I - II - III - IV - V

NOTE: Sinatra continued to explore adventurous paths during this period at Reprise.  He begins his fruitful collaboration with Count Basie, revisits some old favorites redressed in new arrangements, records a series of albums devoted to the American Musical with some close friends, and adds to the polish of the his reputation as a master craftsman of the Great American Songbook.  Most of these albums are proof positive that Sinatra continued to be a vital force in popular music well into his fifth decade.

Warner Brothers 1008 [CD];
Released January, 1963

1. Pennies from Heaven  performed by Sinatra / Basie, Count Orchestra - 3:29
2. Please Be Kind  performed by Sinatra / Basie, Count Orchestra - 2:43
3. (Love Is) The Tender Trap  performed by Sinatra / Basie, Count Orchestra - 2:37
4. Looking at the World Through Rose Colored...  performed by Sinatra / Basie, Count Orchestra - 2:32
5. My Kind of Girl  performed by Sinatra / Basie, Count Orchestra - 4:37
6. I Only Have Eyes for You  performed by Sinatra / Basie, Count Orchestra - 3:31
7. Nice Work If You Can Get It  performed by Sinatra / Basie, Count Orchestra - 2:37
8. Learnin' the Blues  performed by Sinatra / Basie, Count Orchestra - 4:25
9. I'm Gonna Sit Right Down (And Write Myself  performed by Sinatra / Basie, Count Orchestra - 2:36
10. I Won't Dance  performed by Sinatra / Basie, Count Orchestra - 4:07

REVIEW:  Sinatra's first collaboration with Count Basie is a very loose affair, with Frank weaving in and out of the tempo with a practiced ease that belies the artistry infusing each song.  Although some listeners might wish that these two pros had upped the tempos a bit more - as it is, Sinatra-Basie sounds like a comfortable get-together on a summer's day.  The arrangements are all mid-tempo, right in the pocket, with the occasional bluesy throwaway solo that the trademark of Count Basie's style.  I was surprised to learn that Neal Hefti was brought back a second time to arrange these numbers, but he does a fine job - a complete 180-degree turn around from the bright and brassy Sinatra and Swingin' Brass album.  The songs are all A-list, from the lazy sway of "I Won't Dance" to the torchy advice of "Learnin' The Blues."  The Basie sound is all brass and woodwinds, with the light touch of Basie's piano occasionally peeking in, which allows Sinatra's voice to really punch through.  His voice is a little rough in spots, apparently from a raucous ball game he attended the night before (good planning, Frank) but it all just adds to the whisky-sour sound that pervades the set list.  Personal favorites: the frenetic jolt of "I'm Gonna Sit Right Down (And Write Myself A Letter) with it's jazzy saxaphone solo and brief bursts of trumpet thrown out like a cannonshot, later leaning into a tribal percussion undercurrent that Sinatra skips over like a smooth stone; and the cool, cool mood and meaty woodwinds on "I Only Have Eyes For You."  I'm one of the ones who wish the tempo would jump a bit more, but this CD is many fans' favorite, and a great collaboration which would really catch fire.


The Concert Sinatra
Warner Brothers 47244 [CD];
Released February, 1963

1. I Have Dreamed (Hammerstein/Rodgers) - 3:01
2. My Heart Stood Still (Hart/Rodgers) - 3:06
3. Lost in the Stars (Anderson/Weill) - 4:11
4. Ol' Man River (Hammerstein/Kern) - 4:29
5. You'll Never Walk Alone (Hammerstein/Rodgers) - 3:11
6. Bewitched, Bothered and Bewildered (Hart/Rodgers) - 3:02
7. This Nearly Was Mine (Hammerstein/Rodgers) - 2:49
8. Soliloquy (Hammerstein/Rodgers) - 8:05

