(Frank Zappa, CD, Rykodisc RCD 40573, February 27, 1996)
Produced by Frank Zappa
UMRK Transfer & Remix Engineer 1992-1993: Spencer Chrislu
Liner notes by Rip Rense
Congeniality by Jill Christiansen
Illustrations by Gabor Csupo
Package design by Steven
Jurgensmeyer
c. 1958
Voices:
Wayne Lyles
Terry Wimberly
Elwood Jr. Madeo
FZ
So, uh, I'd just like to tell you about a little incident at Shrine Auditorium. Uh, well, see we made this scene down there, we walked in, and this, this place is big, y'know, real big, y'know? An' everybody was gonna be there. Louis Armstrong and his boys were gonna be there, (Titans) an' the Titans, (and the Velvetones too) and the Velvetones, and the Blackouts, so let me, let me tell you about this
We made the scene [good to ... ]. The Velvetones think they're Lawrence Welk.
Antelope Valley Jr. College, Lancaster, CA
c. December 1958-January 1959
Don Van Vliet--vocals
FZ--lead guitar
Bobby Zappa--rhythm guitar
Well, I'm lost in a whirlpool
Yeah, baby, my head is goin' round
Well, ever since my baby flushed me
Oh, been goin' round, yeah round and around
Well, I'm lost in this whirlpool
I keep goin' down and down
There's a big brown fish
Lookin' at me
He ain't got no eyes
How could that motherfucker possibly see
Ooh, baby baby
I'm gonna be afraid it'd gonna touch me
Well I'm lost in this whirlpool
Oh, I can't even see
Baby, won't you come help me
Pour some drainer down,
And get the plunger right after me
I'll let you know a little secret, baby
I'm gettin' tired of all this pee
Don't go stranded, mother goose
Ooh, my head's in a noose . . .
Living Room in Ontario, California
c. 1961-62
Ronnie Williams--vocal
FZ--guitar
FZ: What key do you wanna do it in?
Ronnie: Try maybe, uh, D Flat. Or do it in C, do it in
C! Alright, do it, do it slop. Do-do-dat-dat, do-do . . . SNORK . . . Yeah,
that's pretty good.
Ba-ba-ba-Bump,
Ba-ba-Buh-bah-bahdn-bum-bum-bow.
Bo-do-do-diddly-dow,
Bung-bow-do-bom-bom.
Bo-do-dung-dow-dodee-do-do-do-do-do
Dodn-do-do-dodn-dodn-dodn-dada
Doo-doo-da-da,
Dadn-dadn-da-da
Da-dadl-da-da-da
Dadn-diddly-dadn-diddly-dung
De-dong-bong-bom-de-diddly dung dung
Ba-badn-boooo,
Rum-pum-badn-rum-pum-bung-bung-bung
Living Room in Ontario, California
c. 1961-62
Kenny Williams--voice
FZ--voice
Kenny: Afore of it, wh-while I was away in boarding school lived with Ronnie by the name of Dwight uh, Bement. Uh, used to live there with Ronnie an' they would uh, instead of blowing their nose on a handkerchief they would, uh, stick their finger up in their nose and uh, pull out all their boogers an' smear 'em on the window. Uh, I don't know, I always thought it was crazy, an' it didn't look good, an' after a while, I mean you couldn't see out the window! He-hunh!
FZ: Did you ever do that?
Kenny: Uh, I may have added one or two on there, yeah.
Living Room in Ontario, California
c. 1961-62
Ronnie Williams--voice
FZ--guitar
Ronnie: We lived in a little room, man. It was, it was probably a fourth as big as, as your livin' room, Frank (cough). And uh, everytime we picked a booger we'd flip it on this one winduh, or wipe it there if we couldn't flip it there, y'know. And uh, I guess Dwight stayed with me for about . . . 'bout seven months, wasn't it? Six months? And uh, every night we'd contribute, y'know, two or three or four boogers, y'know. And when he left uh, my mom knew what was goin' on all the time but we thought we had her hoodwinked. Heh-heh. She was smarter with, than we, than what we were. An' she made us clean 'em off, y'know? We used Ajax and, and we couldn't get them things, we had to use a, had to use a putty knife, man, to get them damn things off the winduh. You couldn't even see out the winduh with all them boogers, man. I'm not kiddin' you (sniff). An' there was big ones too, an' there was little, and there was some goober ones that weren't even hard, man, you'd just smear 'em, young ones. It's like fro-, you, you've seen frosted glasses. That winduh was just like a frosted glass with spots all over it, y'know? And uh, (sniff) it was, it was no good. Although, th-that, that was the good ol' days, so . . .
