Last night at Baruch College's Mason Hall in Manhattan, a motley crew of indie rock and power pop all-stars came together to pay tribute to the seminal Third/Sisters Lovers album by Big Star. The group of musicians, which included Michael Stipe and Mike Mills of R.E.M., Ira Kaplan of Yo La Tengo, Matthew Sweet and original Big Star drummer Jody Stephens, was organized and directed by Chris Stamey of the dBs, one of the descendants of Big Star. It was a reverential but heartfelt evening, with upwards of 10 people on stage at a time bringing the haunted, drug-addled album to life with generous, often upbeat arrangements, including full string and brass sections.

Proceeds from the tribute show went to the New Orleans Musicians Clinic and the Corona Youth Music Project in Queens. Big Star, who were led by legendary songwriters Alex Chilton and Chris Bell, have been called "one of the most mythic and influential cult acts in all of rock & roll." The Third album came in the midst of the band disbanding entirely, and has often been considered a solo Alex Chilton record. It was crafted during long, late drink-and-drug fueled nights in Memphis in the mid-70s; unlike their first two albums, which created the blueprint for American power pop, this album was filled with songs of loneliness and increasing mental agitation, with oft-kilter arrangements purposefully undermining the songs' commercial and melodic appeal. Through all the chaos and madness of the recording sessions, the album emerged with a truly unique sound which has proved nearly impossible to replicate, even by the bands more ardent followers.

The assorted musicians tore through a 27-song set, trading off on vocals for the entire sprawling album as well as a long encore filled with earlier Big Star classics and some appropriate tangential songs (like The Replacements Big Star tribute "Alex Chilton"). Highlights included Stipe's perfectly intoned vocal turn on "Kangaroo", Stephens emotional take on the fragile "Blue Moon," the basketball-percussion of "Downs" (which one person onstage called "the first rap song"), a beautifully-dreadful arrangement of "Holocaust," a fun round-robin set-closing "Thank You Friends," and a remarkably faithful version of "I Am The Cosmos" sung by Norman Blake of Teenage Fanclub.

Below, you can see videos of "I Am The Cosmos," and Stipe leading the Chilton-sung Box Tops classic "The Letter," which included him pulling out a hairdryer to create the sound of an airplane for the end: