I own every full-length Soundgarden release, but Down on the Upside is without a doubt the best of them. To understand its greatness, one must look at their earlier work.

Soundgarden's early work on Sub Pop and SST certainly stands on its own as genre fare but isn't as accessible and therefore isn't always as listenable as their major-label releases; Badmotorfinger, Soundgarden's first, was a brilliant album technically and lyrically but is really a 'one mood' album which seems to paint itself into a corner fairly quickly; Superunknown, their second, was a commercial smash hit and has some nice tunes, but is a little too easy and too overproduced, weaker than Badmotorfinger artistically and radio-friendly enough that the ultimate 'conversation' gets lost beneath the gloss and the hooks.

Down on the Upside, on the other hand, is an absolutely stunning, mature album. Down on the Upside covers lots of ground -- from post-punk aggro to trippy, swaying, sighing laments to hook-laden, heavy Seattle-esque grooves that easily outshine the best hooks on Superunknown -- and each new note is easily taken in stride. It is on Down on the Upside that Soundgarden finally sound like veteran, established musicians. Production is perfect for the material -- showcasing Thayil's sunlight-tinged riffs and Cornell's voice while managing to stay loose and natural, not forced or clinical as their earlier major-label releases (especially Superunknown) could sometimes sound.

I find Down on the Upside to be reminiscent of Faith No More's Angel Dust, Led Zeppelin's Physical Graffiti or Sonic Youth's Washing Machine -- all are albums which demonstrate a kind of confident, relaxed subtlety and mastry that can take your breath away. They are the albums on which you feel like you can really hear what the band is saying to you...

In my original review, I said that I wouldn't name any favorite tracks because the entire CD is excellent. However, after reading another review about tracks that supposedly "fall flat" I've decided to edit my review and name my three favorite tracks on the disc. Zero Chance is achingly ennui-laden and has two of the best lines ever in rock music; if you loved the Pumpkins' Mayonaise or STP's Still Remains then Zero Chance might make you cry (or drink) as well. Switch Opens is lovely also, hinting at the incredible untapped genre-expanding potential posessed by Soundgarden, something that has unfortunately probably been lost to us. Finally, Boot Camp, the last track on the CD... is absolutely stunning... dreary... devastating... deceptive in the allusion everywhere in the song to some kind of hope... that is never found. Three minutes long, but feeling like only ten or fifteen seconds, Boot Camp may be the ultimate summary of Soundgarden's career, of the '90s and grunge as a whole, even of the entire post-Vietnam era. I own nearly a thousand CDs but I've never heard anything like it before or since: "There must be something else... must be something good... far away... far away from here... far away... far away..."

It's a lyric and a line outside of time, a thought outside of history. It is anthropology and praxis rolled into one. It makes your hair stand on end, makes you close your eyes and swallow.

Those are my favorites on the disc.

But (my closing remains the same), this is a disc that tells its story best as a whole, from beginning to end. Don't miss one of these gems for years because you happen to hit skip the first time you listen and then never manage to stop...