I first met George in 1962 in Washington D.C. I was playing with Dee Clark and George was with Jack McDuff. Jack was our opening act and was playing my hit tune, "You Can't Sit Down". After the show I approached George and said to him, "Man, you all really cooked on "Can't Sit Down", matter of fact, you played it better than even me." George said,"So who are you?" I said "Phil Upchurch". He said "Man, you gotta be kidding." We've been fast friends ever since. In '74 he came through Chicago and asked me if I might have something to contribute to his prefect at the time, (The "Bad Benson" album). I felt so proud and privileged to have my favorite guitarist and friend call on me for some assistance. I of course leaped at the opportunity.

I wore his ears out with stuff and he settled on 2 of my songs for the project."Full Compass" and "No Sooner Said Than Done". He frowned on the idea of "Take 5" until hearing my arrangement of the tune. He said."Now you're talking". He asked if I would come to New York and play on the album with him so we could maintain the flavor of my songs and arrangements. This picture of me playing bass with George was after the "Breezin" album.

I met Michael Jackson right before Jacksons were "discovered" by Motown and figured he was just another cute kid who would probably grow up to he no telling what else. Their father would bring them to Chicago on weekends and they would go around to different social functions in the hotels downtown, do their routine They were cleaning up because there was always a lot of functions happening in the many hotels on the weekends. I would venture a guess that they were doing probably 2 or 3 gigs on some nights.

My ex-wife told me that Joe Jackson hired me to come to Gary and do a demo with his boys but I only have a vague memory of it. She said the kids were excited to have me play with them and that Michael even asked me for an autograph. when she told me that, the first thing I did was to write to his office for an autographed picture of Michael and to my surprise I had my autographed color 8 x 10 in my hands in less than a week.