02. Friendly Street
03. It's A Mystery
04. Get Down In The Dirt
05. Give It To You
06. Jeff's One
07. Count To Ten
Bass – Stephen Amazing
Drums, Percussion – Jim Copley
Keyboards – Andy Clark
Guitar – Jeff Beck
Upp was a British rock-jazz fusion band, active in the 1970s. The group was originally going to be called 3 UPP, and consisted of Stephen Amazing (bass guitar), Andy Clark (keyboards) and Jim Copley (drums). David Bunce (guitar) joined on guitar for the second album.
Stephen Amazing, aka Steve Fields prior to his career in Clark Hutchinson in his teenage years, used to play bass guitar in a band called 'The Kinetics', and also, at times, in another band called 'The Abstracts'. Some photographs showing Fields in the Kinetics can be seen at Bill Chewter's Facebook page
Jim Copley has spoken of the genesis of the band; "Three months of rehearsing almost everyday, Jeff Beck came down to the studio to play with David Bowie who was doing his Hammersmith Odeon farewell concert in 1973. Jeff was with a friend of my dad’s and he heard the band through the wall and we were doing James Brown and very funky stuff. He kicked the door open and he came in and we stopped 'cause it was Jeff Beck and he said 'please carry on, I love it, I love it!’. The band was heavily influenced by other acts like Otis Redding, Sly & The Family Stone, Stevie Wonder and Donny Hathaway.
The group were signed to CBS in 1974 and the debut album, Upp, was released in 1975. Jeff Beck produced and also played guitars on this LP, although there was no mention of him playing in the liner notes. Upp released its next album a year later, titled This way Upp. Beck again produced this album and played guitar solos on "Dance Your Troubles Away" and "Don't Want Nothing to Change." This album was recorded at CBS Studios, London.
The group backed Beck on the 1970s BBC One special Four Faces of Guitar, which also featured Julian Bream. They played two songs, which were "Get Down in the Dirt" and Beck's arrangement of The Beatles' song "She's a Woman", with an interview about Beck's instrumentation as an intermission between the two.