Behold & See is the second album by the American psychedelic rock band Ultimate Spinach, and was released on MGM Records in August 1968 (see 1968 in music). The album came at the tail-end of the group's commercial success with their Top 40 debut, Ultimate Spinach, a direct product of the marketing campaign known as the Bosstown Sound. However, the Sound's advertising had begun to have an adverse effect on the Boston bands that spearheaded the movement, leading to Ultimate Spinach's popularity to go on the decline by the time the group initiated recording sessions.