Producers: Glen Brunman, Bonnie Greenberg-Goodman.

Engineers include: Robert Fernandez.

Audio Mixer: Don Murray .

Audio Remixers: Bill Schnee; Richard Perry.

Arrangers: Eddie Arkin; Marty Manning; Nelson Riddle.

The film WHAT WOMEN WANT, starring the indefatigable Mel Gibson, is a comedy about a man with the ability to hear women's thoughts. Aside from the expected comic hijinks, this gift leads him to a deeper understanding of the opposite gender. Accordingly, the film's soundtrack is full of love songs as rendered by a combination of old-school pop crooners and contemporary artists.

All conceptual threads aside, listening to Tony Bennett belt his way through "The Good Life," or to Frank Sinatra's insinuating "I've Got You Under My Skin," is an experience intrinsically worth the price of admission. The intermingling of a more modern aesthetic via Christina Aguilera's teen-pop anthem "What a Girl Wants" and Meredith Brooks' fiesty "Bitch" keeps listeners on their toes, but not enough to unbalance the overall sonic experience.