Fun Fun Fun Fest lived up to its name in spades last weekend, showcasing local and not-so local bands of all genres on three stages in two short days.

Day 2 was teeming with talent and intrigue as local acts like I Love You But I've Chosen Darkness, Riverboat Gamblers, Car Stereo (Wars) and Moth!Fight! did their thing, laying the groundwork for an out of town lineup any festival would get green over. The afternoon gave us both Celebration and The Cave Singers, two bands that could have easily held the stage after sundown on their own. The Cave Singers got the sun-drenched time slot on center stage but overcame it, performing songs from their album, Invitation Songs. We only caught the last bit of their performance, but we're looking forward to their inevitable return to ATX (and our chance to hear a longer set!). As the sun set on Sunday (and we enjoyed the brief charge we felt that day, having gained an hour), we settled in for three big name sets: Murder City Devils, Battles & Cat Power. Keep reading to find out what we thought.

To read what else we had to say about day one, click here for part one and here for part two. To see our first round of photos from day one, check out our Snapshots post, or read Gregg Gillis of Girl Talk's thoughts on the weekend by clicking here. More thoughts on the weekend to come, complete with live reviews, interviews and photos: stay tuned!

Against Me! What with the major label bidding war and everything, lately Against Me! have as many detractors as they do champions--but the latter were the solid majority during the anthemic folk-punk band's 2nd-billed set on the punk stage Sunday. Singer Tom Gabel sang with a gravelly rasp borne out of countless shows in dive bars and basements, and, despite some technical issues on the drummer's end—it sounded like a malfunctioning kick-drum pedal—the band played thrashed hard like the seasoned road dogs they are. After inviting what seemed like half the crowd onstage for an impromptu sing-along, Gabel and Co. seemed to disappear entirely, handing the mic stand over to a few spirited lads for the chorus of set closer "We Laugh At Danger"—and then, right on time, the band crashed back into the mix, proving once and for all that Against Me! count themselves and their fans as one and the same. -Matthew Dewitt

Ocote Soul Sounds: Sometimes, you just want a band to shut up and play some music. And sometimes, that band you want to shut up just won't shut up, and feels the need to talk between every song, perhaps in an effort to overcome the vocals-less music. Sometimes, that talk you just want to stop is way too preachy for anyone's good. Sometimes that talk severely undermines really fine musicianship.

So that's the dig on Ocote Soul Sound, an effortlessly talented seven-man collective led by our little talker himself, the well-loved TV on the Radio collaborator and Antibalas founder Martín Perna. While his flute playing was practically flawless, and the always-chill songs progressed smoothly and seamlessly, what got old really fast was his maddening need to spout enviro-love and anti-fencehood to a predominantly left-wing crowd that had heard such platitudes a million times before.

And that's a shame, because the band's Latin-infused jams are really quite good. Using a full range of instruments and rhythm-melting techniques, the amazingly relaxed band—at ease on the stage, always professional, and with no need for a pulpit—pulled off fine renditions of songs from their 2006 album El Niño y El Sol. If only those songs had been all we'd heard, well, that would have been nice. -Nick Courtright

Cave Singers: The one band that unexpectedly impressed us was The Cave Singers from Seattle. Unassuming and immediately disarming, the trio transformed the afternoon into an eerily sunny, folk daydream, led primarily by singer Pete Quirk's vocals. Odd, nasally, and strangely reminiscent of Stevie Nicks, Quirk's vocals created a transcendent mood rarely experienced at festivals; maybe it was the intimacy he created, his emotive yells, or his still and calming presence that stirred us. Mostly, though, the perfect combination of a deep bluesy bass, bare melodies, train-whistle sounds, washboards, a little synth noise, and snare-brushed drums won us over completely. No wonder they're signed to Matador. -Mercedes Kraus

Celebration: Another vocalist worth noting was Katrina Ford of Celebration. The smokiness, sexiness, and moodiness of Feist with the depth and energy of Yeah Yeah Yeah's Karen O, Ford's voice absolutely stood at the forefront of the vibrant, sometimes cacophonous Baltimore-based band. The tribal drums gelled nicely with the steady layer of organ, but after a while most of the songs seemed to blend together a bit too much. Where we appreciated a graceful buildup, we were disappointed and honestly a little bored when songs didn't crest or mature into anything more than lovely noise and indistinguishable lyrics. Occasional surprises like Ford's sexy yelps and energetic hair tossing helped the on-stage organ drone from turning us into fun fun fun zombies. -Mercedes Kraus

