As many of you know, Benjamin Orr and Ric Ocasek met sometime in Ohio in the late 1960s and banged around for a few years forming various bands and trying out different styles of music as they pursued the success they craved. The timeline is a little fuzzy, but by 1971, after the failure of their band Leatherwood in New York, Ben and Ric were both back in the Cleveland area, untethered and trying to figure out their next step. And then… yada yada yada… the Milkwood album came out.
I skip the deets there because you’ll read how the guys jumped from A to B down below, but I will give you a little more context. The band Milkwood consisted of Richard Otcasek, Jim “Jas” Goodkind, and Benjamin Orzechowski. Future Cars keyboardist and multi-instrumentalist Greg Hawkes also made his vinyl debut on this album. I’m not sure of the exact release date, but the earliest mention that I found of the completed record, entitled How’s the Weather, is December 15, 1972.
Longtime Cars fan Alan Fields, who is also a member of a Cars tribute band, recognized that this significant window in Ben’s history had, as of 2022, reached its 50th birthday, and to mark the occasion, he made arrangements to speak with the one surviving member of that trio, Jim Goodkind.
Alan has graciously offered to share his interview notes here with us. The two men covered a lot of ground, so be sure to grab a cup of coffee before you dive in! At the end of this article, you’ll find links to the audio files for How’s the Weather, as well as a snippet of rare home video footage of Milkwood performing together.
It should be noted, too, that Alan possesses what might be the only copy of How’s the Weather that is signed by all three members of the band. You can see Jim Goodkind posing with it on the right. Now there’s a collector’s item!
Read on to uncover the ‘yada yada yada’ that became Milkwood.
The audition for a new lead singer didn’t go well.
The 27-year-old guitarist from Baltimore by way of Cleveland just didn’t have the voice to sing any song, especially the blues songs the new band in Boston planned to play.
Sensing this was going to end abruptly, the singer quickly added, “I write stuff.”
“Then Ric Ocasek took an acoustic guitar and played me ‘Dream Trader,’” said guitarist Jim Goodkind. “And I was completely floored.”
Thus began the musical partnership that eventually morphed into Milkwood, one of several bands that Ric Ocasek and Ben Orr launched before The Cars. Unlike those other brands, however, Milkwood snagged a record deal and recorded an ill-fated album (How’s the Weather) that was released 50 years ago this year.
To celebrate that milestone, I traveled to Albuquerque and sat down with Goodkind, the only surviving member of Milkwood. We talked about those early days in Boston, his friendship with Ric Ocasek, and why the band Milkwood crashed and burned.
(Special thanks to Paroo Streich, who heads the Milkwood Appreciation Society on Facebook. Her previous interview with Goodkind is excerpted below to fill in some of the blanks in our conversation. Each question that is marked with an asterisk is answered by portions of her interview.)
Milkwood: The Beginning
Q: How did you get your start in music?
Jim Goodkind: As a kid, I took guitar lessons from a guy named Harvey Mandel; he later played with the Stones when the Stones were looking for a guitarist to replace Mick Taylor. He was one of the guys they tried out. He plays on several cuts on the Black and Blue album.
This was in Chicago in the mid 60s. Harvey was playing blues and later played in Canned Heat at Woodstock. I had him as a teacher; he was living with his parents. He was 21. I was 15 or 16.
He was an incredible teacher. It was all by ear. Nothing was charted out. It was just this thing where he showed me these patterns that fit blues music. And they also fit country and rock. There are certain patterns that fit all the different genres, where the difference between country and the blues is a major third versus a minor third. But everything else is pretty much the same. The inflections are different.
The way you pick, the tone. He would show me these connections. And then he taught me a few chords. And then we would jam. He played rhythm, I played lead. I got to watch how he was creating solos: start here, build here and then come back into the vocal. All of those techniques were learned by watching and listening to him.
It was an amazing experience.
Q. What were your musical influences growing up?
I was initially influenced by the Everly Brothers. The day I arrived at college Sgt. Pepper was being played out the windows of fraternities. I was listening to Stones, Yardbirds, Animals, Beatles, Beach Boys. Hendrix’s first album had been out for a while at that point.
