Pete Yorn likes to play a little game with a song called "Everything in My Pocket," a track on a new compilation from his Trampoline label.

"We'll play it for people and go, 'Guess who that was?' " he explained. The reaction when he reveals the answer is priceless.

Minnie Driver, the voice behind the song, knows that look herself. She sees it at her unannounced performances at Hotel Café, a Hollywood singer/songwriter hotspot.

"I see it on people's faces," the veteran actress said in her thick British accent as she began mimicking certain listeners. " 'Oh my God, this is going to be a train wreck. I can't wait to write, "Minnie Driver sucks ass!" on my Web site tonight.' But people are pleasantly surprised because it doesn't suck. That doesn't mean it's great yet. I just want to get out there and play."

That the "Good Will Hunting" and "Return to Me" star sings, plays guitar and writes music probably comes as such a surprise because she's been acting for more than 10 years without mentioning her crossover aspirations. And contemporaries such as Brittany Murphy have tended to

give music a shot as their acting careers peak (see [article id="1476588"]"Brittany Murphy To Launch A Singing Career"[/article]).

"People are like, 'Huh? You can't do that,' " Driver said from her Los Angeles home, fresh from a Hawaiian surfing trip. "I've been trying to tell people that I did this long before I was an actress. I don't think anyone took it very seriously, though."

Driver was on the verge of signing a record deal with a major label in 1994 when she won the lead in "Circle of Friends" opposite Chris O'Donnell. Her performance garnered rave reviews and her acting career took off.

"The road divided. I had to make a choice and music's been on hold ever since," Driver said. "I never stopped playing music, but just for myself."

The actor met Yorn through her then-manager, the singer/songwriter's sister-in-law, and became a fan and friend. Through Yorn she met guitarist Marc Dauer and Wallflowers keyboardist Rami Jaffee, who eventually launched Trampoline Records with Yorn (see [article id="1473863"]"New Deals Give Bounce To Pete Yorn's Trampoline Records"[/article]).

"I had them going, 'When are you going to shut up, write a record and put it out there?' " Driver said. "And I can't argue with that."

With the exception of a few "Will & Grace" episodes and some small movie roles, Driver took a break from acting last year and spent months in Dauer's studio, working with Jaffee and other musician friends, including pedal-steel guitar players and cellists. When "Everything in My Pocket" was finished, Dauer suggested releasing it on Trampoline

Records Greatest Hits, Vol. II.

"Pete might have had some reservations about throwing a famous friend on there, with the risk of losing credibility, but I think it's to their credit that they trusted the music," Driver said.

Driver, whose influences range from Dido to Gillian Welch to

Eddie Vedder to Johnny Cash, has since finished the album, which she described as split between bare-bones acoustic music, such as a piano-and-upright-bass version of Bruce Springsteen's "Hungry Heart," and "slightly vibier songs with hooky bass lines and more programmed stuff."

Lyrically, her songs are extremely personal. "Your first

record, you've been saving up your emotional dribble to put somewhere, so it's all about people I know and love," Driver said. "The lyrics muse on things rather than provide any answers, though."

Challenge motivates Driver. "I'm fascinated to see if I can actually pull it off," she explained, "because I know it's risky for artists to do something different. It always fascinated me that you have to completely reinvent yourself and eschew the previous thing you did. Jennifer Lopez became a mega pop star and now her career's one big conglomeration. Being a singer/songwriter is a little different than being a slick pop act. She does it beautifully, but that's not my style."

She paused, then whispered, "I can't dance like she can. Well, I can, but I have to be really drunk."

Driver is shopping the album around, looking for the right record label. She hopes to tour this year, though the only gig on her schedule so far is a Trampoline showcase later this month at the Sundance Film Festival in Park City, Utah. She's especially nervous about performing for her film-business peers.

"I wouldn't do it if I didn't really like what everyone has put into this record," she said. "It would be too awful. It's quite private, especially if people have prior knowledge of you. But I never thought that was a good-enough excuse not to do something."