Though it has taken three decades, the pairing of George Benson and Al Jarreau - peerless music legends who both sprang from jazz into the international R&B and pop mainstream - was pure destiny.

The parallels of their career paths, musical ideologies and fans bases would seem to have deemed it so many moons ago. Both have earned multiple Gold and Platinum albums, totaling millions of copies sold, along with coveted Grammy awards in both the pop and jazz categories. And both gentlemen are consummate and engaging entertainers, each capable of selling out an all-nighter by himself and still barely denting his catalog of timeless classics.

The result is a landmark, 13-song album. Painstakingly prepared by Benson and Jarreau, "Givin' It Up" touches on every style and mood fans could imagine from this stellar event of musical matchmaking. "Givin' It Up" crackles with inventive covers of standards ranging from the 1940s (Billie Holiday's "God Bless the Child"); the 1960s (Sam Cooke's "Bring it on Home to Me" featuring a surprise cameo by pop legend Paul McCartney); the 1970s (Seals & Crofts' "Summer Breeze"); and the 1980s (Daryl Hall's "Everytime You Go Away").

They also show respect for the music of today, inviting neo soul diva Jill Scott to sing along on "God Bless the Child," and turning in a sumptuous instrumental rendition of singer/songwriter John Legend's " Ordinary People" with Marion Meadows on soprano sax. "Givin' It Up" also features sizzling jazz jams on two Miles Davis classics: the classy swing of "Four," with lyrics by the great Jon Hendricks and featuring Stanley Clarke on upright bass; and the lowdown blues of "Tutu," rewritten as "Resurrection Blues" by Jarreau and set to Marcus Miller's dynamic original music (a homage to Bishop Desmond Tutu), featuring Miller himself on electric bass and special guest Herbie Hancock in scorching form on acoustic piano.

Proving yet again why he's one of the most talented and popular R&B vocalists working today, Jarreau pens lyrics and sings on one of Benson's biggest hits, "Breezin', and offers a poignant reconciliation song titled "Let it Rain," which also features the evocative muted trumpet of Chris Botti.

The album is a masterful collection of smooth, seductive grooves and inspired reinterpretations of Benson's and Jarreau's most classic songs.

If you would like to win an AUTOGRAPHED copy of this brand new CD, just answer this easy question: At the age of 21, George Benson recorded his first album as a leader, The New Boss Guitar, with Brother Jack McDuff on organ. Benson's next recording was It's Uptown with the George Benson Quartet with Lonnie Smith on organ and who on baritone sax?!

Send me your answers and if you're correct you'll be in the running to win one of these great AUTOGRAPHED CDs! Just send us an e:mail here before December 15th with your answer and the subject title CONTEST: GEORGE AND AL SIGNED CDs to: exclusivemagazine@flash.net