After making decent inroads with her debut album While You Weren't Looking, former Whiskeytown member Caitlin Cary held her own in comparison to her fellow cohort Ryan Adams' rise. So instead of temporarily resting on her laurels for at least a year, Cary was back at work for her sophomore album. Using the help of Mary Chapin Carpenter, Audley Freed (Black Crowes), and a string of other musicians, Cary said she has made "a big, colorful record." Primarily using the same group she toured with last year, the album doesn't have the same sparse feeling as it predecessor. And it's all the better for it, coming off perhaps as an equal to Rosanne Cash's Roads of Travel.
Starting things off is the melodic and adult contemporary roots of "Empty Rooms". Coming across as a mix of the aforementioned Cash and Natalie Merchant with a happy axe to grind, Mary Chapin Carpenter lends harmony vocals as Cary controls the song from top to bottom. She also turns left during the traditional guitar solo, opting for the soft touches of her violin. Another early highlight is the soft singer-songwriter touches on "Sleepin' in on Sunday", a track that sounds a bit quirky at times, but passes the bar thanks to guitarist and producer Chris Stamey adding subtle touches at the right time. The chorus has an off-kilter feeling, swaying like a waltz while keeping the pop format. Eventually evolving into a bigger, quasi-gospel track, Cary has no limitations or inhibitions musically. If there's anything working against the song, it's the lazy fade out.
An easy single-oriented and radio-friendly song is "You Don't Have to Hide", a Memphis soul experiment that Cary shines on. It also changes gears for a faster tempo and brings to mind Shelby Lynn or Alison Moorer. "The Next One", again featuring Carpenter, is the obvious pedal steel country favorite. Building slowly but nicely, the song speaks of loneliness but with the idea of something better coming soon. "Take me over sunshine burn this city off my skin / I am so afraid of returning to places that I've been", she sings. But Cary doesn't stay in the same comfortable area, instead veering back to the traditional country sound of Patsy Cline of the '50s and Crystal Gayle of the '70s with "Please Break My Heart". The Charlie Rich-like piano courtesy of Jen Gunderman is a plus, but Cary probably should've left this on the cutting room floor (or Pro Tools Recycling Bin!).
"Cello Girl" has a rough and tumble alt.country sound along the lines of her previous band but also Blue Mountain. She also sounds at her strongest vocally as she never wastes a lyric. Guitarist Dave Bartholomew adds some polished guitar sounds in the vein of Tom Petty guitarist Mike Campbell. But unfortunately she runs the track into the ground near its conclusion, adding a full minute where half a minute would have more than sufficed. The best track of the near dozen comes along during "Beauty Fades Away". Not quite country but not quite pop, Cary uses a variety of instruments like mandolins and violins to add more colors. One notably weak tune is "Lorraine Today", which has Cary moving between a style that is just as much speaking as it is singing. Trying to fit as many words into each lyric during the first verse, the chorus and subsequent verses become smoother, albeit slightly.
"In a While" is a soulful country ballad that speaks about bringing the bar home. "You're disappointed before you lay your head down / And you're tired of your life in this town," Cary sings as a trumpet and saxophone flushes out the idea beautifully. Cary brings a lot to the table without overcrowding it or having these instruments become redundant. Wrapping up with "I Want to Learn to Waltz", a song that obviously brings to mind Natalie Merchant, the song is a great coda to a very pleasing listen. With the exception of one of two B-grade songs, this album is gold. Seems that phrase has been used before regarding Whiskeytown members.