Lost in Space: The Epic Saga of Fort Worth's Space Opera


I have to laugh when I think of how many people, including those in the music industry, considered Space Opera one of Canada's best rock exports. It is understandable, as the only information on the jacket and inner sleeve besides lyrics and personnel had to do with mixing and mastering (Crystal Sound, Hollywood) and recording (Manta Sound, Toronto). The natural assumption was that the band was Canada's own, for who outside of Canada would go out of their way to record there? How little we know.

For three decades I labored under that assumption and only recently was it pointed out to me that Space Opera, that Canadian band which rivaled anything that country had ever produced music-wise, was not from Canada at all but from Fort Worth, Texas. After serving myself up a major headslap, I began to wonder how such misinformation could survive three decades without correction, especially amongst those of us who wear our music on our sleeves, to borrow an old 'heart' phrase. Put simply, I asked myself how a band as excellent as Space Opera could remain that far below the radar for that long.

In the search for that answer, I uncovered a story of a true band of brothers. The four band members forged a bond as strong as that of blood which carried them through three-plus decades of writing and recording, the release of two albums (one major and one independent, released decades apart) and numerous triumphs on various stages. Their run involved names such as Major Bill Smith, Edd Lively, T-Bone Burnett, Kris Kristofferson, The Legendary Stardust Cowboy, Clive Davis and others. Big names. Huge names. But as you read on, you realize that the most important names are their own, individually and collectively.

You see, these guys were all about the music. Still, few critics really got them and the fans--- well, they were loyal, if nothing else, because it was obvious that what mattered to the band, first and foremost, was the music. So here is the heretofore untold story of how and why they made it, mostly in their own words. It wasn't always easy and sometimes it was a real struggle, but to the four who made it, it was well worth it.

And for those who prefer the legend that never was, let us just say that here is the story of Space Opera, the band from Canada's southernmost province: Texas.


... there was music, and in Texas as early as the thirties and forties and into the fifties and sixties there was more music per square mile than just about anywhere. Sometimes, going from town to town was like crossing borders, the music a reflection of culture as well as locality. Mexican, Oompah, Folk, R&B, Country & Western, Big Band and Swing, Classical, Opera filled the airwaves, and there were even pockets of what they called Tex-Czech music, a hybrid of polka and God knows what else, a style ultimately utilized as background music for many early cartoons. In this instance, the standing joke about Texas--- that whatever it was, Texas had more of it and it was bigger and better--- held true.

It is not surprising, then, that when rock & roll came along, it hit Texas like a string of tornadoes and changed the Lone Star landscape forever. Bob Wills may have been The Man, but the kids started having ears for Buddy Holly and Roy Orbison and, later, Bobby Fuller and Sir Douglas and a number of other Texas-based musicians, and when those ears started spending money, most bets were canceled and a new excitement began to build.


In Fort Worth, Major Bill Smith and Sound City were at the vanguard. Sound City, a four-track studio in the basement of the old KXOL-AM Radio building on West 7th , pumped records onto the local and regional scene with the likes of Bruce Channel (“Hey Baby”), Jill & Ray (better known as Paul & Paula, who struck gold with “Hey Paula”) and J. Frank Wilson & The Cavaliers (“Last Kiss”). Major labels may not have owned the records, but they did own (in a way) the large distribution networks and Major Bill tried his damnedest to take advantage.

Sound City itself became a major player in the history of Fort Worth. Besides producing a number of hits and other recordings in virtually all genres, it was the principal sound laboratory for one T-Bone Burnett who, given Sound City's limited resources, quickly unearthed the secrets of sound.


It is no great stretch to say that Scott Fraser inherited his musical genes from his mother. An accomplished pianist and music teacher, she nurtured Scott in not just music, but in all arts. Indeed, she opened her house to all of Scott's musical pursuits, including his later forays into what must have seemed to her trained ear the sometimes loud and chaotic mania of rock & roll.

In Scott's own words, “I began piano under my mother's tutelage at age four. I had the use of the finest Steinway upright ever constructed--- many piano tuners agreed. It came into my life when I was four and is with me still--- my primary and most beloved instrument. I had no interest in the guitar or drums until February of 1964 when I, along with droves of others, was inspired to learn those instruments by the Beatles' first appearance on the Ed Sullivan Show.”

He dove in head first, purchasing a set of drums and a guitar. “The first guitar I purchased was a 12-string acoustic that was made in Mexico. It had a reinforced neck to accommodate steel strings but was difficult to play, at best. As is quite common, that difficulty was an asset, increasing finger strength at a rapid pace.”

In a very short time, Scott was ready for public exposure.

“The Mods were one of the two working bands at McLean Jr. High. I was playing drums with the other band, The Catalinas, which I had founded. When The Mods' drummer resigned, I disbanded The Catalinas and joined them. I'm not sure of the date, but there was a talent show at McLean Jr. High which was essentially a battle of the bands involving The Catalinas, The Mods and a folk group called The Journeymen, I believe. Phil and David were two thirds of that folk group and ended up winning the contest.”


“Actually,” corrected Don McGilvray, “the two bands which played at the talent show were the Catalinas and the Continentals. Some of the people from those two bands came together later to form The Mods. In those days, the primary qualification for membership in any group was long hair and access to needed equipment. Virtuosity--- or lack thereof--- was of no particular concern. The idea was that if you had the right equipment, you could learn, or at least be shown how to play it later.

“Edd Lively's band at the time was the Continentals. He played lead guitar with Chris Hawkins on drums, Danny Hawkins (no relation) on rhythm guitar and Joe Gracey on bass. The repertoire was exclusively instrumental--- well-worn standards such as 'Wipeout' and 'Pipeline'--- and they played mainly at private parties. Although Edd lived across the old TCU golf course from me, we didn't know each other well. In fact, I had just recently moved to Fort Worth and knew hardly anyone, but I knew Scott. He and I were students at McLean where I briefly played drums with him in the school band. He had formed a similar instrumental group (the Catalinas) with himself on drums, Carey Blackwell on rhythm guitar, Ronnie Rambo on lead and Bruce Baughman on bass. I went to a rehearsal for the Catalinas one afternoon and auditioned on a lark. They took me in on the spot and we got our act together for the assembly, playing covers of the then-current 'Mrs. Brown' (Herman's Hermits), 'Tambourine Man' (The Byrds) and 'Just a Little' (Beau Brummels). The Continentals had been planning on an all-instrumental show and considered themselves a cut above the Catalinas, but we spooked them with the vocals and won that battle of the bands. Shortly thereafter, Scott and I were invited to join a new group being formed by Edd Lively. Rick Finley had a fine new Fender bass and amplifier and his equipment, along with his long hair, qualified him as the new bass player. Joe Gracey was a fine musician, but his parents wouldn't let him grow his hair.

“We were all fanatically obsessed with the Beatles and we devoured every newspaper or magazine article we could find. The British press wrote about 'the mods' and 'the rockers' in England and the Beatles were identified as 'mods', so we took that name as an homage to them.”


“The folk group I was in with Phil White,” added Bullock, “was The Landsmen. And we weren't really pitted against The Catalinas (in the talent show) because there were separate categories for folk and rock groups. At that time, we were all just mimicking what we heard on the records we liked, anyway.”

Whereas The Beatles provided the spark for Fraser, Bullock leaned toward folk from the beginning. “I loved pop music,” he said, “but the commercial folk that became popular in the early sixties attracted me with its nice vocal harmonies, variety of acoustic instruments and more serious lyrical content. Plus, you didn't need to plug anything in, just get some guitars and a group of 'folks' and sing the songs. More than anything, I loved to harmonize. My turning point was around 1965 with the one-two punch of 'Rubber Soul' and 'Mr. Tambourine Man', The Byrds first album. I heard my future in those records.”

While Bullock, Fraser and White knew one another in junior high, Bullock was to take a round-about path to rock. While Bullock journeyed, Fraser rocked and White kept options open. 

When Fraser joined The Mods, his musicianship took on new dimension. Not only was his drumming solid, his skills on a variety of instruments plus an insatiable curiosity when it came to music made him a natural songwriting partner for Edd Lively, the band's lead guitarist. Fraser was quick to give Lively credit. “All songs were straight collaborations,” he said, “True give and take.” By the time The Mods headed to Sound City, they consisted of those two plus Danny Hawkins (guitar), Rick Finley (bass) and Don McGilvray (lead vocals).


“They had a Beatles/Byrds fixation that they wore on their sleeves,” wrote David Campbell and Larry Harrison in liner notes gracing Norton Records' in-depth three-CD collection of Fort Worthy sixties tracks titled Fort Worth Teen Scene. “They recorded their only single, 'Days Mind the Time' b/w 'It's For You', for Cee Three Records when they were only fifteen years old. The session (which also produced an unreleased cover of The Yardbirds' 'Evil Hearted You') was financed by a rich Paschal High friend.”

“The first time we (The Mods) recorded anything at Sound City, the booking was arranged and paid for by Caswell Overton Edwards III (CEE THREE),” according to McGilvray. “Cass was a classmate of ours at R. L. Paschal High School and was apparently heir to a considerable family fortune. As I heard it, his grandfather had owned a big ranch on the SW side of Fort Worth and they had sold large tracts of it to build some very posh subdivisions. Cass liked the music scene and, like the rest of us, dreamed of making that one big hit record that would launch our careers. He was our manager and financier and through his good offices, we recorded our one and only debut and farewell single. I remember telling Scott and Edd, as they were teaching us 'Days Mind the Time', that I really liked the music--- especially the guitar riff--- but didn't get the meaning of the title phrase and thought it a bit hokey and thought we should change it. They seemed to take offense at my criticism and adamantly refused, saying it was an abstract statement.

“The technical engineer on those sessions was a man by the name of Phil York. Phil was a quiet man with patient, willing temperament. He was, as I recall, the only engineer I ever saw working there and I assume he was the technical hand on all the hit records to come out of the place in the late sixties and early seventies and that he taught T-Bone how to run the equipment. I never saw Phil again after my time at Sound City, but I later noticed his name as engineer on Willie Nelson's Redheaded Stranger.

“I could be wrong, but as I remember it, there were two separate analog two-track tape machines rather than one four-track. We would 'mix down' the tracks from one machine to the other and then overdub new tracks. We also made liberal use of reverb to hide the defects in the vocals. When I listen to those old songs, all I can focus on is the thinness of the vocals, swimming in reverb.”

The single was issued in June of '65. Drummer Fraser made up an arrangement and harmonies for the rest of the band from the piano chart in a Beatles' songbook for the Lennon-McCartney number “It's For You” without ever hearing the actual song.

“It was from a Beatles' songbook,” confirmed Fraser, “and was not difficult (to do) once certain decisions had been made. The Beatles had not recorded the song and I had not heard the Cilla Black recording (incredibly, I heard it for the first time two years ago in 2003), so the arrangement process involved an attempt to guess what the song was like in its original state. I don't have that songbook, something I deeply regret, but it seems that the song was in E-Flat. Of course, the Beatles would probably not have written it on guitar in E-Flat except by way of using a capo, but all the published songs at that time were in the wrong key. They were being transcribed by pianists for pianists and that goal was better served by transposition in most cases. So the first thing I did was to transpose into D-Minor, where the descending chord pattern of the verse would be easily realized on guitar. I incorporated a finger-picking pattern instead of a strum and the rest was easy.”

“Fraser found the song and arranged it and literally taught everybody in the band his part,” said Lively, “then sat down and played drums. It was ridiculous.”

Cass Edwards remembered the hoops he had to jump through to even get it recorded. “It took some digging to find Lennon/McCartney's publisher in 1965, but after many transatlantic phone calls, we secured permission to record 'It's For You.' I am not sure they really believed that some sixteen year old kid from Fort Worth was serious.”

Getting the record to the public was another matter.


“Cee Three was my registered brand at the time (seriously--- Edwards is a cattle man) and I figured it would work as well on a label as on cowhide. Big State, the largest distributor in Texas and surrounding states, welcomed the release after paying them a visit at their Dallas offices. The manager of the Seminary South record store welcomed us for the release party, well-touted by KFJZ's Mark E. Baby, as The Mods were number one on his nightly call-in voting for months. I don't recall exactly, but it hit Billboard's Top 100 at 30-something with a bullet.”

“Days Mind the Time” did garner a lot of airplay for the band, thanks largely to KFJZ deejays Mark Stevens (Mark E. Baby) and Randy Robins (The Big R), although a rift over booking almost ended it. Not long after the 45 hit the KFJZ charts, Stevens grabbed them for his popular Teen A-Go-Go club on Fort Worth's westside.

“Stevens actually put us on the map,” said Lively. “We tried out for Teen A-Go-Go. There were three A-Go-Gos owned by a couple of shysters named the Beard brothers who, not unlike other shysters of the time, may have been shysters on the surface but had a lot to do with funding the arts and music and so forth. When we went to audition, there was Mark Stevens sitting there, big as life. The Five Americans were there, too, decked out in Beatles suits, and a few other established bands as well, all there to check out the new groups to make sure there was nobody there to dethrone them.”

There was little chance of dethroning The Five Americans, who became mainstays on AM radio for the next few years, but The Mods tried.


“Thanks to our genius and illustrious leader--- well, kind of leader--- Scott Fraser,” continued Lively, “we opened with 'Nowhere Man' before you could even purchase it. It was on the radio, but while it played it would say 'KXOL exclusive' every few bars so that no one could reuse it on the air. Scott had the smarts to learn it and teach it to the band, and he was only the drummer! I think we followed that with '19th Nervous Breakdown' and, needless to say, we got the gig.”

“Teen-A-Go-Go was Bohemia on the prairie,” said Fraser, “vibrant, very progressive. Similar 'teen scenes' were exploding in cities across the U.S. And they were fundamental in the creation of the social fabric of today. Mark Stevens... had the biggest show in Fort Worth, in the clubs and on the radio.

“There were the three main venues--- Teen A-Go-Go, Action a-Go-Go and Holiday A-Go-Go. Stevens, the drive-time deejay, was the host of Teen A-Go-Go. Randy Robins, the nighttime deejay, hosted Holiday A-Go-Go, and I can't recall the deejay at Action A-Go-Go, although I think Stevens and Robins would occasionally host there as well. For reasons that still remain obscure, Stevens and Robins were at odds. We had played a few gigs at Teen A-Go-Go and our record was beginning to take off. Robins asked us to play Holiday and we accepted. The next day, we were called to Stevens' apartment and were told that we would have to cancel the Robins gig or we would never play Teen A-Go-Go again. We were shocked, and at age 14 or 15 not at all ready for such eccentric adult behavior. Teen A-Go-Go was the premier gig, second to none. Losing that venue would have been professionally devastating. We decided to go see Randy Robins. Anyone who remembers that time can attest to the fact that Robins was a man far ahead--- the coolest of the batch, by far. Without explaining what had precipitated this schism between himself and Stevens, Robins made an impassioned plea for us to work his gig because there were many kids in town who could not afford the much higher price of a Teen A-Go-Go ticket and that it was unfair for all the big bands to work only for Stevens, that all the kids deserved to hear the good bands.

“Understand, Robins' gigs paid less than Stevens', but in a moment of juvenile clarity, we sided with Robins. He was charismatic and most convincing. That weekend, we played Holiday knowing that Stevens had canceled our future 'Teen' bookings.


“Over the next few weeks, thanks to intense activity by The Mods Fan Club created by a genius named Talona Phelps and far and away the best organized, most numerous and most dedicated fan club in town, our record became the most requested at KFJZ. Using that leverage and passion for justice we never knew we had, we convinced Stevens to a truce. From that point on, all bands were free to play all venues. Not a small victory for the very young and one that shaped an attitude that only grew more militant as time progressed.”

The genius behind the fan club had started it for very personal reasons. “The Mods were one of the first bands around here that showed promise and were original,” explained Talona. “They were eager to learn Beatles songs (and others which graced radio in those days) and were determined to get every note and harmony exactly right (having been in choir myself throughout high school, I was a sucker for their wonderful harmonies). My purpose in starting the fan club was to keep The Mods closer to home, entertaining us in our local teen clubs, as most kids from 14 to 16 did not own cars. The big plus was that, due to all of the phone calls made passing along information about gigs and the like, it got me my own phone line, long before most kids had their own phones. And it was a great way to meet people outside of our own schools.” She did, indeed, meet The Mods, who all went to a different school.

“You have to realize,” she continued, “that back in the sixties, there weren't many places for minors to go, so when Teen-A-Go-Go opened up at the Round Up Inn (part of the Will Rogers Complex), it was a big thing for us to go every Friday night. I went to a country school that was totally shit-kickers (our term for cowboy) and it was a real drag for the half-dozen of us who were all about the music and the bands.”

Campbell and Harrison, in their version, listed the clubs as Teen A-Go-Go and Peppermint A-Go-Go with mention of two other clubs, Action A-Go-Go and Panther A-Go-Go, though their versions of the story were similar in all other aspects. “Shortly afterwards,” they wrote, “local independent station KTVT, Channel 11, started televising 'Panther A-Go-Go' and suddenly The Mods were on TV every Saturday night, along with Johnny Green and the Green Men.”

Fraser remembers 'Panther' being TV only. “As I remember, 'Panther A-Go-Go' was strictly TV,” he emphasized. “Very, very hot lights. It was filmed at Panther Hall, a now demolished but venerable facility with an extraordinary history.”

The TV exposure did a lot to help the band, but it wasn't long before the shine started to come off the apple. After hitting #1 on the KFJZ charts and #13 on KXOL (“That was a high number for a local band in those days,” commented Lively. “Thirteen is #1 in the grand scheme of things for some zit-faced, as John Carrick so eloquently put it, kids”), The Mods as a recording group took second to the in-demand live band. After numerous gigs and the weekly TV slot began to take a toll, the direction of the band shifted. McGilvray and Hawkins left and the remaining members took to Sound City with Cass Edwards, searching for a possible followup to “Days Mind the Time”, although they did play live on occasion.

“The Mods stayed together through about '68,” according to McGilvray. “I left sometime in late '67 or early '68. During the time we were together, we all improved our chops considerably, especially Edd and Scott. Our sound became tight and we could pretty much nail any song we wanted to cover. I particularly recall recording the advance radio promo play of new Beatles releases and then performing them live at dance venues before they were available in record stores. That little parlor trick got a lot of buzz around the Metroplex and added to our reputations.

“My reasons for leaving were strictly personal,” he went on. “It had nothing to do with not liking the players or the music. Rather, it was the milieu. I needed to work and I needed to have a clear head and the places we were playing and hanging out in were thick with drugs and booze. I saw myself headed in a dangerous (for me, at least) direction. I felt the need to leave that whole scene for my own survival. And, to be candid, I didn't consider myself to be a true artist. I thought of myself as having the technical ability to perform, but I wasn't really original or creative. I was only copying other peoples' work. I had the urge to perform and I thought it would be cool to be a 'star', but I didn't have the fire or the commitment to that life. The others in the group took it as abandoning them and I was pretty much ostracized as a result.

“I continued to play music and perform occasionally, but I felt better away from the ancillary 'stuff'. Of course, leaving The Mods didn't entirely free me from my personal demons. I had already begun a 'romance' with booze that lasted for another 23 years--- and eventually caused me considerable grief--- before I called it quits for good in 1991.


“Now, T-Bone Burnett (or Terry, as I knew him originally) was a few years older than myself,” he went on, “and while he had been around the Fort Worth music scene before I came to town, we never ran in the same circles. Perhaps he had been away to college... I really don't know. He lived with his Dad on the opposite side of the TCU golf course from Edd, and we attended the same Episcopal church. He had formed a band called The Loose Ends which performed mainly at fraternity parties, if I recall correctly. They had already disbanded when I met him and he was working as an A&R man for an R&B producer named Charles Stuart, who had leased Sound City outright. Stuart had had decent success with an R&B group called Rondalis Tandy & the Van Dykes. Their hit, 'No Man Is an Island', went to the Top Ten on Billboard's R&B charts, and Stuart hoped to parlay that success into the big time. T-Bone recruited me and I signed a recording contract with Stuart's company. We recorded under the name Loose Ends, with Terry going by the name of Jon T. Bone and I by the name of Geoffrey Chaucer. We recorded several songs from T-Bone's catalog, including 'Dead End Kid' and 'A Street in Paris', none of which was ever released, to my knowledge.”

“The Mods fell apart and I was there to join at the beginning of something new,” Bullock said. “Scott and Edd probably realized at the time that the name The Mods was outdated and we did play together at clubs, but no longer under that name.”

