Population II
Population II.jpg
An Original press of Population II
Studio album by Randy Holden
Released 1970
Recorded Late 1969 at Amigo Studios in Hollywood, California
Genre Psychedelic Rock, Hard Rock, Heavy Metal, Proto-Metal
Length 30:56
Label Hobbit Records
Producer Les Brown Jr., Randy Holden
Randy Holden chronology
Debut Release
Population II
Guitar God

Population II is the first solo album by Randy Holden and ultimately the only solo project under the name Population II with Chris Lockheed. Released in 1970 via Hobbit Records unknown to Holden's knowledge it gained a significant cult following for fans of garage rock, proto-metal and Blue Cheer. The original pressing also garners a high value in a similar vein to proto-metal/hard rock rarities like Growers of Mushroom by Leaf Hound for example.

The album's sound is a slower, heavier psychedelic as compared to Blue Cheer or other bands at the time, resembling a precursor to doom metal and grunge and a significant prototype of the "power duo" style of bands in doom and sludge like Jucifer, Beast In The Field, Bell Witch, Bismuth, Dirtbag, Conan and Om among others.

Background[edit | edit source]

Writing and Recording[edit | edit source]

Randy Holden would quit Blue Cheer in the early 1969 in the middle of recording the band's third album New! Improved! due to constant conflicts with management and monetary issues on top of a general disinterest in drug culture (A surprising parallel to Leigh Stephens' frustrations and departure from the band in 1968) as explained in an interview with Furious Randy explained how he joined Blue Cheer and the reasons for his departure:

“I used to plug all the amps in onstage with the Other Half. The band would take a break, and I would just go wild for a while and have fun, attempt to do something different and interesting. And the audience loved it. So that was just all the more energizing for me. I just hated that damn guitar {I was using in the Other Half].

But Blue Cheer was a six-piece band playing around local clubs, and then they reduced to a three-piece band and came out and was using about eight Fender Dual Showmans. Four on the bass, and four on the guitar. I used to use about six of them on the guitar when I'd do my thing. So everybody kept prodding me that I knew--"this is the band you should be with." And that was kind of--I was listening with one ear, because I knew the band that I was with, I shouldn't be with. And there were just some linkups that seemed to be shoo-in types of fits. When I listened to Blue Cheer, I didn't really like Blue Cheer. I thought that band could really be made into something, because it got the basic ideas. The musicianship in it just seemed young, just learning.

By the standard of that time, it was like, I was old for that band. And back [then], the two-three-four-year differences made all the differences in the world, with how long you'd been playing and how intense you had been playing, and things like that. So, unbeknownst to me, according to Paul Whaley, who I recorded with a couple years ago, he told me for the first time that the band was looking at me to replace Leigh [Stephens]. And other people were telling me that "you should play with that band." So, by whatever strange happenstance, it came together.

I wanted Paul to play in my band. I heard him play, and I loved the way Paul played. And I was getting back together [with] Mike Port of the Sons of Adam, because he was a good bass player. So we actually did a rehearsal, the three of us, but jeez, Mike and Paul just could not play together. I mean, it was like trying to mix oil and water without a blender. And it didn't work. And so Paul wanted me to join Blue Cheer, and they were going to let Leigh go. Leigh was a sweetheart, I always liked him. Didn't like the way he played very much, but I liked him as a person. But they had a unique sound of their own before I came along. They were like the original punk band.

[On playing one side of New! Improved! and leaving the band] Their minds, as far as human beings, were off somewhere else. Paul would communicate with me musically on stage quite well. But I always had very serious despondencies with the band, because it never rehearsed. It was never allowed to rehearse. It was never allowed to play together, except for when we got onstage. So there was no time to communicate musically, and develop and create. So that was always a big frustration for me. There was never any money, even though we were making just thousands and thousands and gobs of dollars. I'd be thrown some change that might buy a shirt if I was lucky. And I thought, man, this is just outrageous.

Then they wanted me to record--there was allegedly a contract to record a new album, which I was never put on the contract. I was never shown the contract. I'm just told I have to do all these things. And I wanted to know what I was going to be--where's the compensation for this? We're touring, now we're supposed to record, we've never even rehearsed--what the hell, is there some kind of accounting organization at all? And there wasn't. Basically, I didn't even have enough money to buy food. And I was in the middle of recording this album, and I said to myself, why am I doing this? And I just said, I'm not doing it anymore. Can't do it. I just left.

There was a serious drug problem [for someone else in the band], too, that just wouldn't resolve itself. And that was the other reason. But I think that was very uniquely tied to the disappearance of the money problem, and why no one wanted to get a clear accounting, and there was allegedly no money.”

