Originally, had planned to record with , who had arranged his previous all- album, . was unavailable at the time of the sessions, which led back to his original arranger at , . The result is arguably his greatest album. follows the same formula as his previous down albums, but the tone is considerably bleaker and more desperate. used a larger orchestra for the album than he had in the past, which lent the album a stately, nearly atmosphere. At its core, however, the album is a set of brooding saloon songs, highlighted by two of 's tour de forces -- and never forces emotion out of the lyric, he lets everything flow naturally, with grace. It's a heartbreaking record, the ideal late-night album. ~ Stephen Thomas Erlewine