Mount St. Mary's College, LA
May 19, 1963
FZ--conductor, zither
Malcolm McNab--trumpet
Peter Arcaro--trumpet, brass section conductor
Philip Barnett--oboe, English horn
Barry--woodwinds section conductor
FZ: The next piece that we're going to play . . . Maybe I should tell you what we were doing . . . The, the signals that we were giving, I'll explain to you very simply: This means 'free improvisation' and the finger signals told the performers which of the fragments they were to uh, play at any given moment. Anyway, the next piece that we're going to play is in standard notation, and it's actually pretty tame compared to the Opus 5. It's called The Collage Two, and it was written last Thursday.
Pal Studio, Cucamonga, CA
1961
FZ--guitar
Danny Helferin--piano
Chuck Foster--trumpet
Tony Rodriguez (Tony Rodriquenz)--alto sax
Caronga Ward--bass
Chuck Grove (Chuck Glave)--drums
Pal Studio, Cucamonga, CA
c. March, 1964
Don Van Vliet--vocals
FZ--guitar
Alex Snouffer--guitar?
Janschi--bass
Vic Mortenson--drums
This album is not available to the public.
Even if it were, you wouldn't wanna listen to it!
Iron Man!
That's fine!
Tiger spine!
Work out!
Monza blocks!
Light switch!
Roaches' smocks!
Ice cream!
What a dream!
Memories of
Flyin' machines!
Green Lantern!
Funny lizard!
Three-way!
Out'sight!
Buddy learns!
See Spot run!
Work out!
Have some fun!
Yeah . . .
Wilhelmina!
Mildew!
Billboard!
Night light!
Hammerhead!
Outta sight!
In Baghdad
Roaches fly!
Outta sight!
'Cross the grassy sky!
Anvils fly!
Mountains burp!
Turpentine!
Tina werp
Lord gosh!
Oooh . . .
Rush eye
What's that noise?
Looks like greeny!
Maybe it's purple
Spot eye!
Hammer law
Bend iron!
So fine
Tiger Roach!
Art Laboe's Original Sound Studios, LA
1963
FZ--guitar
Chuck Foster--trumpet
Ron Myers--trombone
Chick Carter--flute, tenor sax, baritone sax
Don Christlieb--oboe
Pete Christlieb--tenor sax
Chuck Domanico--bass
John Guerin--drums
Pal Studio, Cucamonga, CA
c. 1963
Ray Collins--
lead vocal
FZ--drums, guitars, keyboards, background
vocals
Paul Buff--fuzz bass
It was September, the leaves were gold
That's when our hearts knew that story untold
We were young lovers
Strolling near
(The fountain of love)
Fountain of love
(Fountain of love)
Fountain of love
Do you remember, I held you so near
Our love's glowing ember so precious and dear
We were young lovers
Strolling near
(The fountain of love)
Fountain of love
(Fountain of love)
Fountain of love
We made a wish
And threw in a coin
And since that day
Our hearts have been joined
So all you young lovers
Wherever you are
The fountain of love is not very far
We'll go on dreaming of that golden day
And remember the fountain is not far away
We were young lovers
Strolling near
(The fountain of love)
Fountain of love
(Fountain of love)
Fountain of love
(Fountain of love)
We'll keep right on dreaming
(Fountain of love)
And remember that fountain
(Fountain of love)
The fountain of love, now now now
(Fountain of love)
Art Laboe's Original Sound Studios, LA
1963
FZ--guitar
Chuck Foster--trumpet
Ron Myers--trombone
Chick Carter--flute, tenor sax, baritone sax
Don Christlieb--oboe
Pete Christlieb--tenor sax
Chuck Domanico--bass
John Guerin--drums
Pal Studio, Cucamonga, CA
c. 1963
Ray Collins--vocals
FZ--drums, bass, guitars
Any way the wind blows
Is-a fine with me
Any way the wind blows
It don't matter to me
'Cause I'm thru with-a fussin'
And-a fightin' with-a you
I went out and found a woman
That is gonna be true
She makes me oh so happy now
I'm never ever blue
Any way the wind blows
(Any way the wind blows)
Any way the wind blows
(Any way the wind blows)
Any way the wind blows
Now that I am free
From the troubles of the past
It took me much too long to see
That our romance couldn't last
Now I'm gonna go away
And leave you standing at the door
I'll tell you, pretty baby,
I won't be back no more
'Cause you don't even know
What love is for
Any way the wind blows
(Any way the wind blows)
Any way the wind blows
(Any way the wind blows)
Any way the wind blows
She is my heart and soul
And she loves me tenderly
And now my story can be told
Just how good she is to me
'Cause she treats me like she loves me
And she never make me cry
I'm gonna stick with her
Till the day I die
She's not like you, baby
She would never ever lie
Any way the wind blows
(Any way the wind blows)
Any way the wind blows
(Any way the wind blows)
Any way the wind blows
Any way the wind blows
(Any way the wind blows)
Any way the wind blows
(Any way the wind blows)
Any way, any way the wind blows
(Any way the wind blows)
Any way . . .
