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The essence of Louisville's Palace Brothers is the quavering, forlorn, achingly beautiful voice of Will Oldham--a vulnerable warble somewhere between Neil Young and Meat Puppets II-era Curt Kirkwood. On last year's breathtaking There Is No-One What Will Take Care of You (Drag City), Oldham was surrounded by a shifting cast of musicians, including several former members of underground demilegend Slint, who crafted an idiosyncratic, folky melange spiced with baroque flourishes like plucked banjo and waves of nauseous pedal steel. On the forthcoming Palace Brothers, things are stripped down to only a guitar or two, but Oldham's voice is still the center of attention. (For this gig the Palace Brothers will be a quintet, and it should be interesting to hear how his voice competes with a more rock-leaning combo.) Oldham revamps familiar country and folk melodies in arresting and slyly ambiguous ways; his highly personal songs are about the usual love-and-life-related subjects, but his spare writing is spiked with acerbic, effective lines--the deceptively simple poignancy of "When you have no one / No one can hurt you" from "You Will Miss Me When I Burn," or the painful resignation of "When was the first time / You realized the next time / Would be the lost time" from "(Thou Without) Partner." The warm lyricism that leaves his lips lingers gently in the air like a fine mist before it evaporates. Friday, 10 PM, Lounge Ax, 2438 N. Lincoln; 5256620. Saturday, Lollapalooza, World Music Theatre, 1-80 and Harlem, Tinley Park; 559-1212 or 708-614-1616.

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