In Another Times Forgotten Space


Walking into The Warfield, there was a palpable energy in the building long before the first show got underway.  Standing in the ornate theatre in which The Dead performed fifteen sold out shows, and about to witness history, there was a unique unknown to the entire event.  Familiar faces from across the nation slowly filled the 2,300 person venue, prepared for the most highly anticipated journeys in recent memory.  There seemed to be a controlled feeling of wonder about what was soon to happen, and everyone shared the sense that these three nights would not be your average concerts- and everyone was most certainly correct.

Phil and Kids w/ Kimock (S.Millman)

"Hello Old Friend" 4.15.99 (S.Millman)

As people settled into their seats, anticipation quietly grew amidst the ganja haze until Phil and his kids, along with Kimock, came out in front of The Warfield’s red curtain to symbolically open the run with Eric Clapton’s “Hello Old Friend.”  Welcoming Phil back from liver transplant surgery, and welcoming the adoring fans to these special nights, this added a personal touch at the onset of the shows.  But when the curtain rose, the band took no time at all to get going at full throttle.

Opening the show with one of The Dead’s earliest staples, the band tore apart a thirty-minute version of the classic, “Viola Lee Blues.”  The start of the song drew a huge roar from the crowd, but as the band improvised through several distinct jams, people began to be floored by what they were witnessing.  Never did anyone think they would step on stage and dive into the improvisational trenches with the coherency that they did.  As the band wrapped back around to the final drop back into the song, they had already brought the audience on a wild psychedelic adventure that no one could believe.  Quoting, “The “Viola Lee” was so long and intense that many old time family members had to leave their side stage perch to go catch a breather outside The Warfield.”  And things were just getting started.

Donna, Phil, and Trey, 4.16 (S. Millman)

Donna, Phil, and Trey, 4.16 (S. Millman)

The rest of the set was highlighted by the appearance of  “Cosmic Charlie,” and the improbable combination of “Wolfman’s > Uncle John’s Band.”  When the first notes of “Wolfman’s” bellowed over the crowd, the Phish sector of fans were overjoyed- we had our answer- the band would be integrating Phish songs into the predominantly Dead-based sets!  As the band moved out of the composed section of “Wolfman’s” they entered some incredibly patient improvisation that led beautifully into a scorching 24 minute adventure of “Uncle John’s Band” that was a high point of the night.

It is quite hard to nail down “highlights” of these shows, as every single song could be considered one.  The level of musical communication and improvisation was stunning for a group of musicians who had practiced together for only a short time.  The aspect of the music that was so surreal was hearing Trey and Page’s familiar styles and licks integrated seamlessly into the milieu of Grateful Dead music.  Hearing Trey back Kimock and Phil with his signature rhythm licks, or hearing him solo within the context of this music was pure magic.  Unintimidated by standing on Garcia’s legendary stage, Trey let his mojo flow, emerging with some of his best-ever playing.  The interplay of Trey and Kimock was sublime- the two guitarists were so focused on each others’ offerings, they often stood on stage staring at each other while shredding intertwining lines.  The entire experience had the audience silent and in awe of the group’s musical theatrics.  I don’t remember ever being more focused at any live music experience in my life, as the shows were quicky surpassing anyone’s expectations.  And that was just the first of six sets.

Page and Kimock (S.Millman)

Page and Kimock (S.Millman)

“Sugaree” provided the first standout segment of the second set as Kimock and Trey exchanged intense solos.  Integrating Bob Dylan’s late ’60s anthem into the set, they gave a cross-generational nod to the culture The Dead and Phish had collectively carried into 1999.  Trey sang and played on a poignant version of “Row Jimmy,” treading on sacred Garcia territory and doing it justice before the band drove into an extended funky escapade down “Shakedown Street.”  The band flowed smoothly throughout the first part of this jam and then brought the music far deeper, beyond the song’s traditional textures.  Eventually, they coyly segued into “The Wheel” in classic late-second set Grateful Dead fashion.  Crafting these sets with intention, the band used one of the Dead’s staple show closers to end night one with a brilliantly played “Not Fade Away.”  To describe in depth the musical spirit that filled The Warfield on this night would be futile, as the the magic that hung in the room was tangible.  It was heavenly- and there were still two more nights to come.



