Personnel: Sean Watkins (vocals, guitar, mandolin); Chris Thile (vocals, mandolin); Sara Watkins (vocals, fiddle); Ethan Johns (electric guitar, mandolin, percussion, background vocals); Richard Causon (accordion, piano).

Additional personnel: Richard Causon (organ); Jennifer Condos (bass instrument); Ethan Johns.

Audio Mixer: Ethan Johns.

Recording information: Ed, Santa Barbara, CA (12/2000).

Photographer: Glen Rose.

Former Toad The Wet Sprocket front man Glen Phillips teams with musicians Chris Thile and Sean and Sara Watkins (whose group, Nickel Creek, is popular in progressive bluegrass circles) for this session of introspective folk-rock songs. Phillips is working in quite a different vein here than he was with his more pop-friendly former outfit; these songs owe a debt to the singer/songwriter tradition of Neil Young, and to the homegrown acoustic vibe of American roots music.

These aspects are highlighted, in large part, by Chris Thile's mandolin, Sara Watkins's fiddle, and the gentle harmonies of Thile and the Watkins siblings. But Phillips' aesthetic isn't all old-world; his style bears the marks of contemporary songwriting, with occasionally surprising turns, multi-part structures, and shifting rhythms (note the slight Latin break on "Be Careful"). Still, the album plays as a piece. Unified in tone and atmosphere, it sounds like the soundtrack to a rainy night spent in a cabin in the country. The last song is a fine cover of Harry Nilsson's "Think About Your Troubles," which puts a sweet cherry on this quiet, thoughtful collection.