Put the words and the rootsy, restless music aside for a moment. "Midnight at the Movies," the second Bloodshot Records release from 27-year-old Justin Townes Earle, has another striking element: the generous, double-panel photo spread inside the CD package that seemingly features everybody involved with the album's creation. The photos fall somewhere between candid shots and formal sittings. Think senior pictures if, that is, you went to an especially cool high school and the photo backdrop was funky antique-yellow wallpaper.

"I kind of have a bit of an obsession with portraits," says Earle, on the phone from Nashville. "I like to go to thrift stores and find other people's family portraits. I find something very fascinating about them; I have them all over my house."

But this collection of close-ups is clearly more than a nod to a hobby. It's an acknowledgment of everybody's contributions to "Midnight at the Movies," and it's a creative way of making the point that, in Earle's words, "It ain't just about me. I'm not some kind of super songwriting being who can do all this on his own."

Earle explains: "I write the songs. The chord progressions, the melodies are mine. But there's a hell of a lot more to a record than that." He cites Skylar Wilson, who plays most of the keys on the album, as one example. Among Wilson's many singer-songwriter-friendly qualities is the knack for applying a little extra coloring, be it the Farfisa on the title track or some well-placed vibraphone. "He's like that kind of guy who can think 'Okay, this just needs one note.' And he has this really great Stax and Motown sensibility to music," says Earle. "He's very valuable in the studio."

Of course, he could just as easily be talking up multi-instrumentalist (banjo and mandolin a specialty) Cory Younts, Earle's longtime musical companion, or Brian Owings, go-to drummer for the cream of Nashville's soul and blues crop, or pedal steel player Pete Finney.

"Everybody who worked on the record definitely earned their place and earned their picture and earned a lot more than what I could pay them," Earle continues. "It's really rare: I've had the luxury and the privilege of having pretty much a set group of people for my records. And even though I've only made two full-band records, that's still pretty astonishing - especially in this town, because this is one of the most mercenary towns on earth."

The recording process for those two full-band records - last year's "The Good Life" preceded "Midnight at the Movies" on Bloodshot - didn't vary much. In both instances, Earle's eye was on keeping things lean and economical, and both records were joint production efforts between Steve Poulton and the well-traveled R.S. Field (Sonny Landreth, Webb Wilder, Scott Miller and Billy Joe Shaver for starters). Earle and his band mates would record a basic track, and then they'd tear down and do any overdubs that they could right there instead of moving on to another basic track.

"The Good Life" took seven days total: four days of recording, two of mixing, and one of mastering. With "Midnight at the Movies," they got a little greedy, spending seven whole days recording in the studio. To get the most out of that week, they logged long sessions and rotated two engineers, with Richard McLaurin taking the noon to 7 p.m. slot and Adam Bednarik holding down the night shift from 7 p.m. to 2 a.m.

Whatever the recipe, it's working. Like its predecessor, "Midnight at the Movies" mixes styles and hops across eras. You get swinging old time numbers sharing space with Jackson Browne-ish folk rock. Honky-tonk rubs elbows with a lively fiddle and banjo take on ‘80s guitar-rock. Guitar rag, say howdy to a trad-sounding story song. Despite this variety, or maybe because of it, the center holds. And in that centerpiece spot, going back to Earle's photograph obsession, is a musical family portrait of sorts in the form of a song titled Mama's Eyes.

I am my father's son/I've never known when to shut up/I ain't fooling no one/I am my father's son, Earle sings as the song gently rolls to a start, his voice rich with memories and a message. We don't see eye to eye/and I'll be the first to admit I've never tried. As Mama's Eyes nears its conclusion just two minutes later - one of Earle's strengths as a songwriter is getting in, saying what he has to say, and getting out - there's more eye talk, but there's also a shift in focus. Strike a match and I see my reflection in the mirror in the hall/and I say to myself/I've got my mama's eyes/her long thin frame and her smile/and I still see wrong from right/cuz I've got my mama's eyes.

