Welcome To AlbumLinerNotes.com
"The #1 Archive of Liner Notes in the World!"

Your Subtitle text
Surrealistic Pillow
To download this album via iTunes, click here: Jefferson Airplane - Surrealistic Pillow
To buy this album from Amazon.com, click here: Surrealistic Pillow

1. She Has Funny Cars
(Jorma Kaukonen / Marty Balin)
Recorded: October 31, 1966
Master number: TPA3-4881
RCA Victor single 9140 (b)

2. Somebody To Love 2:54
(Darby Slick)
Recorded: November 3, 1966
Master number: TPA3-4886
RCA Victor single 9140
Pop #5 / chart debut: 4/1/67

3. My Best Friend 2:59
(Skip Spence)
Recorded: November 4, 1966
Master number: TPA3-4880

4. Today 2:57
(Marty Balin / Paul Kantner)
Recorded: November 2, 1966
Master number: TPA3-4883

5. Comin’ Back To Me 5:14
(Marty Balin)
Recorded: November 1, 1966
Master number: TPA3-4891

6. 3/5 Of A Mile In 10 Seconds 3:39
(Marty Balin)
Recorded: November 4, 1966
Master number: TPA3-4885

7. D. C. B. A. – 25 2:35
(Paul Kantner)
Recorded: November 15, 1966
Master number: TPA3-4888

8. How Do You Feel 3:28
(Tom Mastin)
Recorded: November 1, 1966
Master number: TPA3-4889

9. Embryonic Journey 1:51
(Jorma Kaukonen)
Recorded: November 22, 1966
Master number: TPA3-4890

10. White Rabbit
(Grace Slick)
Recorded: November 3, 1966
Master number: TPA3-4884

11. Plastic Fantastic Lover 2:33
(Marty Balin)
Recorded: November 3, 1966
Master number: TPA3-4882
RCA Victor single 9248 (b)


12. In The Morning 6:20
(Jorma Kaukonen)
Recorded: November 21, 1966
Master number: TPA3-4869
(P) 1974 BMG Music

13. J.P.P. McStep B. Blues 2:36
(Alex Spence)
Recorded: November 23, 1966
Master number: TPA3-4887
(P) 1974 BMG Music

14. Go To Her (version two) 4:01
(Paul Kantner / Irving Estes)
Recorded: November 4, 1966
Master number: TPA3-4870
(P) BMG Music

15. Come Back Baby 2:55
(Traditional, arranged by Jorma Kaukonen)
Recorded: March 6, 1967
Master number: UPA1-0599
(P) 1992 BMG Music

16. Somebody To Love single version (mono) 2:57
(Darby Slick)
Recorded: November 3, 1966
Master number: TPA3-4886
RCA Victor single 9140
Pop #5 / chart debut: April 1, 1967

17. White Rabbit single version
(mono) 2:30
(Grace Slick)
Recorded: November 3, 1966
Master number: TPA3-4884
RCA Victor single 9248
Pop #8 / chart debut: June 24, 1967
Produced by Matthew Katz & Tommy Oliver


Recording Engineer: David Hassinger

Recorded in RCA Victor’s Music Center of the World, Hollywood, California

GRACE – piano, organ, recorder and vocals
PAUL – guitar and vocals
JORMA – lead and rhythm guitar and vocals
JACK – bass, fuzz bass and rhythm guitar
SPENCER – percussion
MARTY – guitar and vocals

Jerry Garcia – Musical and Spiritual Advisor

Originally released as RCA Victor LPS-3766

Surrealistic Pillow debuted 3/25/1967 on the Billboard Top 200 and peaked at #3 in a 56-week chart run.

Tracks 1-11, 16, 17 recorded prior to 1972. All right reserved by BMG Music.

All Billboard chart positions appear courtesy of Joel Whitburn’s Record Research publications and BPI Communications.