Bullock joined the guys in the studio as well. “The song I remember recording was a Fraser-Lively song called 'Shoes For Sale'. It was an acoustic folk rock tune that would have fit pretty well on the Whistler, Chaucer album that we recorded a year or so later. Phil York engineered that session and Cass produced. Nothing from that period was ever released and only a couple of acetates exist.”

“(There was) no split up,” Fraser said, “just a morph into the Whistler, Chaucer, Detroit and Greenhill configuration. The last recording session of The Mods featured Fraser, Lively, Bullock and Phil White, who had joined us toward the last. (T-Bone) Burnett came later, right before John Carrick joined the fun. T-Bone and I had known one another since 1962 and grew up in the same neighborhood, but didn't have musical contact until WCD&G began.” In a moment of wistful memory, he added, “I have only great memories of working with T-Bone. We were kids in a candy shop. I am most thankful for that time.”

Kids in a candy shop, indeed, a thought also shared by Bullock and White. Things were changing quickly and Burnett a key player in the midst of it all.

In addition, the Space Opera acorn was planted about that time: the first “let's start a band” talk between Fraser, Bullock and White. “Dave and Phil had improved the approach to harmony on some song The Mods played,” Cass Edwards recalled. “Scott concurred on the improvement and after that, those three were never far apart in friendship or music.”

CHAPTER TWO: Houston, We Have a Party (and later, a problem...)

While the members of The Mods were barely beginning to make noise, John Carrick had already established himself in the large and vibrant folk music scene of Houston.

“I was in what started out to be a Peter, Paul & Mary/Kingston Trio/Limeliters kind of folk group called The Balladeers,” he said. “We were lucky enough to discover where the successful commercial groups' music was coming from. We found the old Jewish Community Center in Houston, where they had a folklore society which included a couple of cats who had been blacklisted, some old beatniks and labor activists. It was there that we discovered old blues and English ballads and Appalachian music and bluegrass in its real traditional form, or second-generation traditional, and we started doing that. We recorded and won some awards, but we were just high school kids, playing every weekend and making some money.”

While the money was good, the deterioration of the folk scene and the end of high school forced some changes.

“I went into the Marines right out of high school,” Carrick continued. “Before I'd gone in, around 1965, my mom and I started the Sand Mountain Coffeehouse. The Beatles had hit and the folk music thing was on the wane, but folk music was what I knew how to do and it was a very important part of my young life. My mom looked at it and said, well, there are still enough people who want to hear this, so we opened the coffeehouse.


“We hired the people I'd grown up playing with like Jerry Jeff Walker, Guy Clark, Townes Van Zandt, B.W. Stevenson, Johnny Winter and Janis Joplin. I mean, the number of people who played there who later became famous is enormous. Partly because the same thing was happening all over the country, coffeehouses closing down and folk musicians having nowhere to play. People would pass through and stay for three, four, five months because we had kind of a scene here. Long before Austin.”

David Bullock, in Houston during that time, found the place and practically moved in.

“My parents divorced when I was fourteen,” he said, “and my mother remarried and moved to Houston while I remained in Fort Worth with my dad. At the end of the ninth grade, however, having played guitar for about a year, I wanted to explore greener pastures. I knew Houston had a big folk scene and there was more opportunity there for me to improve and explore. Plus, I was tired of playing the 'commercial' folk music we'd been doing. By then, I was listening to Dylan, Leadbelly, Snaker Ray and the more interesting melodic groups like Ian & Sylvia. My first year of high school, I lived in Houston and teamed up with a classmate named Joe Johnson. We auditioned for Carrick at Sand Mountain and he gave us a chance to play.”

“This kid showed up one night,” said Carrick, “who was substantially younger than me--- or it seemed substantial at the time--- somewhere around three to five years. David Bullock. David was a good guitar player, had a real touch on the harmonica and had an incredibly unique voice, a voice so pleasing that it would grab you. He started coming around and playing mostly open mike nights and support spots.”

“I pretty much spent every weekend down there for a year and a half,” added Bullock, “either playing or listening to others. In addition to playing with Joe, I also played solo and played in a great jug band.


“When Jerry Jeff Walker arrived on the scene, I sometimes backed him on harmonica, or on spoons for a new song he'd written called 'Mr. Bojangles'. Jerry Jeff and Gary White formed a rock group around that time called The Lost Sea Dreamers, later known as Circus Maximus when they moved to New York. They recorded an album for Vanguard Records. 

“It was a time when musicians of all different stripes--- folk, blues, bluegrass--- would get together informally and just play for fun. I remember drinking wine and playing blues all night with Townes Van Zandt and Guy Clark at Guy's house.

“There was a very interesting character named Frank Davis,” he mused, “a musician and recording engineer at Walt Andrus' studio, Andrus Sound, a nice studio co-owned by Andrus and Leland Rogers (Kenny Rogers' brother). Frank engineered the second 13th Floor Elevators record, among others, and also created an amazing musique concrete album called Metamorphosis. He had a house in the Montrose area in Houston, a neighborhood where most of the folkies, beats, SDS radicals and, later, hippies lived. He recorded the first session I ever played on, in March of 1966, with the Garden of Joy Jug Band. We recorded a cool version of Leadbelly's 'Death of Jean Harlow' (Scott, Phil and I later did a Byrdsy version of that at Sound City with T-Bone). Joe Johnson, Carolyn Terry and I, all members of Garden of Joy, hung out a lot at Frank's house. As I said, Joe Johnson played in the duo with me at Sand Mountain, and Carolyn Terry was a University of Houston student, a folksinger and a radio show host. After hearing our jug band, Frank decided we should do a side project, a folk-rock Lovin' Spoonful kind of thing. We rehearsed in his living room. The band was myself, Carolyn Terry, Joe Johnson, Frank, and Johnny Winter, who later became deservedly famous for his blues singing and guitar playing. We never got to the performing stage for some reason, but it was fun exploring together in rehearsals.

“As I was by far the youngest member of the Houston folk scene, I was kind of taken under the wings of the older guys and had a chance to hear established musicians play around Houston, such as Lightnin' Hopkins, Mance Lipscomb and Doc Watson.”

Bullock returned to Fort Worth the Fall of '66 and immediately tied up with Fraser and Lively who, still as The Mods, were laying down tracks for Cass Edwards at Sound City. During Spring Break of that school year, he took a trip to Houston with Phil White and introduced him to Carrick. White liked what he saw. When the school year ended, White, Fraser and Lively moved to Houston, independent of Bullock, who had also returned there for the summer.

While White said they quit school, the others denied it going that far for themselves. Bullock does remember them re-enrolling when school started again that next Fall.

“We put that band together because we quit school,” White argued. “At that time, you didn't quit high school unless you were a minority or a pregnant chick. The whole thing was that if you didn't finish school, you would simply, like, explode. But, in fact, we quit high school. We left the same day, in my car, and made a pilgrimage to Houston where we hooked up with Carrick.”


“I'm at the club one evening,” Carrick laughed, “and three guys show up, and we're talking gawky, zit-faced teenagers. They came in and introduced themselves and said that David had told them to come in and talk to me, that they had a recording deal and they wanted me to come to Fort Worth to make an album with them. Supposedly, they had gotten something going with T-Bone Burnett up at Sound City Studio and they didn't have what they really felt was a lead vocalist. David told them to come get me, though I don't know why, exactly. I'm going yeah, yeah, sure. And they're saying, aw, c'mon, but I'm not buying it. Finally they say, okay, let's do this. Let us play for you. We have all of our stuff out in the car and you have a P.A. I said, okay, after we close the club tonight, you guys can set up and play for me, and I'm just kind of doing this because I'm doing it, you know.

“I remember they were traveling in wheels wired together--- a '55 four-door Chevy, but wired together. They come in and set up their stuff and the club is closed and they start playing and in less than ten minutes, I'm saying what the f**k am I doing? I'm getting ready to move to Fort Worth with a bunch of gawky, zit-faced teenagers! These guys were just brilliant! It wasn't like you could see the potential. It was already there! They had incredible musical skill, every one of them. And the songs were great. Way beyond their years.”

Fraser remembered that summer fondly. “I met John for the first time at John's apartment at the Sand Mountain Coffeehouse,” he said. “Phil, Edd and I arrived, we exchanged pleasantries and repaired downstairs to the club where John was to perform. He was absolutely great. Sand Mountain was home to Jerry Jeff Walker, Townes Van Zandt and Guy Clark, but the wonderful summer I spent there, the two best sets I heard were by Messrs. Carrick and Bullock (who had returned there to play solo).

“At first, we lived upstairs at Sand Mountain, playing at night and rehearsing and sleeping during the day. Later, we moved into a stunning house we called The Castle. I went to school on folk music that summer and it was an invaluable education. I really enjoyed working with John.”

“I remember being at that house,” said Bullock, “this odd little Victorian house. They played me a tape they had recorded of 'House of Collection' and 'Day of Childhood'. At that time, Carrick suggested that I rejoin them. He said, 'Your voice and mine together would sound like silver honey.' I was flattered and the music was so good that I thought I might join them. I spent the rest of the summer playing on my own, but did rejoin the band when we were all back in Fort Worth.”

Those gawky teenagers spent that summer in Houston and formed a band with Carrick and whatever drummer they could find at the moment. For John Carrick, a traditional folkie, it was pure spiritual enlightenment.


“They were just as pure teenagers as they could be,” he said, “and they happened to be f**king geniuses, okay? When we went out to play, we played Byrds songs. The Byrds were our gods. I had followed Roger McGuinn from the folk scene into rock & roll and they had just discovered The Byrds and thought they were the most brilliant band in the world. So our life was scheduled around the occasional appearance of The Byrds on the Johnny Carson Show or the Ed Sullivan Show or whatever, and the new Byrds single or album. We played a lot of Beatles' stuff too. I was just the singer, but those guys played the scratches on the records!

“Anyway, we're playing around Houston and of course it's that time in the '60s and we're all getting way too much acid and way too much weed and whatnot. These guys were the first rock & roll punks I ever knew of. Every one of them was incredibly usurous, meaning to avoid work and to get what they wanted.”

To be fair, Lively, Fraser and White were just short of destitute at that time and lived their music as much as played it. Like most teens in similar situations, they grabbed anything they could just to survive (especially food).

“Scott told me they had very little money,” said Bullock. “They used hand soap to wash their hair and sometimes had to resort to stealing food. This is another area where Phil came in handy, because he was a skilled and audacious food store shoplifter.”

“I considered myself a part of the band and I fell in love with all of that s**t,” admitted Carrick. “Then, it came time to go to Fort Worth. I can't recall exactly why. Maybe T-Bone called or something, but it was time to head to Fort Worth and I had the GI Bill, so I went up there and started school.”

According to Fraser, summer was over and they had to return to school, which explains the sudden move. Regardless, the return to Fort Worth marked a real turning point: the beginning of the Whistler, Chaucer, Detroit and Greenhill project.


Before the trip to Houston, Lively, White, Bullock and Fraser had met with T-Bone and had discussed what would eventually become Whistler, Chaucer, Detroit and Greenhill. While Bullock's praise of Carrick's voice led to that trip, the goal was nebulous, to say the least.

“T-Bone had had an idea to have an ever-shifting group of writers and players,” explained Fraser. “It was a great idea aesthetically, but probably a bad idea, commercially.”

“To me,” said Bullock, “WCD&G was always a recording project. I'm not sure there was even a specific goal for what we would do with the songs we were recording. It was more of an artistic adventure, writing the best songs we could, then seeing what we could do with them in the studio.” 

Those songs came mainly from the pens of Bullock, Fraser and Burnett. White, who was to become a major writer in Space Opera, stayed off to the side.

“At the time,” he explained, “I was suffering from the getting-kicked-out-of-the-band syndrome. I felt like I didn't have that much to bring to the table. They were such incredible talents and the whole thing was so amazing it just blew my mind. I considered myself the weak sister of the whole thing.”


“Essentially,” remembered Carrick, “most of our waking hours were spent at Sound City. At first, it was just the three guys and myself with the occasional drummer thrown in the mix here and there. Just whoever we could get. From the day we got there, we're living in the studio. Recording, recording, recording. What we had, by the standards of the late '60s, were two Ampex four-tracks and this weird old patch base, so if you wanted to do a bunch of tracks, you would record onto four tracks, mix it down to one on the other machine, then start recording more stuff on four and mix that down to one. The process of doing that and keeping any sound quality was difficult, but T-Bone, who was younger than myself but older than the other guys, he just learned. He'd say, with what I have to work with, I do it this way, and though I have no idea how long he'd been doing it, he sure knew his way around. How T-Bone came to be a part of it, I don't know. It never even occurred to me. You walked in and there was T-Bone and that was that.”

“T-Bone, at age 19, was part owner of Sound City,” noted Bullock. “Scott, Edd, Phil and I were indeed back in high school and although some of us had to make up classes, we cut class regularly. We were not model students and spent more time at the studio than at school. T-Bone provided a secure, open-ended atmosphere where we were free to experiment and exchange ideas. Sometimes we would just sit in the control room or his office and listen to records, absorbing styles and techniques. Through the exploration of multi-track recording, we not only learned production techniques, but since it was a 'layering' process, it laid the foundation for a later self-education in arranging and orchestration.”

The music itself was a given, according to Carrick.

“These guys just had music pouring out of them like you've never seen. I mean, it was just try to stop them from coming up with good songs. It was unbelievable. Eddie (Lively), in retrospect, I think was the most brilliant writer. He could write songs all day long. He'd read a history book and find some interesting character and he'd write a whole song about that character.. All in few hours.”

Of course, it wasn't all Lively. “It turns out,” Carrick went on, “at Scott's house, there was a set of the classics of literature. What they would do was sit around, get the classics and open them up and find some great line--- some beautiful, poetic line. They would pull that line out and go through and find another one and pull that out. Some of the music was just strung together, whether directly plagiarized or lightly paraphrased, from lines from the classics.”

Fraser's mother, Virginia, gave the band encouragement at every turn, becoming the young musicians' biggest supporter.

“She taught music and had a Steinway in her house and was our biggest fan,” Lively said. “Most parents were always saying get your ass in school or get a job or you'll never make it or have something to fall back on and all that crap. V.A. never said that. She was always in our corner saying do it, do it, do it!”

At the studio, “to sort of 'pay our way',” said Bullock, “we also served as studio sidemen for many sessions, mainly local people. One unforgettable character we worked with was The Legendary Stardust Cowboy, aka Norm Odom. He was this eccentric dude who wore cowboy attire and carried a briefcase full of star maps. He recorded several sides, including his hit 'Paralyzed', on which T-Bone played drums.”

Carrick remembered the 'sidemen' sessions, too.


“You know who Major Bill Smith is?” he asked. “He had Bruce Channel and 'Hey Baby'? We got hired as a band to cut tracks for him, demos and stuff. What was amazing was how many different styles we did 'Hey Baby' in. I mean, if you can imagine The Byrds doing 'Hey Baby', we did it. The Butterfield Blues Band doing 'Hey Baby', we did it. The Beatles at Sgt. Pepper time doing 'Hey Baby', we did that. I don't know how many times or how many different styles we did that song. It was just a piece of work and we'd have fun with it, you know? I think oftentimes the humor would come when it was first suggested. Everybody standing around laughing, saying yeah, The Byrds doing 'Hey Baby', but you know, we'd somehow come up with something appallingly good. Smith was making the suggestions because he owned it and was probably thinking, if I could only get it on the charts again...”

“I recall the first time I laid eyes on Major Bill Smith,” said Bullock. “He was sitting at T-Bone's desk in the Sound City office working the phone, hyping a record to some deejay. He looked like a cross between the Wizard of Oz and L. Ron Hubbard. The sales pitch was all about getting a record some airplay. He finished his spiel with what I later learned was his signature line... 'This record is a cotton-pickin' smash!'

“Major Bill was the ultimate small-time regional song monger. He produced 'Hey Baby' and 'Hey Paula' which were both national hits, then spent the rest of his career trying to duplicate that early success while recording gimmicky stuff on the cheap to make a quick buck. He came from the time of the hit single but by the late '60s, the LP was king. I've met quite a few hustlers and slick A&R guys, or 'lizards' as we called them back then, but never anyone else like Major Bill.

“He was somehow instrumental in helping T-Bone get us the deal with UNI. After we landed the record deal, he tried to pressure us, myself and Scott, into one of his brilliant schemes. He wanted us to record a song by Mark Lindsay of The Raiders! My jaw dropped when I heard that absurd idea. Scott didn't hesitate in telling him in no uncertain terms that there was no way in hell we were recording that song. Bill said, 'You have to do what I say. I got you that deal.' Scott came back with 'You're just another man. We don't have to do anything we don't want to.' I don't think Major Bill was used to being told no, but he had to take it. I was really proud of Scott, standing up to this buffoon, this authority figure. From then on, we never took s**t from anyone.”

Day after day in the studio took its toll, but there were diversions. Carrick remembered (very fondly), “One of the things we did was shut down what we were doing and watch the Saturday afternoon teen dance show out of Dallas ('Sump'n Else' on WFAA-TV, Channel 8). We'd ridicule the music and all those nerds, but they had some go-go girls on that show and the Master of Brilliance--- the mastery, even at that young age--- T-Bone contacted them and got them to stop by the studio and record some stuff with us playing, just so we could be in the presence of their pulchritude. It seems to me that one time, T-Bone even convinced them to come over in their Saturday afternoon white vinyl go-go boots and dress things. I don't think any of us entertained any notion that we were likely to score, but we were in their presence. I think that was the magic of the deal. I'm not sure it was ever intended that we would do anything other than get them there, and it worked!”

“True story,” according to Bullock. “We cut a track on the Traffic song 'Dear Mr. Fantasy' for two of the girls to sing on. It was actually pressed on one of Major Bill's indy labels, so he as well was part of the deal. I think I still have a copy of it somewhere.  They were dolls.”

The sessions themselves were loose, musicians moving in and out of the studios as they were needed or as it happened.

“What was going on,” Carrick said, “was a lot of weird stuff. This guy, Rick Nation may have played some washboard on parts of the album or sang on some of the tracks. I know that Dave and I were on some of the tracks that Nation's jug band recorded during that time. But we did things like bounce golf balls in the bathroom in time to the music which may have gone way back on a track.”

Actually, Carrick and Bullock produced sessions for the jug band, which also featured Roy Robinson (now playing under the name Amos Staggs).

“Rick showed up at the studio,” said Bullock, “and T-Bone agreed to record his jug band and asked John and I to produce. Rick never played on our sessions, but John and I did on theirs.”

Looking back, Carrick had a hard time remembering who played what on most tracks. “I might have played guitar on some of the stuff,” he said. “It's very likely that I did play some acoustic guitar, some background guitar, as well as some percussion. But when you had Scott Fraser and Edd Lively there to play guitar... Son, they sure didn't need what I had to offer.”

The truth is, it is hard to say what was used and what was discarded. At some point, it all started to run together.

“We spent so much time in the studio and our world was really, really small,” explained Carrick. “Outside the studio, we occasionally went over to the jug band's house, but there just wasn't a whole lot going on that wasn't about music and that studio. If somebody else was recording, we'd go over and just hang out. I was up there, to the best of my recollection, for about a year, and David came back somewhere about seven or eight months into the deal.”

Bullock actually came back from Houston the same time as did the others, to return to school. “The others had been recording for a couple of months during the summer,” he said, “so I got back into the group, at their request, in September of that year.”


“It first appeared that he was going to kind of work into the deal,” continued Carrick, “then things got weird. You know how a chicken will get a spot of blood on him and the others will pick at him? We're going along and I don't know what happened, but Eddie got a spot of blood on him and the chickens went for him. By constantly putting down his stuff and ragging him and messing up his stuff when they were recording. Eddie was it. I have no recollection as to why that was, but Eddie was it. So Eddie left, out of the deal. I mean, he was kind of shaking his head and pissed off and kind of sad, and he just wasn't there anymore. To the point that they began to re-cut tracks on the album that he had done. Things went on and then I got a spot of blood on me, you know? Same thing. It became obvious that it had become a deal and that I wasn't in it. On the album, there were songs that I sang that David and different people went back and sang, and they sang exactly like me.”

Fraser disputed that claim, as did Bullock. “We never replaced any of Edd's guitar tracks,” Fraser stated. “David re-recorded the lead vocals on a few songs, but Carrick's voice is still present as both lead and harmony.” As for Lively leaving, Fraser wrote it off to a personality conflict between T-Bone and Lively.

“It was a rough breakup,” Bullock admitted, “and honestly all I can remember is that everyone went their separate ways. Like a marriage among six people, there is bound to be strife and, eventually, a shakeout.”

“Of the Fraser/Lively songs on the album,” he recalled, “'Day of Childhood' and 'House of Collection' were recorded before my involvement. 'Just Me and Her' was the third Fraser/Lively song, and we worked as hard on that as on the others. Edd's songs were never slighted.”

