EW recently caught up with Gossip Girl star Leighton Meester in the recording studio, where she’s working on her still-unnamed debut album, due this fall (her first single is slated for July). The actress, who’s best known for her bitchy-one liners as Blair Waldorf, says the album will have an electro-pop sound, and she’s working with producers like Kenna (Lupe Fiasco, JoJo) and Polow da Don (The Pussycat Dolls, Fergie). “It’s very pop,” she says. “You can listen to it on the radio. You can listen to it in your car. You can dance to it.”

Meester offered us an exclusive listen to three of the album’s potential tracks. “Push and Pull” is an elegant anthem about making arelationship work; she says the song “takes my breath away.” On“Almost Perfect,” she takes a break from electro-pop for astripped-down ballad lamenting a lover’s lies. The song ends withMeester bluntly spitting, “F— you.” “That was what we call an adlib,”she says. Then there’s the pulsing “Lights Out,”produced by J.R. Rotem (Britney Spears), which has her singing very un-CW things like, “Don’t turn the lightsout/I bet you like to watch.” Meester plays coy when it comes to thesubject matter. “Who knows what I’m talking about? Everything is kindain metaphors.” Maybe, we ask, she simply wants someone to spoon with? “Or fork.” Even so, “there is somewhat of a sexual undertone to a lot of songs,” she says. “I’m a grown woman [laughs].”

The 23-year-old actress actually began recording her music without a major-label deal. Some of her early tracks, like a cover of “Bette Davis Eyes,” leaked onto the web, but Meester isn’t sure if they’ll make the album. “I’m still figuring it out,” she says. “I loved the song and I loved the feel of it. That’s what the feel of the rest of the album is gonna be.” One thing’s for certain: it will reveal some intimate details of Meester’s love life. “I’ve been through a lot as far as love,” she says. “When I’m singing a song, I picture somebody in particular. A lot of it is to a guy.” Which guy? Nice try: Meester won’t spill (the actress had reportedly been dating her GG co-star Sebastian Stan).

It turns out Meester hasloved music from a very young age. “I remember I was in the grocerystore with my mom when I was little and I heard ‘I Will Always LoveYou,’ ” she says. “I must have been 3 or 4, and I went, ‘Mom, that mademy back tingle.’ She was like, “That’s what music is supposed to do.’ Iloved it.”

Meester, who will also spend her summer hiatus shooting the Single White Female-esque thriller The Roommate,has been inspired by some musical giants. “I really love Madonna, CyndiLauper, and Debbie Harry,” says the actress. “Gwen Stefani and Fergie, too. They’re very strong womenand have a completely unique sound.” Meester also says she’s been grooving to Ladyhawke and Australian band Empire of the Sun. “I was in Paris and I listened to [their single ‘Walking on a Dream’]like 40 times a day. I love them.” Cobra Starship is another band thatMeester enjoys, and she actually recorded a song, co-written by American Idol judge Kara DioGuardi, with the rockers (they’re also shooting a video together). One other person she really wants to work with? Her GG co-star Ed Westwick. “I would love that. I’ve thought about it a lot, so we’ll see. He’s very talented.”

addCredit(“Jennifer Rocholl”)