Michael Marquart has been making his living as a musician and producer all his life. The talented drummer, guitarist, keyboard player, singer and producer has played with A Flock of Seagulls and the Canadian supergroup Alias, but it’s the music he makes with his studio project, A Bad Think, that’s closest to his heart.

Sara Lee, A Bad Think’s third outing, is an expansive musical tapestry. The album’s chiming guitars, rich, brooding bass lines, ghostly flutes and inventive percussion occupy a vast sonic and emotional space that pulls listeners into the unstable emotional world Marquart explores with these songs.

“Sara Lee is a suite,” Marquart explains. “The songs move between past and future, dealing with the missed connections and limitations that are part of every life. They convey moods and feelings, as well as narrative flow, with unexpected shifts in tempo, volume and instrumentation. The lyrics are vague, so everyone can imagine their own story.”

The eight songs and two instrumentals on the album tell the story of a waitress and the customer she’s seen every day for decades, two people with an imaginary, but nonetheless real, relationship. Marquart’s whispered vocal on “Overstay” simmers with unexpressed passion. Chiming acoustic guitar arpeggios and a glacial, R&B flavored bass line pull the emotions in opposing directions. “The Love Song” is more upbeat, a bossa nova, as played by a country band, highlighted by twangy guitar, smooth harmony vocals and eerie flutes.

“Home” is a melancholy ballad with a sly reference to The Wizard of Oz in its lyric, set off by a sea of ambient guitars. “Gives You Change” is a funky laid back rocker, but Marquart’s downbeat vocal undercuts the song’s jaunty rhythm. As Sara Lee approaches her customer with the change for his meal, he dreams of another change he can’t find the courage to make.

 Marquart produced Sara Lee at his home studio in Virginia Beach, with his daughter Samantha on lead and harmony vocals; Don Burford, another Flock Of Seagulls alumnus, on bass; Richard Arbus on Fender Rhodes and engineer Skip Derupa. “There are many layers of guitar, keyboard, percussion and ambient sound, but it’s not pop music,” Marquart says. “It’s more like a painting for your ears, an impressionistic flow meant to stimulate your imagination.” Marquart’s supporting the album with a dark video for “Overstay” directed by Derrick Borte (The Joneses).

 The band’s cryptic name is in keeping with Marquart’s pragmatic view of life’s tribulations. “When my kids had nightmares, they used to call them ‘a bad think.’ I’d tell ‘em, ‘Go back to bed and close your eyes and it’ll go away.’ A bad think is something that may not be positive, but it’s not a nightmare.”

 Marquart was born in Fort Atkinson, Wisconsin and started playing drums when he was six. “My hometown was like Mayberry; everyone knew everyone. When I heard the sound of drums coming out of a neighbor’s basement, I peeked through the window. This kid had a sparkling new red drum set and I started hanging out with him.” After Marquart played along to a few Monkees’ records, music took over his life. “In grammar school and high school, I was in choir, marching band, barbershop quartets and musicals. In college, I majored in music, playing jazz/fusion and rock. I taught myself drums, guitar, keyboards, bass and trombone.”

 After graduation, Marquart played original music in a band called Diogenes. They ruled the Mid-West in the 80s, but never made an album. Between gigs, he became a producer and session drummer. He moved to Virginia Beach to start Windmark Studios, just before the city became a major R&B and hip-hop hub. Windmark hosted sessions by Justin Timberlake, Britney Spears, N’Synch, No Doubt, Sponge, Frente and Dishwalla. Marquart also toured and recorded with Flock of Seagulls, the Canadian supergroup Alias and dozens of other outfits.

 He eventually sold Windmark to N.E.R.D, built his own home studio and started producing his Bad Think albums. “My sound isn’t commercial, but it comes from my heart,” Marquart says. “I’m not a solo artist or band, just a guy who creates sad, moody music for grown ups. I want to look at everything that can happen to us as humans, no matter how challenging, and find the glimmer of sunshine that’s waiting for us at the end of the night.”