Bruce Springsteen went acoustic last night at the Prudential Center in Newark, NJ to pay tribute to The Band’s Levon Helm, who died Apr. 19 from throat cancer. Helm, 71, had one of the most distinctive voices in rock.

Bruce picked up a six-string to cover The Band’s hit song “The Weight,” which Helm had sung with the group.

Springsteen and the E Street Band played for almost three hours and went through a repertoire of 21 songs, before coming back for an encore that included such classics as “Born to Run,” “Dancing in the Dark,” Rosalita (Come Out Tonight)” and “Tenth Avenue Freeze-Out.”

Bruce knows how to put on a concert. But his most emotional song was the old Band favorite, which led the encore. The audience sang along.

Bruce picked up the guitar after seeing a fan hold up a sign saying “Play one for Levon.”

Bruce called the artist “one of the greatest voices in country rockabilly and rock and roll. Just staggering while playing the drums! When I auditioned Max I actually made him sing,” he joked, according to the Newark Star Ledger.

“But Levon, both his voice and his drumming, was so incredibly personal; it had a feeling on the drums, comes out of a certain place in the past, can’t replicate it,” he said.

A total class act. Check out the video below: