Four years prior to this night, the Halloween '94 show yielded several (arguably) best-ever takes on classic Phish songs on top of that outlandish Beatles cover; this is a more ambivalent pleasure. Not for nothing did the band choose the somewhat dopey fun of the November Hampton shows for a big-budget CD release rather than this weird outing.

The second set is probably the strongest Halloween costume in non-Phish (ahistorical) terms and the first set is standard excellent late '98 stuff, but it's the third set that gets the (decidedly mixed) press. Yes, it's three songs in just over 50 minutes; yes, Trey apparently walked off the stage in a weird mood mid-Ghost jam; yes, Wolfman's Brother tops out at a half-hour of complex, largely ambient improv. Like the 46 Days from 2003's IT festival, this late-nite Wolfman's has a terminal feeling to it; the song passes through a cloud of fearful noise before emerging into an exhausted groove, which leads in turn to Piper. Piper and Ghost have an ominous feeling; the ending of Ghost is downright scary. This show is *different* from the usual, as a Halloween night should be. Serious, somehow. The next show is the playful yin to this one's twilight yang, and both have entered the canon, though for very different reasons.

Trey wore a wolfman mask and kept staring at me. He wasn't the only one who pee'd his pant that night. Oh boy what a 3 nights that was (the scary ass Reba from EL Lay included). I like terror-rock. It's what I'm addicted to - the terror on the faces of those around me and absolutely feeling like everything is about to completely self destruct and then.... somehow.... luxurious magical wonderment and beauty and humor. I like to be scared; it's not all rainbows and unicorns, but it just might be in a minute, if you let it..

Going into this show after a very very strong first night, energy was contagious. Of course everyone is talking about what they will cover. People who know people had some insight into this that and the other. But when they handed me the playbill I flipped out. VU IS ONE OF THE GREATEST BANDS OF ALL TIME. And I was very familiar with the record. But I must say that I would have never thought they would play that album! Total surprise. Most oh and won't admit it but people were disappointed after getting the playbill. Straight up.

The first set was well executed. Strong. Energetic. It had the whole myriad of feels.
The second set changed people minds. It was the best played musical costume in my opinion. (At that point in phish history)They smashed it.
Jammed it out. Crazy great feelings. Emotional. Dark. Real. They did it great justice.
Third set was crazy. It's like the culmination of artistry and the Vegas oberwhelming flashy fake shit was about to be smashed.
The boys went to places they don't normally. It was a full fledged excorsism. Trey scarred himself. That "place" he looks up at on the roof looked back at him and he no one knows but him what he saw/felt.
But being Trey, he can navigate through the ethers that way. Wolfmans was exotic, evil, fun exploratory. Personally, I loved it.
In short, the third set was not for people who are afraid to look deep inside.
Period. It was one of the greatest pieces of improvisation ever. The forefather to the future late night ambient jams and crazy all night vocal-less musical pieces.
It was a privelage to attend.
Sleeping monkey was perfect. Excellent landing gear.
We all needed that.
Two days later in salt lake, my home town, phish came out and stripped it all down and played to 2900 people and probably felt like they did in the late 80s.
The rest is history.

I can't get enough of this show. Actually, I can say that about most 1998 ambient jams, but I've always been a huge Velvet Underground fan, too. This would have been THE Halloween of all for me to see. I mean, there's not a one of them that I would "look in the mouth," if you know what I mean. This one, however, is special.

@waxbanks is the scholar of all this ooey-gooey stuff a la 97/98, and if you haven't read his book A Tiny Space to Move and Breathe, run right out and grab it. He does a better job describing the evolution of these sounds than anyone. That said, I'm surprised that no one ever really mentions how Trey leans on a certain progression from Traffic's "Low Spark" after the roughly 25:30-minute mark. It's subtle, and it could be that I'm just hearing jammy Venn diagramming, but I do hear it. Perhaps it's more the Phil Lesh Quintet-style "Low Spark" than the original, but it's there and provides Trey structure.

The "Howling Wolf," as I like to call it, is a masterpiece of ooey-gooey psychedelic ambience, and I love how it turns up in mixes like Curt Lyon's "Clouds" or "Sunken Caves." It really is something special. But to add in VU (exceptionally well played) and a tremendous first set, and it's tailor made (for me). I even think the weird (some say epic fail) end of Ghost adds to the mystery of this most moody of the Halloweens.

