When Muddy Waters was developing his blues style in the 1930s, he would sometimes play for fans and fellow musicians at his house on the Stovall Plantation, transformed into a juke joint of sorts. They'd move the beds outside so people could dance, sell moonshine and run craps tables out back. Muddy would try out new sounds, make a little money, and everybody would have a ball. People told of finding the place in the dark of the country night by the light of hanging coal oil lamps, and hearing the guitars and people hollering through the trees before you got there.

It's hard to find such an authentically intimate musical experience anymore, but the tradition is alive and well in Woodstock, New York. Every few Saturday nights for the past few years, drummer and singer Levon Helm, formerly of The Band, opens his barn/studio in the Catskill woods to a small group of lucky music lovers for a Midnight Ramble, hours of incredible acoustic and electric music played by the best musicians in the Tri-State area. There's no gambling, and no alcohol for sale, but there's plenty of food on a communal snack table downstairs and you can bring your own drinks. Upstairs, in Helm's studio and performance space with its enormous bluestone fireplace and soaring timber-framed ceilings, fans get a front row seat at a master class in American roots music, played by Helm's all-star lineup and several other house bands with their own star power, whose members turn up in each other's sets from time to time. They are all joined by a revolving cast of special guests, ranging from old masters like Allen Toussaint, Hubert Sumlin, the Holmes Brothers, Dr. John and the late Johnnie Johnson to the likes of Emmylou Harris and Elvis Costello.

"We really started it just to have a place to play," Helm said recently. "There are so few places to play anymore. But it sure has turned out even better than I had hoped. It's got some kind of legs underneath it. "

The magical events are made possible by the respect Helm inspires from his fellow musicians, the love of his fans and the loyalty and dedication of the largely volunteer staff. Bob Margolin, who along with Helm played with Muddy Waters on his Woodstock Album, brought the whole band back to play at a September 2005 Ramble. Margolin said he was "amazed at the extravagance of the plans: the entire 70s Muddy Waters Band, Levon's full band with horns plus David Maxwell on piano, Bruce Katz sitting in on piano, and the Alexis P. Suter Band. And everyone jammed in different combinations, beyond our planned sets." Margolin credited Helm's charisma as a musician and host, and the intimacy of the barn, for a night fans still list among the best Rambles ever.

Named after the risque portion of the medicine shows of Helm's youth, the Midnight Ramble is the realization of a longtime ambition, said his daughter Amy, whose roots and gospel band Ollabelle will be in the lineup all summer. "I think he'd been dreaming about it for years," she said. "He always thought it would be fun to have a real traditional house party/jam session and he would joke that the music would start at midnight."

She remembered the first few Rambles as unstructured, last-minute affairs. "We just invited people and had them put together a quick set of material," she said. "We got together some money to be able to pay Johnnie Johnson to come be a part of it. It was mainly for friends and people who found out about it through word of mouth. We sold a few tickets over the phone and people came. It was a little hectic, but good fun. And it became a magnet for the right people."

For example. Barbara O'Brien, an Ulster County law enforcement administrator with a gift for organization. Amy Helm remembers, "When I came back from touring with Ollabelle, she had volunteers parking cars and people bringing food. She gave it a strong foundation and some organizational structure. Everybody contributed their time and talent and their art, from Barbara to all the volunteers. It became a real community effort."

She recalled when Ollabelle and their tour mates detoured through Woodstock "we just played music for two days and everyone crashed in sleeping bags throughout the building. It felt like the house was calling for musicians to come be a part of it."

One who answered the call was Larry Campbell, virtuoso guitarist and multi-instrumentalist who spent eight years touring the world with Bob Dylan's band and who has played with and produced artists from B.B. King to Willie Nelson. Campbell and Helm first clicked musically on the Dixie Hummingbirds' Diamond Jubilation, which Campbell produced and on which Helm played. When he heard that Campbell had left the Dylan band, Helm made his move.

"He called me up and said let's make some music together," Campbell said. "And I thought well, what else would you rather do with your life? It never ceases to amaze me how satisfying it is to play music with him. If you want something to sound real, just have Levon sing it or play it, and all the fat gets trimmed away. You get to the basic beauty of the music."

Campbell now makes the Ramble his Saturday night priority, playing blazing guitar and sweet fiddle in Helm's band and sharing musical director duties with fellow guitar ace Jimmy Vivino.

In addition to being great parties, the earliest Rambles also had a practical goal: to allow Helm to begin singing again after a bout with throat cancer. Radiation treatments reduced his Southern roar to a raspy whisper, and for many months he could barely speak. But he began singing along with Amy and over time, his voice got stronger. Margolin is among many Helm fans who were brought to tears at the sound of his re-emerging voice.

Amy Helm said, "I'm sure his struggle helped set the intention that the Midnight Ramble be a place where musicians could be free enough to try out new things and not have to be self conscious or feel like they were putting on 'a show.' Part of his dream was that it would be a place where musicians could woodshed new material -- a safe place to experiment and create, but with an audience."

