Ryan Adams sums up Whiskeytown, the beloved North Carolina band that, for many, assumed the legacy of country-rock standard-bearer the Flying Burrito Brothers, as such: "We were like an over-hyped Brian Jonestown Massacre."

Which is not to say that Whiskeytown's memory should be entirely confused with that of a once hyped-to-the-teeth, now largely forgotten, alt-rock act known for its cheekiness and bombast.

"There were a lot of beautiful moments," Adams clarified, "but it was really more like being rock personalities, and being clever. I don't want to be clever anymore. I just wanna be me. I was happy to get out of that."

As of 1999, he did indeed get out of "that" — a "that" which are already remembered as one of the leading lights of the mid-'90s insurgent country movement. But after the band broke up for good, some unreleased business remained: the third and final Whiskeytown album, Pneumonia, which will be released on May 22 ... but more about that later.

Adams is now four weeks into the recording of his second solo album, entitled Gold, at Hollywood's Sound Factory studio with Ethan Johns, producer of his previous solo effort, Heartbreaker, and son of storied British producer Glyn Johns. Guests include Chris Stills (son of Stephen Stills and a singer/songwriter in his own right) and Tom Petty keyboardist Benmont Tench. He also hopes to have contributions from Alanis Morissette and Counting Crows' Adam Duritz on the record.

"It's sort of an Alan Lomax field recording, but for L.A. We pull in whoever's there," he explained, adding that Gold will be a double disc, 25-song affair that also will be available on vinyl. "The idea was to make a modern double album. We're recording with four sides in mind."

Gold will be released on Lost Highway, a new singer/songwriter-friendly imprint and a joint venture between Island/Def Jam and Mercury/Nashville. The considerable irony manifest here is that Whiskeytown's Pneumonia was made under contract to Outpost Recordings. Outpost was part of DGC which, like many other Polygram/Universal imprints, was in the process of being subsumed into one company, Universal, in early 1999.

Pneumonia had been recorded in Woodstock, New York, in 1998 and only awaited mixing, mastering and sequencing at the time of the merger, Adams said. He was asked to finish the album with either Scott Litt (R.E.M., Nirvana, and partner in Outpost) or T-Bone Burnett (Counting Crows, "O Brother Where Art Thou"), both of whom have a track record for making radio hits with roots-oriented artists, and neither of whom Adams saw eye to eye with. "I wanted to make a classic record," he said. "I didn't want to compete with singles."

Consequently, Pneumonia, which featured cameos from then-Smashing Pumpkin James Iha and ex-Replacements bassist Tommy Stinson (now with Guns N' Roses) alongside core members Caitlin Cary, Mike Daly and Adams, was shelved, and Adams focused on other concerns.

"I was just trying to be a person," he said, "and to let go of a lot of stuff. Sometimes you make records to further your career. I didn't think I had a career to further.

"I wrote more self-sufficient songs on acoustic guitar and was trying to understand folk music and gospel music as soon as I let go of Pneumonia . Whatever! I had plenty of dough. I hung out in New York."

Adams did allow that the record's non-release "didn't help my life. At the end of it, I found my manager, Frank Callari."

Callari, who has managed Lucinda Williams, the Mavericks and Marilyn Manson, heads up the A&R department of Lost Highway. Callari suggested Adams move to Nashville, which Adams described as a "boot camp for music."

"I went there and got my mind blown by people who made me feel like I had been a lazy f--- for a long time," he said. "I had stuff to learn."

The end result was Heartbreaker, recorded for Chicago indie label Bloodshot. "That was about trying to understand some of the processes I was getting used to from all the people I was around," he said. "I was in a creative exile."

Released last fall, Adams' solo debut was made in 11 days with Johns and contributions from Emmylou Harris and Gillian Welch. An often pained meditation on lost love and the aftermath of Whiskeytown's breakup, it culled more critical acclaim than any of his former band's releases. "There's a lot of immediacy in that record, and a lot of things I needed to say."

Adams was surprised that he succeeded so quickly out of Whiskeytown. "Maybe it's true that when you let go of something, the things that you want or need will come to you," he said. "I expected [Heartbreaker] to sell a thousand copies. I didn't give a f---." (The album has sold nearly 39,000 copies to date, according to SoundScan.)

Bloodshot put no pressure on him whatsoever, Adams said. But given the high regard accorded to Heartbreaker and his association with Callari, Adams found himself once again in the major-label fold, and he is certain that he will be immune to its often pro-radio-hit, high-yield, anti-artist-development climate.

"I have people now that say, 'That kid loves to make music. Let's let him make music: let's keep the overhead low and let him go,' " Adams said of Lost Highway.

Even so, he has no regrets about his initial association with the now-defunct Outpost, with whom he signed when he was 20. "I got godawful amounts of money; haven't worked since I was 19," he said. "No matter what happened, it was, 'Thank you for paying me for doing nothing.' "

After Outpost was subsumed into Universal, "I ended up in the best place I could have," Adams said. "I'm so happy that whole piece-of-sh--, crumbling-labels situation happened, because real mainstays in the record industry said, 'Watch me make a great label happen anyway.' "

Adams' advantageous situation with Lost Highway paved the way to extricating Pneumonia from limbo, allowing Adams and Johns to finally put their finishing touches on the record.

"When the prospect of the record resurfacing happened, I was honored," he said. "But I took the tapes and said, 'These belong to me and Ethan, the people who made this music happen. It's going to be sequenced the way it was supposed to be. We're going to show all the rough edges.' "

Adams reckons that he and Johns (who played drums on the record) finished Pneumonia a month and a half ago, which led straight into sessions for Gold. "Ethan produced the record to make whatever savage heart that I had come out. In doing that, he threw me into using different instruments — like the Chamberlain or tack piano or other obstacles — in order to relearn myself, so that I wasn't just manipulating my influences."

With the scheduled resurrection of Whiskeytown's final album, "A lot of people ask me if I feel vindicated now," Adams said. "I say no. I've been at peace for a long time. It's beautiful and it makes sense, and I'm happy that somebody gets to hear it. But I'm in the middle of doing 11-hour sessions [for Gold], so I really don't feel anything."

Then, he reconsidered. "I sacrificed a lot of my life to make that band work, and it's nice to have some closure and to say, 'Hey, we finally made a great record.' That was our last breath. And it sounds like the greatest last moment you can have."

Once Gold is completed, Adams will go to Europe to tour. Afterward he will record with his punkish Nashville band, the Pink Hearts.

Gold is planned for release by the end of summer. Here is the tentative track listing, according to Adams: