Personnel: Kenny Chesney (acoustic guitar); Kenny Chesney (vocals); Amy Jo Stelzer (vocals); Quentin Ware (trumpet); Randy McCormick (piano, Hammond b-3 organ, Wurlitzer organ, keyboards); John Hobbs (piano, Hammond b-3 organ, keyboards); Larry Paxton (electric bass, bass guitar, fretless bass, background vocals); Mat Britain (steel drum); Murray Cannon, Liana Manis, Tim Hensley, Wyatt Beard, Buddy Cannon (background vocals); B. James Lowry (acoustic guitar, electric guitar, steel guitar, nylon-string guitar); John Willis (acoustic guitar, electric guitar, gut-string guitar, nylon-string guitar); J.T. Corenflos (electric guitar, gut-string guitar, nylon-string guitar); Pat Buchanan (electric guitar, harmonica); John Jorgenson (electric guitar); Tommy White (dobro); Jim Hoke (pennywhistle, tenor saxophone); Jim Horn (tenor saxophone); Steve Herman (trumpet); David Briggs (piano, keyboards); Paul Leim (drums, shaker, percussion); Chad Cromwell (drums); Robert Greenidge (steel drum); Tom Roady (tambourine, percussion); Eric Darken (percussion).

Audio Mixer: Kevin Beamish.

Liner Note Author: Kenny Chesney.

Recording information: British Virgin Islands (06/29/2004); Emerald Entertainment Studios (06/29/2004); Starstruck Studios (06/29/2004); Westwood Sound Studio (06/29/2004).

Introduction bys: Mark Tamburino; Amy Jo Stelzer.

Photographer: Glen Rose.

Though much of Kenny Chesney's recorded output is distinctly soft-spoken and genial, BE AS YOU ARE represents a full realization of his mellow side. A conceptual song-cycle written about the country singer's experiences in the Caribbean, the tunes here are often so laid-back that they make Jimmy Buffett seem as frenetic as David Byrne.

Ripping a page from Buffet's textbook, the album employs steel drums, Latin percussion, Cuban-style nylon-string guitar leads, and even the sounds of crashing waves, to induce a breezy, relaxed feeling that lingers long after the disc stops spinning. Chesney's exquisitely reserved vocals, however, always bear a hint of melancholy, suggesting an update of the same dark-side-of-the-island-vacation dream implied by Buffett himself in his hit "Margaritaville." Chesney has proclaimed BE AS YOU ARE as his "most personal" work, and the songs "Somewhere in the Sun" and "Boston" (which describes a woman who "wears a Red Sox cap to hide her baby dreads") both indicate an existential escapist fantasy lurking just beneath the surface of these still waters.