1 ELTON JOHN Madman Across the Water 1971 (Mercury) ''This is the first album I ever bought. I had never heard of Elton John, but I liked the cover. Just goes to show the value of a great package.''
2 BADFINGER Straight Up 1971 (Alliance) ''I used to call the radio station and request 'Baby Blue' relentlessly -- until someone there asked why I didn't just buy the record.''
3 RANDY NEWMAN Good Old Boys 1974 (Warner) ''Someone played this for me when I was a teenager, and I remember how great and shocking and sweet I thought it was.''
4 ELLIOTT SMITH XO 1998 (DreamWorks) ''He's probably been the single greatest influence on my songwriting. I can't tell you how upset I was when I heard about his death.''
5 LOUD FAMILY Plants and Birds and Rocks and Things 1992 (Alias) ''I love the arrangements, I love the little bits between songs...just perfectly conceived all throughout.''
6 COLDPLAY A Rush of Blood to the Head 2002 (Capitol) ''There are songs on here I can't listen to without bursting into tears.''
7 LIZ PHAIR Exile in Guyville 1993 (Matador) ''This record was really a bolt from the blue and completely changed my perception about how honest one could be in a song and the topics one could deal with lyrically.''
8 ELVIS COSTELLO Imperial Bedroom 1982 (Columbia) ''Classic Costello lyrics and endlessly entertaining production -- some of his best songs ever.''
9 HONEYDOGS 10,000 Years 2004 (United Musicians) ''[My husband] Michael Penn turned me on to this. It's a concept album [due in Jan.] about the second coming of Christ.... Oh, if every rock opera could be this well conceived.''
10 FRANK SINATRA Francis Albert Sinatra & Antonio Carlos Jobim 1967 (Warner) ''The quietest, slinkiest, saddest record ever. Reminds you why 'The Girl From Ipanema' is one of the greatest jazz standards of all time.''
11 NEIL YOUNG Harvest 1972 (Warner) ''My babysitter brought this record over one night when I was a kid and I was fascinated. It had such a haunting and mournful quality.''
12 THE ZOMBIES Odessey & Oracle 1968 (Rhino) ''Producer Jon Brion introduced me to this record. I still think Colin Blunstone has one of the greatest voices in rock ever.''
Mann's special double-disc edition of her fourth solo album, 2002's Lost in Space, is in stores now.