If you're Matthew Sweet, he of 90's hits "Girlfriend" and "Sick of Myself," you do all that. And you make pottery that looks like cats.

If you're Susanna Hoffs, she of '80s hitmaking girl group the Bangles, you do all that, go on some national reunion tours, and make sure you're done in time to pick the kids up from school.

Mr. Sweet, 44, and Ms. Hoffs, 50, represent two distinct narratives of musical fame, fortune, decline, and rebirth. The album they made together, "Under The Covers, Vol. 2," is out this week. It's the second installment of gently faithful covers from the duo (the first, focused on sixties hits, came out in 2006. This one looks at the seventies).

The Bangles formed in 1982, and rocketed out of the West Coast's indie psychedelic-pop Paisley Underground scene, from early hits "Manic Monday" and "Walk Like an Egyptian" to the latter days of "Eternal Flame." By 1990 the band had split, but have since managed to turn a reunion tour into a lucrative rebirth, and are currently working on a new album, and plan to keep touring intermittently. In the interim, Ms. Hoffs put out two modest solo albums.

Covers are somewhat in Ms. Hoffs’ blood, dating back to the Paisley Underground cover record "Rainy Day."

"I learned how to sing just by copying records that I loved," Ms. Hoffs told the Observer. "The Bangles were able to figure out who we were by the covers that we did. It was an important step in our evolution to learn songs and figure out how they work and play them."

Although Mr. Sweet never cared much for covers (though he did do a great version of the Scooby Doo theme for the "Saturday Morning: Cartoons' Greatest Hits" compilation), "Rainy Day" was an inspiration to him.

Born in Nebraska, Mr. Sweet started out as a peripheral figure in the Athens, Ga. music scene. He collaborated with Michael Stipe. But it was the major label triumvirate of 1991's "Girlfriend," 1993's "Altered Beast," and 1995's "100% Fun" that Mr. Sweet became one of the landmark alternative acts of the era. The Thorns, his early 00's band with Shawn Mullins and Pete Droge, was his last experience on a major label.

Mr. Sweet and Ms. Hoffs started hanging out around 2003 when they were both asked to be in Ming Tea, the band in the Austin Powers movies (which Ms. Hoffs' husband directed). Shortly after they were working together on a benefit show.

"Matthew mentioned that the first time he ever heard me was in high school on that 'Rainy Day' record and my version of 'I'll Keep it with Mine,'" Ms. Hoffs said. "He said he really wanted to produce a record for me. We got interest from Shout! Factory and we were brainstorming and they said 'what about doing some covers.' Once we started working it became a sort of addiction."

Covers albums for pop artists seem like a kind of retro idea (The Whirlygigs Sing The Beatles!), but particularly for artists attempting to find new audiences or to jump-start a stalled career (Rod Stewart), the covers album is pure platinum, in some cases literally.

Mr. Sweet and Ms. Hoffs weren't quite likely to get there.

"I know I should be worried," Mr. Sweet said. "Like how are we gonna pay for our house next year, but I dunno. The cool thing about doing the records that Sue and I do is that everything is kind of more casual."

The two take on a persona as a duo for the purposes of the album: Sid and Susie, the names they were given by comedian Mike Meyers during the Ming Tea sessions. It creates a bit of distance between their own music and their work together as fanboy cover artists.

"We're such fans that we made the covers by going and listening to these records," Mr. Sweet said. "They're by the seat of their pants, and there's something really appealing to that, they captured a moment."

Ms. Hoffs connected to the songs with the help of her two sons.

"I had a CD with all the original versions of the songs in the car, songs I've listened to so many times in my life, but my kids, by extension, are learning a lot," she said. "So I'd be playing them these songs and I'd be asking them like, 'isn't this Yes song so incredibly ambitious?'"

The song choice communicates a kind of smart yet broad approach to the history of pop music. They're mostly hits, or were when they came out, with a few curveballs ("Willin" by Little Feat, a lesser-known Todd Rundgren tune). Cute liner notes spin yarns like "Bob Weir once invited our girl Susie to 'come on honey come along with me!'" ("Sugar Magnolia").

Guests on the album include Dhani Harrison playing on his father George's "Beware of Darkness," Steve Howe of Yes contributing a guitar part for the cover of "I've Seen All Good People: Your Move/All Good People," and Fleetwood Mac's Lindsay Buckingham adding a blazing guitar solo to "Second-Hand News," one that rocked so hard the duo extended the song to accommodate it.

Sometimes the process of finding these old pop geniuses was charmingly nonprofessional.

"We decided we would cover Yes," said Mr. Sweet. "We built up the track but thought the lead of Steve Howe was so great, so I went online and found the Steve Howe Appreciation Society and wrote the webmaster and she hooked us up with Steve, and he recorded his parts in England and Emailed them to us."

Elsewhere the album covers a breezy "Maggie May" and a sneering-yet-tender "All The Young Dudes."

The duo recorded close to 40 tracks in all, stretching into harder rock and even punk and disco.

