Fillmore West 1969 - The Complete Recordings

Four complete consecutive nights live (February 27 through March 2, 1969) at the Fillmore West

Released: 2005



Good Morning, Little Schoolgirl [9:45]
Doin' That Rag [6:33]
That's It For the Other One [20:02]

Dupree's Diamond Blues --> [4:00]
Mountains of the Moon --> [6:04]
Dark Star --> [21:45]
St. Stephen --> [8:22]
The Eleven --> [13:08]
Turn On Your Lovelight [17:55]
Cosmic Charlie [6:01]


Morning Dew [11:05]
Good Morning, Little Schoolgirl [11:00]
Doin' That Rag [6:56]
I'm A King Bee [7:31]
Turn On Your Lovelight [19:09]

That's It For the Other One --> [19:03]
Dark Star --> [19:43]
St. Stephen --> [7:51]
The Eleven --> [15:13]
Death Don't Have No Mercy [9:58]

Alligator --> [3:45]
Drums --> [4:02]
Jam --> [15:01]
Caution (Do Not Stop On Tracks) --> [8:47]
Feedback --> [5:41]
We Bid You Goodnight [1:11]


That's It For the Other One --> [21:03]
New Potato Caboose --> [11:42]
Doin' That Rag --> [6:00]
Cosmic Charlie [5:50]

Dupree's Diamond Blues [4:48]
Mountains of the Moon [4:52]
Dark Star --> [23:17]
St. Stephen --> [8:05]
The Eleven --> [5:47]
Turn On Your Lovelight [18:57]
Hey Jude [8:12]


Dark Star --> [21:18]
St. Stephen --> [7:59]
The Eleven --> [12:45]
Turn On Your Lovelight [16:27]

Doin' That Rag [7:19]
That's It For the Other One --> [23:30]
Death Don't Have No Mercy [10:33]
Morning Dew [10:19]

Alligator --> [4:00]
Drums --> [6:52]
Jam --> [25:31]
Caution (Do Not Stop On Tracks) --> [9:13]
Feedback --> [7:54]
We Bid You Goodnight [2:01]


Liner Notes:

Fillmore West 1969
The Complete Recordings

Listening to the Grateful Dead's live music at home, from tapes in the '70s and '80s to the more recent flood of archival vault releases and Dick's Picks CDs, has been so overwhelmingly normal for so very long that it's hard to remember where it all started. Actually, the first recorded live Dead music that Dead Heads ever heard was loaded with all sorts of significance.

It was the first live 16-track album ever made. It is unquestionably one of the two or three greatest live rock albums ever made. And it is arguably the Dead's greatest album; certainly it is the defining document of the first great era of Dead performance. And, by the by, it was essential in saving the band from financial implosion in late 1969/early 1970. It is called Live/Dead, and this package represents the critical part of the raw materials that were used to create it.

The general corollary to pretty much everything the Dead ever did was: make it better. In terms of sound recordings, this meant 16-track, a profoundly significant breakthrough. While it was true that the genius of Atlantic Records, Tom Dowd, had been using eight-track for some years, most recording through 1968 essentially used variants of two-track. (Sgt. Pepper was created on three-track!)

Providentially, 16-track made its appearance just as the Dead had sufficiently completed their apprenticeship in studio technology to be ready for it. They had by and large let the Warner Bros. staff record their first album, and then had gone deep into what studios could do--in fact blurring the line between live and studio--with their second album, Anthem of the Sun. They'd pretty well finished Aoxomoxoa in the fall of 1968 when they made a stunning discovery.

They were working at Pacific Recording in San Mateo, south of San Francisco, and just down the road from the Ampex Corporation in Redwood City. Ampex was an outre place, home to both technonerdiness and LSD-based inspiration long before anyone named the region Silicon Valley. After WWII it had begun manufacturing tape recorders based on captured German magnetic technology, and then in the later '50s had created the first commerically successful video tape recorder. Eventually, someone figured out how to apply audio recording heads to a video recorder and--shazam!--16-track was born.

Late in 1968, Ampex installed "Prototype #2" at Pacific Recording. The Dead's recording brain trust, which included Owsley "Bear" Stanley, Bob Matthews, and Betty Cantor along with Garcia and Lesh came in, "fooled with it for a couple of hours," said Matthews, and said, "Fuck it, we're redoing Aoxomoxoa."

