SOUND CHECK.

Vanessa Carlton has a lot going for her: A TV-perfect face, sweet, pop- friendly vocals and serious piano chops. Her self-penned songs aren't bad either: a little Tori Amos intensity on ``Rinse,'' a hint of Riot Grrl angst on ``Unsung'' and one of the catchiest piano hooks playing on radio today in ``A Thousand Miles.'' Where the 21-year-old former ballet dancer suffers, however, is in her message. Carlton is musically superior to pop's reigning teen queens, but her unspecific lyrics of lost, forbidden or forgotten love are comparable to the trite tales studio musicians slap together for the aforementioned pop pinups. Songwriters should be (but rarely are) required to give up more of themselves along with those piano hooks. ``Miles'' is a song cool enough to set to repeat -- until you try to make sense of it. ``If I could fall into the sky/do you think time would pass me by,'' she sings. I don't know the answer to that (or even what the question is), but one thing's for sure: Without hinting at what goes on behind that fixed stare, Carlton may be passed by when the next piano playing phenom rises to the surface.

-- Heather Wood

``Star Wars: Episode II -- Attack of the Clones'' (Sony Classical) - Three and one half stars

Send in the clones. In John Williams' dramatic orchestral score for the latest ``Star Wars'' epic, opening May 16, the composer builds a galaxy of appealing fresh motifs. Notably, the haunting love theme underscoring the fateful alliance between a teen-aged Anakin Skywalker and Padme Amidala is subtle, compelling and sure to be an instant fave. Equally evocative: the percussion-rich Coruscant theme and the eerie sounds Williams creates for the planet Geonosis. Use of the famous ``Star Wars'' signature tune is restrained, with the result that the album plays well as a whole. Fan note: The disc is issued with four different covers.

-- Fred Shuster

MEDESKI MARTIN & WOOD ``Uninvisible'' (Blue Note) - Three stars

You don't have to own a pair of headphones to appreciate the seamless soundscapes in the latest from the organ-bass-drums trio, MMW, but it helps. Likewise, the album's spooky atmospherics and trance-funk leanings probably work best for people who wake up to David Letterman and have lunch with a Grand Slam breakfast at Denny's. On ``Uninvisible,'' MMW continues to expand its sonic palette, adding horns, further incorporating samples and turntable scratches and knocking out a groovy spoken-word piece for good measure. Newcomers won't be put off -- all the ambience is very inviting -- and longtime fans can only admire the band's continued progression.

-- Glenn Whipp

KENNY CHESNEY: ``No Shoes No Shirt No Problems,'' (BNA Records) - Two and one half stars

Buff, tanned, garbed in black tank top and 35-gallon hat on the cover of this disc, country boy Kenny Chesney is the anti-Hank Williams Sr.: a poster boy for the citified brand of country that has inherited the style's name. Otherwise, he ain't bad, and neither is his latest record. On this outing, Chesney sings about living a good life, having fun, and reaching your potential. ``Young,'' the disc's kickoff is a summery romp through adolescence; ``A Lot of Things Different'' finds Chesney slowing down to sing about regrets; ``Big Star'' heats things up with a motivational tale of a girl on the way up. Chesney's songwriters may not find their inspiration in a tractor seat -- but they know how to keep you listening.

-- Theo Douglas

DR. RALPH STANLEY & THE CLINCH MOUNTAIN BOYS ``Live at McCabe's Guitar Shop'' - Three and one half stars

Long before ``O Brother, Where Art Thou?'' brought him mainstream appreciation and Grammy glory, bluegrass master Stanley and his band made yearly pilgrimages to Santa Monica's string instrument mecca. This recording of their February, 2001, appearance is appropriately rich in all sounds strumable, but it's Jack Cooke's demented bass fiddling that's the musical standout in a happy set of songs about life's hardest losses. ``Oh Death'' and ``Man of Constant Sorrow'' are just the start of this gratifying journey into blue mountain hollers.

-- Bob Strauss

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(1) no caption (Vanessa Carlton)

(2 -- 5) no caption (CD covers)