Rock and roll has always gone best with spice, but even the baddest boy rockers temper their lust with innuenedo. Certainly no female rock star -- not even Madonna -- ladles it on like Liz Phair, 27, the wisp of a girl from Winnetka, Ill., with the quirky style and foul mouth. Her underground debut album, Exile in Guyville (a female response to the Rolling Stones' 1972 macho masterpiece Exile on Main Street), garnered critical praise for its lo-fi pop sound and startlingly lewd subject matter. This year's whip-smart widened her appeal -- even though many of the lyrics couldn't be printed in the publications that acclaimed them. "The words are there for people to take or leave," says her coproducer Brad Wood. "She has been able to find an audience. Liz has something people want to listen to."

And look at. "Some people in rock are smart," says Chicago rock critic Bill Wyman. "She's very smart. Some are talented. She's really talented. Some are babes. She's a real babe."

A complicated babe at that. The promiscuous chick is merely a persona created by the levelheaded adopted daughter of a Chicago AIDS researcher and his art-historian wife. They remain supportive of Phair, an Oberlin College grad who lives with Chicago film editor Jim Staskauskas, 36, and his 15-year-old son Aidan.

Though success landed Phair the cover of Rolling Stone, stage fright and stubbornness keep her off the road. "That would mean getting on a bus with a bunch of smelly boys," says Wyman. "You would have to be insane to do that. And she's not insane."

"It scares guys," Phair has said of her raunchy pose. "I've had more male friends freak out."