Their backgrounds are many, from avant-garde to Nouveau Swing - their sound is cerebral, with sharp edges and unexpected turns. For this three-disc box set, drummer Michael Reed gathered a bunch of old photos; each picture inspired a short theme, which was shown to the group on the day of recording. The goal was spontaneity while the result was surprisingly ordered - a feast of soulful tunes, cooked under pressure.

The first CD, subtitled Cameo Frame, is a study in stripped-down funk. Reed slams the beat hard on "The Party"; Matt Thompson's bass is limber and menacing. The tenor is smoky, with lazy belligerent notes - his name is Jonathan Doyle and he demands your attention. Thompson's solo is a weird kind of calypso; the drums remain tough, and the horn bleats a finale.

"Slow Boat" is something else: Doyle mumbles a phrase (it's similar to "Lullaby of the Leaves") while submerged in the chords of a pedal-steel guitar. Ken Champion sounds like a cool jazzman, while faithful to the instrument's roots - a definition of High Lonesome. His solo is something to behold; so is Doyle's, shrieking into the empty night air. "Little Pick-Me-Up" tips its hat to Raymond Scott, with a pert clarinet (Doyle), weird melting strings (Thompson), and lots of quirky swing. The reed toodles one moment, only to honk the next - this recalls the musical past while sounding nothing like it. Champion yawns on "Never One to Complain", rolling on a slow sonic highway. The clarinet is back, and it's rather reedy … like a harmonica by the campfire. "Graduation Day" makes like a Memphis horn riff, only played by pedal steel. This one belongs to Champion, stretching those notes for sad, beautiful moments. The disc is now over, and it's worth a thousand pictures.

Disc Two, called The Picture Show, has the same format as the first: the group is now a quintet, with Colin Bunn on guitar and an assortment of special guests. This gets a bit crowded on "Hold It! … Hold It!": Bunn and Champion trace each other's steps, which is interesting if overdone. Doyle does his part with an angular solo. "The Ugliest Girl Alive" bears some resemblance to "It Ain't Necessarily So" (!) - Ken twangs as Jonathan shouts. "The Big Top" is a noisy place, where Doyle's clarinet spins circles with Nate Walcott's trumpet. With Reed clicking his sticks frantically, Colin jangles a harsh waltz - this isn't a circus but a quirky carnival.

"The Cocktail Party Effect" is one of deterioration (a bebop theme turns very freaky, very fast.) A gentle waltz grows fangs on "A Perfect Fit" (Doyle is rusty and wonderful) and quietude reigns on "A Place for Us", where guitar and banjo flow like a river, and a clarinet drifts among them. While uneven, this disc may have the best songs of the package … and the best moods.

The final CD is the shortest, and most conventional. Titled Last Words, the quintet from Disc Two plays a series of vocal tunes as instrumentals, with the oomph they displayed on Disc One. Ken is the star of "Politician", imbuing each note with the greasy blues. Doyle is loud, but lacks a sense of direction - for once he doesn't have much to say. (The opposite goes for Thompson; listen to that fuzz tone.)

Jonathan purrs on "Just a Little Lovin'", with a Desmond tone so right for this song. Behind him the brushes tap, and Champion chimes like a clock … so simple and so sweet. Colin weeps for the "Child Star", placing precise, poignant notes. In the background Jonathan moves, a clarinet as feathery as the brushes behind him. The same reed is anguished on "Dutch Boy": it sounds like a last-chance hymn, and Bunn has his best solo. Thoughtful and emotional, often abstract but never esoteric, this music cannot be classified. Simply listen as the scenes play out … and enjoy the show.