average garage band, but with 42nd Street attitudes towards lyrics and subject matter (remember "Sister Ray"?), a nerve-scorching feedback guitar style, and the Dylanish leering vocal style of songwriter Lou Reed. The first album featured Chelsea Girl Nico, and the electric violin of John Cale. The second seemed to consist mostly of "Sister Ray," while the third was much more musical, and tunes like "What Goes On" and "Some Kind Of Love" gained a new audience for the group. By this time both Nico and Cale were long gone, as was Warhol. Lou Reed was becoming a legend and was definitely the mainstay of the group at the time this recording was made, in August 1970.

The occasion was a summer-long gig at Max's, a gathering spot for artists, poets, hustlers, queens and princes as well as musicians–in short the perfect place for the Velvet to boogie. The Velvets were working on material for what was to be their final album, Loaded, and the sets at Max's consisted of both old favorites and some of the new songs.

This album (in some ways the first authorized bootleg) exists only because scene-chronicler Brigid Polk wanted to make a tape of the band for herself. She took her Sony 124 down to the club a couple of times, and on August 23rd recorded an hour and a half cassette, which makes up the bulk of the album. (Other tunes come from earlier weeks in the gig.) Strangely enough that was the last night Lou Reed was ever to play with the group; management hassles had developed and he split.

Brigid's tape was played for lots of friends (she has extensive documentation of almost everything worth knowing about in New York), and eventually Atlantic heard about the tape and called her up. The result, with a few changes along the way, is this album.

It's not a documentary of that last night; rather the album is arranged (by Reed and Geoff Haslam) into a fast and slow side. Why is a mystery to me–a bit of variety would've made an easier flowing record.

The sound is remarkably good (comparable to your better Rubber Dubber productions), and the ambience is full-blown Max's. The album opens with Reed inviting the audience to dance, introducing a "tender folk ballad of love between man and subway," then stomping into "Waiting For The Man." As with most cuts on the album, the lyrics are a bit submerged, and it helps to have heard the originals. Both "Sweet Jane" and