The familiar strains of the Beatles' "I Saw Her Standing There" carried over the throng, bringing smiles to the faces young and old.

The tune was the opener in a non-stop two-hour set performed Sunday night by the mop-topped stars of the Broadway production, "Beatlemania," at the Levitt Pavilion. The show was the first of 57 free nights of "entertainment under the stars" offered at the outdoor performing arts center off Jesup Road.

"We're so lucky to have such a beautiful night and enthusiastic turnout," said Janet Plotkin, chairwoman of the pavilion's board, to the hundreds of people that filled the grassy space in front of the pavilion stage. "We have something for everybody, from Grammy winners to emerging talent," she said.

Plotkin noted the Levitt's two major fundraisers this season, which help make the free productions at the open-air venue possible: Big Bad VooDoo Daddy on July 10 and the Doobie Brothers on July 28.

As Paul McCartney, Lenie Colacino, wearing a black suit with thin lapels and effecting a thick Liverpudlian accent, chirped, "It's nice to be back in America, in Connecticut. Dancing is encouraged and any other illegal activities. It's your place, not ours."

Taking in the fun was Westporter Joyce Landon, attending with her husband, Elliott, the school superintedent, and friends from Redding. "We've been coming here for 20 years," she said. "We love the feeling of camaraderie. The entertainment is usually very good, and Beatlemania is a great show."

Another Westporter, Michael Book, enjoying beer and wine with his wife April and a Norwich couple, said, "We love coming to the Pavilion on the weekend. It feels like a vacation. And we love the Beatles."

Seated with her husband John and local friends around a low-rise table, Dianne Shannon commented, "We've been doing this for a long time. It's a great way to get together with our friends and start the summer."

Emiko and On Nomoto of Norwalk had pitched a small tent and spread blankets on the grass for the comfort of their daughters, Mio, 3, and Ena, 5. "We've been coming with our kids since they were very small," said Emiko. "It's great entertainment for all of us and very family oriented."

Learning that dogs were allowed on the grounds, Elliott Diesenhaus and Nicole Palmisano from Norwalk brought along furry friends, Remi and Emma. "This is a good outing on a Sunday and we're Beatles fans, too, so that's a plus."

Tucking into a bucket of chicken and homemade potato chips, Greg Fass, with several friends, said, "I love the Beatles. We listen to them snowboarding."

For Dave Dreyfuss of Westport, the concert was an excuse to celebrate his birthday. "My loved ones and the Beatles -- who could ask for more?" he said.

Westporter Michael Platt decided to take the labor out of the evening and pick up Chinese food from Little Kitchen for himself, his wife Lisa and their neighbor Andy Bangser. Andy contributed a bottle of champagne. "This is a spectacular night," said Michael, "and the biggest crowd I've ever seen here."

Amanda Kline, 7, of Westport, said she's a Beatles fan and "thought it would be fun to come and hear some of their songs outside."

As the cast made costume changes to reflect different eras of the Beatles; music, the crowd sang along, clapped, tossed paper airplanes and shimmied near the stage, happy to lose themselves in the moment.

For more information about the Levitt Pavilion and its season schedule, visit www.levittpavilion.com