Lifetime: It became clear while watching Lifetime’s set at around 6:40pm on Sunday exactly how much influence the New Jersey group had on melodic hardcore music during their heyday. As soon as the 5-some started up with their palm-muted, swift and heartaching sound, it was as if they were doing karaoke to the entire Through Being Cool record by fellow Jersey boys Saves The Day. Lets be clear though, STD began as a band in 1997, which was the year Lifetime broke up. It wasn’t until 2005 that new life was breathed into Lifetime during a few reunion shows, and now the group have released their first record in ten years. And, after all this time, their sound hasn’t changed much at all. Snappy drum beats, fast punk melodies and relationship issues were in abundance as they played tunes off their new effort like "Airport Monday Morning" as well as older ones like "The Boy’s No Good" from Jersey’s Best Dancers. -William Mills

Ocelot: All around Ocelot’s one-man-and-a-laptop DJ set full of digital chirps and beats danced a crowd full of some totally consumed, some holding back and some who damn well should have known better. Seeing Ocelot in his own little world, dancing while he twiddled nobs and punched buttons really opened up the particularly trampled on patch of dirt in front of the stage for whatever interpretations you had the nerve to showcase.

Some were caught up in an animated jiggle with back spasms, which was quite similar to those doing a ridiculous herky-jerky robot. A handful of patrons were utterly ingested by the music that effectively turned their bodies into a warm stream of taffy, loose and writhing that flowed to the ground and back up again. From a trudging buzz to tinkering clanks and repeating vocal samples behind the easy-to-follow, mesmerizing thumps, Ocelot’s hands found the beats that kept their bodies in motion. A few people went all-out with their hands in the air dancing like they were in the club and even doing the side-to-side foot stomp. Sights like that can scar a man for life, or at least make you glad you’re sober. There were, of course, also plenty of people with dark sunglasses wearing cold, aloof stares. But, even they broke down eventually to a toe tap and a head nod. -William Mills

The Heart Attacks: It must have been some kind of cosmic joke or just dumb luck that The Heart Attacks took the stage right as the portable toilet truck was making its rounds early Sunday afternoon emptying toilets around the park. This one just happened to be right beside the stage. Just as they kicked off their brash rock and roll the small, spotty crowd in attendance caught a big, thick whiff of human waste so foul you could tasted it in the back of your throat.

But the band didn’t seem to mind too much. The guitarists took their wide stances, leaned back gritting their teeth and watched their fingers slide along the frets. The singer buckled over screeching into the mic with his other hand wrapped up in the chord and tucked at his side. Distorted guitars and sassy screams is what came out of this band who put a lot of stock in their rock and roll image, with super-tight pants, bandannas hanging from their back pockets, purposeful hairdos and sleeveless shirts exposing tattoos. -William Mills

Murder City Devils: I had no idea of the fervor that would meet this Washington garage band's reunion, but hoooooly cow did people lose their shit for Murder City Devils--signature switchblade tattoos and swooning female fans were the order of the day for both shows, as were clouds of idle chatter about the band--"didn't Moody used to be a truck driver?" "Aren't they all secretly, like, really Christian?" As if their Saturday midnight set at Mohawk wasn't ferocious enough, MCD's headlining show on Sunday was the loudest, ugliest, most beautiful noise to be heard all weekend, even drowning out the medical helicopters arriving and departing from Breckenridge. Frontman Spencer Moody, looking somewhat the worse for wear in a stained t-shirt with a lion-esque clump of hair-beard obscuring most of his face, wailed his morbid tales of sin and redemption while the band played fast and loose with garage-rock conventions, trotting out a string of classics including "Dancing Shoes" and a rousing rendition of "I Want A Lot Now (So Come On)" which, as Moody explained, is about ex-skinheads growing pompadours to cover the swastikas tattooed on their scalps. Rock and roll! -Matthew Dewitt

Cat Power: Things we learned Saturday night about Cat Power frontwoman Chan Marshall: that she has a busted eardrum…that she's on steroids…that she wants to shoot each of the stage-lining speakers… that she likes to apologize when she thinks she's being unprofessional… that she was born deaf…that she had family in the crowd who were judging her…that steroids make you angry and that's why you're stronger…that she points out people who appear ill in the crowd even when they aren't really ill…that she tells people when she coughs up something green…

The list could go on. And it became apparent through this, and Marshall's constant running to stage left (and off the stage…and onto the adjacent stage…and in the middle of songs…and between songs…) to consult the sound technicians, that her reputation as one of the most quixotic and mood-driven musicians in the world today is completely and totally fucking earned. It's almost enough to make you wonder why she keeps getting gigs. And then you hear her sing.