Everyone stepped into the theatre on the second night much more clued in to what would happen.  But the way in which the improv would progress over these nights, no one could predict.  This middle show was a virtual greatest hits performance of The Dead’s history, while the band also blended in the best version of “Prince Caspian” ever played, and a rhythmic-focused “Chalk Dust” to the delight of the Phish minority in the crowd.

Kimock, Phil and Trey (S.Millman)

Kimock, Phil and Trey (S.Millman)

As the curtain rose, the night started with the thrilling triumvirate of  “Help On the Way > Slipknot > Franklin’s Tower,” with an insanely intricate jam coming in “Slipknot.”  As the twisting imrov ended and the entrance into “Franklin’s” was lined up, the crowd readied themselves for the melodic arrival.  As Page took lead vocals beautifully on “Franklin’s Tower,” night two couldn’t have started out any better.

After stops in Pink Floyd’s “Wish You Were Here” and “Tennessee Jed,” one of the most powerful moments of the three nights took place.  These entire shows were in the memory of The Grateful Dead’s peerless musical tradition, owed in large part to Jerry himself.  To honor Garcia in his own home, the band entered a painfully soulful rendition of “Stella Blue”- one of Jerry’s most revered ballads.  Yet as the band played the song, Kimock’s guitar sang the lyrics, leaving the space for Jerry’s spirit to fill the air.  An ultimate tribute to the fallen hero, the band offered this spiritual gift with utmost care.   Following these incredibly emotional moments, the band busted into one of The Dead’s older fan favorites, “Alligator,” bringing some upbeat improv and signature Trey funk to the table.

Spirits soared with the fantasy setlist and the quality of music that was coming from the stage- no one ever expected it to be this good.  While it was unknown how the band would interact before the shows started, it was plain to see that they were locked into each other’s playing and enjoying the adventures every bit as much as we were.  The one unknown (for me) before the shows- drummer John Molo- was proving to be a master of his craft, complementing, framing, and adding to the music as masterfully as anyone could.  An astounding drummer, his work enhanced the band’s sound throughout the weekend.  Everyone at these shows were now immersed in the thick of the three night run.  With three memorable sets down, and three to go, the midpoint was like being wedged in the middle of a dream.

The second set of this night was one of the strongest of the run, boasting incredible jams in every song.  As Donna Jean joined for parts of this set, they opened with the catchy “Bertha” to get things started in joyful fashion; but what came next, nobody was expecting.  Out of all the Phish songs that Trey could have chosen to bring to Phil’s shows, he chose “Prince Caspian,” one of his favorites, yet a song that is hated on by more than a few Phish fans.  But when this band took a more patient and rhythmic approach to the song rather than the two-chord, heavy guitar themed Phish version, pure wonderment was the result.  Credit Kimock for lending his amazing playing to this version, working with the rest of the band to create the best “Caspian” ever performed.  Cerebral and transcendent, this mellow approach to the song seemed to fit the vibe perfectly, and any questioning of why Trey chose this song dissipated instantly with the onset of the emotive and gripping improvisation.

The next combination of songs were some of the most hallowed in Dead history, as the band delved into “St. Stephen > The Eleven” followed by Phil’s “Unbroken Chain.”  Each segment of improvisation grew more impressive than the last as the band began to gel more and more throughout the course of the three nights.  The tightness and serene quality to their jamming was unfathomable- until you remembered who the people standing on stage were.  Upping the ante with each masterpiece they dusted off, the improv took on a distinctly hybrid quality- integrating elements of both The Dead and Phish’s style of jamming, with a result that was remarkable.  To hear Trey shred apart “St. Stephen,” mixing his searing lines with Kimock’s more Jerry-based tone created an amalgam of sound that was overwhelming.  As they moved into “The Eleven,” a melodic rush of energy infused everyone in the room listening to the band’s cooperative playing behind Trey’s guitar narration.

“Unbroken Chain” took on a specific poignancy being Phil’s song, and having been such an elusive piece of Dead music for so long.  The band locked into some of the best playing of the night for Phil’s composition, as they created yet another stunning rendition of a Dead legend.  Again, Trey’s leads stood front and center for much of the jam, as he was completely comfortable surrendering to the flow and letting himelf go.  Following Phil’s song, they busted right into Trey’s song- “Chalk Dust Torture.”  Taking some of the rocking edge off the song, the band played a chugging version of the Phish classic whose textures landed right in the middle of both band’s music.  Following the normal composition, Kimock and Trey engaged in some intricate guitar work that brought the song far from its Phishy foundation.  The band capped the set with a spirited and heavily improvised “Scarlet > Fire,” a favorite of all fans, Phish and Dead alike.  An appropriately acoustic “Ripple” was the encore after a night of raucous psychedelic exploration.



