As the spawning ground for alternative rock icons like R.E.M. and the B-52's as well as everyone from jam band roadhogs Widespread Panic to latter-day indie rock favorites like the Olivia Tremor Control, Elf Power, and Of Montreal, the college town of Athens, GA, has long reigned as one of the musical epicenters of the U.S. At its creative peak, the scene was the subject of the 1987 documentary Athens, GA Inside/Out, which deftly juxtaposed concert footage from landmarks like the 40 Watt Club and the Uptown Lounge alongside interview clips with local icons like R.E.M.'s Michael Stipe (illustrating "Popeye boxing") and Peter Buck (in his bathrobe and pajamas) in addition to famed outsider artist Howard Finster; the accompanying soundtrack remains an equally definitive portrait of the moment in question, assembling 13 tracks from both the heavyweights and the lightweights of the mid-'80s Athens musical community. R.E.M.'s acoustic readings of the Everly Brothers chestnut "(All I Have to Do Is) Dream" and the Life's Rich Pageant track "Swan Swan H" are the unqualified highlights, recorded in the same Lucy Cobb Chapel where the band once lived as squatters; Love Tractor's live instrumental "Pretty" lives up to its title, while the Pylon studio entry "Stop It" reaffirms their reputation among Athens' true greats. Of the lesser lights, the little-known Squalls deserved better, at least if their infectious opener "Na, Na, Na, Na" is any indication, while the truly annoying Time Toy should consider themselves lucky to be mentioned in the same breath with any of the aforementioned acts.