I love this LP, and always have, but am writing this review to give comment on the 1999 reissue bonus tracks...

In the liner notes of this deluxe-edition booklet, the commentator stated there was a third and final LP to be released in 1971, but it says the album was not given a title, nor did he give the reason(s) why it was shelved. After doing some extensive online research, I found the answer to both unanswered questions.

It actually was to be called "Faithful" (because of one of the album's songs 'I'll Be Faithful' and its soulful uproar), and was never released due to Dusty 'fell out' with the top executives at Atlantic, therefore causing them to vault the masterpiece. Only four of the songs were released as singles; two of them 'Someone Who Cares' and 'Nothing Is Forever' winding up on here "See All Her Faces" LP. The master tapes were actually destroyed in the famous Atlantic fire in the 70's, but producer of the album, Jeff Barry, saved crystal-clear stereo mixes of the album; thus leaving it preserved.

This record, one of only two albums Dusty Springfield made for Atlantic Records (that were released at the time), has made it into many TOP 100 Albums of All Time lists around the world, and it deserves the honor. For one thing, Dusty Springfield is simply one of the greatest pop singers who ever lived. It is a crying shame that, save for "Son Of A Preacher Man," from this album, songs like "Wishin' And Hopin'" and "You Don't Have To Say You Love Me" are all most of the general public seems to remember of the former Mary O'Brien. "The Look Of Love" may also be recalled, and maybe "I Only Want To Be With You," but other than those few recordings, most of Springfield's catalog is relatively obscure. "A Brand New Me," the title song from Springfield's second Atlantic release was used once or twice for television commercials, and "I Just Don't Know What To Do With Myself" made it into a movie soundtrack ("Buster"). And yet, since her untimely death from breast cancer in 1999, many compilations have been released, and several of them are already hard to find. I've lost count of the number of books on pop and rock that fail to do more than mention Dusty Springfield in passing, if she is in their indexes at all. Why is this? I subscribe to the theory (and it's most clearly illustrated by the eclectic song choices on DUSTY IN MEMPHIS), that Dusty was not strictly a pop singer, nor was she really a soul singer -- and I don't mean she was not black -- and she was ignored by most rock fans, even though she could rock with the best of them. To the great credit of the Rock 'N' Roll Hall Of Fame, Dusty has been inducted, yet her fan base (in America, in particular) remains a relatively small number, as far as I can tell. Could it be that Dusty eluded categorization, and therefore was a confusing singer for the various labels who recorded her to market? I believe this is the answer (and I know that I'm not alone in this observation).

Ultimately, it doesn't matter. Dusty's legacy is solid, and DUSTY IN MEMPHIS will remain its cornerstone. Many singers have cited Dusty as a major influence or at least an inspiration, including Elvis Costello, Elton John, Linda Ronstadt, Chrissie Hynde, Elvis Presley, Cher and Bette Midler. Songwriters Carole King and Burt Bacharach, several of whose tunes were chosen for DUSTY IN MEMPHIS, have noted Springfield as having made definitive recordings of their compositions. In fact, she often chose excellent songs by great songwriters. Randy Newman's poignant little soap opera "I Don't Want To Hear It Anymore" is my favorite track from this album, but it has lots of competition here. "In The Land Of Make Believe" (Bacharach/David) displays Dusty's amazing high range, complimented by an exotic sitar sound, and "So Much Love" (Goffin/King) is Dusty at her soulful best. No one was ever able to top Springfield's dramatic reading of Michel Legrand's "The Windmills Of Your Mind" (although Alison Moyet recently came close) and "Don't Forget About Me" (another by Goffin/King) rocks as hard as a Led Zeppelin number. Dig that blazing electric guitar work! "Breakfast In Bed" (Eddie Hinton/ Donnie Fritts) and "Just One Smile" (Randy Newman again) beautifully display Dusty's vulnerable side, the former being among Dusty's sexiest performances.

The bonus tracks on the Deluxe Edition of DUSTY IN MEMPHIS (some from a shelved project that was planned as a third Atlantic album) make this an invaluable addition to any serious Dusty Springield fan's library, although few of the songs rise to the heights of anything on D.I.M. "Cherished" and "Goodbye," although lovely, seem half-baked (and indeed, may not really have been completed), David Gates' "Make it With You" is nice, but restrained, and "Have A Good Life Baby" (writer unknown) is very sweet, almost too... however, if you still doubt that Dusty could really rock, listen to "Natchez Trace," and you may be converted. The brightest gem here is Dusty's inexplicably previously unreleased version of the Carole King song, "You've Got A Friend," which gives its writer's and James Taylor's versions a run for their money. Believe the hype, and buy this CD; you won't be sorry.

There is a reason this CD has garnered a 5-star rating from every reviewer on this site - it is nothing short of FABULOUS! There is no 20th Century pop singer who could come close to Dusty Springfield in pure voice and sensuality of style. She set the mark. Heck, I can think of only one other singer who could make those octave leaps in Bacharach's songs as smoothly as Dusty - Dionne Warwick - pretty heady company. That said, Dionne had the technical talent; but, only Dusty made every note sound as though it was dripping with sex.

I bought this album as a youngster when it first came out. I loved it then; but, now, having cultivated a more discerning musical palette, I can fully appreciate its greatness - vocals, musicianship and production are all absolutely perfect on this album. Dusty may not "sound black" but she's as close as you're going to come to it from a white chick whose real name was Mary O'Brien.

If you buy but 3 albums from the 60's, you owe it to yourself to buy this one; Sgt. Pepper; and, Pet Sounds. As another reviewer said "believe the hype". We lost Dusty way too soon. Thankfully, we still have her incredible music. In 2 words, Dusty Springfield was "the greatest"!