Along with the prototype, they also found a guy from Ampex named Ron Wickersham, then designing a mixdown room to automate patching, and swiftly drafted him into the Dead's technical karass.

They set to work re-recording and remixing Aoxomoxoa, but very quickly they began to think of applying this new mode to the real Grateful Dead, the performing band. They weren't sick to death of the studio yet, but even then they were clear that the stage and live performance was central to who they were. Wickersham was a problem-solving engineer, and he was particularly interested in the problems of recording live. He'd worked in radio, and his philosophy, he said, was to have the recording process intrude as little as possible into the act of performance. He created a "mic splitter," so that one microphone was recording and one was the PA line mic. They first tried out the new equipment and the 16-track at Winterland on New Year's Eve, but didn't do too well--the tapes were unusable.

Undiscouraged, the crew--Ram Rod, Rex Jackson, and the new guys, John Hagen and Bill Candelario--brought the equipment to the Avalon for a run January 24-26, 1969. As it happens this was not a Family Dog show--Chet Helms was temporarily out of business, and the Avalon was being run by Bob and Bonnie Simmons. The show poster was Rick Griffin's cosmic death-and-egg design, which would become the cover of Aoxomoxoa. The album was originally entitled "Earthquake Country," but Griffin was a big fan of palindromes, and the band went with his taste.

The Avalon run was more productive than New Year's Eve, and on the third night they recorded versions of "The Eleven" and Bobby "Blue" Bland's "Lovelight" that would later appear on Live/Dead. But these tunes would be part of the second half of what they would put out. They still had to capture satisfying versions of their focal material, and they needed another run to do that.

Early in February they toured through the Midwest for a copule of weeks. This was not the Dead of the '80s or '90s, a smooth-running, supremely popular behemoth. Their sales between the coasts were modest in the extreme, and promoters tended mostly to complain about the size of the Dead's guest list. Efficiency was not a prime concern for a group of guys who, most nights, were almost all stoned on acid. (On the show before the Avalon run in January, they'd taped a couple of tunes on "Playboy After Dark," taking care to dose everyone in the room--Bunnies, lighting guys, and Hugh Hefner himself.) After all, they were mixed by Owsley, and while he could be inspired, smooth and efficient were not words associated with him.

The other thing their management heard from promoters was a near-hysterical pleading for the band to--please, once in a while!--play a song, and then another! Uh, no. That's not what the Dead were about in 1969. A couple of years later, Garcia told an interviewer that on Live/Dead, "We were after a certain sequence, a serious, long composition, musically, and then a recording of it."

A serious, long composition, indeed. Almost everything the band had done musically in the past 18 months had, it turned out, gone to creating a suite of songs that together would have an elegantly powerful impact. Their first significant group compositional effort had been "Caution." It hinted mightily at their potential, but the "tune" was diffuse and the words were more evocative than clear. The same was true (although much-improved) of their second good effort, "Alligator." Two years after they'd begun as a cover/blues band, the Dead began to become The Dead in September 1967, when Garcia began playing a figure that went from A major 7th to E 9th.

They were playing for two nights at the Dance Hall, a rustic ballroom near the Russian River in Rio Nido, north of San Francisco. In the afternoon, they'd rehearse. Garcia played the figure, and Lesh and Weir began playing it back. The significant new element in their labors was Garcia's old pal Robert Hunter, who'd been hanging out in New Mexico until he'd gotten word that they were working on his lyrics for Pigpen's "Alligator," and that he should come hang out and see what happened. He showed up just in time to hear them working on what he called "that waah, amorphous thing."

Dark star crashes
pouring its light
into ashes
Reason tatters
the forces tear loose
from the axis

Searchlight casting
for faults in the
clouds of delusion

Shall we go,
you and I
while we can?
Through the transitive
nightfall of diamonds

He'd only been into poetry for a year, but his background in folk music had inclined him to think in terms of writing lyrics. Sitting on the grass outside the Dance Hall, he began to scribble. Very quickly he had something, and when the band took a break, he showed Garcia the lines. Garcia smiled approval, and they had the start of a song.

In later years, Hunter would remark that his function in the Dead was to "articulate the hallucinations." His arrival was essential, because their early lyrics tended to be simplistic and derivative. Hunter completed their creative energy, and "Dark Star" was the first pivotal result.

