"The songs on The Believer are about sex, war, love and death...but mostly sex," Rhett Miller says of The Believer , his second solo album and his Verve Forecast debut. "Before going into the studio, I thought I'd be making a punk rock Ziggy Stardust, but I wound up with George Gershwin does T. Rex's The Slider." Already widely loved for his work as frontman and main songwriter of the hard-charging rock 'n' roll quartet the Old 97's (of which he is still a member), Miller revealed a more introspective side with his acclaimed 2002 solo debut The Instigator . The Believer takes its predecessor's achievements several steps further, with a dozen deeply felt, craftily melodic tunes that demonstrate the Texas-bred artist's knack for using accessible songcraft to address complex emotional issues. The Believer ranges from the puckish rock punch of "My Valentine" and "Ain't That Strange" to the expansive art-pop textures of "Brand New Way" and "Meteor Shower." "Help Me Suzanne," "I'm with Her" and "Fireflies"-the latter a duet with Rachael Yamagata-demonstrate Miller's ability to write poignant, pointed love songs whose depth and insight are matched by their tunefulness. The spare, thoughtful "Question" finds Miller revisiting an Old 97's favorite from an older-and-wiser perspective. The album's one cover is a buoyant, barbed reading of "I Believe She's Lying," written by frequent Miller collaborator Jon Brion. The Believer 's quietly powerful title track was inspired by Miller's acquaintance with the late alt-rock troubadour Elliott Smith. "I wrote it in New York City the day he died," he explains. "It really hit home for me. I met him and spent some time with him during his last years. My first date with my wife was seeing Elliott play at the Royal Albert Hall, and his drummer Scott McPherson ended up playing with me on the tour for The Instigator . I had a pretty serious suicide attempt when I was 14 years old, and I've always wrestled with that impulse, as do a lot of people in my line of work. I don't know if the song is all about Elliott; maybe it's about me at 14, I'm not exactly sure. But the song's kind of saying thanks for doing the good work you did, and I understand that you were doing your best." Miller recorded The Believer with renowned producer George Drakoulias (Black Crowes, Tom Petty & the Heartbreakers) and a distinguished musical cast including guitarists Lyle Workman and Josh Schwartz, bassist Salim Nourallah, drummer Matt Chamberlain and keyboardists Patrick Warren and Jon Brion, whose collective resume encompasses work with the likes of Tori Amos, Fiona Apple, Frank Black, Macy Gray, Robyn Hitchcock, Aimee Mann, Michael Penn, Todd Rundgren and Elliott Smith. Gary Louris of the Jayhawks adds backing vocals. Jon Brion last worked with Miller as producer and multi-instrumentalist on The Instigator. "I made The Instigator while I was homeless as a result of 9/11, and there was some stuff on there that was really raw and directly out of that experience," Miller observes. "But in a lot of ways it was a very stiff-upper-lip kind of record. Kind of like 'We love each other, everything's gonna be great.' For me, The Believer is more confident and more based in reality. "I thought that with George Drakoulias I'd end up making a straight-up rock record," the artist continues. "But the night before we started pre-production, George came and saw me play a solo gig at Largo, and I did what I normally do, spazzing out, thrashing around and breaking guitar strings. The next day, George told me that his vision for the recording was that I would be Frank Sinatra, that I would be surrounded by the greatest musicians and I could give myself up to that process. It was less a matter of me putting myself into someone's hands and more a matter of me using this system, where I had written these songs, but I was now also interpreting them, like I was Bing Crosby or something. "With The Believer , it was very much my show. George put me in front of a microphone in a room full of incredibly talented musicians, most of whom were already friends of mine, thank god, so it didn't feel at all like an LA snow-job. I had no guitar to hide behind, and I flourished. I accepted the responsibility, and was able to direct the proceedings in a way that I hadn't before." Miller continues to balance his solo endeavors with his membership in the Old 97's. The still-active quartet has released seven albums since 1994 (the latest being the live set Alive and Wired) and is prominently featured in the soon-to-be-released Jennifer Aniston/Vince Vaughn romantic comedy The Breakup . "I love to rock, but it's liberating not to always have to keep up with the freight train that is the Old 97's," Miller says of his dual musical careers. "When I made The Instigator, I was constantly calling the 97's, sending them mixes, trying to feel out how this was gonna work. But making The Believer , I felt like I didn't have to answer to anybody. Part of that was because I'd proven that I could do both, and part of it was because the guys in the band have been so cool about it. After 10 years, we're beyond the bullshit. The other guys all have lives and families, so now we're at a point where we can do the Old 97's for the rest of our lives, but we don't have to do it every day." "I always secretly fantasized about making the perfect record and then faking my own death, but none of my previous albums seemed quite good enough. Now, if I disappear, you should check the beach in Bora Bora," Miller laughs, "Because I feel pretty fucking strongly about this one."