By Laura Ainsworth

1. “Necessary Evil” (4:06) – Released as a Decca single in 1951 by two of my idols, Ella Fitzgerald and Louis Armstrong, before their famous Verve sessions. Not only a great song, it also sets up the album’s theme of love not as a perfect fairy tale, but a necessary evil in all its twisted forms, from slightly naughty to insanely obsessed. This cut includes a full big band. I like to open with a bang!

2. “One More Time” (3:20) – A popular tune in the early ‘30s, recorded by Bing Crosby in a fast dance version, but the most haunting was by Grace Johnston. It’s seldom sung anymore because the lyrics can come across as a stalker anthem. I wanted to express the passion and desperation and underplay the crazy. Hope I succeeded!

3. “The Gentleman Is A Dope” (4:17) – Incredibly, this is by Rodgers & Hammerstein, not Rodgers & Hart! It’s from one of their rare flops, “Allegro.” My favorite earlier version was Bea Wain’s piano-led, small-group arrangement. I like to record as close to live as possible, and am in awe of Brian Piper’s terrific improvised piano solo.

4. “Just Give Me A Man” (3:18) – This hilarious lonely-heart’s lament was co-written and recorded by the great R&B singer, Mabel Scott, in 1946. I thought it cried out for a cocktail jazz version.

5. “Love Is A Dangerous Thing” (3:23) – Brand new tune by New York songwriters Lee Charles Kelley and Janice Friedman. It has the catchy, swinging melody and clever, intricate lyrics of an undiscovered classic from a bygone era. How could I resist that?

6. My Foolish Heart (4:34) – A great old standard I often perform live and have long wanted to record. The gorgeous jazz violin solo is by Steven Story.

7. The Lies Of Handsome Men (4:37) – Another newer song with a great but challenging lyric. I wanted to convey that the singer is no victim: she’s aware men think they’re using her, but she’s really using them. A bit of a change of pace, this seemed like a great lost ‘80s AC classic, so that’s how we arranged it.

8. Get Out And Get Under The Moon (3:22) – A popular song from 1928, its breezy melody and fun-seeking lyrics disguise the fact that it’s really about forcing yourself to shake off your depression, leave your room, and find somebody who actually wants you. And if she won’t kiss you, then hit the road, toots!

9. Out Of This World (5:21) – This gorgeous Johnny Mercer/Harold Arlen standard was written for a goofy Eddie Bracken comedy. I’ve always wanted to do it in an exotic, Middle Eastern, world jazz style. With revelatory work by Brian Piper, Steve Barnes on percussion and Pete Brewer on flute. I hope we’ve reinvented it for a new generation.

10. Hooray For Love (3:18) – Inspired by the Johnny Mercer recording, but updated in light jazz fashion, with Chris McGuire’s bopping sax solos. The lyrics about what people will do for love (even getting plastic surgery) are still remarkably timely.

11. I’d Give A Dollar For A Dime (3:28) – A wonderful, little-known ballad by Eubie Blake and Andy Razaf, it helps transition us away from all those twisted love songs to the only place where love is always true, pure and eternal: in the great old songs on the jukebox.

12. Last Train To Mercerville (4:24) – New York songwriter Lee Charles Kelley realized he’d found a kindred spirit in his love for Johnny Mercer and sent me this inspired new tribute, filled with clever wordplay worthy of Johnny himself. Can you identify all the Mercer songs referenced? I immediately fell in love with it and felt it cried out for a full big band. Brian Piper rose to the occasion with this brilliant arrangement and gathered 13 of the greatest horn players in Texas. Many had played with my late dad, Billy Ainsworth, whom they fondly recalled as the greatest alto sax player they’d ever known. It was a very special night in the studio.