In early 1979, Alex Chilton formed the Panther Burns with Tav Falco. Chilton was nearly a decade removed from his stint as lead singer in the Top 40 band the Box Tops and almost five years from his last recordings with Big Star, the pop band whose work had sparked a legion of dedicated followers. Over those five years, Chilton had begun his definitive move away from everything he’d done before. He made two solo records that had grown deliberately more simple and primal, crossing rockabilly with outrage, and he’d then moved himself behind the scenes to produce the first singles of the band the Cramps, rockabilly revolutionaries of an even more primitive sort. With his next project, the Panther Burns, Chilton found his least refined band to date and again pushed himself seemingly out of the spotlight, this time in the role of the guitar sideman. Yet he appeared to still have a great hand in the band’s direction. The Panther Burns had started almost as an art project, but a year later they had evolved into a rock ‘n’ roll dance band. They were like no other dance band around.

Jim Duckworth, a jazz guitarist who would soon join the band on drums, saw them for the first time in December 1980. “I’m walking down the street, I’m not even at the club yet,” Duckworth says, “and all I can hear—they’re on stage playing, and it’s in between numbers—but all I could hear was this shrieking, screaming feedback. Not your Jeff Beck-style feedback… more the guitar’s too close to an overpowered amp, shrieking feedback. It was that Metal Machine Music [Lou Reed’s 1975 experiment-in-noise record] on crack sort of thing… They had a synthesizer player. He had no conception of what they were doing. He played between tunes, during the tunes; it was all the same to him. They were doing this back-to-basics roots-rock thing and it was hilarious. It was the funniest fuckin’ show you ever saw. It was loose and it was raw and it really worked. When those guys were on, it was a beautiful thing.”

But they weren’t always on. As the late Jim Dickinson, the ringleader of the rock ‘n’ roll scene in Memphis at the time, who had played piano with Aretha Franklin and the Rolling Stones and produced two of Chilton’s records, says, “If [the Panther Burns] actually fell into a pocket where everyone was playing together, Alex would consciously fuck it up.”

“Alex is an individual who is riddled with complexities and certain polarities,” Tav Falco, the Panther Burns’ lead singer and guitarist, says. “In one moment, he’d want to nail the groove down, an absolutely inexorable groove. On the other hand, he’d want to destroy that groove. There’s no winning. So ultimately, it ended up in chaos… In the Panther Burns in those days, it was every man for himself on stage and most everywhere else. So if something was going along well, there was also the [counter] movement to destroy that—the idea to create something and destroy it, and on the other hand to destroy something and create something out of that destruction—the whole idea of art damage, which was my approach.”

It seemed to be Chilton’s, too. “What happened was the drummer would be playing,” Falco says, “and we’d all be playing sort of together, and Alex would be ready to reach some new heights on the guitar—and there’s no better guitarist in rock ‘n’ roll in my mind than Alex. He’d be reaching for something and just about to nail it down, and he’d go into a complete, serious tirade on stage against the drummer, that he had destroyed the groove and prevented him from doing what he wanted to do on the guitar.”

That’s a fitting representation of Chilton’s career at the time. After recording the third Big Star record in 1974, Chilton would spend the next seven years searching for and then fine-tuning his artistic vision. He would find it an aesthetic of raw spirit and destruction that made for great rock ‘n’ roll and left a number of casualties along the way, including, for a time, Chilton himself.

The backstory to Chilton’s 1975 state of being is well-known. Eight years earlier, at the age of 16, he joined the Box Tops as their singer and recorded the number one hit “The Letter.” As Chilton said in an interview in 1987 in the music magazine The Bob, “The first thing I ever did was the biggest record that I’ll ever have.” (Chilton declined to be interviewed for this article, as he has done for just about every interview request over the last decade.) Before the band broke up in 1970, they had produced six Top 40 singles. In 1971, he formed Big Star with musician Chris Bell. The band became critics’ darlings whose music has gone on to influence more musicians (Wilco, the Replacements) than almost any other “cult” band, but at the time they were a commercial bust. Bell left the band as they were working on their second album, and in 1974, Chilton finished the last Big Star record, Third. Often referred to as a Chilton solo record, Third was a combination of brooding and complex pop songs made inside a whirlpool of drugs and alcohol with a rotating cast of stellar Memphis musicians. It has been called by many Chilton’s masterpiece, yet Chilton couldn’t find a label that would release it for another four years. As one contemporary says of Chilton, at the age of 24 he had already “been in the sausage factory of music and been chewed up and spit out as part of the process.” In 1975, he was trying to figure out what his own place would be in it. Was he going to be a Top 40 singer, a critically appreciated pop songwriter who would have to claw and scratch to get a record deal, or something else entirely? “I was the first person who ever talked to him about artistic vision,” Jim Dickinson told me shortly before he passed away in August. It was something Chilton would try to hone over the next seven years.

