Art Satherley, urbane British-born executive of the American Recording Corp., was perplexed. A lifelong fan of Southern music, he had come to Dallas to record a few local string bands -- fiddle, bass and guitar outfits that played a mix of breakdowns, pop tunes and blues, with an occasional cowboy song or Mexican number. That's why he started to fret when a group that had shown up for the session picked up saxophones and trombones.

Horns, after all, were the province of big bands and jazz ensembles, not hillbilly outfits. The band struck up a dance tune, but Satherley lost his patience when Bob Wills, the 30-year-old bandleader and fiddler, started hollering and announcing solos over the music.

"Bob," he interjected, "you're covering up the musicians when you talk and holler and do all of these things."

Wills, notorious for his hot temper, shot back: "You hired Bob Wills and the Texas Playboys, and Bob Wills hollers any time he feels like it and says whatever he wants to say! Now if you want to accept that, Mr. Satherley, we'll do it. But if you don't, we're going home!"

That exchange, in September 1935, marked the improbable beginning of a 40-year recording career that, in its importance, influence and originality, would rival that of virtually any American musician. Bob Wills and the Texas Playboys brought the music of Texas and the Southwest to an unsuspecting mainstream and irrevocably changed the sound of country music, Western films, pop and eventually rock-and-roll.

A few weeks ago, Bear Family Records released the long-awaited "San Antonio Rose," a sprawling 12-disc set containing Wills's complete studio recordings from 1935 to 1947, a period that is widely considered his most influential and productive. Remarkably, the set is the first in-depth retrospective devoted to Wills, who is one of the few musicians inducted into both the Country Music and Rock and Roll halls of fame. Up until now Wills's music could only be found on a handful of CDs, many of them budget titles and redundant "best-of" compilations.

Despite his achievements, Wills is better known among musicians, historians and collectors than among casual listeners. The reason for this neglect can be traced to the music itself, which confounds most attempts at categorization. Referred to as Western swing, it combined the blazing fiddle sound of traditional country music with the swinging rhythm and hot soloing of jazz, and threw just about everything else into the recipe. Playing to dance-hall audiences, Wills relied on an enormous repertoire that made use of anything that would go over with the rowdy Saturday-night crowds. As "San Antonio Rose" demonstrates, Wills mined blues, old-time sentimental ballads, cowboy songs, boogie-woogie numbers, Mexican waltzes, jug-band stomps, hokum anthems and even classical music for inspiration. While Wills wasn't the first to combine music from racially diverse sources -- singers like Emmett Miller and Jimmie Rodgers had done it earlier -- he was certainly the most adventurous.

"Wills was a visionary," says country music historian Charles Wolfe. "Like all great American musicians, he was a synthesizer. He brought together every type of vernacular music in a way that made it accessible to the broadest possible public."

Though he was an excellent if somewhat conventional fiddler, Wills made his greatest contribution as a bandleader. Like the orchestras of Duke Ellington, Fletcher Henderson and Count Basie, the Texas Playboys spawned soloists who became stars in their own right. Foremost among them was Tommy Duncan, whose pliant baritone became the perfect vehicle for Wills's wide-ranging material. In an era of bland Caucasian vocalists fronting even blander bands, Duncan created an enormous following by using his voice as one would an instrument, in the style of the jazz singers of the day.

Leon McAuliffe, an 18-year-old prodigy, became the first musician to play an amplified lead guitar on a country record, and was largely responsible for making the steel guitar a staple of country music. According to Rich Kienzle, author of the superbly researched 188-page hardbound book that is included with the Bear Family set, Wills's band also popularized drums among country musicians and pioneered the use of double lead guitars, which would become a fixture of rock bands in the coming decades.

All through the '40s, the son of a country fiddler from Turkey, Tex., led one of the most popular bands in the nation. The inevitable decline began in 1948, when Wills fired Tommy Duncan. In the '50s, the decline of big bands and the advent of rock-and-roll continued to diminish Wills's popularity. Though he continued to record, the music of the Texas Playboys would never again be as exuberant and influential.

Wills made his final recording -- "For the Last Time," now out of print -- in 1973, reuniting with band members from his heyday. After conducting the band from his wheelchair on the session's first day, he suffered a stroke that left him comatose until his death in 1975. The record was completed without him.

