Distinctive funk music rising from the ’70s, the possibility of flashy drag costumes and an iconic pop artist are all coming together this weekend.

Expect fun, but be aware of something big peeking out from beneath the surface.

The third annual AIDS benefit, which raises money for AIDS Athens and is promoted by the MAC AIDS Fund, will be a two day event held for the first time this year at Cine.

The past two years, the fund raiser took place at the 40 Watt, but David Basham, the Cine manager and 40 Watt employee who organized this event with his wife Margaret Rhodes, said the new venue will help include people of all ages.

“The music scene, people who love art and AIDS activists all can appreciate it,” Basham said. “I want to remind people how many amazing people and talented artists we’ve already lost, and that it’s important not to lose more.”

The benefit is being held after World AIDS Day this year, rather than on the day, in order to spread awareness throughout the week.

Four out of 10 Americans who have AIDS live in the Southern states, according to statistics compiled by AIDSAthens.

“The syndrome is out of control,” Olivia Long, the executive director of AIDSAthens said. “This benefit and the dedication of those at the Belk MAC counter help people become aware of the problem.”

Last year, “Underneath the Covers” raised over $3,000 for AIDSAthens.

“We use the money for client service and prevention,” Long said. “This includes free 20-minute HIV testing and food for the Food Pantry because lots of our clients become homeless.”

The MAC AIDS Fund, based out of New York, will not receive money from this benefit, but gave its assistance in promotion materials and covered some of the costs, Basham said.

Keep reading for a peek underneath the covers at the different parts that will come together for one cause.

Part One-The Music

The first night will feature performances by two local bands; the music will be recognizable, but it won’t be expected.

Instead of playing their normal sets, We Versus the Shark will cover Nirvana and The Heap will cover Parliament Funkadelic.

“I wanted the benefit concert to be something a little bit different,” said Basham. “It happened the first year with Dark Meat. They came to me and wanted to play the Stooges ‘Fun House’ album. I thought bands playing covers could be fun.”

This year Basham considered not doing a benefit this year, until he received a 3:30 a.m. text message from We Versus The Shark bass player Jeff Tobias.

“They wanted to do Nirvana cover songs,” Basham said. “And, after that, I knew I could put on a show.”

In a phone interview, Tobias said the idea came from guitar player Luke Fields who grew loving Nirvana and playing them in high school.

“Playing Nirvana is like riding a bike,” Tobias said. “We all know the songs, and we are really good.”

As for dressing in drag as Nirvana did occasionally, he said it’s always a possibility, but he makes no promises.

The second local band, The Heap, grabbed an additional six members added to their normal seven and spent two-and-a-half weeks putting together a 40 minute set.

“We capture the essence of P. Funk,” Bryan Howard, who plays the bass and sax and does vocals for the band, said in his grisly voice sitting in the back ofFlickr Bar Wednesday afternoon. “We get the nastiness, but do different arrangements.”

Both bands agreed to play for free.

“If I can help raise money doing what I love to do, why not?” Howard said.

Part Two-The Movie

Getting the second portion of the benefit to Athens was a long shot.

“[Universe of Keith Haring] has mostly been playing in Film Festivals in other parts of the world,” Basham said. “Athens is the first city in the United States to show the movie until March of 2009.”

He described Keith Haring as one of the first public art figures to succumb to AIDS, and said Haring was strongly associated with musicians during his lifetime.

The documentary by Christina Clausen will offer a glimpse into Haring’s life.

Haring is still renowned for many enduring images of late 20th century art.

Throughout his career, Haring devoted much of his time to public works.

According to www.haring.com, he produced more than 50 public artworks, in dozens of cities around the world, many of which were created for charities, hospitals, children’s day care centers and orphanages.

His now famous “Crack is Wack” mural is a landmark along New York’s FDR Drive.

“This movie opens the door to new possibilities for the benefit,” Basham said. “It doesn’t have to be a concert, but there will always be some elements of music because of the nature of the town. I’m excited to see what it involves into next year.”