Guitarist Bill Frisell is first and foremost a song man. He has covered, sans irony, songs by Madonna and John Philip Sousa. He has even been witnessed performing "Beer Barrel Polka" when the mood strikes. His respect for classic songs and great singing has always been evident in his own playing and compositions. One singer Frisell has always respected is Elvis Costello, who was recording Burt Bacharach songs as far back as his Stiff Records days (check out the Live Stiffs anthology). Costello and Frisell make their collaboration on this recording a product of mutual admiration and shared love of Burt Bacharach, an unabashed melodic master. Recording simultaneously with Costello and Bacharach's Painted from Memory, Frisell arranged the same tunes working from bare piano-vocal demos. His small group orchestrations stretch but never break the songs, revealing a deep empathy for their mood and meaning. Bill and company (Brian Blade, Don Byron, Viktor Krauss, and others) are equally at home with the music's lyrical nature and quirky construction--both Bacharach trademarks. Costello and Cassandra Wilson add a few guest vocals, but it is the voice of Frisell's guitar and arranging that shines through here. --Michael Ross