REVIEW:  This confusingly titles CD refers to the fact that these are the kinds of art songs that would be performed in a concert arena, like Carnege Hall, and it's NOT a live album of any kind.  It is though one of Sinatra's best albums, with a grand stateliness that isn't found on any of his previous discs.  Concert also marked the return of Nelson Riddle to the stable of arrangers that Sinatra had been working with since his jump to Reprise in 1960.  Riddle clearly hasn't forgotten how to write for Sinatra, even on a project as different as this one, where the songs demand a sensitivity and emotional heft not found in more mundane numbers.  Each song is taken from a Broadway show, with half of the eight tracks being a Rodgers & Hammerstein composition.  No surprise there: R&H had redefined musical theater back in 1943 with their landmark production of Oklahoma! and had been the kings of Broadway for two decades.  Sinatra clearly relishes tackling the plums of their repetoire with a new reading of the tour-de-force "Soliloquy" and the epic "You'll Never Walk Alone" from Carousel; the wistful "I Have Dreamed" lifted from The King And I, and the tragic "This Nearly Was Mine" from South Pacific.  Sinatra tears into each one, giving definitive readings with a nearly Shakespearean intensity - far surpassing his earlier attempt at "Soliloquy" from his Columbia days.  He also has fun with Rodgers and Hart's "Bewitched, Bothered and Bewildered" from Pal Joey, and is suitably grave for Hammerstein & Kern's "Old Man River" from Showboat.  An unusual outing for Sinatra, but an epoch in his Reprise output.


Sinatra's Sinatra
Warner Brothers 1010 [CD];
Released April, 1963

1. I've Got You Under My Skin (Porter) - 3:26
2. In the Wee Small Hours of the Morning (Hilliard/Mann) - 2:43
3. The Second Time Around (Cahn/VanHeusen) - 3:03
4. Nancy (With the Laughing Face) (Silvers/VanHeusen) - 3:37
5. Witchcraft (Coleman/Leigh) - 2:37
6. Young at Heart (Leigh/Richards) - 2:54
7. All the Way (Cahn/VanHeusen) - 3:27
8. (How Little It Matters) How Little We Know (Leigh/Springer) - 2:19
9. Pocketful of Miracles (Cahn/VanHeusen) - 2:37
10. Oh! What It Seemed to Be (Benjamin/Cahn/Weiss) - 2:45
11. Call Me Irresponsible (Cahn/VanHeusen) - 3:12
12. Put Your Dreams Away (For Another Day) (Lowe/Mann/Weiss) - 3:12

REVIEW:  Sinatra was always aware that his biggest hits were owned by Capitol Records, who was making money by constantly repackaging his albums over and over again.  With the critical success of his reunion with Nelson Riddle on The Concert Sinatra it seemed like an easy call to simply re-record his classic hits with Riddle on his new label, and beat Capitol at their own rap.  Sinatra's Sinatra serves as a canny representation of Sinatra's oeuvre, even if it's not as successful as he hoped.  Sinatra's in good voice, Riddle's in top form, but the numbers don't have the crackle they did in their original versions, and some of the charts, as on "Pocketful of Miracles" have the added trick of a children's chorus, which frankly seems out of place on a Sinatra album.  But there are many high points here, (how can there not be given the material and artists involved?): "Call Me Irresponsible" is serene and authoritative, "The Second Time Around" is given a lacquer of pure irony with its inclusion, and "Nancy With The Laughing Face" is buffed up with the addition of new lyrics: ("Keep Audrey Hepburn and keep Liz Taylor/Nancy's the feature, they're just the trailer") - but fans will probably just find themselves comparing these versions to the originals, with some preferring the new arrangements, but most, I suspect, knowing that this is just Sinatra retread, and there is little point in this exercise except for the bottom line.  And when is that ever the spark for really great music?  But it's still Sinatra and Riddle, and together they don't make bad records.


