The Unbelievable True Story Of How The Memphis Pyramid Became A Bass Pro Shops

Crystal skulls, NBA all-stars, Mike Tyson and a legendary fish tale make this one of the most fascinating structures in America.

The Memphis Pyramid began life as a basketball arena in 1991 before becoming a Bass Pro Shops in ... [+] 2015.

The line drew tight, bending the fishing rod in half and signaling the beginning of a multimillion dollar deal. In an instant, a catfish at the bottom of the Mississippi River had changed the fate of a civic icon. The day was November 10, 2005. But before we get there, we need to rewind.

High strangeness marked the Memphis Pyramid from the start. Before the ambitious construction project for a towering, steel pyramid on the banks of the Mississippi River broke ground in 1989, renderings included a glass elevator ride to the top that never appeared; a Hard Rock Cafe; a college football hall of fame; and a short-wave radio station capable of bouncing the city's iconic blues and rock n’ roll sounds off the stratosphere and around the world.

The Pyramid, some Memphians believed, would be the southern city's answer to the St. Louis Arch, drawing visitors by the thousands and providing a riverside monument to rally around. But by the time the 321-foot tall building opened as a basketball arena in 1991, little remained of its original plans—save, except, the sixth largest pyramid on Earth and a mysterious crystal skull welded to its apex.

"That part is true," said Memphis Tourism CEO and President Kevin Kane, who has worked for the city's marketing arm since 1991. "The crystal skull sort of became folklore at some point and grew from there, but it is true. Isaac Tigrett, who founded Hard Rock Cafe, put a crystal skull in there for mystic powers or what have you. It was removed. I guess he got it back."

The "Tomb of Doom" cuts an imposing figure through a foggy, Memphis night in the early 1990s. Notice ... [+] the lack of an observation deck, added by Bass Pro Shops in 2015.

Free of its mystical burden, the Pyramid began life as a basketball arena, though perhaps not without retribution from Tigrett. On opening night, the building's toilets simultaneously overflowed causing a flood in the basement.

For 12 seasons, the Pyramid would play host to a gallery of basketball stars like Michael Jordan, Kobe Bryant and hometown hero, Anfernee "Penny" Hardaway . On the hardwood, the building's near-vertical stands and imposing structure gave way to a nickname, "The Tomb of Doom."

"The first time I hit the floor there, it felt special because we had never seen anything like it," recalls Hardaway, a four-time NBA all star now serving in his third season as head men's basketball coach at his alma mater, the University of Memphis. "As a basketball arena, the Pyramid was out of this world. It wasn't natural. It wasn't normal. It was loud, because of how the sound went to a point in the top of the arena. We had a humungous home court advantage."

Hardaway remembers the thunderous din of the crowd in his first game at the arena. Memphis fans, 21,142 strong, filled to the rafters as the hometown Tigers took on the 20th-ranked DePaul Blue Demons from Chicago. "It was amazing," he remembers. "Because we came out against a top-ranked team in the country in DePaul. ESPN set it up. Dick Vitale was there. The whole nine yards. The crowd was extremely loud that night, and the arena was state-of-the-art."

1992: Guard Anfernee Hardaway of the Memphis State Tigers dribbles the ball down the court during a ... [+] game against the DePaul Blue Demons at the Pyramid in Memphis, Tennessee. Credit: Allsport /Allsport

The superstar point guard spent two seasons at the Pyramid before being drafted third overall in the 1993 NBA Draft by the Golden State Warriors and achieving basketball immortality after a trade sent him to Shaquille O’Neal's Orlando Magic. Soon after, Nike launched his still-popular Air Penny shoe line.

For the duration of the 1990s the Pyramid continued to host University of Memphis basketball games, often ranking among the top programs nationally in attendance while filling its cavernous hold with fans clad in the school's colors, blue and gray. But by the early 2000s, a new era was dawning in Memphis. The city had swung and missed on an NFL expansion team in the 90s, but finally secured a major league franchise in 2001, when the NBA's Grizzlies were lured to Tennessee from Vancouver.

The Grizzlies were an immediate hit in the basketball-crazed town. But the summer after the first major league season in Memphis history, the Pyramid came face-to-face with its biggest night, a night bigger than basketball.

MEMPHIS, TN - NOVEMBER 15: Memphis Grizzlies' fan Evan O'Connor, 6, gets a boost from brother Ryan ... [+] O'Connor, 12, as the Grizzlies come close to beating the Timberwolves during the second half 15 November 2001 at the Pyramid in Memphis, Tennesee. The Timberwolves pulled ahead in the last minutes to defeat the Grizzlies 99-95. LANCE MURPHEY/AFP via Getty Images)

"Penny Hardaway was the most famous permanent occupant of the building," tells Geoff Calkins, a Memphis-based sports columnist since 1996. "But I think you can make an argument that [the fight] was the biggest sporting event ever in the history of Memphis."