Still, the split was not as amicable as remembered. Lively remembers that Fraser and he “canceled each other out.” And there was pressure. “They had Bullock and he was a voice from Heaven, and Fraser could play anything. There was just too much talent for four walls. You needed a castle. So they kind of wedged me out because I was the weakest link and, at the same time, the thorn in everyone's ass. I was Neil Young to their Crosby and Stills, you know? It broke my heart, but not from a business standpoint. It was mostly between myself and Fraser, and Fraser just kind of turned his back on me. He went with the crowd. Of course, it was great for me, though I couldn't see it at the time. It made me go out and stand on my own feet. I became a leader instead of a semi-leader. I think it was my destiny.”

Carrick also claims the pecking extended to Burnett.

“I always say 'the guys',” he said, “because I don't want to include myself in that petty s**t (implying that he played his part), but they tried to put the blood spot on T-Bone and he wouldn't have it. He had the ability to move on. He'd go, oh, they're doing that thing today... okay... let's record this track. And that was part of T-Bone's brilliance. No matter what mood, no matter how stoned anybody was, no matter how hormonal, T-Bone would get the job done. That may be his greatest gift, besides a depth of knowledge and skill. That ability to get a really diverse bunch of people to work together as smoothly as they possibly can.”

Of course, as Bullock stated earlier, no band alive lives in perfect harmony and Carrick was an outsider, of sorts. Older and more experienced, he had a different view of things. Still, the years have shown that he had an appreciation of the situation, as his take on Phil White shows.

“Phil came from, by Fort Worth standards, a fairly well-off family,” he said. “His dad owned a bunch of Dairy Queens. For some reason, from an early age, Phil was kind of a rebel. He was big enough where he could be a bit pushy and get away with it and always seemed to get in a lot of fights and liked to press his luck. At some time, he got into martial arts and became a no-s**t badass. He has always had a big drinking and drug problem, too. He's never had a job as far as I know and I've heard people talk about having to move because Phil wouldn't get off the couch. 

“The other side of that is that Phil is brilliant. He could have made an easy living as a standup comic. He's quick, he's funny, he's insightful. But it's like he was insecure or something. I've always really, really enjoyed Phil.

“See, I was fresh out of the Marines. I ran into Phil years later and Phil implied that back in those days I always wanted to kick his ass. Physically. That was the furthest thing from my mind. I would get frustrated with him because of his amazing ability to f**k things up and laugh about it while it was happening, but kick his ass? I'm just not an ass-kicking kind of guy.”


By the summer of 1968, there was enough for an album.

According to Carrick, “When this thing came to where it was essentially finished and we were having preliminary mixes--- edits pretty much done--- what we had was kind of unmastered to stereo, but mixed down to stereo. T-Bone, boy genius, went out and presented it to UNI Records. They liked it and made an offer. I don't know exactly what the offer was, but evidently by the standards of the time it was a good offer--- some good guarantees for whatever guarantees are worth. Distribution, promises--- those kinds of things. Understand, the way this deal was structured, Whistler, Chaucer, Detroit and Greenhill was a concept and not necessarily a specific group of individuals. So T-Bone comes back and says, if this is what they are willing to offer right off the bat, I should push for more.

“Well, as it turns out, what they wanted was a Texas band because Texas guys were hot at that time. Janis is happening, Johnny Winter is happening. A lot of the San Francisco cats were out of Texas. So T-Bone goes back with a counter-proposition, asking for more, and UNI took what they originally offered T-Bone and gave it to the next band that they wanted, that band was the Fever Tree, and Fever Tree took it. Well, when T-Bone went back, what we finally got was kind of a cut-out bin deal. We'll do this and that and we'll mail a hundred copies to deejays and we'll print so many copies.”

While the negotiations had resulted in less than a dream deal, UNI did give the go-ahead to ready the album for release. WCD&G (and assumedly, T-Bone) turned to Guy Clark for the cover art.


“At that time,” said Bullock, “Guy Clark was an accomplished musician but was just starting to write original songs and hadn't recorded yet. He was a friend from the Houston folk scene and was a luthier as well as an artist and a musician. He had, however, done some album cover art, so we asked him to do the design and photography. I don't know whose idea it was to include him in the photos, but since the mythical group had four names and there were only three remaining musicians, it made sense to add a fourth face. It was a spontaneous decision. Guy set up the shot, set the timer on his camera and placed himself in the shots.

“The front cover was done by the garden wall of an old mansion in the Montrose neighborhood of Houston. In the back cover shot, we were looking out the back windows of Guy's house on Fannin Street.”

Carrick felt the sting of exclusion. He found out about the shoot from Clark himself.

“Guy called me up and started talking to me about the photograph and I said, what photograph? He said, well, for the album cover. All the guys were in town and were going to get Guy to do the cover art. They'd come to Houston to do it, for some reason. So I called them up and they said they didn't want me in the picture.”

When asked who he talked with, Carrick said “I don't remember. Probably Phil. Phil was generally the one who would mouthpiece things. Scott was very quiet and was the most reticent. Dave would (more than likely) fall into line behind Phil. Anyway, since they had four names on it, rather than have me in it, they had Guy in it. It would have been more pleasing to me to have T-Bone on there. But it struck me that that was how petty things had gotten.”


Not really pettiness, at least in Bullock's recollection. “The group had splintered and it was down to the three of us at that point, and T-Bone had no interest in being on the cover. He had already moved on.”

The Unwritten Works Etc. was released in October of 1968 and promptly tanked. It received little promotion, even in Texas, and basically was tossed beneath a moving train. The seed had already taken hold, though, and Fraser, Bullock and White vowed to move forward together. They continued to write and rehearse, grabbing fill-in drummers in the hope of finding a match. They finally booked their own gig at a brand new facility in Fort Worth.

“That was the 'coming out' after the album was released,” said Bullock. “It was March of 1969 that we booked a concert at the W.E. Scott Theater. Scott Theater was built for community theater and dance performances and we were the first musical group to play there. Bear in mind, we were (mainly) a studio group at this time and Scott and T-Bone had played drums. So we hired a drummer named Tony Lee, invited our friend John Harris to play piano and sold out the 500-seat theater for our first real concert. The emcee for that show was the Legendary Stardust Cowboy.

“John Harris has been a friend of ours since we were teenagers. He played with us some in the post-Mods days and then after the WCD&G album, he played piano and banjo with us at Scott Theater. John had a pure, high voice and played on some of our original songs as well as soloing on a traditional folk song called 'John Hardy'.

“We turned the album title around and billed ourselves as The Unwritten Works for that show. By the time the album had been released, we had moved beyond it musically, so we didn't carry the Whistler, Chaucer (or Unwritten Works) flag for long. In fact, that was the only concert ever billed under either of those names.”


A member of Space Opera's extended family opened the show. Julie Smith, a young and beautiful high school folkie, had caught the eye of manager Michael Mann (and dragged him 20 yards, as comedian Emo Phillips would say). She had previously performed as a duo with Susan Allen (now Susan Colegrove and playing with husband Jim Colegrove in the group Lost Country) under the name Glycerine and Rosewater, playing venues such as the prestigious Rubaiyat in Dallas, headlining over the likes of B.W. Stevenson and others. (“That was THE place,” laughed Julie Smith-Johnson. “Once you hit The Rubaiyat, you hit the big time. We were really too young to be playing there, but I like to think that we were just really talented.”) At the time, Glycerine had just split with Rosewater, so Mann set up an audition with Fraser, who consented to listen.


“I lived in the back bedroom of my grandmother's house,” Julie said, “and Mike had brought over The Unwritten Works album. I played it and really liked it. I had been playing since I was eleven and until recently had performed with Susan Allen (now, Colegrove), as Glycerine & Rosewater. Space Opera had rented this big house on 6th Avenue and had played several gigs by then, so they were officially a working band. When Mike mentioned this opportunity to do this big concert, I thought it wonderful but couldn't even imagine it being true. The only thing is, he said, you have to let Scott hear some of your songs. I wrote a lot of my own stuff and playing for Scott was downright frightening for me. I was fifteen or sixteen at the time. I played him two of my songs and he gave me the okay.”

“Yeah, Julie and Mary Rhoads were part of the story before Space Opera ever played their first live performance under that name,” said Mann. “They were best friends in high school, which is where I met them. Julie was my first great love and an American Beauty. She was a talented singer and as funny as Lucille Ball. She auditioned for us and Scott gave the thumbs up.”

The night of the concert is still a vivid memory for Julie Smith-Johnson, as she is now known. “I came up through the orchestra pit to a stool,” she said, “and sang all of my original songs. I might have done two old Negro folk tunes, but the rest were mine. If I had it to do again, I would have let the guys direct me more, or asked them to, and tried to learn what they wanted me to sing. Still, the audience was very kind and received me very well.”

The concert, a sellout, was successful to say the very least, but the band knew it was only one night, an anomaly at that point in their existence.

“Until we found Brett and formed Space Opera,” said Bullock, “the three of us would just show up and play clubs with no billing, while our music evolved.”

Those club gigs involved anyone they thought could fit within the framework of the band. Besides drummer Tony Lee, “there was a guy named Doyle Breshears,” said Bullock, “who sang and played guitar with a fantastic Fort Worth band called The Cellar Dwellers. Doyle played drums with us for a few gigs, just before we found Brett. Dean Parks, a studio musician who played guitar on just about every studio album the past 40 years it seems, played drums for us on some studio sessions. As for Scott, he never played drums onstage again once he made the change to guitar.”

They also continued to work at Sound City. Fraser remembered recording several other songs there. “I played guitar tracks on everything,” he said, “and keyboards wherever they were needed. And drums. But at the time, I didn't sing.”

Scott did begin singing shortly thereafter, according to Bullock. “He began to sing publicly in 1969. It was one of his many hidden talents that he decided to develop about the same time that he surfaced as a monster guitar player.”

ALAS, POOR CARRICK (I knew him well, Horatio...)

After removing himself from Sound City and clearing up personal business, John Carrick returned to Houston to what he hoped would be a new direction. Ready to play, he looked around and found a few people heading in the same direction... in more ways than one.


“I came back to Houston and started my heroin career,” he said. “I had a friend--- the one who'd introduced me to David--- who wanted me to try an electric band, so we got some guys together. As a matter of fact, one was the old drummer from the Fever Tree. I think he was the one who told me the story about how they got their deal with UNI. Anyway, we started this band called the Texas Rangers and achieved some notoriety, but it was four young heroin addicts and a meth freak. We did a short tour with Creedence Clearwater and John Fogerty called us up and wanted us to record. It suddenly occurred to me, gosh, I am liable to still be under contract to UNI. Anyway, Fogerty checked it out and it turned out I was still under contract to UNI, who said they'd release me for an absurd amount of money. That was just because it was Fogerty. That was like a year and a half after Whistler, three years after I left Fort Worth.

“You see, even in the midst of the good music, the drugs kept the Texas Rangers apart. There was a big club in Austin called The Vulcan Gas Company and we probably played there as much as Johnny Winter or any of the bands out of Houston. We were wildly accepted, but we were just too f**ked up and, eventually, we fell apart.”

Carrick spent the next 18 or 19 years a drug addict. Today, he brokers guitars for musicians and collectors and makes a living. He still plays, but more for fun than for survival.

As many years as it has been, though, there remains one burr under Carrick's saddle. “It has always annoyed me that T-Bone doesn't include the Whistler, Chaucer album on his discography,” he said. “I've been told that he doesn't like to talk about it. It's almost like, to him, this album never really happened, for some reason.” 

“It's not unusual for musicians or artists of any kind to feel ambivalent about work they did when they were starting out,” countered Bullock. “Maybe that's how T-Bone sees it, and I understand. We were all still kids, learning how to write and record.”

WCD&G: An Addendum...

Regardless, the time with the band was a magical time for John Carrick. While finding information about the songs on the album has been difficult, Carrick, struggling to remember, had this to say:

“The Viper”--- That one I sang originally and after I was completely gone, they redid the vocal and David sang it. He didn't do nearly a good a job as me, by the way. He was too sweet for that song. It had a real sweet, intriguing quality to it.  (That is definitely Carrick on lead vocals in the music video)

“Just Me and Her”--- I can't remember exactly how that ended up. I know I sang it originally. An interesting side note is that the five-string banjo in the background was supplied by Northeast Texas banjo stud Steve Bruton.

“Tribute to Sundance”--- David wrote that song. That's a tribute to Little Sundance which is (whispers) LSD. It was a steal from a guy in Austin who had written a song called “Little Sundance”. A guy named Wally. I can't remember his name, but if you follow Austin, there's a cartoon character out of Austin known as Oat Willie and that character was patterned after Wally. (“The guy's name was Wally Stopher,” explained Bullock, “a fixture on the mid-'60s Austin scene, when Austin was still cool. I had heard the recording of 'Little Sundance' at Andrus Sound in Houston and loved the song, so I wrote a tribute to it. Kind of odd, but there you have it. My song was not intended as a tribute to LSD, nor was it a steal. It was a completely different song.”)

“As Pure as the Freshly Driven Snow”--- That's David. See, that's what I mean. That's the kind of stuff where David's voice really shines. Not just ballads, but on anything that's sweet and compelling. I have more of a bulldozer effect.

Carrick admits that his memories regarding the tracks may be faulty. And he admitted to not having recently heard the album.

Bullock, though, took notes. Here is his track-by-track rundown, incomplete though it may be, for the Unwritten Works Etc. album, as it appears in his journals.

“The Viper” (Burnett)
Carrick: Lead vocal
Bullock: Harmony vocal, harmonica, acoustic guitar, spoons
Fraser: Drums, electric guitar
White: Bass
Dave Ferguson: Violin

“I enjoyed playing the harmonica solo in this song of T-Bone's,” Bullock said. “I still thinks it fits and sounds pretty good. This was also the song where John Carrick and I made good on the 'silver honey' vocal blend, John singing the melody and myself on parallel harmony. We recorded the vocals side-by-side on one Neumann microphone. Lots of fun. Dave Ferguson played his iconoclastic violin parts on this song and on a few of T-Bone's others. Ferguson really added a lot to the album. He was a brilliant player and T-Bone apparently knew just how to use his talents.”

“Day of Childhood” (Fraser/Lively)
Carrick: Lead vocal
Bullock: Backing vocal
Fraser: Drums, 12-string acoustic guitar, 12-string electric guitar
Lively: Electric guitar, backwards lead guitar, backing vocal
White: Bass, backing vocal

“Upon Waking” (Bullock)
Bullock: Vocals, acoustic guitar
Fraser: Organ. 12-string acoustic guitar
Burnett: Plucked piano strings, backwards strings (from another song he had recorded previously)
White: Bass

BULLOCK: “'Upon Waking From the Nap' is the first song I ever wrote. When I played it for T-Bone, he said it sounded like a John Phillips song and he wasn't sure if it would fit with what we were doing. As it turned out, we were doing everything, so no problem. The recording was basically my voice and acoustic guitar with Phil's bass part. Then, T-Bone put his magic to it. At several points in the song, T-Bone plucked the strings of the studio piano like a harp gliss. He then brought out the master tape of a song he had recorded some time earlier, I think at Robin Hood Bryan's studio. It was a T-Bone original and it had a string quartet on it. He isolated the string tracks, ran them backwards and that became the string section of my song. Serendipity plays a huge role in recording, as does skill. It was a combination of those elements that made the strings work so well on that track. I also owe the title to T-Bone. The song was untitled and he suggested it. I wasn't knocked out by the title but took his suggestion, so there it is.”

“Live 'Til I Die” (Bullock)
Bullock: Vocal, acoustic guitar, harmonica
Fraser: Drums, electric guitar (rhythm and lead)
White: Bass

On this one, Bullock took a phrase from an old blues song and built his song around it. “I wrote the lyrics while riding on a Santa Fe train between Houston and Fort Worth,” he explained. “The song I had in mind for a model was 'Leavin' Trunk' by Taj Mahal. We used to listen to his record a lot at the studio. My command of the blues vocal has improved from my teenage years, I am happy to say. Space Opera played that tune right up to the end of the band, at our last gig.”

“Street in Paris” (Burnett)
Carrick: All vocals
Dave Ferguson: Violin
The rest of the backing track may have been mostly T-Bone and was done before his association with us.

“As Pure As the Freshly Driven Snow” (Burnett)
Bullock: Vocals
Fraser: Drums, acoustic guitar, maybe piano
White: Bass, sped-up bass
Dave Ferguson: Violin
Burnett: Maybe piano, not sure which of them played it

“Tribute to Sundance” (Bullock)
Bullock: Vocals, acoustic guitar, whisper harp, sand blocks
Fraser: Acoustic guitar
White: Bass
Burnett: Accordion

BULLOCK: “I had heard a recording of a song called 'Little Sundance' at Andrus' Studio in Houston, I think it was by Wally Stopher and the Conqueroo. It was a really beautiful song and I liked it so much that I wrote a tribute to the actual song. The only resemblance to 'Little Sundance' was in its instrumentation, as well as I can remember from having heard it only once. We used acoustic guitar, bass, sand blocks, and an harmonica called a 'whisper harp'. T-Bone added accordion (which was right in the pocket) and I sang two voice tracks and we were done. This was, incidentally, only the second song I had written.”

“House of Collection” (Fraser/Lively)
Carrick: Lead vocal
Bullock: Backing vocal
Fraser: Drums, acoustic guitar
Lively: Lead guitar, electric rhythm guitar, backing vocal
White: Bass, backing vocal
Burnett: Backing vocal
Piano and harmonium were played by Lively and/or Fraser

“Just Me and Her” (Fraser/Lively)
Carrick: Lead vocal
Bullock: Harmony vocal, electric rhythm guitar
Fraser: Electric 12-string, lead guitar 6-string
White: Bass, harmony vocal
Stephen Bruton: Played a guitar part which sound somewhat like a banjo, but it was a 6-string acoustic guitar in open tuning, capo-ed up high on the fretboard.

“On Lusty Gentlemen” (Burnett)
Bullock: Lead vocal, recorder solo
Lively: Flute
Dave Ferguson: Violin
Carrick: Backing vocal
White: Backing vocal
I can't say who played organ, piano, bass and drums. This was done before I got involved.

“Ready To Move” (Bullock)
Bullock: Lead vocal, electric 12-string
Carrick: Backing vocal
Fraser: Drums, lead guitar
White: Bass, backing vocal 

BULLOCK: “When I wrote this, I consciously used a few notes from the hymn 'Come Thou Fount of Every Blessing'. If you know the hymn, you can hear it in there. One of the words we always used to describe The Byrds' music was 'churchy'. Listen to 5D and you can hear its majestic, stoic quality. On 'Ready To Move', I was thinking of 'Change Is Now' as a model and I think we came close to that spirit in the recording. It has kind of a Celtic, droning feel and is probably the heaviest song on the album. That, by the way, is the last song we recorded for the album and we were pleased to end it that way.”

It should be noted here that The Unwritten Works Etc. was included on a list of Mojo's “The Greatest Albums of All-Time” and was a feature item on an episode of TV's “The Gilmore Girls”. Historically, the album stands out, but it was not until the band found Brett Owen Wilson, cheerleader and jazz drummer, that the story of Space Opera, the band, begins.  

CHAPTER THREE: We're Singers and We're Sailors...

Playing gigs with the odd musician was not the way to proceed, the trio decided, so the next move was to get organized. They finally had a business man, a manager, Michael Mann. Bullock and White both credit Mann with much of the band's success. 

“He was the one who actually got us all our jobs and negotiated contracts,” Bullock emphasized, “and found sources of money that we needed to gear up and survive. Michael's hard work and creativity was the reason we went from 'new band' to Columbia Records' artists in less than three years.” 

“I hired Michael while in college,” said White. “My father, rest his soul, had told me that if I would finish high school and prove to him that I got into college, he would buy me the car of my choice. So I went and took this GED test, which had questions like which animals bark--- frogs, bulls, puppies. If you could pass that test, you got the equivalent of a high school diploma, which would mean that I was eligible to get into Tarrant County Junior College. To make it short, I took all of this to my father about two days after our conversation. He figured I was maybe two years away. I said, Dad, I'm in college, I want an MG. So he bought me one. 