Reprise Musical Repertory Theater (Finian's Rainbow, Kiss Me Kate, South Pacific, Guys And Dolls)
Warner Brothers 47775 [CD];
Released 1963; Reissued September 26, 2000

Disc: 1 - Finnian's Rainbow
1. Overture
2. This Time of the Year - The Hi-Lo's
3. How Are Things in Glocca Morra? - Rosemary Clooney
4. If This Isn't Love - The Hi-Lo's
5. Look to the Rainbow - Rosemary Clooney
6. Something Sort of Grandish - Bing Crosby
7. Old Devil Moon - Frank Sinatra
8. Necessity - Sammy Davis, Jr.
9. When I'm Not Near the Girl I Love - Frank Sinatra
10. When the Idle Poor Become the Idle Rich - Mary Kaye Trio
11. Begat - The McGuire Sisters
12. How Are Things in Glocca Morra? (Reprise) - Clark Dennis
13. Great Come-And-Get It Day - Sammy Davis, Jr.

Disc: 2 - Kiss Me Kate
1. Overture
2. Another Op'nin', Another Show - The Hi-Lo's
3. Why Can't You Behave? - Jo Stafford
4. We Open in Venice - Sammy Davis, Jr.
5. So in Love - Johnny Prophet
6. I Hate Men - Phyllis McGuire
7. Too Darn Hot - Sammy Davis, Jr.
8. Were Thine That Special Face - Johnny Prophet
9. Where Is the Life That Late I Led? - Lou Monte
10. Wunderbar - Johnny Prophet
11. Always True to You in My Fashion - Keely Smith
12. Bianca - Dean Martin
13. So in Love (Reprise) - Frank Sinatra
Disc: 3 - South Pacific
1. Overture
2. Dites-Moi - The McGuire Sisters
3. Cockeyed Optimist - Jo Stafford
4. Twin Soliloquies (Wonder How It Feels) - Frank Sinatra
5. Some Enchanted Evening - Frank Sinatra
6. Wonderful Guy - Keely Smith
7. Younger Than Springtime - Bing Crosby
8. Bali Ha'i - Jo Stafford
9. There Is Nothin' Like a Dame - Sammy Davis, Jr.
10. I'm Gonna Wash That Man Right Outa My Hair - Dinah Shore
11. Bloody Mary - The Hi-Lo's
12. Happy Talk - Debbie Reynolds
13. Younger Than Springtime (Reprise) - The Hi-Lo's
14. This Nearly Was Mine - Frank Sinatra
15. Honey Bun - Dinah Shore
16. Carefully Taught - Sammy Davis, Jr.
17. Some Enchanted Evening (Reprise) - Rosemary Clooney
Disc: 4 - Guys and Dolls
1. Oveture
2. Fugue for Tinhorns - Bing Crosby
3. I'll Know - Jo Stafford
4. Oldest Established (Permanent Floating Crap Game in New York) - Bing Crosby
5. Bushel and a Peck - The McGuire Sisters
6. Guys and Dolls - Dean Martin
7. If I Were a Bell - Dinah Shore
8. I've Never Been in Love Before - Frank Sinatra
9. Take Back Your Mink - Debbie Reynolds
10. More I Cannot Wish You - Clark Dennis
11. Anelaide's Lament - Debbie Reynolds
12. Luck Be a Lady - Frank Sinatra
13. Sue Me - Debbie Reynolds
14. Sit Down, You're Rockin' the Boat - Sammy Davis, Jr.
15. Guys and Dolls (Reprise) - Dean Martin