In Memphis at the time, the sausage factory that was the music business was falling apart. Stax Records, essentially the business’s lifeline in Memphis, was going bankrupt and about to close down completely. It affected the city’s economy at large. Banks that had been tied up in its failing loans started to go down with it. “When Stax shut down, it shut down work for a lot of music people,” says Richard Rosebrough, a drummer and music engineer who worked with Chilton then. “A lot of folks left town. A lot of folks went into hibernation. A lot of folks went under rocks. It was a dark time.”

Chilton’s own deterioration mirrored the town. In 1967, as lead singer of the Box Tops, he’d been a skinny kid with long, shaggy hair flopping in front of his face, and good enough looks to attract a bevy of women. Eight years later, he didn’t look much different, but he’d begun carrying a heavy dose of attitude around with him. “At that point, Alex was dressing in a yellow safety patrol raincoat,” Dickinson said. “He cut quite a picture. He would just go out in public and get in trouble. He was just a little too out there for the local gendarmes… He’d been beaten up by the cops a couple of times.” Chilton hired Dickinson’s friend Danny Graflund as a bodyguard during the Third sessions because Jerry Lee Lewis and local musician Don Nix had one. But Chilton probably needed one, too. “Alex had a mouth,” future bandmate Ross Johnson says. “He talked a lot of shit, but he didn’t have the muscle to back it up.” Graflund was a great bear of a man, and with him by Chilton’s side, Chilton’s presence became only more striking. He regularly challenged the public’s capacity for the aesthetically unpleasing, and not just in musical terms. “He and [his girlfriend] would do what they call dancing, which was kind of like Apache dancing, only real,” Dickinson said. “There was violence involved, let me put it that way.” Chilton formed a short-lived folk trio with two women who could barely sing, and he called it Gangrene and the Scurvy Girls. He seemed to be developing the art of confrontation.

In the midst of this period, in mid-1975, Chilton sent demo tapes of a couple new songs to Jon Tiven, a New York-based rock critic who was doing A&R work for Chess Records and who had been a great supporter of Big Star. “They were sort of in the genre of Metal Machine Music by Lou Reed,” Tiven says. “They were rambling, not particularly focused musical pieces. I played them for a few people I knew at record companies and they looked at me, like, was I entirely crazy or just… The idea of this stuff actually being something they would be interested in was as far from their minds as it could possibly be.” Nonetheless, Tiven and Chilton agreed for Tiven to come down to Memphis. Tiven’s goal was to make something that they “could present to record companies.” It might’ve been Chilton’s, too, in fleeting moments.

The sessions represent a transitional period for Chilton, a final step away from a pop past with even the slightest concern for commercial viability toward a deliberately primal take on rock ‘n’ roll’s roots. His ambivalence about these recordings was evident from the start.

“I flew down to Memphis and Alex greeted me there with his girlfriend,” Tiven says. “They both looked like they just got out of a concentration camp, not a drop of color in their faces. And Alex had his arm in a sling. I was, like, ‘What’s the deal with the sling?’ He takes me aside and says, ‘[My girlfriend] and I had a big fight last night and I went to punch her and I hit the wall and I sprained my arm and I can’t play any guitar.’”

Instead of canceling the sessions, the two went ahead as planned. The first night in the studio, Chilton brought in the musicians, including Richard Rosebrough as the drummer (he also engineered the sessions) and the bassist John Lightman, who had played with Chilton in the last live incarnation of Big Star the year before. “I was at Trader Dick’s,” Lightman says, referring to the bar down the street from Ardent. “Alex says, ‘Hey, you want to go next door and play some music?’ That was how I was alerted to the session, which I had no idea was a session. I thought they were just over there jamming.”

One song they played that first night was “Take Me Home and Make Me Like It”, a tune Chilton had begun writing with Graflund, the bodyguard he hired during the Big Star Third sessions. “I had the hook,” Graflund says. “When I would get a little wasted, I had this little song I’d sing. It was kind of like ‘Blue Suede Shoes’, but it was ‘Spit on me, drag me through the gutters, then take me home and make me like it.’”