Review #495: II, Boyz II Men

Karla Clifton
3 min readDec 22, 2023


#495: II, Boyz II Men

It’s embarrassing but I mainly know Boyz II Men from the TV show It’s Always Sunny In Philadelphia, where they cover “Motownphilly” surprisingly successfully. And hey, did you know they’re from Philly?

Boyz II Men went through several different lineups before their first album was even released. When they were picked up by Motown, they were actually a quintet. I loved hearing their wild origin story: they were wandering around backstage at the Philadelphia Civic Center searching for Will Smith, but instead stumbled into a New Edition member, who happened to write the song that gave them their name. He gave them his number, giving them their first big break — but before they managed to record anything, founding member Marc Nelson left, making them officially into a quartet.

Technically, their second record was a Christmas album. (And I’m so upset that I don’t get to review it.) But this is their true sophomore album, and the one that broke them through to the mainstream, mostly thanks to co-producer Babyface, who wrote the softest sex jam of all time, “I’ll Make Love to You.” (By the way, I listened to this record with my brother ((which became awkward at times)) and I was SHOCKED to learn that he didn’t know this song. Am I ancient??) How ironic is it that the Boyz themselves didn’t want this song to be their lead single? And their second single, “On Bended Knee,” replaced it as #1 on the Billboard Hot 100. In fact, they were the third artist to actually replace themselves in the number one slot in the US ever, after Elvis Presley and the Beatles.

Babyface wrote two songs on this record, and his ended up being my favorite — the other was “Water Runs Dry,” where the Boyz trade off soloing over an acoustic guitar. (Fun fact, the music video stars Tyra Banks.) In general, my favorite songs were the ones that showed off their excellent male harmony skills, which, as we know, are hard to come by. I loved their a cappella “Thank You,” which features some sickass beat boxing, as well as their a cappella take on the Beatles“Yesterday” — it takes some serious brass to arrange it in the way they did. See also the beautiful “Khalil (Interlude),” a short song about their road manager who was murdered. I need shelter from the rain, to ease the pain/ Of changing from Boyz II Men. Okay, it sounds silly when I just type it out, but they make it sound full and gorgeous.

Mostly, this is love song upon love song. Even the potentially insultingly titled “Jezzebel” is just an extended pickup line. Isn’t that what barbershop quartets do, though? But also, I’m not going to lie — every so often, the low, sexy, spoken word stuff made my brother and I crack up. See “U Know,” “Trying Times,” and also “50 Candles,” which got us the most. Holding your body like a plastic molding/ Your soul I’ll be controlling. “Um, Karla? This one’s a little weird.”

Still, when they move away from the topic of love, they lose the plot a little bit. “Vibin’” is about exactly what it says, but in harmony; “I Sit Away” is about going to be by yourself for a while. And I don’t know what’s going on at the beginning of touring anthem “All Around the World,” but I think it’s in French?

In 2003, Boyz II Men officially became a trio, after Michael McCary had to leave the group due to complications with MS. But they’re still touring as one of the most successful R&B vocal groups of all time. Now everyone go listen to their Christmas album for me — I think that’s what I’ll torture my brother with next.

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