Phish swims upstream November 24, 1996 - Sunday Telegram (Massachusetts) By Scott McLennan Album Review - Billy Breathes The conventional thinking these days is that Phish's "Billy Breathes" (Elektra) is supposed to be the one that connects this cult favorite to the mainstream. True the songwriting stands up taller than previous studio outings, with "Free" and "Theme From the Bottom" being brilliant moments for the quartet; and the once goofy metaphor-slinging has given way to much more digestible allegories in the lyrics. Yet this Phish outing leaves the listener wondering about the ones that got away. Long, adventurous, improvisation-heavy concerts remain Phish's strong suit. Not that any of its studio albums flat-out stink, but none, including "Billy Breathes," captures the band's live essence. And in some regards this "grown-up" effort is almost too self-conscious. The title track and "Character Zero" in particular fail to find their respective melodic cores and become uncharacteristically stilted. Still, "Billy Breathes" serves the faithful well with the gorgeous acoustic track "Waste" and swirling instrumentals "Cars Trucks Buses" and "Bliss. " There is also a fun Beatlesesque thread to follow in the work with "Taste," "Talk" and "Steep" displaying obvious debts to the Fab Four in both vocal harmonies and "Sgt. Pepper's"-era East-meets-West experimentation. "Billy Breathes" is a welcome free 'n' easy listen, with recurring themes of ocean dwelling and flowing tying in nicely with the whole Phish imagery as well as connecting with the recent arrival of a baby to guitarist Trey Anastasio and his wife. Thematically, the album is not as conceptual as 1993's "Rift," and the new one does not ignite the listener's imagination as well as the band's debut album or "Picture of Nectar" did. "Billy Breathes" does demonstrate continued growth and masterful group interplay between Anastasio, bass player Mike Gordon, drummer Jon Fishman and piano||keyboard player Page McConnell. But the mainstream is still a bit upstream for Phish with "Billy Breathes. " Article © 1996 Worcester Telegram & Gazette, Inc.