially, it's a love song, but there is also a flavour of cameraderie and a continuation of the theme of sticking with it whatever the weather.

So in summary, a Progressive Pop album - the pivotal point in Genesis' career between old and new, with plenty of flavours of both, and only a few duff moments. For this reason, this album is not likely to be considered a masterpiece by many - but it has got an awful lot going for it on the Prog front, as well as being accessible to a non-Prog audience. Lyrically, as pointed out, there is a strong concept running through the album - perhaps accidentally, since particular themes are constantly revisited in the manner of a lyricist with recurring thoughts, doubts, fears and resolutions - but a concept nonetheless.

"ATTWT" has never been a favourite of mine in the Genesis back catalogue, and I was fully prepared to give it a rating of 3, or even 2 - but that would be only in comparison with the great material that this band put out in earlier years.

Compared to most, and especially for the time this was released, this is an interesting album combining progressive rock and introducing a new slant to progressive pop. Contrary to many opinions, it's not even a hint of the Neo-Prog movement that was to come, except, maybe, in the personal intimacy of the lyrics - something Prog Rock was never particularly renowned for previously.

On the strength of the better material, therefore, I think this album deserves a score of 3.5/5 - it definitely an album that should be listened to by anyone who considers themselves a fan of Prog rock, and one that should be owned by any fan of Genesis - and it's worth dusting it off every now and again as a "winding down" listen.

Rounded up to 4 - not really essential, but very worth a listen.

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