"The thing we realized about the 70's is how incredibly diverse the era was, from sensitive singer songwriter stuff to Zeppelin and the Stones and punk rock," said Ms. Hoffs. "So we did a lot of songs. We did a version of "Jive Talkin'," and a song by the Ramones, and a Stones song. That's why it took a little bit of time to finish the album."

This week the duo descends on L.A.'s Grammy Museum for an intimate acoustic show and question and answer session, and from there will travel to several similar gigs nationwide.

They're both apprehensive about taking the show on the road, despite their name recognition and, at least in Ms. Hoffs' case, great success touring. "The problem is unless you're recently a super famous group or really had a big following in the day, it's still difficult to tour," Mr. Sweet said. "I can go out and have really good crowds in New York and Chicago and the bigger cities, and some second-tier cities too, but it's hard to make enough money to make money."

But they both would love to get on the road and connect with their fans.

"Its hard for me to put my finger on the demographic," Ms. Hoffs said. "All I know is that I've never made a record where the people who love it love it so much, saying 'it was in my car all summer, it was my soundtrack.' That's really flattering to me."

"I guess there's just so much out there that it's sort of overwhelming," Mr. Sweet said. "That's why playing for people is so appealing, and connecting with people in a small way and not a World Wide Web way."

Not that either believes the rise of the Internet and the decline of the major-label system has messed up their lives.

"I have other things I've gotten into," said Mr. Sweet. "I've learned to make pottery. I've gotten good enough at it, and my fans have gotten into it. I had an article in Cat Fancy that talked about my cats but also talked about cat pottery that I made, so I think of my house as a pottery and recording studio. I love that about the Internet, because you can connect to people without having to rely on some huge department. I have a studio in my house that's just as good for all intents and purposes as studios I would have used back in the 90s. So at least we can keep making music and not be spending all that money."

At the moment Mr. Sweet is helping Ms. Hoffs record some original songs as well as some Bangles tunes, and both look forward to making Volume 3 of Under the Covers. Mr. Sweet is philosophical about his time with the majors and his newfound freedom and its complement—self-reliance.

"What's sad to see gone is the way labels would develop bands, all the David Geffen people, like James Taylor, allowed to make records before they made big records. Working with the Thorns with Columbia was a sort of last gasp," he said. "We sold like 175,000 records, and that now would be like No. 1 most weeks, and they wouldn't agree to keep us because we wanted to produce ourselves because we wanted to make some money. Why wouldn't they just pay us what it cost to fly us out to do one radio show? They should have spent less and stuck with people."

"Under The Covers Vol. 2" (Shout! Factory) is out this week; Hoffs and Sweet come to the City Winery for an acoustic show on Sept. 11, 2009.

Girlfriend , the 1991 album by Matthew Sweet, is considered by many people to be one of the most memorable pop records of the past decade: a simple, earnest, yet occasionally gorgeous collection of hook-laden songs about over-the-moon love and bittersweet heartache. Also known for its photograph of fur-wrapped Tuesday Weld on its cover, Girlfriend was the pretty record that everyone played when they were pretending to be listening to Nirvana–and its success immediately made Mr. Sweet, an apple-cheeked Nebraskan, a most unlikely rock star.

New York playwright Todd Almond was one of the many angst-ridden teens and twentysomethings bowled over by Girlfriend . "I've been obsessed with that album for about 10 years now," Mr. Almond, 24, said recently. "I was in high school when it came out, and I listened to it over and over and kind of constructed a narrative in my head around it. It occurred to me that it would be a good challenge to make a musical out of it."

And that was precisely what Mr. Almond did, taking some minor artistic liberties. He joined up with director Patrick Trettenero, an old friend from summer stock, and together the two men fleshed out a storyline. They contacted Mr. Sweet's management company and received permission to use his songs. They assembled a band and a cast, and hung up flyers downtown. And then, on the first Monday of last month, in the Duplex, a 70-seat cabaret room in the West Village, Girlfriend made its New York theatrical debut–as a coming-of-age gay musical.

In Mr. Almond and Mr. Trettenero's production, Girlfriend serves as the melodic backdrop for a budding romance between Mike and Will, two teenage boys living in the Nebraska plains (Mr. Almond, who is, like Mr. Sweet, from the Cornhusker State, plays Will). While the musical puts a clever new spin on the object of Mr. Sweet's affections–the chorus to Girlfriend' s title track, "I need to get back in the arms of a girlfriend," gets a nice twist, for example–the emotional spirit of the original album is faithfully maintained.

"It was quite charming," said Julie Stepanek, one of the many fans of Mr. Sweet's who was in the audience at the Duplex last month. Ms. Stepanek said that she had fallen for Girlfriend after an old boyfriend gave her the record years ago, and she felt a little flutter when she saw an ad on the street for Mr. Almond and Mr. Trettenero's musical. "That flyer kind of took me back," she said.

