Former actress Nancy Cain joined the Videofreex after she took a job working on a CBS pilot that was to replace The Smothers Brothers Comedy Hour. CBS executive Don West had hired writers from Chicago’s famed improvisational comedy troupe, Second City, to create a hybrid television variety show, though Cain recalled that “he really wanted to create a cutting-edge documentary show.” West heard about the Woodstock footage, so he and Cain headed down to Ratcliff’s loft and were stunned by the tapes. “First Day #1 and First Day #2 documented a help tent for kids who were freaking out on drugs,” Cain said of the fuzzy black-and-white footage. “Don hired them immediately, and we all started on a pilot show to present to the network.” The group went from having no money to working with a healthy five-figure budget, which was a lot of money for the time. Mary Curtis Ratcliff remembered going to the bowels of CBS and, like kids at Christmas, hauling away whatever they wanted from a massive video equipment room. The ’freex stood out in CBS’s headquarters, a high-rise building called Black Rock where everything was carefully controlled by the network, from the air conditioning to the artwork on display. “There we were in our new suite of offices,” Cain said, “with posters and tacks on the walls—and music, boom boom boom—people going in and out twenty-four hours a day.” With all the resources and equipment they could ask for, the group began working on their doomed television show pilot, Subject to Change.

From Chapter 22 of The Downtown Pop Underground — order online, or from a local independent bookstore