Wills's most enduring legacy turned out to be his disdain for musical boundaries, and many musicians have followed his lead. Growing up outside Bakersfield, Calif., in the '40s, Merle Haggard heard Wills's music on the radio. "He sounded like nobody else," recalls Haggard. He credits Wills with broadening his musical horizons beyond the confines of traditional country music, and the influence can be heard in Haggard's swinging compositions, his Duncan-inflected singing, and the horns he frequently uses to embellish arrangements. In fact, "A Tribute to the Best Damn Fiddle Player in the World," Haggard's 1970 homage to Wills that featured members of the original Texas Playboys, reignited interest in Western swing and remains one of his finest moments on record.

Listening to Wills "made me realize that being a full-fledged musician meant you could play anything," says Haggard, who often refers to his music as "country jazz." "It meant that you could play with Louis Armstrong or Johnny Cash."

The biggest challenge in assembling a collection on the scale of "San Antonio Rose" was the painstaking task of bringing together more than 300 tracks recorded by Wills during his 17 years with the American Recording Corp., which later became Columbia Records. Some of the recordings were easily found in Columbia's vaults, which are now owned by Sony. But many of Wills's masters, which were cut onto metal discs before the advent of audiotape in the early '50s, were melted down to make ammunition during World War II.

As a result, reissue producer Bob Pinson, a record collector and longtime researcher at the Country Music Foundation, relied on far-flung private collectors to fill the gaps in the catalogue. Some of the missing recordings came from his own collection, thanks to test pressings Pinson traded for in the '50s with a friend who worked for Columbia. Pinson says the process took several years to ensure that the best-sounding source could be chosen for every track, and despite some understandable variation, the set's sound quality is remarkable.

The economic realities of the record business are another factor that makes the release of "San Antonio Rose" somewhat of a marvel. The major labels that dominate the industry become more conservative every year, and mine their vast catalogues for only the most commercially feasible titles. These days, vintage blues, country and other vernacular recordings receive better treatment from small record companies abroad. "Record companies once felt a responsibility to keep their important historical recordings in print," says Wolfe. "Today, a record that sells 10,000 copies is considered a failure. In Nashville, 100,000 copies is considered a failure."

Needless to say, Richard Weize of Germany's Bear Family Records has a dramatically different approach. His company -- which delves into blues, bluegrass and other genres as well as country -- has become known for its almost fanatical reissue program, and favors complete career retrospectives over "greatest hits" packages. Fans of country singer Hank Snow, for example, can choose from six Bear Family box sets comprising almost 1,000 tracks on 39 CDs. As with "San Antonio Rose," Bear Family includes richly illustrated and annotated books with most releases.

Weize says revenue from the company's record-distribution business and more commercially viable titles helps pay for the perfectionist reissues. Clearly, however, they are a labor of love. During a recent conversation in New York, Weize mentioned his plan to issue recordings of several hundred television broadcasts by the Sons of the Pioneers, a country and Western vocal group popular in the '30s and '40s. Asked about the fiscal wisdom of releasing more than 100 CDs devoted to a half-century-old television program, Weize replied: "When you know you're doing something good, nothing else matters."

The final disc of the Wills set is a DVD containing "Take Me Back to Oklahoma," a 1940 film that paired Wills and the Playboys with singing cowboy Tex Ritter, the first of the 13 fairly low-budget productions Wills appeared in between 1940 and 1946. While it isn't likely to be counted alongside "The Searchers" or "Rio Bravo" as a classic Western, it contains several wonderful performances by Wills, displaying his over-the-top showmanship and charm. If nothing else, it stands as a reminder of the lost art of conducting a band from atop a moving stagecoach.

It is the music, however, that remains the major attraction of this box set. "San Antonio Rose" is the tribute Wills has deserved all these years, and while it is not inexpensive -- about $250 -- how does one put a price on a lifetime of brilliance?

(To hear a free Sound Bite from this album, call Post-Haste at 202-334-9000 and press 8181.)Bob Wills mined blues, cowboy songs, boogie-

woogie -- even classical music -- for inspiration.