— Randy Holden, Furious [1]

After leaving Blue Cheer and having a sponsorship with Sunn O))) amps who made sixteen custom 200-watt amps for Holden, which he described the process of touring with them in the same interview with Furious as "They were designing this new amp for me--200 watts in every cabinet. And they gave me all of them I wanted. And I would cart these things on the airplane as excess baggage in those days. When I would show up at the airport, the guy would just freak out and see 20 huge cases coming out of this old black and white police bus. It was quite funny, really.".

Holden would begin working with country drummer Chris Lockheed who joined upon seeing him with Blue Cheer in Stockton. The vision of Holden was creating a solo record described as "nuclear", recording with all of these amps in an old opera house. The name Population II stemmed from the project being just a "power duo". Recording this album in a massive volume in late 1969 with the intent of a release that same year the album ultimately would not be released by the label and Holden's equipment ended up stolen, leaving him bankrupt and quitting the music business for many years. The duo never performed or toured in support of the record either.

Ultimately Population II was released on Hobbit Records in 1970 unknown to Holden, whom had moved to Hawaii without any intent of ever releasing the record at the time. The original masters had been passed through multiple labels and ultimately lost. In 1991, Holden would find out about it's release to the public and the cult following that came from it and spark his interest in writing music and possibly performing again upon moving back to California. With a winning lawsuit against a label not named, Holden regained the rights and royalties to Population II, with subsequent releases of the record officially authorized by him.

Holden explains the process of recording the finding out of it's release in an interview with It's Psychedelic Baby!:

"[On Recording Population II] What stands out at a thought, I kept hearing a distortion somewhere in the board in the playback, and I never heard it in the studio. I’m pretty keen with sound, I could tell instantly when a speaker or an amp head blew in the setup of the 16 x 200 watt amps. I knew I was hearing a feint distortion in the board, but the engineer swore he couldn’t hear anything. That was maddening, because it was solidly present. It made the entire thing sound like garbage. After a week of fighting with the engineer about it, he finally said he heard it, and he stripped the board down, and repaired it. That was a three day downtime, but he did repair it, it was gone. When in the Studio, its a place of Study. That environment is different than playing at home, or playing on the stage. It use to be difficult for me to work in a studio, because for the most part I knew very little about the mechanical function of a studio. All I knew about was the sound I wanted to get, and thats always been the most difficult thing to do. You can spend all day working to get a sound. These days that seems to come pretty easy for the most part. If it doesn’t I just stop and walk away, and come back when I’ve no expectations, other than knowing what I want to hear. A great sound makes your skin get goose bumps. A horrid sound makes your teeth grind. The rest is close your eyes and turn the dials and see if thats what you are looking for. More often than not, in fact most often, I do everything you’re not suppose to do, and the engineer is telling me there is no frequency change in the range I’m working in, but I stop and say Listen ... then do it again with out whatever the setting was, and say tell me you can’t hear the difference, and he says, yea I hear a difference, but there isn’t suppose to be any difference. Right, so what are you going to believe, what the book says, or your ears.

[On meeting Chris Lockheed] Thats a question thats been round the block a few times. Knock, Knock, Knock ... who’s there. You don’t know me, my name’s Chris, I heard you need a drummer. I opened the door, and there was Chris. He said, "I saw you with Blue Cheer at your last gig up in Stockton, thats where I’m from, & I hear you left the band, and were looking for a drummer”. Me, "So, can you play at high volume. or better, do you like playing at high volume”!.. Chris says, "well sure, and I can play keyboards too”! Me, “Really, can you play drums and keyboard at the same time” ... Chris ... uuhhh Yea, I can do that, sounds different, but why not”. Me, “You Can ? ... Chris “sure why not”. Me, “Cool, Ok lets do it”! So we did it!

[On the sixteen 200 Watt Sunn O))) Amps] It was the amp power I always wanted. I knew exactly what I wanted to do with it, and it was an over the top blast ... I use to wonder what it would be like to line the LAX International airport runway with a few thousand amps, and see who came out best, the jets taking off and landing, or my Guitar ha ha ha ... yea I suppose I must be a little nuts, but only because I never found a way to do it, I mean, what if I blew a jet off the runway with all those speakers creating a blast of sidewind ... and we wouldn't want to do that, or at least unless there was a good reason.

