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(Soundbite of song, "Thieves")

Ms. ZOOEY DESCHANEL (Vocals, She & Him ; Actress): (Singing) There's thieves among us, painting the wall.

GUY RAZ, host:

The voice of Zooey Deschanel, better known perhaps as an actor, but increasingly as a singer as well. The song is called "Thieves." And it's off her second record, a collaboration with musician M. Ward. Together, they call themselves She & Him.

(Soundbite of song "Thieves")

Ms. DESCHANEL: (Singing) You didnt know me well, so well as I knew you. And I know and you know too that love like ours is terrible news.

RAZ: She & Him "Volume Two" is inspired by the music of the 1950s and '60s. Listen through, and you'll hear moments that might remind you of Patsy Cline or Doris Day, maybe Karen Carpenter, even Dusty Springfield. But on each track is the now unmistakable voice of Zooey Deschanel, and most of the songs are written by her, as well.

She's in the studio with me her at NPR West, along with M. Ward. Welcome to you both.

Ms. DESCHANEL: Thank you.

Mr. M. WARD (Guitar, She & Him): Thank you, great to be here.

RAZ: Zooey Deschanel, you had actually been recording sort of secret demos in your own garage, were on garage band, into your Macintosh, before you worked up the courage to send them to Matt Ward. Why did it take you such a long time to sort of come out of your shell and sort of decide that you wanted to make music professionally?

Ms. DESCHANEL: I always knew that I wanted to make music professionally. Like, my parents always thought I would be a musician. I fell into acting at a young age. You know, I can't complain, it's a fun job and everything, but there was always something missing.

So I thought, you know, there must be something to this that I'm spending, like, all of my spare time in a room making music that no one hears. You know, until I met Matt, there was nobody that I really wanted to make music with, that I connected with on a taste level and who I had that kind of creative chemistry with.

(Soundbite of song, "Thieves")

Ms. DESCHANEL: (Singing) No, that won't stop me crying over you, you, you.

RAZ: I want to ask you about the production of this record because it seems like there's almost a Phil Specter sensibility on this album. It's something that could be sent back in time to a deejay in the 1960s. And there's a song, a particular song I'm thinking about that I want to hear, and it's called "Don't Look Back."

(Soundbite of song, "Don't Look Back")

Ms. DESCHANEL: (Singing) Orpheus melted the heart of Persephone, but I never had yours. I followed you back to the end of the path, but I never found the door. And you can work to save your love. You can bear it from the earth below. You can work, but you can't let go, oh, oh but you have to know.

RAZ: Matt Ward, this idea that you could send this back in time, this was a conscious thing that you did when you were thinking about how to make the sounds and the production on this record, right?

Mr. WARD: The songs that Zooey writes, they lend themselves towards taking people to a place that's somewhere other than today, and I hope that it doesn't take people to a specific decade or anything like that. I hope that the production and the songs find a place that is...

Ms. DESCHANEL: New.

Mr. WARD: New and, yeah, no specific place in particular or specific place in time.

I think that one of Zooey's skills in songwriting is the storytelling, and I hope that the production doesn't get in the way of that, and I hope that the era that we're living in doesn't get in the way of that, if that makes any sense.

(Soundbite of song, "Don't Look Back")

Ms. DESCHANEL: (Singing) Don't look back. All you'll ever get is the dust from the steps before. I don't have to see you every day, but I just want to know you're there.

RAZ: I'm speaking with Zooey Deschanel and Matt Ward, better known as M. Ward. Together, they form the group She & Him. Their new album is called "Volume Two."

Both of you have talked about old musicals and how much they influence how you think about making music, particularly you, Zooey. And I want to play a bit from the song "If You Can't Sleep" because I think that song could have been a scene in a musical.

Ms. DESCHANEL: Oh, thanks.

(Soundbite of song, "If You Can't Sleep")

Ms. DESCHANEL: (Singing) If you can't sleep, I'll be there in your dreams. I'll be there in your dreams if you can't sleep at all. And in your dreams, I'll touch your cheek and lay my head on your shoulder.

RAZ: Zooey Deschanel, what is it about old musicals?

Ms. DESCHANEL: Good, old musicals make me so happy, like watching "Singing in the Rain" or "The Sound of Music" or "Meet Me in St. Louis." I feel that there was something so magical about that era.

Watching Judy Garland sing when I was a little kid in "The Wizard of Oz" and in "Meet Me in St. Louis" and "Easter Parade" and all these old movies, that is how I still, to this day, I have, like, these head motions that I think of, like, that I think I'm supposed to do when I'm singing that are, like, Judy Garland.

(Soundbite of song, "If You Can't Sleep")

Ms. DESCHANEL: (Singing) Goodbye shadows. Goodbye shadows.

RAZ: Matt Ward, I know that this project began in a really informal way. It was getting these demos from Zooey, exchanging ideas and emails and lyrics and then putting this record together, the first record, which obviously received incredible critical acclaim. Is this project more than just a project anymore? I mean, has it almost become a formalized process?

Mr. WARD: Well, it's definitely a full-time project. I don't think Zooey and I look at it as anything too regimented, or...

Ms. DESCHANEL: No.

Mr. WARD: It's like the most simply designed project I've ever been a part of because it's - Zooey is - has her position, I'm in my position, and...

Ms. DESCHANEL: There's no, like, sitting around, like, ordering food in the studio.

Mr. WARD: Right.

Ms. DESCHANEL: There's like, it's work, work, work.

RAZ: You just get right to it.

Ms. DESCHANEL: Cracking the whip.

(Soundbite of song, "Sing")

RAZ: That's Zooey Deschanel and M. Ward. Together, they make up the group She & Him. Their new album is called "Volume Two."

Zooey, Matt, thank you so much for coming in.

Mr. WARD: Thank you.

Ms. DESCHANEL: Yes, thanks for having us.

(Soundbite of song, "Sing")

Ms. DESCHANEL: (Singing) Talking on the phone and watching Cribs. He doesn't know what kind of guy he is. He's got a gold-plated ceiling and a TV show, a broken heart, and he doesn't even know. He's glad to see you. Yes, he's glad to see you. Open your arms and sing. The world's been waiting, they've been waiting for years.

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