In high school, I played in a couple of cover bands that sometimes did originals. One became famous in Chicago (the Squires) and I was the guitar player in that band, with four-part harmonies. And it was all British-influenced rock-and-roll.
Q: How did you come to Boston and meet Ric Ocasek and Ben Orr?
I graduated from college in 1971. My brother was going to school in Boston, so I hitchhiked from Chicago to Boston. The music scene was good in Boston at the time.
Q: Tell me more about the scene there in Boston at the time.
It was a really cool town. There were a lot of would-be musical stars out there playing clubs. There was a bar called Jack’s, which later burned down. All kinds of people played there who later became something bigger.
Q: When you arrived in Boston, you planned to put a band together with your brother who played drums and a friend from Chicago who played bass. That’s when you auditioned for a guitarist?*
I put an ad in the Boston Phoenix for a rhythm guitar player/lead singer. Ric answered the ad. He auditioned and it didn’t go that well. I mean, he was not the right singer… I was looking at cover band type stuff, you know? So we could get out in the clubs but he’s not a cover band kinda guy. He was unique.
After hearing Ric’s original songs, I was like, ‘Pshish! I’m dumping my brother and this bass player and I’m with you!’
So, that’s what happened. My brother understood, the bass player did not. (laughs) But Ric and I started playing together. We started gigging a little bit together doing pretty much all original stuff. And a few weeks into that he told me he had a friend in Cleveland (Ben Orr) that he’d had a couple of bands with before. We called Ben, who came out to Boston and then it was a trio.
And so, we started working on the songs that would become the Milkwood album. Ric and his second wife were living about five or ten minutes away from the apartment that Ben & I were sharing.
Q: Tell me more about hearing Ric’s early songs.
I was completely floored. I thought to myself, “That’s a constructed song that makes sense that has verses and a chorus and a cool chord structure and his voice sounds cool! He’s the real deal! This guy’s the real deal.” I mean, I’m 20 years old. I feel like I knew music, but I hadn’t met anybody who wrote music—this was as close as I had been to hearing somebody who had a sense of how it’s done.
My reaction was what started the bond, relationship. I was the first in Boston to recognize his talent. He’d only been in Boston for a couple months. I decided very quickly that I was going to lock myself to this guy and see what would happen ‘cause it was so much more of what I really wanted to do than play covers. I’d always wanted to do originals or interpretations of covers. I’ve never been like a “just like the record” kind of guy. And this was an opportunity to create the licks instead of trying to duplicate them. And that’s what created the partnership.
Our friendship got close fast. I’d eat dinner with Ric and Suzie every night. Suzie would make spaghetti or something. We’d be sitting on the couch smoking cigarettes, eating jelly beans. That was his thing. Ric was always nervous. He bit his nails all the time. The jelly beans and the cigarettes kinda helped [keep] him from doing that but he chewed his nails.
Q: Tell me more about the songs that ended up on Milkwood.
He had “With You With Me” pretty well done. He was writing “Winter Song.” He was working on “Timetrain Wonderwheel.” He had a bunch. And all of them were legit songs—and the lyrics were vague enough so you could read your own stuff into them. And he always liked the way words went together.
Sometimes there was a double meaning. You saw that more with The Cars than Milkwood. Some words sound good together. And he had a natural affinity for a hook. He knew how create a melody that would stick in your head.
Q: Where did the band name come from?
From a Dylan Thomas poem called “Under Milkwood.“
Q: How did Ben get involved?
Ben was still in Cleveland when Ric and I met. There was a band before Milkwood; Ric and Ben were all living in Woodstock, New York. And Al Schwartz was their manager then, too. And that band either had a deal or were about to have a deal and it collapsed.
Ric said he was really upset that it fell through, so he moved to Boston. I think Ben went back to Cleveland. So then Ric asked him to come up to Boston.
A: At some point during the Milkwood gigs, Ocasek and Goodkind took a trip back to Cleveland. Ben Orr tagged along.
I just remember having a great time. That Randy Newman song “Burn On” was out at the time. The Cuyahoga River, “burn on big river, burn on.” I seem to remember listening to that. Ric enjoyed that.
Ben kept in touch with a lot of people but Ric didn’t.
Q: How did Ric and Ben relate to each other as friends? Were there times when they argued like a married couple?
