Producers: Tom Rothrock, Rob Schnapf, Elliott Smith.

Recorded at Abbey Road, London, England and Sunset Sound & Sonora Studios, Los Angeles, California.

Personnel: Pete Thomas , Joey Waronker (drums); Jon Brion (background vocals).

Audio Mixers: Rob Schnapf; Tom Rothrock.

Recording information: Abbey Road Studio; Capitol Studio; Sonora Studio; Sunset Sound Studio.

Photographer: Autumn DeWilde.

On his first record since his Oscar nomination courtesy director Gus Van Zandt's use of his music in the film "Good Will Hunting," Elliott Smith returns with another album's worth of gorgeous misery. Like Nick Drake before him, Smith has the ability to conjure beautifully poignant pathos, wrapping it in an elaborately arranged package worthy of a George Martin or Brian Wilson. Working with Beck/Foo Fighters producer Rob Schnapf, Smith uses Abbey Road Studios for some of these sessions, dressing up his tortured lyrics with orchestral arrangements that avoid any hint of mawkishness.

Whether mourning a busted-up romance in "Everything Reminds Me Of Her," shying away from love on "In the Lost and Found (Honky Bach)," or burrowing into their own isolation with "Can't Make A Sound," Smith's angelic vocals and harmonies recall CSN before their creative meter ran out. Elsewhere, this talented singer-songwriter employs the Beatles-esque "LA" as a conduit for observations about his new hometown, while sweet indignation directed at corporate fat cats is the driving emotion behind "Wouldn't Mama Be Proud?"