Analog Obsession: From Valley to Valley With Doc Morgan
By Will Shanks and special guest Matt Allison

One of the largest and most innovative pro audio companies of the '70s and '80s was the Nashville-based Valley People, named after the 225-acre music and art colony also founded by Paul C. Buff and Bob Todrank. It is no longer a secret that Universal Audio has inked a licensing deal with PMI Audio (VP’s new parent company) to bring out faithful emulations of Valley People’s most celebrated designs. It may also be interesting to know that Valley People has plans to release hardware reissues of their classic processors are in the wings, too. In this issue of "Analog Obsession," we hear from former CTO (and now once again current technical advisor) Michael "Doc" Morgan about their innovative designs and the company's rise to success.

Valley People engineer and technical advisor past and present, Michael "Doc" Morgan
When did you start working with Valley People?
I started in 1981 I think ... that was shortly after the merger.


What is the connection between Allison Research and Valley People?

Paul C. Buff (famed for his involvement with Frank Zappa and his Pal Recording Studios and his for legendary work as a founder of the "surf sound" with bands such as The Surfaris) started Allison Research in California. When he and then-wife Allison moved his company to Nashville, he became involved with a smaller company called Valley Audio. The two merged, and the surviving corporation was Valley People. Paul then started working on porting his original Gain Brain and Kepex designs across to the 800 series, which led to the development of the Gain Brain II and Kepex II as well as the MaxiQ Parametric EQ.

It seems that the original Gain Brain and Kepex were quite different from the later versions. Can you share what changed?

Well, beyond the seemingly obvious size difference between the different form factors, the Allison Gain Brain and Kepex were originally FET based gain control with discrete amps while the KepexII and Gain Brian II were monolithic op amp controls with Paul's Class A VCA as the gain control element.

Sonically were they very different, or was the essence of the design retained in the later revision?
In my opinion, they were much superior sonically to the original products. They certainly were freer of dynamic distortion and had better signal to noise performance than their discrete brothers.

I think it was a first of it's kind in the sense they worked logarithmically and linearly. Can you to share more about the operation of the Gain Brain II?

The Gain Brain II was a departure from traditional variable ratio limiters in the way Paul approached the problem of dynamic gain control. A “traditional” variable ratio limiter uses a feedback controller in which the audio level is detected after the gain control element. The voltage corresponding to the level is then used to set one variable in an analog computer, compared to the threshold setting, and the computer generates a correction voltage for the gain control element. Feedback limiters have the virtue of being able to compensate for non-linearity in the gain control element, but they aren't very fast, and with short release times, they can be quite audible. That is sometimes just what the user wants, but not usually. Usually, one uses a variable ratio limiter to control transient levels or to emulate the operation of a compressor. This implies the device should be as transparent as possible.

Paul's departure was the development and application of a feed-forward approach to control the variable gain element. The approach depended upon the accuracy of both a logarithmically responsive detector circuit, and of the dB/V gain port response of the new log/antilog VCA circuit. These two functions were so closely complementary that a properly designed feed forward limiter could perform 40 or more decibels of gain reduction with only a fraction of a decibel error. In addition, the use of anti-logarithmically controlled, high compliance current sinks in the attack and release circuitry of the analog computer resulted in a startling difference in preserving the natural decay characteristics of the processed sound. One could also alter the release rate in such a way as to artificially shorten the decay time of a sound, but still impart a more natural-sounding exponential tail-out of the sound.


A lot stuff found its way onto the trash heap for every successful design that was built and released.

Valley People’s Gain Brain II

I seem to recall that Paul also had a discrete mic preamp called the Transamp that he developed and was made available as an OEM product to other companies? Is that correct?
Yes, Paul did design such an amplifier. I believe it was Valley Audio's first product offering, and its success did much to foster the merger of Valley Audio with Allison Research, being used by companies like MCI who used them in their earlier consoles.

What was your involvement in the development of new products?
Well I designed the later analog products post-Kepex II and Gain Brain II using Paul's VCA and other innovative designs, which I incorporated into the 400-series and remaining 800-series products. The exceptions are the Dynamite, which was Paul's last design, and the Model 610, which was designed by Gary Carrelli and myself using Paul's input.

In which designs were you specifically involved?
In the 800 series there were The Leveler, DSP, Commander, QLZ and QHZ, and the two-position 800 1u rack, which mounted any two 800 series modules side-by-side (the PR2, later replaced with the PR-2A which featured XLR I/O's in place of terminal strips). Of the rackmounted units, I translated Paul's DynaMite into the 410. The 400, 415, 430, 440 and Gatex were mine, as were the MicroFX (“micro-effects”) series. There was a one-way noise reduction system in there, somewhere, but I can't remember the details ... it might have been a MicroFX product.

What were the MicroFX? How did they differ from the previous 400 and 800 series designs?

The MicroFX products were 1/2 rack units that interlocked by means of their extruded aluminum housings, and were powered by an external supply that was to be part of the rack system. There was a compressor, an expander, a mic pre, a level matching interface, a sibilance suppressor and a one-way noise reduction system, all single channel and low cost.

Tell us more about the DSP and how it functioned. As I recall it was radically different from other de-essers in the market place.

