It's a hot Sunday night at Club Sucker, and the place is packed to the gills. The evening's emcee, notorious drag diva Vaginal Davis, takes the stage and begins working the sweaty crowd into a frenzy. "Respect your legends, people," she shouts. "You've got to respect your legends! Ladies and Gentlemen, I give you Michael Quercio and Jupiter Affect!"

He wouldn't admit it if you asked him, but Michael Quercio is quite the legendary figure. Not only did he coin the phrase "Paisley Underground," which is still used to describe the nuevo-psychedelic scene of early-eighties Los Angeles, but he also masterminded the Salvation Army and the Three O'Clock, two bands who influenced everyone from Prince to the Stone Roses to Billie Joe of Green Day. Sixteen Tambourines, the Three O' Clock's full-length debut, is widely considered to be a classic of psychedelic pop.

Now Michael Quercio is back with a new band, Jupiter Affect, and a new masterpiece. Instructions for the Two Ways of becoming Alice is by turns harder, sweeter and weirder than his previous work, but each track radiates the same melodic magic that Michael is renowned for.

Produced and engineered by Earle Mankey, who also produced Sixteen Tambourines, Instructions for the Two Ways of becoming Alice effectively brings Michael full-circle. "Earle really puts himself into everything he does," says Michael. "He's really the only producer that I feel a connection with. Most producers I've worked with just wanted the records to sound as bland as possible, like everything else on the radio. In fact this is really the first record I've made since Sixteen Tambourines that's turned out exactly the way I wanted it to."

When the Three O'Clock dissolved in the late 1980s, Michael was completely clueless as to his next move. He had toured with REM, recorded at Prince's Paisley Park, and now his accountant wouldn't even take his calls. "I was so devastated," he remembers. "So many things went wrong at once, and I had so many questions about what I should be doing." It wasn't until 1992 that he returned to the stage, sharing singing and songwriting duties in an L.A. trio known as Permanent Green Light. "Permanent Green Light wasn't my band, strictly speaking" he says, "But it kind of helped me ease myself back into making music."

It also inaugurated his musical friendship with Permanent Green Light drummer Christopher Charles Von Bruckner. When that band collapsed in early 1997, Michael and Chistopher joined forces with guitarists Jason Shapiro (formerly of L.A. rock legends Celebrity Skin) and Dan Epstein (previously of Chicago psych-rockers Lava Sutra) to form Jupiter Affect. A hard-rocking quartet with a penchant for high harmonies and higher volume settings, Jupiter Affect soon became the perfect vehicle for Michael's new songs. After warming up with a five-song, self-titled EP for local indie Aerial Flipout the band headed for Mankey's Pacific International Sound Studios, and began work on the record that would become Instructions for the Two Ways of Becoming Alice.

"The magic of a band is finding the right people to play with," says Michael. "Chris's drumming works so perfectly with my bass-playing; there's some songs where he plays it real straight, and others where he just goes crazy. All of us like records where the drummer's playing like that, it doesn't have to be perfect, but it does have to be exciting and have character. Chris has both.

"I think Jason's the best lead player in town, I really do. He's just incredibly talented, and has a really identifiable style. When he goes for a solo, he just plays with such abandon, but it isn't like some guy just doing scales; to me, he sounds more like Mick Ronson, or one of those other early 70s guitar heroes.

"Dan was a big influence on the record. He's a critic by trade, and he'd be brutally honest about whether or not something was working. He also brought in some really good musical ideas. 'I See The Sun,' my favorite track on the whole album, started out in Dan's living room; he showed me a chord pattern he had, and said that he wanted to call it 'I See The Sun.' So we wrote the whole thing right there, with the sun coming through the windows."

With its heavy groove and harmonized fuzz guitars, "I See The Sun" may well be the most bong- friendly item in the Michael Quercio song catalog, but it's just one of the many surprises in store on this kaleidoscopic album. There's also the Who-esque punch of "Together," the jazzy keyboard interlude "Inside (Isis Rising)," and the fist-fightin' boogie of "Good Time."

"Michael and Mary" is a beautiful acoustic ballad that suddenly erupts in a Stockhausen-like frenzy of random instruments. "Druscilla I Dig Your Scene," a Stonesy rocker dedicated to the sister of Roman Emperor Caligula, takes an unexpected turn through the bars of 1960s Hamburg. And then there's the horn-stoked "White Knuckle Sound," which could have been flown in directly from Sixteen Tambourines.

"I wasn't trying to be 'new wave' or 'power pop' when we were making this," says Michael. "I wasn't trying to fit in with anything. I like rock music, so it has a lot of that rock heaviness in places; I like light music, so there's acoustic guitars as well. We also used keyboards, woodwinds, horns... It's not a concept record, but it's something that you can sit and listen to all the way through, rather than a couple of good songs and a bunch of filler."

Aside from the efforts of his musical compadres, Michael says that substantial credit for the album must go to Eggbert Records boss Greg Dwinnell. "This could not have been made on a major label," he says. "Greg just gave us the money, and said, 'Go make a record!' He showed up once, while Jason was doing the guitar solo to 'We Don't BelieveYou,' and that was it. If you're going to try to be creative, you've got to do it with an indie. Otherwise, you won't be able to make the record you want to make."

The Jupiter Affect lineup has shifted slightly since the album was recorded. Twentieth Century Pop Culture, Dan's first book, was published in the fall of 1999, and he left soon after to concentrate on his writing career. He has since been replaced by guitarist John Kling, an old friend of Christopher's. "I'm so glad that Dan stayed to make the record," says Michael, "But we did one show as a three-piece, and I realized that these songs just could not be done without four people. John plays a Les Paul, and he can sing really well, which really helps with the harmonies."

Just as the Three O'Clock made a lasting impression on the 1980s, Instructions for the Two Ways of becoming Alice should be the record that makes a mark for Jupiter Affect in the new millenium. But to Michael, it's all much simpler than that. "To me," he says, "This record celebrates rock and roll. We're not trying to be like one of those serious art bands; it's just a really good rock and roll record."

Respect your legends, indeed.

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