Tom Petty and the Heartbreakers set new standards during a 20-date residency held in January and February 1997 at the Fillmore in San Fransisco. The epic, nearly month-long run of performances included tried-and-true hits, various guest appearances and countless cover songs, some of which Petty had never previously played live and would never again.

The goal, in essence, was to let loose and enjoy the ride.

"I thought the Fillmore would be the best place to do it, because the audience here is much more forgiving in as far as letting you experiment – and it proved true," Petty told Mojo in 1999. "They just went with us, to the point that we got very comfortable over that long run. I think the long run was a great idea, because we weren't promoting anything, and we had no reason to do it, other than we wanted to do it."

Nothing was off limits, as evidenced by the rollercoaster ride set lists that included songs like the Grateful Dead's "Friend of the Devil," the Rolling Stones' "Satisfaction," JJ Cale's "Call Me the Breeze," Bob Dylan's "You Ain't Goin' Nowhere," the Kinks' "You Really Got Me," Bill Withers' "Ain't No Sunshine" and dozens more. (Set lists from the residency's first two nights can be viewed below.) Each night, the Heartbreakers brought out something new.

Listen to Tom Petty and the Heartbreakers Play 'Satisfaction' in 1997

“We changed the songs every night and took some liberties with some of the arrangements here and there,” guitarist Mike Campbell told UCR in an exclusive interview. “I’m really glad we got that on tape. Of course, we had some guest artists like John Lee Hooker, Roger McGuinn, Bo Diddley.”

Often, the performances would run deep into the night, a feat of endurance that may have been helped by the fact that the Fillmore only held around 1,200 people, making for an up-close-and-personal rock experience that suited both fans and the band better than a large-scale stadium.

"We played everything that came across our minds," Petty said in 2005's Conversations With Tom Petty. "One night we played for four hours – which really isn't like the Heartbreakers. But we just got into a groove, and it went fine. The encore was an hour and a half. And it was great, because it was intimate. ... And you can do things in a smaller theater that you can't do in a coliseum, so it's kind of liberating."

It also helped that the band had gotten familiar with their new drummer, Steve Ferrone, who joined the band following the departure of original drummer Stan Lynch. "His feel is so different than Stan, but we had settled in with him," keyboardist Benmont Tench told Rolling Stone in 2021.

Still, Tench was admittedly a bit skeptical at first that such a spontaneous residency was feasible.

Listen to Tom Petty and the Heartbreakers Play 'Friend of the Devil' in 1997

"When Tom said, 'We’re going to do all these concerts and do a bunch of different stuff,' I was like, 'We can’t do that. That’s chewing off way too much.'" Tench added. "But it wasn’t chewing off way too much. It was the best thing we could have done. It refreshed the band as much as touring with Bob [Dylan] did in 1986 and 1987, and as much as doing Full Moon Fever refreshed Tom. It was really great."

Settling in for a long run of dates wasn't entirely foreign to the Heartbreakers: They got their start in 1970 doing something similar. "When I first met Mike and Ben, we played like a residency in this club in Gainesville, Fla.," Petty said in 1999, noting that the Fillmore residency "proved very successful in terms of rejuvenating us, and making us feel good about the band, and whether we should carry this thing on a little further."

Some recordings from the residency appeared on 2009's The Live Anthology box set, but most of the tracks remained widely circulated bootlegs until Campbell confirmed a pending box set in February 2022. Decades later, he still referred to it as "almost the pinnacle of the band."

Petty agreed, saying the Fillmore dates "may be the best time we've ever had musically" during a 1997 talk with BAM magazine. "We're all getting along real well, everyone's happy. It's maybe the best time of our lives really."

Listen to Tom Petty and the Heartbreakers Play 'Ain't No Sunshine' in 1997

Tom Petty and the Heartbreakers Live at the Fillmore Set Lists

Friday, Jan. 10, 1997
1. "I Won't Back Down"
2. "Jammin' Me"
3. "Little Girl"
4. "Shakin' All Over"
5. "You Don't Know How It Feels"
6. "Diddy Wah Diddy"
7. "I Want You Back Again"
8. "Goldfinger"
9. "King's Highway"
10. "I Got a Woman"
11. "The Apartment Song"
12. "Asshole"
13. "I'm Gonna Stick to You"
14. "Time Is on My Side"
15. "Mary Jane's Last Dance"
16. "It's Good to Be King"
17. "Runnin' Down a Dream"
18. "Free Fallin'"
19. "You Wreck Me."

Saturday, Jan. 11, 1997
1."Rip It Up"
2. "Jammin' Me"
3. "Shakin' All Over"
4. "Diddy Wah Diddy"
5. "Walls"
6. "Slaughter on 10th Ave."
7. "On the Street"
8. "Image of Me"
9. "I Won't Back Down"
10. "The Best of Everything"
11. "Ain't No Sunshine"
12. "I Want You Back Again"
13. "Little Maggie"
14. "Keepin' Me Alive"
15. "Treat Me Nice"
16. "Believe What You Say"
17. "Parchman Farm"
18. "Love Is a Long Road"
19. "You Don't Know How It Feels"
20. "Mary Jane's Last Dance"
21. "It's Good to Be King"
22. "Gloria."

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