Again working with John Leckie on production, the Fall's third Beggars album, Bend Sinister, was a distinctly down affair -- not that the Fall were ever a shiny happy band, of course, but both music and lyrics seemed like a darker corner to dwell in.

Happily there was no worry that the Fall would ever go goth; one suspects Mark E.

Smith would rather have his tongue removed.

Still, opening track "R.O.D." makes for a distinctly lower-key start in comparison to recent leadoffs like "Lay of the Land" and "Bombast," almost sounding a bit like fellow Mancunian legends Joy Division, Smith's lyric his own depressing vision of a beast slouching toward Bethlehem.

Leckie's production emphasizes space in the recording, while the band as a whole sounds generally more deliberate and understated, even Craig Scanlon's guitar not leaping quite as much to trebly life as is normally the case.

Songs like "Gross Chapel - British Grenadiers" favor Steve Hanley's bass work as much as anything, while the almost industrial/hip-hop beat of "US 80's-90's" sets the tone for a glowering vision of the States from, as Smith puts it, "the big-shot original rapper." Elsewhere, there's Smith's vision of the eternal outsider comes to life once again -- "Shoulder Pads 1," a hardly disguised sneer against being surrounded by people who "can't tell Lou Reed from Doug Yule," for all that there's a slightly quirky arrangement thanks to Simon Rogers' keyboards.

Still, there are certainly moments of sheer fun -- in keeping with the band's regular ear for good cover versions, this time around psych-era obscurities the Other Half get the nod with a brisk rip through the obvious drug references of "Mr.

Pharmacist." Brix again shares vocal leads with Smith at various points, notably "Dktr.

Faustus," a distinctly reworked version of that particular legend that turns into a frantic, audibly unhappy dance groove.