They called it "the Liverpool of the South," and for good reason.

In the late 1970s and early 1980s, Athens, GA became an overnight hotbed for some of the quirkiest rock and roll music in the country. The creation of local hangout The 40 Watt Club, a bustling scene of professionals who were as much fans as they were musicians and some huge would-be world conquerors and local heroes like The B-52's, Pylon, Love Tractor and R.E.M. all made the Athens scene a killer destination alongside the Seattle grunge movement of the early '90s and other burgeoning local subcultures.

Twenty-five years after the documentary Athens, GA/Inside Out chronicled the last great groundswell of activity in the area, Omnivore Recordings is revisiting that fertile period with a brand new reissue of the film and, for the first time ever on CD, its soundtrack.

Directed by Jim Herbert, a professor at the University of Georgia's Lamar Dodd School of Art (and frequent collaborator with R.E.M., having helmed 14 videos for the band), Athens, GA/Inside Out is a look at this most unique of scenes - one built upon love for playing and listening music and creating art, as well as a place where competition between bands was friendly. These groups never let their hopes and dreams of making it big get in the way of how much they genuinely liked each other, and the interviews and performances captured on film are as much proof as anyone could want.

Not only will the film be backed with special features, including a commentary track by the director and producer, deleted scenes and a 2003 interview with Kate Pierson and Cindy Wilson of The B-52's, but the soundtrack - largely unreleased on CD but for R.E.M.'s tracks (included on an import expansion of Lifes Rich Pageant in 1993) - has been augmented by five bonus cuts. Three are performances featured in the film but never released on CD, while two are heard here for the first time. Most prized among those cuts would likely be a cover of The Rolling Stones' "Shattered" by Love Tractor, featuring R.E.M.'s Peter Buck sitting in on guitar.

This loving tribute to a much-beloved era of alternative rock will be released October 9. Click here to order your copy and check out the track list after the jump!

Various Artists, Athens, GA/Inside Out: Expanded Edition (Omnivore Recordings, 2012)

Disc 1: Expanded LP (originally released as I.R.S. Records 6185, 1987)

1. Na Na Na Na - The Squalls
2. Crazy Hazy Kisses - Flat Duo Jets
3. (All I've Got to Do Is) Dream - R.E.M.
4. Pretty - Love Tractor
5. Nightfall - Kilkenny Cats
6. Window Sill - Time Toy
7. Stop It - Pylon
8. Hi - Time Toy
9. His and Hearse - Bar-B-Q Killers
10. Golden - Dreams So Real
11. Swan Swan H (Acoustic) - R.E.M.
12. Jet Tone Boogie - Flat Duo Jets
13. Elephant Radio - The Squalls
14. Search and Destroy - Love Tractor **
15. Room 101 - Kilkenny Cats *
16. Got to Give It Up - Love Tractor *
17. Hunchback in the A.M. - Bar-B-Q Killers *
18. Shattered - Love Tractor and Peter Buck **

* denotes bonus track from original film. ** denotes previously unreleased recording.

Disc 2: Original feature-length documentary (released as PolyGram Video 041 650-2, 1987)

Special features:

• Director/producer commentary
• Testimonials from Dave Schools of Widespread Panic, David Gamble of The Method Actors, and more
• Interview with Kate Pierson and Cindy Wilson of The B-52's (2003)
• Bonus scenes