While Helm's voice now sounds as strong as ever, the Ramble still occasionally provide a showcase for developing talent: young bands are sometimes asked to open the show, and a recent Working Man's Ramble featured strictly local musicians and bands. Children's Rambles are sometimes held on a Saturday afternoon with games, face-painting and special children's bands to encourage their interest in music. T here's little that Helm's dedicated staff won't try, if he asks. And his musical cohorts are willing to walk the tightrope too.

"Allowing himself to go through what he did to regain his voice -- I think that's infectious," Amy Helm said. "Courage that strong insists on everybody else coming along with it. Creatively, you pick up on it and I think that's something you can feel when you're onstage."

The Delta-bred Helm is a lifelong champion of the blues. He brought that influence to The Band, and during the years following his illness when he could not sing, he still toured the country drumming with his blues band, the Barnburners. The first person asked to join the Levon Helm Band was veteran harmonica player Little Sammy Davis, who has played with Jimmy Reed and Little Walter. But masters disregard convention, and songs at the Ramble stress feeling over form, encompassing a broad range of American music from gospel to jazz. Fans will hear Helm sing some old Band numbers, but they'll also get blues standards, New Orleans-style R&B and songs he learned as a boy in Arkansas.

Rising blues star Alexis P. Suter, who wowed B.B. King when she opened for him last year, opens every show for Helm, who she credits with reviving her career.

"Playing at the Ramble has been like a religious experience for me -- a powerful, uplifting thing," she said. "I was a bird with a broken wing, and now I can't stay out of the sky."

Helm's band also includes players from veteran jazz horn players Erik Lawrence and Steve Bernstein and bassist Mike Merritt to funky piano man Brian Mitchell. The latest to join up, Mitchell played with Helm on some Hubert Sumlin shows, but was actually brought into the fold by longtime pal Jimmy Vivino. He spent years on the New Orleans scene and is a master of all keyboard styles, including accordion.

"Everybody brings something to the table," he said. "Levon's a big fan of New Orleans music and I bring some of that, plus the accordion thing. I play Cajun/Zydeco, but also tangos, Italian music, whatever."

For Mitchell, the rewards of being in the Ramble band are priceless. "Having a chance to sing with Levon is one of the most amazing experiences I've ever had," he said. "His voice has so much character to it, and the way he looks over at you and smiles -- there's a great vibe onstage."

That intimate feeling is also extended to the audience. Before and after their sets, the musicians drift around the studio and grounds, playing with the house dogs, enjoying the music and talking to fans.

"They almost feel that they know you and somehow, that ends up part of the music," Mitchell said. "People are so focused. There's a level of listening that's really different from what you usually encounter. You see people that have come over and over again, and you start to feel that you know them. It contributes to the feeling of family."

Also adding to the family feel, Campbell's wife, singer Teresa Williams, has joined the band, adding her sweet country vocals to the mix. Campbell points out that "with Levon, the borders between all those different genres are obscured because he embodies all of American roots music. He legitimately knows and feels everything that makes each of those genres what it is: the blues thing is as natural for him as bluegrass or country. He can do a Muddy Waters tune and after the first two notes, you're convinced."

Amy Helm joked that the gospel/country/bluegrass-influenced Ollabelle might bring the "punk rock element" at this summer's Rambles. "We're coming into it with a great deal of respect and excitement," she said, "and maybe we'll bring new types of songs into the fold. I think that the blues forefathers would be so excited to hear what some people are able to create from having heard one of their songs," she said. "It's an example of the depth of the genre that such a range of voices -- from Little Sammy, Jimmy V and my dad to me and Teresa Williams -- can try out material from Fred McDowell and Bessie Smith to Muddy Waters."

Campbell pointed out that Helm is just coming full circle:

"What's rare about Levon is that he can shift seamlessly between genres in American roots music, which is what The Band did," Campbell said. "They took all those genres, threw them in a pot and came out with a unique sound in which you can hear those elements in everything they do. Levon is now doing music that is at the roots of what the Band was. At a Ramble, you're not going to hear a blues concert, or a country concert or a rock show -- you're going to hear all those things and nothing will seem out of place. And the root of all of that is blues. Even when we do a Ralph Stanley tune or a Cajun tune, you still feel a blues base to it. We don't do a Ralph Stanley tune bluegrass style. It still has this other sexy thing underneath."

While you'll still have to make the pilgrimage to Woodstock to experience the ambience of Helm's home, the music of the Ramble is hitting the road this summer, starting with a show in New York's Central Park on June 28 and including shows in Albany on June 29, Bethel, New York, site of the original Woodstock festival, on July 14, and Nashville's Ryman Auditorium on July 18. Helm took the road show for a shakedown cruise in March, when he played two sold-out shows at New York City's Beacon Theater. Guests at these shows included Dr. John, Allen Toussaint, Warren Haynes and Garth Hudson.

Barbara O'Brien, now Helm's manager, recently established the Levon Helm Trust to keep the music playing at the barn, but the boss is also mindful of other needs. A portion of the proceeds from the Beacon Theater Rambles was donated to Memorial Sloan-Kettering Cancer Center, where Helm was treated. One of the earliest road Rambles was a concert in May 2006 to benefit the local high school's financially strapped music department, and local Rambles continue to benefit the local schools.

"If we receive any wealth, we're willing to share it," Helm said. "We've got to give more support to our great teachers."