| Jazz / Soft Rock; Adult Contemporary; Crossover Jazz; Contemporary Jazz; Smooth Jazz 
 Recorded: Record One, Sherman Oaks, California; The Tracking Room, Nashville, Tennessee.
 
 Creatively, David Benoit has had his ups and downs over the years. The pianist/keyboardist has recorded more than his share of forgettable smooth jazz albums, but he has also provided some decent straight-ahead discs that were greatly influenced by Bill Evans (the pianist, not the saxophonist). This 2004 release, however, doesn't fall into either category -- Benoit/Freeman Project 2, a collaboration with guitarist Russ Freeman, isn't straight-ahead acoustic jazz, but it isn't an album of mindless "elevator Muzak" either. For the most part, this CD could be described as "smooth jazz with a brain"; pop considerations are a high priority, but at the same time, jazz considerations (spontaneity and improvisation) are not ignored. Benoit/Freeman Project 2 tends to be meatier and more substantial than most of the smooth jazz/NAC releases that Benoit has been a part of, and one of the things that this album has going for it is a more organic production style. Benoit and Freeman, who produced the CD together, don't suffocate their material with excessive production -- this time, they're smart enough to let it breathe, and meaningful solos are encouraged rather than discouraged. Most of the tracks are instrumental; one of the exceptions is "Two Survivors," a likable adult contemporary tune that features singer Vince Gill. The country-pop star might seem an unlikely choice for a Benoit/Freeman encounter, but then, Gill was never a hardcore honky tonker à la Buck Owens, Johnny Cash or Lefty Frizzell -- Gill has often laced his country with big doses of pop, and he's quite appropriate for an AC tune like "Two Survivors." This album has a few throwaway tracks, but they're the exception instead of the rule -- and overall, Benoit/Freeman Project 2 is a cut above most of Benoit's other smooth jazz/NAC outings.
 ---Alex Henderson, allmusic
 
 Russ Freeman (acoustic guitar, electric guitar, classical guitar, synthesizer, guitar synthesizer); David Benoit (piano, Fender Rhodes piano, keyboards). Additional personnel include: David Pack, Vince Gill (vocals); Chris Botti (trumpet); Dave Carpenter, Byron House (bass instrument); Peter Erskine, Vinnie Colaiuta (drums); Luis Conte (percussion); Nashville String Machine.
 
 David Benoit - Piano, Orchestral Arrangements, Fender Rhodes, Conductor
 Chris Botti - Trumpet
 Dave Carpenter - Bass
 Vinnie Colaiuta - Drums
 Nashville String Machine - Strings
 David Pack - Vocals, Musician
 Luis Conte - Percussion
 Pamela Sixfin - Violin
 Bobby G. Taylor - Oboe
 Alan Umstead - Violin
 Catherine Umstead - Violin
 Gary VanOsdale - Viola
 Mary Kathryn Vanosdale - Violin
 Kris Wilkinson - Viola
 Jack Jezioro - Bass
 Cate Myer - Violin
 Gerald Greer - Violin
 Janet Askey - Violin
 Carole Rabinowitz-Neuen - Cello
 Jennifer Kummer - French Horn
 David Angell - Violin
 David Davidson - Violin
 Connie Ellisor - Violin
 Vince Gill - Vocals
 Carl Gorodetzky - Violin, Concert Master
 Jim Grosjean - Viola
 Byron House - Bass
 Anthony LaMarchina - Cello
 Lee Larrison - Violin
 Peter Erskine - Drums
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