On third album Spills Out, Brooklyn noise-punk mischief-makers Pterodactyl have mutated from their abrasive loft-show roots into a glorious, broken-pop juggernaut. The band's squealing, sweat-soaked art-bustle had rapidly put them alongside contemporaries like Oneida, These Are Powers and Parts & Labor; but Spills Out gently leads the trio towards the uplifting, wistful harmonies of '60s rockers like The Zombies, CSNY and the pre-acid Beatles. Pterodactyl's onomatopoetic barks have been replaced by a luxurious three-part croon; their adenoidal squawk has been expanded to include Spectorian levels of reassuring fuzz. Their most ambitious statement to date, Spills Out is triumphant, melancholic, unapologetically pop. Alongside the band's own experiments withWurlitzers,megaphones, and ukeleles, Spills Out features many guests. "It was important for us to look to our friends for collaboration on this record," says drummer/vocalist Matt Marlin, citing appearances by Dan Friel (Parts and Labor), Zach Lehrhoff (Ex Models), organist Mike Gallope (Janka Nabay and the Bubu Gang), violist Amy Cimini (Architeuthis Walks On Land), and producer and electronic wunderkind Frank Musarra (Hearts of Darknesses). The record bulges with the scorched hum of the Kawasaki Dual Cool Keys, a discontinued toy keyboard from the early '00s that the band loves for its bizarre soundbank and unique ability to fold in half for duet play.