“About the third week of college, I ran into Michael Mann. He and I had lunch together and talked things over and I asked if he was interested in being our manager and he said sure. So we went out to his car--- he had an MG, too. At that point, it had something to do with what is fine and grown in Mexico and the next thing you know, I hired him to be our manager. I figured I could finesse him in. I could say, look, he's willing to do this and he's willing to do that.” (NOTE: The official date for Michael's hire, according to Bullock's journal, was November of '68, shortly after the release of the Whistler, Chaucer album) 

“Michael joined us before we found Brett and started Space Opera, when we were still trying to fit the pieces together,” said Bullock. “He helped us do that by managing our business and getting us work. With Michael on the business end, we were free to make music. He provided the forums we needed--- club dates, concerts, recording dates. He helped attract financial supporters and kept expanding our business network and strategy. He was an equal partner with us and we were an insular, tight family living and breathing (eventually) Space Opera.” 

“I had no experience,” Mann related, “and started off by finding places for the band to play, hauling equipment and doing sound. Shortly after that, Phil and I both just walked away from school and rented a two story house in the same neighborhood David lived in. 

“Phil was outgoing, athletic and liked trying different things. For instance, he was very interested in exploring different philosophies and the like. He was the one always willing to try new things, and we went along because he was a fun guy, but as time went by my relationship with him became mostly business. We were all very close, almost like brothers, but we were very focused on becoming a success and doing our respective jobs.”


Mann spent a short time working with the various lineups gleaned from three legs of the Whistler, Chaucer days. The first show he set up outside of the clubs and occasional party gigs was the Scott Theater concert where they were billed as The Unwritten Works (see Chapter Two). He would soon prove himself to be worthy of equal partnership.  

Now that Mann was in, the next link was musical--- a drummer. Continuing with fill-ins would never work. While in Austin during late Spring of '69, they happened to ask around. Drummer? Sure, someone said. In fact there was a good one, and he happened to be from Fort Worth. Space Opera tracked down and met with the final link in the musical equation: Brett Owen Wilson. Wilson was not unknown to the guys. He had gone to school with them at Paschal, had been in fact a popular cheerleader there, and had played drums around Fort Worth in various jazz combos, most notably with compadre Ridgway Scott. Arrangements were made for a tryout. 

Wilson told his then girlfriend and future wife, Claudia Wormley, about it. There was something about the guys--- a positive energy. After the first session, it was a lock. 

“I remember Brett feeling like this was something he had to do,” she recalled. “He wasn't really going to school to any great purpose. He had just become eligible to become a day student when I met him, in March.” 

Wilson packed up his drums and headed for Fort Worth.

The newly formed unit decided to take the name Space Opera because they were interested in science fiction and the advent of manned space exploration, virtually a comic strip being brought to life. 

“We saw the 60s as the beginning of a new high-tech age,” said Bullock, “not so much the leftist utopianism of the hippies, but as a time when art and technology would bring new enlightenment and new opportunities. The element of ethereal, spacey sound was an important part of our music. So to us, Space Opera was a play on words, meaning ethereal songs. We didn't philosophize on the subject. We just chose the name and moved on. I don't think the name kept people from listening to our music. Then again, it does sound a bit too much of the period, in my opinion.”

When Claudia graduated a few months later, she also left Austin for Fort Worth. “I moved in with Brett when he was in the band house, but he wasn't happy with that,” she said, “so I moved into a duplex with Brenda, Phil's then-girlfriend. Mike (Mann) was at the house. Scott still lived at home, as I recall, but he was at the house all of the time. When Brenda ended up going somewhere else, Brett and I decided we'd move in together. We rented a house and two years later ended up buying it.”  

The early days were a learning experience, but it quickly became obvious that the band had something beyond the norm.

“They were tight,” said Claudia. “They were all such good musicians and Brett brought a whole new aspect to the other three guys because of his jazz experience. By the time Brett tied up with them, he had been playing jazz for about nine years. I thought they were fabulous. This was a unique thing I was experiencing and to have the man I love up there performing--- it was like if I was smitten beforehand, while watching them I was completely smitten.” 

Other pieces began to fall into place as well. Cass Edwards III, who had bankrolled and produced the Mods' sessions, signed on as sound man. He had left Fort Worth after The Mods to attend Cornell University. Upon his return, Space Opera filled his time and, for all practical purposes, he became a vital part of the band's operations. 

“In fact,” Bullock emphasized, “Cass was audio engineer for the Whistler Chaucer concert earlier that year. From The Mods all the way to Space Opera and beyond, Cass has been part of our thing, longer than anyone.” 


The band played their first gig as Space Opera at the End of Cole club in Dallas in June of '69 and played Fort Worth continually July of that year, having become the house band at the HOP, a popular tavern/pizza house known as the House of Pizza before the band's friend Craig Liddell bought it. Liddell also teamed with Mann to open Zeke's, one of Fort Worth's early forays into fish and chips. Mann hired two girls to help run Zeke's, Julie Smith and Mary Rhoads. Both were to become important parts of the Space Opera saga. “Julie was the one who opened The Unwritten Works concert at Scott Theater,” Mann pointed out. 

“We played three nights a week, four sets per night at the House of Pizza,” according to Bullock. “The HOP was a college hangout and from playing there we got quite a few private party gigs, mostly frat parties. We also played some at The Greek Letter, four sets a night and six on the weekends. It was operated by an Italian guy named Lou DeMarco, who always treated us well. The gig ended when the place burned to the ground.” 

Through Angus G. Wynne III, they were booked to play the Texas International Pop Festival over the Labor Day weekend. Headliners included B.B. King, Led Zeppelin, Santana, Ten Years After and Chicago Transit Authority, with less notables Shiva's Headband, Nazz, Rotary Connection, Incredible String Band and Freddy King, among others. It was the band's first major concert and a big learning experience. 

“We had developed a relationship with Showco,” said Mann, “the promotion company which produced the festival. It was owned by Angus Wynne and Jack Calmes. They were both very savvy and ethical businessmen and well connected socially.”

“Wynne wasn't a Space Opera backer,” explained Bullock, “but he did befriend us in the early days. His family is old Dallas money, but Angus is a soul man. He was always involved with the music scene. He booked us to play private parties as well as the Texas International Pop Festival, which was his creation.” 

For the Pop Festival, Space Opera was originally scheduled only for the Free Stage. 

“The Free Stage was set up in an area outside the Main Stage,” Bullock pointed out. “It was admission-free, so those who didn't have tickets for the main stage could hear some music. Wavy Gravy and Ken Babbs of The Merry Pranksters, whose bus 'Further' was parked immediately behind the stage, shared emcee duties and ran the Free Stage. 

“Some great musicians also came and played the Free Stage. One night, there was a great jam that included B.B. King and Johnny Winter, two great blues guitarists in their prime. It was magic and it was so cool that musicians like that came over and played for free.” 

According to Richard Hayner, whose website is devoted solely to the festival and related activities, Grand Funk, scheduled to open all three days, pulled out of Monday and left the festival in a jam, so to speak. Space Opera was asked to fill in on the main stage, which they gladly did. It was another feather in a fast-growing cap. 

Even with success, it was fast becoming obvious that the band needed something other than promises and word of mouth to further their future in music They decided to record a demo. They entered Delta Studio in Fort Worth and laid down a Fraser tune called “Old Sal”. The session was gratis. 

“Our usual deal, from that point on,” said Bullock, “was to record on spec, or the studio would just give us a free ride based on their interest in our music.”

While at Delta, they reacquainted themselves with a friend from the Sound City days, David Anderson. Through him, another recording opportunity materialized. 

“He had been a partner with T-Bone at Sound City and was hanging out at Delta,” said Mann. “He was then attempting to be a songwriter and introduced us to a guy who introduced us to Bubba Fowler, a Nashville producer.” 

“Anderson was an ordained Baptist minister, but not a practicing man of the cloth,” added Bullock. “He was a very genial and positive person who had always been good to us in the Sound City days. On a side note, he played drums with The Legendary Stardust Cowboy on Rowan and Martin's Laugh In television show. He was in on that session at Delta (again, a freebie for us) and suggested Fowler as a contact for recording in Nashville. 


“Fowler was a songwriter as well, and an aspiring producer,” added Bullock. “It was an opportunity, so we flew out and stayed with Fowler in his house. Brett, Scott and I slept in his unfinished attic, being very careful not to fall through the ceiling. We recorded two songs at the Columbia Studio in Nashville under Fowler's auspices (“5/4,” a Bullock song, and “Lovin' Stream” by Bullock and White). Both songs, including vocals, were cut in one session. The band had not really thought about what they might do with the recordings, though, and nothing ever came of it. 

Then, in late '69, they got a break. “We were introduced to Jim Meeker,” said Bullock. “Jim was an oilman and art collector, about 15 years our elder. He was Ivy League-educated, single and lived in a large modern house adjacent to a country club golf course. Artists and musicians, both established and ascendant, along with ne'er-do-wells of all stripes, stayed or visited Jim's salon.” 

“Gary Scott, a friend of the band, was dating a very pretty socialite named Janie Beggs who knew Meeker,” Mann added. “I think Meeker and Beggs were somehow related. Beggs later married Glen Frey of The Eagles. Meeker, in my opinion, was the single most influential person in Space Opera's career. He was our money man. He hired Julie Smith to handle some matters for him and she did a great job. He was in the business of buying and selling art and Julie was in the middle of all that and became our inside contact. She kept our books and helped us keep up with the bills.” 

Smith handled whatever affairs Meeker handed her, including those of the band. “Michael had 50% of a fish restaurant, Zeke's,” she said, “which I helped run along with Mary. (Ed. Note: Craig Liddell and Mann purchased it from Otto and Harriet Zurcher) I quit Zeke's and began working for Meeker, and I also kept the books for Space Opera. Looking back on it, I was liaison between Mike and Zeke's, Mike and Meeker, while looking after the band's interests. I went from handling receipts that they'd bring in--- hamburger receipts along with a french fry or two in a paper bag sent to me through the mail--- to handling real money. Later, Michael would sometimes request a payout, or Meeker would sometimes just tell me what to send after having talked with Mike. I did that with a number of artists. I was the go-between. They came to me instead of dealing with Meeker, occasionally. That was my job.” 

“At Meeker's place,” Bullock continued, “we met Eric Andersen (who played a role in introducing the band to Columbia Records). Others who passed through included Andy Warhol, Ed Ruscha, Bob Neuwirth, and a beautiful girl who called herself Tonto (Phyllis Major, who also visited us in Williamsville two years later and ultimately married Jackson Browne). Jim also introduced us to his fine arts friends such as Peggy Bernier. Jim became our patron and friend and we hung out at his house at night, enjoying his hospitality and playing music for fun. 

“Jim often mentioned this old friend of his who was a songwriter in Nashville. One night, he invited us to have dinner and play some songs for this friend. After that dinner, we played a few of our tunes on acoustic instruments. We sounded pretty good by that time, our harmonies tight and pure, and we were full of confidence. Ascendant. 


“This old guy, very drunk, pulled out his beat-up Martin with autographs carved into it and began to play. I remember thinking, this poor guy, he doesn't sound so good and he's already 33(!), over the hill! Maybe we can help him when we get famous. Ironically, every song he played that night was a huge hit within the next year and we never even cracked the charts. His name was Kris Kristofferson.” 

A month later, in October, they opened for Johnny Winter at Panther Hall in Fort Worth. The young kid who had been just short of playing in a band with Winter in Houston was thrilled. And when Meeker, through connections, got them an audience with Adrian Barber and Warner Brothers Records, they flew to New York to audition in a rehearsal room at the Ed Sullivan Theater. The band thought this was it! The audition, though, was a reality check. 

“I believe that the audition with Barber came about through one of Meeker's contacts,” Mann related, “ maybe through Kristofferson or his manager. It was our first time in New York and we were not well prepared. I don't mean so much the band, but in general. We were a bit overwhelmed, while being excited just to be in New York. We had to rent some shitty equipment that did not do the band justice, the room was small, and I remember feeling that we were not in control of the situation the way were accustomed to be. Barber and his associate asked us if we were going to see the Allman Brothers that night. I don't think that any of us had even heard of them at that point. 

“The audition was okay, but it was more a few guys sitting around on uncomfortable chairs listening to Space Opera play on that shitty, rented equipment. The Allman Brothers dominated their conversation. They seemed surprised that we were not interested, but the guys were not social that way like a lot of musicians seem to be. I don't recall them ever letting anyone sit in or them sitting in with anyone else. They were very focused on their music, and it served them well. In the end, I don't think we made too big of an impression on Barber and Co. because it was not really a performance as much as an attempt by the band to show their obvious musicianship and songwriting ability. They may have been expecting something more polished.” 

Directly afterward, back in Texas, Space Opera headed back into the studio. “We recorded four songs at IRI,” said Bullock, “including the first versions of 'Country Max' and 'Singers and Sailors.' 'Singers and Sailors' was one of our most popular songs in the early Space Opera days. It was one of the few songs that Scott and I collaborated on, so it is special to me for that reason alone. We often showed each other new songs in his den, him at his mother's Steinway and myself with my old Gibson J50. One day he played me this beautiful slow song in Dorian mode. Brett had played us an album by Denny Zeitlin earlier and I think that was the inspiration for this song. Scott had the piano parts and the refrain lyrics, 'We're singers, and we're sailors, and we've been here for twenty years.' He asked me to write the verses. I scribbled them on a yellow legal pad (I still have them) and we played it through. I suggested we also try it at a fast tempo, a rock version. It sounded good both ways. We later recorded both versions at Exit 4 Studio and also played both onstage.”

“Country Max” was to follow the band through a series of sessions, and for good reason. According to White, “Dave may have just been on point when he wrote that song. There was no conscious effort to do a quote/unquote commercial song. That was a period when Dave was hot and he probably, just through osmosis, absorbed the dynamics of what makes a hit single. And I'll tell you this, wherever we played it, people reacted to it as though it was a hit.”

The IRI sessions also included two other originals, “Long Before the Fight Began,” written by Bullock, and Fraser's “The Major.”

“That batch from IRI was the first cohesive set Space Opera ever recorded,” Bullock noted. “The later Exit 4 versions were much more polished, but those earlier versions were the ones which established us on local radio.”


They turned the tapes over to KFAD-FM. KFAD immediately added it to their playlist and gave the band a good deal of exposure over the next year or so. Bullock pointed to Joe Nick Patoski, Phil Cook and Don Swancy for the help given by the station. 

“I'm flattered to hear that,” commented Joe Nick when contacted,” but to be honest, Phil Cook and Don Swancy had way more to do with their popularity than I did. Their album (the IRI tapes) was already being played and promoted on KFAD by the time I got there. Phil Cook was instrumental in breaking the band via the radio station as were Dave Thomas, Tim Spencer, I believe, and John Dillon. 

“All that said, Space Opera was the first progressive rock band to break out of Fort Worth during that period. Bloodrock, who emerged out of the same 1960s teen scene as did Space Opera, had greater success but trafficked in arena pop rock in the footsteps of Grand Funk Railroad, earning special notoriety by having one of the last teen tragedy pop hits with 'D.O.A. (Dead On Arrival).' If Fort Worth was New York two years later, Bloodrock was Blondie at C.B.G.B.'s and Space Opera was the Talking Heads, a collaborative effort that was all art, using rock as the foundation to explore more exotic, classical and experimental sounds as few bands were. 

“If it had been another time or another place, more people would be having this conversation about Space Opera. As it is, they were a cult band with all the right ingredients.”

That cult status grew until Space Opera was backing the biggest names in the business including The Guess Who, Jethro Tull, Quicksilver and Jefferson Airplane. 

“We were booked to open for Jefferson Airplane on November 1, 1970 at Daniel-Meyer Coliseum in Fort Worth,” Bullock recounted. “For this concert we devised a set of music that would be totally seamless and continuous. Transitional elements, mostly instrumental, would tie the songs together and allow us time to reconfigure. It was to be a kaleidoscope of instrumental color and dynamics, from guitars/bass/drums to flute/grand piano/contrabass/vibes and everything in between. 

“We previewed the concert on KFAD by playing a live recording of the set, done in our rehearsal room. Phil Cook, the Program Director at KFAD, was the emcee at the concert. People knew our music from the radio and from other shows but had never heard them played in this unusual format. The concert was a great success.” 

An earlier concert in September at the Dallas Fair Park Music Hall with Quicksilver followed a similar format and caused Cook to say “... right now, Space Opera is better than 80% of the new albums I review every week. Even after Quicksilver's set, I still walked out singing 'We are singers, we are sailors, and we've been here for 20 years...'” 


During that period, Claudia Wilson's favorite show was Space Opera's set opening for The Byrds at Panther Hall. “At first, I'm backstage because I'm with the band,” she said, “and then we're out in the audience. I would give good money to know if The Byrds played the same encores everywhere they played or whether they were chosen specifically for that night. There were two tunes: 'Mr. Spaceman' and 'So You Want To Be a Rock and Roll Star.' To me, Space Opera and The Byrds were equals on the stage and Space Opera was so good that surely The Byrds realized that this was a group that had it. I thought they were impressed and kind of taken aback, but I was so full of ego for the man I loved and the band that I loved that I thought they were invincible.”

Rick Benedict, musician and music enthusiast, was there that night as well. “That was the first time I saw Space Opera,” he wrote. “Roger McGuinn wore a cool cape jacket that night and when Space Opera played their last set, Scott Fraser was wearing it.”

That may have been the first time Benedict saw the band play, but the band was gaining popularity fast enough to also be included in the rumor mill. Benedict's favorite: “It was rumored that when The Byrds' Notorious Byrds Brothers album came out that the Mods or whoever they were at that time played the whole album the Wednesday night of the following week.” If true, an accomplishment Benedict thought impressive, as would others.

Shortly after the Jefferson Airplane gig, an opportunity to record at Exit 4 Studios in Dallas presented itself. A solid year playing before audiences of all sizes and their experiences in three studios gave them confidence. It was time. 

“(The IRI tapes) were getting us a lot of attention,” remarked Bullock, “but they were a bit crude and definitely outdated.”

They entered Exit 4 November of '70 and by March had a completed album in hand. 

“It was a really good representation of the band at that time,” Bullock continued, “and we would have been happy to release it but weren't able to find an outlet. But it did attract interest at Columbia and helped us move to a different level.”

“We did that album before the Epic album, in Dallas,” confirmed White in a recent interview, “but decided it wasn't up to our specifications, excellence-wise, so we shelved it. I heard it a couple of years ago (I happened to come across an old diesel-powered tape machine or something) and played it, and it is spectacular. It's fabulous. But at that time, it just shows that the bar was set very high--- by ourselves and for ourselves.” 


“Exit 4 Studio was on Fitzhugh Avenue, at that time exit 4 off Central Expressway,” recalled Bullock. “The studio had two Scully 8-track recorders. It was a nice, comfortable studio, warm sounding. We recorded the up-tempo and slow versions of 'Singers and Sailors.' We made the slow version in one take, all together in the studio. Scott played piano, Phil played upright bass, Brett played vibraphone, and I played flute. The song had three-part vocals, too. The Exit 4 album as a whole was looser than the Columbia album, and had less 12 string density, some great bluesy solos by Scott, loads of harmony – a nice balance of earthiness and spacey-ness.” 

They began shopping for a label. 

“I don't remember who we sent the demo to,” said Mann, “but I do remember the studio engineer, Dean Acheson (who had engineered the IRI sessions), and the producer, Roger Bland. They were both nice guys and somewhat in awe of the band's talent and recording savvy. Dean was much the typical recording engineer, even to the point of wearing a pocket protector in his shirt pocket. Roger Bland's claim to fame was that he was somehow connected to the Four Seasons and had something to do with record distribution. That was why I was interested in him and anything he could help me with.”

Claudia Wilson remembered the Exit 4 phase as a turning point. “They did Exit 4,” she said, “but when they finally landed the deal in Toronto, that was the major interest they were looking for. I've heard a lot of tape over the years and Exit 4 was good. There was material on that, talk about timeless, which made it onto the Epic album, if I recall.” 


Though things were going well enough in Texas, getting label people to take the band seriously was a hard task. A happenstance meeting with a booking agent planted the seed which took them to, of all places, Canada. 

“A Canadian agent, Jerry Hebsher, heard us play in Fort Worth and convinced us that our music would be well received in Canada, and we were ready to move on,” said Bullock. “Hebsher introduced us to John Brower, a promoter in Toronto.” 

“The move to Williamsville, New York was mostly serendipity,” Mann claims, “because we wanted to get the hell out of Fort Worth. I had met a guy from Rochester, New York who went to school at TCU. Now, all I knew about Rochester was that it was in New York. When I visited, I saw an ad in the paper for a place in Williamsville, just outside of Buffalo.” When Mann checked it out, it seemed perfect. 


“The location was chosen for its proximity to Toronto, where we planned to work,” commented Bullock. “We wanted to live in New York State but be free to cross into Canada when we needed to without going through immigration hassles. During extended stays in Canada, we had to get work visas. 