REVIEW:  An intriguing document of Sinatra's tastes and influence in the early days of Reprise, the Reprise Repertory Theater was a core group of Sinatra pals (Dean Martin, Sammy Davis Jr., The Hi-Lo's, Bing Crosby, and Rosemary Clooney) supplimented with an array of other stars, some notable (Keely Smith, Debbie Reynolds) and some not (Johnny Prophet, Clark Dennis) who all came together to re-record complete scores to some of Broadway's biggest hit musicals of the time.  More of a Rat Pack vanity project than anything, these seperate albums, now collected into a single box set, are a time capsule of these performers in their prime, and although not considered definitive performances of these songs, are nevertheless great pop artifacts.  Finian's Rainbow, although considered archaic now in terms of its subject matter, spun off several hit singles, with "How Are Things In Glocca Morra?" "Old Devil Moon," "Look To The Rainbow," and "When I'm Not Near The Girl I Love" all receiving great readings.  Frank appears on two of the tracks, giving "Old Devil Moon" an expected swing, and smoothly dishing out "When I'm Not Near The Girl I Love."  Other highlights include Clooney's definitive treatement of "How Are Things In Glocca Morra?" and Sammy Davis Jr.'s hot, over the top "The Great Come-And-Get-It Day."  But these are just the icing on the cake of a remarkable strong score.  Kiss Me Kate is next, with the Hi-Lo's showing just how bright and occasionally shrill their sound can be with "Another Op'nin', Another Show," and the Rat Pack of Frank, Dean and Sammy hamming their way through "We Open In Venice."  Johnny Prophet (of the "where-are-they-now?" files) earnestly lays down "So In Love" and "Were Thine That Special Face" while Frank only appears once more, in a duet with Keely Smith on the reprise of "So In Love."  Overall a less successful recording, due to the schmaltzy ballads that Porter wrote for the show, and the new recordings stick pretty close to the original charts.  The other high point is Sammy Davis Jr. ripping up "Too Darn Hot" with a bravaura performance, and Keely Smith coyly singing the ticklish "Always True To You (In My Fashion.)  Rodgers and Hammerstein's South Pacific is next, with Frank appearing on three tracks: the sweeping "Twin Soliloquies" with Keely Smith, and two earnest readings of the more straight-laced ballads, "Some Enchanted Evening," and "This Nearly Was Mine"  (I would've loved to have had Frank, Dean and Sammy tackle "There Is Nothing Like A Dame," but Sammy takes that one solo.  Other highlights of this set include an older Bing Crosby groaning out "Younger Than Springtime" (is this an in-joke?) and Dinah Shore belting out "I'm Gonna Wash That Man Right Outa My Hair."  The immortal Guys And Dolls is next with it's fabulous score by Frank Loesser, and of course the Rat Pack take on the opening "Fugue For Tinhorns" and Bing Crosby steps in for Sammy during "The Oldest Established."  Sammy gets his solo turn in the spotlight with the lay-them-in-the-isles showstopper "Sit Down, You're Rockin' The Boat," and Frank makes his highest ratio of appearances with six cuts, most notably "Luck Be A Lady," and the title track in a duet with Dean Martin.  All of these albums receive bright arrangements by a multitude of artists, including Nelson Riddle, Marty Paich, Skip Martin and Billy May, among others, with competent direction by Morris Stoloff.  The largest hang-up for folks considering purchasing this box is the sound, which is in fairly strident two-track stereo, and isn't anywhere as punchy and thick as is should be.  It's a noticable fault, but otherwise is fun, recommended listening for fans of the shows and of the Rat Pack years.

Days of Wine And Roses, Moon River, And Other Academy Award Winners
Warner Brothers 1011 [CD];
Released March, 1964

1. Days Of Wine And Roses
2. Moon River
3. The Way You Look Tonight
4. Three Coins In The Fountain
5. In The Cool, Cool, Cool Of The Evening
6. Secret Love
7. Swinging On A Star
8. It Might As Well Be Spring
9. The Continental
10. Love Is A Many-Splendored Thing
11. All The Way