Reissue Produced by Bob Irwin

Mastered by Bob Irwin at Sundazed Studios / Coxsackie, NY

Assistant Engineers: Jayne Pieruzzi and Kip Smith

Product Manager: John Hudson

Executive Producers: Bill Thompson and Rob Santos

Production Assistance: Gretchen Brennison and Jeremy Holiday

Liner Notes: Jeff Tamarkin

Reissue Art Direction and Design: Jeff Smith / Sundazed Music

Photography: Pages 6-7, 9, exterior inlay © Herb Greene / courtesy of Walnut Street Gallery; All other booklet photography courtesy BMG Archives.

Special Thanks: Glenn Korman and Tim Livingston

(From the back of the CD)

Surrealistic Pillow, along with the two Top 10 singles it produced, “Somebody To Love” and “White Rabbit” – timeless anthems embodying the legendary spirit of 1967’s Summer of Love – provided, for many, the initial exposure to alternate lifestyles, altered consciousness and alternative music. Four stray tracks recorded during the Pillow sessions (along with mono single versions of “Somebody To Love” and “White Rabbit”) finally find their rightful home as bonus tracks on this CD. Surrealistic Pillow remains not only the quintessential Jefferson Airplane album but one of the defining artistic works of the ‘60s.

I was the road manager for Jefferson Airplane in 1967. After the band fired their manager in August of 1966, Marty and Jack approached me and said, “until we find a real manager we want you to talk to the straight people for us.” I was working as a copyboy for the San Francisco Chronicle and attending college. I quit both. I had to deal with the departure of the band’s first female singer, Signe Anderson, and buying out Grace Slick’s contract for $750. Grace sang her first concert with the Airplane on October 16, 1966. 

The band recorded Surrealistic Pillow in November at Studio B in RCA’s studio in Hollywood, located at 6363 Sunset Boulevard. This historic recording took thirteen days and cost $8,000. Grace brought two songs with her when she joined the band: “Somebody To Love,” written by her brother-in-law, Darby Slick, and her composition, “White Rabbit.” Both of these songs were hits and were important in leading to the famous Summer Of Love in San Francisco in the summer of 1967.

This record led to the popularity of San Francisco bands: Grateful Dead, Creedence Clearwater Revival, Sly & The Family Stone, Janis Joplin, and Santana. All bands in the Rock & Roll Hall of Fame. Anyway, we brought the Grateful Dead’s Jerry Garcia with us to L.A. He is listed as “Spiritual Advisor” on the record. He made a comment in the studio one day: “that’s as surrealistic as a pillow.” Somebody said (maybe Marty) “hey, what a great name for the record: Surrealistic Pillow.” Jerry also played on “Today” and “Comin’ Back To me.”

This record is full of hits. The first single, “My Best Friend,” was written by the band’s first drummer, Skip Spence, who became famous by being in another great S.F. band: Moby Grape. “Somebody To Love” was the next single and was a smash! “Today,” written by Marty, is a beautiful love song and was used in many weddings. I was rooming with Marty at the Tropicana Hotel in L.A. when he wrote “Comin’ Back To Me.” One of the most beautiful songs from that period. “The summer had inhaled and held its breath too long” is how the song starts. Marty gathered Jack, Spencer, Jorma, Jerry Garcia and Grace on recorder and rehearsed the song. He told the engineer to start the tape and he sang I it live one time! Marty, always the poet, said “Yeah, it’s rough. But that’s how love it.” “Embryonic Journey” was/is a guitar masterpiece written and performed by Jorma. “White Rabbit” was written and sung by Grace. The song refers to Alice In Wonderland and drugs in our society. Her final lined urged people to seek the truth and knowledge: “FEED YOUR HEAD!” I was rooming with Marty when he wrote “Plastic Fantastic Lover.” Great lyrics. Marty told me it was about a television set. “Data control, IBM, science is mankind’s brother but all I see is ailing me on my Plastic Fantastic Lover.” “3/5 of a Mile in 10 Seconds” was also written by Marty. He has a line “sometimes the price of $65 dollars, prices like that make a grown man hollar.” He was talking about what a kilo of pot cost at the time.

Surrealistic Pillow sold more than a million records and has continued to sell over the decades. It is a masterpiece!

