'WE WERE, like, the curiosity factor, y'know – like the little freak show – so people just come to see if we suck, and then we win them over."

That fine princessy whine, that Valley Girl wheeze, is unmistakable – familiar to fans of all those cheese-lovin', trash-talkin', proto-grunge '90s bad-boy/-girl flicks like From Dusk till Dawn, Kalifornia, and Natural Born Killers. It's Juliette Lewis, the lady who beat off vampire bikers alongside a badass George Clooney and the girl who took thumb-sucking to a sublime pervy high with Robert De Niro, and now, talking up her punk rock boot-camp experience of playing the Vans Warped Tour this summer, she's in the toughest fight of her life – for rock cred.

Because "suck" may be the operative word when it comes to most actor-musician recordings. Did you get a fleeting glance of those discs by John Travolta, Don Johnson, Bruce Willis, Jeff Bridges, Billy Bob Thornton, et al., before they beat land-speed records on their way to the cutout bins? Musical types moonlighting on celluloid tend to fare better: in Two-Lane Blacktop, mute long-haired gearheads James Taylor and Dennis Wilson strike poses like the asphalt was a stage, and come off a grillion times cooler than they ever did on record. Today the giant shadow of J to the L-O looms over all actresses who attempt the crossover journey – be it the pop-punk-inclined Lewis or the more country-folk Minnie Driver. Both of them seem determined to pay their dues, by doing the do and touring the crap out of any spare time, and thereby taking on some veneer of authenticity. Ashlee Simpson can catch the next bus.

But neither Miz Simp's nor J.Lo's name come to Lewis's lips, chatting amiably from the Des Moines, Iowa, airport where she's decamping from various local benefits for Sen. John Kerry's prez campaign.

"My film work has prepared me a lot for this kind of hectic – I dunno – hard-working schedule," Lewis, 31, drawls. "The guy who puts Warped on thought I was going to be coming in a separate sedan, and I was like, 'Do you know the fucking movies I've worked on?' " She lets loose an evil, earthy chuckle. "This is a walk in the park!"

These days, when she's not making movies like Daltry Calhoun with Johnny Knoxville and Grilled with Ray Romano, Lewis plays with ex-Hole-y Patty Schemel and H20 guitarist Todd Morse; finds songwriting inspiration in Lucinda Williams, Jack White, and the Killers; and models her rock moves on those of Patti Smith, Iggy Pop, and Grace Jones. Her progress can be checked on the EP ... Like a Bolt of Lightning (Fiddler, www.fiddlerrecords.com), now available online and scheduled for release Jan. 18 (a full-length album follows).

Whatever you think of her reliance on Christine Amphlett-style multiorgasmic baby talk, it's hard to dis the smart, sassy Lewis, and it's no surprise that the feral, juvy intensity she channeled in her acting slips out on record. "I've developed this identity through movies that people respond to," she says with a raspy chuckle. "I guess it's something very raw and emotional and intense and committed. I like to put myself out there and sweat and break myself where you feel just spent! Then I feel like I've done something good." She sighs hoarsely, then sniffles. "I love guitars!"

Goodwill touring Minnie Driver isn't quite so hell-bent for lather, or rather, leather. A bit Dido, a little Coldplay, and a whole lotta Lilith Fair, Everything I've Got in My Pocket (Zoe/Rounder), the actress's debut, is a polished collection of ballads that dials down chestnuts like Bruce Springsteen's "Hungry Heart" to a ladylike, afternoon-tea pace.

Driver says she was primed to record an album for EMI prior to being plucked from anonymity to star in the 1995 film Circle of Friends. Her music was pushed to the side until she was inspired to return to songwriting by her breakup with actor Josh Brolin.

"You know, big changes in your life will engender a lot of creativity," she says in clipped Brit tones, on the bus to London for another show with a band that includes Rami Jaffee of the Wallflowers and Eric Hayward, once with Richard Buckner and Son Volt. "I needed to take some time out from acting for a while because it's been a roller coaster for 12 years and I needed to reassess stuff."

But Driver doesn't feel a need to explain her collection of introspective tunes to anybody, goddammit. "Well, I think you can pretty much hear this ain't J.Lo!" Driver quips, invoking the cursed initials. "You know, I wasn't looking to sell 200 million records."

Made for stalking Sixties toughie (and star of B movies like 1966's The Wild Angels) Nancy Sinatra, on the other hand, wears her help from famous songwriting friends out on her sleeve. Tailing her eerie "Bang Bang – My Baby Shot Me Down" from Kill Bill is her recently released self-titled album, a fun, familial affair with contributions and backing from the likes of U2, Pulp's Jarvis Cocker, Calexico, Pete Yorn, Thurston Moore, and of course, Morrissey, who inked his L.A. neighbor to Attack. Sinatra comes off looking so good that her performance – simultaneously sultry, world-weary, and postcoital à la "Some Velvet Morning" – of the former Smiths vocalist's "Let Me Kiss You" outshines Moz's version on his own You Are the Quarry.

Frank's baby girl also recently reunited with her most infamous collaborator and duet partner, Lee Hazlewood, and arranger Billy Strange, for Nancy and Lee 3, which was released solely in Australia. It's the final installment in the trilogy that began with Nancy and Lee (Reprise, 1968). "The ménage à trois was back again with me and Lee," Sinatra says from L.A. "It was a great marriage then, and it's a great marriage still, because it's a real partnership – probably the most productive partnership professionally in my life."

Of course, that musical chemistry never quite translated into romance: he was either married with two young children, or she was. "But the chemistry was there, which is probably why the records were so good," Sinatra says. "And it was maybe a blessing that we were not expressing our feelings personally, because maybe just having that energy in the recordings was better."

Nowadays, she has few regrets: one was that, unlike her brother, Frank Jr., she never took a part on The Sopranos when it was offered to her. The role of Uncle Junior's walker-bound friend was too elderly for this Jersey girl, but another will likely never come again. Still, Sinatra is getting used another role, thanks to Nancy Sinatra, which was produced and assembled by Sinatra's daughter A.J. to save her mom from an alternate career in cabaret. Unused, unfinished tracks by Debbie Harry, Elvis Costello, and Doves are in the can, and Sinatra has promises of new contributions by Billy Idol and Steve Jones of the Sex Pistols.

"I think it would be fun to keep these going. It's good for them, and it's good for me. It's more than good for me – it's just wonderful. Now I'm being called an indie rocker." Guess that's better than being confined to a walker.

Juliette and the Licks play Sun/7, 8 p.m., Cafe du Nord, 2170 Market, S.F. $12. (415) 861-5016.

Minnie Driver performs Nov. 11, 8 p.m., Great American Music Hall, 859 O'Farrell, S.F. $16. (415) 885-0750.

Nancy Sinatra performs Fri/5, 9 p.m., Bimbo's 365 Club, 1025 Columbus, S.F. $25-$28. (415) 474-0365.

... And You Will Know Us by the Trail of Dead play with Dance Disaster Movement and Forget Cassettes Mon/8, 9 p.m., Great American Music Hall, 859 O'Farrell, S.F. $16. (415) 885-0750.

Jaga Jazzist play with Supersilent Thurs/4, 8 p.m., Great American Music Hall, 859 O'Farrell, S.F. Call for price. (415) 885-0750.

Delgados play with Crooked Fingers and Radar Brothers Thurs/4, 8 p.m., Bimbo's 365 Club, 1025 Columbus, S.F. $16. (415) 474-0365.

Get that monkey off your chest. E-mail kimberly@sfbg.com.

Contact Kimberly Chun at kimberly@sfbg.com.