“The house itself was tudor style, two stories, built in the early 20th century. In the living room was a large, elaborately carved wooden fireplace and wood paneling covered the walls. There were enough bedrooms to accommodate eight of us---band and crew---as well as frequent visitors. The basement was big enough to set up a space for rehearsal with a separate recording area, plus a workshop where speaker cabinets were built.” 

“Cass again put himself at our disposal,” according to White, “and at great sacrifice because we lived in squalor. Cass added dimension as a sommelier (a wine taster) and a gourmet cook. He also built a basement studio for the band, used for rehearsals and basic demo tracks, and continued working as Space Opera's engineer.” 

“The house sat on almost three acres of what once had been cherry and apple orchards,” continued Bullock, “so there were still plenty of fruit-bearing trees. There were several varieties of evergreens, big ones, all over the grounds. A perimeter of trees hid the house from the neighbors. There was a large clearing in back of the house, perfect for a croquet court, where we spent a lot of time during the summer. Rabbits and pheasants roamed about and there was a man-made pond under an arbor. When winter came, we found out why Buffalo is called the Snow Belt. Being from hot Texas, we loved that snow.” 

The house also afforded Cass Edwards room to build. “Our rather complete 4-track studio in this house Hans P. Nonne built,” he elaborated, “served as practice area as well as pre-production facility. Usually, going all the way back to '68, the composer of a new work and I would go into the practice room/studio to make a preliminary recording for presentation to the band. It was always exciting to see the other band members and occasionally immediate extended family reeling in the wake of a new song, invariably debuted in Brett's bedroom where the best playback was heard.” 

Edwards was also in charge of building equipment, a task he turned over to others. “All the speaker cabinets were handmade at Williamsville by Gary Mann and Greg Boren,” he said, “the band's all-around best hands.” 

“The move to Williamsville started great things happening for us,” said Mann. “I met a guy named Philip Simon who fell in love with the band's music. His idol was Bill Graham, and he was sure that by helping us he could follow in Graham's footsteps. I also found a booking agent named Lucille Cudney, a middle-aged lady who booked frat gigs and the like. She thought David was the next Jim Morrison.”

“We played quite a lot in upstate New York,” according to Bullock, “often at the university in Oswego, and other SUNY campuses. We also played gigs in Ohio, Connecticut and Virginia while based in Williamsville.”  

Jim Meeker during this period introduced Space Opera to Rex Farr, “a Manhattan and Southampton blue-blood”, according to Bullock. Farr was a photographer and came to Williamsville to take pictures of the band. He soon became a crucial cog in the band's fast growing machine but is remembered at that time for the camera, always at hand. 


The band was constantly attempting to break through the walls erected by the record companies. “At various times, we discussed production deals with a lot of people,” said Bullock, “Paul Rothschild and Bobby Colomby were some I remember. Aligning ourselves with a successful producer would have given us an inside track to a label deal, but nothing clicked.” 

“Those were fabulous days because we were being courted by all of the top record companies,” White recalled. “They came to us and we entertained at our house. We were always in suit and tie and our clothes were made by Morty Sills in New York City--- the famous tailor to princes and kings and movie stars.

“All (of the record people) were amazed by the service that they got. They were casually greeted at the door by one of our 'staff' members, dressed in NASA-looking Space Opera jumpsuits. The people who served the 'guests' must have been girlfriends, but not reduced to servile wenches or anything. They really liked doing it. It was their nature to be accommodating, to serve. The 'guests' would be waited on and we would sit down and give them our pitch. And in all but one case, we said thank you very much, we'll get back to you. (More than once), we decided not to go with a label because they were telling us we were not going to get a better deal in this business. You're hooked up with a producer, boys. That's the way the system works. We were among the first to change that.

“We learned early on from the music and the music, in a sense, became our children. The idea of us changing so much as a brush stroke of our music at the behest of some record company guy was just not going to happen. If you look on our album, there's a statement that says everything you see, hear and hold in your hand was written, produced, arranged and compiled entirely by Space Opera, right down to the artwork. That was not done at that time. You could not get a record deal that allowed you that much autonomy. You absolutely couldn't. Well, we finally did, in spite of what Bobby Colomby and Paul Rothschild and the others told us.”

“(Our attitude) came partially from our association with T-Bone Burnett. Well, not so much attitude as position, I guess. Everything we had was self-designed to fit Space Opera, including our stance of what we would and would not do concerning record companies. At the time, you either took the deal they handed you or forgot about it. There was no Internet you could use. You couldn't press anything on vinyl unless you went to Nashville or California. The record companies had a system of extortion where you either did it the way they wanted or you forgot about it. You're a garage band or a big star, one or the other.

Even those on the fringe noticed the stance. According to Claudia, “They were focused on 'let's get the deal'. I mean, they wanted to get a contract and do an album, but the one compromise they wouldn't make was artistic control. It was unheard of in those days for a bunch of kids to demand that. Self-production, to record people, was out of the question.”

“I mean, if you'd go to Picasso and say 'there's too much green here, you should change it'”, agreed White, “he probably would have been a lot less delicate in his response than we were. The idea, like I said, of us changing so much as a brush stroke of any of our music was just not going to happen. That was the trouble we ran into with these record guys. When we talked about the bar being set, they thought we meant drinks. Musicians on the whole weren't really concerned with their own excellence. (They were only) concerned with the buying and posturing to get the record deal. To get them out of Spokane or Bismarck or Cleveland or wherever they were practicing in the garage.  

“I mean, the record deal was the big fantasy. The record deal. And back then, when you dealt with record people, they would get you under their thumbs and let you know, well, we might be interested, we think what you have done here has a little potential, but... And it's fair enough to say that they thought that way because at the time Columbia, Capitol, Epic, Polydor--- all those labels--- had huge staffs. A&R guys, producers, recording studios--- and that's how it was done. They had to justify their payroll by using the guys they had in those positions, so to have some upstart band come along and say they didn't need any of those services, well...” 

CBS RECORDS--- Deal or No Deal

“We had developed good contacts at Columbia in 1971,” Bullock maintained. “Our friend Kris Kristofferson had suddenly become a huge success and was signed to Monument Records, which was owned by Columbia. Another ally was Bob Devere, a Columbia A&R exec and a great man who understood and enjoyed our music. Bob later worked with Weather Report.” 

“Bob Devere,” sighed White. “What a sweetheart. Ruined his life. At the time, he was managing an up-and-coming band called Weather Report, who turned out to be not so shabby. That gives you an idea of his taste and powers of perception. He became interested in us, and more than interested, which was what we were looking for. We weren't looking for willing, we were looking for eager. He became absolutely convinced that we were not only the next Beatles, but were in fact the next Space Opera. He had that kind of emotional feeling for us. 

“Of course, he was our A&R guy. Back then, those guys had a higher turnover than cocktail waitresses. You know. You make a good decision, you're in. Make a bad one, bye-bye, and your house in Newark, everything, gone.” 

The connections with Columbia were, as mentioned, courtesy of Kristofferson and Andersen. They eventually led to an audition with Columbia Records, a label which had shown interest. 


“During a break in the Autumn of '71,” said Bullock, “we were back in Texas for a short time and Eric Andersen, a folk singer who had signed with Columbia, heard us play a few of our songs on acoustic guitars at a party one night. The next day, he sent a multi-page telegram to Clive Davis suggesting that he hear us play. Two weeks before Christmas, we played an audition showcase for Clive in New York at Columbia's 30th Street Studio, known as The Church. The 30th Street Studio was the place where countless important jazz and classical recordings had been made. Miles Davis, John Coltrane, Stravinsky, Copland and scores of others had created monumental works of art there.

“A stage and lighting grid were set up at one end of the studio with chairs facing the stage. An invited audience of about 50 industry insiders , Texas friends and New York swells attended. Kris and Eric sat on either side of Clive. At the end of our show, Clive was unconvinced, but interested enough to invite us to a private audition the following week.  

“Dressed in our best Morty Sills suits and armed with acoustic guitars, we arrived at Davis' CBS offices on East 52ndStreet. It was just us and Clive. We played three songs for him. He listened carefully and said our music was 'interesting' and then gave us the now classic line, 'I don't hear a single.' We chatted for awhile and told him how we had always revered the Columbia label, home of Dylan and The Byrds, how much we were influenced by The Byrds' albums, especially Notorious Byrd Brothers. Davis said, “'That was the only Byrds album that didn't sell. I told McGuinn he'd better never do another one like that.'”


“He continued to talk and we were crestfallen, realizing that there probably wouldn't be a place for Space Opera on the famous red label. We parted company cordially. There was no agreement on terms for a contract. Probably the most truthful thing that can be said is that we could not reach an agreement with Columbia/US. With or without the signing, it was one of the highlights of our 'career'. I still think we dropped off Clive's radar the moment we left his office and that Bob Devere probably negotiated this cheapie deal, the best he could get for us. So while the 'turning down Clive Davis' story has been blown out of proportion, it is true that we were offered a deal by the New York office and turned it down. 

“A few months later, based on an instrumental titled 'Guitar Suite' that we cut at Manta Studios in Toronto, Columbia Records of Canada offered us the deal we'd always wanted: complete artistic control, self-production and full publishing rights. We never would have gotten that from Clive."

Here's how the Canadian deal came about.

“We played constantly in that area, mainly Toronto, (which is) where we met Gary Muth, a rep for Columbia Records in Canada," Bullock went on.  "He was the one who arranged for us to 'try out' a new studio in Toronto called Manta Sound. 

“Manta had a Neve board and Studer 16-track recorders and was a beautiful facility. We recorded a live-in-the-studio version of a new instrumental we called 'Guitar Suite', which was composed of favorite snippets from a dozen songs of ours. (We recorded it live) because we had limited time in the studio, not enough to work on vocals and mixdown. That was all we were offered. And anyway, we just wanted to feel the place out and see how it sounded. 

“Gary played the tape for his boss, John Williams, who also became interested in us. We sealed the deal when they came to visit us at the Williamsville house. We played several songs acoustically in our living room and then we all went down to the studio in the basement for an electric set.

“After hearing that demo and hearing that audition, they signed us. In fact, Columbia Records of Canada was the only company to offer us artistic control. Michael Mann and Maury Reichmann negotiated for us, with Gary Muth and John Williams from the record company. Muth and Williams conceded other points as well which sweetened the deal.  

“While the contracts were being finalized, we moved from the Williamsville house to Rex Farr's house in Southampton. We spent a couple of months there rehearsing and writing some new songs for the album. There was a Steinway grand piano in a big room which faced onto Southampton Bay, and we used that for our music room. Phil wrote Outlines on that piano and I remember him playing it for me as I worked out the flute parts. Across the road on the other side of the house was the beach. It was nice to take a walk by the ocean even though it was the dead of winter. Sometimes you had to get out of that house. We were in the lap of luxury but there were too many intense personalities under one roof, and too many stimulants. While Southampton was a nice change from Williamsville, it was a relief when the time came to sign contracts and move to Toronto. 

“The five of us and Rex Farr drove into NYC from the house in Southampton,” Bullock remembered, “and checked into our usual digs, the Gramercy Park Hotel. The next day our attorney, Maury Reichmann, brought the contract. We had our own little signing ceremony and then took a flight to Toronto. 

“Columbia Records of Canada was obviously an arm of CBS Records in New York, but they were autonomous when it came to signing and producing artists. I believe we were the only American band they signed. Most of their acts were from Toronto and Montreal. It also seemed that Columbia Records of Canada's product was distributed on the Epic label in the US. Why that was the case, I don't know, but Epic was a subsidiary of Columbia in the US.” 

Famous red label or not, the band had certainly pulled off a coup, but it came with a price. After they settled themselves at the Waldorf Astoria in Toronto, they rolled up their sleeves. They had refused to shut up. Now it was time to put up. 

CHAPTER FOUR: The Gospel According to Bullock, Fraser, White & Wilson

The record company ran down a list of possible producers, according to Mann, but they were hardly on point. 


“At one time, Columbia suggested Richie Furay as a producer,” he said, “possibly because they heard something in 'Country Max' which reminded them of Poco, but the band's reaction was so dismissive that Columbia dropped it. They never mentioned a producer after that. I agreed with the band's take on Richie, by the way, because that was definitely not the direction the music was going."

“Space Opera had never really worked with a producer,” he continued. “From the beginning, they were resolved that they did not need one. They did interview several producers interested in working with them, but no one really clicked. 

“In my opinion, it was mostly a case of youthful ignorance. Then again, maybe the guys had had a bad experience. Regardless, we were all convinced that we did not need nor could we use a producer. I have since learned that just having the right producer's name on the album and them having their 3% or whatever can make a big difference.”

“Scott, Phil and I had had the experience of working with Cass Edwards and later T Bone Burnett as producers,” explained Bullock, “and both of those cases were collaborative and positive. What we wanted to avoid at that point was collaborating with a stranger, even one whose name on the record could open doors. We had faith that we could do it ourselves, with a good engineer.” 

A producer's cut, and even the presence of a producer, might actually have been an imposition, hinted Claudia Wilson. The implication was that any outside influence would have changed the fabric of the album.

“Each of the three guys who wrote had their vision,” she commented, “and they wanted that. When they put the music together, I am sure that everyone contributed a little to it, but each wanted their own voice to be heard. Not in a selfish way. But they wanted their contribution included. When you get three people writing and they're all good in their own different ways, it seems reasonable to me that you do need artistic controls because you run the risk that it becomes a one person deal and not an organic, communal thing. With the band, it was all or nothing.”

In the end, they set up camp in Toronto, producing themselves.

“They went to Toronto, lived in a hotel, cut the album and gigged around there for awhile,” according to Claudia. “I didn't go to the studio, but I did go to some gigs. It was obvious they were going to be there for a very long time making the album perfect, so I went on back to Texas.” 

“We always stayed at the Waldorf Astoria Hotel while we worked in Toronto,” according to Bullock. “It was a far cry from the Waldorf in New York, but a lot of musicians stayed there when playing in Toronto. Kristofferson and his band stayed there, and I ran into my old pal Jerry Jeff Walker there one night. Funkadelic was working at Manta, too, and stayed at the Waldorf. The funniest thing, George Clinton asked if he could leave some of his stuff with Brett, of all people, while they were out on the road. If you knew Brett, it was so ridiculous to look in his closet and see a bunch of crazy-colored platform shoes and sequined jackets in there. The funky Waldorf was our home away from home, and we liked it.” 

Space Opera rolled up their sleeves and went to work. 

“I was recording the sessions on film,” remembers Rex Farr. “Michael and I were in and out. It just wasn’t a good idea. They were in working mode. They were put up at the hotel in Toronto by the label, but they were in the studio fifteen, eighteen hours a day.” 

Both Mann and Farr returned to New York to work on the business side of things. 

The deal included the run of Manta Studios. They were somewhat familiar with the studio, having recorded their live version of “Guitar Suite” not long before, but there was a lot to learn. Luckily, the band already had the basics, thanks to Sound City. 


“Up to that time, we had been working on Sgt. Pepper's Ampex 4-tracks,” according to White. “We were already well-versed in bouncing tracks and sub-mixing because, in fact, the tapes we made for each other in Fort Worth on quarter-track machines never had less than ten or twenty tracks on them.”

“That’s about right,” Bullock agreed, “although IRI and Exit 4 had Scully eight-track recorders, and the CBS studio in Nashville, I think that was eight-track, too. But Manta was the best studio we had seen. Studio A was a huge room, big enough for a full orchestra. There was a Neve 16-channel board and two Studer 16-track recorders, and all the best outboard gear. And we had Lee DiCarlo as our engineer. He shared our tastes in music and was well-suited to work with us. And Cass was there every step of the way as our engineering consigliere. We began recording on Thursday, May 4th. On that day, we laid down the band track for 'Holy River'. 

“As on most songs, we recorded bass, drums, and guitars all together. If need be we would later re-do a bass or guitar part, and obviously we did a lot of additional overdubs on every song. 'Holy River' is a good example of that. Scott and I played our double-lead parts on the end, just as we did them onstage, and later Scott added several more 12-string solos on top, and in the middle break, using that cool distorted/limited sound to create a unique polyphony. We recorded 'Over and Over' the same way.” 

Rather than work only with the instruments they brought in, they grabbed anything and everything at their disposal. 

“A pump organ, already in the studio, was another instrumental color at our disposal,” remembered Bullock, fondly, “as was the harpsichord. The pump organ has a pure, organic sound that we loved, different from the Hammond organ that we also used. The harpsichord was played on 'Lookout' and 'Riddle'.”

Fraser introduced a trademark sound on “Guitar Suite”, one developed with Edd Lively in the old Mods days. Tuning the 12-string to 5ths instead of the conventional tuning gave the guitar punch and more of a modern edge. 

“That happened for the first time on that old acoustic 12-string I had during the Fraser/Lively songwriting period. I don't remember which song provoked the tuning, but that tuning was never recorded until the Epic album.” 

“A 12-string guitar has the usual six strings as its basis,” Bullock added. “The bottom four strings are paired with lighter-gauge strings tuned an octave higher. The two top strings are paired with identical strings tuned in unison. What Scott and Edd did was to tune each of the 'extra' strings to a 5th instead of an octave, which produced a very unusual and harmonically rich sound. The '5ths 12-string', or what I call Fraser Tuning (since he perfected it), isn’t suited for all songs, but it’s really effective where it works.

“I also used a novel tuning on 'My Telephone Artist'. On a Telecaster I replaced the bottom four strings with the octave strings from a 12-string set; in other words, it was like a 12-string guitar with the basic strings removed, giving a very bell-like sound. David Gilmour used a similar tuning on Pink Floyd’s The Wall album seven years later, and I’ve also heard it referred to as Nashville Tuning. I don’t claim it as my invention, but I discovered it for myself in 1972. 

“We had lots of fun with Phil’s song, 'Outlines'. The basic track included bass, drums, piano, and lead vocal. Phil went down to New York for a few days, and Scott and I went to work on the song. We added acoustic and electric 12-string parts here, a backward guitar phrase there, a choir of flutes, and some background vocals. Phil was amazed when he got back to the studio and heard what we’d done to his tune. He must have liked it because he kept everything we had recorded.” 

One look at the record sleeve insert illustrates how involved the recording process really was. The band opted to use all 16 tracks, no matter what. Working at Manta prompted a later quote to the effect that they would never record on less than 16 tracks again. One listen to the album and you understand. 


“That was my idea,” White boasted, “the track sheet from Manta Sound being the sleeve for the record. I just said, let's use that and that way everybody gets to see, exactly. Of course, it's not so clear that you're able to see all of the submixes. The track sheet, by the way, was written in the cursive hand of each individual composer. David wrote his, Scott wrote his and I wrote mine.” 

More succinctly and according to Bullock, “One day in the studio, Phil said he thought it would be cool to let the people see what the actual tracking log looked like, as a representation of how we built up the sound. When it came time to do the album art, I decided to take some blank track sheets from the studio and cut and paste--- so they would fit on the 12” record sleeve, since every inch of the fold-out package had already been spoken for. Then, referencing the original sheets, I asked each member to fill out the track info for his songs in his own hand. That is why the handwriting is different for the different songs, to personalize it. Brett did the notes for 'Guitar Suite', since he co-wrote it.” 

While the band worked, Michael Mann ran interference for them with the label. The album was taking more time than originally planned. Money became a problem. 

“Because the album took so long,” he said, “it was a really stressful time for the record company and myself. It was stressful just trying to hold back the tide so the band didn't have to get involved with anything outside the studio--- so they could focus on recording. 

“To be honest, up to that time we didn't give much thought about the budget because we were recording a masterpiece which was going to make Columbia and all of us a lot of money.”

“Our concept was that this was to be the first of many Space Opera albums,” Bullock said, “and we wanted it to be as perfect as we could make it. Later records could be more sparse and avant garde, but this one needed to be the bedrock. We recorded and re-recorded many tracks with no regard to what it was costing – not to be wasteful but to get it right. We didn’t know there was a problem and no one told us 'stop', so we kept going. 

“Things between the band and the engineer were also getting tense. Lee didn’t agree with some of the reworking of tracks that we thought was really important, and I think the label folks were encouraging him to get us to wrap it up. We tried a few mixes, but it wasn't happening, so we moved to another studio. He was probably as relieved as we were when the recording was finished. Years later, Lee had the distinction of engineering John Lennon’s last album, Double Fantasy, at the Record Plant in New York. In 1983, I produced some sessions in that studio. Lee had moved on, but when I mentioned the Space Opera project to the studio manager, he told me that Lee considered it one of his best efforts. So I guess there were no lingering hard feelings.” 

“The last day of recording was Thursday, July 13th,” Bullock noted, “finishing vocals on 'My Telephone Artist'.”

