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arranged by, orchestrated by Rick Kellis
art direction Les Weisbrich & Associates
bass Kim Kesterson
drums Billy Ray Morris
guitar, bass, vocals Lenny Macaluso
liner notes Tommy Smothers
organ, reeds, vocals Nick Farkas
photography by Tom Gundelfinger
producer Barry Kane
producer Steve Douglas
trumpet, vocals Daniel Dick
woodwind, vocals, arranged by Rick Kellis
Distributed By Buddah Records
Cat# SB-9001 appears on cover and SBS 9001 on labels

Label variation

Rick Kellis - Aries
I appeared in High School plays. I got a Master in Psychology at Temple. I had my own band when I was 10. I studied music theory at the Philadelphia Conservatory.
I was an A&R man in Philadelphia. When the Sound Foundation elected a leader, I won hands down. I was the only one with lunch money.

Nick Farkas - Capricorn
I used to play in concert ensembles. I used to play clubs along the Mississippi. I used to be a studio musician in New Orleans. I used to sit in with the Sound Foundation in Las Vegas. I don't think about the future much or the past.

Daniel Dick - Gemini
I like many things. Jazz, the trumpet, singing, writing poetry, Tom Smothers, Ferlinghetti. Many of these things like me, including Tom...
I haven't heard from Ferlinghetti.

Lenny Macaluso - Gemini
I had my own band with my brother Al. I went on the road when I was seventeen. I traveled the entire United States. That's where I met Rick and Daniel.
We've been together three years. I hope it lasts another 10.

Kim Kesterson - Leo
I studied classical guitar. I played jazz in clubs around Hollywood. I went to Las Vegas and heard the Sound Foundation. They let me sit in.
They liked me. I liked them. Now we like each other together.

Billy Ray Morris - Scorpio
I played with different groups until I found the Sound Foundation. Now I sit in the dark a lot and watch for a friend.

I feel very strongly about the right of artists to exercise integrity in their creations. SMO-BRO RECORDS (short for Dick and I) want to be able to provide a platform for artists to express themselves without compromise. The SOUND FOUNDATION is a group of unique, creative young men, and is also their first release for SMO-BRO RECORDS. We think it's a great choice to launch this record company.

Some time ago, I was invited to The Factory (a night club in L.A.) to see a very talented act. This group was excellent, but the band backing the up caught my eye. That was the SOUND FOUNDATION, which, by the way, had organized in Las Vegas, unique in today's pop music scene because of it's plastic commerciality. None of this rubbed off on the SOUND FOUNDATION, though.

The SOUND FOUNDATION makes an audience ear-up and listen. They are sophisticated musical craftsmen. Rick Kellis, the arranger, digs laying on and playing with complicated musical figures. It's not always easy to dance to some of their arrangements, but it's always fun and interesting to listen to them. Some of the songs (i.e. MORNING DEW, MAGIC CARPET RIDE and BRUISED) are direct and easy to understand. On the other hand, with each hearing of CLEAN UP YOUR ACT, LOVE LOVES TO LOVE LOVE, and GET OUT OF MY LIFE, WOMEN, you become more aware of the hard-driving, sophisticated time figures' and enjoyment grows with each subsequent exposure.

I once made a rule for myself that I would never get involved with anything that didn't really knock me out. The SOUND FOUNDATION has not broken that rule for me. Another thing: regardless of the amount of talent that someone has, they have to be GOOD PEOPLE. The SOUND FOUNDATION has soul, integrity, and they are six beautiful people whom I am proud to be associated with. Their first album, as good as it is, is only an indication of the potential they possess.

Tommy Smothers

Other: 5 (Printed on rear cover bottom right)
Rights Society: BMI
Rights Society: ASCAP
Matrix / Runout: SBS-9001-AA (Side A, etched)
Matrix / Runout: SBS-9001-BB (Side B, etched)