REVIEW:  Released almost eleven months after his previous album, you'd think that Frank & Nelson would've come up with something a little more ground-breaking, but what they served up instead was a pleasant album, tailor-made for cocktail parties as background music, but with little that really grabs the listener and shakes them.  It's a good concept: take award winning songs, from 1934's "The Continental" to 1964's "The Days Of Wine And Roses" and have them "Sinatra-ized."  But Frank, while doing his best, especially on a swinging "The Way You Look Tonight" and "All The Way," but he also misses the spark of the original versions on a cover of Bing Crosby's "Swinging On A Star" and sounds positively dried up on "Secret Love."  The overall problem with this concept is that the songs chosen are all fine songs, but none of them suit Sinatra's style particularly well.  They're catchy crowd-pleasers which is what made them palatable to Academy Award audiences, but few of them have the emotional depth that Sinatra and Riddle could really sink their teeth into.  Little is transformed by Frank's interpretation, and even fewer of these covers make you forget the original versions.  Even Andy Williams holds onto "Moon River", and that's a little embarrassing; since Frank could sing circles around Andy.  A good album - just not the kind of punch in the gut we expect from a Frank Sinatra album.

America, I Hear You Singing
Reprise FS-2020 [LP];
Released April, 1964

  1. Fred Waring: America I Hear You Singing - arr Tom Scott
2. Bing Crosby & Fred Waring: This Is A Great Country - arr. Dick Reynolds / Jack Halloran
3. Frank Sinatra & Fred Waring: The House I Live In - arr. Nelson Riddle
4. Fred Waring: The Hills Of Home - arr. Roy Ringwald
5. Bing Crosby & Fred Waring: This Land Is Your Land - arr. Dick Reynolds/ Jack Halloran
6. Fred Waring: Give Me Your Tired, Your Poor - arr. Roy Ringwald
7 . Frank Sinatra & Fred Waring: You're A Lucky Fellow Mr. Smith - arr. Dick Reynolds/ Jack Halloran
8. Bing Crosby & Fred Waring: A Home In The Meadow - arr. Hawley Ades
9. Frank Sinatra & Fred Waring:  Early American - arr. Nelson Riddle
10. Frank Sinatra, Bing Crosby & Fred Waring: You Never Had It So Good -  arr. Dick Reynolds/ Jack Halloran
11. Frank Sinatra, Bing Crosby & Fred Waring: Let Us Break Bread Together - arr. Roy Ringwald
12. Fred Waring: The Stars and Stripes Forever - arr. Harry Simeone

REVIEW:  I give Frank & Co. an extra half-star for good intentions, but as most folks have heard, good intentions are what paves the road to Hell.  Whatever inspired Frank to join forces with old buddy Bing and schlock-meister Fred Waring (the impetus was reportedly the assassination of President John F. Kennedy) unfortunately resulted into a gooey, overly-sentimental platter.  This may have played well in halcyon days a decade earlier, but by 1964, the country's sentiments were decidedly more jaded, and this album only managed to scrape in on the pop charts at #116 before sinking into oblivion.  I can't blame the public for turning its back on this embarrassment - the pairing of Frank and Bing was a no-brainer, but the what-were-they-thinking addition of Fred Waring and the cheery, mideastern pop chorus talents of The Pennsylvanians is a huge misstep.  Waring's and Sinatra's styles clash on every number.  Frank sounds tired and strident on his straightforward reprise of "The House I Live In," and sounds positively out of his element singing the hackneyed lyrics of "Early American" with the earnest choir extolling the odd juxtaposition of house architecture and the first Thanksgiving.  The chipper duet "You Never Had It So Good" seems to have been pulled straight out of a Rankin/Bass holiday special, with Frank straight-faced singing "Yum-yum!" while declaring the virtues of Baseball, Mom, and (yum-yum!) Apple Pie.  Honestly, it sounds like a 1950s commercial for Hertz Rent-a-Car.  It's even worse on the preachy, uneven "Let Us Break Bread Together" which sounds piously Amish in Frank's and Bing's hands - although Frank tries to sing it as if it's the second coming of "Old Man River" the song is undone by the morose, treacly sentiment.  The only reason that Sinatra fans have for seeking out this platter is the swinging, joyous cover of the Andrews Sisters staple "You're A Lucky Fellow, Mr. Smith," and with the tight brass backing him up, Frank finally comes alive and sounds as if he's having fun, which the rest of this album is unfortunately lacking.  As for the rest, Bing is singing even more basso profundo than ever, but with his usual unflappable demeanor; The Pennsylvanians are overpowering on everything they lay their tonsils to; and the arrangements (by a variety of talents) are ham-fisted and thickly sentimental.  An earnest, preachy, and overbearing attempt at patriotism in what should have been a somber expression of mourning.  All of Frank's numbers can now be found on the Complete Reprise Sessions box.

