For a two-piece band, Quasi sure does make a lot of noise. Their second CD, R&B Transmogrification, is filled with indie-pop gems buried under layers of textured sound, bringing to mind the best work of Up labelmates Built to Spill. Sam Coomes' nasal vocals, also reminiscent of Built to Spill's Doug Marsch, are often plaintive, but never dull. Using a heavily distorted "Rocksichord" -- an electronic keyboard invented to approximate the sound of a harpsichord -- as its central instrument, R&B Transmogrification combines a retro feel with a healthy helping of grunge, sort of the Doors meets Pavement. Best of all are the songs, which include "Ballad of Mechanical Man" (which uses the lyrics "soon we'll all be dead" as its creepy, catchy hook) and "Birds Eyes View" (written by drummer Janet Weiss of Sleater-Kinney), which recalls the work of the Magnetic Fields and Brian Eno.