There were two main topics of conversation to come out of this year's Philadelphia visit from the carnival they call Lollapalooza. One was the attendance, 43,061 (Billboard, 8/20/94), making it the largest crowd ever in the four year history of the traveling musical festival. Courtney Love was the other. After it all went down, her unscheduled appearance was the big news item of the day.

This was the second edition of Lollapalooza to visit Philly. In 1993, a naked Rage Against The Machine startled and shocked the Philadelphia crowd and press. This year, guitarist, singer and Kurt Cobain widow Courtney Love surprised all by performing briefly just before headliners, Smashing Pumpkins. It was her first Lollapalooza appearance. Thoughts of Cobain and Nirvana were visibly apparent all day. And here's why - before Cobain's April, 1994 suicide, his band Nirvana was evidently going to be the headliner for Lollapalooza 94. Nirvana T-shirts could be seen all through the audience. At 5:30, just before The Breeders' set, the PA played Nirvana's "All Apologies" and the cheers were louder than for some of the live acts. Some of you older music fans might be cynical and may minimize the importance of Cobain, his music as well as his place in culture, but on September 24, 1991, when Nevermind was released, popular music and culture would never be the same. But enough about that - for now.

FDR Park, a.k.a. "The Lakes" by the locals is a tree-lined grassy park with a large field in the middle. Beautiful, tribal, colorful, psychedelic overhead banners greeted us as we walked in.

Once inside, it became apparent that "The Village" area of the festival was larger than in 1993. 1994's edition of The Village was called "The Mindfield," and included such attractions as The Chameleon, a giant two-armed rotating virtual reality ride/interplanetary battle.

There was a long strip of international, eclectic food booths and there was a large circle of cultural awareness stalls that also garnered a lot of attention. Some of them were: FAMM: Families Against Mandatory Minimums (to prevent cases where a simple LSD possession turns into a 10 or 25 year sentence due to the weight of the paper the poor hippy's acid was on), The Feminist Majority (Keep Abortion Legal), Lifebeat (The Music Industry Fights AIDS) and Cannabis Action Network.

The revival tent, or formally "The Reverend Samuel Mudd's Little Armageddon & Spoken Word Revival" featured road-poets such as Reggie Cabico and Liz Belile, offbeat wacky spoken word/acoustic acts and once in a while, a open forum tagged "Oprahpalooza." Local sassy verbal goddess Maggie Estep was my favorite, with her stunning, hard-hitting satire. She could silence a gaggle of drunk, rude catcalling construction workers.

There were also a couple of mist tents that one could walk through to cool off (eventually, they were turned off and people used them for shelter from intermittent rain showers).

In addition, there were technological/ computer attractions such as a slew of Macs, hooked up to the Internet, others networked to two terminals backstage that allowed you a "virtual backstage pass" to talk to participating band members, and others with Photoshop running, where you could see an image of yourself and one of your friends, and morph them together.

Oh yeh, then there was the music. There were again two stages. The second stage got underway with the twangy country/rock of Palace Songs at about 1:00 PM. That stage also featured The Verve (led by Richard Ashcroft, whose neck veins bulge during his passionate screams), Girls Against Boys (who did a cover of "Under Pressure" and used Lawrence Welk bubbles), veteran act The Flaming Lips, and one of my favorite new bands, the four girls who call themselves Luscious Jackson. They have a completely unique alternative/female/ urban/rap sound, and did a great, well-received 40 minute set including "City Song" and "Strongman." Their audience grew larger and larger as a) people wanted to get closer to the awesome music they heard and b) many people fled from the depressing anger coming from Nick Cave & The Bad Seeds on the main stage at the time.