Chan Marshall, god love her, is blessed with an absolutely stunning voice, and that, coupled with her skillful and ultra-professional backing band, makes her not only one of music's most neurotic personalities, but also one of its most talented. It seemed like a dose of hubris when she was introduced as "perhaps the world's greatest soul singer," but it also seems pretty hard finding a counter-argument. Playing a variety of her famed cover songs and selections from her original work, she effortlessly teased passion out of her sore throat, and wowed her audience with an uncanny ability to seem entirely distracted and entirely focused at the exact same time.

So, yeah, Cat Power. A study in contrasts, and an utterly unique performer. Although I was often annoyed by her strange tics and the almost frightening temper that was constantly boiling just beneath the surface of her performance, I can say one thing for sure: there is no way in hell I'm not seeing her next time she comes to town. I mean, who knows what we'll learn? -Nick Courtright

Battles: If you were lucky enough to see Battles at Emo's this summer, you knew what to expect on Sunday night: an almost heartbreakingly long set up soundtracked by teaser loops, made worse by stage meandering and tuning, brief glances at the crowd, and bass drum thumps that pushed you to the edge of whatever metaphorical seat you were on. Battles don't give a hell of a lot to you easily: you have to work, watch, listen intently. They're a challenging band, Battles.

And yet, when they begin their maelstrom of noise and cacophony, there is a feeling of instant recognition, even for those unfamiliar with the songs, because the performance is so leading, so concerned with themes (and returns to themes), and just plain old fucking intense, it's hard to feel excluded. A friend nearby had wandered over to intimate that he hadn't really heard much Battles yet, but was excited to see them based on what he'd heard from others. About 45 seconds into the first song, his eyes were wide, he looked drugged or bewildered or deranged --actually, his eyes looked quite a bit like guitarist/keyboardist/vocalist Tyondai Braxton's-- and spent the rest of the set straining to understand where all the sound was coming from. "There's only four people up there," he said, his voice sounding almost defeated, as if the real message was, "This doesn't make sense, I can't understand it."

This sort of feeling is typical at a Battles show, though. The loops and occasional vocal sample astound, but the actual instruments being played are the centerpieces: John Stanier's drumming, partnered with guitars, keys, loops and bass, are at times a throwback to pure classicism. Hung high, Williams and Braxton's guitars are tapped and tinkered with like delicate museum pieces (sometimes played with just one hand, to make room for some other instrument's introduction), and despite all the sweat and movement, the precision is a showcase for the group's remarkable talent as musicians. They aren't just writing incredibly difficult, challenging pieces, they're executing them flawlessly. Loops and samples fluctuate between augmentation and primary, starting as one thing, being distorted into another, coming back to where they were, then being joined by harmony. Guitars interject and leave commentary, obtuse and conversational, since their cat and mouse game breaks up the driving, head-bobbing portions as if to say, "Things are more complicated than this." It's similar to the way the strings can bob and weave against an aria, indicating a more complex theme to come. And like their classical ancestors, though despite their reliance on computers and electronics, they are writing songs that are meant to be performed live. An album listen is only an indication of the whole here.

Battles aren't limited by their (perhaps incidental) connection to classical composition, though. Their unique brand of post-prog avant jazz is at all times electronica, rock'n'roll, hip hop, and postmodern. Like any good jazz combo, they hint and tease with themes and moments, flirting with unknowable time signatures, then make you wait and focus on the path between those moments that are easier to digest. The return to theme in "Tonto" was brief and fleeting, but it was exhilarating, earning a round of applause that seemed to say, "We all made it back there together, yay us!" They're asking us to hang on, to be challenged --as they are, no doubt-- and to revel with them as these moments come around again. -Paige Maguire