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"All That You Dream” is the second track on the 1975 Little Feat release The Last Record Album. Written by Paul Barrère and Bill Payne it suggests tensions inside the Little Feat world between Lowell George and the rest of the band, but also speaks of past good times and contains hints of optimism going forward. “All That You Dream” was also recorded by Linda Ronstadt on her #1 Platinum selling 1978 album Living in the USA.

Some bands are transformed when they hit the stage and their live sound fully blossoms relative to their studio recordings. This is true for Little Feat and in particular “All That You Dream.” The Last Record Album began a departure from predominantly Lowell George-influenced southern/southern Californian/Americana rock records toward a more jazz fusion sound inspired by Bill Payne and Paul Barrère. “All That You Dream” combines all of these styles with Lowell George’s slide guitar and Barrère’s funky rhythmic fills, Payne’s totally ‘70s jazz organ solo and the band’s beautiful joint harmonies. But that’s in the studio. 

Watch All That You Dream on YouTube Little Feat, ”All That You Dream” – Live at Rockpalast (Germany), 1977

The Waiting for Columbus version is transformed into a full-blown rocker with a dirty bouncy intro, nasty slide guitar, and a more straightforward organ solo. On 10/31/10 in Atlantic City Phish matches the Waiting for Columbus style perfectly. Following an inspired version of “Fatman in the Bathtub,” Trey’s intro is dirtier than Barrère’s, while mimicking Lowell’s slide work (without a slide) exceptionally well, fully capturing the energy of the original. Mike stated in an interview with the Los Angeles radio station 100.3 FM that Trey first thought about asking Derek Trucks to come in for some of the slide guitar work, but Trey took on the challenge of learning both guitar parts and gets that slide sound just right. 

In “All That You Dream” Phish wears the Little Feat costume perfectly well and it fits them as if it were their own.

Watch All That You Dream on YouTube Phish, ”All That You Dream” – 10/31/10, Atlantic City, NJ

(Barrere, Payne)
© Barrere Music c/o Bug Music Inc. (ASCAP)

I've been down, but not like this before
Can't be 'round this kind of show no more

All, all that you dream
Comes to shine in silver lining
And clouds, clouds change the scene
Rain starts washing all loves cautions
Right into your life, make you realize
Just what is true, what else can I do
Just follow the rule
Keep your eyes on the road that's ahead of you

I've been down, but not like this before
Can't be 'round this kind of show no more

All of the good, good times were ours
In the land of milk and honey
And time, time has its scars
And those rainy days they turn to sunny ones
Your livin' the life, livin' the life lovin' everyone

I've been down, but not like this before
Can't be 'round this kind of show no more