In pop music there is such a thing as being too fucking smart for your own good, and Don and David Was certainly fit that bill. It's no accident that What Up, Dog? – the third and best album by Was (Not Was) – is being released on the group's third record label: the band's razor-sharp amalgam of soul, rock and dance music doesn't fit into any radio format currently known (at least on this planet). And the lyrics speak – in a voice ranging from bemusement to disgust – of a world inhabited by mooks, morons and maggots.

The creative and performing axis of Was (Not Was) is an unlikely yet remarkably well-matched quartet composed of lead vocalists Harry Bowens and Sweet Pea Atkinson and songwriters and instrumentalists Don Was (Donald Fagenson) and David Was (David Weiss). A floating entourage of sidemen make up the rest of the band, which tends to average somewhere around ten members in performance and on video.

Atkinson, who used to work on a Chrysler assembly line, is a smokyvoiced soul belter in the tradition of Wilson Pickett; Bowens formerly worked with the O'Jays, and if his singing style invites a comparison, it is to Phillipe Wynne, the late Spinners vocalist. As a vocal team, Atkinson and Bowens may be the most potent one-two punch currently recording.

As producers and songwriters, Fagenson and Weiss have elected to tread a path blazed by early white pop creators like Leiber and Stoller and Phil Spector, who relied on a regular clutch of vocalists and musicians – usually black – to be their voice and face. But if their progenitors set their compass by the pop charts, Was (Not Was) motors without a road map.

Among the snapshots from the road are "11 Miles an Hour," dealing with John Kennedy's assassination, and the album's title track, which focuses on America's current passion for pit bulls.

Not exactly the stuff of pop standards. But one suspects that it was precisely the world portrayed in those pre-Vietnam paeans to teenage love – a warm world of sunset-lit beaches, true romance and a girl who smelled nice – that Fagenson and Weiss wanted to live in when they grew up. What do you do, then, when you return to the beach you went to as a kid and find there's so much trash in the water that no one can go swimming?

Despite it all, Was (Not Was) can still muster up its own green world. On "Somewhere in America There's a Street Named After My Dad," Don and David Was dream of a place where there is still "truth and compassion." And on "Anything Can Happen," the album's masterpiece and a true pop gem, there is even love for the disillusioned.

So what will become of Was (Not Was)? Is What Up, Dog? another outstanding and intelligent album that no one will hear? Probably. The voice of disenchantment and real longing is one rarely heard on the radio. But that last vestige of faith and romance that flickers determinedly in its music makes you pull for Was (Not Was). (RS 536)

FRED GOODMAN