It wasn't as daunting a task as saving the world from some crazed supervillain, but Darren Higman, producer of The Avengers soundtrack, knew he had his work cut out for him.

His and his co-producer's mission was to find the right mix of campy and sexy tunes to compliment the big-screen update of the legendary '60s British television show about tongue-in-cheek secret agents John Steed and Emma Peel.

"When I thought of the Avengers, a certain sound came to mind," Higman said. "And that was something sort of spyish, mysterious and vaguely electronic that reminded me of those overtones in the show."

So Higman (Great Expectations, Dr. Dolittle), 35, along with producer Marius de Vries (Madonna, Björk), set out to find artists who could deliver that elusive sound.

Among the songs that made the cut were new, surprisingly offbeat efforts from Sugar Ray, who update their ska-rock sound with a drum-and-bass flourish on "Burnin' Dog (Don't Pet A)," and Irish singer/songwriter Sinéad O'Connor, who teams up with Chicago ambient-rockers Ashtar Command on the lush electro-ballad "Summer's End." The '80s rock divas Annie Lennox and Grace Jones also added their sultry voices to the project.

The soundtrack, due Aug. 4, was orchestrated to give voice to the over-the-top action in the film, which will be released Aug. 14. It stars Academy Award-winner Ralph Fiennes in John Steed's bowler role and Uma Thurman vamping it up in the patented Emma Peel black catsuit, as well as Sean Connery and, in a brief cameo as a thug, Black Grape leader Shaun Ryder.

The campy aspect of the television show and the film, which mix humor with James Bond-style action sequences, was easily nailed by bizarro disco queen Jones, who sang the moody electro-symphony track "Storm," backed by the Radio Science Orchestra. Former Madness singer Suggs offered his baritone to the skank-ified "I Am" (RealAudio excerpt), the album's first single.

One of the most surprising tracks on the album is the frantic drum-and-bass spy theme from California ska-rockers Sugar Ray, who completely re-fashion their sunny, white soul-tinged sound on the song "Burnin' Dog (Don't Pet A)." Anchored by a twangy guitar sound and singer Mark McGrath's disembodied, snarling vocals, the song is the result of a trans-Atlantic collaboration between the group and producer de Vries, according to Sugar Ray guitarist Rodney Sheppard.

"We're big fans of the whole British secret service stuff from old '60s series like 'The Saint,' and we've always thought soundtracks are good for doing experimental stuff," said Sheppard, 30.

The guitarist said the song's title was inspired by a recent highway tragedy in Los Angeles where a man killed himself and set his dog on fire on live television. While Sheppard described the original version as a bright, poppy Sugar Ray song, he said the band was more than happy to let de Vries cut and paste the raw material into a more techno-sounding track.

Other tracks include "Storm," which was written by de Vries to accompany the opening of the film. Higman said everyone from torch country singer k.d. lang to soulful pop singer Seal was considered to put a voice to the song, but Jones came in with the right "style and sassiness" to fit the mood.

Ashtar Command leader Chris Holmes said he'd sent two pieces of music to de Vries in London for use on the soundtrack. The producer sent one of them back with a vocal Holmes thought didn't quite fit the mood of the electronic-rock track.

"[Former Veruca Salt singer] Louise [Post] was over at my house working on some stuff and I asked if she wouldn't mind trying out some vocals on the track as a counter-argument to what Marius had come up with," said Holmes, whose "Solve My Problems Today" is the first song recorded by Post since her split with partner Nina Gordon earlier this year. Overjoyed with the results, Holmes said he was practically floored when another piece of instrumental music he'd submitted for the soundtrack was overheard by Sinéad O'Connor, who told de Vries she was eager to record vocals for the track, "Summer's End."

"Marius called me up and said, 'What would you think if Sinéad did vocals for your track?' " Holmes recalled. "I sat down and put on her second record [1990's I Do Not Want What I Haven't Got] and said 'That sounds pretty nice.' I totally remember sneaking into [the Chicago nightclub] Metro when I was 14 years old and seeing her play, and when we met her in the studio in England, she was so self-deprecating and sweet. She put her vocals down, and they were just phenomenal. She did her Sinéad magic."

Other tracks on the album include "Mama," a Sugarcubes rarity performed by former Eurythmics singer Lennox; "Flash," the first new song in several years from techno-dance band the Stereo MC's; and a "collaboration" between U.K. dance act Utah Saints and former Stooges leader Iggy Pop on "Technowledgy," a high-energy remix of the Stooges classic "Search and Destroy."

Though the sound has been altered considerably since his band turned it in to the producer, Sugar Ray's Sheppard is happy with how things turned out.

"What Marius did [with our song] was a really pleasant surprise," Sheppard said, "because I'm not normally into house music, and he took it in interesting direction. He just toned down the rock aspect of it and took it way to the extreme with that techno vibe."

The Avengers soundtrack also features songs from Roni Size ("Visiting Angels"), Dishwalla ("Truth Serum"), Babybird ("Bad Twin"), Merz ("Many Weathers Apart") and the Verve Pipe ("Blow You Away").