It's all change in the world of Kathryn Williams. Her last album, the cover versions project of Relations, turned out to be her last for Warner Brothers and now she finds herself back home on Caw Records, where her debut Dog Leap Stairs and the Mercury nominated Little Black Numbers were released.

Yet it's not just the label that's changed. William's previous albums have been notable for their stripped down, acoustic qualities - the Nick Drake comparisons were musically pretty spot on. On Over Fly Over though, the progression is notable to hear from the offset.

She's not gone emo on us of course - that beautifully wistful voice still remains, but it's surrounded by subtle touches that immediately enhance her sound. Opening track Three is a case in point - underneath the song gradually builds up a squall of feedback and random noises, lending the song an unsettling air, until it bursts into life at the end.

This is also the most upbeat album that Williams has released yet. The recent single Shop Window is all sparkling '60s pop, the closest she's come to a crossover hit, while City Streets is just lovely, a languid, dreamy stroll which brings to mind Everything But The Girl's early days. There's also a harder edge than before - Just Like A Birthday could almost be one of P J Harvey, it sounds so dramatic.

Lyrically, there's dark work afoot, with Beachy Head being particularly outstanding. "What happened to you? Did you slip off the edge?" asks Williams over a melody that ironically becomes more jazzy and sunny as the song progresses. Escaping also hints that's all not well, with it's opening lines of "there's nothing in me, do you feel it too/caught in a conversation with nothing to say".

There's also the outstanding Old Low Light #2 (a nod to Williams' 2002 album of the same name), Indifference #1, which recalls none other than prime period Joni Mitchell with its loping double bass, and the slightly sinister sounding string instrumental of Unlit The Dark. The album's standout though has to be Baby Blues, the muted trumpet sound making the song sound impossibly poignant.

When Williams released Relations, she said it was an exercise to remind herself why she fell in love with music in the first place and to inspire her to write music that could stand up with the classics. If that was the case, it's certainly worked - Over Fly Over is the sound of a woman reborn and even surpasses Little Black Numbers as her best album yet.

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Mercury Prize 2009 nominees