From a series of performances of the Big Star Third album featuring a band assembled by Chris Stamey. 

This video captures two separate performances. Players included Big Star's own Jody Stephens, Mike Mills (R.E.M.), Mitch Easter (Let's Active), Stamey, and members of the Love Language, Megafaun, The Rosebuds, Lost in the Trees, The Old Ceremony, Birds and Arrows, Mayflies USA, the Tomahawks and the NC Symphony.

Lead vocals by Django Haskins of The Old Ceremony. Additional vocals by Sidney Dixon. Ari Picker from Lost In The Trees conducted the orchestra.