POP MUSIC : The Men Behind the Boyz : One is the son of an ex-presidential candidate. The other worked security. How did <i> they</i> get to manage the squeaky-clean kings of R&B;?

Even as they drive slowly into the Shrine Auditorium parking lot for the Grammy rehearsals, the four members of the smash vocal group Boyz II Men seem to be moving at warp speed.

With huge bodyguards leading the way as they hop out of their two Mercedes-Benzes, they flash broad, inviting smiles reflecting the quiet confidence and boyish nature that have made the squeaky-clean Philadelphians the new kings of R&B.;

Nathan Morris, Wanya Morris (no relation), Shawn Stockman and Michael McCrary are all in their early 20s, and they revel in the amenities that accompany their pop stardom.

As they approach the check-in table, a thin white guy with glasses and a soft-eyed black man walk by their side. John Dukakis and Qadree El-Amin look like accountants in their business suits and conservative ties. In a theater filled with celebrated stars and high-profile record executives, few people even notice them.

During the actual Grammy telecast the next day, however, Boyz II Men acknowledge their two managers on national television--while picking up one of their two awards.

Dukakis and El-Amin are perhaps the most unlikely pop partnership since the rap-rock pairing in the ‘80s of Russell Simmons, the savvy Queens entrepreneur who helped launch Def Jam Records, and longhaired Long Island native Rick Rubin, who pioneered early hip-hop from his dorm room.

This new pair, both in their mid-30s, come from vastly different backgrounds--one born and bred in cushy suburban Massachusetts, the scion of a well-known political family; the other from a single-parent household and the notoriously rough streets of Newark, N.J.

Dukakis is the son of 1988 Democratic presidential candidate Michael S. Dukakis, and El-Amin was once a security assistant for Boyz II Men.

Together, they took over as the group’s managers at a critical point last year, when the wrong move might have sent the Boyz’s world into a disastrous tailspin.

“They bring a good balance of experience to Boyz II Men and have continued to successfully market them to all types of groups, regardless of race,” says Kerry Gordy, former vice president of black artists and repertoire for Warner Bros. Records and son of Motown founder Berry Gordy.

Not bad for two guys with almost no management experience.

Dukakis and El-Amin stepped in two years after the group’s mentor and day-to-day manager, Roderick (Khalil) Rountree, was killed resisting a robbery attempt in a Chicago hotel on Memorial Day of 1992.

El-Amin, a lifelong friend of Rountree who was shot in the leg during the incident, is a silky-smooth introvert who has always wanted to be around music, whether putting on shows or just listening to old soul groups. His ambitions were nurtured by his mother, who raised him and his sister.

“I used to give house parties,” he says, laughing at his early obsession with music. “I would make up the invitations, telling where and when to come party. I would charge people 15 cents or a quarter. This was way back in elementary school.”

Years later, after dropping out of the Livingston campus of Rutgers University in New Jersey, El-Amin got his start promoting local concerts for groups such as the Whispers and the Sugar Hill Gang in the late ‘70s and early ‘80s. Though he and Rountree once did a Temptations imitation in a high school talent show, El-Amin never dreamed of being onstage himself.

“I always wanted to be behind the scenes,” he says. “I loved the entertainment business, and I always knew the different artists and everything.”

He and Rountree eventually ended up working together with Boyz II Men in 1991 when Rountree, who was hired as security director that year, brought El-Amin into his crew.

Dukakis complements El-Amin’s serenity with his balance of music business insight and political maneuvering. He left Brown University in 1977 to pursue an acting career, which included a small role in “Jaws 2.”

After giving up acting, he worked on his father’s presidential campaign and then became a business manager with all-star sports agent Bob Wolf, whose clients have included Larry Bird and Joe Montana. Dukakis went on to work at Prince’s Paisley Park Records in Minneapolis in 1993.

It was the thrill of watching movies as a child that drew him into the entertainment world.

“I think I saw myself at 7 as a studio executive,” says the wiry, unshaven Dukakis, the talker of the team.

“I’ve always loved music, especially the business side of it. It’s smaller and I think more manageable than movies.”

Although El-Amin was already working for Boyz when Dukakis left Paisley Park to serve as business manager for the group, the two men didn’t actually meet until right before they took over as managers last year of the hottest R&B; vocal group since the golden era of Motown.

Crafted in the image of the Temptations, the Drifters and the Platters, Boyz II Men, who will be in concert Aug. 20 at Irvine Meadows Amphitheatre, reinvented harmonizing over slow, “nod-your-head and sway-your-hips” beats.

“That’s what made them so unique,” says Kerry Gordy. “They emulated groups like Take 6 and the Temptations, but they took it to another level with hip-hop beats.”

The foursome met at the High School for Creative and Performing Arts in Philadelphia in 1988 and began singing on street corners and in malls.