Completing the recording was only part of the equation, unfortunately. Before the package could be handed to Columbia/Canada and, eventually, Epic, there was the mixing, which they did at Crystal Sound in Hollywood from August 16th through the 27th. Then a master had to be made and art work completed. For a short time, Space Opera had to embrace the business and push the music to the back. That short time began to stretch until the fabric showed signs of unraveling. 

As for what the band thought about the album itself, Claudia remarked that she thought they were “happy with the results. Perfection was the goal and I think they felt like they got as close as they could. We all admired the cleverness of giving it the full sound--- the rich quality of the music when they did it live--- and they did it in the studio, pulling out all the stops.” 

“We were a fast moving train,” remarked Fraser about those days, years later, “and pretty cocky. We knew what we were going to do and we got it done.”

CHAPTER FIVE: The Best Laid Plans of Singers & Sailors...

While Space Opera may have known what they were going to do entering the studio, as Scott Fraser had stated, it soon became obvious that their plans for the aftermath were lacking. As a result, the return to Texas was classic anticlimax. The band waited; for equipment and for a plan of attack from the label. The equipment eventually showed. The plan did not.

“We finished recording, left Toronto and moved back to Texas in July of 1972,” according to Bullock. “Then, we went to Hollywood to mix after which Cass went to Sterling Sound in New York City to create the master.


“Back in Texas, Georganne Deen and I were working on album cover design. Georganne gets most of the credit there. I was responsible for the layout of the lyrics page and the mockup of the tracking on the inner sleeve. Having artistic control meant that we did everything.”

“Rex and I were trying to push to keep the momentum,” said Mann. “We hired Boyd Grafmyre and had him working even while the band was still recording, in anticipation of hitting the ground running. I don't remember any specific shows that he booked, but he was working the East Coast. Rex had rented office space at 7 E. 84th where he owned an apartment. We had hired a secretary. We were getting a lot of pressure from everyone to get on with it.

“Initially after release, the guys from Columbia in Canada and Epic in the US were anxious to see Space Opera out playing and promoting the album. They were, however, a little frustrated with the time it had taken to record the album--- the cost, time for mixing and even getting the artwork for the cover ready.

“We shielded the band from the pressures so that they could focus on the mixing and artwork. I don't think anyone knew about the pressure from the record company other than Rex, myself and Cass, but even Cass was sheltered to a great extent because he was very much a part of the artistic process. Cass had a business head, but had his hands full working on the album with David.

“We had successfully negotiated strong artistic control, so there was not much the record company could do but wait. I think some resentment had built up because of that, but at the same time there was great hope that the album, when finally released, would be a huge success. I think (people at) both Columbia and Epic thought Space Opera had recorded an artistic masterpiece and that Georganne Deen had designed a beautiful album cover.

“In retrospect, however, because of the amount of control we had, we were a bit self-indulgent and too young and inexperienced to understand the potential consequences with the label and, ultimately, our careers.”

For the band, working at Manta had opened doors, particularly for Fraser. Sounds and effects, always a big part of Scott Fraser the musician, became even more important. Important to the degree that he felt it necessary to be able to duplicate that sound and those effects onstage. Cass Edwards was commissioned to design a full stage setup.

“Cass worked with a company in Chicago,” said Bullock, “to interface electronics found in the studios of that time such as Teletronix limiters and Pultec compressors, sought after 'retro' items in studios today. The power amps were Fender and Crown, with phasing and overdrive effects. The combination of those components could be dialed in and activated by a foot switch. Similar effects can be bought in music stores now, but in 1973, it was unheard of and sounded great.”

“For touring equipment,” Edwards elaborated, “I assembled the studio equipment used on the album as well as commissioning Model Builders in Chicago to build one of the first multi-function foot switches, customized for each players' rigs, including the chopped tops and Fender Super Reverbs customized to work with the foot switches. All speaker cabinets had already been handmade while in Williamsville by Gary Mann and Greg Boren, the band's all-around best hands.


“I was also fortunate to get Ed May to let us beta-test new speakers after he split as head of research and development for JBL and formed his new company, Gauss Speakers. The same with early experiences with Moog, who lived not so far away while we were in Williamsville, Dreadnaught Amplifiers and other equipment manufacturers.

“Also, earlier, I had had the luxury provided by various angels to acquire the best available regular gear. I had regular contact with the master luthiers at Guild and Martin as they made all of the guitars for the band. Phil had one on the first Alembic basses, and we worked with them on early improvements to their electronics and playability.”

To Mann and Farr, it must have looked like everyone was having fun but them.

“For us in New York and Canada on the business side, it was frustrating trying to set things up with no product,” lamented Mann. “With that and the band awaiting equipment, we had no band to promote.

“I think one of the biggest killers of momentum was the delay in the special equipment we were having designed, but it seemed crucial at the time that the band could play live what they had recorded. As I recall, Scott was adamant about not playing (without the equipment) and we all went along. It was a real shame because the equipment we awaited for almost six months and paid over $50,000 to develop could be bought off the shelf for a few thousand dollars today. I haven't done the math, but in those days $50,000 was a lot of money.” 

Friction developed. Even Claudia Wilson noticed. 

“Everybody was getting unhappy,” she commented, “and I guess this is part of putting things out of my mind, but at a certain point it became clear that, damn, what are we going to do? There was about a six month gap, as I recall, for the equipment to be ready. I feel, and I could be wrong, that the record company lost interest. They had spent a lot of money to cut that album. I mean, in 1972 dollars, it was lots of money, and when they couldn't go and promote the fool out of it, the company just lost interest and it never happened. There was no tour support. It was like the band said we're ready and the label said, yeah?

“It was a combination of things,” she attempted to clarify. “First, the band wasn't ready. Then, by the time everybody got on the same wavelength, the label wasn't there. It just never happened.”

“The band started having problems when they went back to Fort Worth and stopped playing,” said Mann matter-of-factly. “They didn't even practice because they had not yet received the special order equipment. The thing that got Space Opera where they were was their live performance, because they were a great live band. Obviously, they were good songwriters and great in the studio, but practicing and playing live was what made them a band. By the time everything was in place, equipment-wise, they started practicing, but by then most of the momentum was gone.”

“While this was going on,” said Bullock, “ Cass and I visited studios to see where we might want to record album two. We looked at A&R and Electric Lady in New York. We were very impressed with Caribou Studios in Nederland, Colorado. Had Columbia honored the second album option, we more than likely would have recorded there.

“Even with all this activity, we were growing anxious because time was dragging on and we hadn't played onstage in well over a year. We had purchased a lot of equipment and bills were mounting with very little money coming in. It was a business on the brink of both success and failure.”

“They were in Texas and Michael and I were still in New York,” said Rex Farr, “working with Grafmyre, trying to set up a tour. (We had been working on it) for six months, from before the moment the album was completed. We were paying Grafmyre and the band was getting a bit of survival money. We kept going to and from Texas and talking to them on the phone: 'Guys, we need to get out there.' We might have had one voice. They had four. Maybe it wasn't explained to them, I don't know.”

As far as booking, communication between management and band broke down completely.

“We didn't try to book gigs, we did!” Farr continued. “I said to Grafmyre, schedule us a gig, from the very first day. Mike and I sat him down and outlined exactly what we wanted. His job from the get-go was to book a tour. That was his job and he did his job. But every time he would book a gig, the band would say 'no equipment, no play.' We're out there humping and stroking the record company and it's one month... two months... three months...”

When asked if it was difficult dealing with the record company, Farr said “Hell, yes. Hell, yes. You bet it was. But they had heard the music and we explained the situation to them and they said okay.”

“It was not so much the band turning down a particular date,” Mann explained. “It was just them saying, hey, we don't have our equipment.” 

Space Opera, the album...

Finally, the album hit the streets. To Talona Phelps, the head of the old Mods Fan Club, it was worth the wait. “I believe it actually said 'Take 25' or 'Take 37' on it somewhere,” she said, “the point being that they really worked hard on getting everything down exactly like they heard it in their own heads.”

“The official release date for the album was March 21, 1973,” said Bullock. “Our stage equipment arrived from Chicago two months later.”


“The first show after the album was in San Antonio,” recalled Mann. “I rented a hall (The San Pedro Playhouse), bought some radio ads to promote the show and album. We had a decent turnout. The band played fine, but was a little stiff from not having played live for so long. Again, in retrospect, we would have been better off playing a few small clubs to get back in shape, but we were more focused on promoting the album. I think we had also lost perspective and may have thought the world was still waiting for us to conquer it.

“It was weird in San Antonio because Phil had hired David McMurray, his karate instructor, to accompany the band to San Antonio. He was backstage wearing a ghee (the traditional karate outfit) with a star hanging around his neck. The band was pretty uptight from not having played. Some Epic PR guys tried to get backstage, but Phil's friend David gave them a hard time. It was silly. No one was trying to get backstage but our record company, and we kept them out. And I'm not blaming the band because we were allpretty crazy by this time.

“The only other show I remember was the Scott Theater show. Epic sent down a guy named Kip Cohn to check us out. I think the main purpose was to decide if they were going to give us another shot with a follow-up album. Again, we probably would have been better off in a friendly club atmosphere. Meeker flew in some celebrities. I don't remember who, except for Mama Cass. The band played well, as always, but there was no sizzle. It was obviously a canned show to Kip. We had no new material and not much life in the old material. We were stiff onstage and so was the audience. The band played like they were just trying to get through the set.”

“Our first concert in Fort Worth after the album came out was back at the W.E. Scott Theater in Fort Worth where we had done our 'coming out' show for the Whistler, Chaucer album four years earlier,” said Bullock. “At this concert we used the stage equipment that Cass Edwards designed and had built by Model Builders of Chicago. The stage was filled with this custom-built, great sounding equipment and we were decked out in new Morty Sills' suits. There was the proverbial 'audible gasp' when the curtain rose and we kicked into 'Country Max'. The plush 500-seat theater was filled, we were well-rehearsed and we played all of the songs from the new album, most of which our audience was hearing for the first time. It was our first hometown show in several years and we got a very warm reception.

“It was really our Fort Worth homecoming and, yes, the presentation was more formal at that time. We had a grand piano and a pump organ onstage with us and we did a lot of changing instruments to get the textures we had gotten in the studio. This was what we wanted--- to play theaters with the audience seated and listening. Our music was getting more complex and our 'show' was just performing the songs. The tape of that concert proves that we sounded great with the new equipment, and the audience was very enthusiastic.

“There was a special guest in the audience that night--- Cass Elliott of The Mama and The Papas. Jim Meeker had met her in Los Angeles and invited her to hear us play. After the show, we all went over to Meeker's house to unwind and meet Mama Cass. Several of us sat together and chatted. Cass said that she enjoyed our music, particularly our harmonies, which was understandable since hers was primarily a vocal group.

“Before we headed home for the night, someone picked up a guitar and Cass joined us (or rather, we joined her) in singing 'I Call Your Name'. That was a thrill. She was a genuine star and had such gravity about her and yet was so gracious and sweet. It was really sad, a year or two later, to hear that she had died from a heart attack.”

“The morning after the concert,” Mann said, “I drove Kip to the airport. He was polite when I pressed him on giving a recommendation, but he was noncommittal. Evidently, the recommendation was not good.”

Mann felt the stress of the Epic deal as much as the band and, at this time, maybe a bit more. The delays had taken a lot out of him, as it had the members of the band, and communication between them lagged.

“Not long after the Scott Theater gig, I believe I went back to New York,” he said. “There was not much in Fort Worth for me to do, and evidently not much for David either, as he soon after moved to Dallas. Maybe I should have stayed in Texas, but I don't know if I could have made a difference. Besides, to me it was too depressing in Fort Worth. There was nothing there for me anymore.

“I think the band thought it would be a step down, playing clubs, and there was no money to promote our own shows. As crazy as it may sound, I never imagined we were really coming apart until I got the phone call from Phil telling me to come home and pay the bills. I was somewhat unaware of the state of mind the band was in at Fort Worth because I was totally focused on business and really didn't want any part of Fort Worth. I guess we had all become more disconnected that I thought. Only recently, talking to David, have I come to understand what they were going through.”

The band played only three more live shows before deciding to call it quits. On the evenings of Nov. 19th, 20th and 21st, they played a club in Dallas called Gertie's. At that time, they had no idea that it would be the last time they would be onstage together, at least as major label recording artists.

“Looking back,” Bullock said, “it's hard to explain the frustrations and emotions that would cause the band to split up just nine months after the album release. But, for one thing, we were no longer in New York, in the swing of things. We were in Fort Worth, with few prospects and few resources.”

Obviously, the lines of communication between the band and Epic failed shortly after the album's release. Communication was lacking, at best, and most of that dealing with the delays. What little help the band expected came in terms of a small number of ads posted in rock magazines like Rolling Stone and possibly a few regional radio spots. For all intents and purposes, Epic disappeared. Columbia/Canada vanished with them.

“I never expected the record company to support us in any major way beyond paying for the album production and distribution,” Bullock explained. “That's all they were obligated to do. It was always up to the band to promote its recordings by going on the road--- that was the prevailing business model. In fact, it was an industry dictum that 'a band makes its money on the road.' Our manager had never had problems finding work for us, yet he was unable to do so at the most crucial point. For the first time since we started, we had no work to do, so we dissolved the band. 


“We decided to play a farewell show at the HOP, where we had gotten our start. It was on December 23rd and all our friends in town and all those who had scattered--- everyone was home for the holidays. That night, as we came through the back door of the club, we heard familiar music, “... late again...”, the refrain from Phil's song 'Outlines,' playing on the radio over the club PA. KAFM-FM radio was doing a tribute to the band and announcing our split-up. Our families were there, as well as fellow musicians such as T-Bone Burnett, the Ham brothers and Cahoots. It was a warm, diverse crowd of about 80 people enjoying a loose and relaxed evening. We played all our songs as well as the music we loved by The Byrds and Bob Dylan and BB King. We didn't say anything about this being the last show, but we didn't have to. Everyone already knew. After three hours onstage, we ended the night by playing 'Country Max' and said good night. Outside the club, we shared a smoke, shook hands and went our separate ways.”

One can only imagine the frustrations at that point. The handshake was not the end, but the guys did not know that and it must have been more like ending a family than just a band. To have been so close and yet so far...

“We were a young band with a new major-label album which had received great reviews and developed industry buzz,” remembered Bullock, wistfully. “We could duplicate that album onstage with a revolutionary sound system. We should have signed with an established booking agency. With or without support from the label, we would have thrived onstage. Despite all the frustrations and delays, we would not have dissolved the band if we'd been able to start playing again on an ongoing basis.”

But they didn't. Though the handshake was not a death knell, it closed that period of Space Opera for good. Future efforts, as good as they were, were never again looked upon with such favor by the major labels, and Space Opera knew too well that without them, the dream would not happen. 

In retrospect, there were equal amounts of frustration and accomplishment. Still, failure rankled. White looked back with a shake of the head. “Basically, what we're talking about here is a lease deal,” he said. “We've got the product done and we lease it to you and use your machine, which includes distribution, promotion, vinyl pressings and things. (We thought) that was really all we required of them. We didn't feel like we required any help. We thought we had that down and that's why we did what we did and those guys in the offices did what they did.”

In a 2005 interview with The Oklahoman, Fraser capsulized the whole Epic experience in just a few words. “We ended up getting creative control and we paid the price,” he said, “because the trade-off was that we were pretty much left on our own. But the good thing is, all these years later, we can say, 'Well, that's our record. We did it, we're entirely responsible for it, and we're still proud of it.'”

CHAPTER SIX: When the Mountain Won't Come to You...

The return home was not all bad. It was home, after all, and they could take comfort in that. They all stayed with the music, alone and in different combinations, and it slowly became business as usual.

“After five intense years together,” said Bullock, “when the band decided to take a break, Scott and I had virtually stopped listening to pop music and began to study orchestration on our own, using college level textbooks and our ears as resources. I bought some textbooks on harmony and orchestration, but ended up using them just for reference. Scott was also teaching himself and was many months ahead of me, so I would compare notes with him.

“When it was just the four of us, we gave each other room to supply ideas in addition to the specific parts we wanted the others to play. We demoed songs and then the others would add their ideas. The song arrangement would develop synergistically. That was a joy. By 1972, when we were recording in Toronto, we could play flute and cello and could use synthesizers to add other colors and textures.”

Bullock and Fraser wanted to take the music in a slightly different and more complex direction and the breakup was as good a time as any, but they missed the music and camaraderie. White was playing rock and jazz in clubs around Fort Worth with other local musicians and Wilson had become an accountant, and they too missed the band.

In 1975, the four decided to make another run at it. This time the lineup was more fluid, though the core was still the quartet.

“We brought other players, strings and woodwinds, into the band,” explained Bullock, “or to accompany the band, I should say. Both in the studio and in our live shows. It was sort of like a laboratory where you could learn from mistakes and successes. Our approach to handling all of these instruments varied. They might play harmony in unison with our parts, or play counterpoint. We tried to weave the instruments into our arrangements and make it interesting rather than just having them play long, whole-note phrases. The sound was dense and it sometimes really added to what we were doing while at other times seemed superfluous.

“Live, we were always trying to make things interesting for ourselves and our audience. The band once spent several weeks preparing for a one-night show at the HOP where we would earn $200. This was just the four of us, no auxiliary players. We put together a show that consisted almost entirely of instrumental music, including free-form versions of our familiar songs. The few selections that included vocals were actually several songs combined and sung simultaneously. The idea was to present Space Opera's music in new and experimental forms, juxtaposing highly structured pieces with free improvisation. It was the most “out” music we ever played. The members of the audience who didn't walk out enjoyed the novelty and spontaneity of the evening. We had spent many hours in preparing this show, realizing we would probably only do it one night. The money was entirely secondary. We were at a point of total freedom.”

One reviewer found the band's performance above par. “They don't just write songs,” the review said, “they compose miniature symphonies, three to five minute pieces that combine musical elements that would seem to have no place in rock.”

“From 1975 to 1978, Space Opera appeared sometimes as the four-man group, and sometimes augmented by a group of support players from the orchestra,” Bullock said. “Still, the four man band was the most satisfying thing we ever did, which was why we kept coming back to that format.”

Looking back, that period was disjointed at best. Even Bullock refers to it more as a personal rather than a band era.

“After the last gig,” remembered Claudia, “Space Opera was in limbo. David lit out for New York because he liked New York. Scott followed pretty quickly, and then Phil and Brett. They moved into a loft and the band was reformed.”

Simplified, but basically true. Remember, New York was home to Rex Farr, who wanted the band to give it another go.

“Rex arranged for me and Scott to come to New York to play some acoustic gigs,” Bullock said, filling in the blanks. “I went to New York a couple of months ahead of Scott and lived in a borrowed apartment on the top floor of the Ansonia Hotel, and slept on Rex's couch, until we found an apartment in Yorkville.”

“David came to New York first,” echoed Farr. “He was living in the Ansonia, sleeping on the couch. Scott came up next and we worked with him for probably six to eight months before they decided they wanted to go electric. Bullock and Fraser, at that time, was playing unplugged. They were playing progressive chamber music--- let's put it that way.”


“Scott and I had discussed what instruments we wanted in our backing ensemble,” continued Bullock, “so I was busy writing arrangements for my songs. One day, I walked into Juilliard, found the bookstore and began reading posts on the bulletin board. As luck would have it, I struck up a conversation with a student who asked me about the band I was putting together. I described the idea and she said she would be interested in playing with us. She also gave me names of several other musicians, all of whom ended up in the band.”

The band was Laurel Zucker, flute; Gary Hamme, oboe; Laura Ardan, clarinet; Diane Chaplin, ‘cello; Judith Sugarman, contrabass; and Howie Kruskol, trumpet. Thalia Moore subbed Diane on ‘cello.

This new arrangement meant more work, also. “In this Bullock-Fraser configuration,” Bullock explained, “one had to create and notate the parts for all of the other players because while they were highly trained, they did not improvise.”

When Fraser arrived, Farr and Bullock found a flat in Germantown in New York City, on the upper east side. “81st or something like that,” Farr recollected. “It was an old building, but they had a roof over their heads with a kitchen and a little sitting room, which was where the three of us spent most of our time.”

“It was a tiny space,” recalled Bullock, “a 5th floor walk-up, but in a really nice neighborhood. Scott and I enjoyed working on arrangements, cooking our little meals up there like a couple of bachelors. We rehearsed in a large room at Juilliard and in a rehearsal space on the 2nd. floor of the Ansonia and pretty soon the band was ready to play.


