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Sean "Puffy" Combs' new album starts with a reverent choir and a desperate prayer.

"God, please watch over my family/Please protect us/Forgive my enemies/For they know not what they do/Please Lord, forgive me for my sins and protect me from evil."

That's an unusual beginning for a rap and hip-hop CD, but Combs' music is shadowed by an obsession with death and longing for spiritual comfort.

Combs, 26, watched his friend and fellow rapper Notorious B.I.G. (Biggie Smalls) die in his arms after a drive-by shooting earlier this year. Combs and B.I.G. were central players in the so-called East-West rap war, and saw another young rapper, Tupac Shakur, meet a violent death. Also, when Combs was a child, his father was killed in a car crash.

Combs has managed to transform pain and mourning into an essential part of his music. The artist known as Puff Daddy gives hip-hop a compelling and accessible pop sensibility on his album "No Way Out" (Bad Boy Records 73012-2), released this week.

Listen to Combs' hit single "I'll Be Missing You," a tribute to Smalls, and you understand why he is so special.

The song is a cover of the old Police hit "Every Breath You Take." Combs once again begins with a hymn and prayerful conversation with Smalls, and then the track goes into a thumping bass from the old Police song.

"This song goes out to everyone who has lost someone they truly love," Combs says as he leads into a slow, soulful rap. The tune gains intensity with a glorious chorus by Faith Evans, with help from the group 112.

Combs is a producer, performer and record company executive. Like Berry Gordy at Motown a generation ago, Combs is emerging as a hip-hop mogul for the sound of young America in the '90s.

Despite his stature, Combs seems haunted by death. "When Biggie died, I just wanted to give up," he has said. "I didn't want to make music anymore."

Combs has come out of his mournful funk and remains arrogant and determined.

"Been Around the World," a track that samples the music of the old David Bowie hit "Let's Dance," is Combs boasting about women, money, cars and "talking s---." Notorious B.I.G. raps straight from ghetto streets on "Victory." There's more profane gangsta posturing on "It's All About the Benjamins."

Combs changes tempo when he drifts into a Marvin Gaye mood with the bluesy "What You Gonna Do?" The song, like so many others, is overshadowed by violent death: "What you gonna do/When it's your turn to go."

"If I Should Die Tonight" is a cover of a Marvin Gaye song. The spiritual number is laced with despair as Combs is once again contemplating the end. "I've never been afraid to die/But I feel I've got a lot more living to do."

"Pain" is Combs coping with his own demons: "I'm talking about the kind of pain in your heart and soul/The kind of pain that won't go away."

Combs offers a variety of musical influences, including jazz ("Do You Know"), funk ("Young G's") and a romantic ballad with strings and street raps ("I Love You Baby"). That song highlights Combs' paranoia. Ostensibly a love song, it's filled with gunshots, crashing bottles and violent images.

Puffy Combs' world is filled with love, death, prayers and profanity all rolled into a symphony of sounds, raps and tears. He describes his fractured psyche best with this lyric: "Life ain't always what it seems to be."

Rating: * * * *.

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