I was getting very destructive in a lot of ways then, and I was trying to capture that on recordings. –Alex Chilton

On October 14th, Omnivore Recordings will release the Big Star boxed set, Complete Third. Nearly ten years in the making, the collection includes all of the demos, rough mixes, alternate takes, and final masters that could be unearthed from the infamous 1974 Alex Chilton/Jody Stephens recording sessions that would produce the third—and for decades, final—studio album released under the Big Star moniker. As many of you reading this surely know, Big Star released two incredible albums on Ardent Records that should have been pop hits, but sank without a trace (largely due to poor distribution). By the time of the recording of what would become Third, two of the founding members—including Chilton’s songwriting partner, Chris Bell—had split. The Third sessions took place during a particularly rough patch for Chilton.

I was getting pretty crazy and into some pretty rotten drugs and drinking a lot. And I just wasn’t thinking in any practical terms at all after having the first Big Star albums go pretty much unsought.

Much of the Big Star mythology has to do with their third album, which wasn’t released until 1978, long after the band’s demise. The record label’s choice of album title, track listing, and even the use of the band’s name has been called into question—something that continues every subsequent time the record is retitled, reconfigured, and reissued. In the liner notes for Complete Third, the mysteries that still surround the project are explored: Why were the recordings shelved for so many years? What is the album title? Is there a definitive track sequence? Were the recordings meant to be released as “Big Star” or under another name entirely? Was it actually intended to be Alex Chilton’s solo debut? Was the album even formally completed?
 

Alex Chilton

What would become commonly known as Third was recorded at Ardent Studios in Memphis over a four-month period. Jim Dickinson was the producer, and John Fry, owner of the Ardent label and studios, was the main engineer. Dickinson brought an experimental approach to the proceedings, which immediately impressed and inspired Chilton, and thus greatly influenced the outcome, while the strange and pleasing ambience captured on the album is attributed to Fry, who also created the final mixes. At the time of the recordings, Big Star was on the verge of collapse, and many of Chilton’s other relationships—like those with his girlfriend/muse, Lesa Aldridge, and John Fry—weren’t exactly stable either. The sessions were, by all accounts, tumultuous. For starters, Chilton and drummer Jody Stephens taped the basic tracks live—which would normally be fine and dandy, only Chilton didn’t play his demos for Stephens ahead of time. Things really got out of hand during wild late night overdubbing sessions, with all sorts of people coming and going and drinking and drugging. All this craziness ended up having a major impact on the recordings.

If you take enough bad drugs and drink enough you’re gonna be writing some pretty strange music. –Alex Chilton

The bleakness and debauchery present on a number of the songs is palpable, resulting in a voyeuristic quality that can be awkward and unsettling. Many of the arrangements will strike new listeners as odd, like on “Big Black Car,” in which the sound of silence was incorporated. How “Dream Lover” would flow wasn’t even thought out, so what’s heard on the album is the arrangement being created as it was recorded. The frequent presence of strings, which are absolutely gorgeous, add additional layers of melancholy to the somber, druggy tracks.
 

Jody Stephens

The darker tunes were offset by loose, up-tempo rock numbers, with many of the songs crashing to a halt at their conclusions. One of the notable highlights is Chilton’s defiant, “You Can’t Have Me,” featuring a dazzling synth-bass part and a rousing middle section that sounds like it’s gonna burst at the seams.

And then there’s “Downs.” Neither blue in mood, nor a joyous-sounding rocker, it IS stoned and chaotic—the oddest track on the fantastic, out-there LP. It’s also the spark that ignited the Third sessions.
 

Chilton and Lesa Aldridge

Written by Chilton and Aldridge, “Downs” is an ode to the couple’s preferred form of intoxicants. It was composed in Chilton’s apartment, with Chilton handling the music and Aldridge coming up with most of the lyrics. Chilton was so pleased with the results that he quickly recorded a guitar/vocal demo and rushed the tape over to John Fry, who was impressed enough with the track that he gave the go-ahead to record an album.
 

Chilton and John Fry

When it came time to record “Downs” at Ardent, Fry commented—within earshot of Chilton—that he thought the song had the potential to be a hit. BIG MISTAKE. Chilton, who made two commercial albums with Big Star, only to see them flop, was no longer interested in trying to make hits. In an act that could be described as self-sabotage, Chilton went out of his way to make the track radio unfriendly.

Chilton: “Let’s do the snare drum with a basketball!!”

“I remember the look on his (Fry’s) face,” Dickinson later recalled. “If Fry had just not said how good it was….” So, believe or not, a deflated basketball was indeed used on “Downs.” Steel drums were also brought in, giving the track a wobbly feel. Adding to the unsteadiness is Chilton’s vocal, as he slurred the melody, either to match the lyrical subject matter, or simply because he was out of his head.

Dickinson would go on to say that Chilton “destroyed” the song.
 

Jim Dickinson

I have to say that I dig “Downs.” It’s just so gloriously fucked up! How it turned out surely made an impression on the man himself, as it points towards the ramshackle form Chilton’s music would take during the second half of the 1970s.

But don’t take my word for it. Dangerous Minds has scored the premiere of John Fry’s early mix of the song, one of the previously unreleased alternate mixes included on Complete Third.

Let us know what you think—whether you’re hearing “Downs” for the first time, or you know the album version well—in the comments section.

Pre-order the Complete Third boxed set through Omnivore’s website or on Amazon. Check out Omnivore’s trailer for the release here.
 

Previously on Dangerous Minds:
William Eggleston’s photos of Big Star
Meet the enigmatic Gimmer Nicholson, whose ill-fated 1968 album influenced Alex Chilton & Big Star