With his background as a television soundtrack and jingles arranger, and his deep knowledge of the history of jazz and popular orchestration, George Tipton was the perfect collaborator for Harry Nilsson in the late '60s, and he helped bring Nilsson's wonderfully skewed version of pop music to life on a series of classic albums that flirted with commercial appeal even as they gleefully undermined that appeal with deliberate quirkiness. At some point Nilsson and Tipton reportedly had a falling out, but before that happened, Tipton released this charming set of Nilsson tunes reassembled and reshaped as MOR instrumental fare in 1970. The album works for the same reason that Nilsson's albums work -- there’s that same goofy love of what pop music can be when a little intelligence, grace, and joy are applied to it. "Rainmaker" emerges in Tipton's tribute version as the bold theme to some sweeping television Western, while the repositioning of "Nobody Cares About the Railroads Anymore" makes it sound like a vintage 1940s vocal jazz piece. The majestic "Without You" keeps its elegant and wounded grace even as it emerges as a gentle dance samba. True, these tracks are really just a button or two away from being elevator music, but somehow they aren't. Tipton saw the musical history and structure that were inherent in Nilsson's approach to songs, and with his own musical background, he was able to bend them into familiar shapes -- make that ALMOST familiar shapes. Nilsson's odd and joyful melodic signatures always shine through. Nilsson by Tipton is easy and fun, a warm and friendly wink from the past, and it’s nice to have it finally with us in the digital world.