The musical friends of singer-songwriter Shawn Colvin would make for a killer show, if you get them all on stage together.

Bob Dylan. Joni Mitchell. Neil Young. Richard Thompson. Mary-Chapin Carpenter. Roseanne Cash. Suzanne Vega. Bruce Hornsby. Chris Whitley. Booker T. Jones. The Subdudes.

She's worked with all of them, and many more besides, both singing and playing excellent rhythm guitar. Her recent projects have included performing at last month's "Bobfest" tribute to Dylan in New York, opening for Young's solo acoustic shows and persuading the reclusive Mitchell to help out on percussion during a recording session.

A recording session, by the way, that was in Mitchell's own home studio in California, with Joni's husband Larry Klein handling production.

That's an impressive resume for someone who is only just now releasing her second album, Fat City. Colvin, 35, will be performing tunes from it and her Grammy-winning 1989 debut, Steady On, when she performs Tuesday at X-Ray 's/Ultrasound.

Colvin does get around, and she meets a lot of other musicians in her travels. She was born in South Dakota, but has lived all across the U.S. and also spent some time as a teenager in London, Ont. And she's tried all types of music, from hard rock to country swing to her current folk rock.

She has an easygoing personality that encourages people to say "yes" when she asks them to make music with her.

"If I like somebody's music a lot, I don't feel at all funny about just point-blank asking them to do something on a record," Colvin was saying recently, during a Toronto visit.

"If they turn me down, that's okay. But that's how I got Bruce Hornsby to play on my first record, and also The Subdudes."

Fat City has even more name-brand back-up help, including percussion and hand claps by Colvin's long-time idol, Joni Mitchell, on the aptly named song, "Object Of My Affection."

"You can't predict ol' Joni," Colvin says, with her still-strong South Dakota accent. "She just clapped her hands. I was lucky, you know, that she did that. She was in the mood one day to just goof around. Alex Acua (percussionist) was there, and she digs Alex, so she went down to the studio - which used to be her bedroom - and clapped hands with him."

It might seem obvious that Colvin has sought out Klein and Mitchell, since her beautiful alto voice has been compared favorably to Joni's.

Colvin doesn't deny the heavy influence - she writes "me wimp, you master" to Mitchell in the album liner notes - but she says it was Klein who sought her out and volunteered to produce Fat City, not the other way around.

Colvin had originally asked Bruce Fairbairn (AC/DC, Aerosmith) to be her producer - which likely would have made Fat City a much different record - but he was unavailable.

"I have a theory that you should go where you're wanted," Colvin says. "The fact that Larry Klein called me and really wanted to do it was great. It meant he didn't think I was just a Joni clone - he thought I had something going for me."

There's another Canadian in Colvin's life, and that person probably doesn't even realize it.

It's Toronto's own Jane Siberry, who is the "Jane" Colvin sings about in "Kill The Messenger," a song that paints brilliant pictures of the Canadian landscapes mixed with inner feelings about the struggles of being a songwriter.

"Jane Siberry really moves me," Colvin says. "She seems so dedicated to what she does. I've seen concerts of her where I've walked away crying, and going, 'I shouldn't even bother with this business.' I don't think people appreciate her enough."

Colvin happens to be the first performer from the Oct. 16 "Bobfest" to pass through town, and she has a story about why she, Mary-Chapin Carpenter and Roseanne Cash performed Dylan's Basement Tapes song "You Ain't Goin' Nowhere."

They were originally told by bandleader/organizer G.E. Smith to play "Blowin' In The Wind," which Colvin reluctantly agreed to do, even though, "I groaned - I was worried we'd sound like Peter, Paul and Mary."

She had hoped to perform "Oh, Sister," off the Desire album, but Smith was boss. But plans changed when the Colvin, Carpenter and Cash showed up for rehearsal, because Stevie Wonder said he wanted to do "Blowin' In The Wind" - and Stevie was not to be denied.

"But Roseanne Cash had gotten there before me, and she was already leafing through the songbook," Colvin recalls.

"And she said, 'How about 'You Ain't Goin' Nowhere'? And it sounds dubious, but I already knew the song because two times last summer, I'd sung it at two weddings, my best friend's and my little brother's."

She pauses as she realizes the incongruous sentiments of a song called "You Ain't Goin' Nowhere" being performed at a wedding.

Where these shotgun weddings, by any chance?

"Nah," says Colvin, laughing. "I love the song anyway, and it actually is a good song for a wedding!"