"Dark Star" was a liberating song for them; it was a jumping-off place, a launching pad that could send them wherever they wanted to go. It was the alchemist's philosopher's stone, which could transform anything into anything else. "Dark Star" enabled them to do that in music. Over the next year and more, they would play it most nights, and it would develop tremendously. In particular, they found that by slowing the tempo, they added extraordinary power.

By early 1968, the suite--which is to say a song cycle starting generally, with "Dark Star" jamming into a number of different songs, including "China Cat" and "The Eleven," then ending with a dose of Pigpen, most perfectly "Lovelight" - had become the shape of a Grateful Dead second set. In June, they debuted the other "big song" that could follow "Dark Star," "St. Stephen."

"St. Stephen" took form in a very different way from "Dark Star." It had begun life as a Hunter lyric with his own melody.

Hunter recalled it as coming out quickly, and as something whose "radiance" he felt immediately. Garcia also recognized the power the images evoked--St. Stephen with his rose, a bucket "hanging clear to hell," a "Lady finger dipped in moonlight," a babe wrapped in scarlet colors--somehow universal, ancient and contemporary all at once, and all wrapped in moral philosophy--"one man gathers what another man spills"--and questions: "But what would be the answer to the answer man?"

The writing of "Dark Star" had started with the tune, and the lyric attached itself effortlessly. Garcia, later assisted by Lesh, who set the bridge, found writing "St. Stephen" somewhat more complicated, and what came out was wonderful--but very complex. Later Garcia would say that much of the material of this time was "cumbersome to perform" and "overwritten." It required major rehearsal time and effort.

It also required a more sophisticated keyboard player than Pigpen, which was one of the reasons why Tom "T.C." Constanten, who'd been in the Air Force and worked on both Anthem and Aoxomoxoa while on leave, would join the band in November 1968. Many things became possible with T.C., although in the end his best contributions came in the studio.

Part two of what would evolve into the suite was a tune begun by Weir after hearing a Yardbirds song on the radio. Inside his head their shuffle turned into a new rhythm, and he and Kreutzmann began to work it out. Roughly a month after the gigs at Rio Nido, they were playing at the Straight Theater in San Francsico and a friend of Bill's named Mickey Hart sat in for a set--and instantly became a member of the band. That fall they rehearsed for a while at the former synagogue next to the Fillmore Auditorium, and there Weir's rhythm began to acquire some serious propulsion with the two drummers. They had two tunes in development--something by Garcia based on a vague take on crucifixion, which included the line"He had to die"--and the other one, Weir's riff. "The Other One" it became.

"Dark Star" into the collective "Other One" was one major version of the suite. But there was another major new tune, and in the end the Dead chose to use a version of it for Live/Dead. Because of the technical limits of the so-called "long playing" album--22 minutes at most on a side--and their financial limits at the time, they had four sides to work with, and no room for "The Other One."

The suite continued to evolve--actually, it would establish a template for Dead concerts for the next 20 or 30 years--and, for example, "The Eleven" would be grafted onto the end of "St. Stephen." But one idealized version (there were many other possibilities) would emerge: "Dark Star" into "St. Stephen" into "The Eleven" into "Lovelight," with the Reverend Gary Davis' "Death Don't Have No Mercy," "Feedback," and Joseph Spence's Bahamanian blessing "We Bid You Goodnight" as an encore.

Back from their February tour, they played an odd hippie gig, "The Celestial Synapse" at the Fillmore West, a couple of dates at the Dream Bowl in Vallejo, and a "Mickey Hart and the Hartbeats" exploration night at the Matrix. Four nights were scheduled at the Fillmore West, February 27 to March 2, and once more the crew picked up Prototype #2 for work.

There was a very important reason for thinking that they'd do better at the Fillmore West than they'd done at the Avalon. Truth was, it was home. To this day, if you ask a member of the Dead about the venue, he'll likely call it the Carousel, because that's how he first learned the name. It was the Carousel Ballroom, and he and his fellow band members owned the joint--or at least the lease.