They were really different personalities. Their relationship to a large extent was contextual—related to the music and not a natural affinity for each other personality-wise. And then Ben was very much dependent on Ric. And Ric did not seem so dependent on Ben. There were times that probably that’s the feeling that Ben had, that being dependent on Ric wasn’t so great.
Ben didn’t really write, he wasn’t prolific, not very insightful. Ric’s stuff was deep.
Q: At this point, Ric is 27 years old. He had been previously married and had 2 children. Did Ric talk about his first marriage?
Very little. Basically, he said, “I was married before. I have a couple of kids.” But he was totally focused on his current marriage to Suzanne. I never met the kids from his first marriage.
Q: Ric was 6’6”. What was people’s reaction to seeing Ric in those days in Boston?
Very curious. Ben predictably attracted women. But Ric also attracted women, as much as Ben. He was charismatic. Women wanted to find out what made him tick, his mysterious side.
Roommates
Q: What happened next after you started playing together?*
We did our rehearsals at Ric’s place, this second-story walk up in Somerville. And, you know, we would smoke cigarettes, get high, eat jelly beans, and play music. That’s basically what we did…ALL day, EVERY day. And for the time it was sort of a ‘new folk’ kind of thing, sort of along the lines of the stuff that Buffalo Springfield and people like that were doing; Crosby, Stills & Nashy harmony-driven stuff. Ric has two singing voices; one of which he used in The Cars and the other which he used in Milkwood.
Ric had a kind of folk, Americana kind of side to his personality and was a big fan of things like Fairport Convention and Nick Drake and people like that.
Ric’s wife Suzie was working at Elektra Records in promotion. Ric was playing music so she was pretty much supporting his efforts because you don’t make a lot of money playing music in clubs, although we WERE making a living.
And we did some opening acts for people like Jackson Browne, we opened for John Prine, we opened for a couple of comedians… one guy who did Richard Nixon impressions! (laughs)
Q: Was Ben working at the time? How was he supporting himself?
That’s a good question. I don’t remember him working at the time. I don’t remember doing anything but music. And we were making enough money at music to live. Ben and I were roommates for six months. We were living in a small two-bedroom apartment in Somerville. And in those days, you could actually do that.
Q: What was Ben Orr like as a roommate? Was he writing songs?
He wrote a couple. “Lincoln Park.” Not one of my favorite songs. And he sounds different singing that. His voice is more chesty, but he sings that sound way up in his throat. When we sang other stuff, like when he sang covers, he sounded like Ben Orr. When he sang harmony, it was like he had to hold himself back to blend with us since his voice was so powerful.
Ben was laid back, didn’t steal my food. We combined our record collections. Strangely, I found Ben’s copy of the Beatles’ White Album as I was getting ready to move recently. It said “Ben Orr.” So he was looking at changing his name even back then. He was experimenting with identities.
As a roommate, we both kind of had women coming in and out at various times. It was an active little apartment. Ben had girlfriends even though he was engaged to Kris.
He had his dog Shauna. I had a dog named Reuben—he didn’t get name checked on the Milkwood album! The dogs got along fine. Ben loved animals. Shauna got into mischief. One time, Ben borrowed a sleeping bag of mine. . . can’t remember what for. Shauna tore it up.
As roommates, we were unremarkable. I never felt as close a bond to Ben as I felt to Ric.
Q: Did Ben tell you anything about growing up in Cleveland?
Ric spoke very little about his past or his parents. Same with Ben. The only thing I knew about Ben was he was a child star on TV in Cleveland. Ric told me about it. And Ben mentioned it.
Ben was mellow about it. “Yeah, I did that.” I knew more about what Ric and Ben were doing just before I met Ric, than I knew about Ben’s growing up in Cleveland.
Q: Did Ben ever talk about the army?
No. Which is amazing. Being in the army was not cool in those days.
Q: Did Ben ever mention his parents?
He was very attached to his mom. I just remember him talking about his mom. His dad wasn’t there.
He was engaged to Kris at the time. He was really into the idea of being married, and the lifestyle he lived was at odds of that. He didn’t strike me as the marrying kind. He wasn’t turning away the women. Kris was very fresh and innocent, and she was in Cleveland. I knew her reasonably well at that time.
