On the surface, Kim Richey's metamorphosis into a pop diva could be chalked up as nothing more than a scheme to sell her music to a new market.

After recording a pair of critically acclaimed but commercially unsuccessful country albums, Richey's pivotal third CD is a collection of smooth and lush pop songs that wouldn't sound out of place in rotation with Joni Mitchell, Sarah McLachlan and Shawn Colvin. Glimmer was made not in Nashville but in New York and London and with noted pop producer Hugh Padgham. Richey's sound isn't the only thing that's changed since her 1997 Bitter Sweet album: she has a new band, new songwriting partners, new management and a new look.

However, the singer-songwriter maintains the changes happened organically, that the new songs came from an honest place and are actually more personal than some previous originals that -- however deliberately -- were written with broad enough appeal to pitch to other artists.

"People change," Richey begins to explain from her Nashville area home. "You grow with new experiences. You grow with new types of music you run across. You grow with new people you meet. Anybody who is doing something creative shouldn't just repeat the same thing over and over again, because that's not really that creative.

"I wrote a lot of the songs from Glimmer while I was touring with the Bitter Sweet record, when I was pretty sad about a lot of things, both personally and professionally. Instead of trying to write songs that fit within a certain genre, I was just writing songs that were reflective of what was going on with me at the time. I was at a place where I really didn't care what kind of songs they were. I didn't care if they were radio songs. I didn't care if they were country songs. I didn't care about a whole lot at that point. I didn't even care if I made another record. I was pretty much over the whole deal."

That being the case, the tough-minded individualist makes it clear the recent changes are not the result of an image makeover orchestrated by her label Mercury Records or anybody else.

"Since I wasn't so caught up in trying to figure out specifically what I was doing (with my music and career), these are the kinds of songs I came up with this time," she says. "They're totally honest songs. It wasn't like I sat down and said, 'All right, the country thing is not working so I'm going to make a pop record.' When I was really bummed out, I just stayed in my house. I didn't talk to anybody. I didn't hang out with anybody. I just stayed in my house and gained a bunch of weight. I looked horrible and I felt horrible about myself. So, I started exercising -- walking and running -- and I got a haircut."

Glimmer, then, not to mention Richey's renewed self-confidence and happiness, is an example of something good emerging from a bad situation.

"Coming from a place where I really didn't care about much enabled me to have total freedom over myself," the singer says. "Lucinda Williams said something to that point during her keynote speech at this year's South By Southwest [Music Conference in Austin]. She said you get your power, your freedom to express yourself as you want to, when you're willing to walk away from the whole thing."

Retreating is something Richey actually considered; she was that unhappy. She says the thought crossed her mind that "if what I'm doing is making me this miserable, maybe I shouldn't be doing it."

Had she quit the music business, she would have walked away from a penetrating career.

The Ohio-born singer dabbled in music while attending Western Kentucky University in Bowling Green, where she performed in the band Southern Star with Bill Lloyd (who later teamed up with Radney Foster in the mid-1980s and scored several country hits as Foster & Lloyd). After a brief stay in Nashville in 1984 that included a job as a short-order cook in the city's songwriting mecca, the Bluebird Cafe, Richey spent time in Europe, South America, Colorado, Boston and Washington state before returning to Music City in 1988 at the behest of Lloyd and inspired by Steve Earle's first album.

Upon her return to Nashville, Richey landed a staff songwriting job at Bluewater Music and later a contract with Mercury Records.

The singer's first two albums may have left country-radio programmers flat, but Kim Richey and Bitter Sweet were favorites with critics and they established the songwriter as one of the most reputable artists in Music City. (Bitter Sweet was named best Americana album at the 1998 Nashville Music Awards.) Furthermore, Richey scored big hits with country artists covering her material. She penned Radney Foster's "Nobody Wins," Trisha Yearwood's "Believe Me Baby (I Lied)" and Lorrie Morgan's current single "Here I Go Again."

That she has now made a pop album isn't a total shock. She was raised on Top 40 radio and pop 45s from her aunt's record store. It's refreshing that even when she targeted herself to country music consumers, she didn't report to be a lifelong fan of Hank Williams, Merle Haggard and George Jones like many of her Nashville contemporaries dutifully claim.

Richey chose Hugh Padgham to oversee Glimmer after hearing his work with such pop acts as The Police, XTC, Melissa Etheridge, Phil Collins and Suzanne Vega. Players on the album include Sting's guitarist Dominic Miller, session veteran Waddy Wachtel and some other musicians from Padgham's 'A' list. But it was not a case of Richey bending to the producer's will, nor was it a case of Padgham transforming 14 Richey country compositions into 14 pop tunes. The singer appointed the pop producer because the material she wrote for Glimmer was pop to begin with.

"Glimmer sounds different than my other albums because the songs are different," she says. "They are not country songs; they don't lend themselves to country. I could have gone into the studio and put pedal steel all over them, but that wouldn't have been a good idea. Then it would have sounded like me trying to squash those songs into the country radio format or something."

The album's first single, "Come Around," is being promoted at Triple-A, Adult Contemporary and Top 40 stations -- not country radio. The song is also featured on the soundtrack to Kevin Costner's baseball film, For The Love Of The Game.

"This record was not some thought-out plan to move into another genre," Richey reiterates. "I still work for Bluewater Music, and I still have people interested in cutting my songs who are making records strictly for [the] country [market].

"Just because I made this record, it doesn't mean that I don't still love music that is country-influenced," Richey explains. "You don't have to be on one side or the other."