Art Laboe's Original Sound Studios, LA
1963
FZ--guitar
Chuck Foster--trumpet
Ron Myers--trombone
Chick Carter--flute, tenor sax, baritone sax
Don Christlieb--oboe
Pete Christlieb--tenor sax
Chuck Domanico--bass
John Guerin--drums
Studio Z, Cucamonga, CA
1964
FZ--vocals, piano, bass,
drums
?--background vocals
Charva, I loved you
I loved you through and through
I loved you since in grammar school
When we were sniffing glue
I loved you purty baby doll
And I don't know what in the world to do about it
Boppa-bah-boppa-choo-wah
Charva, my darling
The only love I had
I hope you will forgive me, dear
For punching out your dad
I loved you, I loved you
And I don't know what in the world I'm gonna do about it
Ooohh-oh-oooh
Lahm-buh-buhm-buhm
I remember, remember the junior prom
And I remember the time I broke your father's arm
And I remember, remember all the love we shared
Every place and everywhere
Oh Charva, Charva
I love you more and more
I swear it ain't because your father owns a liquor store
Charva, my baby
I love you and I don't know what to do about it
Oh-oh Charva
Ooooohh oh-oh Charva
Ooooohh, come back my little darling Charva
I love you so much, honey
Come back to me, Charva
Please Charva, please come back to me
I miss you so much
Apostolic Studios, NYC
October, 1967-February, 1968
Dick Kunc voice
Dick: I started out in Florida uh, producing a record at a studio, and I got friendly with the engineer, and got interested in engineering. Next thing I knew, I was listening to an album called Freak Out! by the Mothers Of Invention. I became very interested in their concept of music, their concept of, of uh, society in general, and their concept of humor, which I thought was very good, and I enjoyed it, because uh, they were saying a lotta, a lotta whole bunch of stuff that I wanted to say and I agreed with and thought was true. Then one day I decided, "I'll move to New York, because it's, the air is clean, and the people are friendly, and everybody's in love." So I went to New York, and I got this job at this incredible twelve track studio. Well, I didn't know from twelve track, I thought four track was really hot stuff. So I went in there and they said, "Here's the board. Learn it." He go, "Your first client's coming in in five minutes." Well, my first client was Frank Zappa.
Apostolic Studios, NYC
December, 1967-February, 1968
FZ guitar, bass
Art Tripp marimba, vibes
Don Preston keyboards
Jimmy Carl Black drums
Apostolic Studios, NYC
December, 1967-February, 1968
FZ guitar, bass
Art Tripp marimba, vibes
Don Preston keyboards
Jimmy Carl Black drums
Apostolic Studios, NYC
October, 1967-February, 1968
FZ--voice
Patrolman LaFamine--voice
Patrolman LaFamine: Now, we don't come up here because
we feel like walkin' four flights at three o'clock in the morning.
FZ: Yeah.
Patrolman LaFamine: We were up here last night. Now for
us . . .
FZ: Last night?
Patrolman LaFamine: Yes.
FZ: I wasn't here last night.
Patrolman LaFamine: For us to continually come up to this
here place every night and not show no action other than to say, yes a corrective
indictment . . .
Guy #1: Oh, sure this is ridiculous.