The record deal
Q: How did Milkwood get its record deal?*
We hooked up with this guy, Al Schwartz, who had managed a band that Ric & Ben had had previously out of, I think, Woodstock, New York, if I’m right. They had spent time in Woodstock and Al was sort of a schmoozer, for lack of a better term.
Schwartz got us some interviews at places like Polydor where we sat in the waiting room—and James Brown walks in and we get introduced to him! They tell you, “If he comes in, don’t call him James…it’s ‘Mister Brown’”…so we met MISTER Brown (laughs). We ended up getting a record deal with one of the Paramount labels.
Q: So how long did it take to record Milkwood?
The actual recording was over four weeks. The stuff was recorded quickly, as we were pretty well-seasoned from gigging when we went in there. Nothing was done as a group live. It was tracked.
Ric would do vocals, then Ben and I would lay on harmonies. I went in to do electric guitar parts. They were taking advantage of multi-tracked recording, which was new at the time. There were all these technologies that were new (Dolby) that were becoming part of the recording process. It was new to the engineers and producers.
Ben was extremely comfortable in the studio. Ric was not. Which is interesting because Ric later became such a studio expert.
Q: Why was Ric so uncomfortable? And Ben so at ease?
Ric felt exposed. Ben always seemed to let thing flow over him. He never got upset about anything.
Q: You are credited on the Milkwood album as Jas Goodkind. Who came up with the Jas name?
Well, you know, it was one of these things where our manager Al Schwartz was trying to make us as interesting as possible. It was like, Jimi had already been taken, and the traditional spelling of Jimmy. And James had been taken. So we, you know, we came up with an initial, sort of an abbreviation, which lasted for one album. Nobody’s ever called me that. Ever.
I was actually surprised that Ric at that time didn’t change his name, and that Ben didn’t change his name either at that time.
Q: Tell me about the cover of Milkwood—who designed that?
This guy named Jim Jevne, he was one of my good college friends, was living in Boston at the time. He was a full time photographer. He was developing this solarized sort of look. He also took the promo picture, that one promo shot of the three of us where I’m in the middle, too.
Q: So was this just somewhere outside of Boston.
This was outside the studio, I believe.
Q: Did you dress in a particular way—or did you just figure, we’ll just go out and take a picture?
Let’s go take a picture. We thought this picture where you don’t get a sense of what the people look like fit the band. It looks very bleak. We all felt that was fitting given the lyrical content of the music.
Ric writes that he’s this Man from Maryland and he couldn’t feel. He had a hard time talking about his feelings. Oddly autobiographical.
Q: Ben sorta looks like he’s in a witness protection program.
Seriously! To me it was always sort of interesting given the fact that he was the Paul McCartney of the band in terms of looks. Why would he cover it up with a beard?
Q: I was going to say, the beard, glasses, the hair. Was he trying to hide from something?
Well, it definitely did not impact his charisma, I’d say.
Q: Is that pretty much how Ben Orr looked in the early 70’s?
Yeah, that’s pretty much how he looked. He cut the beard off periodically. But there was a time when he looked like he looked during The Cars and times when he didn’t.
The album comes out and Milkwood goes on tour
Q: What was the reaction when you first heard the album?
Disappointment, to say the least. We sounded sonically underwater. I listen to it now and it isn’t as bad as I thought at the time. But we all sort of looked at each other and said, “holy shit.” All of this effort… it had sounded great in the studio.
After the Milkwood album came out, we played a few shows. We played with Rambling Jack Elliot in Philadelphia. Opened for him. Opened for Orleans (“Still the One”) in the Boston area. John Hall was one of the founders of that band, one of the great American guitar players. He played with Bonnie Raitt, Taj Mahal.
Q: What was the touring version of Milkwood like?
We electrified Milkwood. We got a drummer that recorded with us. Ben was playing bass. David Humphries played drums. So it was the four of us.
Q: What was the crowd reaction?
Modest. Orleans was a crowd favorite. No one knew who we were. And we weren’t tight. It was one those gigs that you aren’t totally prepared for, because we hadn’t played as a band. We had played as a trio. Trying to duplicate the album.
It was a modestly successful reaction. All those gigs were sort of tainted by the disappointment of having this record come out as it did, as far as we were concerned.
