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Oh yeah, I'll tell you something I think you'll understand...

At the height of Beatlemania in 1964, some members of the so-called "older generation" still hadn't caught on to what made the Fab Four more than the latest passing teenybopper fad.  But Keely Smith was ready to make them understand.  For her third album at Frank Sinatra's Reprise Records, the smoky-voiced chanteuse set out to have the adults in the room "meet the Beatles" in a new way.  Keely Smith Sings the John Lennon-Paul McCartney Songbook was one of the first in the now-ubiquitous category of Beatles covers albums.  The long out-of-print LP, which has now returned in a sparkling new remaster courtesy of Real Gone Music, recast Lennon and McCartney's songs in a Vegas-style lounge setting without ever crossing the line into camp or condescension.

"There are still some crusty 'Mr. Old Ears,' and they still object to the music of The Beatles," went the original liner notes (reprinted in the CD booklet).  "Keely Smith should wipe the frowns from the old folks' furrowed foreheads."  Indeed, she should have - from the first track to the last.  Smith and producer Jimmy Bowen worked with arrangers Ernie Freeman and Benny Carter to curate a 12-song romp of swingers and slow burners alike.  Freeman was the established pop pro, with credits including Dean Martin's chart-topping lounge-with-a-beat revival of "Everybody Loves Somebody," while Carter brought his considerable jazz credentials.

That Keely wasn't taking the easy way out is evident on "Please Please Me."  This reinvention of the title track of the Fabs' first U.K. album jettisons the central guitar riff of the original, not to mention its peppy energy.  In her relaxed swing treatment, Smith savors the call and response, as the brass section answers each imploring "Come on!" with insinuating style.  She turns up the heat even further with the hot samba of "If I Fell," one of a number of tracks here emphasizing her playful side.  There's a happy lightness to the rich arrangement of "I Want to Hold Your Hand," with its alternating tempos, and a take-no-prisoners attitude on her brassy, big band reading of "Can't Buy Me Love."  The cool, finger-snapping "A Hard Day's Night" turns the song on its end with Keely as the gal who's going to make her man feel all right.  Her sultry dryness was rarely more apropos.

Smith and Bowen were likely struck by how many of The Beatles' seemingly youth-oriented songs were indeed about love - the classic milieu of Rodgers and Hart, Cole Porter, and the others in that rarefied crowd.  "This Boy," gender-switched as "This Girl," becomes a nonpareil torch song, with Keely accompanied by Lincoln Mayorga's tender piano.  It works because she believes every word.  Ditching the famous "yeah, yeah, yeah" hook, "She Loves You" becomes a lush cocktail ballad with strings and a choir.  One would think that a sense of seriousness would threaten to overtake the simple composition, but Smith's delicious sense of ennui keeps it grounded.  She showcases her deliberate, somewhat detached style of phrasing to fine effect on the dramatic, slowed-down "All My Loving," and reworks "Do You Want to Know a Secret" as a waltz - dropping the original background vocal part but adding a tasty Buddy Collette saxophone solo.

The singer is full-throated on "And I Love Him," which like "A World Without Love" (written by McCartney but introduced by Peter and Gordon) features a rather overbearing choir. "P.S. I Love You," the album's closer, also gets a languid, choir-heavy arrangement that might be more appropriate to the Gordon Jenkins song of the same name than The Beatles' breezy confection.

According to the typically biting John Lennon of 1966, Smith "added nothing to our compositions but a couple of trumpets."  Now, thanks to Real Gone's fine reissue, you can decide for yourself.  As remastered by Mike Milchner and featuring brief but informative liner notes by Randy Johnson and Steve Hochman, Keely Smith Sings the John Lennon-Paul McCartney Songbook is a delectable testament to both the power of these youthful yet assured songs and the commanding voice singing them.  Of the album title triumvirate, only Paul McCartney is still alive today, but the vibrant, swinging, and yes, fun, sounds of this songbook collection will continue to endure.

Keely Smith Sings the John Lennon-Paul McCartney Songbook is available now at:

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