Speaking of the main stage, this is where the bulk of the attention was. It got off to an ugly start at about 1:30. I was sorry I was up so close to witness it, but I should've seen it coming. Before anything took place on stage, the mosh pit was large, crowded and primed for action. Remember, this is a city where sports fans boo its biggest stars, its mayor and even Santa Claus, and where they throw snowballs at the Dallas Cowboys. Well - these kids' parents trained them well in their bad habits. The Lollapalooza organizers had a great idea of preceding the announced openers The Boredoms with a short "blessing" of chants by orange-robed Tibetan Buddhist Monks. Now, I've seen Tibetan Monks perform at a homeless benefit in a church cathedral in New York City and it was a moving experience. This turned out to be a bad move, as Philadelphia greeted The Monks with a "playful but crazed" ten minutes of screaming, moshing and plastic bottle and trash throwing at the stage. The Monks' manager came out on stage and said something like, "We thought we'd present The Monks to you because they are an endangered culture. Frankly though, I'm worried about you."

Osaka, Japan's Boredoms screamed, groaned and exhibited passages of instrumental anarchy. The crowd wasn't familiar with their act, but appreciated their volume and earnest attitude. The Boredoms came and went pretty quickly, and it was now time for the main stage to really get in swing.

The irresistibly raunchy, grunge/metal queens L7 took the reigns of the Lollapalooza stagecoach and steered it through some rough road, but always moving boldly ahead. The foursome consists of Suzi Gardner (who wore red masquerade glasses and stood by a huge, artificial snowman) on guitar, Donita Sparks (Urge Overkill medallion) on electrifying V-shaped guitar and vocals, Jennifer Finch (Hanes jockey shorts on her head for a while) on heavy, rich bass and Dee Plakas (sporting dyed red hair) on rocked-out drums. They gave the young, frantic fans up front something to chew on as they brazenly performed songs from their Bricks Are Heavy and current Hungry For Stink CDs, like "Fuel My Fire," and their most commercially successful song to date "Andres," which was immediately preceded by a "Happy Birthday" to Suzi. Rain began to fall around mid-set, but L7 made one of the most indelible marks of the day.

Nick Cave & The Bad Seeds, who've been around for ten years were next. Nick was the frontman on moody, dark, screaming, gloomy vocals with a six man band behind him. It was a fierce, unmerciful 45 minute set, some songs coming from their current Let Love In CD.

Three-man hip-hop group, A Tribe Called Quest, a band whose third album Midnight Marauders made Billboard's overall Top 10, were next up and their innovative set was well received. Q-Tip, Ali and Phife Dog did 45 minutes of jazzy, funky, and bass-laden hard-hitting rap.

At about 5:30, The Breeders came on and it was getting crowded. Late arrivals had been filtering in and there were approximately 25,000 around the main stage alone. The Breeders were perhaps the most "audience-friendly" act of the day, making lots of people happy after such harsh acts Nick Cave and The Boredoms. The band, led by a smiling Kelley Deal and sister Kim on guitar and vocals, was quite accessible. They did popular FM alternative/pop favorites "Divine Hammer," "Drivin' On 9," "Saints" and worldwide modern rock song of the year for 1993, "Cannonball." Their fine set also included "I Just Wanna Get Along" and songs from 1990's Pod , like "Hellbound."

Next it was time for a trip on board The Mothership with the legendary George Clinton and the P-Funk All-Stars. The man has been around for almost 30 years and took early R&B sounds and basically created "funk," evolving from the 1960s Parliaments into a 40-member group called Funkadelic. Clinton's current touring conglomeration consisted of approximately two dozen folks from a white wedding dress-wearing male guitarist (there were three guitarists, four bassists), to a lead vocalist Garry Shider who appeared with a sheik's veil on as well as dancers, horn players, keyboards, drums and a slew of vocalists. Clinton was still the commanding presence with beautifully colored garb and an artificial mane of white, yellow and red.

