This free show was moved from Hickory Street to the North Texas Fairgrounds due to the size of crowd it was going to attract. The set may have been cut slightly short due to two power outages during the show, the first during "The Fear" and the second before "See The Leaves." Wayne blamed the power outages on a woman making toast near the fairgrounds. "Watching the Planets" was performed as an acoustic version for the first time. "Waitin' For A Superman" was dedicated to the memory of Mark Linkous of Sparklehorse.