The breakup
Q: How did Milkwood break up?
While in the studio with Milkwood, I met Niki Aukema who came in at the same time do her record. She came in with her keyboard player, Roy Bittan (later Bruce Springsteen’s keyboardist). And they had everybody but a guitar player. They heard what we were doing. So they asked me if I would do the guitar parts for her album.
I did and got to know those folks. They were getting ready to go and do some live stuff to support her record. I agreed to join them for the live shows.
One day Ric and I were in the car and he was driving. And I said something about joining the band that Niki wanted to put together with Roy. And he just got really mad. I had never seen him so pissed off. He was very upset.
He stopped the car and came down on me like he had never had before. Ric was always a low-key guy. You often had to lean in to hear what he was saying, yet this was a full-on blow-up. And that was basically it. We didn’t talk then until two or three months later.
He felt I was abandoning him. He and I were best friends for a couple of years. We spent every day together, starting with the first time I met him. It was disappointing to both of us. Ric had invested an awful of lot of time and effort into Milkwood. He wrote the album. So his personal attachment to that project was a lot greater than mine. And mine was big.
He was 28 years old at this point. He was married and had two kids. Now he was married again and just had an album fail.
Ric and Ben had a bond, but it was like a marriage, where it isn’t always great. Sometimes you are talking, sometimes you are not.
So that was there and the disappointment was becoming disaffected. I started to feel distant from Milkwood. Ric probably felt the same thing. If you were to talk to Ric even during The Cars about Milkwood, he disowned it for years.
Q: Did you ever reconnect with Ric?
After Milkwood broke up, Ric called me when he was playing clubs on his own. He wanted to see if I could back him up. That was the few things that we did. We then stayed in touch enough, so if he wanted me to see Richard and Rabbits, he would tell me about gigs.
We opened for Jonathan Richman and the Modern Lovers. Richman was one of Ric’s influences. He talked/sang and sounded very Lou Reed. Jonathan Richman was a Lou Reed acolyte.
Q: What made you drop out of music?
If I was a songwriter, I don’t think I would have necessarily given it up. But I am a person who was brought up to think about options.
When I started playing in bands on weekends, staying up late, my parents started talking about being a musician, you need a plan B. Plan C.
Most successful musicians didn’t have a Plan B. Even if they wanted to.
Q: In all the years you were friends, did Ric ever talk about his parents or growing up in Baltimore?
Not a lot. The occasional anecdote. I remember he said he had a tough time with his dad. He just talked [about] his childhood in general terms that he felt alone, isolated. And a lot of those [feelings] come through in those Milkwood lyrics.
Q: Did you talk to Ben Orr after Milkwood?
No. I said hi when I went to see Cap’n Swing, but that was about it.
Hearing the Cars album before release
Q: You heard the Cars’ debut album before its release? What was that like?
I drove to Ric’s house in Newton and instead of an old VW in the semicircular driveway, there was a Jaguar.
So, I went over, we got stoned, he put the thing on. And it was like, it sounded like Queen! I was like, “holy shit!” Roy Thomas Baker. He’s all over that album.
Q: What was Ric’s reaction. Was Ric proud?
He was proud of it. He was happy!
Q: Was he worried about how they were going to reproduce the vocals?
He didn’t say that. I was worried about that. (Laughter)
Q: Was there a particular song that stood out to you when you heard the album before anyone else did?
Well. . . “Good Times Roll” is probably my favorite. Ric’s vocals I thought sounded better than I ever heard them sound.
Q: Did he change his singing style?
Well, he changed it. The thing that I think a lot of people that are familiar with the Milkwood stuff think that there was a . . . it’s almost like there’s this theory that he listened to stuff or read up on stuff about what was hip and adjusted his vocal style to that, to be something. But he was always influenced by Lou Reed. Velvet Underground. Those kinds of things. He had a real sort of folk sensibility to him.
Q: And you can hear the Lou Reed, you hear a little bit of Dylan.
Yeah, the sort of semi-talking. The Velvet Underground sound. And that was always something that was sort of a part of him. I always considered it a part of him. I was not surprised at all at the way his vocals were.
Q: What were you doing in Boston at the time? Were you still doing music or had you left music by that time?
