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Ultimate Spinach

Psychedelic/Space Rock

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Ultimate Spinach Behold And See album cover
3.84 | 37 ratings | 5 reviews | 41% 5 stars

Excellent addition to any
prog rock music collection

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Studio Album, released in 1968

Songs / Tracks Listing

1.Gilded Lamp of the Cosmos
2.Visions of Your Reality
3.Jazz Thing
4.Mind Flowers
5.Where You're At
6.Suite: Genesis of Beauty (In Four Parts)
7.Fifth Horseman of the Apocalypse
8.Fragmentary March of Green

Line-up / Musicians

-Ian Bruce-Douglas/ Guitar,Harmonica,Keyboards,Wood Flutes,Vocals
-Barbara Hudson/ Vocals, Guitar
-Geoffrey Winthrop/ Lead Guitar,Sitar, Vocals
-Richard Nese/ Bass
-Keith Lahteninen/ Drums,Vocals
-Carol Lee Britt/ Guest Vocalist

Releases information

LP MGM 4570

Thanks to alucard for the addition
and to Angelo for the last updates
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ULTIMATE SPINACH Behold And See ratings distribution

(37 ratings)
Essential: a masterpiece of progressive rock music(41%)
Excellent addition to any prog rock music collection(43%)
Good, but non-essential (16%)
Collectors/fans only (0%)
Poor. Only for completionists (0%)

ULTIMATE SPINACH Behold And See reviews

Showing all collaborators reviews and last reviews preview | Show all reviews/ratings

Collaborators/Experts Reviews

Review by philippe
SPECIAL COLLABORATOR Honorary Collaborator
4 stars I think that Ultimate Spinach deserves the attention of all 70s prog heads because their music is a genial cocktail of kick ass 60s pop and infectious-fuzzy-moody-psyhedelic epics. I consider their first as an obvious classic; Behold And See presents a highly inspired musical trip but not all songs are masterpieces. The two first compositions really deserve a listening and I consider them to be among the best pieces written by the band. The title track is a bluesy trained song with sensual stoned female vocals. It features beautiful, melancholic melodies, nice fuzzy guitars. Moody acid bluesy rock at its best. Mind Flowers is just awesome, this song gives me shivers, a stoned journey into intense, delicate emotions. The rest of the album shows a rather different direction with a more naive hippie-like flavour but always inspired with great Hammond organs and good technical sequences...The atmosphere sounds smart but too 60's pop orientated for my tastes. Anyway this album delivers some magical musical moments that I recommend to all nostalgic prog-heads.
Review by ClemofNazareth
3 stars The second Ultimate Spinach album is quite similar to the first in most respects: inauthentic, commercially-minded suburban psych pop from Boston. Band leader Ian Bruce-Douglas once again delivers pretty much all the songwriting, and once again is a little over-the-top and pretentious in his delivery. This is particularly evident with his faux righteous-indignation in the disjointed and rambling lyrics of “Visions of your Reality”, as well as the unconvincing ‘enlightened hippy’ chanting of “Fragmentary March of Green”.

Musically I like this record more than the first, and both of them more than the purely commercial final album. The biggest annoyance comes from Bruce-Douglas’ overblown lyrics. the band misses a huge opportunity here as well, with Bruce-Douglas delivering the majority of lead vocals while the much more appealing and capable Barbara Hudson is relegated to a supporting role. Several songs feature a guest vocalist though in Carol Lee Britt, who delivers ably although I still don’t understand why they felt the need to do this with Hudson available and more than up to the task.

The centerpiece of this album is the nearly ten-minute epic “Genesis of Beauty”, a slowly- building and almost hymnal-structured tale of fantasy that ends up being dominated by Bruce-Douglas’ chamber-organ sections and two-part female choruses featuring Hudson and Britt. This is a decent composition, but as with most of Ultimate Spinach’s music offers little evidence that they were willing to stretch themselves either musically or lyrically. “Mind Flowers” is another nearly ten-minute offering, this one steeped in some rather innovative psych guitar fuzz and odd meters somewhat along the lines of a less mature or convincing Doors sound circa “This is the End”.

The Ultimate Spinach song most often included in ‘various artist’ collections from this album is “Fifth Horseman of the Apocalypse”, most likely because its five-minute length lends itself better to a compilation than the slightly better but longer alternatives on the album. The bulk of this tune consists of an extended improvisational jam session that bears some resemblance to “Jazz Thing” but otherwise doesn’t really represent the bulk of the band’s other music.

This is the best of the three Ultimate Spinach albums in my opinion, but since the whole of the band’s discography can’t be taken all too seriously that doesn’t qualify it for ‘essential’ status. A solid three stars though, and mildly recommended if you’re curious to hear what the contrived “Bosstown” sound was meant to be back in the late sixties.


Review by HolyMoly
4 stars History has not been kind to this band. As I see it (and you can trust me, because I wasn't even born yet... thus, no bias), the deal is this: Boston somehow develops a "scene" somewhat parallel to that going on the much-heralded San Francisco scene. A few media outlets latch on to the catch phrase "The Bosstown Sound" and try to promote it as the hip thing on the East coast. Of course, this promotional effort immediately wipes out any originality or integrity the scene might have ever had, and it's remembered today as a calculated attempt to pass off some second-rate bands (which included Ultimate Spinach, Beacon Street Union, and others) as "psychedelic stars" when they were just posers.