Patrolman LaFamine: We look kinda bad. I mean, let's be
honest. Now if you had to give me any kinda reccomendation, or mark my word,
you'll say, "Who the hell's kiddin' who? This guy's a mistake, every
night, 3 to 4, 2 to 4, betwen those hours you guys are at 53 E 10 st, what
are you doin' there every night? You mean you, you permit this condition to
continue on without once giving a summons?" Alright, your lawyer said
to knock it off! Uh, we're puttin' ourselves over backwards with these people.
Do you know what we're doin'? Do you know what we're doin'?
FZ: No, tell me. Please tell me.
Patrolman LaFamine: Alright. Well this is, if we're up
here once we're up here twenty times. I know that little guy, like a, like
the guy at the, like a long-lost brother. Now if we ever get called down,
if this ever goes to a big explosion, and they say, "Officer, what did
you do, did you issue summonses?" They get, this is all in the rekkid
book, how many times we've been up here. This is all rekkids.
FZ: M-hmm.
Patrolman LaFamine: Now if these people wanna subpoena
these rekkids, they can subpoena these rekkids. An' they can find out how
many times we've been. This is us on, wait! This is us alone! An' they say,
"Officer, what did you do? Warn 'em? You mean to tell me you were up
here about twenty times an you never issued a summons?"
Guy #1: There have been summonses.
Patrolman LaFamine: Well, WE never issued em! How many
summonses have you gotten for noise?
Guy In Charge: What, me personally, or the studio?
Patrolman LaFamine: The studio! The studio.
Guy In Charge: I don't know how many, but there's a court
case pending right now . . .
Guy #1: We've gotten one.
Patrolman LaFamine: ONE! ONE! And how many times have
I, eh, uh, hey listen! As I say, if I've been up here once I've been up here
twenty times already.
FZ: Hey look, stop it, pack that stuff up, stop making
NOISE you guys!
Guy In Charge: Yeah, well, I understand, he didn't know
. . .
Patrolman LaFamine: Well, who's in charge here at the
studio?
Guy #1: Here he is.
Guy In Charge: In charge?
Patrolman LaFamine: IN charge
Guy #1: He's more or less in charge
Patrolman LaFamine: Are you in charge?
Guy In Charge: I don't run the studio, I just . . .
Patrolman LaFamine: Alright, listen, lemme tell you one
thing . . .
Guy In Charge: I'm in, I'm in charge
Patrolman LaFamine: You're in charge at this point
Guy In Charge: Right.
Patrolman LaFamine: My name is Patrolman LaFamine
FZ: Here, have a BUN.
Patrolman LaFamine: Now, as of tonight . . .
Guy In Charge: Right.
FZ: You want a BUN?
Patrolman LaFamine: If I come back here, and every night
that I do come back here, I don't care who says he's in charge, I will issue
a summons.
Guy #1: I'm issuing you a bun
Patrolman LaFamine: An' anybody thinks it's a great joke,
you can all laugh in the court.
Guy #1: Yeah, I issue it.
Guy In Charge: But, uh . . .
Patrolman LaFamine: You guys ain't got one hit record
by now, my goodness.
Guy In Charge: We have, we have to . . .
Guy #1: It takes a long time.
Patrolman LaFamine: You know what I mean. This is ridiculous!
FZ: Are you sure you don't want one of those breakfast
rolls on your way down the stairs?
Guy In Charge: Yeah . . .
Patrolman LaFamine: You better believe that I don't want
nuthin'
Guy In Charge: Who gets, who gets the summonses, is the,
the organization?
Patrolman LaFamine: Whoever it is in charge at the time.
He could say Joe Blow, I don't care what kind of a name he gives me. Then
if the courts decide, if they wanna know who he's takin' orders from, they'll
summons that person to court. That's all there is to it.
Guy #1: Alright. Take care.
Guy In Charge: Right.
Guy #1: Okay.
FZ: Nighty-night!
Mayfair Studios, NYC
August-September, 1967
Dick Barber--snorks
FZ--kazoo, percussion, celeste
1969
Don Van Vliet--vocals
I'm a band leader. Not only can I drink a whole lot, but I play 23 different instruments too and I don't even know how to read music. Self-taught, you know. Couldn't tell it, though, to hear me play. When I play and sway in rhythm to the catchy little tunes that I know all the girls for five miles around get hot pants for me, hotcha!
