Max Webster — Discography Reviewed
Max Webster were a Canadian progressive rock band that musically had little in common with most prog bands. Proximity to Rush (area, touring together, and even recording a song together) is one of the elements that helped their name get more attention, but it was the tireless touring and clever songwriting that were the most important ingredients. Still, their name is not very well known among the prog masses.
We're going to do our bit to try and change that by letting musician, writer, and Max Webster archivist Bob Wegner review their discography!
If you like Max Webster, make sure you check out Bob Wegner's Max Webster concert archive!

My name is Bob Wegner. I'm a musician, writer and music historian based in Montreal, Québec. The second edition of my book on Max Webster called High Class is slated for release in autumn 2025 (the first edition was reviewed by DPRP), and these reviews of their five studio albums can act as a sort of taster for it. They are a lot different from the reviews I would've written even five years ago had I been asked then, as much of my book research revealed parts of the band's history and creative process that had been completely swallowed up into the ether by time.
Max Webster — Max Webster


In Canada (particularly Ontario) this band is legendary, and on about the same level at Rush. Those who know, know. Most of their loyal fanbase will tell you that it is the single biggest travesty in the history of the Canadian music business that Max Webster did not become international stars.
But the reason for that legendary status may not be immediately visible upon listening to their debut album. Max were usually best as a live band, and many people at the time were disappointed in the album because it didn't fully capture their spontaneity and humour. But this album is nevertheless a Canadian classic, still played at countless cottages and summer backyard parties.
The band lineup at this point was the peerless manic guitarist Kim Mitchell, mad scientist crossed with keyboardist Terry Watkinson, punchy yet melodic bassist Mike Tilka, and powerhouse drummer Paul Kersey, plus non-performing lyricist Pye Dubois. This was the longest-lasting version of the band, and certainly the busiest version of it, playing well over 200 shows per year.
Recorded in 1975, their self-titled first album was the culmination of a couple years of solid gigging, back when the Canadian music scene was flourishing and a good band played six nights a week, only taking time off when they wanted. They quickly made a name for themselves on the burgeoning Toronto bar scene, branding themselves as a sort of parody of a rock band — an anti-rock band, if you will. They flew in the face of so many things that had already become clichés by then, both musically and visually. Max had played upwards of 500 shows by the time they laid these songs down to tape, and thus most of them were recorded pretty quickly. Overdubbing and mixing sessions typically took place after gigs.
The 1973-76 period was a creatively prolific time for these guys. They had written over 50 songs, and without a doubt these were the best nine of the bunch at that point. Over half of their eventual catalogue was at least conceived by the time this album was released. By comparison, label mates Rush had less originals than Max at this time, and they had four albums. Many eyewitness accounts say Max did better in the bars. Others would say they did better in the theatres and arenas too, but that's a whole other discussion.
The tape boxes for the album, showing When Was It as the early title for Summer Turning Blue.
How many artists' discographies begin with a stretch of guitar feedback, leading to a vivid musical and lyrical description of that universal feeling experienced by too many of us a few too many times after a drink too many, yet sounding like absolutely nobody else in the process? The music of Hangover was written by Mitchell and the lyrics by Dubois, which would be the case for over three quarters of the band's output. In their first song they establish that they will not be a band that sounds the same for more than a couple minutes at a time, with different song sections, dynamics, starts and stops, and key changes — everything that makes music remain interesting on the 10th and 20th listen. This piece eventually became their Stairway to Heaven that people regularly shouted for throughout their shows.
Here Among the Cats is about Kim and Pye's youth in their hometown of Sarnia, Ontario, and the idea of being in the in-group. By this point the band's unique sound is already apparent, with Terry Watkinson's keyboards being the secret sauce. This song had at least three different arrangements the band were playing live, and this one is undoubtedly the tightest one that highlights the talents of all four band members.
Blowing the Blues Away is a Watkinson composition, and was released as a single as it's probably the most commercial sounding tune on the album. It has beautiful backing vocals and solid parts played by everyone.
Summer Turning Blue contains the first bit of true lyrical prowess from Pye Dubois. His genius was almost always subtle, in this case leaving the listener wondering if it's a tale of unrequited love or love passing its expiry date. Max Webster could be both overt and understated, and this piece is the latter. The textural layers are gorgeous.
Toronto Tontos showcases the band's bilingual humour. It's under four minutes on record, but it soon became the centrepiece of their show with an extended middle section accentuated by Mitchell's acrobatics and antics with Tilka. The full Max Webster package was best experienced in person, and their musicality ensured they were never reduced to being a mere comedy band. But the concise album version of Toronto Tontos still shows more than an inkling of how clever they were.
