Beneath a Sea of Stars

Originally Performed ByGhosts of the Forest
Original AlbumGhosts of the Forest (2019)
Appears On
Music/LyricsTrey
VocalsTrey
HistorianMatthew Sottile (mjsottile)
Last Update2025-11-16

History

In 2019 Trey introduced a deeply personal side project, Ghosts of the Forest, written after the loss of close long-time friend Chris Cottrell in early 2018 and his sister Kristy Manning in 2009. To top it off, TAB keyboardist Ray Paczkowski had fallen ill shortly after Chris passed. It suffices to say, this was a period of time where Trey was grappling with grief, loss, and introspection about life from that perspective.  As Jon Fishman (who performed for all Ghosts of the Forest shows) said regarding this:

“There’s a lot of death around us. Things get real. I think there was a focus on the realness of life as he experienced it up to this point, and trying to say things in a straightforward manner, and not sugar-coating. The focus was on the realness of the life experience and the beauty of the world, and the beauty of music.”

Ghosts of the Forest was a result of his personal journey through this process. The musical seed for this project was "Beneath a Sea of Stars," and it plays a core role in the structure and theme of the Ghosts of the Forest project.  In a 2019 interview Trey talked about how this song laid the foundation that led to writing the narrative live show that ultimately was performed in April 2019.

"That song is set up like a long night in the woods, you hear the hooting of the owls, and we go into the woods together with the spirits. Then it gets darkest before the dawn, in that trippy section, and then in the middle there’s a sunrise moment: “morning birds arc in magnetic parade and the dawn is slowly breaking.

The morning brings a little clarity and hope and spirituality with the "blue all around" part, but at the end, reality hits again and we kind of smash back through the glass right back into the confusion from the beginning of the album. This feels accurate to me when it comes to grief, at least in my experience."

The Ghosts of the Forest project was first performed on April 4, 2019 at the State Theatre in Portland, Maine. Eight more performances occurred in April of 2019, concluding with the April 20, 2019 show at the Greek Theatre in Berkeley, CA that was released as an official live performance.  Ghosts of the Forest was revisited during the COVID-19 Beacon Jams on November 6, 2020.  After the initial Ghosts of the Forest performances in 2019, “Beneath a Sea of Stars” entered the regular rotation with Phish on June 29, 2019.

While "Beneath a Sea of Stars" as performed by Ghosts of the Forest has three parts, Phish has only performed "Part 1" in regular rotation.  Part 1 begins with that long night in the woods, starting with the sounds of the forest as samples of bird song before instruments join in.  The gentle, dreamy quality of the music enters a lyrical section that is an apt description the Phish live experience:

We're all here together and the weather's fine
Dancing in a dream and we're free of time
The lights are flashing and the waves are crashing
Dancing in a dream beneath the sea of stars

In most performances of the song, those starting lyrics evoke a cheer from the crowd as most people see themselves and their experience reflected in the words. At the regular Mexico shows when "Beneath a Sea of Stars" has been performed, the mention of the lights flashing and the waves crashing, dancing in a dream beneath the sea of stars seems particularly apt - it perfectly captures the moment with the ocean off to one side and the stars up above.

Musically this night time walk in the woods is a dreamy, relaxed journey. "Beneath a Sea of Stars" appears almost exclusively in a mid-second set placement where the show relaxes into a gentle outward breath where we get to take a moment from the energy of the start of the set before launching into a likely higher energy conclusion.  The structure of the song naturally lends itself to improvisation as is evident from the variation in performance length over the shows where it has appeared.  The song typically ranges from the 7 minute length up through 15 minutes, but the length of the song doesn't give any indicator to how a performance may unfold.

The performance from August 29, 2021 at the Gorge Amphitheater clocks in on the shorter length, but the performance hardly feels rushed or lacking. At the 4 minute mark, as the song drifts into its instrumental conclusion we hear Trey say "Hey Toph, turn off the lights" before entering a relaxed, beautiful period of improvisation where the band and audience experience the summer night with the sea of stars visible above.

On the other end of the spectrum is the first Jam Chart worthy performance on July 9, 2019 at the Mohegan Sun Arena where the song clocks in at 16:54. In this performance, the instrumental portion of the song leaves the gentle, fluid structure that it typically has and enters more energetic and psychedelic spaces.  There are moments of high-paced interplay between Trey and Page, punctuated by distortion laden transition periods involving the whole band.  These periods of higher energy tease the second and third parts of "Beneath a Sea of Stars" that have yet to be played by Phish that appeared with Ghosts of the Forest.

Phish “"Beneath a Sea of Stars", Part 1” - 7/9/2019, Uncasville, CT. Video by Phish

Where Phish leaves the night in the woods under the stars, Ghosts of the Forest continues onward. We find ourselves near dawn in Part 2: the gentle music transitions into a darker mood as the dawn and morning arrive. We hear about misty shapes on the horizon with a theme of early sun rising as the forest, land, and sea come into focus. Lyrically this section of the song evokes the tactile and visual senses that come to the fore in the morning : the mountains, the sea, and the pine needles of the forest. At this point, we’re awake and “the ghosts are out to greet me”.

Part 3 appears separately from 1 and 2 during the Ghosts of the Forest performances. As Trey stated when discussing the genesis and development of the Ghosts of the Forest performance, he knew the overall story was going to end when it was “blue all around”. This final part has a faster, upbeat pace and lyrically we spend less time perceiving the world around us but instead focus inward.

When I start out believing
I don't know where to begin
I can't see if it's up or it's down
Whether it's out or it's in
And it's blue all around

Lyrically the song wraps up by returning to the beginning that we visited in Part 1 and 2, waking up and being greeted by the ghosts again.  In the Ghosts of the Forest performances the song wraps with each performer leaving the stage one by one until the song concludes on a single instrument melody.

Ghosts of the Forest “"Beneath a Sea of Stars", Part 3” - 4/4/2019, Portland, ME.  Video by Gregory M.

See also: "Beneath a Sea of Stars Part 1,""Beneath a Sea of Stars Parts 1 & 2," and "Beneath a Sea of Stars Part 3 (blue)"

Last significant update: 11/15/25

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