Last night was pretty good for a Wednesday. We got ten requests for, we got "Bill Bailey," and we played them all and we got seven people came up for the twist contest. I gave away a box with two small bottles of champagne imported from Europe, heh, and kissed the girl who won and shook hands with the guy she was with. He didn't mind when I kissed her because I'm important.
We have a new routine. Been working on it for three weeks or more. I pretend I'm a queer and the sax player pretends he's a queer, too, and later on in the show --this'll kill ya--, we kiss each other so that it looks to the audience like we kiss each other on the mouth, heh. When we go . . . into a fast number, GOD, the people love it! Wait till we get to Las Vegas!
(Ha-heh-heh)
Zappa Basement, LA
1969
Don Van Vliet--lead vocal
FZ--guitar
Winged Eel Fingerling (Elliot Ingber)--slide guitar
Drumbo (John French)--drums
You may find me, baby
Yeah, this street
With my slippery fists
Knock it like this 'n
Knock it like that
With my heart in a cage
Tucked up under my hat
Fluttering like a little black bird, yeah
Just seen his furs, pussycat
Got my umbrella up in front, yeah
'N over my head
Ready to beat you, baby,
If ya don't let me in
Cuz it's raining
Cuz it's raining, baby outside
Well I'm tired and cold and hungry
Been knocked like this an'
Knocked like that
Don't you see that bad backyard
Alley cat
I want dis little pussy
Baby wants some o' dis
And some o' dat
Don't treat me, baby, like your
Any old Alley Cat
Alley Cat, Alley Cat
Alley Cat
Don't treat me, baby, like your
Any old Alley Cat
Voice recorded in 1969
Synclavier recorded c. 1992
Don Van Vliet--vocals
FZ--Synclavier
You might think my hat is funny, but I don't.
I'm the Grand Wazoo.
Keeper of the mystic scrolls.
And rolls of parchment from the lodge.
And I'm a Veteran.
Every day on coffee break at the hardware store, I tell Fred
What to expect because we play pranks during the . . . initiation.
I'm the Grand Wazoo.
I'm the Grand Wazoo.
I'm the Grand Wazoo.
I'm the Grand Wazoo, from the hardware store.
Fuck you if you don't like my hat.
Basic track probably:
Paramount Studios, LA
Spring 1972
Overdubs:
Bolic Sound
May 30, 1973 and June 1, 1973
Ricky Lancelotti--vocal
FZ--guitar
George Duke--piano, clavinet
Erroneous--bass
Aynsley Dunbar--drums
Ian Underwood--saxophone
Bruce Fowler--trombone
Sal Marquez--trumpet
L.A. in the summer of '69
I went downtown and bought me some wine
I wasted my head on a bottle of juice
And now the grape won't cut me loose
Well, I'm a wino man
Well, don't you know I am?
Great god almighty, don't you know I'm a wino man?
36, 24, hips about 30
Seen a fine lady and I started talkin' dirty
She looked at me and then she raised her thumb
And said: "Jam down the road, you funky-ass bum"
Well, I'm a wino man
Well, don't you know I am?
Great god almighty, don't you know that I'm a wino man?
I went to the country
And while I was gone
I lost control of my body functions
On a roller-headed lady's front lawn
I'm so ashamed, but I'm a wino man
And I can't help myself
I've been drinkin' all night till my eyes got red
Stumbled on the gutter and busted my head
Bugs in my zoot suit have me scratchin' like a dog
Can't stand no water, and I stink like a hog
Give me a five-dollar bill
And an overcoat too
Give me a five-dollar bill
And an overcoat too
Five-dollar bill and an overcoat too
Five-dollar bill and a Florsheim shoe
Bolic Sound, Inglewood
late 1973-early 1974
George Duke--keyboard
Ruth Underwood--percussion
Bruce Fowler--trombone
Tom Fowler--bass
Chester Thompson--drums
Ralph Humphrey--drums
Whitney Studios, Glendale
April 4, 1973
FZ--guitar
Jean-Luc Ponty--violin
George Duke--keyboard
Ian Underwood--woodwinds
Ruth Underwood--percussion
Bruce Fowler--trombone
Tom Fowler--bass
Ralph Humphrey--drums
FZ--all synthesizers
Whitney Studios, Glendale
April 3, 1973
FZ--guitar
Jean-Luc Ponty--violin
George Duke--keyboard
Ian Underwood--woodwinds
Ruth Underwood--percussion
Bruce Fowler--trombone
Tom Fowler--bass
Ralph Humphrey--drums
Hot Rats Sessions
August-September, 1969
Don "Sugar Cane"
Harris--violin
FZ--guitar
Ian Underwood--Fender Rhodes
Unknown [probably Max Bennett]--bass
John Guerin--drums
Ocean Way Recorders, Hollywood
February, 1980
FZ--guitar
Tommy Mars--keyboards, vocals
Arthur Barrow--bass
Vinnie Colaiuta--drums
Terry Bozzio--vocals
Dale Bozzio--vocals
Ray White--vocals
Ike Willis--vocals
Hello! Anybody home?
