Listening to Automatic for the People, R.E.M.'s ninth album, you get the sense that the band has grown up a lot in the past decade. Since they released Chronic Town in 1982, R.E.M. has tried many different approaches--from the jangle of Murmur to the spook of Fables of the Reconstruction to the electricity of Document and Green.

But Automatic for the people--whose 12 songs are mostly slow, mostly acoustic and mostly sad--represents the band's most significant step forward. The record confronts human emotions--love, grief, fear and hope--through some of the most beautiful melodies R.E.M. has ever composed. It presents them with incredibly rich instrumentation and exceptional craft. Automatic for the people is a magnificent piece of work.

"Drive," the first song, immediately signals this change in R.E.M.'s emphasis. The metallic guitar-picking of Chronic Town has been replaced with an intimate layered sound--Peter Buck's brooding acoustic strumming, Mike Mills' subdued bass and ex-Led Zeppelin member John Paul Jones' rich string arrangement. Singer Michael Stipe, meanwhile, provides a compelling vocal that aches for carefree youngers years. This is definitely an older Stipe speaking. In Murmur's "Catapult" from 1983, he ponders childhood ("We were little boys/We were little girls...Did we miss anything?"). Now, ten years later, it's early adulthood he recalls ("Hey kids, rock and roll/Nobody tells you where to go") as he laments the passage of time in the chorus ("Maybe you rocked around the clock/Tick...Tock.../Tick...Tock...").

An image of death is explored in "Try Not To breathe," a song that flows like "Half a World Away" from Out of Time but carries a much sadder message. Stipe sings of a man who has lived a long life and is ready to die--a man whom Stipe himself resembles in a picture in the liner notes: The Singer's lifeless eyes, embedded in a scarred, wrinkled face, peer from inside a hooded jacket. In "Breathe," the elderly man's "eyes are the eyes of the old"--the eyes of the hooded Stipe. "I will hold my breath until these shivers subside," he sings. "Just look in my eyes." This stuff is light-years from "Shiny Happy People."

Never before has R.E.M. addressed death so directly--and so poignantly. Songs like "Try Not To Breathe" and the ominous "Sweetness Follows" wouldn't have fit on any previous R.E.M. album. Emotions--especially the sad kind--run high throughout Automatic for the people. That's not to say, however, that the whole disc is just death music.

"The Sidewinder Sleeps Tonite," for example, is a happy upbeat piece about virtually nothing that has Stipe singing faster and higher than he's used to. He blazes through the chorus ("I won't even try to wake her up"), sings of "black-eyed peas, some Nescafe and ice," and chuckles through "reading from Dr. Seuss." Strings and Buck's guitar adorn the song nicely.

Another of the few fast tracks on Automatic, "Ignoreland," lambastes the Republicans for "Wrecking all things virtuous and true" in the past 12 years. In a slightly distorted vocal that struggles behind layers of instrumentation, Stipe admits that his lyrics are "vitriol," but feels "better having screamed" about the GOP menace.

Stipe also has fun in the straight-forward "Man on the Moon," a song about Andy Kaufman traipsing around in heaven, Twangs of R.E.M.'s country roots combine with Mike Mills' cool harmonies, Stipe's Elvis impersonation and a funky guitar solo from peter Buck to produce a catchy little tune.

A couple of songs on Automatic for the people are unlike anything else we've ever heard from R.E.M. The first is "Everybody Hurts," a moving waltz that exceeds even Simon and Garfunkel's "Bridge Over Troubled Water" and James Taylor's rendition of "You've Got a Friend" on the sentimental scale. Stipe's voice is surprisingly sweet and steady in this inspiring ballad: "When you feel like letting go/When you think you've had too much/Of this life/Hang on." A little sappy? Yes. But with Stipe's masterful voice, swirling strings and rich guitars, it's a powerful song nevertheless.

"Star Me Kitten" and "New Orleans Instrumental No. 1" are somewhat less successful experiments. "Star" is a slow, soft jazzy piece--with a few guitar and bass notes and occasional cymbals--that drags along with a breathy Stipe vocal ("I am your possession/So fuck me kitten"). In the background is a hovering "ah" that endures throughout the three minutes and 16 seconds. Lazy "New Orleans" is a two-minutes ditty with reverberating guitars and sorrowful strings.

The best song of the album is "Nightswimming," the second-to-last. This magical effort--a gorgeous piano-and-cello-driven recollection of skinny-dipping with old high school friends--captures Automatic for the people's lost youth theme with passion and energy. Stipe's performance is poetic. His voice is innocent, soulful, beautiful; his lyrics are filled with gut-wrenching imagery of times long gone. And the vocals run along independent of the musical score, imparting a wonderful feeling of nightswimming--of youthful bliss.

Sorrow, yearning and longing are central themes on Automatic for the people. The album's last song, "Find the River," offers a dose of reserved optimism, with a hopeful piano and comforting guitar-strumming and lyrics. Stipe's last line is the happiest of them all: "All of this is coming your way." And he does send a lot out way in the most intense 49 minutes of music R.E.M. has ever recorded. Automatic for the people is not to be missed.