In 1994, Liz Phair seemed to be at the top of her game. She was making the Chicago scene, fraternizing with celebrities and acting as eager spokeswoman for indie-rock, angry-girl culture. There were magazine covers, MTV exposure and other perks that come with being fabulous. But for all the revelry, Phair felt somewhat empty. She filled her void by marrying the man who filmed her first video and giving birth to their first child, Nicholas. But Phair's good fortune was somewhat of a loss to the community. Instead of persevering as the industry's tough-chick "blow-job queen," she disappeared for four years to tend house and play Mommy.

There were numerous attempts at songwriting, but for much of the time she was distracted. She went through various producers, including Scott Litt and Brad Wood. She recorded and re-recorded. And recorded and re-recorded. Then finally, just when it seemed like Phair would be doomed to an eternity in studio-purgatory, she released her third full-length album, Whitechocolatespaceegg, a refreshing disc that combines plaintive pop and classic rock with a spirited sense of discovery that reflects the last few years of Phair's life.

"I'm really happy to be a mom, and I'm proud of the phase I'm in," she says from inside a coffeeshop in New York City's East Village. "Before, I was very ambivalent and hurt and angry about a lot of things. I was just focusing on myself, and now I'm no longer the center of my world and that really makes me action-oriented as opposed to just being reactionary."

Of course, becoming more action-oriented also means being more responsible and grown-up, qualities that generally aren't associated with the rock 'n' roll community. That means no more late-night drinks with Urge Overkill or pot-smoking sessions with Rolling Stone writers. "I can honestly say I don't have any regrets in that respect," says Phair. "That's why I wanted to have a baby. The child didn't come in the middle of this partying season or anything. For a while, I had regrets that I had ever gone bar-hopping or tried any drugs. I thought, 'What the hell was that about?' Now I'm much more even-keeled about it. It was a great phase, and it was fun to try to be a bon vivant and be cool, but I would regret it if I was stuck in that phase."

Even though Phair claims she no longer indulges in mind-altering pharmaceuticals, she's no less quirky or emotional than she was in her guy-bashing glory days, and she has no more faith in mankind as a benevolent, magnanimous species. "People are terrible," she laughs. "We're like cockroaches. We've completely dominated the Earth and sucked it dry. It's hideous. But I don't really believe in any mass-Armageddon theory. I think the world is so overpopulated, and there could be some sort of natural decimation of the ranks -- like some disease could come or suddenly the world's sperm count could drop exponentially. Something a little less global to control the population instead of the whole planet going up in flames."

She pauses, then flies off on a decidedly more bizarre tangent. "This album expresses a real dichotomy between contentment and frustration, because I'm kind of going through a strange, desperate time," she says. "I read this book recently about human beings and their war rites, and it theorizes that we're acting out these aggressive behaviors as a species because we're trying to get over our deeply ingrained, 100 million years of being prey instead of predators. You know how when you're camping, people always say, 'Don't mess with them, they don't want to mess with you'? Well, the theory of this author is that that's bullshit and we've always been really yummy prey. We were scavengers and we'd follow up the predators to get what they didn't finish eating, and we often were the prey ourselves. But we'd puff ourselves up so we didn't seem insignificant. She said wars really aren't fought for economic reasons or territorial or racial. It's about having to enact our prowess and our predatorial instincts to convince ourselves that we're not the prey that we were. So now I think about hiking in Glacier National Park when I was five months pregnant, and I wish I had a gun."

Aside from striving to keep herself and her kin out of the jaws of hungry predators, Phair aimed to create a record that reflected her newfound view of the world and would release her from the shackles of her former image. To do that, she immersed herself in motherhood and started thinking about music, not merely musicianship. "I wanted to be really authentic to myself," she says. "Before, I was singing about all this stuff on [Exile In] Guyville that wasn't really me. If I had done the 'angry Liz Phair thing' this time, I would have ripped my head off because that's not where I'm at now. I just spent four years listening to other people's music, and I really became a listener again. When I was young, I used to need other people's albums and I got very involved with their music and it meant a lot to me. Over the years, that sort of faded, but with this record it all came back to me. I rediscovered why I do this in the first place, and by doing that I was able to find a certain part of myself that I had lost for a little while."

As full of discovery and realization as Whitechocolatespaceegg is, it's not all Leave It To Beaver-style family fun. And though the record is spirited and adventurous -- exploring elements of electronica, new wave and country within its alterna-folk framework -- it's not entirely uplifting. "I'm really happy with my life now, but there's a lot of stuff I feel very sad about in ways I can't even control," explains Phair. "Even with all the stuff I've done that I'm proud of, I don't think I'll ever get my life right. There will always be areas in which I'm failing, or failing other people, or not being honest with other people or myself. And it's frustrating because I'm at a time in my life where I feel excited, really connected and really interested and optimistic. But at the same time, it's painful. And I'm more acutely aware of it because I am so connected to it in that for the first time, I'm not allowing myself to escape."