Okay, so maybe the song is more like a series of three portraits. In the first, Earle's father, country/rock hero Steve, and his mother Carol are holding a little rock 'n' roller (see "Guitar Town" 1986) between them. In the second, it's father and son, not exactly embracing, but there's not a lot of space between them either. Both are leaning on guitars. And in the third, it's mother and son, both beaming, their eyes matching ice-blue pools.

You can get taken if you assume that all first-person songs are about the writer. But here you get the feeling that this one is as autobiographical as they come, a notion that Earle confirms with a "Yeah, it's all me." And he then proceeds to not just crack a window on the song, but throw it wide open. "People think I'm like some kind of asexual product of Steve Earle. They forget that I do have a mother, and since my father was a touring musician, she probably raised me," says Earle. "It's something that needed to be said; the record needed to be set straight. I mean, I'll always be my father's son. I'll never try to remove myself from that, ever, because I believe very deeply in family. But, as much as I am my father's son, I'll always, first and foremost, be my mother's boy. Always. I just wanted to make sure that was known, for Mama's sake."

Nothing else on "Midnight at the Movies" is as deeply personal or packs as much of an emotional wallop. After all, Mama's Eyes sets a damn high bar. But the surrounding cuts all do deliver one way or another. Leading off the record is Midnight at the Movies, an atmospheric pop song that's considerably more Rufus Wainwright than it is Loudon III. "We couldn't think of anyplace else to put it," Earle explains about the title track. "It just didn't make sense anywhere else, except right on the front end."

It works well, announcing right from the top that he's not interested in being confined in any one stylistic box, and it's a claim supported by all that follows. For instance, They Killed John Henry splits the difference between talking blues and classic folk-song structure, while Poor Fool is Thumper Jones turning into George Jones. Someday I'll Be Forgiven for This is probably the closest echo of his father that the young Earle has put on record (well, at least until the closer, Here We Go Again), but there's still no question whose song it is and whose personality serves as its engine.

The lone cover is The Replacements' Can't Hardly Wait, a tune that Earle has been doing live for years, ever since a 2000 tour with Marah in which the kids from Philly leaned on it as one of their encores. As he talks about Can't Hardly Wait, you learn that Earle really was a little rock and roller, or at least a precocious listener. "I was born in 1982," he offers. "So, by the time I was old enough to recognize the sounds that came out of a radio, The Replacements were all over it. That '86-'89 period."

Pleased with his timing, Earle rattles off others from that time frame that made an impression, a somewhat surprising list: "The Fine Young Cannibals, which was a great, great record. The Proclaimers, who made great records. And there was that first George Michael record. That was a great record. Anybody who doesn't like that Faith recording - you can say what you want about George Michael, but that's a great-sounding record."

Near the end of "Midnight at the Movies" is a pair of songs that have been around for over a decade. Halfway to Jackson, its yearning harmonica and relentless rattle making it the musical equivalent of a leaving train, is the first song that Earle ever wrote, penned when he was 15. He wrote Walk Out - a prime example of the jazzy, almost vaudeville-ish country that was an early calling card of his - a year later.

Earle was always was ahead of the curve, for better or worse. There's his well-documented several-year-tour of various stages of Hell (cue the opening line of Mama's Eyes) as he struggled with drug addiction, and the aborted record deal and the near-death experiences that accompanied it. There's also the equally well-documented, self-imposed pressure to live up to not one but two names: his middle name, a tribute to the brilliant but haunted Townes Van Zandt, in addition to his last. All of that is now behind him. It's not necessarily a strategy you'd recommend for anyone, but Earle got all the nonproductive, potentially lethal stuff out of the way young, paving the way for a singular focus on his art.

"My music is about life experiences. And if I'm f--ked up, I'm not having any life experiences. I'm not remembering them, anyway," states Earle, sober for five years now. And he says it in the same manner that he seems to say everything: matter of factly. "I read about a lot of my heroes, and, yeah, they were drunks, and they were assholes. But I've come to the realization that you don't have to be an asshole or a drunk to be a good songwriter. You can actually be a pretty normal person." He pauses for a short laugh. "Well, not normal. You still have got to be crazy to want to get into this business."