Count Bass D is the quintessential underground hip-hopper: he produces and plays the instruments on almost all of his tracks, he sings and rhymes, and he's been making records for the past ten years without getting much recognition, something he's very much aware of. He bookends his fourth solo album, Act Your Waist Side, with a lecture on injustice in "What's Wrong" and the quasi dis track, "No Comp," a perfect underground mixture of poppy synth and braggadocio, in which the Count calls himself "the Sam Cooke of this independent rap shit/The Marvin Gaye of this backpacker rap shit" and criticizes rappers and producers "who can't play instruments." The beat, like many on the record, is filtered and muffled, making it sound very much in the Stones Throw (meaning Madlib) style, despite the fact that Act Your Waist Size was released on Fat Beats. Count Bass D is a fan of slightly quirky soulful Southern grooves, heard in the circling guitar of "Brasilian Landing Strip," the various xylophone and keyboard frills of "Pot/Liquor," and the siren-looped synths (like something the Bomb Squad would have sampled from) of "Tradin' Whore Stories." And for the first time on an album, Count Bass D uses a drum machine, using it to give his music a distant feel, as if everything is heard through miles and miles of space. The results -- his beats -- are all good, the instruments moving around and chopping themselves up. Many of the tracks contain few vocals, relying on Count Bass D's talents behind the boards as opposed to behind the mike, though he does show off his pipes (or lack thereof) on a few cuts, including the two interpretations of the Southern gospel songs "Softly & Tenderly" and "Leaning on the Everlasting Arms." There are some moments -- "Apology," "Long Goodbyes" -- that get a little too caught up in trying to be creative and artistic and end up doing nothing, but Act Your Waist Size is successful overall, more evidence of what Count Bass D and underground rap itself are capable of.