The alternate musical universe of Steely Dan principal Donald Fagen comes alive in his third solo album.

Finding love in an airport security line, a ghostly feline hovering above New York and imaginary conversations with the late Ray Charles are not usual topics addressed in rock'n'roll. But they are in the alternate musical universe of Steely Dan principal Donald Fagen, whose third album, "Morph the Cat," arrives March 14 via Reprise/Warner Bros.

This is Fagen's first solo effort since 1993's "Kamakiriad," and his first away from his main band since Steely Dan broke a 20-year hiatus from the studio with 2000's Grammy Award-winning "Two Against Nature."

For more than 30 years, Steely Dan's music has been synonymous with a disconnect between the mood it conveys and what its lyrics actually mean. And while a number of tunes on "Morph" offer the usual blend of smooth sounds and sarcastic sentiments, others strike a more unified chord, touching on such personal subjects as death, love and mortality.

"Sept. 11 on a global scale and my mother dying on a personal level were the two major things that got me thinking about all of this," the 58-year-old Fagen says. Tying it all together is the title track, different versions of which bookend the album.

"I was walking along one day and had this image of a phantom cat looking into people's windows," Fagen recalls of the "Morph" concept. "It's a terrifying image, but at the same time, there's something nice about the cat too. On the surface, it's something that would make you feel really good, but there is something sinister about it as well."

That dichotomy also informs "Mary Shut the Garden Door," which describes a "thuggish" cult overtaking the U.S. government. To be sure, Fagen is not shy about voicing displeasure with the current administration, likening its tactics to "a cumulative brainwashing. People's minds seem to be asleep. The death of the brain seems to be prevalent in a political sense."

Elsewhere, the artist ponders his own mortality atop funky grooves ("Brite Nightgown"), traces the history of an unheralded band posthumously given the bad biopic treatment (emphasis track "H Gang," which is garnering Triple-A airplay) and receives life lessons from Ray Charles ("What I Do"). Fagen is backed by familiar Steely Dan sidemen including drummer Keith Carlock; guitarists Wayne Krantz, Jon Herington and Hugh McCracken; clarinetist Lawrence Feldman; pianist Ted Baker; and saxophonist Walt Weiskopf.

Most of the material was written since Steely Dan's 2003 album "Everything Must Go"; coincidentally, Dan principal Walter Becker is also at work on his solo project. The two men plan to regroup this summer for Steely Dan's first tour since 2003, but beforehand, Fagen will spend most of March on his first solo outing as a headliner, backed by a number of musicians from "Morph."

Dates begin March 1 in New Brunswick, N.J., and run through March 31 in Santa Barbara, Calif. "I will probably do a lot of the new album and then some stuff from my previous solo albums," Fagen speculates about the set list. "Then, a couple of Steely Dan tunes and maybe some surprise tunes or covers I've been thinking about."

To prick up the ears of the many audiophiles amid the Steely Dan fan base, Reprise is releasing a CD/DVD combo edition of "Morph," featuring a surround sound mix by engineer Elliot Scheiner.

Fagen hopes that Steely Dan can work on a new album sometime this year. One thing he does not concern himself with is the band's legacy. "It's sort of hard for me to relate to," he says. "A lot of the older things I don't relate to anymore myself that well. Or, I just wish I had done it better... I'm always much more interested in what I'm doing at the moment."