POP MUSC : Exile From Rockville : After her seductive debut album wowed critics, Liz Phair was poised for stardom. Then along came her second record, and anything seemed possible. But who knew that meant putting a career on hold? She knew.

Like her music, Liz Phair is smart and seductive--someone who entered the pop world in 1993 with such revolutionary freshness, vision and craft that it was no wonder she turned critics and rock hipsters on their ear.

On her debut album, "Exile in Guyville," Phair gave us marvelously designed looks at sexual politics and the mating game--songs that teased and taunted with lustful daydreams and sweet innocence.

The collection was a song-by-song response to the male rock swagger of the Rolling Stones' classic "Exile on Main Street," employing explicit language that makes even Mick Jagger sexual overtures seem tame. One song, "Flower," was an ode to oral sex as blunt as anything ever put on a mainstream album.

But Phair's music was more than the occasional F-word or sassy put-down. There were also moments of tenderness and insight. At one point, she asked:

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Whatever happened to a boyfriend

The kind of guy who makes love

Because he's in it.

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When "Guyville" was named the album of the year (over releases by Nirvana, U2 and Pearl Jam) in the Village Voice poll of the nation's pop critics, industry insiders expected her to emerge in 1994 as a major commercial force.

The buzz was so strong that Phair made the cover of Rolling Stone magazine when her second album, "Whip-Smart" was released last year. Reviews again were glowing, and her fall tour loomed as one of the year's most anticipated events.

So, why didn't "Whip-Smart" burst into the commercial Top 10? The album has ended up selling about 275,000 copies, only slightly more than the debut.

One reason: Phair deliberately de-escalated her career--partly out of stage fright and partly out of fear that she was being caught up in a rock 'n' roll machinery that was threatening her art and well-being. She canceled the tour and pretty much withdrew from sight. It was an audacious move--yet typical of her strong will.

Phair, 27, was adopted at birth and raised in Winnetka, a wealthy Chicago suburb. Her father is chief of infectious disease at Northwestern Memorial Hospital; her mother teaches a class for gifted children at the Art Institute of Chicago.

Planning to be an artist, Phair studied art at Oberlin College. She wrote songs as a private passion, rarely showing them to anyone, even family or friends. After encouragement from a musician friend, she finally made a tape of her songs in 1992--and it led to a contract with Matador Records.

Now that she has had time off, Phair is preparing to return to the rock world with a brief solo tour next month that includes an April 11 stop at the Wiltern Theatre. She's also planning to be married this spring to Jim Staskauskas, a Chicago film editor.

In a pair of interviews in recent weeks, Phair was enthusiastic and upbeat as she spoke about her music and the struggle to overcome the tensions that caused her to call a temporary halt to her career momentum.

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Question: What has all the attention been like? Isn't it part of the fun?

Answer: It depends on the month. There are times when it is fun and it is a pageant, but there are times when it is so oppressive that you feel like you are the least powerful person in the situation. Those are the times when it feels that none of the artistry matters . . . that everything is simply a strategy to sell records, and that's when it becomes overwhelming.

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Q: Why do so many young rock performers today seem so reluctant about fame? You never pictured the Beatles or the Stones fretting, at least publicly, about the business. They just wanted to get their music heard.

A: There is no reason (to fret about it). It is simply a personality trait, and right now you have a crop of artists that feels this way. I could think of all this as a learning experience--that I am becoming an educated business person--but that wasn't ever my goal. In fact, I went into art and pursued that lifestyle to avoid being a literate business person.

I think I have taught myself to further my musical aims, but I don't think anyone has contributed to that but me. I don't think there is a single person who interacts with me who knows how to support that. They only know how to support the myth-making process.

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Q: What were you like in school--a popular kid or mostly shy and alone?

A: Not either. I was definitely not shy but was very shy when it came to particular situations--namely that of being a show person. I was voted to star in my fourth-grade play, and that's the last time I ever went near the theater because it was so incredibly intimidating.

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Q: Why's that? You seem so assured and quick on your feet.

A: It just depends on the situation. That is the irony. Most people that know me think I love the attention, that I am the drama queen--and I do love attention in a small group where you can be spontaneous and react to people. Onstage, though, there is a prescribed agenda, and that kind of structure just bothers me. But I am going to have to deal with it. There is no way to get out of it. It's part of my job.

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Q: What part of your job do you like?

A: I just want to make records, make videos, make the artwork for the records and occasionally perform in my hometown. That would be my ideal. I prefer to be reclusive and private about my creation and then, once I'm finished, present it to people: "Here is my work. Now you can critique it and do what you want." The thing I don't like about doing shows and the media is that you are, in a sense, selling yourself--selling your life and your beliefs, as opposed to selling your music.