Promo photo, 1976
Side two begins with a killer riff as great as anything Page or Iommi came up with. A piece about coming down from a drug trip ("everything below you is cancer"), Coming Off the Moon was clearly one of the band's favourites as it was played live all the way into 1981 until their breakup.
Only Your Nose Knows is a hilarious song about what Mitchell would describe in concert as being about what happens when you've been with someone and your girlfriend asks to have a smell to be certain. Their penchant for arrangement is beginning to show here, as the guitar overdubs in the last verse indicate their desire to never repeat themselves amidst the course of a song.
The Frank Zappa influence shows in the intro of Summer's Up, and Terry Watkinson is the star of this one. Even with key changes as often as every eight bars, it never strays from its airy vibe. There really is nothing else out there that sounds like this.
The album's finale is Lily, a Canadian prog classic clocking in at nearly 8 minutes with many twists and turns. Originally 17 minutes in length when it was first written in 1973, it was soon economized into this perfectly flowing piece. Mitchell's solo at the end shows what an outside-the-box player he was and still is, nowhere the pentatonic trap and leagues ahead of most of his peers. He was closer to Steve Howe and the jazz fusion players even by his early 20s here, something which would become even more apparent on subsequent albums.
"No, I may never make it to be wealthy," croons Mitchell in Lily. In a just world he would've been so, because this band's next three albums were as good as any of the best rock albums released in those years.
Max Webster — High Class In Borrowed Shoes


Max Webster's bassist Mike Tilka was quoted saying their first album sounds like a first album, and the second album sounds like a fourth album. This is largely because drummer Gary McCracken had replaced Paul Kersey, elevating their sound to a whole new level. McCracken was in the studio recording this album literally just days after his first gig in the band. Their first album laid the foundation, but here they show how inventive and truly original they were. The album is nearly 50 years old, and it still comes off as fresh and exciting, and sonically it sounds like it was recorded yesterday.
The tape boxes showing a date for the final mix of 7 april 1977.
Absurdist lyrics like "high class in tomato juice" in the title track somehow perfectly complement the high-energy and unconventional musical arrangement that never does the same thing twice. A true Canadian classic that Mitchell still performs to this day, as is Diamonds Diamonds, a gorgeous ballad and one of the first songs Kim Mitchell ever wrote.
Gravity shows Mitchell doing his best Alex Harvey impression in the verses, and muscles are flexed for the choruses, urging the listener to get a little savagery in their life and not bow to mediocrity. It takes a beautiful left turn into a middle section that a lesser band would've had sounding like it was stitched in without being necessary, but Max Webster pulls off such changes in spades here and throughout their catalogue.
1977 promo photo
Words to Words is a completely cliché-free love song, building to a climax with the organ and a soaring vocal from Mitchell. Watkinson adds some marvellous contrapuntal lines.
America's Veins is one of many songs in the Max canon about the Canadian experience, being in the attic on top of the meth lab as Robin Williams once put it. It's the same with Oh War! which is about the military industrial complex, done in such an overt way that nobody else was touching in 1977. The opening drone sounds like warplanes in the distance, the drum and guitar shots sound like gunshots, and Watkinson's keyboard solo sounds like an air raid siren. Absolutely masterful, and one of the greatest war protest songs of all time.
On the Road is on par with any of the best road warrior musician songs ever written, and is as good as any of Paul Simon's best. Rain Child follows, which sees Watkinson's first lead vocal on a Max Webster album, with beautiful musical textures throughout.
In Context of the Moon says more in five minutes than what most of the prog bands could say in 25 — and the song is about a blowjob ("we black out during the eclipse"). The piece contains both lyrical and musical illustrations of sex, building to multiple climaxes. Truly a unique and remarkable musical achievement.
Max Webster — Mutiny Up My Sleeve


Another change in personnel ushered in the recording sessions for Max Webster's third LP in late 1977. Dave Myles took over for Mike Tilka, who ended up with a job at Max's management company SRO. A little-known fact is that Billy Sheehan was Kim Mitchell's first choice as Tilka's replacement and did the pre-production of the album, before ultimately settling on Myles for what would end up being their most commercially successful period.
Terry Brown, who had produced the previous two Max Webster albums, left part way through the sessions only to be replaced by Tilka who was already on the payroll. Imagine the awkwardness, as evidenced by the fact that nearly 50 years later no two recollections of the experience are alike.
The tape boxes showing 22 February 1978: an early mix date and track listing.
Myles and McCracken had known each other for years and clocked in countless hours of playing together in various bands, so they clicked instantly in the context of Max Webster. But it was a bumpy ride to get to the finish line, as the initial track listing from when Brown jumped ship to the final version under Tilka's microscope was more than a bit different. Many of the songs were culled from their vast live repertoire going back to 1974, and had continued to be refined and were finally ready for prime time.
