Three years into its existence and, finally, 35 Conferette organizer Chris Flemmons is seeing his dream of a walkable music festival in downtown Denton turn into a reality.

We've seen shades of the festival shaping up this way for a few years now.

The obligatory backstory: After a drunken conversation with Slobberbone's Bent Best, Flemmons, himself of the Sub Pop-signed Baptist Generals, decided to do all he could to put Denton music on the map. The long-term plan, always, was to host a festival in the college town he and so many other North Texas musicians call home. First, in 2005, it started out as an afternoon party at Austin's South by Southwest; called North by 35, the party was Denton-exclusive in its offerings. Four years later—and, in Flemmons' mind, a brand built—NX35 moved to its rightful home. The first year, unsurprisingly, was the smallest. More than 100 bands played the Denton festival, but it felt more like a coming out party for the town than anything. Last year's second effort, though? Now that felt like a party—credit headliners The Flaming Lips and a stronger bill for that much. It came at a cost, though: City organizers feared that the Lips would draw too many people to fit in the downtown areas proposed to host stages; the Saturday night bill of the Lips, Stardeath & White Dwarfs and Denton's own Midlake was moved out of downtown and over to the North Texas Fairgrounds—still a fine event, but not the one Flemmons had envisioned.

This year, though, it appears as if all has fallen into place. City of Denton officials have given Flemmons and his seemingly ragtag team of organizers (most of whom had experience only booking house shows before joining Flemmons' cause) the OK to hoist three stages downtown—two for headline performers and a third on Denton's Courthouse-on-the-Square for locals.

Deservedly, too: The 2010 affair, which also features a name-change from NX35 to 35 Conferette, boasts the biggest bill to date, with 225 performers scheduled to play. No, there may not be a Flaming Lips in the bunch, but it's undoubtedly the deepest offering from the festival yet. With 13 stages in total, there's plenty to catch.

So, with that in mind, we present to you this preview of events—our music writers' picks for the must-see shows of the four-day affair, which launches with a 3:45 p.m. performance from Denton up-and-comers Sundress on Thursday, March 10, and runs until the bars close on Sunday night/early Monday morning. Pete Freedman

THURSDAY

The Pains of Being Pure at Heart

7:15 p.m., Main Stage #2

Unabashed about mining the creative pool that is teen angst, The Pains of Being Pure at Heart sound exactly like their name implies; their songs are wistful, longing, heart-wrenching affairs. It's a simple formula, and Lord knows that this New York quartet isn't the first to discover it. Actually, there isn't much about the band that's altogether original; their self-titled 2009 full-length debut sounds more like the '80s college rock spawned in Ireland and the United Kingdom (See: Jesus and Mary Chain, My Bloody Valentine) than anything contemporary. But the familiar, reverb-heavy aesthetic is only a means to the songwriting's end: Audiences will have no problem singing and dancing along with this band. Fitting, then, that festival organizers offered the band this primo outdoor stage-slot on opening night. —Pete Freedman

Mavis Staples

8 p.m., Main Stage #1

Amazingly, it took hooking up with Wilco's Jeff Tweedy to earn gospel-soul legend Mavis Staples her first Grammy, which she received for last year's excellent You Are Not Alone. Frankly, it's an outrage. After all, this is Mavis Staples we're talking about—the same woman who killed it at Wattstax, swapped verses with Rick Danko in The Last Waltz and voiced the Civil Rights movement through Staples Singers hits like "Respect Yourself." No offense to Sarah Jaffe and the other fine acts sharing the stage with Staples this Thursday night, but they're about to get served. Or maybe even saved. Noah W. Bailey

Cut Chemist

1 a.m., Hailey's Club

Cut Chemist (born Lucas Christian MacFadden) is a DJ and producer who is known for his legendary turntable skills—talents he's very willing to loan to others, even. Most notably, MacFadden has been a member of underground hip-hop group Jurassic 5 and the experimental Latin funk band Ozomatli. But with eight releases under his own name, too—most recently, last year's Sound of the Police, not to mention collaborations with Shorkut of Invisibl Skratch Piklz and DJ Shadow—MacFadden has been a mainstay of the West Coast underground hip-hop sound since the mid-'90s. A fitting choice as the headliner of the festival's first hip-hop bill of the week, for sure. Rodrigo Diaz

FRIDAY

Dr. Dog

8 p.m., Main Stage #1

Those who attended The Flaming Lips' set at last year's festival will no doubt remember the Heavy Metal Parking Lot-meets-Dazed and Confused vibe of the whole affair. Expect 2011 headliners Dr. Dog to supply the same good times on a slightly smaller scale, with plenty of roller-rink anthems and beach ball-bouncing grooves to satisfy the crowds around Denton's square. They're currently on tour taking a victory lap of sorts for last year's triumphant Shame, Shame, the band's fourth straight platter of tuneful, softly psychedelic classic rock—equal parts Beatles, Band and Philly soul. —Noah W. Bailey

Japanther

1 a.m., Hailey's Club

While this punk band may have gotten its start as an art project at Brooklyn's Pratt Institute, the bass- and drum-playing duo has evolved into every bit a credible DIY outfit. Incorporating cassette players and dual vocals delivered through old payphone handsets are compelling elements that help fill out their boisterous live sound, but it's their sweaty, high-energy sets that whip crowds into frenzies, and put this duo over the top. Plus, when I saw the band last year, one person I came with had to leave early after suffering a concussion in their riotous pit. So there's that. Cory Graves

