Here, friend, take my hand and walk with me down a dark, terrifying path. A road that leads to slack-jawed horror. The path to... Punk Unplugged®. Try not to recoil from the ambient, primary color lighting, the fresh cut flowers and tall bar stools. The respectfully tame audience listening to watered-down versions of their favorite songs. Who is in the soft, diffused light of the spot tonight? None other than Richmond, Virginia's own Ann Beretta.

This is the point where you wake up screaming.

Ann Beretta has been the pride and joy of the Richmond pop-punk scene for about five years now. Formed by members of Inquisition after that band's split, Beretta walked in the footsteps of better-known acts like Green Day, Rancid and Hot Water Music. They displayed a knack for the hooks of those influences in their debut album, Bitter Tongues, and followed it up with some dues-paying-- EPs, seven-inches, appearances on compilations, and tours with their stylistic betters to build up the respectable fan-base that's so essential to your East coast indie punkers.

Skies Won't Fall isn't an Ann Beretta album, though. It's actually the solo effort of Beretta's singer/guitarist, Rob Huddleston, recorded under the name Foundation. After hearing it, I can understand why he opted for the distancing connotations of a side project. As far as the motivation behind his urge to conduct a touchy-feely exploration of his ænima in the first place... I couldn't even hazard a guess.

So what's the formula du jour for banal ballads to put you in touch with your feminine side? Lots of pickguard percussion. Lots of hand-over-the-ear, overdubbed efforts at harmony. Lots of third-rate guitar strumming, garnished with plenty of those sus2 riffs on the open D chord that the Indigo Girls always favored so much. And to top it all off, Huddleston runs his slightly adenoidal voice through that popular strained, red-faced delivery to tie it all together.

Removing the punk tempo and distortion does little except expose the underlying rudimentary, Mel-Bay-caliber musicianship. And the introspection is painful. You don't even have to delve into the lyrics to be sickened by it; the titles alone are enough to initiate the gag reflex: "Engines of Alienation," "Another Lonely Sunday," "Lost Along the Way." If you need just one or two examples of lyrical detail, suffer along with me to clichés like, "This house of glass is not my home anymore," and, "I sink too deep and I don't think I'll find my way back home." Thankfully, I distracted myself from the clumsy poetry by playing a long and successful game of finishing Huddleston's melodic sentences for him. Predictable songwriting is epidemic on Skies Won't Fall.

Ann Beretta offered up three songs for sacrifice: "Love's Easy Tears," "Eye for an Eye" and "Forget Today, Forget Tomorrow." And here, each is stripped like a Cadillac in Compton, leaving only an unprimed, unpainted frame of a song. Foundation gave "Love's Easy Tears" a ska-ectomy, removing the original version's greatest asset. Canned strings on "Forget Today, Forget Tomorrow" fail miserably at drowning out the song's lyrics. And then there's the cover of Tom Waits' "Old Shoes," which sounds like it was kidnapped, beaten with a lead pipe and discarded in the gutter at the end of the disc.

The original songs fare slightly better. "Happy?!" is the album's standout, mostly due to the heavily-reverbed stratospheric guitar and climactic chunk-rock finish. "Tripping Through" also remains inoffensive and listenable. It has a safe mainstream sound; like something you'd play for your mom when she takes a dangerous interest in what kind of music you listen to.

If you've ever wonder what a castrated punk rocker sounds like, here's your chance to find out. Who knew Huddleston had such a maudlin streak? Surely not his bandmates; otherwise we'd be listening to (and reviewing) the third Ann Beretta full-length instead of a project disc. Skies Won't Fall is a whole album of those ill-advised token stabs at soul-baring that every mega-selling post-punk pop-puke band feels obligated to include on each album. But at least other bands have the good sense to stop at one.

-John Dark