Flipmode Squad member Spliff Star is mostly known for being by Busta Rhymes' side.

But he said people will see him differently after listening to the rap crew's upcoming disc, The Rulership LP.

"It's time for me to make noise besides being the hype man," the rapper said last week, before taping a performance with Busta Rhymes on "The Tonight Show With Jay Leno."

Spliff Star said he raps solo and Busta Rhymes only appears on the hook on the disc's tentative first single, "The Little Devil in Me." Spliff Star, 26, said he also produced another track, "Good Sex (Hard To Let Go)."

The Rulership LP is the second album by the Flipmode Squad, a group of rappers who gained fame because of their ties to Busta Rhymes. The crew's first album, The Imperial (1998), featured Busta Rhymes, Baby Sham, Rah Digga, Spliff Star, Rampage and Lord Have Mercy. It yielded the hit "Cha Cha Cha" (RealAudio excerpt).

The new LP, scheduled to be released in October or November, also includes the talents of squad member Roc-Marciano, as well as guest performers from the rap and R&B worlds.

Rah Digga, the Flipmode Squad's sole female rapper, performs a duet with R&B/pop sensation Pink and also does a song with trailblazing lyricist M.C. Lyte. Rampage teamed up with Snoop Dogg, and Baby Sham has a song with rap veteran Slick Rick and Nas. Busta Rhymes (born Trevor Smith Jr.) is doing a song with Nelly, the former said last week. The group is trying to get Roc-Marciano and R&B singer D'Angelo to work on a song together, Busta Rhymes said.

Of the long list of stars on the CD, Spliff Star said he was most impressed by Snoop Dogg's recording style.

"Snoop is my doggy. He is very thorough [in the studio]," he said. "That's the way you are supposed to be — having fun with this. He is an inspiration to me."

Spliff Star said he flaunted a rough lyrical style on other Flipmode projects, but he got sensual on The Rulership LP. The first single, "The Little Devil in Me," is about "my sexy, devilish side," Spliff Star said.

Another seductive cut is "Good Sex (Hard To Let Go)." That song is about a man who doesn't want to cheat but finds his mistress too tempting to let go. Spliff Star said he used a sample of Lenny Kravitz's steamy hit "I Belong to You" (RealAudio excerpt), from 5 (1999), on the single, the melody of which was inspired by Destiny's Child's "Bug a Boo" (RealAudio excerpt), from last year's The Writing's on the Wall.

One of the clique's most successful solo lyricists — besides Busta Rhymes — has been Rah Digga (born Rashia Fisher). Her debut, Dirty Harriet, yielded the hits "Break Fool" (RealAudio excerpt) and "Imperial" (RealAudio excerpt).

Most of the Flipmode rappers plan to become successful solo acts, but Spliff Star said he delayed releasing his own solo LP, Fat Man's Son, to complete The Rulership LP. He plans to release the album in the spring.

"Flipmode is my first priority," Spliff Star said, adding that he is excited about the improvement the rap group has made since its first CD. "I don't listen to the first one anymore, even though I like it," he said. "You can play it more than once."