When Zero 7 released Simple Things in November 2001, they filled an immense void left by Massive Attack's breakup. Fans of atmospheric bands (think Air and Slowdive), devotees of downtempo labels Mo' Wax and Ninja Tune, and even easy listeners could all get with the record's silky instrumentals, thoughtful vocals, and languid electronic pulses. Their follow-up, When It Falls, is just as smooth, and conceptually quite similar to Simple Things. Vocalists Sia Furler, Sophie Barker, and Mozez all make repeat appearances, and the first single, "Home"-with its careful guitar plucks, melodic swells, and breathy vocals by Tina Dico-is destined to be as much of a makeout song as "In the Waiting Line" was. But while its billowing orchestral maneuvers and elaborately conceived arrangements may please many, When It Falls is not for those who cringe at trilling chimes, rippling Rhodes keyboards or chick flicks.