Alright, I already feel bad about this. This is due to the fact that this disc and its companion (Coming Up: Independent Artists Pay Tribute to the Music of Paul McCartney) are actually designed to bring in money for breast cancer charities. My brain's moral police are trying to get some sort of injunction forcing me to endorse the disc, but as a music fan, I can't quite bring myself to do it. After all, it's not my job to be some sort of social evangelist here; I'm just supposed to review the album and tell you whether or not the music on it is any good. On with it, then.

First, let's establish that there aren't any Beatles songs on here-- only solo Paul (or Wings, which I will also refer to as "solo Paul," for obvious reasons). Opinions vary widely on just how essential Sir McCartney's post-greatest-band-of-all-time output is, but few can deny that there are definitely a few corkers floating through his discography. He's certainly the most commercially successful of the former Beatles, too, and given the sheer volume of material available, it only seems right that he should receive some sort of tribute in his honor.

A few of the selections here manage to do clever things with their respective originals, and all of the readings at least reflect a genuine admiration for the source material. However, most ultimately end up rehashing Macca's own performances while adding little to nothing in the process. In order to give you a detailed look at just what Listen to What the Man Said has to offer you, here's a track-by-track breakdown of the whole thing:

1.Owsley: "Band on the Run." Damn. This guy used to play backup for Shania Twain and Amy Grant. He opens the disc with a version of "Band on the Run" that, at a low enough volume, could easily be mistaken for the original. This is one of Paul's best solo songs, and given its linear composition, it would be intimidating to try and rearrange it significantly, but this is just ridiculous. Every single note is exactly the same, and most of the instrument sounds are approximate to the originals. Really, you might as well just listen McCartney's.

2.SR-71: "My Brave Face." So, it's been established that punk is never really going to die, but couldn't pop/punk die in its place? Please? I'd also complain about bands with numbers in their names, but these guys are at least named for a cool spy plane. Regardless, these guys turn in a standard pop/punk version of "My Brave Face" that you just don't need to hear.

3.Kevin Hearn, Steven Page and Stephen Duffy: "Junk." So that's two guys from the Barenaked Ladies, and one guy from the Lilac Time. Their version of McCartney's "Junk" is, surprisingly, one of the most satisfying songs on this album, pumping the minimally arranged original full of carnivalesque atmosphere with the addition of some accordion-like keyboards. It's a waltz through a slightly cracked world of childhood memories that doesn't get old even after several listens. And, of course, the original is one of Paul's greatest solo songs-- having good source material never hurt anyone.

4.Semisonic: "Jet." Another ultra-faithful, fairly pointless cover that adds virtually nothing to the original. In fact, it takes out the orchestra, and vocalist Dan Wilson's pipes are barely up to the task of singing the melody. I had a really good joke about "Closing Time" to use here about an hour ago, but I forgot it during dinner. At any rate, there's really no reason for this recording to exist when, again, you could just listen to the original, which is basically identical, except for the superior performance.

5.The Merrymakers: "No More Lonely Nights." Unless you were desperately seeking a band whose entire sound is indebted to Graham Nash's "Our House" and sitcom themes, there's not a whole lot of merrymaking going on here. Truth be told, the band actually improves a little on the original, which is one of my least favorite McCartney songs. The original is fairly cornball, and the Merrymakers nix the gratuitously long guitar solo sections, while instilling the song with a more modern loud/soft chorus/verse dynamic. In the end, it's a pretty faithful cover of one of McCarntey's lesser songs with a slightly more modern feel, and a wholly unnecessary one at that.

6.Robyn Hitchcock: "Let Me Roll It." The most baffling thing about this selection is the fact that it's not credited to the Soft Boys, as it should be. Hitchcock is joined by Windsor, Rew, and Seligman on a cover of possibly the most Lennon-esque song McCartney ever wrote ("Helter Skelter" notwithstanding). They do a fine job of it as well, but it suffers from the same affliction that a lot of the other tracks here do: not enough imagination. It's basically a faithful run-through, and I frankly expected a little more from the man who gave us "I Want to Be an Anglepoise Lamp" and "Sandra's Having Her Brain Out." Still, it's an entertaining listen, and there are subtle psychedelic flourishes that make it worthwhile.

7.The Finn Brothers: "Too Many People." Late of Split Enz and Crowded House, the Finn Brothers offer an upbeat, tight version of "Too Many People," which wasn't really terribly good in its original form. This version manages to capture Paul's excellent bassline perfectly, but Denny Laine's fine guitar part loses some of its impact on the cover. Once again, it would have been nice if the duo hadn't been afraid to bring something uniquely their own to the song.

