Despite the exhortation of this LP's title and another in "Feelin' Satisfied" to "take a chance on rock 'n' roll," Don't Look Back isn't a departure from, but a consolidation of, the sound introduced on Boston's dazzling debut album. Once again, mastermind Tom Scholz has marshaled a Mormon Tabernacle Choir of guitars, reworking almost imperceptibly his rich weave of ringing acoustic tones, piercing electric notes and low-register but high-voltage riffs, All in all, the group might just as well have taken its cue from Chicago, another band named after a city (I'm still waiting for Terre Haute), and dubbed this record Boston II.

Of course, only a fool would kill the goose that laid the golden eggs: at last count, Boston's first LP had sold over six million units. Fools like Bob Dylan, Neil Young and David Bowie have made great music by refusing to repeat themselves, by deliberately frustrating the expectations of their fans and their record companies. But Boston doesn't lay claim to greatness–indeed, the group's modesty is among its greatest charms. And Don't Look Back is a lot less redundant than, say, Bruce Springsteen's latest bid for immortality.

And a lot less pretentious. In "It's Easy," vocalist Brad Delp actually admits, "I believe what we achieve will soon be left behind." Ostensibly, he's addressing a woman, trying to con her into a one-night stand, but many of Boston's songs, beginning with "More than a Feeling," their first gargantuan hit, are about music as much as, if not more than, they are about women. And Don't Look Back is most compelling when it confronts, directly or obliquely, the problems posed by its own making.

I suspect the album took more than two years to wrap up because Scholz was scared shitless. He must have realized the band didn't especially deserve the staggering success into which it stumbled. I mean, here was a guy who still revered the James Gang! And what about all those dues you're supposed to pay? Instead of replying, with the arrogance of a natural-born rocker, "Dues are for Elks!" Scholz went so far as to concoct, on Boston's first record, a song ascribing to the group an utterly fictitious history of hard times, during which it "barely made enough to survive." Surely Polaroid, whose employ Scholz left only after "More than a Feeling" was safely ensconced on the charts, doesn't pay that poorly.

Anyway, Don't Look Back is shot through with Scholz' anxieties. The lyrics are preoccupied with failing to measure up, with failing to be a man. "A Man I'll Never Be" wishes, "If only I could find a way/I'd feel like I'm the man you believe I am." Amid its pleasant jingle of acoustic guitars, "Used to Bad News," a charming, rather Beatles-like song written by Delp, protests, "I've been used, but I'm takin' it like a man." And how's this, from Scholz' "It's Easy," for a timid come-on: "I won't hide if you decide to let me be your man"?

Boston is a bunch of wimps, I mean that as a compliment, especially when contrasted to the macho bluster of Foreigner, another overnight rock sensation, but one much less deserving. Tom Scholz' band is too sensitive (again, I come to praise Boston, not to bury them) to boogie with conviction, and when they crank up the tempo and decibels on the new LP, they sound slightly ridiculous. Tracks like "Party" and "Feelin' Satisfied" are throwaways, but they're there for a purpose: when "More than a Feeling" became a monster and Boston took to the road, they found that their first album, conceived and executed in the solipsistic privacy of Scholz' basement, didn't always translate well to the stage. The early concerts were embarrassing because they showcased so little of the talent displayed on the record. (When I, among other reviewers, lamented this, a stung Scholz singled me out in the pages of another magazine as the critic he hated most.) So the hot-and-heavy numbers on Don't Look Back seem to have been designed with stadiums in mind, allowing plenty of space for Delp's cock-of-the-walk routine and a clapping crowd. But what works onstage often falls flat in one's living room.

Don't Look Back's better songs are openly apprehensive. The title track, though officially optimistic about the road that lies ahead, segues into a brief instrumental entitled "The Journey," whose churchy organ and ghostly guitars sound almost as eerie and alienated as some of Bowie's recent work. In fact, "Don't Look Back" is a palpable lie, because Scholz is always looking back: to the "dream of a girl I used to know" in "More than a Feeling," to "that same old feeling I had in my younger days" in "It's Easy." (One of the things that makes Boston's music poignant is its premature nostalgia. At thirty, Scholz has at least a few good years left.) The new LP is rife with such contradictions. "Don't Look Back" asserts, "I'm much too strong not to compromise," yet "A Man I'll Never Be" confesses defeat: "I can't get any stronger." The title of "Feelin' Satisfied" is self-explanatory, but it's belied by another line from "A Man I'll Never Be": "Emotions can't be satisfied."

"A Man I'll Never Be" both distills and expands upon this note of despair, which contrasts with the architectural magnificence of the song's musical accomplishments. If Phil Spector erected walls of sound, Tom Scholz constructs cathedrals. He builds his songs brick by brick, overdubbing layer upon layer of guitar and using Brad Delp's multitracked vocals as more masonry still. He piles fifths upon thirds, octave upon octave, Ossa on Pelion, until every conceivable harmonic hole is plugged–and then he tops even that. The most uplifting moment (among many) in "More than a Feeling" occurs at the tail end of the last verse, when Delp's voice, already ethereally high, slides into the echoing empyrean. It's the star on the Christmas tree, the cross atop the already dizzyingly lofty steeple.

"A Man I'll Never Be," nearly seven stately minutes long, towers above "More than a Feeling" and is steeped in a majestic religiosity reminiscent of Procol Harum's "A Whiter Shade of Pale." Even as Delp complains he "can't climb any higher," can never live up to his lover's image of him, Scholz adds yet another stack of keyboards or guitars to the edifice. The song arches ever upward only to be broken repeatedly by a somber, rumbling guitar riff whose eloquence reminds me of Jimi Hendrix' "1983... (A Merman I Should Turn to Be)." And at the foundation, there's always the sleepless, restless thrust of Fran Sheehan's (or is it Scholz'?) bass, underlining unpredictable chord progressions until, at the final climax, it throbs with the famous ascending pulse of the Supremes' "Stop! In the Name of Love."

At this point, Boston has no choice but to stop either, for indeed they can't climb any higher. On an album that is otherwise a somewhat disappointing collection of retreads and disposables, they have raised their own "Stairway to Heaven." (RS 275)

KEN EMERSON