“We began playing clubs and galleries in Greenwich Village. We played quite a few dates at Folk City as Bullock-Fraser, backed by the ensemble of six players. Folk City was a club on West 3rd Street in the Village and was owned by a nice old Italian gentleman named Mike Porco. The original Gerdes’ Folk City had been located a block over, on West 4th. That was the room where Dylan played his first New York shows. Mike Porco moved the club to the West 3rd location in the early 1970s, almost next door to another famous club called The Night Owl. Bleecker Bob’s record store took over the Night Owl space about that time. Folk City, at both locations, had seen its share of great music and Mike Porco had seen his share of Village history. He told me about his time working as a bartender in the 1930s. People would give him jive drink orders, like “Go up the stairs” (Carstairs Whiskey) and “You and Me” (a black customer ordering Black and White Whiskey). Mike was ready to retire, and closed his club the following year, but at this time, it was still happening. The Roche Sisters, Suzanne Vega, and Steve Forbert were among the regulars there.

“I don’t think the folkies quite knew what to think of us. The music was unusual and I don’t think there had ever been a little orchestra on that stage, but we sounded good and audiences seemed to enjoy what we did. And the Juilliard kids enjoyed doing something completely different. Their friends came to listen, along with Village regulars and some of Rex Farr’s upper east side swells.”

In Farr’s words, they were operating on a shoestring and a prayer, but there always seemed to be money to have some fun. “After playing a gig, we would hit the town,” Bullock said. “We might have a late dinner at Mortimer’s or P.J Clarke, or start the bar crawl at Nicola’s and go from there. A few times we went to Studio 54, a truly amazing scene that we took in from the safety of the balcony seats. Elaine’s was a place we often went for food and drinks. We had gone there with Jim Meeker on our first trip to New York in 1969. Jim was good friends with Elaine, and of course Rex was, too. The place was a favorite hangout for writers, musicians, and actors. It was not unusual to meet folks like Paul Desmond and Laura Nyro there, or to see the cast of Saturday Night Live – Bill Murray, Gilda, Lorne Michaels. Rex was a born and bred New Yorker, and he knew interesting people wherever we went, and knew all the good drinking spots and after-hours places as well. We usually made it back to the apartment about the time everyone else was leaving for work in the morning. I can’t imagine living that way now, but it was great fun at the time.”

Still, the feel was different than it had been during Space Opera's first run.


“I don't think a record contract was Bullock-Fraser's immediate concern,” Farr stated. “I was looking to get them commissioned works and get them to do stuff that really had nothing to do with Billboard.”

“After a few months of this, we took a break and went back to Texas,” said Bullock. “Scott had the itch to plug in again, and we agreed to try putting Space Opera back together. Brett was still in Fort Worth, and Phil was in Los Angeles, doing well for himself as a bass player and producer. He was reluctant to come to New York, but he did.” 

“I found them a loft around 19th and Broadway, downtown,” Farr remembered. “It was an artist's area, mainly photographers, right next to Union Square where they had big commercial buildings with huge lofts. They had running water and a shower and that was about it. They cooked off of a hot plate.”

“In September, when Phil and Brett joined us,” Bullock said, “we eliminated the contrabass and added two violins and two female singers. We were itching to play as a band again, to rock. At that point, our first album had been dead for four years, but we were still vital and creating new music. We were Space Opera again, fully electric, a ten-piece orchestra--- twelve when you count the two vocalists. The four of us lived in a loft at 873 Broadway. Our equipment took up half the space and couches, beds, and a television were scattered around the other half. We had a bathroom built in, and our kitchen was a small refrigerator and a hot plate. At that time, most lofts were not really legal for residential living, even though thousands of people were doing it. Since the building was commercial, heat was only provided during business hours. So at night and on weekends, we froze.”

“When they reunited,” Farr recalled, “the Juilliard people became part of the group. They spent a month and a half rehearsing. In the meantime, I was out pounding the streets for record companies. There were still enough people at the labels who I knew to at least get the band a shot. That's how Studio Instrument Rentals (SIR) came into play. I knew the owner and manager, so I got the rehearsal space at a very, very reduced rate and was able to use it for record company showcases. It was on West 50-something street. CBS was on 52nd and 6th, so you could literally walk from the A&R offices at CBS and Atlantic and RCA to SIR in ten minutes.”

“We played some private showcases for label execs,” Bullock said, “trying to land another recording contract. The showcase gigs we played at S.I.R. and at Jimmy Pullis' club, Trax, were good. It was a tight band. In retrospect, we might have done better as just the four-man band, out playing clubs every night. Rex was doing his best to keep us afloat, but the shoestring-and-a-prayer thing was even harder to pull off with the full band.”

Farr watched and waited.

“The reincarnated Space Opera never really played out,” he said. “Once again, they had the ensemble from Juilliard. I tried to talk them into going out there, but they were up there for the sole purpose of being heard by record companies. That was their marketing plan. My marketing plan was for Bullock-Fraser. I mean, I could feel it. When you're a band, you have to be a Mack Truck and there was something lost after fifteen years of hard work and not breaking through.

“Maybe they thought they had a better shot at getting a contract as an electric band. I didn't discourage them, but I had a premonition about that move. I was very happy working with Bullock-Fraser because by then David and Scott were talking music theory. And in terms of economics, it was a lot easier for me to work with, control and market the Juilliard/Bullock-Fraser setup, even though it was somewhat out there. I mean, there were plenty of roads between Boston and Washington, D.C. that had 400-seat and 500-seat venues. That would have been absolutely perfect, as I was trying to market Bullock-Fraser to film companies like Troma.”


“I would have been happy to continue doing the Bullock-Fraser thing,” Bullock stated. “It was just that Space Opera, the full band, was so much more fun that we always gravitated back to it. Rex had agreed to manage me and Scott, and it was presumptuous of us to suddenly hit him with managing Space Opera. His first experience in music management had been with Jack Hardy, a Village folk singer. From that, Rex had the contacts to book Scott and myself into a couple of clubs, which was fine, but supporting and managing a full-blown rock band – really an electric orchestra – was something Rex hadn’t bargained for, and he was in over his head.”

“They didn't go into a recording studio during that period,” Farr recollected. “There was no money to go into a studio. We had our own studio, in a way, where they rehearsed with the equipment they had. Money was beginning to be a problem. We were paying loft, we were paying expenses for rehearsal, and there was the expense of working the phones constantly.

“After probably six months at the loft, it became apparent that either they had to make the commitment to go out on the road and be a band, the four of them, because no one was going to sign them. Not after what happened with the first record and no matter how good that record was. We probably got heard by six or eight labels in the course of eight months. (This incarnation of) Space Opera was playing some new things and some things from the album, maybe a 60/40 blend of the old and new.”

“Because the labels showed no interest,” Bullock said, “in March of '79, the others headed back to Texas. I stayed in New York and moved back into the Yorkville apartment where Scott and I had lived. I married Carole Wagner, my girlfriend from Texas, and we lived there happily for another six years. Life in Manhattan was sometimes nerve-wracking, but it was exhilarating to be there, young and free to do as we pleased.

“I began playing shows in the Village, sometimes backed by a trio of flute, oboe and cello, or just with my oboe player, Gary Hamme. Carole and I, and Gary and his wife, became good friends. Gary was a member of the Brioso Woodwind Quintet, who performed annual concerts at Carnegie Recital Hall. In 1982, I played with them there as a guest artist.

“I enjoyed the independence of being a solo performer and took some inspiration from living in New York, hearing all the new music being created in the clubs and the halls, and the energy on the streets. Along with Gary and the other players from the Bullock-Fraser ensemble, I played gigs with a violinist named Reinhardt Straub, who lived in our neighborhood. I also worked with Brenda Madison, one of the vocalists from the Space Opera New York band, helping arrange strings for her recording sessions. And in the apartment on 81st Street, I wrote several of the songs eventually played and recorded by Space Opera: 'Vieux Carre,' 'Welcome,' and 'Mother Nature & Father Time.' Those were productive and happy years for myself and Carole. We had an interesting circle of friends and took advantage of all New York had to offer culturally. I knew we would eventually move back home to Texas, but we weren't in any hurry.”


“Once Scott went back to Texas, within a year we had basically taken a mortgage out on a thing called the Synclavier,” Farr remembered. “Scott and I had a very special relationship. For me, it was Scott. It was his very first guitar line in Williamsville, from 'Holy River,' okay? As much as I appreciated 'Country Max' and Phil's stuff, for some reason I liked Scott's more. But then Scott and I were soulmates.


“A company by the name of New England Digital manufactured the Synclavier. It was the first direct-to-disc. You could buy a full-blown system in 1980 for probably one and a half to two million dollars. Sting and maybe a half dozen other artists had them. They were a step above the regular synthesizer. You had FM voices and a whole library of sounds. We used it on SS-433.”

“That was sometime around '83,” said Farr. “Scott had two or three pieces of music and vocals were needed, so we brought David in. The idea was to make an EP, take them around to some record companies and if they didn't show interest, we would release it ourselves. Then, at least we would be doing music.

“The labels didn't bite, so we distributed it. I printed up 5,000 copies and sent some to radio. We might have sold 500 because, again, Scott wasn't playing, I had no outlet, I would consign. I would send maybe ten copies to each store. I covered Dallas and Fort Worth. I even went into San Antonio and Houston."

SS-433, Fraser's first true solo effort, was named after a star. Recorded at Secret Sound Studios in New York, it did not feature the Synclavier. Bullock recollected that “the instrumental lineup included cello, violin and trumpet, with Scott playing guitars, keyboards, and programmed percussion. I was still in living in New York. Scott and Bob Hickey came up for about a week. Bob was an audio engineer from Fort Worth who had worked for several years with Space Opera. I was invited to do some singing on the sessions and was happy to be involved.”

“You know, I learned the business a little bit from Michael (Mann) and the rest by the seat of my pants,” said Farr. “By the time Bullock-Fraser was around, I had a pretty good handle on what needed to be done and I knew the tools I needed to work with. But Scott wasn't playing and, anyway, in NYC, you payed to play. For instance, Alan Pepper, the owner of The Bottom Line, would not allow you to play unless you had a major contract. Now, it is completely different, obviously. There are so many tools out there and you have a much larger stage. But then, you have a different kind of business going because there are people who can work the Internet.

“It took me by surprise when Scott went back to Texas and married Mary. It threw me for a loop because I knew at that point that he wasn't coming back. There was nothing I could do for Scott in New York. I couldn't leave the farm and Scott was then ensconced in Fort Worth. It was over.

“Still, SS-433 is a piece of work that still stands up. It's richly textured, it's very Scott Fraser, and there is a lot of Philip Glass. (laughs) It's an incredible piece of work.”

The ties were too strong to completely sever, though. Farr decided to try to work something out to keep things going.

“There was no money. Scott was teaching guitar and I said, look, Scott, while you're teaching guitar, let's see what we can put together. That's why we bought the Synclavier. And he started working at his house. He had the Synclavier for three and a half years. I'm paying, while still running a farm, hundreds of dollars a month to pay off the mortgage on this instrument. I finally took it back because Scott, in that three and a half years, didn't give me anything. I gave it to a studio and then Scott came up. With the credit I had accumulated by leasing the instrument to the studio in NY, Scott was able to go in there for a sufficient number of hours to have gotten at least one piece done, but it didn't work. I didn't get anything out of it.

“I remember David, Scott and myself out here on the farm in one bedroom with my wife in the living room,” recalled Farr. “(We had) a studio upstairs. There were wires all over the house, the Synclavier was hooked up, and we rehearsed during the day for what we were going to do in the studio. David came up for that, but it was Scott's music.

“(Working with Scott after Bullock-Fraser) was a very creative period for me,” he explained, “because it allowed me to branch out into other genres, such as film and dance. I took tapes to Troma, a very grade B film studio which put out horror movies. You can imagine Scott Fraser writing for horror films... Zuckerman, the guy at Troma, said come on, Rex, (laughs) this is superior. I can't work this into the film.”

When the dust settled, the individual members of Space Opera followed their roots back to Texas, where their relationships, music and otherwise, continued. Only White was active in the clubs, playing in various groups for survival's sake, but the others kept their hands in the game. Bullock continued writing as did Fraser, and the occasional jam session would happen at odd times in Fraser's garage. White was adamant that they never split up, were always a group, and he must have been right because Space Opera, the band, had more life left in them.....

CHAPTER SEVEN: I Ain't Going to Swim Here Anymore...

While the band members basically went their own directions, they were never far apart. They kept in touch, if only by phone for certain periods. They had been together for too long and had been through too much together to not feel that thread of brotherhood.

“The four of us somehow managed to get together now and again in our favorite haunt, the recording studio,” said Bullock. “Whenever and however we could get free time, we continued to record our songs. Then, in '94, Scott and I revived the chamber folk concept and started playing coffeehouses and the like around North Texas.”

“Grand Saline was what they called this coffeehouse acoustic act they had for a short while,” according to Scott's wife, Mary. “It was Scott, David and a few other players, including the cellist Mary Maneikis, who later taught my daughter to play the cello.” 


“That was the final incarnation of our chamber folk concept,” Bullock said. “We reformed Space Opera in '95 and began rehearsing on weekends at Eagle Audio, a 24-Track studio in Fort Worth. That eventually led to a concert at The Caravan of Dreams, a really fantastic and, sadly, now defunct concert club.”

That concert created a buzz in the Dallas/Fort Worth area. Dave Ferman of the Fort Worth Star-Telegram got wind of it as rehearsals kicked into high gear. Citing the TV presentation of the Beatles' Anthology as incentive, Fraser gave Ferman a preview interview.

“Fraser and Bullock don't want this to be a one-off gig.” Ferman wrote after talking with Fraser, “or to be seen as a time machine for aging hippies and HOP patrons. Space Opera, they say, is going to be a working, living band.”

The band had plans--- to restructure their lives around the working band, to record the show and possibly release it, if only to create interest in further shows.

“'To re-form for one show is a waste of time,' Fraser went on. 'It would be a nostalgia event. We see more to it. We want to get a product out internationally and play regularly, and once we get to rehearsing on a regular basis, it won't take long.'”

“We want to play,” Fraser said in the interview. “We've got a year's worth of working on this material and we need this show to work to give us a strong anchor to do other things. If anybody really liked the band, it was because we always did new things. We're sprinkling the set with older material, five cuts from the (Epic) album, but most of the set is entirely new, or if you have heard it before, it was in a different format.”

To complement the band at The Caravan, they added Jeff Ward, owner and engineer of Eagle Audio (where Space Opera was to record their second album), on keyboards. William Jackson rounded out the lineup, playing multiple instruments including clarinet, oboe, accordion, English horn and Viola de Gamba, an instrument popular during the Renaissance.


One of the odder tracks played that night was a complete surprise to the audience. They recreated the idea which gave The Mods instant credibility when they covered Lennon and McCartney's “It's For You” back in the sixties. This time, they covered another obscure Beatles track titled “L.S. Bumblebee,” or so the guys thought. They found out later that it wasn't The Beatles at all.

“We found this song on a Beatles bootleg tape,” Bullock explained, “but it turned out to be not by the Beatles at all but a really great 'parody' song by Dudley Moore. It was one of the coolest songs The Beatles never wrote.”

The response to the show was enthusiastic and the guys were somewhat elated, but Claudia Wilson saw the other side. Even at the Caravan, decades after the Epic album, the band put enormous pressure on themselves.

“I think Brett was just happy that they'd gotten through it,” she said. “They wanted to be perfect. They didn't want anything screwed up. I don't know that it was obsessive or to that point, but they had very high standards for themselves and when you have those standards and you want to do it live, it takes a lot of work. They always recorded their live gigs and went back and listened and said, okay, what do we need to change. What do we need to do to make it better. When they played Caravan of Dreams, it was like, wow, they still have the chops. Their live sound was as close to studio as they could get it.”

“It's the closest thing to time travel I can imagine,” Phil White told Ferman. “We started in Scott's garage and I remember every nook and cranny and the smell of it. The word 'reunion' is really thrown around these days, but our fans bring their grandchildren. That's a reunion.”

In '98, Space Opera played Dallas at the Sons of Hermann Hall. Before the show, Fraser let the cat out of the bag regarding the playlist.

“This time around,” he told the Star-Telegram, “it's a leaner and edgier sound, just for this gig. We have different material--- a song we played years ago by Tracy Nelson, and one of our favorite Bob Dylan songs, 'Just Like Tom Thumb's Blues.'”

Bullock compared the two shows.

“About 600 audience members was the main difference,” he said. “We were a cult item in Fort Worth, but forty miles away in Dallas, no one remembered us and the audience was depressingly sparse.

“As far as presentation, it was less formally structured than the show at The Caravan, more like a straight-ahead club gig, even though many of the songs were the same.”

The various rehearsals for the gigs convinced the guys they needed to give it another go. Not only was it fun, the music was still growing. And, as important as anything, the pressure was off. It made a world of difference.

“You reach a point where you're not seeking fame and fortune,” said Bullock, “and when that's gone, you go back to what you began doing it for, which is to play with these guys. You have a sense of freedom when you realize the big things aren't going to happen.”

The idea of doing another studio album had been tossed around over the years, but the stars never aligned. This time, the four got together and talked it over seriously. Schedules were rearranged and arrangements made. Of course, this was to be no marathon Manta session like it was in '72. The world was different and so were the guys.

“It wasn't like they all could just go spend a week in the studio,” Claudia explained. “They had to do it on weekends when everybody could get loose. Everybody had lives and families, except Phil, and it took time to get to where it could all happen. It was a struggle to co-ordinate four lives. And when you don't have a roadie...”

Five lives, actually, for Space Opera had never really taken a step toward recording without Cass Edwards, who was essentially the band's executive producer. And six, if you include 'added band member' Jeff Ward, who in addition to playing on the album owns and operates Eagle Audio where the album was eventually recorded.

Brett Owen Wilson was chosen to be producer, an honor extended to him by the band and specifically Scott Fraser. 

“Brett appreciated the quality of the music,” Claudia Wilson explained. “ The other guys were just so good and he didn't have all of the ego invested in it because he was just there to play drums and be part of the group. He really appreciated the guys' musicianship in the way they composed and how they put a song together. I mean, some of their poetry blows me away even today.

“Plus I think they needed to have someone in charge. There were always things going on and they said, well, let's make Brett the producer. Brett was a very modest person. He would always get angry when the mix didn't have the guitars loud enough because he said this is a guitar band. He knew he was part of the foundation upon which it was laid, but their creativity and the music they'd written--- I think they knew it was partly due to Brett's ability to play drums differently.”



The working title of the project was “My Father's Bongos.”

“The recording engineer, Jeff Ward, had a box of percussion instruments that we would rummage through and use for recording,” explained Bullock, “tambourines, shakers and whatnot. Several times when the bongos would come out, Jeff would say, 'you know, those were my father's bongos.' I think it was Scott who latched onto that reference as an album title, and it seemed suitably random.”

Dave Ferman, once again, was privy to the album talk.

“The band went into the studio in 1999,” he wrote, “and finally, just a few weeks ago, signed off on a new 12 track CD. In November 1970, the band astounded a hometown audience by playing an opening set for the Airplane that featured no breaks between songs--- instrumental themes and Bullock's vocals provided the links as band members switched instruments. One of the linking themes, an old Scottish ballad called 'Awake,' resurfaces on the new CD.”

Gene Triplett of the Oklahoman wrote in a review, “What I'm hearing on the new CD, self-released by the band, is a 2002 technology version of the same group, with denser production and much more accomplished musicianship (which is something to say since they were already amazing in their early twenties) and remarkably original (and intelligent) songwriting.”

The critics may have loved it, but marketing was nonexistent. A Space Opera website promoted the CD and a few copies made their way into a couple of Dallas/Fort Worth music stores, but outside of that, even finding out about the CD was a crap shoot. 

“I don't know if anybody had a clue as to where to put word,” said Claudia. “I mean, when you bring out a second album after 30 years, try to find those fans. A whole lot of it was that back in the day, the world of music was a different universe. When they started playing here locally, it was the dawn of FM radio and airplay was how you got known. It's not the same anymore.”

“We haven't tried to market that second album widely because we are totally clueless at that sort of thing,” agreed Bullock. “I was pretty happy with a lot of the album. It was recorded at a time after we had pretty much given up on our thousandth reunion and the thought was that we should create a representation of the music we had been performing during that period (1996-99). We were busy with other things and just came together on weekends to record, and there was never a concept that everyone agreed on.”

THE EPIC ALBUM (Redux).....

The re-emergence of Space Opera was not lost on John Reagan, who had lived on the Epic album for three decades. A fan in every sense of the word, Reagan considered the album a lost classic and took every opportunity to promote it as such. It is, therefore, no surprise that he was a key player in its reissue as a CD.