During the break between Clinton's set and The Beastie Boys, I strolled all around "The Lakes," saw and shared raisins with friends Matt and Jim, met two new friends from a local Delaware band (Swurl), ran into my publisher eating Thai sticks (chicken kabobs, not those kind of Thai sticks), and then unexpectantly ran into another friend. Well, she's not really a friend, but I've felt close to her at times. Thing is, I thought she'd be 3000 miles away. But walking through the outer parts of the crowd near the almost packed up second stage was an upbeat, lovely Courtney Love, stopping to chat and sign autographs for the few people who noticed her. She was quiet, polite and friendly. I hung out for a few minutes, telling her only, "It's nice to see you here." She returned a smile and I walked away, greatly moved and inspired from the surprise encounter. I'm an admittedly jaded concert-goer, seeing hundreds and hundreds of concerts over the years and I'm rarely moved. The surprise of seeing Courtney in Philly of all places, waltzing through the crowd was pretty wild. But knowing her great losses and how many of the kids at Lollapalooza idolized Kurt and Nirvana, it felt like running into Yoko at a John Lennon memorial ceremony. I turned around and looked over. She had made her way over to the second stage to talk with one of The Tibetan Monks, who wound up closing the second stage with chants, treated much better than they had six hours before.

But the beat went on. The main stage was now featuring those zany Beastie Boys. I was not looking forward to their set, having been turned off to them ever since I first heard them on the FM whining, "You've got to fight for your right - to PARTY." The Boys have certainly widened their focus, musicianship and live set. They alternated, amazingly enough from frenzied rap and thrash numbers, some coming from their current Ill Communications , to funky, very soulful, excellent medium-tempo jams. They were frantic and punkish sometimes, and classy at other times, using piano, organ, drums, guitars and sampling. They were not annoying, childish and rude. Well, maybe a little bit, but I'd say they performed a great set (plus encore).

One more act to go. At 9:30, the photographers gathered at the stage one last time in anticipation of the headliners, Smashing Pumpkins, but the 43,000 were treated to a surprise that I should've seen coming after my close encounter two hours previous. The crowd up front and we in the pit were surprised to see a single figure come out with a Fender guitar, cigarette, and a short white ruffled dress. Appearing quite beautifully with pale skin, bright blue eyes, blond hair and red lips, she politely introduced herself to us as Courtney, and performed two songs. They were "Miss World" and "Doll Parts" from her band Hole's current Live Through This. She was a bit off-key on the guitar, and perhaps a bit tipsy, but she kept her sh-- together (although getting a little misty), asking for a moment of silence for Kurt. The crowd mostly complied, broken only by cries of "We love you Courtney" and "You're beautiful Courtney." She bid the crowd good-bye, saying "Thanks, now Billy's gonna come out here and not suck." She was referring of course to Pumpkins' frontman and old pal Billy Corgan. Oh, and one more footnote to Courtney Love. Do you know who her father was (is)? Any Dead Heads reading this article? Her dad is Hank Harrison, author of The Dead: A Social History Of The Haight-Ashbury Experience, the first widely circulated book on The Dead.

But back to Lollapalooza. The Smashing Pumpkins: Corgan, D'Arcy the fine bassist, James Iha the sizzling guitarist and Jimmy Chamberlain the earnest drummer finally took the stage. Anti-rock superhero Corgan (he doesn't look or talk like a rock star), greeted the crowd after Courtney's surprise appearance saying, "Welcome to Planet Sad, I'll be your host. And thanks to the illustrious Courtney Love for the short set." That done, they blasted into a strobe-filled, high-decibelled opener. The Pumpkins did everyone's faves from their 1993 multi-platinum Siamese Dream including radio friendly "Disarm" and "Today," as well as "Silverfu--" and "Rocket." They also performed tunes from their earlier albums. A bit out of the ordinary and nicely eccentric, Billy paused several times talking to the crowd in a way that kept them attentive. He spoke of fads and how silly they are: "My heroes don't wear their baseball caps on backwards." He also apologized for his cranky mood at their November, 1993 appearance in Philadelphia (see GA Spring, 1994 issue). Their set finished around 11:00 PM, the multitudes slowly filing out after a long, long weary, but happy successful day of music and fun.