Special Delivery.
(Oh no . . . )
Registered Mail. You're gonna have to sign for this buddy.
(Oh no . . . )
Come on, I know you're in there.
(Oh no . . . )
I don't wanna get drafted. I don't want to go
I don't wanna get drafted.
I don't wanna get drafted. I don't want to go
I don't wanna get drafted
No-no-no.
Roller skates and disco is a lot of fun
I'm too young and stupid to operate a gun.
I don't wanna get drafted
I don't wanna get drafted
I don't wanna get drafted
I don't wanna get drafted.
My-ay-ay sister don't wanna get drafted
She don't wanna go
My sister don't wanna get drafted.
My-ay-ay sister don't wanna get drafted
She don't wanna go
My sister don't wanna get drafted
Woh-oh-woh-oh-woh.
Wars are really ugly, they're dirty and they're cold.
I don't want nobody to shoot her in the foxhole . . . foxhole.
I don't wanna get drafted
I don't wanna get drafted
I don't wanna get drafted
I don't wanna get drafted.
Wars are really ugly, they're dirty and they're cold
I don't want nobody to shoot me in the foxhole . . . foxhole.
Aiieeeeeeeee . . . Shot in the foxhole.
Shot in the foxhole . . . shot in the foxhole . . .
Shot in the foxhole . . . shot in the foxhole . . .
Aiieeeeeeeee . . . Shot in the foxhole.
Shot in the foxhole . . . shot in the foxhole . . .
Shot in the foxhole . . . shot in the foxhole . . .
Aiieeeeeeeee . . . Shot in the foxhole.
Shot in the foxhole . . . shot in the foxhole . . .
Shot in the foxhole . . . shot in the foxhole . . .
Aiieeeeeeeee . . . Shot in the foxhole.
Shot in the foxhole . . . shot in the foxhole . . .
Shot in the foxhole . . . shot in the foxhole . . .
Aiieeeeeeeee . . . Shot in the foxhole . . .
The Record Plant, LA
March 4 & 11, 1970
Don "Sugar Cane"
Harris--vocal and electric violin
FZ--guitar and background vocals
Ian Underwood--keyboards and
saxes
Max Bennett--bass
Aynsley Dunbar--drums
I would be so delighted!
My my-my-my
Cryin'
Mmm-mmh . . .
I'm cryin'
I'm cryin'
Cryin' for Sharleena,
Don't you know?
I called up all my baby's friends
'N ask'n um
Where she done went
But nobody 'round here seems to know
Where my Sharleena's been
Where my Sharleena's been
Cryin'
I'm cryin'
Cryin' for Sharleena,
Can't you see?
I called up all my baby's friends
'N ask'n um
Where she done went
But nobody 'round here seems to know
Where my Sharleena's been
Where my Sharleena's been
Ten long years I been lov'n her
Ten long years
And I thought deep down in my heart
She was mine
Ten long years I been lov'n her
Ten long years
I would call her my baby, and now,
I'm always cryin'
Well, I would be so delighted (my my-my-my-my)
I would be so delighted (my-my!)
If they would just
Send her on home to me
Well, I would be so delighted (mm-mm-mmh)
I would be so delighted (yeah, yeah)
If they would just
Send her on home to me
Send my baby home to me (aaah)
Send my baby home to me (ooh)
Send my baby home to me (yeah)
Send my baby home to me (yeah)
Send my baby home to me (yeah)
Send my baby home to me (ooh)
Send my baby home to me . . .
All compositions by Frank Zappa except as noted