The first time I listened to What Are You So Scared Of? once through I was blown away. Call it a major label punk prejudice but I was not expecting the album to be as good as it was. I found it immediate and accessible like a good pop-punk record should be, the guitars were crunchy the melodies were strong, the drums propelled everything along in a concise little package. It sounded amazing thanks to Mark Trombino. He really knows how to get the most out of a band, making them sound big and full while still allowing the music to retain a bite.

Something happened when I listened to it multiple times; each time I enjoyed the record less and less. I couldn't figure out why at first but then it hit me. The record is extremely one note. While the music is good and well-written, there is no depth here at all. Nothing is held back, nothing has to be worked for as a listener and every time you listen to it you get the exact same thing.

What really bogs down the album is what I call the pseudo-ballad, which the title track is most guilty of being on the album. They are songs that start off with a balls-to-the-walls guitar intro that gives way to relatively clean, slow paced and plaintive verses and then cranks up the distortion for the chorus but doesn't really speed up. This isn't a completely shallow device but when the chorus isn't particularly catchy and the verses seem like a stream of logical associations so it comes off as really contrived. This is a formula the band is guilty of using at multiple times in the album to varying degrees but only once on "Breaking & Entering" does it pay off with something that shows a strong use of dynamics as well as a legitimately memorable hooks.

The record works best on mid-paced pop-punk jams like "To Die For" or the Mark Hoppus-assisted "Thank You & Goodnight" when vocalist Jenna McDougall can use her sense of melody but sounds energized without reaching too far with her voice. She really sounds best as a pop-punk vocalist but perhaps What Are You So Scared Of? is only a pop rock album that happens to have some punk influence like Billy Idol or Avril Lavigne. Both the pop rock and punk aspects pull at each other and invalidate each other.

What Are You So Scared Of? kind of reminds me of the decline of the full-length album and the rise of iTunes, where people just want to pick the singles or best songs to download and that is probably what I'd do here. There is really no reason to try and capture the full story here as the introduction would be virtually the same as the closing remarks, but there are a few interesting turns along the way. If Tonight Alive were to abandon their superficial understanding of pop rock or really embrace a full blown pop-punk sound like on "Sure As Hell," McDougall could lead the band into some great places.