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Q: Have you been tempted to simply run away from it all?

A: Absolutely. I've only been in this for about three years, and it has happened a number of times--always around performances. That's why I canceled the last tour. I was sick of the anticipation and the dread.

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Q: But you haven't disappeared altogether. What stopped you?

A: I don't think I'd respect myself for that. I've done that before in my life. That's usually my response when things get too intense.

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Q: What do you think would have happened if you hadn't canceled the tour?

A: I would have been busy as hell, and I don't think I would have come out very nicely on the other end. I wasn't comfortable with the whole lifestyle . . . the traveling . . . the temptation to party every night because you are trying to connect with people who want to get to know you. But there is no connection, and there is no time to make one. A lot of that lifestyle is why people turn to drugs and stuff.

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Q: Let's go back to the first album. Why did you use "Exile on Main Street" as a model?

A: A friend with a love of the brash maneuver told me I ought to make my first album a double album, and I liked that. It meant I could put more than 10 or 12 songs on it. The next thing was to figure out how to make a double album, how to organize it.

Falling back on my academic training, I decided to do a study of double albums. I listened to a couple, and "Exile" was the choice. I studied it to hell and tried to figure out what the dynamic was--what kind of a feeling you got while listening to each song. Then, I tried to pair up my own songs with the equivalent songs.

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Q: Given your shy side, was it hard for you to sing some of the lyrics?

A: No--because it's art, it's not me. The songs are from my imagination, and I've never been afraid of imagination. I've always felt really comfortable with exploring the endless boundary that your mind can create.

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Q: Has too much been made out of the blunt language, the sexual imagery?

A: Absolutely. The idea that I am a "shocking" artist is hysterical. It is a way more accurate reflection of the country's morality, the puritan upbringing. . . . If you can't hear beyond the (expletives), you shouldn't be listening to the record because the (expletives) have an absolute meaning in the sentences. It isn't there just to shock. It is telling a story.

I'm a very normal, non-shock-oriented kind of person. I just have a sometimes macabre sensibility. My songs are almost always ironic in some sense. I think people miss a lot of that on "Guyville." They didn't see the humor.

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Q: The words clever and smart are often applied to your work. How much do you operate on intellect and how much on emotion and instinct?

A: Well, I'm wily, but the music isn't as thought-out as people think. I often just go with instinct and emotion.

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Q: Did you listen a lot to music growing up?

A: Oh sure, but I was a radio listener, never a collector. I don't care where the bands came from or what ground they broke. I just like a good song. That's why today I like an asinine song as rapidly as I like a really well-crafted one. I just like songs that fill an emotional need that I have at that moment. The first R.E.M. album, for instance, was the soundtrack for one summer, and I'm sure it influenced how I felt. My goal is to do that--make soundtracks for periods in people's lives.

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Q: How much of your songs are autobiographical and how much simply storytelling?

A: It moves from autobiographical very quickly, much more quickly than people would think. It moves beyond my feelings about jealously and spins into a more exaggerated version. I quickly assume the alter ego.

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Q: How have the events of the last year affected the songwriting?

A: What really affected me was falling in love. That had more of an effect than the business stuff. I've gone back to simple melodies, which is my love. That's what I am doing right now, but it's a changing thing.

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Q: What made you finally feel comfortable enough to do the live shows again?

A: I think I felt I had enough time that I was ready again to do some work. I wanted to move forward, and it is going to be a trial-and-error thing to figure out how much and how little to do. And it'll just be me--no band. I have found I like playing solo better because I can kind of get into the songs better. I have trouble live transcending the circumstances and actually feeling the song in front of that many people. By myself onstage, I can reach that place much better because I don't have to listen to worry about what the band is doing.

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Q: And the next album?

A: I don't know when it'll be released, but I'm excited. That's what made me want to start working again, because I started getting all these ideas. I'll probably record it in the summer.

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Q: Is there a tone to the music? Do you want to move away a bit from the R-rated material to make sure you don't get stereotyped?

A: The language will remain if that's what I feel, but there is a softer (edge) to some of the new songs. . . . One is as sweet as prayer, and I've always written stuff like that. I think I just wanted (in the beginning) to prove that I was cool and tough, and now I don't care. When I am 35, I'll probably freak out and want to be cool and tough again. But now I just want to allow myself the freedom to express whatever I feel.

* Liz Phair, Wiltern Theatre, 3790 Wilshire Blvd., April 11, 8 p.m. $21. Information: (213) 380-5005 or Ticketmaster , (213) 480-3232, (714) 740-2000.

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