- Bill Thompson (2003)

Surrealistic Pillow was the album that informed the world about San Francisco, the city that former Jefferson Airplane member Paul Kantner calls “49 square miles surrounded entirely by reality.” Along with the two Top 10 singles it produced “Somebody To Love” and “White Rabbit” – both now considered timeless anthems that embody the legendary spirit of 1967’s Summer of Love – the sophomore album by Jefferson Airplane provided, for many, the initial exposure to alternate lifestyles, altered consciousness and alternative music. In a year also responsible for the Beatles' Sgt. Pepper and debuts by Jimi Hendrix, the Doors and fellow San Franciscans the Grateful Dead, Surrealistic Pillow more than held its own.

For the young and adventurous, San Francisco was, during the time of this album’s reign, a true mecca – thousands of youths flocked to the city by the Bay to taste freedoms they’d never known. The San Francisco bands supplied the soundtrack for a large-scale experiment in remaking the planet, and Jefferson Airplane was not only the first but the most popular of those bands.

Formed in 1965 and signed to RCA Records, they’d released Jefferson Airplane Takes Off, a powerful record in an aggressive folk-rock vein, the following summer. The band subsequently underwent a couple of significant personnel changes, resulting in what has come to be regarded as the classic Airplane lineup: lead vocalists Marty Balin and Grace Slick, rhythm guitarist/vocalist Paul Kantner, lead guitarist/vocalist Jorma Kaukonen, bassist Jack Casady and drummer Spencer Dryden. Grace had been singing with another San Francisco band, the Great Society, and when they split up in the fall of ’66, Grace, a strikingly beautiful woman with long, raven-black hair, piercing blue eyes and a steely voice to match, became the obvious choice to replace Signe Anderson, who was leaving to raise a family.

Grace played her first gig with the Airplane at San Francisco’s renowned Fillmore Auditorium in mid-October 1966. A mere two weeks later, on Halloween, she was in Los Angeles with the band to lay down the first tracks of what would become Surrealistic Pillow.

To produce the album, RCA Records assigned a member of its in-house production staff, Rick Jarrard. But untrusting of the record company executives, the Airplane asked their friend Jerry Garcia, of the Grateful Dead, to accompany them to L.A. for the sessions, to offer moral support and add a few guitar licks – he is credited on the album cover only as “musical and spiritual adviser,” but can be heard on a handful of songs on the album.

How Garcia made it onto those tracks remains something of a mystery though. Oddly, while all of the band members swear to Garcia’s heavy involvement with the sessions (and RCA paperwork for the album list him as a player), Jarrard claims, “Jerry Garcia was never present on any of those sessions. Jerry Garcia played no guitar on that album. I never met Jerry Garcia. I produced that album from start to finish. If Jerry Garcia was there, he was certainly in his spirit form.” Pat “Maurice” Ieraci, another RCA staffer who was present at some of the sessions, concurs with Jarrard’s surprising statement – Ieraci never saw Garcia either.

One thing that no one disputes is that Garcia did come up with the album’s title” “This is a surrealistic as a pillow,” he is said to have uttered one day. And so it was.

The first song on the album was also the first recorded. “She Has Funny Cars,” a collaboration between Marty (words) and Jorma (music), gives immediate notice that the Airplane has evolved tremendously in the year since their first album. Following Spencer’s jungle-drum opening, Jorma and Jack double up on the signature riff, playing ferociously. Marty takes the lead vocal, Grace and Paul join in harmony and then the tempo shifts unexpectedly to a swinging shuffle, the vocalists now leap-frogging one another, taking liberties with the traditional call-and-response. “Some have it nice,” Marty sings, slyly. “Fat and round,” retorts a Grace, a classic Slick nonsequitur. Then all three: “Flash! Paradise!” The fury never lets up. In just over three minutes, Jefferson Airplane has defined the San Francisco brand of psychedelia.