Lip Service is the Canadian musical equivalent of "eat the rich". It was originally their spoofy disco song, full of quirky riffs and biting sarcasm. The final version is much more concise and effective.
Astonish Me is a jazzy but melodic Watkinson composition that's so strong that the chorus only needed to happen once. Instead, it settles into a magnificent guitar solo with a slow fade-out.
Another Watkinson song follows in Let Your Man Fly. He had written four for the album, but only two made the final cut. The riff sounds like a bit of a re-hash of Hangover off the debut album, but the forward-thinking keyboard solo in the outro makes this piece of music anything but derivative.
Water Me Down is a lovely ballad and one of the few Mitchell compositions from this period, and Distressed contains Robert Fripp-like guitar lines and a libretto about a tense relationship.
1978 promo photo While side 1 may be a little uneven, side 2 may well be the best album side in their catalogue, beginning with The Party, a tale of two groupies with an off-the-charts musical arrangement that defies any conventional description. There is nothing that sounds like it in their catalogue nor anyone else's. The final riff could have been a song in itself.
Waterline is the closest to a 12-bar blues Max Webster would ever come, but done in a way only they could — with a tasteful bass solo and no section that actually lasts for 12 bars.
A departure from anything they'd previously done, Hawaii definitely has more than a hint of Zappa, but with their singular stamp on it. Whether or not it appeals to your tastes is one thing, but there is absolutely nothing else in the world that sounds like this. People were not indifferent about this band — they either completely got it or they didn't.
Beginning with a Greek dance acquired by osmosis by Kim when he lived on the Isle of Rhodes for six months just before he formed this band in 1972, Beyond the Moon is a tour de force of futuristic lyrics and weaving in and out of complex sections effortlessly. It culminates in a guitar solo that is unquestionably Mitchell's Hamlet's soliloquy moment, played over a descending chord progression accompanied by Watkinson's organ and bass pedals. McCracken's economical drum fills add just the right amount of colour, making it almost certainly the most emotionally stirring moment in their entire catalogue — a solo that Kim Mitchell, now in his 70s, still finishes his shows with to this day.
These four songs are musically schizophrenic in the best of ways, showcasing more diversity on a single album side than plenty of artists display in their entire creative output. The fact that these songs are not internationally renowned is little short of a crime against humanity.
Max Webster — A Million Vacations


Max Webster is at the peak of their powers on record in 1979. It's a toss-up between High Class in Borrowed Shoes and A Million Vacations for the strongest album in their canon, and while I have been known to refer to the former as the one to elevator pitch someone with for its accessibility, it's the latter where everything crystallizes. While the musical contributions of all the band members are on par with one another on both albums, Terry Watkinson comes into his own as a songwriter here, which really is a crucial distinction and what ultimately gives A Million Vacations the slight edge.
Gary McCracken, Terry Watkinson, Kim Mitchell, John De Nottbeck in the studio.
Photos by John De Nottbeck, courtesy of Bob Wegner.
Paradise Skies is undoubtedly the most cheerful song in the Max catalogue. This was the band's biggest hit, selling reasonably well both in Canada and the UK, the latter being due to an appearance on Top of the Pops with a re-recording of the song done at Abbey Road Studios used as the backing track.
Charmonium is not only the strongest Terry Watkinson creation of all, but quite possibly the strongest song ever by the band, with a compositional and musical prowess that most musicians who take their craft seriously would kill to achieve. Night Flights is three minutes of pop perfection, the one and only Watkinson collaboration with lyricist Pye Dubois.
The Toronto Symphony Orchestra features on the beautiful and dreamy track Sun Voices. In contrast to Mutiny Up My Sleeve's lyrical themes that were largely dark yet realistic, the theme of this album was escapism: "Earth, a million vacations away." It segues into the only instrumental in the Max Webster catalogue, Moon Voices, which easily could have been on a Weather Report album, with the band navigating the complex changes with ease.
1979 promo photo The title track is drummer Gary McCracken's first composition for the band. This blue collar reality check pledging that "you can only drive down Main Street so many times" remains a Canadian classic.
Look Out is one of the boldest moments in the Max discography, complete with a samba section that feels anything but shoehorned in. A musical odyssey truly unlike any other.
Let Go the Line is Watkinson's commercial gem. The initial demo was rough around the edges, complete with a jazz fusion section. It was reworked by its writer and lovingly crafted by producer John de Nottbeck into a song about giving into the inevitable, which remains timeless. The Toronto Symphony makes its second appearance on the album, and the musical arrangement is nothing short of exquisite.
