When word first leaked that former indie-cool heroine Scarlett Johansson had musical ambitions, it was almost universally laughed off. Once it was clear that these ambitions included an album-length homage to the sacred cow of music critics, Tom Waits, the laughter hardened into a sneer. What could this blonde actress possibly know about true art like carnival-barking hobo-poet Waits?

From the evidence of Anywhere I Lay My Head (Atco, May 20), the answer to that is still obscure. A collaboration with producer David Sitek, of Brooklyn art-pop band TV on the Radio (and current number one on the NME's "Future 50" list), the cover versions are so stripped of most Waits signifiers, that at first glance, they're almost unrecognizable as his songs.

Once the instrumental warm-up of "Dawn" (an odd choice as the first song from a record by a hot young thing) has passed, Johansson's surprisingly deep, affectless alto finally appears in the humid organ and orchestra echoes of "Town With No Cheer," and it becomes clear what Sitek's ambitions for this project are. He's determined to make a classic 4AD record—This Mortal Coil with Sade on vocals (after she's finished brushing her teeth with Valium). To make the influence even more explicit, Sitek even cajoled 4AD mastermind Ivo Watts-Russell into sequencing the album.

After all the preemptive critical clucking, what's immediately striking is how not bad the record is. Sitek buries the vocals in a Cocteau Twins and Slowdive-type aura, and while it may not show a great deal of confidence in Johansson's singing, he does the same to David Bowie (he guests on "Falling Down" and "Fannin' Street"). Still, there are clever touches throughout the album, like the ghostly music box of "I Wish I Was in New Orleans," and the '80s drum machine hand claps and slowed-down dance of "I Don't Want to Grow Up." Surprisingly, "Song For Jo" (an original co-written by Sitek and Johansson), contains one of the best melodies on the record. It's obvious that, although it may seem like a bizarrely inexplicable vanity project, Anywhere I Lay My Head is an ambitious and earnest record.

The main problem with the album is that, while it plods along rather nicely, it does plod. As an atmospheric wash, it works well, but there's little variety, and not much sense of Johansson's personality (though, given her laconic performances of late, that may not be much of a surprise). Anywhere I Lay My Head is perfect background music for a Brooklyn dinner party—like those events, and the Sofia Coppola film that brought her mega fame, there's a lot of style but not much underneath.