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Terry Serur talks about his family history and local business, Serur's Varsity Shop. Mr. Serur describes what Texas State was like when he was a student in the 1960s, how he thinks San Marcos has changed, his family's association with LBJ.

Sam and Johnny have a phone conversation and talk about a friend they both had conversations with who is writing a book. They discuss previous and current relationships problems, past experiences and memories. The conversation eventually focuses on Sam’s efforts to learn to play the piano. Conversations between Sam Shepard and Johnny Dark.

A continuation of the conversation from Side A. Johnny talks about past relationships, breaking into one of his ex girlfriends apartments and getting arrested, and having remorse about messing up his last serious relationships. After his conversation is over with Sam, the recording switches to a conversation between Johnny and Scarlett on various subjects. They talk about the question of what it is to be an adult and talk it out between each other. Conversations between Sam Shepard and Johnny Dark.