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This article considers the phenomenon of pop-up practice as a medium of public art and collective assembly. I argue for the pedagogical potential of the research-creation pop-up to situate aesthetic contributions as relevant and necessary to broader public discourse. Discussing a series of case studies developed through the Mobile Art Studio, a transitory creative lab space that I founded in 2014, I consider how the pop-up becomes the vehicle for brief, carnivalesque transformations of institutional settings toward critical ends. The pop-up's performative assemblies open up provisional and contingent understandings between audiences, artists, and participants. What remains from them is the memory of a lived, embodied experience of knowledge production and translation outside traditional institutional confines. The article speaks to the pop-up as a pedagogical and research-creation tool; throughout, I explore the possibilities for resistance offered by the pop-up within the spatial and temporal contexts of late capitalism.