Any local music fan over 30 will happily chew your ear about how great the bands were back in their day. Burlington-scene lore is filled with acts that should've gone on to bigger things: In the 1980s there were Pinhead, The Decentz, The N-Zones. The '90s boasted Wide Wail, Chin Ho! and, most significantly, The Pants, whose rise and fall is forever linked to a particularly vital era for Vermont music. What distinguished The Pants from groups of similar vintage? "They were much more daring, musically," opines local cartoonist and fellow rocker James Kochalka. "And a lot more popular."

The band's "classic-rock-meets-alt-punk" sound boasted musical intricacies and major hooks. Tunes such as "High Water Mark" and "None of That" are instantly addictive but don't take the listener's intelligence for granted. Says filmmaker Bill Simmon, who is making a documentary about the group: "The Pants were catchy -- Beatles-catchy. They employed counterpoint, multiple-part harmonies and clever wordplay, usually about something heartbreaking. For me, the soundtrack to the '90s is The Pants."

The band's classic lineup comprised chief songwriter Tom "Tommy Law" Lawson, bassist Eric "Hutch" Hutchins, drummer Neil "Tad Cautious" Cleary and guitarist Paul "Pistol Stamen" Jaffe. Cleary and Lawson currently live in Burlington; Hutchins makes his home in the Big Apple, while Jaffe resides in San Francisco. The far-flung group reunites this week for a hotly anticipated, one-time gig at the Higher Ground Ballroom in South Burlington. "It's kind of like a college reunion for rock band dropouts," jokes the 37-year-old Hutchins, who now works for a nonprofit organization that teaches chess to inner-city school kids.

For ex-members, the concert will undoubtedly stir up some strong emotions. "It was like being in love for the first time," says Cleary, 34, of his time with the band. He's since become an in-demand session drummer and an accomplished singer-songwriter.

Lawson, 37, currently performs with iconoclastic rockers Activists/Dictators and the experimental duo RECON. He is also a talented visual artist. Rifling through his back pages isn't easy. "It's definitely been a roller-coaster," he says. "It's not just going back and re-learning the songs. It's like opening your diary from high school."

Jaffe, also 37, concurs: "It's a hugely emotional thing," he says. "Not just seeing and playing with those guys, but coming back to a place where I have the most history in all my life." Still, he's looking forward to the show. "It's not for a paycheck or lost glory," Jaffe continues. "The only reason to do it is to have a great time."

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The Pants know a thing or two about having a great time. The band bowed out with a raucous performance at Club Toast's 1998 closing that, for many fans, ranks among the most significant occasions of their lives. The split broke some hearts. "I take full responsibility for the way things ended," Lawson says. "I really wanted to take it to the next level, but I didn't think it was happening quickly enough. We were just four guys from Vermont, and I think we were naïve about a lot of things."

But any tensions among the gang have given way to a desire to reconnect. "At a certain point, I felt I really needed to shed that skin," Lawson says. "But when I look back at it now, I absolutely love The Pants, and I love those guys. We were all born rockers that were very close as friends. We had that 'reject quality' that always works so well."

Lawson and Jaffe were particularly tight, having known each other since the late '80s, when Lawson played in a promising local group called Chainsaws of Babylon. "I saw them and thought they were awesome," says Jaffe, who now owns a video post-production company. "I had always been into recording, so I offered to help them on that end. It ended up being a really fantastic experience." After he graduated from UVM in 1991, Jaffe headed to California. Lawson followed shortly after, bandmates in tow.

Jaffe had already acclimated to life on the West Coast, but things went less smoothly for his pals. "We were in the complete 'hood," explains Jaffe. "Those guys moved from Vermont to Oakland, where there are hookers and drive-by shootings." The band soon buckled under the pressure, and Lawson headed back to the Green Mountains. "I realized that I was done with the whole Chainsaws trajectory," he explains. "But I knew I was gonna try to put together some kind of group, or even just continue recording, because I had caught the bug pretty bad."

Lawson and Jaffe kept in touch, and when the latter moved back to Burlington in 1993, the two started a project called Pistol & Sandwich. The duo wrote witty, avant-pop tunes a world apart from the gloom of the so-called "grunge era." They soon caught the ear of old friend Dennis Wygmans, who co-owned Club Toast with his brother Justin. Dennis, who went on to get a law degree and now lives in New Jersey, describes his enthusiasm: "They had a great sense of irony in their music," he says. "That's what attracted me the most." Wygmans subsequently became their manager.

The duo changed its name to The Pants in 1994, and released a self-titled CD that same year. Soon-to-be members Cleary and Hutchins made guest appearances on the disc, which featured glimpses of the smart, quirky songcraft the band would become known for. When Wygmans offered them a gig opening for a loud rock act, a full band was hastily assembled. "We got Hutch first, then Neil," explains Jaffe. "Afterwards, it was supposed to go back to being just me and Tom. But the four-piece ended up being so fun, we kept doing it."

"They asked me to play drums for a show," says Cleary. "And I really liked their songs." There was just one hitch. "I was dating [ex-WideWail/current Swale singer-songwriter] Amanda Gustafson, who had previously gone out with Hutch," he informs. Luckily, the bassist was big about it. "They asked me, 'Is it all right if we try out Neil?" Hutchins recalls. "And I was like, 'Um, well . . . He seems like an OK guy.'"

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The new, four-legged Pants had chemistry from the start. "Like the best bands, they'd have their squabbles and creative battles," Gustafson remembers. "But the thing that they had in common was a belief in the healing powers of rock. They got onstage, and they got over the bullshit. They meant a lot to people, because they were like superheroes."

Local musician Jason Cooley claims the band actually changed his life. "Back then I was too shy to go out to any of the shows," he recalls. "But they were all really friendly, and that's how I began to get involved. I couldn't believe that I actually knew these guys. I had never met anybody who could pull off such ambitious stuff."

The Pants' stage presence exuded both a demure geekiness and rock-star charisma. Jaffe's bumblebee-striped, scrap-heap guitar was one part of the band's laid-back, left-of-center look. "I got that at a pawn shop in San Francisco for, like, 60 bucks and a cassette deck," he reveals. "It was this homemade job that made all sorts of noise. But I loved the neck, so I just put nicer hardware in it." He'll be playing the iconic axe at the show this Saturday.

Buzz about the band came strong and early. The Pants' performances -- most often at Club Toast -- began drawing a variety of attendees, from arty bohemians to gritty rockers. "I always thought that they were destined for bigger and better things," Wygmans says. "And if they had come around just a couple of years earlier, they probably would've gotten a deal and been America's answer to Radiohead. I believed it then, and I still do. The Pants rank right up there with the best music of the decade, in my book."

The band's sophomore effort, 1995's Fred Sex, featured buoyant rock numbers filled with cutting lyrics and sly arrangements. There was also a fair amount of romantic pathos. A slew of local twentysomethings connected strongly to the songs' emotional honesty. "Tom's a great songwriter," says Hutchins. "That was a big part of the appeal."

But as the crowds grew larger, expectations increased. Some of this was due to the band's affiliation with Phish, whose guitar-hero front man Trey Anastasio produced a demo for the group in 1996. Members hoped the association would open certain industry doors. When that didn't happen, frustration mounted. "We paid for the recording time ourselves, and it was very expensive," Lawson says. "And I don't think that tape was circulated as aggressively or positively as it could've been. The whole relationship for me was one of disillusionment."

"One of the mistakes we made as an entity was to try to tie it to Trey," Wygmans says. "I was constantly having to educate people that this was not a hippie band who didn't deserve respect or credit for their art." Anastasio could not be reached for comment.

From there, the setbacks began to add up. "Maybe we defiantly thought the world was gonna come to us," says Cleary. "Like, all we needed to do was to play a couple of showcases in New York." There was some precedent for such a belief: "Liz Phair got signed out of her dorm room," Cleary continues. "But then again, she did send a tape somewhere."

Hutchins believes the band probably rushed things. "It was something we did for fun for a long time," he explains. "We were fairly popular and had gotten some attention, so it seemed natural to push harder. But none of us were rich, so when we took steps to work less in order to spend more time on the band, there was financial pressure. And that made formerly tolerable personality differences eventually unbearable."

Lawson agrees. "It's not like we were getting up and practicing all day, sitting in our hotel room and waiting for the deal to come in," he says. "We were still taking those 6-hour drives in the middle of the night and going to work the next morning."

Wygmans thinks The Pants might've succeeded, if not for industry obstacles. "I knew one major-label A&R executive who really wanted to sign them," he says. "But management at that label didn't see it; they didn't understand." When The Pants attempted to make a dent regionally, there were more disappointments. "We'd trade shows with bands from other cities," Jaffe relates. "They'd come up and play to a packed room, and we'd go there and there'd be, like, five people."

In 1997, The Pants' final album, Eat Crow, arrived. The disc showcases the remarkable interplay between musicians. It also features contributions from auxiliary keyboardist Dan Mazur, who will perform with the band at the reunion. Sadly, by the time it was released, Hutchins and Cleary had split. "It was never the same after that," says Jaffe. "We couldn't find the magic."

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The Pants haven't spent subsequent years lamenting what might have been. "At the time I was pretty devastated," says Hutchins. "But then you realize that it was the kick in the ass to move on in your life and do something better. I have absolutely no regrets."

Neither does Cleary: "I don't resent anything not happening, because I can't help but see it as part of my education," he says. "In some ways, our friendship was a liability. It was like a club; we loved hanging out with each other. Maybe we would've survived longer if we had approached it as more of a business. But it wouldn't have been as fun."

Fun will be a huge part of the reunion show, but the band admits to a tiny bit of apprehension. "I'm a little nervous about it," says Hutchins, who put down his axe when he left the band. They'll have a week to rehearse. "But I'm playing rock 'n' roll bass, man. You just listen to the kick drum and play one note at a time -- how hard can it be?"

