Performing in the round at the Celebrity Star Theater in Phoenix (July 23, 1978), George Carlin mesmerizes his audience in the second of his 12 HBO specials.

The show was originally planned as part of a concert/sketch movie, The Illustrated George Carlin, that never came to fruition.

The routines include: "Death," "Kids & Parents," "Newscast #2," "Time," "and "Al Sleet, The Hippy-Dippy Weatherman."