Grand Funk Railroad had been on a non-stop ride, until the December 1974 release of All the Girls in the World Beware!!!

Grand Funk had always enjoyed large audiences and dedicated fans who bought up their brand of no-frills rock and roll. In 1970, they had their first brush with pop success when the single "Closer to Home" hit the Top 30.

Fast forward a few years, and the band was sitting at the very top of the singles charts with their signature tune, "We're an American Band." From that point on, the focus shifted from simply dishing out raw, loud rock. Their playing had gotten somewhat refined and pop singles were a major consideration. Between 1973 and 1975, Grand Funk landed six singles in a row in the Top 20.

"We're an American Band," and its follow up, "Shinin' On," were both produced by Todd Rundgren, which proved a perfect pairing in the sales department. But for their ninth album, the band went with Jimmy Ienner, known for his work with Three Dog Night and Funk label mates the Raspberries. Expanding on the template set by Rundgren, Ienner took the band further away from their raw roots, adding horns and generally cleaning things up in the process.

"Responsibility" gets things going here with a genuine soul vibe. Not that this was anything new to the band; they had been incorporating R&B and soul influences since day one. But the difference here is in the style and execution, with the arrangements tightened up and the rough edges replaced by a much more confident and capable playing style. "Runnin'" sounds like vintage Grand Funk, however, the riffing is drowned out by an emphatic horn section. It may have been thought to be a good move commercially, but it ultimately sounds like they were chasing Chicago's tail. It's not even that the horns are bad, it's just that they always seemed like an afterthought.

"Life" moves things back to a less, um, horny situation as the raucous Detroit rock and roll machine kicks in for one of the LP's high points. The addition of keyboardist Craig Frost as a full-time member a couple years prior proved a good move, especially on tracks like this. Guitarist Mark Farner whips out some great playing, proving he had come a long way since the early days where his ragged style had yet to come together.

Listen to Grand Funk Perform 'Bad Time'

The guys get funky with "Look at Granny Run Run," originally recorded by Howard Tate in 1967, and they try to recapture the drama of "Closer to Home" on "Memories." Sadly, both attempts here fail with "Granny" sounding awkward, and "Memories" sounding like a Three Dog Night cast off. Things get back on track with the title cut, which rocks frantically for all of its three minutes, and they successfully incorporate some genuine funk into the mix.

On the plus side, "Wild" has a killer guitar solo, on the minus side, the horns come back to clutter things up somewhat. Once again, the augmentation seems unnecessary, especially since the band was so 'on.' Over and done, "Good & Evil" puts the band back in focus. This haunting blues-based rocker indeed finds the guys balancing good and evil as they build the tension throughout. Again, Frost dominates the mood here with his slightly ominous keyboard work.

"Bad Time" is a genuine pop classic. Written by Farner, its pop-meets-rock-meets-country-meets-garage style took Grand Funk back to their roots in mid-'60s rock and roll. The song clicked with record buyers and radio programmers, hitting No. 4 in Billboard in the spring of 1975.

The album ends with another of Grand Funk Railroad's biggest hits, "Some Kind of Wonderful." Originally recorded by the Soul Brothers Six in 1967, the song failed to catch on nationally, but became a regional hit. Farner and company rescued the song from obscurity, remaking "Some Kind of Wonderful" in their own image and in the process. Their update hit No. 3 on the charts, making it Grand Funk Railroad's third biggest-selling single.

Despite the two big hits, All the Girls in the World Beware!!! would only reach No. 10, a disappointment after their previous seven albums had all gotten into the single digits. The follow-ups, Born to Die and Good Singin,' Good Playin' (produced by Frank Zappa), failed to even make the Top 40.

After that, Grand Funk Railroad called it a day.

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