Lawson has no idea how things will turn out, at least musically. "Everyone's pretty anxious at this point," he says. "It could go either way -- we could plug in and say, 'Hey, no problem,' or we could be completely fucked. If that's the case, we'll call in the Chrome Cowboys to play the songs and we'll just sing 'em!"

A PANTS DISCOGRAPHY

The Pants, 1994

The shot heard 'round Burlington. DIY adventurers "Turkey Sandwich" (Tom Lawson) and "Pistol Stamen" (Paul Jaffe) struck home-recording gold with this set. With its concise pop-rock songcraft and avant-garde leanings, The Pants heralded the arrival of a potent songwriting partnership.

The album kicks off with "None of That," a bare-bones tune featuring start-stop strums and spiky lead guitar. When Lawson sang, "I'm 24 makin' minimum wage / turn 25 get a 50-cent raise," area wage-slaves swooned.

"Fat Pig" sounds like a vaudeville two-step performed underwater. The creaky vocals might as well have been recorded in a telephone booth, but somehow it all works.

The punky "Vermont" is another treasure. The song chronicles Lawson's disastrously short-lived West Coast residency. "When I go back to Vermont, I'll have all the girls I want," he sings. Is it too late to make this the state song?

"Overboard" features backing vocals by another Burlington star, singer-songwriter Amanda Gustafson. The track is quite romantic, considering its lo-fi sound. "Sometimes I'm not a confident man," Lawson sweetly croons. With tunes this catchy, it's hard to understand why.

The disc wraps up with "I Used to Be," with crusty vocals by soon-to-be member Hutchins. True to '90s sensibilities, there's even a hidden track.

The deliciously raw disc boasts a handful of covers, including one by local artist/rocker Jason "Schoolbus" Cooley.

The Pants' debut became a local legend. It wouldn't be long before the boys were B-town darlings.

Fred Sex, 1995

This year saw the birth of the four-piece lineup. With a slippery rhythm section comprising bassist Hutchins and drummer Cleary, The Pants had truly arrived.

"When all is said and done, my ego trip has won," wails Lawson on opener "What the Fuck Does She Want?" Here, the band's turn-on-a-dime versatility is in full effect, as they shift from plodding rock to hyperkinetic punk with precise abandon.

The dizzyingly catchy "High Water Mark" came as close to a hit as any song ever to come out of Burlington. Acid-jazz heroes Belizbeha even covered the tune, demonstrating that great songwriting knows no genre limitations.

Nearly every song on this disc is solid, from the meter-shifting stomp of "For the Love of a Woman" to the low, lonesome waltz of "Wounded." In between, the 10-ton sing-along "Lawnfire" squats like a rock 'n' roll gorilla.

My favorite tune on Fred Sex is the sweet-and-sour masterpiece "All the Time; Me." "Message of hope comes crackling through the wire / But my ears are tired," sings Lawson in the song's hush-a-bye intro. "Message of hope rides up on a speckled horse / Out of . . . the morgue." The subsequent rock whirlwind makes romantic desperation sound like a bitchin' party.

The disc wraps up with "Song in Drunk." The tune perfectly captures the feeling of heavy-hearted inebriation. Lawson scores extra points for using the term "aurora borealis"

in a rock number.

For many fans, Fred Sex represents the band's creative peak. Listening again after all these years, it's tough to argue.

Eat Crow, 1997

The final "official" Pants release showcased the band's growing songwriting prowess. Engineered by The Zambonis' Peter Katis -- who went on to produce gloomy superstars Interpol -- the disc is crisper and cleaner than previous releases. That's not to say it isn't adventurous.

From the emphatic opening riff of "Cows," it's clear the band has perfected its sound. Staggered chords and interlocking melodies are met by vocals that range from tender to balls-out rockin'.

"Sometimes" arrives in a sludgy ball of distortion, then eases into ruminative balladry. As a shower of gloriously symmetrical guitars chime in syncopation, Lawson sings of pride in the face of impending breakdown. "I'm just a freak, I'm constantly freaking / I'm just a geek, I'm constantly geeking," he laments on the band's ode to insecurity, "Intruder Alert." With its chugging riffs and whacked-out guitar solo, the tune is a dazzling blend of melody and noise.

Disconsolate dirge "Them Stones" serves as the album's centerpiece. Lawson's aching acoustic guitar is framed by Jaffe's gorgeous lead lines. The song also features the record's most cutting prose. "Sharper than a kitchen knife, but duller than a wet rock," Lawson sings of a disintegrating relationship. "You gotta learn to live with it or live without life."

"Never Too Late," and "Lucky in the Sun" are shimmering wonders, while Jaffe's turn on lead vocals makes "Vibe Crusher" a low-key treasure.

This is a beautiful, intricate and heartbreaking album. It's hard to imagine a finer swan song from one of Vermont's most gifted bands.