"Epitomising the blend of prog-rock chops, pop sensibility and Zappa-influenced weirdness that was Max's secret formula": Max Webster's High Class In Borrowed Shoes

High Class In Borrowed Shoes is the second album by extravagantly dressed Canadian rock eccentrics and Rush buddies Max Webster

Max Webster: High Class In Borrowed Shoes cover art
(Image: © Anthem)

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Max Webster: High Class In Borrowed Shoes

Max Webster: High Class In Borrowed Shoes cover art

(Image credit: Anthem)

High Class in Borrowed Shoes
Diamonds Diamonds
Words To Words
America's Veins
Oh War!
On The Road
Rain Child
In Context Of The Moon

Possibly best-remembered as bridesmaids to Rush’s brides, Canada’s Max Webster shared management with the Toronto trio. Rush even went so far as to appear on Max Webster’s Battle Scar single.

Channelling the spirit of Frank Zappa and King Crimson, their eponymous 1976 debut featured whacked-out behaviour in the form of Toronto Tontos and Coming Off the Moon, but was probably pipped by the following year's High Class In Borrowed Shoes, with highlights Diamonds Diamonds and America’s Veins, the opulent rifferama of the title track, and On The Road, inspired by the band's first North American tour with Rush

“Rush taught us that you should make your own decisions and not listen to record company bullshit," flamboyantly attired singer/guitarist Kim Mitchell told us. "They were like: ‘This is our music, and these are our lives.’"

When talk turns to Max Webster, Mitchell's dress sense is a topic of conversation almost as much as the band's music, as anyone who's witnessed the yellow spandex jumpsuit he sported on the cover of 1980s' Universal Juveniles can attest. And High Class In Borrowed Shoes is no different: “Let’s just say that if I regret anything in life it’s that jumpsuit and what I wore on the cover of High Class In Borrowed Shoes."

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Other albums released in May 1977

  • Denny Laine - Holly Day
  • Roger Daltrey - One of the Boys
  • The Jam - In the City
  • Genesis - Spot the Pigeon
  • Dixie Dregs - Free Fall
  • Heart - Little Queen
  • Peter Frampton - I'm in You
  • 38 Special - 38 Special
  • Steve Miller Band - Book of Dreams
  • Ted Nugent - Cat Scratch Fever
  • 10cc - Deceptive Bends
  • Poco - Indian Summer
  • UFO - Lights Out
  • The Tubes - Now
  • The Gregg Allman Band - Playin' Up a Storm
  • Prism - Prism
  • Sandy Denny - Rendezvous
  • Dr. Feelgood - Sneakin' Suspicion
  • Little Feat - Time Loves a Hero


What they said...

"The album opens with the impressive High Class in Borrowed Shoes, a blaster that sounds to me like a Canadian Van Halen. Max had tamed some of their wackier tendencies (Toronto Tontos, anyone?) and focussed their chops. Not that the new Max (now featuring legendary drummer Gary McCracken) was normal by any definition. Just listen to the lullaby-like Diamonds Diamonds. Great song, but very different for a rock band. Its dreamlike mood is heightened by the surreal lyrics by Pye Dubois." (Mike Ladano)

"The hard prog stylings of In Context Of The Moon, Oh War and America's Veins will appeal to many's the Rush fan, and Diamonds, Diamonds is a nice ballad that is a staple of Canadian classic rock radio, along with the energetic title track. This is some very high quality 70s rock, and guitar virtuoso aficionados would do well to pick it up to check out Mitchell's playing." (Prog Archives)

"Just as on the debut album, the band’s driving force and lead guitarist, Kim Mitchell, has a way of ripping out a simple riff and enhancing it with a ton of colour. I have to remind myself how he was doing this a year before Eddie Van Halen stormed onto the scene. Kim was not as flashy as Eddie was, but he was certainly ahead of his time making it easy to see how he flawlessly transitioned into the ’80s when the music caught up to him." (Canadian Grooves)


What you said...

Philip Qvist: A bad album cover even by 70s standards, but thankfully the contents of said album is better than expected. As I am not Canadian, this is the first time that I have heard of Max Webster - and High Class In Borrowed Shoes is definitely an acquired taste.

Opening, and title, track High Class In Borrowed Shoes is one of the more accessible songs, as is Gravity, while Diamonds Diamonds and America's Veins are interesting songs in their own right.

