In Memory of Elizabeth Reed - Fillmore East Recording

Fillmore East Recording

In this performance, Betts opens with ethereal violin-like volume swells on his guitar. Slowly the first theme begins to emerge, Duane Allman's guitar joining Betts in a dual lead that alternately doubles the melody, provides a harmony line, or counterpoint. The tempo then picks up to a Santana-like, quasi-Latin beat, a strong second-theme melody driven by unison playing and harmonized guitars arising.

Betts next solos from the start of the second theme. This leads into an organ solo from Gregg Allman, with the two guitars playing rhythm figures in the background. Throughout, percussionists Butch Trucks and Jai Johanny Johanson play in unison laying what has been described as "a thick bed of ride-snare rhythm for the soloists to luxuriate upon."

Duane Allman starts quietly rephrasing the first theme, gradually building to a high-pitched climax, Berry Oakley's bass guitar playing a strong counterpoint against the band's trademark percussion. Allman cools into a reverie, then builds to an even more furious peak. Parts of this solo would draw comparison to John Coltrane and his sheets of sound, others to Miles Davis' classic Kind of Blue album. Duane Allman biographer Randy Poe wrote that "'s playing jazz in a rock context" reflected the emerging jazz fusion movement, only in reverse. Allman himself told writer Robert Palmer at that time, "that kind of playing comes from Miles and Coltrane, and particularly Kind of Blue. I've listened to that album so many times that for the past couple of years, I haven't hardly listened to anything else." Almost two decades later, Palmer would write of the Allmans, "that if the musicians hadn't quite scaled Coltrane-like heights, they had come as close as any rock band was likely to get." Rolling Stone would say in 2002 that the song's performance found the musicians "lock together ... with the grace and passion of the tightest jazz musicians," while in 2008, it said the trills, crawls, and sustain of the guitar work represented "the language of jazz charged with electric R&B futurism."

Following the Duane Allman solo the band drops off to a relatively brief but to-the-point percussion break by Trucks and Johanson reflecting Kind of Blue drummer Jimmy Cobb's work. The full band then enters to recap the mid-tempo second theme, finishing the song with uncharacteristic abruptness. Several silent beats pass before the Fillmore audience erupts in riotous applause.