Partly inspired by the new wave movement (Mitchell's vocal and Watkinson's keyboards evoke Elvis Costello), Rascal Houdi is a tale of a teenager high as a kite and waving to his dad. It's too musically interesting to be considered goofy, and too happy to be dismissed as a stoner song — truly the epitome of Max Webster being so unclassifiable. No other band would have the audacity of even thinking of writing a song like this. Keith Richards liked it, which is something few Canadian bands can say about any of their compositions, let alone one as wacky as this.
Research (at Beach Resorts) is a summertime romp about getting "abreast of things" in Ontario cottage country, with the band firing on all cylinders. This is the one composition on the album that goes back to their bar band years, and the words were mostly rewritten for the studio version. A fabulous live version with the original lyrics was released nearly four decades later on The Party box set.
There is not a single wrong note or misplaced idea on this album. Sure, there was a conscious effort to be slightly more commercial, even getting a jingle producer to be their new referee. It all worked, perfectly.
Max Webster — Universal Juveniles


This is an album made by a band that was falling apart, but that's only apparent if you see the inner sleeve of the album and know the history. This album inspired countless guitar players to master their craft, one of whom is Paul Gilbert of Mr. Big. And it contains a song that represents the only time all three members of Rush collaborated on a project outside of their mothership.
Terry Watkinson had left the band by this point, and it's a gaping hole that takes two session players to fill in. Both Doug Riley and David Stone play some great parts throughout, but Watkinson was the glue that held this band together. Without him there is something missing, even in many of this album's best songs, when you recall the majestic moments on Max Webster's previous efforts.
In the World of Giants is an enormous track, probably best described as shredder boogie rock. Mitchell's playing is simply incendiary, and his phrasing is unlike anyone or anything else remotely in the rock realm. He is a criminally underrated player and composer.
Led Zeppelin wrote The Ocean for their fans, and Max Webster wrote Check for theirs. It is three minutes of high-energy beauty, filled with guitar lines that nobody with a normally functioning brain would even dream of coming up with. I mean that in the most flattering of ways, as the result is an assault of excellence.
April in Toledo is a masterpiece. "She's hiding out in Lake Louise" contends the protagonist, a place with a postal code that is T0L 1E0, an observation that helped Dubois construct this lyrical gem. He and Mitchell were delightfully demented in all the right ways to come up with this music that sounds and feels like absolutely nothing else before or since.
Juveniles Don't Stop has great hooks and parts, and an innovative outro. But elements don't save a song, and this is one of the few songs in the Max catalogue where the melodies aren't the king of the castle.
But then we have Battle Scar. It is monumental. It was the first time two bands were recorded at once in the same room with two 24-track tape machines, with producer Jack Richardson (of The Guess Who fame) standing in between them and conducting. This was actually one of the earliest Max Webster compositions going back to 1973 which had grown in length over time, and the addition of Rush creates a feeling of bombast that is immensely satisfying and never overwhelming.
Utterly triumphant in every way. And 90% of Rush fans have never heard it. Incidentally, the Max Webster recording that Rush fans have heard the most is the crowd noise on The Spirit of Radio — it's from a 1979 Max Webster concert that was recorded for their Live Magnetic Air album.
Written by bassist David Myles and lyricist Pye Dubois, Chalkers is about horse races and doubles as an autobiography, with the highlight being a great keyboard solo by David Stone. Drive and Desire follows, amounting to a self-help book in song form only as Dubois could conjure it up. A beautiful composition through and through, and a highlight in the Max discography.
Few bands could make a verse with only one chord work as well as Max Webster does on Blue River Liquor Shine, because it's surrounded by completely divergent yet somehow complementary sections. On paper, it sounds like a disaster, but the result is spectacular. Mitchell holding the last note over the final chord change may well be his crowning achievement as a vocalist. Indispensable.
What Do You Do With the Urge, McCracken's second composition for the band, would see him occasionally playing guitar on stage with Mitchell singing the song on drums. Kim's guitar break in the middle is anything but pedestrian.
Cry Out for Your Life appears to end the album with a fade-out, apart from Mitchell's solo, which remains front and centre, sustaining a note during which the rest of the band fade back in. A singularly brilliant ending to their catalogue as the guitar feedback of Hangover was to the beginning.
Mainly due to a lack of industry support, Kim Mitchell dissolved Max Webster in 1981. But the fact that Max didn't last more than a decade ensured that they never entered a middle period where their work became mediocre. Everything this band produced ranged from great to astonishingly great. They left behind a musical legacy without parallel, and are unquestionably not only one of the greatest bands Canada ever produced, but one of the greatest bands ever, full stop. That may not seem the case with all of what's on Universal Juveniles, as the middle three of their five albums showcase their musical achievements in spades. But their final effort is still a great album by any band's standards.