Mixing spoken word recordings by such greats as Miles Davis, Billie Holiday, Lester Young, Joe Sample and Roberta Flack with scintillating modern music, Miller has concocted an expressive blend that is a story itself. "I was trying to get the album to sound like a conversation that I've been hearing all my life, a conversation between me and mostly older musicians," he says.

Marcus started trying to figure out how to make a record that would reflect how people have collected knowledge through time. "Back in Africa, people learned through being told stories by the griots, a tradition that has continued up till now, Miller says. "In contemporary music, telling stories is so important that in recent years younger musicians have left the melody and gone straight to the story, which is rap."

Miller decided he wanted his album, which follows his Grammy nominated 1993 PRA Records debut, "The Sun Don't Lie," to sound like a conversation between an older musician and a younger one, "but with me in between to translate," he says. "I want to show these two musicians that while they might think their music is so different, that it is really all the same. These stories, these tales are the connection."

The storytellers on "Tales" the older artists -- Young, Holiday, Davis, Sample -- but there's a mixed edge to the music -- it reflects different eras, from the '70s to today, that gives it the feeling of the younger person listening. "I tried to combine the old style of soulfulness with the new hip-hop rhythm," Marcus says. "There's no real rapping. but there's that flavor. And in the middle, I try to use the '70s as my connecting sound, the sound of Stevie Wonder's "Innervisions" or "Talking Book," or Earth Wind and Fire. I've always combined old and new black music. That s what I have been about, and this is kind of a new way of looking at it."

Indeed, at the core of "Tales" is Miller's desire to bespeak a unified black music, transcendent of genre and time. Using equal portions of soul, R&B, hip-hop and contemporary jazz, Miller offers nine originals and three classics -- Lewis Allan's "Strange Fruit," Wonder's "Visions" and Lennon McCartney's "Come Together." And then there's "Rush Over," featuring a sultry vocal by jazzy hip-hop artist Me'Shell NdegeOcello, which amalgamates 30 years of black music.

"The way she talks reminds you of the Last Poets," says Miller, referring to the triad of black poets who emerged in the late '60s. "And her voice reminds you of Roberta Flack. Add a hip-hop rhythm and jazz horns, and it makes big music sandwich."

The ear-pleasing program on "Tales" ranges from the riotously funky "Come Together" to the tender and soulful "Forevermore," which includes a moving improvisation by Miller. The crisp beat of "Infatuation" is sparked by Lalah Hathaway's vibrant vocal, while Withers' spoken introduction to "Strange Fruit" leads seamlessly into Marcus' gritty bass clarinet solo. For the "Tales" reprise, Joe Sample expounds on the genesis of funky-groovy jazz, while Marcus responds with a dazzling, funky-groovy homage to Sample and The Crusaders. Other highlights include Hiram Bullock's sizzling guitar solo on "Eric," a dedication to the late guitarist Eric Gale; "The Blues," with its blend of voices and music: and the simple yet compelling melody of "True Geminis."

As with "The Sun Don't Lie," "Tales" is driven by Miller's out-front bass work and occasionally augmented by his fiery bass clarinet. Smoking solos from guest Bullock and tenor saxophonist Joshua Redman and band members Kenny Garrett (saxes) and Michael "Patches" Stewart (trumpet) help create a powerful blend of styles and textures. Other essential players -- Bernard Wright, synths, organ: Poogie Bell, drums; David "The Cat" Ward, sound programming -- round out the stellar cast of musicians.

"Tales" is the latest accomplishment from an artist who's been called the "Superman of Soul." Miller has produced albums by such renowned performers as Miles Davis, David Sanborn, Luther Vandross, Al Jarreau, The Crusaders and, as bassist, has appeared and/or recorded with Davis, Sanborn, Vandross, Joe Sample, McCoy Tyner and Jackie McLean, Grover Washington, Jr., Aretha Franklin and Roberta Flack.

He's also composed soundtracks for several films, among them "Lowdown Dirty Shame" with Keenan Ivory Wayans, "Boomerang" with Eddie Murphy, "Above the Rim" and "Siesta." "Da Butt," the song he penned and produced for Spike Lee's "School Daze," started a nation-wide dance craze and was responsible for putting the "go-go" dance mix beat on the map.

Marcus was born in Brooklyn on June 14, 1959 and was raised in Jamaica, NY on Long Island. His was a musical family, and Marcus particularly took after his father, an amateur jazz pianist and church organist. Early in life, Marcus felt the pull of R&B - at the age of ten he picked up the clarinet, later adding piano and bass to his musical arsenal. At age 15, he secured his first professional gig with the New York club band, Harlem River Drive.

Kenny Washington, now an acclaimed drummer, introduced Marcus to jazz; Miles Davis, whose band included Marcus' cousin Wynton Kelly, was an early favorite. By the time he was sixteen, Marcus was playing with flutist Bobbi Humphrey and keyboardist Lonnie Liston Smith.

Marcus spent the next few years as a studio musician in New York, making sessions with Franklin, Flack, keyboardist Bob James, Sanborn and others. In 1980 he joined Davis and went on to spend two years with the fabled jazzman. "He (Davis) didn't settle for anything mediocre, which helped me develop my style," Marcus says. "I learned from him that you have to be honest about who you are and what you do, If you follow that, you won't have problems."

Following his stint with Davis, Miller produced his first major album, Sanborn's "Backstreet" and issued his own debut record, "Suddenly (on Warner Bros. Records). In 1986, he produced "Tutu" for Davis, followed by his second solo album, "Marcus Miller." He also joined with drummer Lenny White in forming the eclectic funk-based band The Jamaica Boys. In 1991 Marcus won a Best R&B Song Grammy for "Power of Love/Love Power," a song he co-wrote with Teddy Vann and Luther Vandross. He returned to live playing in late 1993 with the release of "The Sun Don't Lie."