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Representing an increasingly rare occasion of a rock record entering at No. 1, Limp Bizkit transcended all hip-hoppers and bubble-gum poppers with sales of 635,000 for Significant Other.

In fact, the Jacksonville, Florida, group's sophomore effort easily knocked the Backstreet Boys and Ricky Martin into the No. 2 and No. 3 spots respectively.

Limp Bizkit cooked up the hit the old-fashioned way--by working the road incessantly last year on four grueling tours: the Ozzfest, Warped, Family Values and Ladies Night in Cambodia treks.

The band, which blends rap into a post-grunge, rock guitar-based sound, also took a tip from the rap arena on how to debut at No. 1--with multi-platinum guest stars. Jonathan Davis from Korn and Method Man from Wu-Tang Clan are on the disc, as is Stone Temple Pilots' Scott Weiland, who also shared producing honors with the band and Terry Date (White Zombie, Pantera).

"I think we've set a landmark for this type of music," said singer Fred Durst, a former tatoo artist who lists Korn among his ink-stained clients.

"Other bands have combined singing and heavy rock and rap, but no one's done it to the extent where the rap is totally hip-hop credible. The heavy parts can move 100,000 people at a time in an arena and the melodies can make the whole world sing."

The group--Spin coverboys in August--had hits off their 1.6 million-selling debut album, including a punk-flavored cover of George Michael's "Faith," though this kind of entry by a young rock group is almost unheard of. The last rock acts to bow at No. 1 were Alanis Morrisette and Marilyn Manson last fall. (However, the 635,000 first-week sales was a little short of Industry forecasts in the 700,000 range.)

At No. 2, Backstreet sold 274,000 copies of Millennium last week, putting its tally past 5 million and making it the biggest-selling record so far this year, according to midyear stats from the Recording Industry Association of America. Martin moved another 227,000 units of his English-language debut, which has sold more than 4 million copies in two months.

Another artist set to reach new milestones is Britney Spears and her ...Baby One More Time. Finishing at No. 7 with 141,000 units sold last week, the album has now reached quadruple-platinum.

Two other honorees that just slipped out of long-held berths in the Top 10 included TLC, now at quadruple-platinum for FanMail, and Shania Twain, whose Come on Over has come over the 11 million mark.

Soundtracks kept up the chart's dramatic tension for the week ended June 27. The Wild Wild West soundtrack fared better with music critics than the movie has been doing with film reviewers--the album held at No. 4 with 179,000 units sold.

Meanwhile, Tarzan almost aped those sales with 175,000, swinging up five branches to No. 5. Austin Powers: The Spy Who Shagged Me cloned another 138,000 copies for a No. 9 showing.

Sarah McLachlan's Mirrorball spun a little closer to the ground as the live album fell from its debut last week at No. 3 to No. 6 with sales of 146,000 units.

Two other premieres kept it real in the Top 10: Jodeci spinoff K-Ci and JoJo backed up their last hit album with a No. 8 bow for It's Real, and Missy "Misdemeanor" Elliott rounded things off at No. 10 with Da Real World.

The Chemical Brothers' Surrender entered the charts at No. 32, while the new Pretenders album, Viva El Amor!, tanked in its debut, coming in at No. 158.