4.16.99 (S.Millman)

4.16.99 (S.Millman)

The musical peak of these three nights took place during this first set.  As the band opened “Dark Star,” The Dead’s most psychedelic epic, they announced that it was on tonight.  The band reached a fluidity during the opening half of this show that we dream about experiencing from any band.  The most stunning improv of the three nights came at the onset of this show in “Dark Star > It’s Up to You,” the latter being the only Kimock song included in the weekend.  The band played so naturally and organically through “Dark Star’s” open ended jam, creating a unique musical universe along the way.  It wasn’t quite Dead music, and it wasn’t Phish music, while Kimock and Molo also left their indelible signatures on this jam-and the weekend.

As the opening “Dark Star” jam continued, the cosmic interplay of the band leapt from the stage as one entity; no one dominating the music whatsoever.  The band remained connected and flowing like a river throughout this segment, building energy as the improv progressed.  Lost in the sonic bliss, The Warfield was silent as the band navigated some of the most beautiful music ever played in the building.

As the first jam of “Dark Star” peaked in a cascade of rhythm and melody, the band naturally landed back in the composed verse before taking the music right back out and into the shimmering intro to “It’s Up To You”- one of Kimock’s most poignant tunes.  Without knowing the song very well, this section was absolutely flooring seeing that it produced, in my opinion, the best jam of the three nights.  The blissful composition highlighted each member’s delicacy and gave way to an improvisational ride like no other.  Kimock took the lead guitar, as Trey began to chop rhythm licks behind him.  The way Phil played bass was like having another melodic lead on stage, and his interplay with Kimock during this section was sublime.  As Kimock continued his noodly lead atop the band, Trey’s added some tonal color to the jam before the band shifted gears into a darker musical palette.

At this point, Trey’s rhythm licks grew far more significant, and all of a sudden, we began to feel like we were at a Phishier show as he began to orchestrate the jam from behind the scenes.  Molo hopped on board with Trey’s grooves, and the next thing you knew, we were in a swampy Trey-led funk jam that Kimock continued painting with perfect leads.  This is pure and this is IT.  While the band swam in IT for most of the weekend, this is the jam that has been talked about most by many people as the highlight of the run.  As the band dissolved back into the composition, the crowd was in awe at what had gone down since the beginning of “Dark Star” a half an hour ago.

Coming to a stop, the band moved into the Dead’s ballad “Days Between.”  Out of the slower song, the band built a nasty Trey-led jam, creatively bringing the band back into the second verse of “Dark Star.”  Gliding through the serene musical plane, the band surprisingly segued into John Coltrane’s version of “My Favorite Things,” also covered by Kimock at the time in his band, KVHW.  This nod to Coltrane’s psychedelic mastery brought yet another historical figure into this universal musical soup.  Effortlessly moving like a jazz-fusion quintet, this was most definitely a treat for all, and another instance where Page and Kimock were collectively killing it.  After “Mississippi Half-Step,” they closed the best set of the run with a particularly stirring 22-minute version of “Birdsong” with Page on lead vocals.  This was getting too good to be true, and now there was only one set left to go.

The final set of the weekend was reserved for a run through some hallowed Dead classics- and one by Phish.  Opening the set with potentially the Dead’s greatest opus, “Terrapin Station” filled The Warfield as Trey and Phil switched off singing.  Simply magnificent, the band nailed the musical suite with both precision and emotion, basking in the mysteries dark and vast.  The ending jam of the song melded into a calm soundscape, highlighting the collective musicianship of everyone’s new favorite five-piece band.  But before long, they molded this mellow music into another climactic piece of improv, this time with Kimock taking it to the top.  It was as if the band continuously tried to create the best piece of music throughout the weekend, and they largely succeeded.

