CLARKSDALE, Miss., Nov 15 (Reuters) - The words "cultural tourism" are in the air in the Mississippi Delta, where the arrival of a new generation of blues pilgrims has started to erode the daunting poverty of the region.

People in this historic homeground of Muddy Waters, Robert Johnson, Sam Cooke and Pinetop Perkins, have begun to realize what they have.

One of those people is James Butler, part-owner of the Shack Up Inn, billed as "Mississippi's Oldest B&B (Bed & Beer), Est. 1998," a place for the pilgrim to stay while seeking the crossroads where pioneer bluesman Robert Johnson was supposed to have sold his soul to the devil.

Butler hasn't spent a dime advertising the place, but everyone knows where it is -- from Bubba at the Sunflower Trading Company downtown Clarksdale, or Paula over at the Rest Haven Restaurant on Highway 61.

It's listed in Steve Cheseborough's definitive guide to the Delta, "Blues Traveling." and it has its own Web site, www.shackupinn.com.

The Shack Up Inn is just off Highway 49, a couple miles out of town, on the old Hopson plantation amid scattered buildings and rusting farm equipment.

The affable, sandy-haired Butler, whose wife, Cathy, is the great-granddaughter of the plantation's founder, likes standing behind the bar in the Hopson Commissary, once the general store for the 3,800-acre spread, now the entertainment center for the inn.

Where the field hands bought their groceries with Hopson script, Butler, 44, now dispenses beer and plays tunes from his collection of blues.

SUPER CHICKEN AND THE DEEP CUTS

Every second Saturday, the place fills up with locals and blues tourists to hear such bands as Super Chicken or the Deep Cuts, new generation of Clarksdale musicians wailing on electric guitars and howling out the Delta blues.

Behind the commissary are the shacks, the remodeled homes of sharecroppers, saved from the bulldozer by Butler and his four partners, five guys who call themselves the shackmeisters.

James and Cathy bought the place in 1988 and filled up the commissary with antiques.

"I talked for two or three years about buying shacks. I wanted to preserve the architectural icon. They look really cool," Butler says, popping open a Bud and pushing the play button on a Howlin' Wolf CD.

"There used to a lot of these shacks all over this part of the Delta, but they were going fast. We thought we could buy up a couple and use them for the antique shop. You know, put furniture in one or glassware in another.

"But that was all just talk until my cousin, Tommy Polk -- he's a songwriter in Nashville -- comes along and he's looking for a writers' retreat, the kind of place where you could break the mold, you know, get on out of Nashville and let the mood hit you down here in the Delta.

"So we rounded up $400 and got the first shack, what we call the Cadillac shack -- and the boys come on down to write. But it was just too small, so we went out looking for another one and found the Robert Clay shack out by Rich, Mississippi."

Things move slowly in the South and by now it was 1998. An American roots revival had emerged, reissued blues music was selling briskly, Europeans were crossing the Atlantic to look for the sacred sites.

Clarksdale missed the early days of the revival but by the late 90s it began catching up. The Delta Blues Museum opened, actor Morgan Freeman invested in a new club and the city Tourism Commission started promoting cultural tourism.

"It dawned on us that more than musicians would stay here," Butler says, sliding a plate of barbecue down the bar to a visitor.

"So we fixed up the Robert Clay shack and got a couple of others. We'd like to have six shacks open by next spring. The bookings are coming in fast.

"I think Sept. 11 is making people who once would have flown off someplace change their plans. They are looking for driving trips and we are getting a lot of people doing the Memphis to New Orleans trip down the river."

PINETOP IS THE MAN

The Robert Clay shack is named after its former occupant, a sharecropper who raised seven sons in its 800 square foot confines without running water or electricity.

Butler had the shack moved the 26 miles to the Hopson plantation and he and the shackmeisters went to work, adding a bathroom, new kitchen fixtures, an upright piano, a series of books on the history of Mississippi, and a collection of CDs.

"The entire exterior, the cypress floors and walls are all original. We fixed up the roof and added the modern stuff. But it's really a lot like it was when Robert Clay raised his boys."

The newest addition is the Pinetop Perkins shack, named for the Clarksdale blues piano player.

"Pinetop is the man," Butler says.

"He's 88 years old and just as sharp as he can be. We were a little worried about him, you know, so I got up a little early the day after he played the commissary, just to kinda look in on him, make sure everything was all right.

"But, hell, old Pinetop, he was up, had his coffee and was sitting in his shack watching the blues on the VCR, just a prince of a fellow. Damn."

None of the Shack Up partners have been able to give up their day jobs. Butler is Clarksdale's director of public works, Polk is still writing songs in Nashville.

A third partner, Bill Talbot, lives in a house next to the commissary. His living room serves as the lobby for the inn, where a guest can pick up a copy of "The Search for Robert Johnson" to pop in the VCR.

Talbot, Polk and Butler are also board members of the Shack Up braintrust's latest venture, a non-profit foundation called PORCH: the Preservation of Rural Cultural Heritage.

PORCH just landed a $400,000 state grant for another big improvement on the plantation - a cultural arts center and agricultural museum in the giant seed house that sits across from the shacks.

Talking about the new grant and other possibilities, no one is happier than the smiling man serving beer and barbecue to the sounds of "Cross Road Blues" from behind the bar at the commissary.

"Sometimes dreams come true," says James Butler. "So we'll just keep on chasin' em."