Hated on for his over-the-top appearance, his constant use of the electronic Auto-Tune voice filter, plus guest shots on maybe 30-percent of the R&B or hip-hop singles released during the years 2007/2008, T-Pain is the full package in a sidekick's disguise.

Like a garish version of his label boss Akon, he's a singer/songwriter/producer who doesn't evolve much over this avalanche of releases and guest shots, but Thr33 Ringz proves he's much more aware of his limitations.

First, there's the long guest list here, featuring high-power names like Lil Wayne, T.I., Kanye West, and Akon himself.

Then, there's the album's concept, which finds a series of perfectly polished and unsurprising numbers held together by a circus theme, allowing T-Pain to exploit his "Ringleader Man" persona; hyping every act and stunt while pacing the parade for maximum impact.

Three tracks in and Ludacris appears on the good-timing "Chopped N Skrewed" where the Southern style of remixing is mimicked with Luda's excellent sense of humor.

The futuristic highlight "Blowing Up" finds Ciara seducing T-Pain with quirky references to techno and electronica plus a rock-solid hook.

Shame that the ringleader's weird way of rhyming "mansion" and "Wisconsin" is the high point of "Can't Believe It" since guest star Lil Wayne seems on autopilot.

Wait 'til the break-up song "Therapy" and you'll get two Wayne-style lines to choose from with T-Pain offering "1234/Get the hell up out my door/5678/I don't need your sex I'll masturbate" while guest Kanye West gives up "You too much pressure doll/You gonna raise my cholesterol." There's no big finish and Akon's dream of turning "every bullet to a Hershey's Kiss" so we can "eat away our fears" is just one example of why "Change" is awful, but this is an otherwise entertaining example of the gimmick-filled R&B/hip-hop album done right.