Longtime fans know that Cat Power records are difficult, rewarding affairs. From the rawness of her earliest work to the startlingly sharp pain-and-majesty of 2003's You Are Free, Marshall has proven quite adept at discovering the cutting edges of emotionally stark songwriting, and very lucky at marrying her troubadour-ish talents to gifted producers. Indeed, from the ghosts of brilliance that peek through the gauzy slur of even her least affecting live performances, it's evident that Marshall's gifts are never less than at work, and that her, um, power depends on the strength of the setting into which her delicate vocals and inconsistently picked guitar are placed. The Greatest, recorded in Memphis with top Southern session players providing Marshall with warm if sometimes hesitant backing, is a fantastic idea on paper, and a fascinating one on record. Far from perfect but very beautiful, it's the first near-great album of 2006.

How could you go wrong with Marshall serving up superb tunes like lead single "Living Proof," with its delicately bending melodic lines straight out of a Shelby Lynne song? Or channeling recent Lucinda Williams on the weepy title track? Or offering some of her most charmingly slight music in years with the shuffling "Islands"? Well, although the geniuses on hand - "Teenie" Hodges, sideman for much of Al Green's finest work, and MGs drummer Steve Potts and under-heralded but excellent bassist Dave Smith - are always tight and could play these stickily emotive grooves in their sleep, they sound like they're playing on eggshells, always just a little afraid of overstepping the almost indiscernible lines between supporting Marshall's wispy vocals and overwhelming them.

The result is that The Greatest seems always on the verge of swinging, which probably isn't even what it should be doing, but it can't decide to just play it sad, either, and winds up staggering a little drunkenly between moods. The disc exchanges flirty glances with Dusty in Memphis, but goes home at the end of the night with Third/Sister Lovers.

Not that any of this is meant as complaint. Marshall is making challenging and off-puttingly beautiful music as always. Make your peace with the album's odd and enchanting tonal inconsistencies, and you're in for a rich listening experience. But know that Cat Power is probably capable of putting out something "much better" in records to come.

-Steven Hanna

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