The fight took place on June 8, 2002 when Mike Tyson challenged Lenox Lewis for the WBC World Title beneath the very rafters where Hardaway played college basketball a decade earlier.

The heavyweight contest had been originally scheduled to take place in Las Vegas, but after a press conference brawl between the two opponents, the State of Nevada refused to grant Tyson a boxing license. Memphis Mayor Willie Herenton—an amateur boxer who’d go on to fight Joe Frazier in a bizarre Beale Street boxing match years later—swung for the Tyson/Lewis battle with a $12 million bid and won it.

Herenton's civic slug hit home.

In the days leading up to the fight, international media descended on the city in droves. Private jets lined the tarmac of Memphis International Airport. A tangible buzz filled the air and the Pyramid became the epicenter of the sports world.

As the bell rang, the Tyson/Lewis fight set a record for the highest grossing event in pay-per-view history, netting $106 million from viewers and a $17.5 million purse for the combatants. The undercard featured a young Filipino fighter named Manny Pacquiao. And the scene, according to Calkins, was bedlam.

"It was Hollywood meets the Vegas Strip meets Beale Street all right there tucked into this crazy ass lookin’ pyramid on the river. It couldn't have been more electric," he describes.

MEMPHIS, TN - JUNE 8: Lennox Lewis and Mike Tyson fight for the WBC, IBO, IBF, Ring and Lineal ... [+] heavyweight titles on June 8, 2002 at The Pyramid in Memphis, Tennessee. Lewis won the fight with an 8th round KO. (Photo by Focus on Sport/Getty Images)

Tyson was an almost unparalleled box office draw. The card brought an A-list of celebrities like Samuel L. Jackson, Denzel Washington, Clint Eastwood, Leonardo DiCaprio, Tom Cruise, Britney Spears, Magic Johnson, Alec Baldwin, Ben Affleck, Dwayne "The Rock" Johnson and Donald Trump to Memphis—a blue-collar city that hadn't seen that kind of star power since Elvis Presley lived on the edge town.

"The whole damn universe came here," adds Calkins, who covered the fight for The Commercial Appeal. "There were parades down Beale Street. You couldn't go anywhere without bumping into a star. The world stopped for a heavyweight championship fight, especially when it was Lennox Lewis, this gentleman champion against the fearsome Mike Tyson."

Lewis won the fight by knockout in the eighth round. For a time, efforts were made to make Memphis a fixture for high profile fights.

The heavyweight boxing bout was the pinnacle for The Pyramid. Though the arena served as the Grizzlies temporary home from 2001-2004, Hardaway says it wasn't quite up to snuff as a professional basketball venue. Indeed, part of the negotiations bringing the NBA to town included a requirement to build a new arena.

"Knowing what the NBA is about now, I don't think that building was NBA-ready," reflects Hardaway, who would return to play on the floor of his old stomping grounds as a member of the Phoenix Suns from 2001-2004. "It was okay for college, but NBA players probably thought it was unusual because of how far they had to walk to the locker rooms. It just wasn't built like other places. I’m sure they felt that it was difficult to get into their normal routine."

FedExForum, a modern $250 million NBA arena, opened for the Grizzlies on nearby Beale Street at the beginning of the 2004-2005 season. Immediately, both the Grizzlies and the Tigers relocated. A non-compete clause meant the Pyramid could also no longer be effectively used as a year-round entertainment venue. Once home to thunderous crowds, rambunctious rock concerts and a thriving entertainment district at its doorstep, the building stood as a looming monument to obsolescence.

Bob Seger plays at Madison Square Garden on January 25, 2007, eight days before closing down the ... [+] Pyramid. (Photo by Patti Ouderkirk/WireImage)

When Bob Seger and the Silver Bullet Band rolled into town on February 3, 2007, the mothballs were briefly shaken from the cavernous venue. In a long line of acts that included Aerosmith, Prince, Elton John, Eric Clapton, Guns N’ Roses, Celine Dion and Metallica, Seger's stage lights would be the last to rise over the Pyramid stage.

"I insisted that my music manager book us at the Pyramid on that tour," tells Seger now 75. "I loved to play the Pyramid. The acoustics were a challenge, but it was such a beautiful, eye-opening venue."

Seger would kick off the building's last show with a rendition of "Roll Me Away" along the banks of Old Man River. More than two hours later, he’d cap an encore with "Rock and Roll Never Forgets."

"It's special," he adds. "It's an honor to close an arena. We closed the Palace in Detroit a few years ago as well, and it is truly an honor. Musically, Memphis is an enormously signifiant, great American city. It's the home of Elvis, Sun Records, Graceland, Beale Street, the blues. It was always fun playing there. There was nothing quite like it—very southern, very gracious, very beautiful."

