MARION, MA - Why stop with just a hardware store, when you can have an old-fashioned soda fountain, a candy store, and a musical coffeehouse too?

So here we are out in Marion, surrounded by the rusty handsaws, sickles, giant crescent wrenches, and cobwebby crank drills — and tempting pastries and nostalgic candies — that provide the unique ambience of the HardWare Cafe.

And everybody has fingers in their ears. Gina, Denise, and I, seasoned Rock Mamas, are wearing our earplugs, but when I take one out the blast throws me back against the wall and brings tears to my eyes.

They seem to have mainly acoustic acts here — a wide variety from folk to jazz. This is a small room for the rigors of amplified music. When I go around offering earplugs from our supply no one refuses.

John is personally handling the sound. He knows the music and this is his moment — his chance to mix "The Beatles!" From his seat behind the mixing board, he waves his arms, pretending to cue each instrument.

INVOLUNTARILY "UNPLUGGED"

Maybe I spoke too soon. One minute the sound is stunning the us into a coma and the next there is NO SOUND AT ALL! A blown fuse?

Our guys are professionals. Grabbing their acoustic guitars they launch into the crowd-pleasing "Rocky Raccoon." Never mind that they've never played it on stage or even rehearsed it together. The audience can hardly hear them anyway, but everybody is singing along. All the kids know the words.

Pretty much all you can hear from the stage is the drums, so Chris, HELP!'s drummer, goes outside for a smoke, where he continues directing the rhythm through the open back door.

Now the sound is back! It seems the system overheated from the strain. John says not to worry: "I've put a fan on it!" And the earplugs go back in. And the band plays on.

One red-headed little rocker knows every song in the catalogue and keeps shouting out requests. The guys play along, singing right to him. This is a night he'll never forget.

When the late show starts, the "crowd" has swelled, nearly filling the miniature club. At the end, they demand an encore. "Twist & Shout!" and there's no room to dance, but people are dancing anyway, squirming between the tables and bouncing in place. Mike and Marc, the founders and official "parents" of HELP!, lean lovingly back to back as they play and wail their harmonies.

Then we're leaving Marion, ears tingling, in the cool and silence of the night.

Writer and photographer Sarah Blair Shonbrun is the wife of Marc Hertzberg of HELP!