This is an album that I need to spin more than a few times before I start appreciating it in full - and these days I simply do not have the time to do that. That said, there isn't anything generally wrong with the songs. All in all, an interesting album with a bad cover - 2/10 for the cover, 6/10 (and it is probably better than that) for the songs.

Dale Munday: Really pleasantly surprised by this. Saw them supporting Rush at Hammersmith where they gave away a flexi disc. That was my only exposure to Max Webster, didn't like it at all. Forty something years later, guess it shows how your taste changes. I will be buying this.

Steve Pereira: Oooh. Just listening now, and this is great stuff! Playful MOR rock and commercial prog, but with tongue in cheek class. There's something of the A Wizard A True Star-period Todd Rundgren. I guess it lacks authenticity and commitment, such that I can see that people would have trouble taking it seriously, especially with the wacky cover. But I feel there is a space for odd ball artists like Frank Zappa, Beefheart, Gong, and Max Webster. 

I'm not really saying that Max Webster are as inventive and interesting as those other bands, but that they have something in common with them, especially with the way that audiences find it difficult to know where they stand, and that I feel we can and should make more space for bands who are a little different.

Mike Canoe: As a zealous fan of both Canadian and oddball bands, I really hoped to like High Class In Borrowed Shoes more. I knew of Max Webster by reputation but aside from Kim Mitchell's Go for Soda had not heard anything by the band or its members. And, of course, I knew of Pye Dubois' lyrics through Go for Soda as well as Rush classics like Tom Sawyer and Force Ten.

I really like the sneering Oh War! and the pomp-forward America's Veins and the expansive In Context Of The Moon are OK but ultimately the album as a whole doesn't gel for me. Maybe it's all the mellow bits or maybe I don't get some references or in-jokes or maybe a week's just not enough to let the album sink in.

This year is shaping up as a year of albums hard to pigeonhole: Goodnight LA, Angel, The Unexpected Guest - now High Class In Borrowed Shoes. On that score, I'm all in.

Gus Schultz: The first Max Webster song I heard was the bizarre Toronto Tontos from their first album, and ever since then I’ve loved their music. They had been called Rush’s little brother due to opening for them often and sharing management, producer and labels for a time.

I had the pleasure to see them perform at a high school gym after the release of A Million Vacations, their fourth LP. It was an amazing show being such a small venue and apparently the gym floor has to be replaced after that show. High Class In Borrowed Shoes, their second release, is one of my favourites, but I do like all their albums.

The addition of Gary McCracken on drums definitely gave this album some added punch and drive with his drum rolls going from left to right channels. Terry Watkinson’s keyboard and synth work is more complex and prominent, especially on Oh War, Gravity and America’s Veins, and aren’t as overbearing as some bands' keyboards were in the era. The guitar and keyboards seemed to trade off riffs and licks seamlessly, and with Pye Dubious’ sometimes quirky lyrics sounding as much like an instrument themselves, you have music that nobody else was doing at the time. 

Then there’s the album cover that some dislike or find embarrassing, but at the time I thought was kinda cool for its weirdness, although it wouldn’t fly too well today. (The back of their next LP Mutiny Up My Sleeve has them wearing no less stranger attire). A Million Vacations, their next after Mutiny, would see them become a little more commercial and mainstream with much more airplay with tunes like Paradise Skies, Night Flights and Let Go The Line with a new producer. 

Then came their last, Universal Juveniles, with the blistering Battle Scar, with Rush. But with tensions in the band their keyboard player left and it was the first album without a “Moon” song on it. Still a great album, although it sounds more like a Kim Mitchell album. If you like High Class In Borrowed Shoes I recommend listening to all their releases.

Greg Schwepe: Listening to High Class In Borrowed Shoes makes me glad I have the availability of today’s music technology. I can now shuffle songs, or make a playlist of an album, totally reorder them to my liking, or leave off the ones I don’t like.

I started playing the album in my car on the home from work. The title track immediately grabbed me with its buzzsaw riff, I had turned the volume up twice, and was already envisioning myself writing something about the entire album being “something you could crank up in the car with your windows down.” When I got home to listen to the rest of the album while on the treadmill…well, let’s just say I wouldn’t totally be using that “crank it up in the car” description to describe the whole album.

After the rush of the title track you get the Beach Boys-like Diamonds, Diamonds. Next up is the quirky Gravity. And following that is the jazzy Words To Words. After making me grab the volume knob initially, I felt like Max Webster had set me adrift in Lake Ontario. Three songs very distinctly not like the title track. These are all songs that I actually liked, but maybe they’d be better placed elsewhere throughout the album.