SATURDAY

Local Natives

8 p.m., Main Stage #1

Emerging on the U.S. indie music front in early 2010 with their highly-rated Gorilla Manor—well, as Local Natives, that is (the band released an EP back in 2006 under the name Cavil At Rest)—this Los Angeles-based five-piece quickly made a name for themselves by combining ooey-gooey folk harmonies with escapist lyrics and irresistible rhythms. Consequently, Gorilla Manor found itself on heavy rotation in the indie-music world by year's end; not surprisingly, it also landed highly on numerous year-end best-of lists. But it all started right about this time last year, when the band earned its live-performance reputation with several strong shows at last spring's South by Southwest. This year, though, the band's skipping the Austin festival. No need to make a name for yourself when you've already got one. Catherine Downes

Esben & The Witch

1 a.m., Andy's Bar

Last year, Ebsen & The Witch self-released their 33 EP to adoring reviews—enough so that Matador Records swooped in and signed them almost immediately. But this Brighton-based three-piece's 2011 debut full-length, Violet Cries, has received mixed reviews; its haunting, murky songs at times border on unnerving. But that's the allure: This act's ambient, drowsy soundscapes are as irresistible as the witch's candy and cake house in Grimm's Hansel and Gretel. If nothing else, its pedigree is strong, too: The band of Thomas Fisher, Rachel Davies and Daniel Copeman has already toured with Foals,the XX, Passion Pit and Deerhunter in its short career. —Catherine Downes

SUN

!!!

6:30 p.m., Main Stage #1

For over a decade now, !!! have been spreading infectious post-punk dance rhythms under perhaps the most high-concept moniker of all-time. Band members say their name can be articulated by repeating any monosyllabic sound three times—but "Chk Chk Chk" has become the, sort of, accepted default. But no matter what fans prefer to call them, !!! are experts in eliciting widespread and contagious ass-shaking; if the band's eight members, all gyrating throughout their set, can't achieve this effect, frontman Nic Offer will just as soon jump into the crowd and attempt to win over one set of stagnant hips at a time if need be. —Cory Graves

Big Boi

8 p.m., Main Stage #1

Andre 3000's "Hey Ya!" and "Roses" are undeniable pop gems, sure. But hip-hop heads always knew: Speakerboxxx, Big Boi's half of Outkast's Speakerboxxx/The Love Below, which took home the Grammy Award for Album of the Year in 2004, was the more cohesive and focused half of the double-album. It was proof that, OK, while Andre 3000 may be the most creative mind in hip-hop, Big Boi is tops when it comes to execution. That point was only further hammered home last year with the release of Big Boi's first straight-up solo offering, Sir Lucious Left Foot: The Son of Chico Dusty. Apologies to Kanye, who's more pop than anything these days, but it was Big Boi who put out the hip-hop album of the year in 2010. —Pete Freedman

Nite Jewel

11:40 p.m., at Hailey's Club

Though Los Angeles' Nite Jewel started as a bedroom dance project of Ramona Gonzalez and her multi-track cassette recorder, she's since added Cole M. Greif-Neill (a frequent collaborator and former guitarist of Ariel Pink's Haunted Graffiti) and Corey Lee Granet (the Warlocks) to her band. And, since Gonzalez has gone on the record as saying that one of the reasons she moved to L.A. was Ariel Pink, it shouldn't surprise Nite Jewel fans that the sound of their new Am I Real? EP features more all-over-the-place, danceable '80s R&B than the gauzy, ghostly sounds found on their full-length debut, Good Evening. Daniel Rodrigue

Gayngs

1 a.m., Hailey's Club

Recent years have seen many seemingly odd parings yield music that justifies the label of ill-fitting (see: any of Santana's projects of the last decade). But, on the other hand, there are a spate of great examples of screwed-up collections of artists joining forces to not only surprise, but reinvent. Gayngs, an indie freak-show that often consists of more than 20 diverse styles and voices (including the falsetto of Bon Iver's Justin Vernon), meanders their way through ambient electro-jams that prove that minimal doesn't apply to the number of artists creating the good-time flow. —Kelly Dearmore

Dan Deacon

1 a.m., Rubber Gloves Rehearsal Studios

When your breakthrough release is titled Spiderman of the Rings, you're more than likely to attract some sort of attention. In the case of Baltimore electronica artist Dan Deacon, this attention happened to be quite positive. And while his recorded music has been heralded by the press, it's the live show that has become Deacon's calling card. In a setup that isn't too different from Girl Talk's, Deacon tends to construct his rig—usually a table, an iPod, a laptop and a glowing skull—right on the floor in front of the stage. And, after riling everyone up with what is usually hilarious, carefully crafted stream-of-consciousness gibberish, a full-on dance party ensues. His brand of electro-freak-pop is the perfect soundtrack to the theatrics that are frequently a part of his live shows. Audience participation and interaction play a huge part in this, so don't expect to hold up the bar and not break a sweat. —Mark Schectman

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