One of the most exciting orchestra concerts I’ve ever attended was the Boston Symphony Orchestra’s performance of Beethoven’s 9th Symphony on Boston Common in September of 1998. The police estimated that the crowd was 80,000 people strong, and as I recall most of them stood packed, shoulder-to-shoulder over an area the size of a football field in front of the stage. Seiji Ozawa, whose 50th anniversary as music director was being celebrated, was ill, and Assistant Conductor Federico Cortese conducted the first movements, but it was announced that Ozawa would take the podium for the final movement, the Ode to Joy. But after only two movements, Cortese left the stage. Boston Globe critic Richard Dyer described Ozawa’s surprise early arrival: “There was some applause as the soloists entered and took their positions, but the real thrill came on the giant video screen, where the audience could see Ozawa standing in the wings, speaking quietly to Cortese. A few seconds later, Ozawa took a deep breath and walked on, as the Tanglewood Festival Chorus and the audience leapt up, and even the orchestra applauded.” I remember extended cheering and raucous applause. Where, we might ask, did these 80,000 people come from, and where did they go after it was all over? Many of the standard explanations for the difficulties that orchestras have in appealing to the popular audience seem flimsy in the face of this overwhelming if short-lived response. Perhaps a good place to start would be to understand the differences between the popular music culture and the orchestra culture to see how they are difficult to integrate. I have been developing a conceptual model for analyzing the structure of the popular music culture and comparing it with the classical music culture which turns out to be quite revealing.