Reached in Los Angeles, where he lives, Mr. Sweet said he hadn't seen Girlfriend: A New Musical , but he sounded thrilled about its existence. "If people ever do anything relating to stuff I've done, I'm flattered and amazed that anyone cares that much," he said. "I'm really curious to see it, because somebody took it and made something very creative of their own out of it."

Mr. Sweet had, in fact, planned to come see the show one night in early March, when the production coincided with a concert he was performing at Bowery Ballroom. "He actually phoned and said he was going to come," Mr. Almond recalled. Understandably, a bit of Waiting for Guffman -like frenzy ensued among the cast and crew–but alas, Mr. Sweet did not show up. "It was the night of that big storm," Mr. Almond explained. "But he did call and apologize for not making it."

There was a second chance, at the close of Girlfriend 's run at the end of March, when Mr. Sweet had to return to New York for a tribute to one of his idols, former Beach Boy Brian Wilson. A few days before the tribute concert, Mr. Sweet was unsure but hopeful–"I'll probably be in rehearsals pretty late, but you never know," he said. He speculated that if he could make it to the Duplex, he'd probably just show up and pay the $12 cover with a two-drink minimum. "I might end up singing along," he said.

Alas, it was not meant to be– Girlfriend ' s West Village run ended without an appearance by its inspiration. But hope was on the horizon: A theater in Nebraska had contacted Mr. Almond and asked if he would be interested in taking his show back to his home state. Suddenly anything felt possible again, like it did in those days when you bounced around your bedroom in headphones, listening to Matthew Sweet.

–Pauline O'Connor

The Clock Watcher

Stewart Davis, a dapper man partial to double-breasted suits and deco-patterned ties, is the undisputed clock-watcher of New York basketball. If you've ever gazed at the little red numbers ticking down at Madison Square Garden or other city basketball dens, you've undoubtedly seen his work.

Over the past decade, Mr. Davis, 36, has controlled either the 24-second shot clock or the scoreboard for some 500 New York Knicks home games–as well as contests involving Hunter College, CUNY, the WNBA and the Public Schools Athletic League, and the summer games he organizes for kids at Brookville Park in Queens. "Everybody says Spike Lee has the best seat in the house," said Mr. Davis on a recent afternoon. "But I might beg to differ."

Not surprisingly, Mr. Davis is something of a basketball junkie. A nerf hoop hangs in his home in Jamaica, Queens, but he also played Mr. Naismith's game for real. Mr. Davis, who grew up dreaming of playing for John Wooden at UCLA, played forward for his high school J.V. at August Martin High School, and then played for Queens College's J.V. in the early 1980's.

But it was later that Mr. Davis found his true hoops calling. After his college career ended, Mr. Davis was hanging out at the scrimmages at Harlem's famed Rucker Park when someone asked him to man a stopwatch. It wasn't quite like the genesis of Pearl Washington, Stephon Marbury or Booger Smith, but another star was born on the playgrounds of New York.

More than 10 years later, Mr. Davis, who also holds down a full-time job at the Social Security Administration, is the city's basketball timekeeper of choice. On March 15, he was specifically requested to clock-watch for the 12-hour, four-game marathon that was the first day of the NCAA tournament at Nassau Coliseum on Long Island. "They wanted our staff," Mr. Davis said, because the non-stop pace of March Madness means "a hell of a day." (He routinely works with a partner, Roger (Rock) Murray, alternating between shot-clock and scoreboard duties.)

It takes a certain kind of person to do Mr. Davis' job. You have to be alert, but not too alert. You don't want to get an itchy trigger finger–hitting that button and stopping time too quickly–or hesitate and miss a stoppage of play. Though in today's shoot-first, ask-questions-later N.B.A. game, the 24-second shot clock is rarely an issue, it can still be trouble if it's reset at the wrong moment. For clocksmiths like Mr. Davis, patience is a virtue. "We were taught by the N.B.A., 'Be slow,'" Mr. Davis said.

The college game is slightly slower, with a 35-second clock. The time-keeping device is a square, putty-colored metal box, roughly the size of an airplane pillow. During the course of a typical college-basketball game, the shot-clock operator hits the clock around 150 times. It is hardly as repetitive and dull as it sounds. "As a kid, you want to grow up and play in the N.B.A., but that doesn't work out," Mr. Davis said. "Now I have a chance to see every game. I wouldn't miss that."

Between first-round NCAA games at the Nassau Coliseum, Davis wandered around the arena with the elder of his two sons, 9-year-old Stewart Jr. Stewart Jr. had gotten out of school early that day, on the condition that he record the event in his journal. "This is an experience, so I might as well try to turn it into something for him," Mr. Davis said. "Besides, his journal writing has been eh ."

Later in the day, Mr. Davis sat in a folding chair on the lip of the court. Around him, a handful of crew members readied for that evening's games, which included Boston College versus Southern Utah and Southern California versus Oklahoma State. A young-looking fellow with a Mohawk climbed a ladder and placed a level across an orange rim. "My skills didn't let me get there," Mr. Davis said, nodding towards the court. "But now I'll have a longer career anyway."

–Mac Montandon