St.

Vincent's Annie Clark is a unique talent; she's as much a musician as she is a songwriter, and both her sounds and her words are delicately uncompromising.

She blends rock, jazz, electronic, and classical touches together so seamlessly that it doesn't seem remarkable, and as lovely as her voice and music can be, she's too strange and too smart to be merely winsome.

Marry Me was as bold as its title proposal suggested, uniting her sardonic, whip-smart viewpoint and jaunty music into songs with beacon-like clarity.

Things are murkier, but no less fascinating, on Actor, Marry Me's darker and more ambitious follow-up.

Musically and lyrically, the album often feels like a duel (and occasionally, a duet) between Clark's collected, literate side and her raging emotions.

This is especially striking on Actor's arrangements and instrumentation, which are even more expressive than they were on Marry Me.

"The Strangers" opens the album with choral vocals, woodwinds, and typically charming/unsettling lyrics: "Desperate doesn't look good on you/Neither does your virtue." But before things get too dainty, massively distorted guitar and drums let out the fury that's been brewing in the song the entire time (later, "The Bed" offers an even sharper contrast between innocence and violence).

"Marrow" is just as startling, switching from pretty to abrasive and back again with a swiftness that's surprising, even knowing how fond Clark is of turning her songs on their sides.

She also loves couching uncomfortable moments in sweet sounds and vice versa, so it's no surprise that Actor's poppiest songs are its most disturbing.

On the album's single, the forceful rocker "Actor Out of Work," she pulls in and levels a lover in just over two minutes, beginning with alluring "oohs" and then twisting the knife with putdowns like "You're the curses through my teeth" -- the song's brisk dance between hot and cold is dazzling.

Likewise, "Laughing with a Mouth of Blood" pairs the album's most gruesome song title with one of its most honeyed melodies.

As brilliantly as Clark uses these contrasts, at times they threaten to overpower Actor's songs, and the slightly more straightforward, Marry Me-like tracks such as "Save Me from What I Want" and "The Party" help balance the album with some breathing space.

Similarly, while the album's elaborately layered sounds are engrossing, they tend to overshadow Clark's equally thoughtful lyrics at first -- although when she sings "Tomorrow's some kind of stranger who I'm not supposed to see" on "The Neighbors," it's with more palpable emotion than anything she sang on Marry Me.

"The Sequel" ends Actor on a fittingly uneasy, open-ended note, given all the complexities that came before it.

This is some of St.

Vincent's most complicated music, but its fearless creativity rewards repeated listening, as Clark has few rivals when it comes to seducing ears and challenging minds at the same time.