For the friends and fellow musicians of Karl Kelly, the memories and influences of his nearly five-decade career will remain.

Kelly, who grew up in New London, succumbed to cancer on Oct. 2 at the age of 65.

Several of the musicians whose lives were touched by Kelly will perform a tribute to their friend and his family on Saturday at the Rose Barn Theatre at the Eugene O'Neill Center, a place Kelly and his wife Susan particularly enjoyed.

Kelly's son, Paul Winston, will be the master of ceremonies for the event, which will feature performances from Kelly's former band mates and others. Musical guests include members of The Hoolios, John Fries and the Heat and Special 20 performing selections from the broad portfolio Kelly covered throughout his life, with genres including blues, rock and Motown. The finale will be a performance by an ensemble of musicians that played in bands with Kelly, including members of Kelly's high-school band The Foremost, KBM, Vice and his most current band Karl Kelly and Company.

Band mate and keyboardist for Karl Kelly and Company, Lance Grandahl, says he was a newcomer to New London when he began playing with Kelly six years ago.

"I learned pretty quickly that wherever you went, everyone knew Karl. Older people, young fast-talkers, white, black, folks with fancy cars and those driving bombers all knew Karl, and he treated them all with kindness and humanity," he notes.

Shortly before he died, Kelly was inducted into the Connecticut Blues Hall of Fame. Sandy Allen, a singer/songwriter with a long career in music and a mainstay of the local music scene, wanted Kelly to be recognized for his work. The award honors blues musicians for their longevity and strong following, and enhances the profile of the music community in the region the musician is from.

Kelly's band mates brought a copy of the certificate to his hospital room.

?Karl was having difficulty communicating by then," said bassist and close friend Dan Solomons. "Suzy was there and we could all see he understood and was happy and grateful."

In the '90s Kelly was in the band Little Anthony and the Locomotives with Anthony Geraci, who was the band's namesake, pianist and principal songwriter. A performance by the original band members of Little Anthony - Geraci, Annie Hamel, Rob Funk, Dave Cafro and Scott Gordley - will be one of the highlights of the benefit.

"Karl's presence will be deeply missed, but we're certain he would want his love and songs to be carried on," Geraci says.

Geraci knew Kelly for many years before they started playing together. When the Bluetones, fronted by Ray Norcia, were playing at the original Bank Street Cafe, Kelly would sit in with them.

"His powerful voice on top of his harmonica playing always struck me as something special," said Geraci. "When I was considering starting my own band Karl was the first person I called. Sometimes I would give Karl a sentence I thought would be cool in a song, and bam! We had a song written in about 10 minutes."

IF YOU GO

What: Tribute concert to Karl Kelly

When: Saturday, Nov. 3, from 1 to 5 p.m.

Where: The Barn at the Eugene O'Neill Theater, Waterford.

How much: Tickets are $12 in advance and $15 at the door. A cash bar will also be available. Ticket proceeds will go to Kelly's family to help cover the costs of his medical care.

Information: www.welovekarlkelly.com