It Might As Well Be Swing
Warner Brothers 46972 [CD];
Released August, 1964

1. Fly Me to the Moon  performed by Sinatra / Count Basie - 2:30
2. I Wish You Love  performed by Sinatra / Count Basie - 2:56
3. I Believe in You  performed by Sinatra / Count Basie - 2:21
4. More (Theme from Mondo Cane)  performed by Sinatra / Count Basie - 3:05
5. I Can't Stop Loving You  performed by Sinatra / Count Basie - 3:00
6. Hello, Dolly!  performed by Sinatra / Count Basie - 2:45
7. I Wanna Be Around  performed by Sinatra / Count Basie - 2:25
8. The Best Is Yet to Come  performed by Sinatra / Count Basie - 3:10
9. The Good Life  performed by Sinatra / Count Basie - 3:10
10. Wives and Lovers  performed by Sinatra / Count Basie - 2:50

REVIEW:  Sinatra & Basie's second album, arranged by Quincy Jones is a sprightlier affair than their first album, which is all to the good: "Fly Me To The Moon" is a real jumper, with a brilliant arrangement that is one of the best things that Frank ever recorded; the otherwise sugary "More" is recast as a big-band swinger; and "The Best Is Yet To Come" is also a perfect reading, with Sinatra in full swagger mode.  Sinatra is more the focus on this album, so that Basie, rather than being an equal partner is simply backup - but for the album, that's good.  The first Basie-Sinatra sessions sounded too flat, as if they were being careful about everyone getting in their shots; here it's just "let's make a good album" - so the mix is better, the sound is brighter, and the singer is in better voice.  But the song selection is less than stellar: "I Can't Stop Loving You" has Sinatra tackling a country crooner, but he doesn't have the chops for it that fellow rat-packer Dino did; "Hello Dolly" is just too trite of a song for Frank to sound convincing on (not a fave song of mine anyway - no matter who's singing it); same goes for "I Believe In You" which was lifted from Frank Loesser's How To Succeed In Business Without Really Trying - it's a punchy song, but as a composition it's never worked for me.  So while the album is a step up sonically from Frank & Plank's first platter, and there are some great songs here, a lot of the album is still lacking the true spark of greatness that fans expected from a pairing of these two giants.  That part's still to come at The Sands.

12 Songs Of Christmas
Reprise FS-2022 [LP];
Released August, 1964

1. White Christmas
2. It's Christmas Time Again
3. Go Tell it On the Mountain ++
4. An Old-Fashioned Christmas +
5. When Angels Sang of Peace
6. The Little Drummer Boy +
7. I Heard the Bells on Christmas Day +
8. Do You Hear What I Hear
9. The Secret of Christmas
10. The Twelve Days of Christmas
11. Christmas Candles
12. We Wish You the Merriest ++