Oh, yes. It was certainly that [laughs]. The sibilance processor relied upon an unique property of the audio level converter used in the feed-forward control designs. The converter was known as a Linear Integrating Level Detector, and was relatively less sensitive to complex waveforms than to sinusoidal waveforms. This worked to great advantage in that it could respond to the sinusoidal “whistle” or chirp in sibilant fricatives without keying on the more complex and wider-bandwidth sound of natural fricatives. When the device would detect the high frequency whistle in a sibilant fricative, it would bandpass the whistle, invert it, and subtract it from the broadband audio frequency information. Often, one could scarcely hear it operate, but the results were obvious when using it in highly equalized signal paths with pre-emphasis, such as tape recorders, signal chains for lacquer mastering, and FM broadcast systems. The sibilance was gone, and the natural “ess” sound remained. Unfortunately, the subtlety was lost on a lot of users, who expected to hear the “ess” sound get squashed 10 or 20 dB. In audio, as in the world at large, it sometimes seems that no good deed goes unpunished [laughs].

Looking back, is there a particular hallmark design that you are most proud of?
I was very pleased with the later compressor designs, such as the Model 440 and the Leveler. Those were arguably among the finest and most musical compressors with interactive expansion circuitry one could buy in the late 1980s. The 440 had a compressor, a fast peak limiter with an AGC function, an interactive expander, and a Dynamic Sibilance Processor section. All these controls were interactive and linked to a single VCA. I am also partial to the original Model 400 Microphone Processor, which was the first integrated microphone speech processor on the market. Demonstrating those products on the exhibition floor at the NAB (National Association of Broadcasters) convention over the years was really quite a lot of fun. One common reaction to the listening tests was to insist that I prove the 440 was actually in the signal chain! Also, the 400 Microphone Processor was a joy to demonstrate, especially on the noisy exhibition floor using a headset and boom microphone. The thing would make an announcer sound as though he had cojones the size of bowling balls, and then the user would realize, “Hey! I can't hear the crowd noise!” I would then take the interactive expander out of the signal chain, and the crowd noise in the headsets would almost knock you over.

So how did Valley people evolve into Valley International?
Norm Baker, who was the CEO of Valley People, and I bought Paul's stock. At the time, Paul was President of the corporation. I believe that was in 1983 or 1984. Norm then changed the name to Valley International. Sadly though, through a series of unfortunate events, one of which was Yours Truly ending up in hospital and recuperating from major surgery for several months, we went from being a very profitable company to having to declare bankruptcy over a few years. I left the company before it hit the skids entirely. The reasons for the company's financial problems are no doubt more complex than I can ever know. Still, when Baker and I “had it going on,” so to speak, nobody did it better.

Are you still involved in electrical design?
Yes, I am. I am fortunate to have re-established a working relationship with Paul Buff, who now owns the largest manufacturer and retailer of photographic monolight flash units in the States. Paul hired me to be his Technical Director in 2000.
Tabletop version of Valley People DynaMite

How did you get involved in the new incarnation of Valley People?
Mr. Alan Hyatt, of PMI Audio International fame, acquired Valley People early in 2007. Coincidentally, at about the same time Matt Allison (no relation to Allison Research), a recording artist and dedicated audio boffin tracked me down and contacted me through Paul Buff's website. Matt asked me to sit for the interview you are reading here now. We corresponded frequently, and as luck would have it, Matt visited me in Nashville whilst working at a studio a mere stone's throw from Buff's digs in Nashville. During the course of Matt's visit, he was in contact with Alan, and when informed that Alan had purchased Valley he gave Alan my contact information. Alan graciously asked if I would like to be involved in the process of reviving the Valley name and product line. I visited Alan and his band of merry souls on the west coast, and I was very impressed by his operation. I accepted his invitation, and I haven't regretted a moment spent on the project. I'm doing what few have the opportunity to do: I'm returning to my first love, if you will, and I'm enjoying it immensely. I'm flattered and pleased to be asked to contribute. I keep in mind, though, that this effort is really all about the gear, and only by extension about the all the people who worked to bring the designs to fruition and build Valley's reputation over the years. I'm glad it's back.

As you know, UA has its own Valley People project in the works, in the form of digital emulations of the hardware. In UA's experience, having high-quality emulations of the classics has only helped hardware sales, and has caused a fantastic cross-pollination of two--sometimes separate--markets. In some cases, young users who learned on the plugs are beginning to graduate up to buying the hardware, and intuitively know the sound and idiosyncrasies of the real hardware. Do you have any thoughts on this two-front strategy to productization?
I find this concept absolutely fascinating, having been present at the creation of digital dynamics processing, and now seeing it come full circle in this way by emulating the more popular legacy analog processing gear, complete with their idiosyncrasies. We are fortunate to have the surviving gear in order to model it right down to the very quirks that sometimes made us want to defenestrate it in frustration. I find it to be an amazing feat of technical prowess to do so. At the same time, I do hope that some effort is being made in some quarters to tell the stories behind the gear. Why, for example, did we need such a variety of processors? What drove the designers to spend thousands of hours experimenting, analyzing, and innovating, culminating in those designs? I can tell you that the proverbial "ten percent inspiration, ninety percent perspiration" rule is pretty much spot-on. A lot stuff found its way onto the trash heap for every successful design that was built and released. And, trust me, it wasn't because any of us were getting rich! You have to love it, and if the emulations provide a touchstone that allows a young and talented person to gain greater insight and a greater love for the art, then here's to you guys!

Thanks! I certainly do it for the love myself. This column is all about telling those historical stories, and the plug-ins we make are often testimonies to the gear and their designers. That’s why you’re here with us, and why we feel the Valley People story is certainly worth telling. Especially with the devices that have few golden specimens left. I almost feel UA are curators in the preservation of the classic tools that are disappearing, but deserve to be understood and enjoyed by a new generation. Thanks for speaking with us!

Extra special thanks to Matt Allison for his original interview with Doc Morgan, and allowing me to update it, put a few new questions to Doc, and publish it here in UA’s WebZine. Also thanks to Larry Crane, Publisher of Tape Op, for his blessing in scooping this interview from future publication in his own magazine!



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