On its seventh album, Freakwater expands its sonic pallet, but continues to explore old-time themes in a post-modern setting. Or is that post-modern themes in an old-time setting? Actually, it's some of both.

Freakwater the quartet is fronted by Catherine Irwin of Louisville and Janet Beveridge Bean of Chicago, with David Gay on electric bass and Jon Spiegel on pedal steel and dobro. On Thinking of You , their seventh album since 1989, they're joined by Thrill Jockey labelmates Califone and a few other contributors, moving them farther from the stripped-down old-time stringband sound most often associated with them. In the six years since their last release, Irwin and Bean have issued solo albums which they say had more to do with circumstance than any plan or supposed clash.

Both women play guitars and share songwriting duties, and their general singing scheme has Irwin on lead with her cracking and wobbling alto while Bean provides high tenor vocals, sometimes in harmony, sometimes in counterpoint.

On this album, they continue their pattern of songs about the downtrodden, losers in love and dead babies; in other words, fairly standard fare for the kind of Appalachian folk and honky-tonk in which they specialize. They revel in clever wordplay and the exploration of classic country cliches as well. In the opening track, "Right Brothers," they lament, "I thought that I could get by/with the right brothers at the wrong time/but that thing never, just plain never/was gonna fly."

"Cricket Versus Ant" develops the theme of the prodigal daughter in the setting of the old Aesop fable: "Let the other ones work, why don't you just run wild?" "Loserville" is a darkly hilarious portrait of the poor side of town, I suspect based on Irwin's hometown of Louisville. "Cathy Ann" is a slow sad fiddle-accented ballad based on the tragic death of one of Woody Guthrie's daughters. "Jack the Knife" is an oblique updating of the classic Appalachian murder ballad. "Sap" is another ultra-slow tempo honky-tonker, delving into those country cliches: "I fell like a thing that falls/I crashed like a thing that crashes/I burned up like the kind of thing that burns down to the ground."

Highlights include the bitterly sarcastic "Buckets of Oil," which comments quite forcefully on the American military's current adventures abroad, calling for, among other things, "buckets of nails, truckloads of blood/to float this ship of fools up out of the mud;" and the final track, "Hi Ho Silver," a bleary-eyed drug anthem complete with classic-rock coda. The members of Califone provide all kinds of excellent instrumental color, including Tim Rutili's guitars and pump organ, Joe Adamik's piano and horns, and Jim Becker's fiddles and string arrangements, which are particularly noteworthy on the soaring chorus of "Cricket Versus Ant." Evelyn Weston provides some truly noteworthy (i.e., on pitch) bowed saw on "Jack the Knife."

My one criticism is with this album's sequencing. Eight of the 12 tracks are waltzes, including the first three; a little more mixing-up of the tracks would have avoided the potential for listener fatigue.

Freakwater may be an acquired taste; they're certainly on the far fringes of alternative country. Fans of acts like Gillian Welch, Lambchop, Vic Chesnutt and Giant Sand, and anyone who appreciates a modern take on hardcore traditional music should check them out. Thinking of You is a good place to start.