DENVER -- What Jack White did for Loretta Lynn, Rick Rubin did for Johnny Cash (and now Neil Diamond) and Clive Davis did for Santana, Will.I.Am wants to do for Sergio Mendes.

Sergio's name most likely means nothing to music fans born in the past 25 years, but the Black Eyed Peas founder wants to change that.

"For those who don't know, he's like the ambassador of Brazilian samba, bossa nova music," Will said backstage at a recent Peas show.

Will is producing Mendes' upcoming album, a star-studded affair similar to Santana's Supernatural smash and his two follow-ups.

Guests on Mendes' Timeless -- which is due February 14 on Concord/Starbucks' Hear Music -- include Stevie Wonder, John Legend, Q-Tip, Erykah Badu, Jill Scott, India.Arie, the Roots, Chali 2na from Jurassic 5, dancehall star Mr. Vegas and more.

"I have Sergio Mendes, Pharoahe Monch and Justin Timberlake on a track," Will said. "Who would of ever thought of that combination? I mean this record is beautiful. It ain't like a club record where it's like, 'Oh, oh this muffin,' and next year it's like whatever, you wait for the next club record. This is like classic beautiful melodies. ... It's relaxing ... it's the make-love-slow record."

The Brazilian star is just one of a large variety of artists Will.I.Am has spent studio time with over the past year, a list that also includes the Rolling Stones, Timberlake (see [article id="1512615"]"Timberlake Feeling Will.I.Am's Love All Over Again On New LP"[/article]) and another artist on I.Am.Music, Macy Gray.

"Macy Gray's been part of our family since before she put out her first record," Will said. "She was on our first record that came out in 1998 [Behind the Front], and I remember hanging out at the studio watching [her record], being inspired like, 'Wow ... I try to say goodbye and I choke.' I was there while she recorded that and I remember what it felt like."

Now Will's trying to bring that magic back to a career that has flattened out.

"She had the same musicians, the mics didn't move on the drum kit, the mics didn't move off the organ, it was the same thing [every day]," he explained. "So I told her this is how I want it done: same musicians, same mics, same room, and I want it to sound like an album. I don't wanna have to search for hits, 'cause if we just have fun in the studio or make songs, then those hits will come. Nowadays, what's a hit anyways?"

So far Will, Outkast and Sleepy Brown have recorded guest appearances, and talks are ongoing with Nas, but besides that, Will wants the album to have few guests.

"It's like, 'Macy, you been gone for a long time, people think you're crazy, that's the kind of record you gotta make,' " Will said. "You gotta answer a lot of these people's questions on what they think about you and that's what the record should be about. She was like, 'I get it, I love it.' "

Gray's album is due sometime in 2006.

Along with Mendes and Gray, I.Am.Music will also release the solo debut by Black Eyed Peas singer Fergie, which Will is also producing.

"Me and Fergie, our conversations are like, 'Look, they seen you with three dudes, hyper as all hyper can be, so when you come out solo people are gonna be expecting a lot from you,' " Will said. "So we gotta really hit my 'beeps' [censoring himself] across the head with 'I wish I did that.' Like hip-hop people gotta say, 'I wish I had that beat.' All these R&B chick singers should be like, 'Dang, I wish I would've came off like that.' That's a hard thing to try to achieve, but I think we have it in our bag with this Fergie project, 'cause this 'My Humps' thing really shocked people. They didn't think that Fergie was gonna come like that. So that's the same kinda surprises that we're gonna give on this Fergie record."

Like Gray's, Fergie's album will be light with guests.

"There'll be collaborations, but collaborations that really add to the song, not just like, 'Hey, I worked with such and such just for the sake of working with them, just 'cause you need like some type of publicity angle to go to radio,' " Will said. "That's not what these records are about."