When I bought this at Amoeba Records, the woman at the counter snickered at Proby's pageboy haircut. I could hardly argue with that, although as a teen I wanted the same haircut and never could make it work. How times have changed, Proby was once a teen heartthrob famous for splitting his pants on stage and now he's the object of ridicule for young record clerks. My interest in Proby stems entirely from his covering some obscure Beatles songs, one of which is on this album. Because of his supposedly wild stage appearances and his association with the Beatles and Elvis Presley, I assumed Proby was a rocker, but in fact he's more like a lounge singer. He has a rich deep voice, he sounds a bit like an Elvis impersonator. Unless you have a thing for big romantic pop ballads, there is only one reason to own this album, Proby's version of Lennon and McCartney's "That Means A Lot." You can hear the Beatles' version on "Anthology 2" as well as numerous bootlegs and listening to their version it is easy to see why they gave it away. To his credit, Proby's version is better than the Beatles' version which sounds blasphemous but it is true. His bigger than life voice gives drama and substance to a flimsy song aided by an elaborate arrangement from George Martin, producer of the Beatles. Martin also arranged the only other good song on the record, the soulful "Let The Water Run Down" which is also the only song that might be considered a rocker on the album. Proby's passionate vocal at least gives some evidence of why he was considered an exciting performer in his day. Most of the record consists of covers and standards. He slows down Jackie Wilson's "Lonely Teardrops" for some reason yet delivers a very emotional and raw vocal that almost makes it worthwhile. He offers a decent cover of Charlie Rich's "Lonely Weekends" although I find the big band arrangement annoying. There is also a lame cover of Jay and the Americans' "She Cried" in which his vocal is even more overwrought than the original. He speeds up "Mission Bell" and makes it work but the other standards are mostly boring. "The Nearness of You," "I Will," "If I Loved You," "With These Hands" and "Secret Love" feature corny arrangements and hammy vocals that make them a waste of time unless you are a fan of the likes of Eddie Fisher or Frankie Laine. There is no denying that Proby has a great voice, but he has such bad taste that he might as well sound like Tiny Tim. Recommended for people who prefer fat Vegas Elvis to young rocker Elvis.