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For the better part of the `80s, R.E.M. helped define the parameters of so-called ”alternative” rock.

The Athens, Ga., band`s homegrown simplicity and uncompromising intelligence, combined with a steady rise in popularity, helped galvanize the independent, underground scene in America, a loose network of noncommercial radio stations, small record companies, fanzines and discerning, mostly college-age listeners. By the end of the decade, this constituency had become a tastemaking force in the music industry, influencing the direction of the major labels and occasionally infiltrating the top 40.

But by 1989, R.E.M.`s ”alternative” sound had gone well beyond the infiltration stage, and was filling almost as many arenas as Madonna and Phil Collins. After their seventh album, ”Green,” sold 2 million copies, the quartet faced an interesting challenge. When it came time to record a follow- up last summer, says guitarist Peter Buck, ”We had to figure out how to top the last record and to do it in kind of a rational way.”

Self-conscious ex-college students that they are, the members of R.E.M. weren`t interested in following the record-industry`s definition of

”rational,” which would`ve been to repeat the formula on ”Green.”

Instead, the band made a 180-degree turn with ”Out of Time” (Warner Brothers).

The new album marks the group`s most extensive use ever of guest musicians, strings, horns and acoustic instruments, and represents a distinct departure from the harder-rocking ”Green” both sonically and topically.

So its commercial success is hardly a given. When it debuted at No. 1 in England, Buck says the band celebrated until 4 a.m. Monday in Paris with

”dinner and a few drinks-maybe more than a few drinks.”

”We`ve been doing this so long, we`ve had 11 years to get ready for it, so when we finally got successful it didn`t blow my mind,” he says. ”But we always made the record we wanted to make, and let someone else worry about whether it was going to sell or not. That`s how we approached this one too.” After the ”Green” tour, the band was in desperate need of a transfusion, and had already decided not to tour again until at least 1992.

”Everyone was just sick to death of being a rock `n` roll band,” Buck says. ”I just didn`t feel like playing electric guitar anymore.”

So Buck switched to mandolin, bassist Mike Mills to keyboards and drummer Bill Berry to bass and acoustic guitar for the new sessions.

”Each record you do what the songs demand,” Buck says. ”This time, we wanted to do things in different ways-play different instruments, play acoustically-to freshen up the songwriting.”

The experiment paid off, at least artistically, because ”Out of Time”

is perhaps R.E.M.`s most ambitious record and certainly its most personal.

The band favored mood over content on its early records, its concerns hidden behind Michael Stipe`s oblique wordplay and muffled singing. Then a social consciousness began to emerge, becoming overt on recent songs such as

”I Remember California” and ”Exhuming McCarthy.”

”Out of Time,” however, is neither obscure nor political. It`s about love.

”I skipped the part about love, it seems so silly . . . ,” Stipe sings warily on one of the best of the new songs, ”Low.” Perhaps it seemed too silly for words once, an emotion freighted with cliche. But on ”Out of Time,” it becomes an obsession.

With few exceptions, the album is a series of interior monologues, Stipe`s voice gripped by 3 a.m. burnout as he ruminates and regrets.

”We don`t like to be typecast as doing one thing or another,” Buck says. ”Politics is part of our lives. But I think Michael just wanted to live up to the challenge of writing about subjects that he hadn`t really written about before: direct, personal relationships.

”If you ask him, he`ll say it`s all fictional, and I think some songs are and some aren`t.”

What`s important is that they all sound believable, and their impact is heightened by the intimacy and beauty of the music. Guest musicians-ranging from obvious choices such as B-52`s singer Kate Pierson and dB`s guitarist Peter Holsapple to not-so-obvious ones such as rapper KRS-One, New Orleans saxophonist Kidd Jordan and members of the Atlanta Symphony Orchestra-turn the record into a rich kaleidoscope of sounds.

”I`ve always liked baroque, ornate records and while we were writing these songs we knew we wanted cellos, french horns, different colors and textures on them,” Buck says. ”It was like a little challenge to open ourselves up.”

The guitarist adds that in the past ”we didn`t want to work with outside musicians. It was kind of a closed shop because we weren`t confident enough in our musicianship; we felt like we would`ve been overwhelmed.”

As lush as much of ”Out of Time” is, however, it never sounds bloated. At its core are 11 sharply etched tunes, built on the spare but sturdy essentials of R.E.M.`s past: graceful melodies, evocative Stipe-Mills vocals and a gliding, unobtrusive pulse.

”My favorite song on the record is `Low,` because I`m really into the idea of simplicity,” Buck says. ”We always wrote songs with a million chord changes, but `Low` has only two. We sort of reminded ourselves that a good song doesn`t have to be that complicated.”

The band hopes to be back in the studio in October to record another album before hitting the road again.

”I think what we`re aiming for is having more outside musicians play with us, except live in the studio, to get more of a group feeling,” Buck says. ”That`s the idea now, but there`s no guarantee we`ll actually do that. About the only thing I know for sure is that there aren`t going to be any rules.”