Countless musical types get together for the sole intent of having some fun while making some sounds.

In the beginning (2003), that pretty much described the Basements: three guys who jammed fairly regularly, honing their chops, not worrying so much about the vocals, and not worrying about doing much more than playing in the basement, so to speak.

All that started to change last spring.

The Basements - it was supposed to be Bassments, as in bass guitar, but no one pronounced it correctly - generally rehearse at the Upper St. Clair home of founder and drummer Rob Green and his wife, Joan. A friend of theirs, Doreen Barkowitz, visited one day to hear the band, and she joined in on vocals. The guys asked her to come back the next week and sing again, and soon she was on board as the Fourth Basement.

"Of course, any time you add a good woman to a good-old-boy situation, things and going to change, and this wasn't an exception," says guitarist Ray Margiotta, who actually met Rob (and a soon-to-depart guitar player) through one of those fliers you see hanging on something.

The big change in this case was encouragement by Doreen and Joan to start working toward playing live, something the Basements are doing nowadays to enthusiastic audiences who enjoy their classic-rock repertoire.

Another change, Ray says, was in the band's presentation once Doreen joined: "She put the emphasis on singing, doing harmony and listening to that part of it."

That has come in handy, given the band members' shared affinity for the Beatles, a band featuring exceptionally stellar vocalists. In fact, the first song they ever played, Ray says, was the Fab Four's 1964 hit "I Feel Fine" (which also is the tune that leads off the Basements' first demo disc).

Such material represented a new direction for bass player Brian Washington, who's a mite younger than the other members.

"The Beatles' music was Muzak to him," Ray says. But Brian - who also plays with rootsy band Boss Diablo - proved eager to hear and learn the bass lines, as well as the three-part harmonies as a singer.

Members of the Basements have diverse musical backgrounds and interests. Doreen has a background as a folk singer, while Ray comes from more of a country direction. Rob enjoys Motown and R&B, and Brian likes the pop side. In fact, he suggested the band add the Turtles' "Happy Together" to the repertoire.

Along those lines, a recent influence on the Basements has been Sugar Cane, the '60s-oriented band that includes Guitar Gallery co-owners Vic DaPra and Tim Matyas, and Vic's brother Val (who gives drum lessons to Rob).

"The perspective we got from them is that they put their emphasis on singing," Rays says. "They sang songs people knew, and there was a connection with the audience."

The result is an audience-friendly group that plays time-tested material from such artists as The Band, Bob Dylan, Johnny Cash, the Eagles and, from a few years later, the Police. And of course, four guys from Liverpool.

Some highlights of the Basements' repertoire include a very tight guitar-bass duet on the classic riff in Roy Orbison's classic "Oh, Pretty Woman" and Doreen's vocal on Little Feat's "Willin'," by way of Linda Ronstadt's arrangement.

As a note for the musicians in the audience, Rob plays Singerland drums; Brian plays a Musicman Stingray five-string bass; Doreen plays Yahama acoustic guitar and keyboards; and Ray plays a Fender Nashville Telecaster: "I love the twangy sounds I can get from that instrument." By the way, he says his musical idol is Clarence White, the guitarist best known for his work with the Byrds but also an acclaimed bluegrass flatpicker. (He died at age 29, the victim of a drunken driver, struck while loading equipment into a car after a gig in Palmdale, Calif.)

Now that they're out of the basement, look for the Basements to bring their well-honed classic rock sounds to a venue near you.

PHOTO: From left are Rob, Brian, Doreen and Ray.