“Somebody To Love,” the album’s second track and the first single to be released from the sessions, was the record that introduced the Airplane to the world outside of San Francisco. Like “White Rabbit,” it had been a mainstay of the Great Society’s show. Written by Darby Slick, Grace’s brother-in-law, it was original titled “Someone To Love.” The Airplane, using an arrangement suggested by Garcia, doubled the tempo and gave the tune an ebullience and an electric charge it previously lacked. “Our version was sadder,” admits Darby. “There was a sharper contrast between the verse and the chorus because ‘when the truth is found to be lies’ was very sad, and then ‘Don’t you want somebody..’ came on like a big chorus.” Peaking at #5 on the Billboard chart, “Somebody To Love” was the Airplane’s best-selling single and, like “White Rabbit,” is often called upon to illustrate that period in history. We’ve included the mono single version of “Somebody To Love” as a bonus track on this reissue.

“My Best Friend,” written by the group’s former drummer, Skip Spence (who went on to join fellow San Francisco luminaries Moby Grape), is the opposite in temperament, a lazy, loping acoustic ballad. “I’ll follow you wherever time will take me to, forever I’ll be one with you,” they sing in tandem, the embodiment of the love-power ethic.

“Today” is one of the loveliest and purest romantic ballads in the Airplane’s catalog – or anyone’s. Marty and Paul are credited with co-authorship and Blain reveals, “I wrote it to try to meet Tony Bennett. He was recording in the next studio. I admired him, so I though I’d write him a song. I never got to meet him, but the Airplane ended up doing it.” That’s Garcia you hear playing the simple, repetitive but poignant lead guitar riff on this song.

Marty’s “Comin’ Back To Me,” the album’s other breathtakingly beautiful ballad was, he recalls, created while he indulged in some primo-grade marijuana given to him by blues singer Paul Butterfield. Writing it in one sitting, Marty then headed immediately to the studio to record his new composition, using whichever musicians happened to be there at the time. Garcia sat in, playing acoustic guitar, as did both Marty and Paul. Jack Casady put down his bass for a few minutes, returning to his original instrument, the guitar. “What was interesting and fun about that album is that we tried different combinations rather than sticking to the band format,” says Casady. “And if it sounded right we went with it. Nobody really got their ego pushed out of shape because of that.” The song would later be covered by Rickie Lee Jones and Richie Havens.

“3/5 of a Mile in 10 Seconds,” a throbbing rocker topical in nature, features a crisp, economical solo from Jorma. A high point of any Airplane concert, the song’s title, says author Balin, is apropos of nothing in particular. “I remember just looking in the newspaper at the sports section and seeing ‘three-fifths of a mile’ and I wrote that down,” he says. “Somewhere else on the page, ‘ten seconds.’ And I combined the two in a sudden flash.”

Paul came up with ‘D.C.B.A. – 25,” probably the album’s most overlooked treasure. A straightforward melodic, upbeat folk-rocker featuring Paul and Grace sharing the vocals, its cryptic title refers to the song’s chord progression and the numerical part of the designation chemist Albert Hofmann assigned to his best-known stew, LSD-25. (Check out the previously unreleased “hidden” alternate instrumental version of this song at the tail end of this CD.)

“How Do You Feel,” another tuneful ballad, features a lead vocal by Paul, with Grace tootling along on the flute-like recorder. Its style, particularly the vocal harmonies, is highly reminiscent of the Mamas and the Papas, the hit L.A. folk-rock group. Written by Tony Mastin, who Kantner knew from his pre-Airplane folk days, it’s the only composition on the album not penned by an Airplane member.

The next song is one that its author, Jorma Kaukonen, never intended to include. “Embryonic Journey” was an instrumental he’d written back in 1962 – the first song he’d ever composed, in fact – while giving a guitar workshop in Santa Clara, California. The fingerpicking workout was completely out of character with the rest of Pillow, he felt. “I was still dividing my time what I considered folk music  and rock and roll,” says Jorma. “I didn’t think it was gonna fit in, but of course it did fit in and I’m really glad that they made me do it. Rick Jarrard wanted me to put it on.”

