Given how easily Dwight Yoakam makes the songs of others his own, including classics like "Sin City" and "Streets of Bakersfield" as well as the Doc Pomus nugget "Little Sister," it's a wonder it took him 11 years to record an album of covers.

Yoakam had nothing left to prove as a songwriter, penning hit after hit and album after album of constantly evolving country music that remained true to the honky tonk tradition while stretching it sonically -- without revisionism.

Here, Yoakam interprets everyone from Roy Orbison to the Clash to the Beatles to Danny O'Keefe, often radically reworking these genuine enduring classics of popular music to bring out the hidden meanings rather than remake them in his own image, the near bluegrass version of "Train in Vain" being a prime example.

The Orbison tune that opens the album, "Claudette," rocks with a country swagger the original never had and feels like more of a celebratory tome to a third party than it does a love song.

The Kinks tune "Tired of Waiting for You" is as far from a country song as can be with a full horn section -- and this cut works the least -- and is an oddity but entertaining when heard once.

O'Keefe's "Good Time Charlie's Got the Blues" is less melodic than the writer's version, but it is far more desolate and haunting.

The duet on Sonny Bono's "Baby Don't Go" with Sheryl Crow doesn't really work either, because Crow is not a country singer and there's enough countrypolitan in Yoakam's read that the two singers seem cold and at odds with each other.

The lush, funky version of Jimmy Webb's "Wichita Lineman" may not replace Glen Campbell's, but it is a credible, even fine read with all of its textural embellishments (Pete Anderson, Yoakam's guitarist and producer is a genius), a B-3, layers of guitars, double-timed drums...awesome.

"Here Comes the Night," with its ringing electric 12-string guitars and faux Caribbean rhythm is stunningly beautiful, and the Beatles' "Things We Said Today" is a psychedelic country jewel.

While this set is not perfect, it's still damn fine and warrants repeated listens to come to grips with Yoakam's visionary ambition.