The Beatles: John Lennon (vocals, acoustic & electric guitars, piano, drum programming); Paul McCartney (vocals, acoustic guitar, piano, acoustic & electric basses, percussion); George Harrison (vocals, acoustic & electric guitars, sitar, percussion); Ringo Starr (vocals, drums, percussion).

Additional personnel includes: Mal Evans (spoken vocals); Brian Jones (saxophone); George Martin (harmonium).

Producers: Jeff Lynne, John Lennon, Paul McCartney, George Harrison, Ringo Starr (disc 1, track 1); George Martin (disc 1, tracks 2-8, 14-23; disc 2, tracks 2-12, 14-20); George Martin, Chris Thomas (disc 2, track 13).

Compilation producer: George Martin.

Engineers: Geoff Emerick, Jon Jacobs (disc 1, track 1); Norman Smith (disc 1, tracks 2-8, 14-16); Geoff Emerick (disc 1, tracks 17-23; disc 2, tracks 2-12, 14-15); Geoff Emerick, Jeff Jarratt (disc 2, track 13); Ken Scott (disc 2, tracks 16-18, 20); Ken Scott, Geoff Emerick (disc 2, track 19).

Principally recorded at EMI Studios, London, England between February 16, 1965 and April 30, 1969; and live at ABC Theatre, Blackpool, England, Shea Stadium, New York, New York and Nippon Budokan Hall, Tokyo, Japan in 1965 and 1966. "Real Love" recorded in New York, New York circa 1979 and in Sussex, England in February 1995. Includes liner notes by Derek Taylor and track-by-track annotations by Mark Lewisohn.

Audio Remixer: Geoff Emerick.

Liner Note Author: Derek Taylor.

Recording information: ABC Theatre, Blackpool, Lancashire, England (06/15/1965-02/??/1995); EMI Abbey Road Studios, London, England (06/15/1965-02/??/1995); Kenwood, Weybridge, Surrey, England (06/15/1965-02/??/1995); Nippon Budokan Hall, Tokyo, Japan (06/15/1965-02/??/1995); Shea Stadium, NY (06/15/1965-02/??/1995).

Director: George Martin.

Introduction by: Derek Taylor.

Unknown Contributor Roles: Mark Lewisohn; Alan Rouse.

As expected, the second installment of the Anthology series reflects the Beatles' increasing use of the studio-as-laboratory during their "middle years." Some live material from 1965 to 1966 appears on the first disc, and the second "reunion" single ("Real Love") leads off the set. But the emphasis is upon alternate takes from early 1965 to early 1968, during which time the group rapidly evolved from post-Merseybeat through folk-rock to psychedelia. As with the first volume, this is nearly always interesting but perhaps thinner on revelations than some might expect. The Help!-era outtakes "If You've Got Troubles" and "That Means a Lot" are on the light side but very fun, especially the latter, which Paul and the group perform much better than P.J. Proby (who covered the song shortly afterward). Some of the alternate takes are extremely different and excellent performances on their own merits: the funkier version of "I'm Looking Through You" and the less mellow arrangement of "Norwegian Wood," a wall-of-drugs reverb for "Tomorrow Never Knows," a very Byrds-like approach to "And Your Bird Can Sing" (with giggle-laden vocals), and an acoustic demo of "Fool on the Hill." The earlier, much more acoustic version of "Strawberry Fields Forever" is the most notable gem. On the other hand, much of the material differs from the official cuts in fairly minute gradations and will be of greater interest to scholars than general listeners (although discoveries like a different solo on "Penny Lane" are fascinating). The seven live tracks on disc one, from the waning days of Beatlemania, are better than many would have assumed, showing the group still capable of generating heat on-stage. ~ Richie Unterberger

ANTHOLOGY: 2 features the Beatles' working tapes from their most fertile period--the years in which they abandoned touring, retreated into the studio, and recorded some of their most enduring music. This isn't a survey of Beatles hits, but a treasure trove of rough drafts and near misses. An early take of "You've Got To Hide Your Love Away" finds John Lennon still working out his vocal phrasing; a run-through of "Got To Get You Into My Life," recorded before the brass section was brought in, has the band trying all sorts of harmonies and an alternate bridge. "Your Mother Should Know," with a marching snare-drum beat, is nearly unrecognizable from the released version, and "Good Morning Good Morning," stripped of the heavy SGT. PEPPER psychedelic makeup, rocks with Stones-like ferocity.

There is also lots of clowning around on ANTHOLOGY: 2--most prominently, John and Paul giggling their way through an early vocal take of "And Your Bird Can Sing." But the bulk of ANTHOLOGY: 2 isn't genius at play; it's genius at work. There are three takes of "Strawberry Fields Forever" that see this rock classic evolving from Lennon demo to bare-bones practice arrangement to full-blown production. Also featured are McCartney's solo demos for two of the Beatles' best. To hear him showing the band the chords to "Yesterday," and sitting alone at his piano, still fooling with the words to "Fool On The Hill," is to hear pop history quite literally in the making.