“I heard Space Opera early in '73,” Reagan explained, “when 'Holy River' came on my car radio one evening while driving from Austin to San Antonio. That was back in the good ol' days when FM radio played nothing but album cuts from many different bands, known and unknown. I was utterly blown away by the instrumental intro to 'Holy River.' I thought that The Byrds were back together and better than ever. I bought the album the next day and have not been the same since.

“(When CDs became the new format) and many old records began to be reissued on CD, I thought about it and wondered why Space Operahad not yet been issued. Early in 2000, my frustration took over and I resolved to see what could be done about it.

“At the time, I only knew that it was an Epic release and knew nothing regarding ownership or control of the master. I located Scott in Fort Worth by way of the Space Opera website and he pointed me to David in Dallas. I soon learned that Epic, now Sony, owned the master and that the band would love to see a reissue. They confirmed that it had not yet been reissued as a CD.

“When I first contacted Sony regarding possible reissue, I had no success (of course, as they themselves only reissue titles they believe will succeed, according to their own economics). I next approached Sundazed. They indicated they would do it, then dragged their feet. I gave up on them after about a year. Next, I tried One Way, who agreed to reissue but wanted us to buy a certain number of CDs to help cover their minimum order under their Sony licensing deal, more copies than we could afford.

“I finally settled on Collector's Choice Music, having been impressed with their reissue titles, great catalog and website. Since I was interested in getting not only the reissue but also maximum exposure and distribution, CCM seemed ideal. After several conversations with Gordon Anderson of CCM, he agreed to the reissue and to list it in the CCM catalog and on their website. On our part, we agreed to purchase a certain number of copies to help cover their minimum, this time at an affordable price. We were lucky to get backers in Fort Worth and Oklahoma City to help.

“Other things made the CCM deal advantageous. Instead of a plain four-page booklet, Gordon put together an eight-pager and reproduced all of the original album graphics (I personally believe that he did that because he, too, was a fan).

“Upon receiving the master from Sony, the band was not really satisfied. Gordon allowed us to tweak it to the band's liking, using the same studio in which Space Opera had recorded their recent second album. In a way, we remastered Sony's remaster.

“The CD booklet lists me as manager, but that was only the band's nod to me for the help.”

“The CD provided by Sony Music,” elaborated Bullock, “was a digital copy of the stereo master. In other words, the original mix of the album. We were each given copies of the disc for review. I didn't need an A/B comparison with the vinyl to know that I could hear detail buried in the record; i.e., guitar parts that I remembered playing that couldn't really be heard on the LP.

“All four members of Space Opera were involved in the remastering process, discussing and ultimately approving changes made to the original master. Since we didn't have the multi-track tapes, we were basically altering the mixes to emphasize different aspects of the music. We had to go song by song and decide which changes were appropriate. In the end, I think we improved the bass response and overall crispness of the album.

“You see, the pressing somehow took some of the punch out of the album and in remastering, we sought to restore the crispness and clarity. A definitive remaster would have involved going back to the multi-track master tapes, but it is doubtful that that will ever happen. Overall, though, I am much happier with the digital version, and delighted that the album is once again available.”

So is Reagan. The experience was one he would not trade for anything.

“It's still my favorite record,” he said. “After all, for me, Space Opera was the American Beatles.”


Space Opera may have taken a few chops on the chin on the music side, but real life had a way of evening things out. While the band considered themselves such the entire run, there were long periods of group stagnation. While it didn't stop music on an individual level, the band gatherings were fewer and farther between outside the few years which produced the second album and the reunion gigs.



Brett Owen Wilson passed away on Jan. 26th of 2005 of cardiac arrest, leaving behind wife Claudia and son Colin Alexander Trout Wilson and other family members as well as his extended Space Opera family, although leaving behind seems hardly the proper term. His death, sudden and totally unexpected, was a blow to the hearts and very souls of the people who knew him best.

Life after New York was good to Wilson. Upon returning to Fort Worth after Space Opera's last major label attempt, Brett took a back door journey into accounting and made it his business, though he always kept one eye toward the band.

Life after New York was good to Wilson. Upon returning to Fort Worth after Space Opera's last major label attempt, Brett took a back door journey into accounting and made it his business, though he always kept one eye toward the band.

“He worked at the HOP as the daytime bartender for quite some time,” said Claudia, “and then started as a waiter at a French restaurant, Le Chardonnay. At the time, it was an extremely popular restaurant here in Fort Worth and Brett knew all of the wait staff, so when they went (from the HOP) over to Le Chardonnay, they took Brett with them. It was a white cloth restaurant opened by a dashing young French guy, Michel Baudouin, who had been very popular in his previous venues, so Brett waited tables and became a close friend of Michel's. He had been doing a little bookkeeping for Craig at the HOP, so Michel thought that was something he should do for him so that he, Michel, could be out front greeting people with his little Texas French accent. So Brett started keeping the books. That is how he got into accounting.”

Accounting treated him well, allowing him a certain amount of freedom in his personal life as well as providing for the family. According to Claudia, he was very content in his life and comfortable with his situation. For Brett, having the family and friends close was essential, and he had that.

In talking with the various people interviewed for this project, you get a feeling that Brett is still with us, ready to pick up the sticks at the drop of a hat. For a long time after Brett's death, Claudia kept his voice message on the answering machine. Phil White jokingly swore that Brett wasn't gone. “I swear, I talk to him all the time. One of these days, he's going to walk through a door and be back.”

“Phil would leave messages for Brett to tell me,” Claudia explained. “And he's not the only one. Another friend who lives out of town leaves messages with Brett to pass on to me, also. I got a new answering machine and our son came down to help me bury a very old cat and I said, okay, you make the recording. Just do a normal answering machine recording and he inadvertently probably said what was on it when Dad's voice was on it.

“Brett was the primary caregiver,” she continued. “He brought our son up. I think a lot of women thought he was a single parent. I had my business when Colin was born and Brett was keeping books for only one restaurant, so he adjusted his schedule so I could work full time at the ad agency I worked for at the time. He took care of Colin all day long and I think, quite literally, Colin lost his best friend when his dad died.

“Brett had the most wonderful father there ever was. I think so much of the man. He was a great example of a gentle soul... and strong. I think that was the model Brett had put on him (by his own father). Of course, I think he had the Ward Cleaver model put on him too, so that was the kind of parent he was. He had a marvelous capacity to love his kid. I think, looking back, what an advantage that kid had to be around his father so much growing up. Because that is all he had. It was over when he was 22. That is an experience some people never have with their fathers.”



As stated by Bullock, Scott Fraser never gave up his music. Through the return to Fort Worth from New York until the end, Scott was a respected music instructor. He passed away at home on the 19th of September of 2006.

Sometimes in writing, timing is everything, and I came too late for Brett and almost too late for Scott. He was reluctant, but allowed himself to be persuaded by the others to communicate.

“Scott may have not been as forthcoming as he could have been,” explained Mary, “considering all of the other times he had been approached about the band's history or the their history as Fort Worth musicians. Some (writers) didn't even ask and published so much misinformation that he couldn't, or wouldn't, or didn't want to try to set it straight anymore.

“Scott lived a very private life,” she continued, “but his life was rich with friends. It is funny to hear people talk about the guys at this late date and say that Space Opera thought they were better than everyone else. Clannish, true, but there was never anything but admiration and credit given where due to other musicians in Fort Worth and Texas from Scott's lips. Scott and Brett were not gregarious (the exact opposite of our Phil-anderer White). Scott got a bad rap on that. He played not as an excuse for a party, but to play his music--- sober.”

Unbeknownst to many, Fraser designed two buildings, but he was mostly about the music. Even during Space Opera's major label run, he was composing. Numerous pieces came from his pen, many of which made it to fruition. “The Angelic Suite”, for instance.

“'The Angelic Suite' is a short piece for chamber orchestra which Scott composed in '77 or '78. Rex Farr had a connection with the Falco Dance Company and Scott wrote the piece with that in mind. It was a spec piece never used by Falco.”

And there was “The Mystery of St. Anthony.”

“That was commissioned by a member of the Fort Worth Chamber Orchestra,” Mary remembered, “but they never performed it. It actually scared the heck out of me, and I told Scott so, and that I really didn't like it when he played it for me. That was the only time I said that about anything Scott did. He thought my being frightened was funny. It is on Arcadia. 'The Rubaiyat,' Omar Kayyam's poetry that Scott had set to music, is on Tree Tales.

“Scott recorded Still Life With Cheese in memory of Brett Wilson, who always appreciated the 'cheese' Scott would come up with for Brett to hear during his weekly visits. I can still hear them giggling--- or outright belly-laughing—- at some of the stuff Scott came up with. Scott and Brett were the best of friends and Brett was like a brother to me. For all of her young life, Brett was our daughter Maggie's very favorite adult person..”

Scott Fraser was a musician and composer, true, but probably as well known to the people he came into contact with as a teacher.

“Scott taught many people, both old fans or those who had never heard of him. They all came to love and respect him and thought he was a great teacher. They let Maggie and I know just how much after Scott died. 

“Sometimes I would not hear music coming out of his office during lessons and would later learn that the lesson had turned into conversation. Scott would let them talk and would assign homework (to make up for lost time). Because he was self-educated and retained so much, he was conversant on many subjects and people respected his opinions.

“He became a mentor to some kids who were from broken families or who were dealing with loss--- even to some who were dealing with mental illness. Those childrens' parents were amazed that Scott could get them to willingly work with him and could keep their attention when no one else could.

“He wanted to start a music school for underprivileged children, a place where they would be provided instruments and given proper instruction.”

It was the one dream Scott Fraser could not make happen. There were so many he did.

“The day Scott died, I was playing CDs of the music that he loved,” wrote Mary. “His favorite was Firebird by Stravinsky. I later told David that Scott stopped breathing on the last note of Firebird. He told me that that last, magnificent passage of that piece was French for 'lullaby'. I am so glad it happened that way. It was so right and just for him.”



To help you gain a better understanding of Phil White, let me share a segment of an interview I did with Phil and friend Noel Ice a few years ago:

NOEL: I'm trying to make a CD (of Phil's demos) so we can hand out a few of them. We thought we'd send you one, if that's something you're interested in.

ME: I have absolutely no interest in it. (Pregnant pause) What? Are you nuts? I'd give my left testicle for something like that! You want my address?

PHIL: No. I want a testicle.

Such was the wit that John Carrick said could have given White a second and lucrative career, that of a standup comic.

White himself was a self-professed black sheep. While the other members of Space Opera were making families and struggling to survive, White spent his time in the dives and honky tonks. He wanted to play and play, he did. He played around Texas when Space Opera awaited their equipment. He played his way to Los Angeles before the New York phase of that band. He played whenever and wherever he could, especially when there were friends or money involved.

He blazed through life, motors churning. He described his life in various ways in the interviews conducted for this article, but no description could make you understand. This gives you a little insight, though: 

“I loved being on the road,” he told me. “I loved the motels and the traveling. I loved the moving. I liked room service and colored TV and trashing out the rooms--- just the whole thing. It was the whole thing for me. When we signed the contract at Gramercy Park Hotel in New York City, everybody got front money. It was right around Christmas and the other guys were so homesick it wasn't funny and they flew home to have their Christmases with their families. I just said give me the cash and I stayed in New York City and I won't even begin to tell you what I did. Times Square and 42nd Street, that was my kind of place. It stayed open all night and you could buy anything you wanted there. I stayed there until the money was gone.” 

Phil White, though, was more complicated than he would ever admit. While promoting the black sheep aspect, he was wildly loyal to friends and family and was both supporter and protector to a fault. The people who really knew him understood this and returned in kind. 

“Phil's a rogue and he's proud of it,” Bullock said. “Two of his best songs are autobiographical: 'You're No Good' and 'Love Brings Out the Worst in Me.' He set out to live a life without responsibilities and he's done a good job of it. He wasn't above borrowing someone's guitar amp, using it for a gig, and then making a little extra money by pawning it. Many times he did not have his own place and probably overstayed his welcome on more than one couch. Phil has survived on his charm, wit and talent. 

“Then there was the time, back when we first got Space Opera going. Phil had a nice MGB. He loved that car but decided he should sell it and use the money to buy a truck for the band. That was a mistake because the truck he bought was a lemon and ended up abandoned on the road, but the point is that he gave all he had for the rest of us. When we were teenagers, he once used his lifeguard skills to help me out of a strong undertow in the Gulf of Mexico. I'm pretty sure he saved me from drowning. These are things you don't forget.” 

The years of hard living and breathing second-hand smoke in the myriad of bars took its toll. His health began to fail and he headed to Colorado in his later years to cope with breathing-related problems. It finally got so bad that he visited a doctor. The news was not good.

“I visited a doctor when I was in Colorado,” he said. “As a matter of fact, some people finally dragged me to a doctor. I got some news that was less than encouraging, so I decided it was time for me to return to Fort Worth and gather my stuff together because I'd lost it all over the years. The people who care about me and love me and in fact admire my music have kept it and when I came back to town, they started coming out of the woodworks saying here, here's this cassette tape you left over at my house, you know, sixteen years ago or something. And the numbers started piling up. None of these were songs that were in the catalogue that I carry along with me. I write them. I record them, They're unforgettable in my mind and I can play them anytime, so I wasn't careful about making sure they were recorded and copyrighted and all.” 

The months left were spent gathering and collating those songs. They helped make his last days tolerable. Besides the songs and his good friends, White was desolate--- no money, no strength. He made a deal with friends Michael Mann and Rex Farr for future publishing rights and relied on others to help him make it through. 

His run came to an end on September 6, 2008. It was a very good run. A very good run.



David Bullock, like Scott Fraser, was reluctant at first to talk. We traded many emails before he decided to give it a try and I am sure that his participation was what convinced Scott to communicate as well. Of the four, Bullock and Fraser held Space Opera closest to the vest. There were moments neither wanted to revisit for fear that they would be misrepresented or misunderstood. There were things that happened, though public, they considered more private. You can give lip service to such an attitude, but unless you understand that to these four guys, and especially to Bullock and Fraser, Space Opera was a living thing, you won't understand at all. 

Without Bullock, this history would not have been written. He, in fact, wrote most of it. He edited, set and reset timelines, made corrections and, in the places he remembered things differently, refused to make corrections. Every written word passed through his hands before it was posted. In a way, this is the story of Space Opera as told to... In a very big way. So rather than try to fill in the blanks as regards to him, I will print what he sent to me to fill holes and update his situation, verbatim:

“While my wife and I were living in New York, I studied film and video production. I needed the proverbial day job and I'd always been interested in the visual arts. The parallels to music production were there: television studios, recording studios, editing/sound mixing, and both are basically electronic media. Over the years, I have found many musicians who have found their ways into this field. 

“The best part of my life has been my marriage and the joy of raising two wonderful daughters. All three of my girls are music lovers. My family has always been very supportive of the musical side of my life--- they are my most enthusiastic fans and they always enjoy coming to hear me play. So in this phase of my life, I've had the best of both worlds. 

“Once the band members were all back in North Texas, I thought we would have played together more often, but it just seemed hard to get everyone on the same page at the same time. But I am truly grateful for the opportunities to make music with those three men. We often found ourselves in a zone of floating interconnected consciousness. And on a good night, we were actually a much better band in 'retirement' than we had been in our 'prime.' 

“With Brett's passing, Scott, Phil and I were back as a trio. We played together one last time at Brett's memorial service--- the three of us and one empty chair. 

“I began playing solo acoustic gigs several years ago. It is not the same as being onstage with Space Opera--- nothing will ever match that--- but I find myself back where I started as a teenager, standing onstage armed only with my voice and an acoustic guitar, and it is enjoyable. To this date, I am still writing and recording songs and instrumental music. 

“Cass Edwards and I have begun the process of transferring Space Opera tape archives to digital files. The music goes all the way back to our beginnings and includes studio and live recordings, most of which have never been heard by our audience. I hope we will be able to release the first batch this year. I want people to hear what the band sounded like in all its phases, even in its most raw form. When this project is finished, the book on Space Opera will be closed.” 


Over the years, a handful of people have supported Space Opera through thick and thin, but none outside the extended family more than Don Swancy, a KFAD disc jockey who promoted the band in the early years. After reading what had been posted, Don sent an email and after reading it I asked if I could use parts of it. He graciously said yes and after reading it a few more times, I decided that parts weren't enough. Don caught the essence of what it was to be young and in love with the music scene at the beginning of Space Opera's run and how much it means to look back. Here is what he wrote: 

“I was directed to your Space Opera piece and as I told David the last time we talked, it has been nothing but a joy and pleasure carrying their banner in whatever small way I could. I remember them from their weeklys at the HOP. I remember one of their nights there the only two people in the audience were my date and I. They played two and a half hours directly to us. 

“After leaving KFAD, I moved to Las Vegas and worked overnight weekends for the #1 FM rocker, then moved to Lubbock TX as the music director of the #1 FM KSEL. At that point, the first Space Opera album was out and I told my DJs to listen to it and play anything they wanted from it. Of course, I hammered it every night on my shift. At one point I called my Epic rep and had him send me 25 of the LPs. I reported to the old Walrus Radio Newsletter and hyped Space Opera to them all the time. At one time, 'Country Max' was our most requested song and I wrote an article about the band for Walrus. That resulted in them getting airplay in different markets all over the country. I left radio in the early eighties and in 1988 moved back to Las Vegas. 

“When I heard that they were to do a reunion show at the Caravan of Dreams, I contacted Scott and Cass and offered my services as emcee. I flew in from Las Vegas and considered it a great honor to take the stage with them and, although it had been many years since I had been on the air in DFW, many of the hometown Space Opera fans realized the significance. 

“In 1996, through a crazy chain of events, I was recruited to teach a course for the University of Nevada Las Vegas. It was their moneymaker course, History of Rock & Roll. I also taught the same course for the Community College District of Southern Nevada, CCSN. I taught fifteen semesters and in the last week of each semester, after covering 50 years of history and nearing present day, I would play tracks from the Space Opera album. I told my students, 'If you are highly skilled, live and breathe music and happen to be incredibly gifted, you produce music like this. This is as good as the art form gets.' I would usually end my semesters with the Byrds' live version of 'Lover of the Bayou' and Space Opera's 'Country Max.' The last ringing chord of 'Country Max' closed the course. Scott was aware that I was using their music in my classes and was never anything but supportive and gracious. A true gentleman. 

“I remember the Beard Brothers. My brother and I had a band and we played for them too. We were all part of that scene. I remember the first night Linda Waring replaced Doyle Breshears at the Cellar. I saw Space Opera at the Lewisville Pop Festival, on both the free and the main stages. I saw the Scott Theater show in those swell suits. I saw their two song, 55-minute set warming up for the Airplane at Daniel-Meyer. I saw them at Panther Hall the night of Richard Nixon's State of the Union address when David changed the lyrics (of 'Country Max') from 'if my friends say I'm stoned it's because' to 'if my friends say I'm doomed it's because.' Nice touch, David. 


“I saw them in a little bar out on Camp Bowie one night. It may sit 75 people. Phil in the middle, and they started that swaying thing they did and before we knew it, the audience was swaying in sync with the band. 'Singers and Sailors' never sounded better. And of course, I was there at Trinity Park for their shows as well. 

“The phrase 'The Beatles of Fort Worth' has been used many times for those boys, but I think they were rather The Space Opera of Fort Worth.”

That pretty much says it, Don. And very nicely.  

No Depression thanks Kipp Baker for the use of the pictures of Space Opera in this chapter. The pictures were taken during rehearsals in 1997. Kipp is a professional photographer and has his own website at www.picture.com.


This was written a number of years ago. A lot of water has run under the bridge since then. For one thing, in 2010 Bullock cleaned up and released not only the Exit 4 tapes but recordings the band had done in the mid- to late-seventies under the title Safe At Home, thus giving the band a total of three albums. The first on Epic, of course, a second self-released around 2000-2001 and the third the title mentioned above. As I type this, Amazon shows all three titles as available, though the asking prices seem a bit inflated.   

Also, David Bullock has recorded and released a five-song EP titled In the Waking World with the able help and backing of Cass O. Edwards III. (You can purchase it here) The styles run the gamut of his existence with Whistler, Chaucer and Space Opera--- a mixture of folk, country and classical. Recorded in Nashville, it utilizes some of the best musicians that city had to offer and is a gem. Hopefully a tour, as small as it might be, will bring Bullock to new listeners and will give him the push to continue working in the studio.  

When he recorded the EP, by the way, the only song he covered from the Space Opera days was “Blue Ridge Mountains,” on which his two daughters add that deep Space Opera harmony so important to the original recording. Here is the original SO recording in all its glory.