"Beyoncé is becoming my hero," Grace Potter confided after leading her band, the Nocturnals, through an inspired, rootsy acoustic rendition of B's "Why Don't You Love Me," in this week's Mashup Monday. "We just brought our soul game into the picture," rocker Potter says.

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Grace Potter at Billboard

Vermont based Grace Potter and the Nocturnals may usually rock with a 60s feel while Texas-born Beyoncé is a queen of R&B, but one thing the two women undoubtedly have in common is an amazing set of pipes. Potter uses hers -- along with strategic handclaps and drummer Matthew Burr's backbeat -- to great effect on Beyonce's 2008 tune about a woman scorned, which rose to No. 1 on the Dance/Club Play chart last year. "We meddled with the ways the acoustics can still chug."

Choosing to cover "Why Don't You Love Me" was easy for the big-voiced Potter. "As I was watching the video, I was watching for the visual candy. Then I slowly began falling in love with the song," she says. "We've always wanted to do a Sly and the Family Stone version though, electric. So the band learned it, all of us, electric, and we wanted to pare it down for you."

Beyoncé "has such a mastery over her career and her music. She's just an inspiration" says Potter, impressed by "the idea that there could be a woman out there that could be so empowered and that has such great presence and has all that sexuality but can back it up with the talent and charisma that she has."

Potter, who has oft been cited for charisma and talent herself, has, like Beyoncé, also see the heights of the Billboard charts. "Grace Potter And The Nocturnals," the group's third album, rose to No. 3 on the Rock Albums tally last year.

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