Max Bemis of the band Say Anything
Natalie Bisignano

"It's a grandiose-sounding record about the small things that kind of eat away at you," says the frontman.

Some admitted "freaking out" over fatherhood inspired Max Bemis to make Say Anything's most ambitious album yet -- and a project unlike any other he's recorded during the past 13 years. Listen to the new song "Six Six Six," featuring Andy Hull of Manchester Orchestra, exclusively on Billboard.com:

"Hebrews," due out June 10, was recorded with no guitars and extensive orchestrations, as well as an all-star "cast" of guest vocalists that includes blink-182 and Angels & Airwaves' Tom DeLonge, Andy Hull of Manchester Orchestra, meWithoutYou's Aaron Weiss, Every Time I Die's Keith Buckley, the Get Up Kids' Matt Pryor, Chris Conley of Saves the Day, Bemis' wife Sherri DuPree and sister-in-law Chauntelle DuPree-D'Agostino, both from Eisley, and others.

"This has easily been the most gratifying and fun making a record has ever been," Bemis tells Billboard. "The sort of theatrical bent of the music is something that's always been a part of Say Anything since our first official record, but I think when you take that kind of music and play it on stringed instruments and various keyboards and harp and fiddle and stuff like that, it makes it sound more like a musical or classical music or something. It still sounds like punk or indie rock, but I think that the arrangements lend themselves to something even more dramatic."

Lenny Kravitz Releasing New Album in September: Exclusive

Bemis started working on "Hebrews" -- whose title and many of its lyrics reference his Jewish upbringing -- during early 2013 and says the 12 heavily autobiographical tracks were written in the order they appear on the album, and are evenly divided between the time before the birth of his daughter Lucy during February of 2013 and after.

"It's a grandiose-sounding record about the small things that kind of eat away at you," he explains. "I don't think I would've been forced to confront the things I confront on the record if it wasn't for the impending birth of my daughter. If you listen to the lyrics, everything that comes before her birth is worrying about being a bad father or not being ready to be a father, and everything after her birth is sort of redemptive. That's the narrative arc of the record -- not that I've ever needed a reason to confront my demons otherwise, but that was the catalyst."

"Hebrews' " guest vocalists, meanwhile, were called on to do more than just come in and sing, according to Bemis. "I thought it would be cool to have people contribute and sometimes write their own lyrics and make it feel like a bunch of people were involved on the record," he says. "Hip-hop and R&B and pop singers are all about that, so why isn't it something we do more in rock and add those different flavors to the mix? There's no reason we can't. So, for instance, on 'Six Six Six,' Jon Simmons of Balance & Composure sang something I wrote just for him, then Andy Hull wrote and arranged and recorded his whole part completely over a blank piece of music. But anyone who wrote a part for their song or even just sang on it understood what the song meant. The whole thing was really cool."

Bemis adds that it was a particular kick to have DeLonge sing on "Hebrews' " closing track, "Nibble Nibble." "He's, like, my childhood hero who's become a friend of mine," Bemis notes. "He took one small suggestion and built this crazy, awesome, layered thing. I don't tend to think about myself as some kind of huge success story and don't pat myself on the back too often, but when I heard that, I just thought, 'What the hell's happening with my life?!' I was doing a little schoolgirl thing in my house."

Bemis acknowledges that "Hebrews" will be tricky to recreate live, and the initial Say Anything dates to support it -- starting June 13 in Dallas -- will feature a conventional rock band lineup with the string parts transposed to guitar. But Bemis says he does "plan on incorporating strings in our future tours where we can play more of the songs from this record and maybe arrange some of the older Say Anything songs with strings." The timetable for that, however, remains up in the air.