+ - Vocal by Frank Sinatra
++ - Vocal duet with Bing Crosby

REVIEW:  After the disastrous showing of their previous collaboration, I was frankly surprised that a second helping of Bing, Frank, and Fred made it out onto the streets.  But unlike the previous disc, the public seemed primed to embrace the rich sentimentality of this holiday outing, and it cracked into the top ten on the pop charts in its initial release.  There's something inherently right about paring these disparate talents onto a Christmas release - The Pennsylvanians had long enjoyed success with their holiday albums, and Bing Crosby still held the record for all-time best-selling single with his rendition of "White Christmas."  Sinatra's own forays into holiday outings are uniformly excellent.  So, where the heavy sentimentality of these combined talents weighed down the uber-patriotic America, I Hear You Singing, here, it sounds snug and cozy and pitch-perfect with the winter season.  Frank in particular, has never sounded quite so comfortable singing holiday favorites; it's as if he's mellowed enough to finally adopt the warm burr that these kinds of homey songs require.  On his Columbia Christmas sides, he sounded too polished and mannered to be completely sincere; on his Capitol Christmas album, he was a a shade too cocky and swinging.  But here he sounds like the Elder Statesman of Christmastime - with deep, comfortable readings of "Old Fashioned Christmas," and an impassioned, sincere "I Heard The Bells On Christmas Day."  He sounds a bit bored on an otherwise competent "Little Drummer Boy" (probably couldn't find a way to emotionally lock into the "rum-pa-pum pum's"), but he has a fine time doing a rocking-chair gospel swing on "Go Tell It On The Mountain" with Bing Crosby, and it's probably the only time you'll hear Frank taking a tenor harmony to Bing's bass!  The best track is also the liveliest - "We Wish You The Merriest" is classic Christmas pop, bright and sprightly, with Frank and Bing easily pulling off the back-and-forth chumminess the song requires.  And the Pennsylvanians give everything a rich choral sheen that sounds perfectly in sync with the traditional holiday sentiments this disc encapsulates.  Unlike the previous platter, I would heartily endorse a CD release of this disc, which has remained out-of-print in the digital era.  But for Fans of Frank, all of his tracks have been made available on both the Complete Reprise Box Set, and more affordably on the single-disc The Sinatra Christmas Album.


Softly, As I Leave You (November, 1964) 
Warner Brothers 1013 [CD];
Released November, 1964

  1. Emily (Mandel/Mercer) - 2:58
2. Here's to the Losers (Segal/Wells) - 3:05
3. Dear Heart (Evans/Livingston/Mancini) - 2:43
4. Come Blow Your Horn (Cahn/VanHeusen) - 3:07
5. Love Isn't Just for the Young (Knee) - 2:57
6. I Can't Believe I'm Losing You (Costa/Zeller) - 2:43
7. Pass Me By (Coleman/Leigh) - 2:25
8. Softly, As I Leave You (Calabrese/DeVita/Shaper) - 2:50
9. Then Suddenly Love (Alfred/Vance) - 2:15
10. Available (Cahn/Marks/Wynn) - 2:47
11. Talk to Me Baby (Dolan/Mercer) - 3:00
12. The Look of Love (Cahn/VanHeusen) - 2:43

REVIEW:  One of those Sinatra albums that fails to satisfy fans for different reasons.  By this time, the Beatles had invaded the United States bringing with them a new sound that was taking America by storm.  Frank had weathered Elvis, Buddy Holly, and other rock 'n' rollers, but the influence of John, Paul George & Ringo couldn't be denied.  So electric keyboards, drums and backup singers take the place of orchestras or jazz combos on this album, with predictably shallow results.  Softly, As I Leave You was cobbled together to try and answer the new style that was blaring out of stereos and jukeboxes.  Several different arrangers are used, with two - Billy May & Nelson Riddle, coming off the best with "Here's To The Losers" and "Come Blow You Horn" showing that Billy could make a song sound contemporary, while Riddle's setting of the sweet "Emily" is worthwhile.  However, Ernie Freeman's arrangements of "Softly, As I Leave You," "Available" and "Then Suddenly Love" all sink under the superficial trappings of so-called "contemporary" arrangments that sound far more dated now than Sinatra's earlier work.  It's a little sad to hear how lost Frank sounds here - he sings great, with powerful, gruff vocals still swimming in warmth; but the songs aren't up to par, and the album feels stitched together, rather than a cohesive unit.  Out of print and rare - but you won't hear many Sinatra fans screaming for it's re-release.  Available as an mp3 download, or as part of the Complete Reprise Studio Recordings.

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