After their trio of Downtown shows in the early Seventies, the GD found a new home base in Travis County at Manor Downs, a world-class quarter horse training facility just northeast of Austin that was owned by a friend of the group, Frances Carr. Its unofficial slogan was "Horse racing and rock & roll."

Woody Roberts: The group at Manor Downs were part of the Marin Spin. Frances and Sam Cutler, Libby Jones, and Bill Seal all worked together at a company called Out of Town Tours after Sam quit managing the Dead. They were in charge of road tours and had booked the Dead shows at the Municipal Auditorium. So when Sam and Frances opened the Downs, they brought in Gary Hart, road manager for New Riders. They were all part of the Dead extended family. Chesley [Millikin, Stevie Ray Vaughan's manager] was part of the whole Marin scene. Ray Slade would hang too. He was one of [Ken Kesey's] Merry Pranksters. Frances' brother Loose Bruce Baxter was out there too. They all moved back to Texas from California and that was the connection. They were all at Manor Downs.

Edi Johnson: Frances was a friend of the Grateful Dead. They did hang out there because we had houses at Manor Downs they could stay in. Most groups would come play and stay at a hotel, but they actually stayed in one of the houses. It wasn't so much like, "This is the band and we know them." They were friends! The fact that they were friends with Frances was probably the reason they booked shows at Manor Downs.

Dave "Grateful Dave" Moynihan: The scene at Manor Downs Dead shows was a combination of bikers, hippies, cowboys, and freaks, and everybody got along. That was what Willie Nelson really did to Austin. Before, the rednecks would see someone with long hair and want to kick the shit out of them. But when Willie started playing at the Armadillo, these people were like, "Hey, we can get along!"

My favorite memory is from '82, walking into a Manor Downs show. There was a fellow with an artist easel set up and he had sheets of paper that were a dragon – maybe 100 or 200 LSD hits on a sheet. And he was selling these sheets like hotcakes – whole sheets, pieces, strips, singles, whatever you wanted. There were folks lined up to enjoy his art and I remember a guy stating, "I'm waiting for those red eyes of the dragon."

Turk Pipkin: Everyone was doing mescaline and acid. The people who weren't doing drugs at those shows were doing mushrooms. We had a couple of wet springs, and you could go to Bastrop and go out in a rancher's field with trash bags and completely fill a trunk with mushrooms in half an hour. And yeah, they tasted like cow shit, but so what? Austin was a perfect match for the Dead because the crowds were really high and mellow in those days.

The Chronicle's Margaret Moser reviewed the Dead's 1982 Manor Downs concert for her "In One Ear" column: "Just the process of going to the show was an exercise in reality. Along the road I felt like I was going to Woodstock or something, but without the alienation I usually feel when someone I know sticks their head in my face and bellows, 'Smile man!' Tents were pitched, Indian prints were stretched between VW vans (no recreational vehicles here), a few hibachis fired up here and there, long-haired women in ankle-length skirts herding around naked little children.

"To the left and right hawkers with their wares – T-shirts in neo-Dead designs, mostly poorly executed, gimme caps, bagels and cream cheese, you name it. It was difficult at points to tell whether I was at a concert, circus, or convention. Maybe it was a little of all three."
Garcia began that show by forgetting most of the lyrics to opener "Alabama Getaway" but got over the mumbles and performed a clutch second set.