Several months later, Bass Pro Shops founder and Forbes billionaire Johnny Morris found himself hiking to the top of the silent, steel sentinel where Seger's voice echoed that night. As he looked down from the rafters, visions of a cypress swamp began to fill his mind.

These stairs were the only way to reach the top of the Pyramid for nearly 25 years.

On June 21, 2012, Morris hosted a "construction kickoff celebration" inside of the empty arena. Dance was at his side as a slew of local media descended on the Pyramid for the first time in nearly a decade. A deal had been finalized on a $215 million financing package for renovations to the former arena. But had it not been for a chance encounter, the event might have never happened at all.

That tale begins at the top of our story, six and a half years before the kickoff celebration.

On November 10, 2005, four men bobbed in a boat on the Mississippi River. One was Morris. Another was Bass Pro Shops’ very first fishing department manager, Jack Emmitt. The captain was legendary mid-south river guide James "Big Cat" Patterson. The final member was a prominent Memphian with a signature, orange "T" on his baseball cap.

"I know Bill Dance!," chimes Hardaway, from his office at The University of Memphis. "He was on t.v. every weekend when I was growing up."

Such is the legend of the world's most famous fisherman, Bill Dance. The third member of the fishing crew that day is now as inseparable from the legacy of the Pyramid as the city's most iconic basketball playing son.

Instantly recognizable behind signature sunglasses and a white University of Tennessee baseball cap, the 79-year-old Dance is still going strong behind a nationally syndicated television show that's been on the air for five decades—the same show that once beamed into a young Penny Hardaway's house in the city's Binghampton neighborhood. Dance's online fanbase reaches more than a million, and he shares a slot in Memphis Sports Hall of Fame beside Hardaway.

It was Bill Dance that brought the sleeping pyramid back to life.

An empty Pyramid as configured for University of Memphis basketball circa 1992.

After FedExForum opened, the City of Memphis struggled to find an occupant for its monolithic, vacant arena. Ideas were tossed out: an aquarium, a casino, a megachurch, but according to Kane, none of them stuck. The most feasible, he said, was a megachurch; however, none of the potential suitors could afford the building's more than $700,000 yearly utility bill. On one occasion, the city was close to signing an agreement with The Recording Academy for a Grammy Hall of Fame, but negotiations fell apart when Memphis learned it would be just one of multiple sites for the museum.

Years went by, and residents grew accustomed to the tomb's dark, empty presence slicing through the city's night sky. Save a blinking, red safety beacon at the top, few could remember the last time they’d seen the Pyramid's lights turned on.

It was up to Dance to flip the switch.

Dance is no billionaire, but he does have the ear of one or two. In the course of his star-studded career, Dance became good friends with Morris, the most powerful man in outdoor sporting goods. Through Dance, Morris learned of the vacant 535,000 square foot structure positioned squarely in the heart of the American south. And it was Dance who Morris leaned on to gain insight into the the viability of an idea that seemed absurd on the surface: ripping out the Pyramid's seats and replacing them with an indoor swamp.

Early concept sketches for a redesigned interior replaced the Pyramid's seats with a swamp.

As Dance tells it, he and Morris were on a whirlwind tour of store openings when the company founder, along with Bass Pro Shops President Jim Hagle, began pressing Dance about his home city. As a Bass Pro Shops plane bounced from Tennessee to Mississippi to Alabama and Florida, the duo asked Dance about the viability of a flagship store in his home city. "They kept telling me, ‘Bill, we need a decision. Bill we need a decision,’" remembers Dance. But flight after flight, Dance dodged the question.

By the time the trio had finished opening the Pearl, Mississippi store, Morris was gathering cold weather gear for a long-awaited catfishing trip with Dance in Memphis. Again, Dance says he was pressed for an answer.

"He said, ‘Bill you live in Memphis, you know the people in Memphis, you know the store that's there already. You know the clientele. You need to make a decision as to whether we should do this or not.’

"I said, ‘y'all are crazy as a sprayed roach. I’m not making that decision.’"

But by the time the private jet landed back in Memphis, Dance had provided some feedback for the executive team—and it sounded like a love letter to his hometown worthy of a Sun Records single.

"I told them Memphis is mid-America's distribution center. It's the barbecue capital of the world, the lumber capital of the world, the cotton capital of the world. It's the home of rock n’ roll, the birthplace of the blues. The Pyramid can be seen by air, by land, and by water. It lies between two major interstates, and tourism would support it."

Unconvinced, Morris thanked Dance for his input and asked him to keep thinking. "On final approach, he asked me if it was a yes or a no for a Bass Pro Shops in the Pyramid," recalls Dance.

When the trio's wheels hit the tarmac, the deal still wasn't settled.

It would be up to nature to decide the Pyramid's fate.

The Pyramid as seen from the Mississippi River, upstream of downtown Memphis.

