Third/Sister Lovers

Chilton and Stephens returned to Ardent in September 1974 to record with producer Jim Dickinson and what author Bruce Eaton called a large and revolving cast of Memphis musicians. Lesa Aldridge, a cousin of William Eggleston, sang on the record, and Dickinson called her a big part of it. Steve Cropper played guitar on the cover of the Velvet Underground's Femme Fatale, and Eggleston played piano on Nature Boy. Stephens brought in a string section for the one song he wrote, and Chilton hit it off with arranger Carl Marsh.

John Fry called a halt to the sessions, and Larry Nix mastered the album on 13 February 1975. Test pressings were made, and Fry and Dickinson took them to labels in New York and California without success. About 250 copies were pressed with plain labels for promotion. Fry recalled that the executives looked at them as if they were crazy.

Chilton said he and Stephens never saw it as a Big Star record and called that label a marketing decision. Stephens called it to a great extent an Alex solo record. Session sheets carry the name Sister Lovers, because Chilton and Stephens were dating Lesa and Holliday Aldridge. The tapes came out in 1978 on Aura in London and PVC in the US, and later issues varied the title. The 1992 Rykodisc CD, assembled with Dickinson's involvement, was regarded as the first attempt at presenting the album concept he and the band devised in 1974. Omnivore's 2016 box Complete Third gathers every known demo, rough mix, outtake and final master.

Parke Putterbaugh called it Chilton's untidy masterpiece in Rolling Stone. AllMusic gave it five stars, and the Chicago Tribune said it sounds like the soundtrack to a nervous breakdown. The Spin Alternative Record Guide ranked it 56th on its 1995 list of alternative albums, NME placed it first in its 2000 list of heartbreak albums, and Rolling Stone moved it from 449 in 2012 to 285 in 2020. It is also in Robert Dimery's 1001 Albums You Must Hear Before You Die. This Mortal Coil, Placebo, Yo La Tengo and Jeff Buckley are among those who have covered its songs.