As this jam ended, a Trey loop was left in the background!?  Before we got a hold of what was going on, Phil was dropping Gordon’s bass intro to “Disease!”  Playing the melody in his own Leshy way, Phil lent a completely different feel to the song than Mike.  A slower paced version, Trey was all shits and giggles during this unique version of one of his favorite Phish songs.  “Terrapin > Disease!”  Were they joking?!  In one of the most fun surprises of the weekend, The Warfield turned into an impromptu Phish party for about ten minutes as Trey happily took front and center for his song.  Far from Phish, this interpretation of “Disease” fit congruently with the feel of the weekend.  As the music began getting quieter, the band melted back into the second verse of “Dark Star!”  Yes, that read “Disease > Dark Star.”  Combining traditions like we never imagined, the band fluidly morphed Phish and Dead songs on more than one occasion throughout the weekend.  Taking the the psychedelic epic out yet again, the band created another flowing jam, this time descending into “Friend of the Devil.”  The Garcia classic was followed by two more in “Casey Jones” and the sacred, “Morning Dew.”  The latter provided the final truly improvised piece of the weekend, and the band took us on a spiritual ride through the poignant Jerry-sung traditional ballad.  You could hear a pin drop in the theatre as the emotional jam resonated with everyone in the building.

As the band moved into a final segment of “Goin Down The Road > We Bid you Goodnight,” there was a bittersweet feeling of reverence encapsulating my mind for the most magical three nights of my life.  They say all good things must come to an end, but I didn’t want to leave.  This was different; this was a deeper magic from the dawn of time.  The encore of Phil’s own “Box of Rain” fit perfectly as the end of the an other-worldy three nights:

…It’s all a dream we dreamed
one afternoon long ago

Walk into splintered sunlight
Inch your way through dead dreams
to another land…

Walking out of The Warfield, my mind was spinning.  There was so much processing that needed to be done, and just wait till we got a hold of those tapes!  Three nights like none other in my musical career; I had been affected.  Walking out in wonder, I meandered onto “scenic” Market Street of San Francisco, and right into the rest of my life.


“Dark Star -> It’s Up to You”


Prince Caspian > St. Stephen > The Eleven





4.16.99 Phil and Friends @ The Warfield < LINK

4.16.99 Phil and Friends @ The Warfield < TORRENT LINK

I: Help On The Way > Slipknot! > Franklin’s Tower, Wish You Were Here, Tennessee Jed, Stella Blue*, Alligator

II: Bertha**, Prince Caspian > St Stephen > The Eleven > Unbroken Chain, Chalkdust Torture, Mountains of the Moon, Scarlet Begonias**> Fire On The Mountain**

E: Ripple (acoustic)**

*instrumental ** W/ Donna Jean Godchaux MacKay

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82 Responses to “In Another Times Forgotten Space”

  1. wanderin Says:

    @ Billy … I will try and post it in the next few days and will get back to you

  2. Billy Breathes Says:

    right on…in case i miss it…i’m at:

    i’ll repay the favor…somehow someway…

  3. Billy Breathes Says:

    here’s the glorious setlist:

  4. spideyguy0 Says:

    I’m so mad at MusicToday right now, it’s ridiculous. After never recieving an email telling me if I was picked in the lottery or not they finally get my to my email asking about it telling me that I was no selected. 0 for 4 now on lotteries. And the worst part is I’m not gonna be able to be by a phone or computer on Saturday for when Fenway goes on sale. If there’s anyone on here who got extras in the lottery or who isn’t trying for Fenway and could try to grab me 2 on Saturday please email me at

  5. Mr.Miner Says:

    that “Standing on the Moon” was a special musical moment in a night that generally featured two many people on stage- though it the vibe at the Greek was awesome..

  6. flyz51 Says:

    Many thanks for making this run of shows available, especially so for your serving them up with such eloquent commentary.

    I started following the Grateful Dead with the release of their first album and was fortunate enough to see them a few times. Following the give and take between the passionate fans of both bands has been amusing and enlightening.

    When I first heard of this run of shows, it was a couple of years after the fact. It came as no surprise to me that Phil was the catalyst. Of all the members of the Grateful, Phil is the one with the musical training and the fire in the belly to make this collaboration work. IIRC, it was Phil who wrote “Passenger” for Terrapin Station so the band would have something to play that rocked harder than what they usually did in concert. It shows in the subsequent Phil and Friends and Quintet shows where the entire range of the Grateful Dead songbook gets a markedly more energetic (and frequently fiery) reading than the Dead ever gave it.

  7. Selector J Says:

    Hornsby tangent continued:

    Bruce’s nephew passed away last January in a car accident in Charlottesville VA. He was a huge Phish fan, a really talented guitarist, and a great guy. Very sad that we won’t be running into each other at future shows.

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