Lil Wayne may still be a youngster on his second album, Lights Out, but he shows substantial growth, dropping serious lyrics over some of Mannie Fresh's wildest production to date. More than anything, the serious tone and the wild beats come as somewhat of a surprise. Up until this point, the Cash Money camp had churned out a staggering number of releases during the late '90s. These releases were anything but serious or wild, instead prototypically Dirty South with their big, bass-heavy bounce beats and brash, bling-bling boastful banter. Lights Out retains plenty of this but is notably ambitious. Wayne is out to prove himself as more than a teen phenomenon, showcasing a socially conscious side largely absent on his debut, and Fresh is out to prove himself as a versatile producer, crafting a sonically adventurous sound denser than his past work. This ambition is somewhat fascinating, particularly for anyone who has followed Cash Money's evolution to here; however, it's also a bit overreaching. Wayne is deep on heartfelt songs like "Everything" and "Grown Man," and he is street-smart on insightful songs like "Lil One" and "Get off the Corner." He's much more effective, though, when he lightens up his lyrics and has fun, as on "Shine," "Let's Go," and "Hit U Up," three album highlights. Similarly, Mannie Fresh misfires here and there on Lights Out, like on the oddly bluesy "Fuck Wit Me Now" but, for the most part, has never been more creative. His stuttering beats on "Tha Blues" are breathtaking, as are the Eastern-style ones on "Hit U Up," and the album-opener, "Get off the Corner," sounds absolutely massive. The only problem with all of these is that you have to find them among the whopping 19 songs on Lights Out, making it somewhat of a frustrating album despite its several highlights. ~ Jason Birchmeier, All Music Guide