Originally, Frank Sinatra had planned to record Only the Lonely with Gordon Jenkins, who had arranged his previous all-ballads album, Where Are You. Jenkins was unavailable at the time of the sessions, which led Sinatra back to his original arranger at Capitol, Nelson Riddle. The result is arguably his greatest ballads album. Only the Lonely follows the same formula as his previous down albums, but the tone is considerably bleaker and more desperate. Riddle used a larger orchestra for the album than he had in the past, which lent the album a stately, nearly classical atmosphere. At its core, however, the album is a set of brooding saloon songs, highlighted by two of Sinatra's tour de forces -- "Angel Eyes" and "One for My Baby." Sinatra never forces emotion out of the lyric, he lets everything flow naturally, with grace. It's a heartbreaking record, the ideal late-night album.