"They're all just labels," guitarist, vocalist and primary songwriter Allan Vest says. "What else are you going to call it? I really don't know. I suppose I just call it 'pop music.'"

On the group's new album, "Drowaton," I call it "inspired."

Drawn together by a love for the AM pop of the early '70s and "Sgt. Pepper's"-era concept albums such as the Zombi es' "Odessey and Oracle" and the Pretty Things' "S.F. Sorrow," Vest and the husband-and-wife team of drummer Andy Nunez and keyboardist Marian Love first came together in Norman, Okla., in the mid-'90s. The group showed plenty of promise on its first two albums, "The Dream That Stuff Was Made Of" (2000) and "Built on Squares" (2003), but the septet suffered from a revolving door of other players and musicians who didn't share the same level of commitment.

"It's hard to talk about it truly with the threat of hurting people's feelings, but we had a pretty crazy band at one point," Vest says. "One of the problems was that we practiced non-stop and smoked a lot of pot non-stop, too. There were a few odd relationships that contributed to it as well, and we kind of broke up at one point.

"I've been on that threshold where I had to wonder if I wanted to keep doing this. I had an ex-girlfriend say, 'I'm going to law school; you either start going to school so we can get married or you can keep doing what you're doing and it's over.' We [the band] were broken up when Andy and Marian went on their honeymoon, but when they got back, I told Andy, 'We've worked so hard on these songs. While you were gone, I decided I'm going to keep doing this. Are you in?'"

The three regrouped with bassist Javier Gonzales, augmenting their sound with extra horn and strings players as needed, and spending months in the studio with producer Trent Bell. The result was their most seductive set of tunes yet, carefully sequenced and segued to form a tapestry of impressionistic lyrics set amid well-crafted arrangements decorated with church bells, piano, violin, cello, percussion, synthesizer and sound effects.

"We always try to accomplish the same things when we're doing a record; it's just a matter of song selection," Vest says. "We spend quite a bit of time just picking what songs and ideas to work with, but at this point, it's been so long and we've worked so hard on it, I don't even remember having a specific vision! It was just more or less, 'OK, this song is good, and this song; we know those are going to be on it. What other songs will work around that?'"

This downplays the way all of the tracks link together to form a surreal dreamscape -- a clue provided by the album's title.

"We had some really lousy names for this record, but there was a song that we were calling 'Sleep,' and 'Drowaton' seemed like a word to replace that word because 'Sleep' is just such a boring name," Vest says. "It all just kind of fell into place after that. But as far as what the word means ... I kind of promised not to give away the puzzle. The word is a puzzle in itself; look at it for a while and you'll figure it out."

As for the baroque nature of the music, while some listeners accuse the band of just cramming as many instruments as possible into every song, Vest maintains the orchestral flourishes are always key elements of the song instead of mere decorations.

"I like to arrange the songs as we go, so that if I was working on a song like 'Seventeen Devils,' writing it on guitar, I heard that string intro part when the drums kick in maybe 30 seconds after I had the initial idea, and it all kind of started there. I'm hearing the songs with everything in mind. I'm kind of more into the music, and the lyrics just kind of happen. You have to have something to sing, right? One day, I hope to be able to make music that doesn't have lyrics at all."

It's easy to imagine the Starlight Mints morphing into Hollywood film scorers, but it would be a loss: Vest's voice evokes a cross between Pavement's Stephen Malkmus and the Violent Femmes' Gordon Gano, and the odd lyrics he characterizes as an afterthought are actually a big part of the band's appeal. What the heck does he mean when he sings, "It's a motor death as far as I can see / A diet of worms on a submarine" in "Pearls (Submarine #2)"? Beats me, but coupled with one of the album's many great hooks, it's hard to resist singing along.

REASONS FOR LIVING

Trading its old moniker of "Queer as Folk" in favor of the new and snazzier "Alt Q Festival," Chicago musician Scott Free's annual celebration of "the lesbian, gay, bisexual and transgendered experience through music and performance" takes place at the Old Town School of Folk Music, 4544 N. Lincoln, starting at 7 p.m. Saturday.

This year's roster of performers includes blues, gospel, soul and folk treasure Toshi Reagon, the daughter of Sweet Honey in the Rock's Bernice Reagon and a recording artist signed to Ani DiFranco's label; Boston singer-songwriter Erin McKeown; the Prince Myshkins, named for the main character in Fyodor Dostoevsky's The Idiot and composed of vocalist and accordion player Rick Burkhardt and guitarist-vocalist Andy Gricevich; singer Me Kole Wells, the founder of Thought of a Woman Productions, and Virginia singer-songwriter Brady Earnhart.

Of course, Free himself will be on hand, still riding high on the release of his first album in five years, "They Call Me Mr. Free," which finds the musician and activist in fine political/satirical form, taking on targets ranging from the record industry to police brutality and the death penalty to anti-gay violence in the schools.

Tickets for Alt Q are $21-$25 through www.ticketweb.com or at the Old Town box office. A portion of the proceeds benefit Equality Illinois. For more information: scottfree.net/altqfestival.html or call (773) 728-6000