In January of 1968, the Dead set out in two different directions in pursuit of their ongoing goal of independence: they struck a partnership with the band Quicksilver Messenger Service and with them organized a tour of the Pacific Northwest, eliminating the usual business layers of promoters and booking agents. They also decided to stop dealing with either the Avalon or the Fillmore Auditorium and open up a hall of their own.

Dan Healy and Bob Matthews had gone to Emerald Studios in San Francisco because it had a four track machine they wanted to use, and met a guy who told them about an Irish dance hall called the Carousel Ballroom located above a car dealership at the corner of Market St. and Van Ness Ave. The Dead had a buddy named Ron Rakow, a former New York stock market trader who wanted a role in the band's scene. Rakow put together a scheme in which the Dead, Quicksilver, and the Jefferson Airplane, having just replaced Bill Graham as their manager with their friend Bill Thompson, formed a company called Triad to manage the Carousel, with each band committed to performing free often enough to keep the place going.

Rakow knew little about running a music hall, and in the end the arrangements he made to take over the Carousel were completely untenable. But for about three months, the Carousel became a revived version of the Haight-Ashbury dream, all under one roof. On March 3, 1968, the Dead metaphorically waved goodbye to their old home neighborhood, by now destroyed by overpopulation and crappy drugs like speed, by playing, literally, on Haight Street, a magic moment in their lives. (Pictures from that day are the centerfold of Live/Dead.) Soon after, they'd all move to Marin County. Twelve days after the Haight Street Performance, they and the Airplane opened the Carousel.

The Carousel was a last gasp of that millennial vision, a sanctuary for craziness, a place where anything could happen--and generally did. "It was our creative laboratory," said Mickey Hart. It was also home, complete with a kitchen run by the gloriously gifted Annie Corson. Rakow booked it. One friend, Johnathan Riester (one of the legendary Psychedelic Rangers of Big Sur), became house manager; a new friend, Jon McIntire, became the concessions manager. Jerry's childhood friend and one-time Dead roadie Laird "Barney" Grant became stage manager. Bear and Bob Matthews wired the place and supervised the sound.

The Carousel was first of all a musicians' clubhouse, the hangout for not only the members of the Dead, Airplane, Quicksilver, and Big Brother, but almost everybody else in town with any claim to a reputation. They could come free and generally find something entertaining happening. And it wasn't just local hippie musicians; Rakow also booked Thelonious Monk and Johnny Cash, among others.

But second, it was an unparalleled experiment in social deconstruction, the "epitome of anarchy at its finest," said Jon McIntire. One night they offered people a choice for their admission--burn a $1 bill or pay $5. Many paid. Another show, someone brought a butchered sheep, and paid his admissions with a limb. The cash register, Garcia recalled, had a bloody stump sticking out of it "with a whole bunch of dollar bills gummed together with lamb's blood. It was surreal."

In May 1968, the Carousel hosted a Digger gathering called the "Free City Convention," which included an orgy organized by Jefferson Poland, founder of the League for Sexual Freedom. The next morning, they discovered that someone had rearranged the letters on the marquee to read "Free Cunt," which somehow failed to endear them to city officials. Two weeks later, the Diggers were trumped by the Hells Angels, who produced a Big Brother show in which so much beer was spilled on the dance floor that it dripped down into the auto showroom, damaging a number of cars.

Musically, socially, and technically, it was the ideal environment for them. So when Rakow's management crumbled into informal bankruptcy and Bill Graham took over the lease in June 1968, it really didn't seem to change things terribly much for the Dead. Their vibes were all over every square inch of the Carousel, and calling it Fillmore West mattered very little. It was natural that they go "home" to record.

Uncharacteristically, they made rather specific plans for recording the February 27-March 2 run. They drastically cut down the number of songs they would perform (and if ever Dead Heads could complain about a lack of variety, it would have been on these four nights!), and set things up so that, roughly (as in all things, they weren't entirely consistent!) they would play a first set centered on "Cryptical Envelopment" and "The Other One" and a Pigpen tune or two, and a second set with some variation of the suite. Clearly, they were as focused and ready as they could be.

So, naturally, their first set of the run was less than majestic. Unhappy with their equipment, they muttered to each other--"What's going on here?"..."Spaghetti monster"--before Garcia turned to the audience to bemoan their fate. "It's really too weird up here, it really is... Truly weird. Beyond the pale." They roared into a complete "Other One," and ran for the dressing room.

