BY JIM DeROGATIS POP MUSIC CRITIC

Modeled on the famous Last Waltz by Bob Dylan and the Band, the show started in 1999 when blues musician and longtime scene mainstay Nick Tremulis read a newspaper account of the murder of an 11-year-old boy and learned about the efforts of Neon Street, a local organization dedicated to assisting homeless teens. He wanted to know what he and the Chicago music scene could do to help.

Tremulis turned to Sharyl Holtzman, a dedicated music fan who spent five years working for concert promoters Jam Productions running its charity arm, Rock for Kids. Holtzman had just become an independent promoter and she became the driving force who turned the Waltz from a worthwhile idea into an incredible reality.

Since its first year, the Waltz has presented a diverse lineup of rock greats, up-and-comers and local heroes every March during a memorable evening at Metro. Each year, it has bettered the amount that it raised for Neon Street the year before. In 2002, the organizers (who also include Metro's Joe Shanahan and Jenny Lezak, Jam's Nick Miller and WXRT-FM's Norm Winer) gave the charity a check for $30,000.

How does the show come together? The promoters brainstorm a wish list of who they'd like to see and then approach the artists, and they are happy to report that almost everyone says yes. "I heard about what they've done in the past and I was honored that they came to me this year," Ian Hunter says. "I can't wait to do it. I'm just disappointed that my band can't come, because they all wanted to meet Mavis Staples!"

This year's Waltz lineup for Saturday's show at Metro may be the most extraordinary yet. As Tremulis and his expanded big band provide the backing, it will feature appearances by Hunter and Staples (a veteran of "The Last Waltz"), as well as former New York Doll David Johansen, Billy Corgan and Jimmy Chamberlin of Zwan, Graham Parker, blues legend Hubert Sumlin, New York postpunk icons James Chance and Ivan Julian, Bloodshot recording artists Neko Case, Alejandro Escovedo and Kelly Hogan, jazzmen David Amram and Kurt Elling, and Jon Langford performing a special tribute to the late Joe Strummer of the Clash (which is certain to better the lackluster homage on the Grammys).

I spoke with Holtzman about the show's previous accomplishments, this year's roster and where it is going in the future (she would like to see a series of DVD releases commemorating the concerts).

Q. After five years, the Waltz has become quite an undertaking; it takes you nearly a year to produce each show. Why do you do it?

A. It's an amazing collection of people and a historical piece of music, and to know that the underlying core of it all is that you're actually doing something to make a difference for kids who are probably dealing with the worst crap ever is what drives us the whole time.

Q. How has the Waltz changed and evolved over the years?

A. We conceived of this believing that it could be an enduring catalog of music and an enduring fund-raiser for Neon Street. We set a formula when we first created it to lay out a plan so that it could last five years or longer, and we're proud and amazed and thrilled and excited that it has indeed happened and we're celebrating a fifth anniversary. That's a huge milestone in a charity effort. It's a miracle, really!

Q. From the beginning you've had a mix of really diverse artists. Was that always a part of your vision?

A. The vision was definitely to model ourselves after our inspiration and our namesake, which is "The Last Waltz." For Nick Tremulis, that was definitely his ideal and dream of a music jukebox, where you had the Band as the house band and this amazing array of musicians from all across the spectrum getting up there and doing it. When we were applying that concept to Chicago, we definitely wanted to have some national names that people really know and a big representation of music that does include rock, jazz, spoken word, blues and punk--like the old days of radio or concerts [at Bill Graham's Fillmore], where there were different combinations on bills and music jumped from one place to another and it took you into wonderful, new and interesting places.

You're not meant to love everybody on the bill. You might have bought your ticket to come see Jeff Tweedy or Billy Corgan, but then you get exposed to all this great music. And if you don't like something, it's like a jukebox--somebody else is going to come up in about two minutes!

Q. What are the three or four musical highlights for you over the last four years?

A. Only three or four? [Laughs] One would be Billy Corgan performing with his father; it was such a moving experience for him to do that for the first time ever and share that moment with us. To see Billy grinning from ear to ear and looking at everybody in the audience and going, "That's my dad kicking my ass!" That was a great thing. Having Ronnie Spector sing and Sonia Dada admirably creating the wall of sound behind her. Bob Mould covering [Neil Young's] "Cinnamon Girl" gave me goose bumps.

Q. Musicians seem to feel free to do something different at the Waltz.

A. Whatever we think they're thinking, they come back and surprise us. They pick very inspiring covers and they've definitely picked interesting people to collaborate with. I loved Jeff Tweedy and Gary Louris [of the Jayhawks] playing together. I loved Sir Mack Rice, who wrote "Mustang Sally," and Steve Earle sharing a mike with Ronnie Spector singing Bob Dylan's "Like A Rolling Stone."

Q. What's in store this year?

A. This is the year that really rocks! Out of all the shows, this is probably to me the most historical in terms of the combination of people. You have Ian Hunter of Mott the Hoople, David Johansen, Ivan Julian and James Chance of the Contortions--this is the year that came together like a great night at Max's Kansas City [New York's famous '70s punk club]. Last year, Jon Langford, bless his Welsh heart, had the responsibility of honoring Joey Ramone. Sadly enough, he has to do it again this year for Joe Strummer.

It sounds corny, but the Waltz really brings out the best in people. From a musician's perspective, it's a very collaborative experience. It's more than just a show. For many of us, it's really a form of personal activism, especially given the climate--not only the fact that we're about to go to war, but the climate of the music business and how oppressive it's gotten, with formats that have shrunk and play lists that have shrunk and record companies that are so unadventurous.

People have asked us, "How can you keep doing this year after year?" And I keep thinking to myself, "Is there really a shortage of incredible music that people want to hear?" We don't think so. It's not difficult to come up with a bill of people that gives something different than what you can usually buy a ticket to see.