This ungenerous view almost unilaterally neglects the actual bands themselves. Very few people will actually take the time to listen to this record (Spinach's second and best), and even when they do, they will usually be so swayed by the scene's unfortunate reputation that they may even observe "copying" where it doesn't exist. So I want to help correct that, and state for the record that this is one heck of a fine album, by any standards

Unfortunately, the band pretty much disintegrated after this album, the band leader/songwriter calling it quits (Ian Bruce-Douglas... current whereabouts unknown) and all but one member following suit. Strangely enough, the band reformed with a completely new lineup (including "Skunk" Baxter, another of the new things by which this band is remembered) and put out a third (admittedly, pretty bad) album.

So behold and see: The Ultimate Spinach!


1) "Behold and See (Gilded Lamp of the Cosmos)" -- a pretty basic, somewhat lame midtempo rock number, sung by a female member of the group (I don't care much for her voice either), but redeemed by a nice harmonized chorus. A deceptive opener that doesn't hint at the greatness that follows.

2) "Mind Flowers" -- Reminds me a bit of Quicksilver's early stuff, but overlaid with some way trippy Eric Burdon/Animals psychedelic overtones. A drifting brain piece at 8 and a half minutes, this one's a real treat. Bruce-Douglas sings this one well.

3) "Where You're At" -- female singer again, ugh. I guess she's not that bad, but these songs almost justify the band's bad reputation.

4) "What You're Thinking Of (Jazz Thing)" -- Now we're talking. Jazzy electric piano and vibes, this could have been a Canterbury prog number (a la Caravan). Great melody, great instrumental interlude, and good lyrics. And it's long, about 6 minutes this time. The lyrics here nail down a particular theme that goes through a lot of their material: you think you're hip and with it, but you're really just a joke. Maybe that's why San Franciscans didn't like them.


1) Fragmentary March of Green -- This is the emotional climax of the album, an absolutely devastating dirge of a number, a chilling look at a guy who's left the hippie life, entered the "straight" life, and is slowly going insane from life's very real demands and challenges. Goosebump City. Played as a slow, stately funeral march led by piano, and sung throughout by a chorale of eerie voices that almost sound like angels looking down with pity. Don't miss this one. 6 minutes, not a second wasted.

2) Genesis of Beauty Suite (in Four Parts) - Similar in tone - chorales of voices, lots of electric piano. Somewhat jazzy feel, but classically organized this time. Doesn't flow together like the best prog suites do, but each of the four parts is nice in its own way. Not indispensable, but certainly heady stuff with good musical merit. Close to 10 minutes long, which will make prog fans happy (hooray!).

3) Fifth Horseman of the Apocalypse - A neat closing number, a real head scratcher. Begins as an almost Hollywood-ish western number, with a harmonica lead, then changes into a medium groove over which a guitar solos. The tempo gets faster and louder and the guitar solo gets more frantic. It slows down again, goes into another movie soundtracky theme with a recorder playing lead (!), trading melodic lines with an electric piano modified to sound like a harpsichord (!!), then an instrumental outro returning to the harmonica section, accompanied by a chorale of voices as the credits roll. WTF?

Review by Progfan97402
3 stars There are many albums and bands that are ignored that are very good. The reason is many reasons: the press and the general audience doesn't understand what they're doing, the label doesn't have the budget to promote their artists or sometimes have it distributed where it's widely and easily available. Ultimate Spinach suffered due to press hype. Seems Alan Lorber wanted to promote Boston as the next "new thing", the East Coast Haight-Ashbury. MGM labelmates Beacon Street Union and Orpheus suffered the same fate. Indirectly another Boston band called The Listening also suffered a similar fate, but they weren't on MGM, they were on Vanguard. Apparently Alan Lorber's ego was so big he pressured his bands to play a certain way to capture that psychedelic sound that he wanted (members of Ultimate Spinach complained that Lorber wanted them to sound more like a San Francisco band, probably Jefferson Airplane because they too had a female vocalist). Behold & See was Ultimate Spinach's second album, released later in 1968. Listening to this, you can see why that Bosstown hype blew up in its face. The album is actually quite good, although it has some questionable moments. It's the kind of album you know right away rock critics will not like. To my ears, the music on this album screams "middle class", especially the vocal delivery, and the church choir like singing on "Suite: Genesis of Beauty". I guess that "middle class" vibe this group gives off rubbed the critics the wrong way (they prefer rock music to have a more blue-collar attitude, more like Bruce Springsteen, but even many hard rock and metal acts were blue collar, and weren't liked by the critics). The great news is I can't compare them to any specific band. They have a female vocalist but you can't compare them to Jefferson Airplane. "Gilded Lamp of the Cosmos" and "Visions of your Reality" are more or less straight psych, may not appeal to the progheads, but they sure get much more adventurous on "Jazz Thing", which has a real nice jazzy thing going on (hence the song title). "Suite: Genesis of Beauty" is a strange suite with church choir like singing and more psychy passages, and a nice organ passage. "Fifth Horseman of the Apocalypse" is pretty questionable with the use of cheesy harmonica. To be honest, when it comes for the "Boston scene", The Listening was better, but they weren't on MGM (as mentioned before), so didn't suffer directly from the press hype, but the hype didn't help anyways.

Now I see what this "Boston sound" that MGM was trying to push. There really wasn't anything to distinguish the scene from any countless psych albums across the country at the time. This album is a bit uneven, but for the most part still quite good. I'd rate it a three and a half.

Latest members reviews

5 stars If their is one contribution my mind delivers to yours as far as musical understanding and appreciation, be it this. If you are reading this, I advise you to seek out a copy and listen to it. Here lies the reason why I personally ventured into progressive rock. Psychedelic music has never blen ... (read more)

Report this review (#336600) | Posted by MasterShake | Saturday, November 27, 2010 | Review Permanlink

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