Sometimes, there’s just no other way to put it. Holy shit! Kanye West took over the final night of SXSW 2011 with 3-hour marathon show that featured Jay-Z, John Legend, Mos Def, Justin Vernon from Bon Iver and numerous members of his G.O.O.D. Music record label (Big Sean, Pusha T, CyHi Da Prince, Mr. Hudson). This entire was not-so-secretly put on by VEVO in the Seaholm Power Plant dubbed “The VEVO Powerstation.” The inside of the building contained vaulted ceilings stretching a good hundred feet high. The inner pipings and scaffoldings were exposed and lit by flourescent light. A gigantic set of illuminated (and fully video capable) letters spelling out G.O.O.D. Music adorned the back of the stage. The excitement was palpable and the crowd was elated just to think this was even happening. What was delivered was a stunning private event that will come to be remembered as the show that stole this year’s SXSW music festival.

A song-by-song recap follows:

Opening – Nine members hit the stage in ski masks. Only one reveals his face and that is Mos Def. The most seasoned of the G.O.O.D. music members, Mos performs his tracks with the least grandstanding. Jumping from one to the next without pausing.

Mos Def plays: “Oh No,” “World Premiere,” “Lord Lord Lord,” “Brooklyn in My Mind”‘ and “Casa Bey”

Pusha T is next on stage. Known as one half of trap hop group Clipse, Pusha T is aggressive with venomous delivery. The crowd is already going crazy bopping in every direction.

Pusha T plays: “Grindin’,” “What Happened to That Boy” and “My God”

T is followed by Big Sean. Sean is a bit more straightforward hip-hop than Pusha T’s raw delivery. His material is known well by the crowd, proving this audience is not just industry friends, but true fans of the culture.

Big Sean plays: “Too Fake,” “Supa Dupa Lemonade” and “My Last”

CyHi Da Prince takes the smallest slot the rotating artists. He performs only “Sideways,” an equally aggressive club banger accompanied by a masked violinist.

CyHi Da Prince plays: “Sideways”

One of West’s proteges, Mr. Hudson, takes the stage here, joined on sequencer by Caspa. Platinum blond haired, Mr. Hudson is unmistakable in his appearance and voice. His voice this strong and each syllable glides by his delivery. “Forever Young” prompts the night’s first joyous singalong.

Mr. Hudson plays: “Love Never Dies (Back for the First Time)” and “Young Forever”

And finally before the main event, Kid Cudi performs a selection of his very best. Cudi carries himself with laid-back confidence. His half-singing, half-rapping approach instantly makes him stand out from the rest. “Day ‘N’ Night” and “Pursuit of Happiness” also get loud singalongs.

Kid Cudi plays: “Mr. Rager,” “Memories,” “Day ‘N’ Night” and “Pursuit of Happiness”

And finally, the man himself, Kanye West appears on the risers ensconced entirely in shadows. The crowd goes wild and rushes forward. West is, not surprisingly, larger than life in his demeanor, stalking back-and-forth and commanding the audience’s attention effortlessly. As the set progresses each of the promised members re-appears and a few additional surprises take place. John Legend joins West, Kid Cudi and Pusha T for G.O.O.D. Friday track “Christian Dior Denim Flow” and just West for the epic, heartfelt “Blame Game.” Bon Iver’s Justin Vernon appears stage left innocuously for “Dark Fantasy” early on and then a gripping rendition of “Lost in the World” in the set’s penultimate track. And finally–not to be outdone–Jay-Z appears in the first encore to perform along with West on “H.A.M.” and “So Appalled” and also does snippets of his own tracks “My Name is HOV” and “Big Pimpin’.”

This night was magical for a serious hip-hop fan. Kanye West has cemented himself as a true rap celebrity, essentially a Humphrey Bogart of the modern rap landscape. He amorphously can do whatever he wants. Serious and heartfelt, confrontational and though provoking, intricate and complex, it makes no difference. He’s a real superstar.

“Oh No” – Mos Def
“World Premiere” – Mos Def
“Lord Lord Lord” – Mos Def
“Brooklyn in My Mind”‘ – Mos Def
“Casa Bey” – Mos Def
“Grindin'” – Pusha T
“What Happened to That Boy” – Pusha T
“My God” – Pusha T
“Too Fake” – Big Sean
“Supa Dupa Lemonade” – Big Sean
“My Last” – Big Sean
“Sideways” – CyHi Da Prince
“Love Never Dies (Back for the First Time)” – Mr. Hudson and Caspa
“Young Forever” – Mr. Hudson and Caspa
“Mr. Rager” – Kid Cudi
“Memories” – Kid Cudi
“Day ‘N’ Night” – Kid Cudi
“Pursuit of Happiness” – Kid Cudi
“Dark Fantasy” – Kanye West and Justin Vernon
“Gorgeous” – Kanye West and Kid Cudi
“Hell of a Life” – Kanye West
“Can’t Tell Me Nothing” – Kanye West
“Christian Dior Denim Flow” – Kanye West, John Legend, Pusha T, Kid Cudi
“Blame Game” – Kanye West and John Legend
“Ordinary People” – John Legend
“Power”/”Say You Will” – Kanye West
“Runaway” – Kanye West and Pusha T
“All of the Lights” – Kanye West and a marching band
“H.A.M.” – Kanye West and Jay-Z
“Monster” – Kanye West and Jay-Z
“My Name is HOV” – Jay-Z
“So Appalled” – Kanye West and Jay-Z
“Big Pimpin'” – Jay-Z and Kanye West
“Lost in the World” – Kanye West and Justin Vernon
“Good Life” Kanye West

All photos by WireImage/Getty