It was tricky in the Studio, because the challenge is, how do you take all that sound, and reproduce the illusion of it onto a vinyl disk. Thats the illusion. Sound is an illusion, but there are peculiarities of a big sound that only a big sound has, so my theory has always been, play it in the Studio just as you would on stage, and the Mics and the room will somehow pick up those nuances, and re-translate it to feel as big as it is. Every frequency is different at those levels, and you can’t, or I have never been successful reproducing a big sound, without having it present. A Mic is like the ear, just as your ear responds differently to the frequency range of high volume, so will a Mic, but there are so many variations of Mic’s, that becomes a whole other issue. The Studios then all has really big playback systems, huge speakers, megawatts, so the sheer excitement of those big playback systems was deceptive. Si I got this idea that I need to hear what it will sound like coming out of car radio speakers, and mix it down through that kind of a system. I thought if I can get the illusion of the gigantic sound through the kind of systems most people would be hearing it through, that is the only way to do it, otherwise the giant playback systems in the Studios in those days would always fool you, because the excitement volume generates is what has to be captured and generates through small car systems. If I could do that, then it would reach the goal aimed for. I asked the engineer if they had anything like small car speakers, and amp laying around, and he was able to rig up a couple of 4 x 9 oval car stere speakers, and run it through a car radio amp, and thats what the whole mix was done through. It seemed like a strange thing to do when you actually play through a huge wall of amps, but in the end I thought it happened, but the original master using that was destroyed when someone put it through mastering, and the old school guys chopped off all the tops and the bottoms, so the the need;e wouldn’t skip on the disk when it was played, but that ultra conservative approach blew away all the work that went into the dynamics, and its always sounded dead to me ever since. Thats why it would have been nice to have found the masters. I still use the same theory. It gets it, and you can pump up the volume on a small system, and still get that punch, and on great systems, you can blow the roof off.

[On Population II's release and the masters] I never knew either, until 1991, but it wasn’t Hobbit. Apparently Hobbit sold the Masters some time after the bottom fell out of my personal economy, and the wind of change became a hurricane, blowing me far away.

The Masters seem to have disappeared. They have been rigorously hunted down, and everyone who ever touched them has been found, and talked with, and no one knows what happened to them. I did a remaster on the best gear available, and people I trust, who did a decent job of it. Thats the best its sounded yet, but that appears to be where its landed.”

— Randy Holden, It's Psychedelic Baby! [2]

The power duo of Holden and Lockheed, as depicted on the back cover of initial pressings.

On 20 December 2019 it would be announced that RidingEasy Records would do a proper reissue of Population II as Holden performed at the Whisky-A-Go-Go the next night, Holden himself stating: "The original mastering just destroyed the dynamics of it,” Holden says. “They flattened it out. Now we got a really nice remaster that should be the closest thing to the original recording.".[3]

Pressings[edit | edit source]

NOTE: While there have been many pressings of Population II, only select pressings listed as "official" by Discogs will be displayed here.

  • LP, Hobbit Records, 1970 - The original press and the rarest. Nearly all original copies have a drill-hole through the center of the cover and the label. The original disc pocket is brownish-grey.
  • LP, Line Records, 1982 - A repress that is now just as rare as the Hobbit press. The cover of this German 80s pressing is taken from a photo of the first pressing, which reproduces the drill hole commonly found in the center of the jacket on original copies. You can faintly see among the stars in the center of the front cover.
  • LP, Hobbit Records, 2005 - A repress of the original Hobbit issue without any runout matrix numbers.
  • LP, Hobbit Records, 2005 - A repress authorized by Holden, hand-numbered, signed and limited to 2000 copies.
  • CD, Guitar God Music, 2007 - Official CD press authorized by Holden, remastered..
  • LP, CD and Digital, RidingEasy Records, 2020 - Remastered re-issue authorized by Holden.

Randy Holden - Population II (1970) (1982 Line Records vinyl) (FULL LP)


Randy Holden - Population II (1970) (180g Hobbit Records vinyl reissue) (FULL LP)

Tracklist[edit | edit source]

All songs written by Randy Holden.

  • A1. Guitar Song (6:06)
  • A2. Fruit & Iceburgs (5:59)
  • A3. Between Time (1:48)
  • A4. Fruit & Iceburgs (Conclusion) (1:48)
  • B1. Blue My Mind (6:01)
  • B2. Keeper Of My Flame (10:07)

Personnel[edit | edit source]

  • Randy Holden - Guitar, Bass, Vocals, Producer
  • Chris Lockheed - Drums
  • Dallas Jordan Engineer
  • Hank Cicalo - Engineer
  • Russ Schmidt - Engineer
  • Les Brown Jr. - Executive Producer
  • Michael O'Bryant - Artwork, Photography

External Links[edit | edit source]

References[edit | edit source]

  1. Furious Randy Holden Interview by Richie Unterberger, Part Two, accessed 29th January 2018
  2. It's Psychedelic Baby! Randy Holden interview, accessed 29th January 2018
  3. The Obelisk
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