The early '80's were nothing if not an eclectic period in the history of pop music. Big '60's acts such as The Who and the Rolling Stones were still charting regularly. '70's prog-rockers such as Genesis and King Crimson were enjoying renewed commercial success, and even a few punk and new wave acts such as the Clash, Blondie, and the Talking Heads had finally broken through to the mainstream.

In retrospect, though, one of the most influential albums of that period wasn't one of the big sellers. Instead, it was Bruce Springsteen's "Nebraska," probably the least successful album sales wise in the Springsteen catalog up to that point.

In November, the Seattle-based Sub Pop label released "Badlands: A Tribute to Bruce Springsteen's 'Nebraska'," a 13-song album compiled by producer Jim Sampas and featuring a number of acts influenced in one way or another by the original. Participants include Johnny Cash, The Mavericks' Raul Malo, Hank Williams III and Deana Carter.

The most obvious question is this: Why "Nebraska?" There are other strong albums in rock history with equally devoted cult followings.

What makes "Nebraska" special to Sampas and the artists who appear on "Badlands?"

"Well, because I think that 'Nebraska' was, in a sense, one of the most important albums that comes out of the '80's," says Sampas in a telephone interview. "Around the early '80's, things start to get a little too slick in my opinion. So, he comes out with this record that really was a statement in and of itself. Because of the way it was made, because of the content; the actual stories and the detail of the characters. It's really a masterpiece of that time."

Released in 1982, "Nebraska" was a sharp departure for Springsteen from what had come immediately before and immediately afterwards. The album had started life as a collection of four-track demos that Springsteen had recorded with guitar, voice and harmonica with the intention of re-recording the songs with his regular backing group, the E Street Band.

While some of the demos were eventually re-recorded for later records, Springsteen felt that 10 of the songs worked best in their stark, unadorned original renditions, and these songs were presented by Springsteen to his record company as his next album.

Needless to say, many at Springsteen's label - Columbia - were baffled by the new record; an album without any obvious radio hits or, in fact, much in the way of commercial appeal, other than Springsteen's name on the cover.

In a strictly commercial sense, they had a point. The sales for "Nebraska" have been far more modest than SpringsteenÕs other albums of that period, with 1 million copies certified as having been sold since its release.

"The record company, I understand, wasn't happy about it at first," says Sampas. "One of the top dogs there called it his 'garage demo,' or something. They didn't know what to make of it. They were used to this big E Street Band sound."

"As for the reaction of the general public, given the nature of the material and that he recorded it at home, it was extraordinary that people took to it so well. I think they were surprised that he went in this direction, but the die-hard fans - and even some people who weren't Bruce Springsteen fans - have gravitated towards this album."

It's an album that is probably Springsteen's most cinematic work; rich in imagery, characters, and great storytelling. Indeed, actor Sean Penn - a huge fan of "Nebraska" by all accounts - based his 1991 directoral debut, "The Indian Runner," on "Highway Patrolman."

"Paying tribute to an album like this can be very tricky, as you'd imagine. I was looking for people (who) I had a sense would be able to record in a minimalist fashion, as the original was done. A lot of people who were involved were greatly influenced (by 'Nebraska'). Ani DiFranco comes to mind. It was one of her favorite albums of all time. And Ben Harper was listening to it at a very, very early age."

The resulting album is practically a Who's Who of successful, left-of-center artists from the alt.-country and pop fields, including DiFranco, Harper, Los Lobos, Son Volt and the husband-and-wife team of Michael Penn and Aimee Mann.

Three bonus tracks are included on "Badlands," songs that Springsteen had originally recorded during the album's sessions, but didn't include on "Nebraska" and later re-recorded for other albums, covered on "Badlands" by Cash, Malo, and Damien Jurado and Rose Thomas.

Sampas adds that the Counting Crows, Tracy Chapman, and Beck were also approached for the album, but were unable to submit their contributions before the projectÕs deadline.

In an attempt to hew fairly closely to the original album's stark sound, Sampas asked the artists involved to record their contributions on four-track recorders, just as Springsteen had done. Was this a problem for musicians more used to recording on 32 (or more) tracks?

"For some people, it wasn't necessarily a problem, but it was something that they couldn't do. There are a couple of tracks on there that weren't done on four-track. The Dar Williams track ("Highway Patrolman") comes to mind. That was done on eight tracks, but it was done very minimally. And I felt that was okay, because, let's face it, we wouldn't be able to recreate what Bruce Springsteen did. The thing that he created was magical."

Prior to "Badlands," the Boston-based Sampas had been best known for compiling two albums related to the works of beat writer Jack Kerouac for the Rykodisc label. 1997's "Kerouac - Kicks Joy Darkness" was a "Badlands"-esque collection featuring artists like singer/poet Patti Smith and Aerosmith's Steven Tyler reading from Kerouac's works. And 1999's "Jack Kerouac Reads 'On the Road'" compiled unreleased recordings of Kerouac himself reading from his best-known book.

Sampas - whose late aunt Stella Sampas was married to Kerouac at the time of his 1969 death - sees a clear thread between Kerouac and Springsteen.

"Absolutely; this record in particular. For instance, when Kerouac writes 'On the Road,' he's finding his own voice. He's literally creating spontaneous prose. There's a similarity between (that) and Springsteen creating a new style of writing for himself, which became 'Nebraska.' At the time he's writing this he's listening to old Folkways recordings for the first time, Hank Williams, (and) Woody Guthrie. But he's also writing in a more personal way about his childhood and the things that he has experienced, as well as other things that he had read about."

"I think there's also the fact that they were both so obsessive with America, and both of them write in such a loving way - and in such a detailed way - (about) life."

Perhaps surprisingly to some, "Badlands" has been released by the Seattle-based Sub Pop label, distributed by the giant WEA label conglomerate and best known for its association with Seattle's grunge scene of the early '90's, including early releases from the likes of Nirvana, Soundgarden, and Mudhoney.

"They've been amazing to work with. They really understood this project. Every step of the way their comments and suggestions have been right on. And they have the muscle of Warner Brothers behind them, which helps."

And Springsteen's opinion of the project? Although Sampas hasn't spoken with Springsteen directly, he has - through his lawyer - given Sampas his blessing to the project.

"I know that he was happy that it was being made. As far as him liking the album, I don't know yet. I know he has it because I sent it to him last week, but I haven't heard a reaction yet."

"I want to do this album justice, but I also don't want to do something that would leave the artist cringing."