This is by far my favorite musical costume. Edgy and dark. A lot of little things Phish usually aren't.....so it really was a true musical costume. I've worn this show out a thousand times over. It's all really good but they kicked ass covering Loaded. Brilliant stuff. Head Held High is a song they should really surprise people with more often. 5 Dark, Trippy Stars. ☆☆☆☆☆

An excellent review of the 3rd set I read:

There’s a lot of aggression in the Piper but that may have just been an attempt to get straight.

That room was completely upside down. I saw the light rig smash through the ceiling and reveal a starry sky above. One of my most memorable sets for sure.

Also, I remember this, and I can imagine it getting inside Trey’s head while the portal was wide and weird during Wolfman’s:

“There was a dude, second row or so, right in front of Trey in a full on space alien outfit with what looked like a professional Hollywood, good enough for the movies mask and gloves and a metallic coat. That dude DIDN'T MOVE the entire night. Just stared at Trey while the rest of the room boogied. I caught Trey staring at him few times, it looked to me that it was kind of freaking him out. I remember laughing with my buddy about that guy. I mean he was committed. Never even bobbed his head, just stared at Trey with big black alien eyes... s***, maybe he was a legit f***ing alien, I don't know... would of been a good place to hang out if you made the intergalactic trip. “

If you weren’t in attendance for this show and want to hear the best review about it all you need to do is listen to the crowd applause after tweezer reprise!

It was a magical night and unlike any phish show I’d ever been to. And from my perspective I left feeling like I was a part of something historic. I’ll never forget that third set…my friends and I were completely taken away by Piper. Still to this day it’s the best Piper I’ve seen live.

Great first set. Controversial second set to say the least. The Wolfman's contains a moment that maybe I can help clarify.

As someone who is actively playing this music for people, live and in the moment, I think Trey and perhaps the rest of the guys just had a moment where they absolutely stopped caring, on any level, about people's expectations, including the whole idea of being a paid performer in that moment. I think it was also perhaps, and this is me projecting, a bit of frustration at the immensity of the insane energy that was starting to surround the band at that time. Again, speculation, but I think that's what we hear in Wolfman's - frustration. Perhaps frustration that the 2nd set was a letdown for some people.

Either way, it's really strange and interesting and not for the faint of heart.

All three sets of this show are worthy, IMO, though for differing reasons. The first is the type of set I'd love to see nowadays, with a creative setlist and noteworthy jams. The second set warmed me up to The Velvet Underground, from whom before I'd only heard Sweet Jane or maybe I'm Waiting for the Man on the radio. I've since delved more deeply into their catalogue (all 5 or 6 LPs of it? LOL), which I'm sure was a happy byproduct of (rumoredly) Page's selection of this musical costume. The third set is challenging, but full of teases and with a recommended version of Wolfman's... hey, any extended Wolfman's is okay with me. And if you had trouble with the "vibes" after the Ghost, I hope you attended 11/2/98!

I like this whole show. This first set is really where it's at--high energy and creative. The Mike's--> Frankie's --> Paug is one of my favorite Mike's sandwiches.

Did the guys come out in the 3rd set with painted faces or was that the a figment of my imagination?

Loaded is their most accessible album too. VU FUCKIN' ROCKS!!!

This what I remember from this show.

On Halloween night we took a cab to the T&M center from our hotel. When we were dropped off outside the venue there were just tons of people scattered all around. Alot! of people looking for tickets. People were pretty much the most out of control as I have ever seen at a Phish show. The most striking thing I remember was people throwing glass beer bottles and hearing them shatter everywhere. I was in shock..I just have never seen this before...this just plan out abandon in the parking lot before a show. Craziness.

Once we got in we saw the Playbill and it was for the Velvet Undergrounds Loaded. Our jaws just dropped because this wasn't even on our radar for an album. I thought to myself this must be a joke. I wasn't, at this point too familiar with this album and could think of 100 other albums I would rather them play. We were all shocked. But, then they come on and play first set and it was ok. Then they came out and played Loaded, it felt really dark and down beat. I left to go outside and there were many people out there as well and the ones I talked with felt as I did that there was just too much energy inside for such a down beat album. But the majority of the crowed was tuned up. The rest of the show was bad and no horns ever showed up. This was a big turning point in me and my friends for how we would look at Phish shows in the future. But, if you really want to hear the real story you have to listen to the Harpua from 11/2/98.