By the time Max Webster started to pull me out of Lake Ontario with the heavy riff of America’s Veins, I figured it out. It’s not that the songs on this album don’t interest me, it’s that they don’t interest me in this order. To reorder these songs back in the day would’ve taken some doing with your turntable and tape deck. Hence my initial comment about being able to easily order songs today to your liking.

I get the concept of dynamics, light and shade, whatever you want to call it. You can’t always pummel the listener with fast, loud songs for the entire album. Though some bands have made a career of it! But it’s just that some of these songs are so drastically different than the rest, they'd be better served in a different order, or maybe Heart Dog and Butterfly-style where you have a loud side and a quieter side.

Since I made it all the way through High Class… I will say one of my favourite tracks might be the last track, In Context Of The Moon. Didn’t realize that Max Webster also had this “proggy” side in them. Good track.

Had it not been for the FM rock station away at college that seemed to have a thing for wanting to help break burgeoning Canadian bands, I would have never heard of Max Webster. That station played the heck out of Battle Scar (and to some extent Check) from Universal Juveniles. And when Rush came to town on the Moving Pictures tour, Max Webster was the opener. Had I been the producer, I would’ve changed the running order to make a slightly more interesting album. 7 out of 10.

Brian Smolik: One of my all time favourite bands. High Class... is a fantastic album from the drop of the needle on side one straight through to the dead wax on side two. It remains in my rotation along with the rest of their albums. A band well worth exploring if you are not familiar with them.

Richard Castle: One of my favourite bands since seeing them in 79 at Hammersmith Odeon supporting Rush, then again at The Marquee Club. Great album.

Chris Keeley: My introduction to the band was Battle Scar on Universal Juveniles. I then went back through their back catalogue which was an interesting ride. Some great, some not so great but always interesting tracks.

Peter Thomas Webb: Max Webster were the clown princes of Canadian rock during the seventies and early eighties, beloved in their home country while being largely ignored or misunderstood elsewhere. The band's second album, High Class In Borrowed Shoes, epitomised the blend of prog-rock chops, pop sensibilities, and Zappa-influenced weirdness that was Max's secret formula.

The album begins accessibly enough with the gnarly rocker High Class in Borrowed Shoes followed by Diamonds Diamonds – which sounds like tepid yacht rock till you realise the lyrics are about a guy who falls in love with a woman (possibly a sex worker) who drinks him under the table.

Gravity is the kind of hockey-barn anthem that gave labelmates Rush a run for the money as Max Webster opened for them in countless shows around North America. Words to Words sounds like Seals and Crofts or America after too many margaritas, before America's Veins delivers sci-fi muscle car boogie to end side one.

The second half is prime Max Webster, beginning with the lumbering riffs and dramatic pauses of Oh War, followed by the acoustic On The Road, a road dog's encomium. Rain Child is keyboardist Terry Watkinson's moment in the spotlight, before the album concludes with the furious In Context Of The Moon – a prog-adjacent riff fest for future dark ages.

New listeners often don't "get" Max Webster at first, but there's plenty of weird magic lurking in the grooves of High Class In Borrowed Shoes and the band's other albums. My rating: 8/10.

John Davidson: Quirky is perhaps too obvious a description for Max Webster, another band with the name of a person who doesn't exist "Which one of you guys is Max?"

As a massive Rush fan I had heard about Max Webster through articles and mentions by my favourite band but (to my eternal regret) I was persuaded to buy a Joe Walsh album over A Million Vacations way back when.

To be fair I'm not sure what I'd have made of them . They might have been a bit too silly for me back then with their eclectic range of songs and satirical lyrics but listening to them now I find them hugely enjoyable.

Yes it's often daft, yes its all over the shop musically but the guitar work is superb and musicianship in general is great.

High Class gets of to a rip-snorting start with the title track, slows down with an almost beach boys take on Diamonds, Diamonds before indulging in Talking Heads meets Blue Oyster Cult in Gravity.

The album continues to weave semi-ballads with more hard-rocking tunes while remaining true to the bands emergent style – largely delivered through Kim Mitchell's vocals and the keyboard flourishes behind the guitars.

The album completes with Context of the Moon – the most obviously Blue Oyster Cult(ish) of the songs on the album.

I enjoyed this enough that I bought the box set (even if I was late to the party). 8/10.


Final score: 7.86 (46 votes cast, total score 362)

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