In 1978, I was just getting ready to move to New York. I had pretty much stopped playing two years before that. I had gone and played with a bunch of different people after Milkwood. By the way, there is nothing that will break up a band faster than a disappointing album. Because it is the thing you live for. The big moment, you hear what they did to that and then, ahhh . . . .
Q: Did you ever see The Cars play live?
No.
I ran into Ric on the street in New York in 1978, after I had moved. He had his head down. I said, “Ric.” He said, “Yeah, hi,” and keeps walking. Then I tapped him on the shoulder and said, “Ric!” He recognized me. We hugged in the street. It was nice.
Q: What was the last time you spoke to Ric?
At LaGuardia in the early 80s. When Ric died, I got a call from the Boston Globe, then Rolling Stone. I thought, this is crazy.
Q: Any final thoughts about your friendship with Ric Ocasek and the days you spent together in a band?
Ric was an interesting and complex human. A lot more complex than even I knew. He kept so much hidden.
He wanted to be a star. He got what he wanted.
Interview conducted and completed by Alan Fields, except where noted. All rights reserved.
Wow, lots to unpack there! I plan to synthesize my thoughts with additional research tidbits in a later post, so watch for that. In the meantime, let’s get to the links!
Even though the members of Milkwood were disappointed with the final product, many fans, including myself, really love How’s the Weather. If you haven’t heard it, you can soak it in from start to finish with this link to my YouTube channel. I have also uploaded each individual song in case you find yourself picking favorites.
We mentioned above that Paroo Streich also interviewed Jim Goodkind. That was back in 2020, and that conversation prompted Jim to look around for some footage he knew he had of those Milkwood days. He generously shared this clip from his personal archives with Paroo and the Milkwood Appreciation Society group on Facebook, and he has given permission for me to share it with this article via YouTube.
To set the stage, so to speak, here’s what the video depicts: Jim, Ric, and Ben are playing music for their family and friends at Ric’s apartment in Somerville in late 1972. You’ll see Ric’s wife, Suzanne, Ben’s wife, Kris, and Jim’s first wife. Jim’s brother, Tom, is also there, along with other friends and Ben’s white dog, Shauna. The audio you hear is not Milkwood, it is just music overlaid on the silent video.
As Paroo said on her Facebook post, “As far as anyone is aware, this is the only footage that exists of Ric, Ben and Jim performing together, and the earliest footage that exists anywhere of Ric and Ben performing together.” I’m so grateful to Paroo and Jim for bringing this historical tidbit into the light!
Check it out:
So far we have raised $3,280, which is 43% of our original $7,500 goal. When we have reached $3,750 in donations, I will post 5 VERY gorgeous, never-before-published photos of Benjamin from 1984. They were taken by photographer Julian David Stone, who generously dove into his stash to donate the images for our worthy cause.
If we reach the $5,000 mark by the end of the year (December 31, 2022, before midnight), I will publish footage of Benjamin — well, Benny Eleven Letters! — playing with The Grasshoppers, circa 1965. How exciting is that? (The photo on the left is from that time period but is not from the video. Photo credit unknown.)
As we know, Benjamin Orr died of pancreatic cancer on October 3, 2000, less than six months after his diagnosis. He was a father, fiancé, friend, rock star. He was only 53 years old. It is in tribute to him that we are raising awareness and funds for PanCan.org, a non-profit organization that strives to improve the lives of everyone impacted by pancreatic cancer by advancing scientific research, advocating for patients, providing patient and caregiver support, and facilitating community outreach programs.
Elliot used two guitars in the set. He started out with a Fender Telecaster in Fiesta Red (the same one he used in the video for “Magic.”) As we know, EE loves his Teles! He kept this one long after Live Aid, but in the mid-90s he had problems with the neck. He loved the body of it so much, though, that rather than ditch it, he had Fender Custom Shop guru Fred Stuart build a new neck and give the gal a makeover. The body was refinished in a distinctive, sparkly lime color with blue and white pinstriping. Many will recognize it from the back cover art of the 1995 Just What I Needed: The Cars Anthology.
The second guitar Elliot played was a bit of an eye-catcher, and represented the latest technology. It was the 
You might remember an article I wrote about 
Kicking off the month of March with something we’re so lucky to have: new footage!
sweetpurplejune 