8.The Minus 5: "Dear Friend." Peter Buck and Scott McCaughey get props for choosing an obscurity from Wild Life, one of McCartney's rawest, oddest solo albums. They do a great job with it, too, capturing the original's wrecked, sad ambiance with aplomb. Harpsichords march solemnly in the background while e-bowed guitars sing in sympathy with the song's protagonist, whom McCaughey ably plays. Paul's quiet response to John's "How Do You Sleep?" hasn't sounded this good since he recorded it himself back in 1971.

9.Matthew Sweet: "Every Night" Um, once again, points off for lack of imagination. Sweet keeps it simple and his version works well enough, but it feels a lot like a runthrough that didn't require a lot of thought. That said, it's quite affecting when Sweet's gruff voice takes on the wordless vocals at the end of the song.

10.Sloan: "Waterfalls." Contrary to popular belief, the Beatles of the Great White North is not Klaatu, it's Sloan. So who better to cover a Paul McCartney tune than four guys who've made their career writing songs that play heir to his legacy? Well, no one does it better on this disc. Halifax's finest offer a significantly energized take on McCartney's elegiac original, and it works beautifully. Silk-throated singer Jay Ferguson himself writes in the liner notes that he felt the best way to go about doing a McCartney cover was to pick a song that you could make your own, rather than simply copying the original. If only the rest of the bands on this compilation had used as much imagination.

11.World Party: "Man We Was Lonely." I've always thought that if the Beatles had stayed together through 1970, "Man We Was Lonely" would have been the obligatory Ringo vocal on the follow-up to Let It Be, with its bounding feel and sing-song chorus. World Party's Karl Wallinger plays it straight here, which means it's enjoyable to listen to, but also, once again, nearly identical to the original.

12.John Faye Power Trip: "Coming Up." The John Faye Power Trip, aside from having an excellent bandname, manage to pay tribute here not only to Sir Paul, but also the late George Harrison, nicking the bassline from "Taxman" and inserting it slightly altered into a nicely reworked version of one of McCartney's few attempts at getting funky. The result is one of the most enjoyable and unique tracks on the disc, and one of the few songs that feels more like homage than imitation.

13.Virgos: "Maybe I'm Amazed." Pretty much all that's different about this version of "Maybe I'm Amazed" is that the piano part of the original has been replaced by a guitar playing the same thing. It's basically "Maybe I'm Amazed" filtered through the lens of radio-ready modern rock with a slight glam edge added. Vocalist Brett Hesla does an admirable job of hitting the high notes, but there's not nearly enough to distinguish this version from McCartney's version.

14.Judybats: "Love in Song." A footnote of early-90s alternative rock, the Judybats come out from the rock they've been hiding under since people stopped caring to offer a psychedelic version of Venus & Mars' "Love in Song." Paul's version stands as one of his creepiest, loneliest songs, and the Judybats trade in that atmosphere for modern crunch and a more aggressive approach. It's not better than the original by any means, but it's one of the most thoughtful reimaginings present, and it deserves points just for that.

15.Linus of Hollywood: "Warm and Beautiful." McCartney as easy-listening vocal jazz. Linus performs a capella, layering his voice in the background to provide rhythms. I don't deny the man's vocal skill or passion, but this blows harder than a level three hurricane. Shut up, Linus.

16.They Might Be Giants: "Ram On." With the possible exception of our friend Linus, this is the most bizarre offering on the disc. The Johns choose to ditch the vocals entirely, instead coming up with a hodgepodge instrumental tribute. It actually touches nicely on the spirit of the original, which was fairly strange and dubby to begin with. It closes the disc on a whimsical note that's lacking from a large portion of what comes before it, too, so it feels exceptionally well-placed.

And there you have it. The main problem with this disc is that most of the artists simply don't do enough with the songs they're using to make it interesting. The enthusiasm of each artist is evident from the liner notes, and most of it's not horrible, but it still feels less than necessary. But then, there's the fact that it was all done for a charitable cause. Of course, the best intentions can't mask a sub-par product, which is what this is. Is Listen to What the Man Said worth your time? Eh, probably not, unless you're an unbelievably huge Paul McCartney fan. But is its cause worth your money? Just donate $15 and call it a day.

-Joe Tangari, December 17, 2001