The ticket-stub read "The Benevento/Russo Duo Featuring Mike Gordon." But, in retrospect, the more hierarchical Gordon, Russo and Benevento or, simply, G.R.A.B, as some tapers have tagged this trio, seem like more appropriate ways to describe 2004's unofficial encore.

A musical grab-bag of sorts, The Benevento/Russo Duo's late-night New Years performance served as both a culmination and a new beginning. Sometime during Phish's two-year hiatus, Mike Gordon relocated to Manhattan, immediately immersing himself in New York's burgeoning downtown music scene. Joining a three-dimensional crowd, which forms the fabric of New York's artistic community, Gordon quickly deconstructed his rock-star persona, sometimes filling the role of performer, more often fading into an audience already filled with eccentric pseudo-celebrities. And, by the time Phish parted ways last August, Gordon's whitening fro seemed to fit more comfortablely on the Knitting Factory's blurred sidelines than on Coventry's festival-size stage.

A portable supergroup, who in the past year have emerged as the downtown jazz-circuit's de facto hippie-rock ambassadors, The Benevento/Russo Duo's often unnamed, infectious grooves are the ultimate contrast from Phish's carefully unnoted universe. And, while The Duo and Gordon exist on opposite fringes of a marginal music scene, the trio's offerings felt like a natural evolution of Phish's canon. If Phish's music is the gateway drug that spurred musicians like Marco Benevento to dig deeper into jazz, then it's only fitting that The Duo's acid-funk is the first post-Phish sound to catch Gordon's wide-open ears. Mixing Phish staples with choice-covers and a few compositions off The Duo's forthcoming Rope-a-dope release, G.R.A.B, inadvertedly, broke-down one of the improvisational music scene's invisible barriers. And, for a few hours, these often-divided jamband and acid-jazz sects were united on a single dance-floor.

Kick-starting at just past 2:30 AM, G.R.A.B welcomed fans en route home from a number of music-themed ball dropping gatherings (including String Cheese Incident, Gov't Mule, Particle, The Zen Tricksters, The Samples, The Disco Biscuits and a pairing of Wilco and the Flaming Lips). But, a few stray pieces of confetti aside, The Benevento/Russo also felt like this Friday evening's only activitywith enough energy to quickly lay any "after show" tags to rest. And, standing beneath BB King's bright marquee, it indeed felt more like dusk than dawn, as bundles of ticketless fans huddled around pretzel vendors, slowly turning Time Square's busy streets into an urbanized Shakedown Street. A jamband oasis, which drifted into Time Square's midtown circus by way of former Wetlands talent buyer Chris Zahn, BB Kings is worlds away from Tribeca's rapidly gentrifying artist lofts and cobblestone streets. Yet, over the past few years, BB Kings has taken on a Wetlands-allure, hosting the majority of jam-nation's New York benefits, power jams and other "family" oriented events. As the trio grooved, one could watch a who's-who of industry insiders wander in and out of the club, recreating the feeling of commotional unity associated with Gordon's former band.

Opening with "Hoedown (Rodeo),"an Aaron Copland cover made famous by the Boston Pops Orchestra, The Benevento/Russo offered a slight variation on their trademark sound. Though limited to two instruments, Marco Benevento and Joe Russo generate enough noise to create a full band, with both musicians contributing each song's dark basslines and gritty hooks. Usually veering towards the improv-music scene's jazz-funk leanings, The Duo's sound is both challenging and easily danceable, recalling the spirit, if not the sonic textures, of MMW. But, with Gordon thrown into the fray, The Duo are able to open up their sound, with Benevento dividing his time between grand piano, organ and a variety of keyboard toys. Essentially playing lead bass, Gordon's pronounced notes provided the access point for many of the evening's offerings, while also making sure not to smother his adopted bandmates. Continuing to play around with the melodic bass sounds he experimented with during Phish's waning days, Gordon still sounded like Gordon, a comforting feeling for those uncertain about Phish's future.

Throughout the night, Gordon also offered a trio of Phish compositions, drawing from all corners of his former group's canon. First up was, Trey Anastasio's "Foam," an almost forgotten, but always welcome, early Phish cut known for its distinctive bass line. Fitting snugly next to The Duo's "Becky," "Foam" gradually revealed itself out of an interlocking groove established by Gordon and Russo. Standing at BB King's raised back bar, one could watch a wave of recognition sweep through The Trio's audience, as Gordon rambled off "Foam's" spoken word lyrics. Two songs into the group's second-set, Gordon again dipped into Phish past for Page McConnell's "Cars, Trucks and Buses," a number allegedly inspired by Medeski, Martin, and Wood's organ-bass-drums configuration. Jumping between organ and grand piano, Benvento stayed true to the song's written-arrangement, with Russo taking a bit more of a leadership role than Jon Fishman traditionally had with this particular cut.

Perhaps the most intriguing Gordon offering was an instrumental rearrangement of "The Beltless Buckler," an odd, but catchy track off the bassist's solo bow, Inside In. Removing "The Beltless Buckler's" quirky lyrics, Gordon allowed the song's instrumental refrain to serve as sonic hook, before diving into an eleven-minute melodic jam. A highlight from the seldom discussed Inside In, "The Beltless Buckler's" appearance was a left-field choice, which also tied this performance to Gordon's somewhat ambiguous solo career. Unlike his former bandmates, Gordon has jumped between various sidebands and quirky collaborators, leaving behind a canon's worth of dormant material. In recent years a Gordon cameo has come to represent a sign of approval, introducing thousands of fans to some of his own favorite musicians. At the same time, for the Tonic-faithful burnt on Phish, The Duo's Gordon collaborations veered the famed bass player back into the underground. And, sometime between a few bottles of pricey vodka, the boundaries broke down completely, as Benevento conducted a 1,000 blurry-eyed fans who added the chorus to an instrumental reading of "Mike's Song."

Oddly enough, while cleaning my beer-stained floor following a New Year's post-party, I found a copy of G.R.A.B's Philadelphia performance stuck to my floor. Left by some squatter who drifted through town in part to see The Duo, this disc boasted an almost identical setlist to Benvento/Russo Duo's New Year's performance. At times, rehearing this trio's set felt like finding Phish for the first time, steeped in something familiar, but still entirely novel. If, as some have said, Phish's breakup was fueled in part by individual song importance outweighing performance, than this trio is the perfect solution – approaching familiar material with a unique spirit. And, if nothing else, this two-hour show proved that Gordon can comfortablely revisit his Phish past without fading into a nostalgia act.