Speaking of Berlin

The album is a tragic rock opera about a doomed couple, and addresses themes of drug use and depression. Upon its release, the response of fans and critics was not positive as many were expecting another upbeat glam outing.[citation needed] Despite lukewarm reviews the album reached #7 in the UK album chart (Reed's best achievement there). Poor sales in the US (#98) and harsh criticism made Reed feel disillusioned about the album and in subsequent years he rarely played any Berlin material in his live shows. Over time many have come to consider Berlin to be among Lou Reed's best studio albums as a solo artist.
Musically, Berlin differs greatly from the bulk of Reed's work, due to the use of heavy orchestral arrangements, horns, and top session musicians. Instrumentally, Reed himself only contributes acoustic guitar.
"The Kids" tells of Caroline having her children taken from her by the authorities, and features the sounds of children shouting for their mother. The Waterboys take their name from a line in this song.[1]
As with Reed's previous two studio albums, Berlin re-drafts several songs that had been written and recorded previously. The title track first appeared on Reed's solo debut album, only here it is lyrically simplified, the key changed, and re-arranged for piano. "Oh, Jim" makes use of the Velvet Underground outtake, "Oh, Gin". "Caroline Says (II)" is a rewrite of "Stephanie Says" from VU. The Velvets had also recorded a rather sedate demo of "Sad Song", which had much milder lyrics in its original form. "Men of Good Fortune" had also been played by the Velvets as early as 1966; an archival CD featuring live performances of the band playing at Andy Warhol's Factory provides the evidence of the song's age. The CD featuring the early performance of "Men of Good Fortune" is not for sale and can only be heard at the Andy Warhol Museum in Pittsburgh, Pennsylvania.

All tracks composed by Lou Reed
Side one
"Berlin" – 3:23
"Lady Day" – 3:40
"Men of Good Fortune" – 4:37
"Caroline Says I" – 3:57
"How Do You Think It Feels" – 3:42
"Oh, Jim" – 5:13
Side two
"Caroline Says II" – 4:10
"The Kids" – 7:55
"The Bed" – 5:51
"Sad Song" – 6:55