Lester Abrams formed the The Les Smith Soul Band (the Band would be renamed L.A. Carnival later) as Lester was developing the "Fabulous Impacts" and a reputation as "the baddest drummer in town", Leslie Orlando Smith (born 1949 in Detroit) was attending North High School and singing lead in the band "Sights and Sounds" with, amongst others, schoolmate Ron Cooley on guitar and a bass player from Central High, Rick Chudacoff. After a series of personnel and name changes, including the addition of Arno Lucas, they became the Les Smith Soul Band.

After some time, Leslie invited Lester to a performance at a local high school, and subsequently to sit in on a rehearsal. At the rehearsal, Lester joined in, and by the end of the sessions was part of the band. He immediately took over control of the band, and it went from being a soul band to being a funk band with the lineup:

Lester Abrams – drums, vocals, organ, acoustic piano, percussion

Arno Lucas – vocals, percussion

Leslie Smith – vocals

Rick Chudacoff – electric bass, backup vocals

Ron Cooley – electric and acoustic guitar

Geno DeVaughn – trumpet

Percy Marion – tenor saxophone, flute

Michael Patterson – alto saxophone

In 1969 the band cut three tracks, all written by Abrams: the soulful “Blind Man”, the Arno Lucas lead “Bad Luck”, and an instrumental funk number, “Blues for LA”.

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