Nick Pipitone and Peter Batchelder are no strangers to the Milwaukee music scene and their credits are far too lengthy to enumerate here. Suffice it to say that "Esque" by The Rip Off Artists -- that is, Pipitone and Batchelder -- is their first major collaboration.

The result is a smart pop record that pulsates with BritPop influences from the quirky XTC ("The Wishful Thinker") to the melodic Aztec Camera ("The Present, Tense") and Squeeze ("Love and Uncertainty") and the inimitable Elvis Costello (here in spirit more than in sound).

The release of the 11-song "Esque" comes as something of a surprise in light of Pipitone's fairly recent decision to step back from music in the wake of the release of his great "Anything I Want to Say" EP.

"The Rip Off Artists began around the time I was getting disillusioned with being in bands," says Pipitone, adding that, "the disillusionment has since worn off. I have known Peter for a long time and always had a very high regard for his musical talent.

Pipitone works in advertising and public relations and Batchelder works as a producer, engineer and sound designer at Independent Studios, a commercial recording and editing studio Downtown.

"Peter and I had this idea to try to write a song from start to finish in one night. Kind of like a two-man songwriters club. I had never collaborated and really wanted to expand my repertoire beyond 'guitar pop.' Really, as you know, the production of songs is such a totally different animal than playing live. So we pushed ourselves and started writing some really nice stuff. Our motto was 'we have chords and we're not afraid to use them.'"

Although that approach could lead to a lumbering record of overblown baroque pop, "Esque," while layered and spiced with what sounds like a lot of little overdubs, doesn't sag under their weight. Instead it feels fresh, intricate but light and just breezy enough.

Pipitone says the collaboration opened up new approaches for him and that, in turn, boosted the project.

"We both have huge pop influences," Pipitone says. "As you know, being in a band you are limited to the players in that band and what they can do. With Peter and I, it was unlimited. He plays piano, I play guitar. And if the computer can make the sound we were destined to use it.

"We started getting together on multiple nights making music and we got ambitious and started to really polish what we were working on and trying new things I frankly had never done before in a studio. With the connection to Independent Studios their willingness to let us record there really was a shot in the arm."

Batchelder and Pipitone called on a few friends -- namely drummers Joe Wong and Kyle White and backing vocalist John Egan -- for some contributions to "Esque."

Add in the fact that while the duo was recording, there were no expectations, there was no "real" band with a public profile. There was no pressure.

"There is really something awesome about getting together and just writing and recording without expectation or goals or multiple band guys getting in the way," he says. "We argued a lot but it got better because of it."

Now that there's a disc, Pipitone continues to rule out gigs, but says The Rip Off Artists have a future. It will just be inside a recording studio not out in public.

"We will never play live. It is totally on ongoing recording project that can be whatever it wants to be. We'll probably start working on another CD in the fall."