Catfishing is a sport akin to freshwater big game hunting. Those who fall under the spell of these whiskered giants soon revere them, worshipping catfish in the way coastal anglers might worship tuna or marlin. Like prized saltwater species, special hooks are often employed to ensure that catfish are humanely caught and released in good health. Trophy fish are often prized for their photo opportunities and then released.

Perhaps that allure is what drew Johnny Morris to make the bet, a gamble that would put more than $100 million from the City of Memphis and several times that amount from his own pocket on the table on that chilly November day. "Some people flip a coin for big decisions," explains Morris. "But I told them if we catch a big catfish today, it's meant to be. If we don't, that's a sign that maybe we better keep fishing and not worry about the Pyramid."

"I couldn't believe it," adds Dance. "I said, ‘Johnny. I’ve known you for more than 35 years and that's the stupidest thing I’ve ever heard come out of your mouth. You’re going to let a catfish decide a half-a-billion dollar deal?"

Morris was stone cold serious about it. If the Pyramid was ever going to become a Bass Pro Shops, someone on that boat would have to catch a photo-worthy catfish. "I was just right on the ragged edge of undertaking [the project]," said Morris. "The time, the financial commitment...I was torn about it."

On day one of their trip, the crew headed downstream and struck out. As the second day dawned, Patterson plotted their course upstream, where the Pyramid might appear as a silver glimmer on the horizon in just the right light. Meanwhile, Morris's phone was ringing with periodic, urgent messages from Hagle, the executive who’d helped him corner Dance earlier that week on the plane.

"Jim Hagle started calling me around 9 or 10 a.m. wanting to know whether we were going to do this thing or not," Morris explains. "I told him we needed a little more time, and probably didn't say too much to him and hung up. At noon, he calls me back and says, ‘Are we in? Or are we out?’ Again, I told him we needed more time and hung up.

"10 minutes before three, Jim [Hagle] calls me again. I can just see the smoke coming out of his ears..."

That's when the fishing rod doubled over. Emmitt, who'd been nearly half asleep in the back of the boat, loaded up on a big fish.

"Jack's rod went down and he pulled back and started reeling," cites Dance.

"Jack's rod was banging on the gunnel," chimes Morris, with excitement in his voice. "At the same time, Hagle is on the phone asking what in the world is going on."

From left; Johnny Morris, Jack Emmitt and Bill Dance with a 34-pound blue catfish caught on the ... [+] Mississippi River.

On November 10, 2005, Jack Emmitt caught a 34-pound blue catfish on the Mississippi River near Memphis. According to Morris, the catch was "almost under the shadow of the Pyramid." Today, visitors to the former basketball arena-turned retail wonderland can still spy a photo of that fish—taken by Patterson—and the trio of fishing pals above the front entrance. Below it, a plaque reads, "We’re gonna do it," the words Morris finally spoke to Hagle on the phone that day. Hagle relayed the message to then-mayor Herenton, and six and a half years later the kickoff party was held.

Today, the Pyramid is once again a thriving tourist destination. In its first year of operation, 2015, the building drew in more than 3 million visitors—six times that of nearby Graceland. Average sales hover between $45-55 million per year. Bass Pro Shops at the Pyramid is a success story from a business and civic point of view.

But by a razor's edge, it almost wasn't. Here's how thin the margin of error was: Hagle was set to make an announcement at a press conference 10 minutes after Emmitt hooked the fish. Without that bite, he would have called the whole thing off.

"If anyone catches that fish, give it a pat on the head and a kiss," adds Dance. "She's still swimming out there somewhere. The Pyramid wouldn't be there today without her."

"That's a true story," swears Morris. "I swear to the guy upstairs. I am not making one bit of that up. That's how that turned out."

A free standing elevator brings restaurant patrons to the top of the Pyramid. It sits approximately ... [+] where mid-court would have been during the venue's days as a basketball arena.

Now, almost 30 years after the initial plans were laid for the Pyramid, some of its initial forgotten promises have come true. There really is a ride to the top, a 28-story elevator built so Morris wouldn't have to repeat his hike. At last, there's a restaurant up there, too—albeit one brimming with catfish. As recently as this week, Mark and Donnie Wahlberg announced the addition of a brand new, tourist-centric Wahlburgers inside of the store. And Morris added one more touch that even the building's original designers couldn't envision, a luxury 100 room hotel where the hotdog stands used to sit.

As for Hardaway, the man who opened the building beneath a national spotlight in 1991? He admits, he wasn't a Bass Pro believer at first. "But I was wrong," he concludes. "It's a gift to the city. I have been back inside many, many times now. We take recruits up there, right to the top. It's beautiful."

That's something Hardaway, Seger, Dance and Morris all agree on. Perhaps, the next time you visit Memphis, you will, too.