A year later they slipped backstage at a talent show in Philadelphia where New Edition alumnus and Bell Biv DeVoe member Michael Bivins was hanging out. Bivins was so impressed by their on-the-spot rendition of the New Edition hit “Can You Stand the Rain” that he agreed to become their manager. Bivins helped them secure a deal at Motown, but with his own busy schedule he usually turned over much of the day-to-day managing duties to Rountree.

Bivins, who contributed some production work to the debut album, eventually found the demands of BIV 10 Records, his independent, Motown-distributed label, competing with Boyz for his attention, and by mutual agreement he withdrew as manager in 1993. He remains a close friend and adviser to the quartet.

With their 1991 debut album, “Cooleyhighharmony,” selling more than 6 million copies, Boyz II Men quickly established themselves as crossover superstars. Under the tutelage of Bivins, they built a following of fans eager for the R&B; and hip-hop mesh that they perfected. The group’s single “End of the Road,” which was showcased in the movie “Boomerang,” spent a remarkable 13 weeks at No. 1 on the pop charts in 1993. Last year, “I’ll Make Love to You” bettered that mark by one week.

But groups come and go in pop--and there was considerable question in the industry whether Boyz would be able to survive the loss of Rountree, whom the singers looked up to as a father figure.

After his death, the quartet had to find a new leader. And that can be a dangerous thing in the shark-infested waters of pop music.

They turned for a while to Dick Scott, who also managed New Kids on the Block, but finally decided they wanted someone who could give them undivided attention.

The answer was Dukakis and El-Amin. To the singers they seemed to be perfect choices: familiar and trusted friends.

The decision came during an anxious period--just as the group prepared to release “II,” the real follow-up to “Cooleyhighharmony” (the group put out the holiday album “Christmas Interpretations” in 1993).

“Both of us were really concerned,” Dukakis recalls. “We knew that this was a great opportunity for the guys and a very important album for them. And the concern was getting it set up the right way. It didn’t seem like the strategic planning was coming together, and the guys were very concerned about it.”

Once the album hit the streets last September, the anxiety began to fade. It was another smash, selling 8 million copies in the United States so far.

Wasn’t it intimidating to go from handling business affairs to steering the future of such a popular group? Weren’t they scared?

“I don’t know if scared was the word,” Dukakis says. “We knew we had a big task in front of us, but both of us felt like we had been really prepared to do it. And it just clicked from the beginning. Overall there have been moments when you have your doubts. I can’t really say what my expectations were back then, but I know this has exceeded it.”

On the same point, El-Amin says: “There was no doubt in my mind that we could do it. I was like ‘Let’s go,’ and that’s what we did.”

Although the pair’s management company, Southpaw (they’re both left-handers), is based in Los Angeles, El-Amin commutes back and forth from his home in Philadelphia, often communicating and handling business with Dukakis on conference calls.

While unusual and a bit bumpy at times, their relationship has worked well. Neither seems power-hungry or overpowered by ego.

“We’ve never done a very good job of breaking down who does what,” Dukakis says. “But I think instinctively we know. I know when to shut my mouth, especially when Qadree either has the right explanation or the right approach to it.”

With his background in politics, Dukakis is frequently able to moderate the haggling that goes on with everyone from promoters to record labels.

“John, to me, is the most knowledgeable person about everything,” El-Amin says. “He gives me a cushion. He’s just all-around. There is nothing that I or the guys can’t ask John. Even with myself, if the guys ask me a question and if I don’t know the answer, I look at John and then he will come right through with it. And that’s what surprised me about our relationship.”

Philadelphia native Maurice Devoe, music director for L.A. radio station KKBT-FM (92.3), believes a trend was started when Boyz II Men came out a few years ago.

“Boyz II Men have gone back to the roots of R&B;,” says Devoe, whose station plays a heavy rotation of the group’s songs. “They have influenced a lot of artists to come back to real singing.”

El-Amin said the group’s musical tastes, which include the Carpenters, Metallica and a host of old R&B; artists, contribute to the variety of its sound, but he thinks that the three generations of musical influence that he and Dukakis share have added to the range.

“The thing about the Boyz II Men sound is that you have us from the ‘70s, Michael Bivins from the ‘80s and the guys from the ‘90s,” El-Amin says. “And the music you hear is a result of that.”

“The imaging of Boyz II Men is modern, the music is timeless,” Dukakis adds passionately. “They are going to march to their own drummer no matter what. Trying to force them into a category is something they have been fortunate to come this far without doing. We’re certainly not going to do it now.”

* Boyz II Men will perform with TLC and Montell Jordan on Aug. 20 at 7 p.m. at Irvine Meadows Amphitheatre, 8800 Irvine Center Drive, Irvine. $22.50-$50. (714) 855-4515.