But that's what first sets are for. A deft "Dupree's" was followed by a lovely "Mountains of the Moon." Weir and Phil carried the tune out as Garcia turned to swap his acoustic for an electric, and they launched into a "Dark Star" for the ages--or at least for the album, followed by a "St. Stephen" ditto, and they had the first disc of Live/Dead. They closed the last night, March 2, with "Death Don't Have No Mercy"--("Alligator/Caution" was cut)--"Feedback"--"We Bid You Goodnight" for side two of the second disc.

But let me tell you why I've always answered the desert island question I occasionally get--what one Dead show would you take?--with "March 1, 1969." As with every other night this week, they're clean, crisp, and charged out of the box. The first set roars from the "Cryptical" on, and it may well be the best "Cosmic Charlie" ever.

In the second set, the "Dupree's," the "Mountains of the Moon," the suite--all magnificent, truly wonderful. But listen to the encore. Having moved heaven and earth, they stumble back on stage, audibly blown out of their own socks. Garcia sounds as if he's just run a mile. The audience will not be denied, and he more or less groans OK. They hadn't done an encore the second night, nor would they the fourth night. But on March 1st, they shrugged and said yes.

What a hoot. Their "Hey Jude" is undoubtedly the worst performance of this song in the known history of the universe. Pig can't sing it, the drummers can't keep time--it's simply astonishing how bad it is. And in that contrast, in that willingness to fail, in the distance between heaven and the hell of the "Hey Jude," is a precise snapshot of who the Grateful Dead were: the most amazing musical gamblers of our time. And this run is an Ace-high straight flush, as good as it gets.

Which is why these four shows so richly deserve the every-note-played treatment. It's the reverse of recycling; when a great improvisational artist has a run like this, it's not merely the obsessed that might like to listen to three or four versions of the same song. When truly inspired, each version has its own shape, contour and feeling, and that's true whether it's the Dead at the Fillmore West, Miles at the Plugged Nickel, or Trane at the Vanguard. I suspect this only really works with improvisational music, where glorious freedom meets the inexorable demands of craft; composing in real time is a strange and sullen art.

And listening to all this will give you an interesting perspective on the band's own taste, allowing you to ponder why they selected the versions they chose. In any case, they chose well. When Warner Bros. released Live/Dead, Rolling Stone said that it "explains why the Dead are one of the best performing bands in America, why their music touches on ground that most other groups don't even know exists...each change made with care and a strange kind of tact, you can only marvel at the distance you've traveled in such a short period of time.

Ironically, just as the Dead went off to the Fillmore West to record this material, Robert Hunter and his lover Christie were moving in with Jerry Garcia and Mountain Girl in Larkspur. There, proximity would quicken the flowering of their songwriting collaboration to a fabulous new level. Songs like "Uncle John's Band" and "Ripple" and "Attics of My Life" lay ahead of them, songs that would expand the Dead's playing and repertoire into a multi-optional menu of possibilities. They would evolve beyond the purely experimental mode to a full and masterful range of musicianship.

But boy they were good at being experimental.

--Dennis McNally



Grateful Dead

Tom Constanten - Organ

Jerry Garcia - Lead Guitar, Vocals

Mickey Hart - Drums

Bill Kreutzmann - Drums

Phil Lesh - Electric Bass, Vocals

Ron "Pigpen" McKernan - Vocal, Harmonica, Organ, Percussion

Bob Weir - Rhythm Guitar, Vocals

Produced by: David Lemieux and Jeffrey Norman

Executive Producer: Cameron Sears

Recording by: Bob Matthews and Betty Cantor

Mixed and Mastered by: Jeffrey Norman at Club Front, Novato, CA

Archival Research by: Eileen Law/Grateful Dead Archives

Photography by: Rosie McGee, Herbie Greene, Michael Merritt, Baron Wolman, Peter Simon, Amalie R. Rothschild, Suanne C. Skidd, Sylvia Clarke Hamilton

Cover Lettering by: Richard Biffle

Art Coordinator: Brian Connors

Liner Notes by: Dennis McNally

Design by: Robert Minkin/

Special Thanks: Phil Driver, L. Budd, Orion Trist, Stephen Jarvis



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This album was released in November 2005. The tracks on Live/Dead come from these four shows.

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