“Embryonic Journey” gives way to one of the most fondly remembered – and most evocative – songs of the ‘60s. Grace was still getting acclimated to her new situation in Jefferson Airplane when, on November 3, 1966, she stepped up to the studio microphone to sing “White Rabbit.” Grace had long been performing her composition with the Great Society, and it had been one of that band’s most popular numbers. The Airplane stripped it down, Jack and Jorma devised its now familiar bass lines, and the band slowly brought it to a grand climax. Originally called “White Rabbit Blues,” it was Lewis Carroll meets Ravel’s “Bolero” meets Miles Davis’ Sketches of Spain – all major influences on Grace.

Melding drug imagery with Carroll’s Alice in Wonderland story, “White Rabbit” was truly of its time. Despite its endurance and its use in many films and documentaries of the era, though, Grace shrugs it off as a relative failure. “It’s an interesting song but it didn’t do what I wanted it to,” she says. A generation disagreed: When released as a single in the summer of ’67, “White Rabbit” hopped to the Top 10. The mono mix of that single is one of the bonus tracks on this expanded edition of Surrealistic Pillow.

“Plastic Fantastic Lover” is a pounding rant inspired by the most pervasive American addiction of all: television. Marty, who recalls writing the song in Chicago after looking at a plastic factory, delivers a vocal that’s cool but deliberate. Jorma, Jack and Spencer rage behind him, joined by Garcia who, comments Dryden, “just nailed the door shut on it.”

“Plastic Fantastic Lover” nailed the door shut on one of the iconic rock albums of all time. But a number of other songs were recorded during the Pillow sessions that ultimately didn’t make the final cut. “In the Morning” was another early effort by Jorma, who was joined for the track by his old schoolmate, blues guitarist John Hammond, as well as Garcia and keyboardist Goldy McJohn, later of Steppenwolf. Jorma also led a bluesy raveup of Lightnin’ Hopkins’ “Come Back Baby,” a song Kaukonen would often return to throughout his career. The lost folk-rock gem “J.P.P. McStep B. Blues” was written by Skip Spence and “Go To Her,” part of the band’s set since the earliest months, was a collaboration between Paul and a songwriter friend of his named Irving Estes. All four of these stray tracks have finally found their rightful home as bonus tracks on this CD.

With the sessions complete, Jarrard and engineer Dave Hassinger went about preparing the tracks for release, creating both stereo and mono mixes, a common practice at the time. The stereo mix also added a few extra dollops of reverb, which alienated some fans and group members but met with the approval of others. Grace, for one, liked it. “This is fairly complicated material and on a couple of Marty’s ballads a flat, dry sound wouldn’t have worked,” she says.

Dryden disagrees: “It didn’t sound like the band did onstage. The two guys that mentioned that to me were Frank Zappa and Paul Simon. They both said, “You sure got a lot of echo on that record.”

“To me it worked well,” says Jarrard. “The album reached the masses and obviously got that emotional continence that I was feeling and wanted to come through the music.”

Surrealistic Pillow was released in February 1967, its bubblegum-pink front cover (originally conceived to be blue) and back-cover collage designed by Marty and featuring photos by Herb Greene. It entered the Billboard chart in March and stayed there over a year, peaking at number 3. For many, it remains not only the quintessential Jefferson Airplane album but one of the defining artistic works of the ‘60s.

- Jeff Tamarkin

Jeff Tamarkin is the author of Got A Revolution! The Turbulent Flight of Jefferson Airplane (Atria Books). He can be contacted at JeffAirplane@aol.com.


BMG Heritage is a unit of BMG Music.
This compilation (P) & © 2003 BMG Music. RCA™ Marca(s) Registrada(s) RCA Trademark Management, S.A. BMG and the BMG logo are registered trademarks of BMG Music. All rights reserved. Manufactured and Distributed by BMG Distribution, a unit of BMG Music, 1540 Broadway, New York, NY 10036-4098. Printed in U.S.A.
Unauthorized duplication is a violation of applicable laws.

Mono LPM 3766
Stereo LPS 3766

82876 50351 2

Website Builder