BACKPAC SHAKUR

The beats flutter and dissolve. The rhymes don't make any sense. The flow doesn't really, er, flow. For cLOUDDEAD, hiphop is a lens, a filter, not a style of music. In other words, what goes in - sampling, rapping, grooves - has only a slight relation to what comes out.

Let's start with the names, because they're part of the Oakland, Calif., trio's weird little mystique, too. There's the orthography of the group's own moniker, of course, as well as the stage names of the members. The DJ is named odd nosdam, and the rappers call themselves why? And Doseone. The former has an Ira Glass-ian nasal whine; the latter sounds like the nerdy guy in the cubicle next to you making an ass of himself at the office Christmas party when a 50 Cent song comes on the stereo.

And then there's the music. On the new 'Ten', nosdam layers scratchy aural castoffs on top of one another until they form a hazy backdrop for simple, shuffling rhythms that sound as if they've been soaking in water for a while. New age synth pads float in and out, and songs frequently change direction completely partway through, like five-minute orchestral works with several movements.

If that sounds kinda conventional- in a postmodern, postrock kinda way, at least - know that Ten actually sounds anything but. "Pop Song," the album's archly titled opener, is built around why?'s repeatedly murmuring the couplet "The wood woman and her hollowing out" until it resembles a drum track.

Then an actual beat drops in and a woman starts singing, "Elvis, what happened?" After listening to the song a dozen times, I've concluded it's about celebrity and the pop-culture industry - or a least that's what whispered lines such as "Cotton candy Cotton, cotton candy Spun anyway you like it" would seem to imply.

Of course, just when most listeners would finally be getting a handle on the groove, everything drops our except an organ drone that went unnoticed before.

Then the song switches gears again, slowing down so Doseone can shout, "And then we say 'fuck' in our pop song." The slow bit immediately disappears in favor of a sort of reprise of the cotton-candy bit. At this point, the album is four minutes old.

Unsurprisingly, cLOUDDEAD is part of the arty, politically engaged Anticon collective, a group of Bay Area heads who form the vegan yin to the beefy yang of East Coast alternative hiphoppers such as Cannibal Ox and El-P. All three cLOUDers find time to salt their friends' records liberally, and the group has insisted that 'Ten', it's second full-length release following a spate of 10-inch singles, will be it's last. The whole thing seems so willfully precious and exclusive that, on paper, anyway, it's hard to imagine any of the music coming from these young men with creative facial hair connecting in any way.

But connect 'Ten' does - you've just got to be willing to meet cLOUDDEAD halfway. That's no easy task, especially when it comes to the group's verbiage. I get the impression why? Likes words that feel good rattling around in his mouth, which is really the only way to account for lines such as "Rhymer's only room Sweet-smellin', walking to Khartoum Hiding in the seaweed on the seabed." Doseone also goes for words that evoke rather than explain, but his lyrics tend toward jump-cut vignettes: "A spider spinning web on a Styrofoam snowman's head Car salesmen asleep in their cars on lunch break."

Still, the way I find myself singing along with these lyrics reminds me of nothing so much as the way I found myself chanting "Minerals ice deposits!" with everyone else in the crowd at Pavement shows 10 years ago. If none of us knew exactly what the line meant, it didn't matter. It suggested something elusive and poetic, and it sounded great. Sometimes a secret code can be a good form of communication despite itself.

On 'Ten', that sort of slipperiness extends to nosdam's wacky production. Sources are a particular problem: The rhythm on "Rhymer's Only Room," for example, sounds like bowling balls being shaken in a canvas sack, and often the noise of the vinyl from which he's culled his sounds themselves. When he feels like it, as on single "Dead Dogs Two," nosdam has a touch with bassy keyboard lines that's pure pop - it's just that his attention shifts way too quickly to ever allow his grooves to tickle the airwaves.

"Son of a Gun" is an easier sell, a three-part mini-opera about weaponry. The first starts with a sped-up answering machine message from an Air Force inductee telling his parents he'll learn to "Oh, shoot and drop bombs from the air, I guess" as the cLOUDDEAD guys whistle martially in the background. Then why? Jumps in with a funny, if overly simplistic, self-portrait of a hunter who is "known with a beer as the Deer Eraser." The second movement eulogizes Abraham Lincoln, who ended up with only "his face framed by those old Roman leaves dead center on the front of a five-spot." It finishes up with a spazzy, breathy laundry list of assassination victims, not all of whom met their end via hot lead - Joan of Arc, Jesus - but most of whom - JFK, Tupac Shakur, the Notorious B.I.G., Emilio Zapata - did.

Yeah, it's the kind of song that underlines just how deep the divisions are between the red and the blue states. But it's also pretty catchy. Come to think of it, so's that part of "Rifle Eyes" about "night crawlers all dried up on the summer-sun sidewalk."

Indeed, there are moments on 'Ten' that will remind you of Beck's early junk-culture grooves, but nosdam & Co. sound much more prismatic, in every sense of the word. Whether you'll like the way cLOUDDEAD dances in the bent light depends on how romantically you can view lyrics about "gas-station urinals" and a "tongue depressor with the width of a spatula." To me, that's the language of love.

ANDREW BEAUJON