After performing for most of July, 1991 accompanied by the Giant Country Horns (see TMIPH July 1991), Phish spent some time at White Crow Studios in Burlington, Vermont finishing recording A Picture of Nectar. As early as fall of 1990 the band had been discussing a possible free show at longtime friend and fan Amy Skelton’s Larrabee Farm in Auburn, Maine. When visiting Maine to play at Thunderbird’s in Portland, the band checked out the field at the farm to survey it as a possible venue. The concept of "Amy’s Farm" was to put on a free, naturally beautiful, large (average show size at the time was around 1,000 people) outdoor show where fans could camp after the show. The event would commemorate the band’s eighth year together. Sometime around their show at Bates College on February 2nd, 1991 the concept became a reality and the date was set for August 3rd. Planning began soon thereafter.

Amy recalls the preparation for the now-legendary event: "When John Paluska and I began to actually plan I started by visiting my neighbors and local businesses to inform them of the party. I also drew up a list of guidelines with a map of the fields and area with informative warnings like "wear shoes in the hayfields" and "be careful with fires". The guidelines went out as an invitation postcard to the band’s mailing list. Then, I went to the police department and said I’m having a big party with a band that’s free to the public. They scratched their heads and asked each other what rules might apply to this sort of thing. Finding none, they referred me to the Health Department and the town of Auburn. The town balked awhile, searching again for mass gathering laws that we would have to abide by. They discovered they had no such ordinance (though the next year they passed one). The Health Department required potable water, portajohns, and trash receptacles. You had to buy the receptacles and they’re expensive, so I ended up building recycling centers out of chicken wire and cedar posts. For $150 we hired a guy with a tanker truck full of water. We rented about 20 portajohns (by contrast, Lemonwheel will require 600+). I also had to meet with the fire department about routes of egress for emergency vehicles. There was only one tractor lane into the field and it had to be clear for emergency vehicles so it couldn’t be the access point for people. Instead, I had to blaze a trail through the woods with a chainsaw. We thought it would be funny to carve an arrow in a log and leave it in the trail as a directional tool. It ended up working against us because lots of folks fell over it in the dark. A bridge over a brook we also built proved for some to be equally precarious. Friends and I built the stage from scratch (using only chainsaws and hand tools because there was no electricity out there) out of used construction lumber, rented a generator, and figured we were all set. I spoke with Paul on the phone and he said "what about the roof?". I said, "we need a roof?". In the eleventh hour, we sawed some tall straight saplings and lashed them to the corner posts of the stage with metal strapping and then hoisted atop the saplings a huge, very heavy yellow rubber tarp, normally used as a hay cover, so the band would have a roof."

Amy speaks fondly of the fans’ arrival. She recalls, "Cars began to arrive as early as Thursday night (the show was Saturday) with some helpful folks offering to lend a hand. The majority of folks began to arrive late Friday evening. By 3 am there was fairly heavy traffic on the normally abandoned road to the field; by Saturday morning, traffic was backed up almost to the highway exit over a mile away. The crew arrived in JEMP (the band’s Mercedes truck) and set up the stage on Saturday morning. I have great memories of riding my horse, Maggie (hoisted on the cover of Hoist) back and forth from barn to concert field with various communications. There were thousands of cars, tents and people in the field and high spirits prevailed as everyone present seemed to know this was a special event. Everywhere folks were enjoying the farm, swimming, flying kites, playing Frisbee and hacky sack, riding bikes and generally having a fine time. Trey arrived on his motorcycle with his girlfriend (now his wife) Sue on the back and the other band members drove over from Vermont. As the band soundchecked, people were lined up at the openings to the field. After soundcheck, I gave the word to open the gates and people came in carrying coolers, jugs, 4 foot bongs, and whatever else they deemed necessary. I wandered to the stage and the band suggested that I greet the crowd from the stage. After Fish made a (long) announcement about 20/20 Vision, Trey interrupted him and introduced me. I said something along the lines of ‘This is Phish, they’re my favorite’ and nearly died right then and there from embarrassment. The event t-shirts arrived and were sold from the side of the field for less than an hour before the 200 or so that were made quickly sold out. My folks arrived at the farm in a pickup truck with some friends from Holland that were visiting. They parked near the rear of the audience and tailgated the whole time. Later, after several beers from the kegs positioned under the stage, I was much more comfortable onstage as Trey beckoned for me to join them on the trampolines for You Enjoy Myself in set II. At one point in the show, I grabbed my mom and dragged her and her Dutch friend through the wriggliest of dancers near the front of the crowd. She kept giggling bashfully and finally she tugged at my shirt and pointed directly to her left and I realized I had parked her next to a very naked and enthusiastic young male fan. It was a really hot day and the proprietor of the water truck spent the entire day spraying dancing fans on one side of the field. Toward the end of set III, night began to fall and (Chris) Kuroda had only one clamp light attached to the side of JEMP. He had a single colored lighting gel in his hand and provided lighting ambiance as he alternately added and removed the gel from in front of the light." The band played three sets and a five-song encore. Highlights of the Amy’s Farm Show included the return of Fish’s Zero Man costume and a very nice Set II opener of Curtain followed by Reba. Set III closed with an inspired Buried Alive > Possum (special guest Jamie Janover joined the band on his didjeridoo for Buried Alive). Additional guests Sofi Dillof (now Page’s wife) and the Dude of Life joined in too on vocals for what may be the quintessential version of the Dude’s anthem She’s Bitching Again. The final encore, Harry Hood, was exuberant and Trey announced as it ended, "Have a good time tonight. We’re going to be out there partying with you." As promised, after the show, the party lasted well into the wee hours both in the field and in Amy’s farmhouse. Amy remembers, "It was a celebratory atmosphere. The following day (Sunday), it began to rain around 5:30 am. The crew had left all the equipment set up on the stage and they had to hustle to load it into the safety of JEMP as quickly as possible. My trustworthy pals and I began the cleanup process, which was made easy because people had been so good about collecting and bagging trash during the gig. Later that day, as I separated garbage in my yard, a black unmarked car pulled in. The driver leaned out the window and said ‘who is the proprietor of this farm?’ I tentatively answered ‘that would be me.’ expecting some sort of police reprimand or worse. Instead, he said ‘I just wanted to congratulate you on a well-run event. Everyone in attendance behaved respectfully and responsibly. It was a great crowd.’ Now, almost eight years later, I’d like to thank everyone present for making it such a special event."

Following the free show at Larrabee Farm, the band returned to Burlington and Archer Studio to work with The Dude of Life on their collaborative album Crimes of The Mind (released in 1994) and to prepare for another national tour in the fall.