Shortly after completing Astrogin's debut album, Dreams and Other Disasters, in the summer of 2001, lead guitarist Caron Barrett took a moment to reflect upon the unifying theme of the album and the significance of its title. "A lot of it's about regrets," she mused. "About how you wish you could change things."

Little could she have known at the time how much change was in store just around the corner for the group. Mere weeks after the album's release and the lead single, "Time Ticks," began it's steady climb up the Adult Hot AC chart, original lead singer Shelli Bridette left the fold, choosing the call of motherhood over the call of the road. Faced with such a predicament, many a fledgling band might have folded. But after waiting for years for the right band to come together, Barrett wasn't about to throw in the towel on her dreams for Astrogin. Luckily, she had an ace up her sleeve, close friend and Astrogin fan Deborah Vial, a powerhouse singer in her own right. Vial stepped in to fill the vocal spot, and Astrogin was born again.

It's a scenario that might bring to mind the tale of Jack "Ripper" Owens, the tribute band singer who filled Rob Halford's sizeable shoes in Judas Priest and inspired the Mark Wahlberg movie Rock Star, except that Vial was no novice minor leaguer. Vial is an established solo performer who has amassed a near fanatical following over the last several years on the Dallas scene. Barrett confesses she considered her for the vocal spot in Astrogin from the very beginning, but dismissed it as a pipe dream: "She already makes such a really good living by herself, I didn't think we could afford her back then." Fortunately for everyone involved, Vial was ready, in Barrett's words, "to explore the fun of being part of a band again."

"It was really jumping on a moving train," Vial says of her decision to join the band. "it was a great opportunity because they've got a plan and a whole team working behind them. I've been doing a solo project for years and I love doing it and it's extremely freeing and wonderful, but I'm also not really focused on where I would want to go with it other than I'm just enjoying doing my own thing. So it was great to get on board."

Barrett likens the turn of events to Stevie Nicks joining Fleetwood Mac. "Its like a supergroup now," she laughs. " Deborah has a huge following. She comes complete with stalkers. You can't beat that!"

In order to cement Vial's entrance to the band, one of the first orders of business for Astrogin was to return to the studio and remix the album with Mike Wanchic (of John Mellencamp fame) and add Vial's vocals -- in Barrett's words, they "rebirthed the baby." While the bulk of the original instrumental tracks produced by famed English producer/engineer Nick Griffiths (Pink Floyd, Joy Division, Roger Waters, Richard Thompson) survived the transition, a couple of songs were swapped out to make room for "Kiss Me Now," a proven crowd hit from Vial's solo album Stretcher, as well as a pair of killer outside contributions, "Tell Me" and "Bored." "We took off a couple of the sleepers and put on a couple more go-get-ems," says Barrett. So much for regrets, sometimes you can just change things.

Barrett's single-minded determination to finesse and perfect Astrogin is understandable. The band marks the first time Barrett's twin passions, making music and marketing it, have fully come in sync with each other. Ten years ago, the veteran musician planted the seeds of Last Beat Records in Dallas, TX with the modest goal of helping out some of the talented local bands that she was tired of seeing go nowhere. Since then, Last Beat has thrived, both as a home to diverse acts like Baboon and Captain Audio and as a newly renovated, state-of-the-art recording studio and rehearsal space.

But in all that time she worked behind the scenes, helping her fellow musicians get a leg up in the industry on both a regional and national level, Barrett had never released her own music on the label. Until now.

Astrogin came together three years ago when Barrett, then playing guitar in the hard rock band Flux, re-teamed with an old songwriting partner, original singer Shelli Bridette, after a few years apart and found their old writing chemistry more potent than ever. Fellow Flux-veterans Michael Ferguson (drums) and Keith Long (bass) came on board, later joined by keyboardist Renee Baalka and additional guitarist Paul Quigg, and Astrogin set to work recording Dreams and Other Disasters with Nick Griffiths.

"We got lucky," says Barrett of Griffiths' involvement. "I flew him over from England, and we got on fabulously. I was rebuilding my studio, and he gave us a lot of help on that as well -- he thought it was a fun project to rebuild a studio and then produce a band in it." Griffiths readily concurs, summing up his time with the band as "a thoroughly enjoyable experience. I specifically liked Caron's approach to the guitar, and I rarely get to work with female singers such as Shelli that have such control of their voices."

Although the band had to get used to Griffiths' precision perfectionism in the studio ("We sent a couple of songs out to be remixed, and one had 74 tracks on it," Barrett marvels with a laugh), Barrett says that the unlikely combination of "a bunch of Texans and an Englishman" helped take Dreams and Other Disasters to another dimension.

"We're all very diverse players, so when the band started playing together, I could hear us battling each other in the music," explains Barrett. "I thought if we could pull somebody like Nick in from so far out of our element -- not some producer from Austin or L.A. -- he could really pull all of us together somehow. It worked out really well."

The evidence is right there in the liquid grooves of Dreams and Other Disasters, a collection of twelve original songs that Barrett jokingly but accurately describes as "adult contemporary on acid." Although Griffiths notes that he "didn't want the music to be 'in the style of' anybody," the roots that do bleed through the mix are proud ones--particularly the warm melodies, evocative of Fleetwood Mac, and the atmospheric production reminiscent of Griffiths' work with Roger Waters and Pink Floyd. ("You can hear a lot of his English influence in it," says Barrett. "They love delay.") Lyrically, the songs on Dreams and Other Disasters focus on love and human relationships and the critical moment when it all skids off the tracks. Some of the songs, like "Why Do I Call," capture the inevitable crash in action -- "It's about when you like somebody, and you're a dork and you call them up just to see if they're excited to hear from you" explains Barrett). Others, like the meditative "I Realize" and "Blue," pick through the twisted wreckage in the aftermath in search for clues and closure. "A lot of our songs are just about bitter break-ups or they're just bitter," Barrett laughs.

And now, with Vial's dynamic vocals and stage presence bringing the songs to an entirely new level, Astrogin is more powerful live than ever. If you think you've experienced Astrogin or Vial solo -- guess again you ain't seen nothing yet. "It's a much more positive energy," Vial says of Astrogin, version 2.0. "I love singing and I love performing, and I think it makes the band's job much easier when I'm excited." Adds Barrett: "Deborah's one of those people where the minute she starts performing, she's got you." Now more than ever, Astrogin live is a full-on, rock & roll experience.

"We don't look like heavy metal heads, but the approach is definitely a lot harder," Barrett, a born rocker who fondly alludes to the Kiss posters that adorned her bedroom walls during adolescence. "I told Nick in the studio, 'I don't care what you do on the record, I'm still playing with my distortion pedal live.' And he said, 'Well Caron, I wouldn't expect anything less of you.' I'm like, 'That's right!'"