The True Story Of 200 Motels

THE TRUE
STORY
OF
200 MOTELS

Two!

FZ: What?
Lock it!
57, take 1!

IN 1970 FRANK ZAPPA
WENT TO UNITED
ARTISTS FILMS WITH A
PROPOSAL FOR AN
ABSURD PROJECT
CALLED "200 MOTELS".

DAVID PICKER
APPROVED IT.

IT WAS THE FIRST
FEATURE-LENGTH FILM
TO BE SHOT ON
VIDEO TAPE.

IT WAS PHOTOGRAPHED
IN 7 8-HOUR DAYS.

IT WAS EDITED IN 11
10-HOUR DAYS . . .
WITHOUT THE USE OF
COMPUTER FACILITIES.

IT COST $679.000.

IT SET THE STANDARDS
FOR THE MOST
ADVANCED VIDEO
TECHNIQUES OF ITS TIME.

IT INTRODUCED THE
BASIC FORM USED
TODAY IN MOST
ROCK VIDEOS.

IT GOT SHITTY REVIEWS.

THIS IS SORT OF ABOUT
HOW IT GOT MADE.

The "STORY" in
200 MOTELS is about how
touring makes you crazy.
It is also about how
everyoody in the MOTHERS
always wants to quit the
group and play
"REAL MUSIC".

Part of that story begins
October 25, 1968,
in a performance at
ROYAL FESTIVAL HALL,
London, England.

JCB: How are you gonna get laid if you dont play rock & roll and drink beer?

JIMMY CARL BLACK
and
IAN UNDERWOOD

JCB: You get laid after the concert if you play rock & roll, this kind of crap you're not gonna, you're not gonna get laid anyway with that uniform on. I'll tell you what I'm gonna do. I'm gonna quit I'm gonna go out and hustle me some chick, the hell with you.
Ian: Jimmy, you need some discipline.
JCB: I'm leaving the group.
Ensemble: Boo! Boo!

FZ: Jimmy Carl, I must inform you, I must inform you, Jimmy Carl, for your own good, that here in London you're not gonna get any pussy unless you look like a popstar. Fix him up! . . .

FILLMORE WEST
San Francisco, California
Summer 1970

Mark: Say Howie, do you like my new car?
Howard: Oh, it's . . . real cool.

FLO & EDDIE
In an early performance
of the infamous
"GROUPIE ROUTINE"

Howard: Do you know how to get to the Holiday Inn?
Mark: Which one are you staying at?

Sorry folks, the original
source for this track
(and other 1970 vintage
tracks used here) is 16mm
mono documentary audio
provided by VPRO-TV
Holland.

Howard: The one by the airport. We gotta get up early and fly out of this burg in the morning, you know?
Mark: Oh, where do you play tomorrow night?
Howard: Palestine.

This bit of folklore
(based on a true story)
was part of the original
"200 MOTELS"
plot continuity.

Mark: Oh, you're so professional. The way you get to travel to all those exotic places. Do you really have a hit single on the charts, with a bullet?

Only one third of the
shooting script
(several hundred pages)
had been photographed
when United Astists
pulled the plug.

Howard: Listen, honey, would I lie to you just to get in your pants?
Mark: Don't talk to me that way, Howie! I AM NOT A GROUPIE! And neither is my girlfriend Jeff!
Jeff: Bullshit, Howie. One night One night only we only like you musicians for friends.

The plot of the film
(as it appears in it's
current form) was created
in the editing room from
scenes completed during
56 hours of principal
photography.

Howard: But, I thought you said you got off being juked with a BABY OCTOPUS, and SPEWED upon with creamed corn, and that your harelipped dyke girlfriend dug it with a hot 7-UP bottle and she went bananas, what's the deal?
Mark: Oh, Howie, all that's true. And sometimes I dig it with a Jack-In-The-Box ring job, but WE ARE NOT GROUPIES! I told Robert Plant that . . .
Howard: But I want some action! I want a steaming, succulent, slimy, ever-widening hole with a teen-age girl attached to it! I mean, I know we're gonna get our rocks off, baby.
Mark: Not until you sing me your big hit record. I've been looking for a guy from a group, with a dick, which is a MONSTER!
Howard: That's me! That's me! Oh, baby! Why didn't you say that before? Take me, I'm yours, fulfill my wildest dreams.
Mark: Oh, anything for you, my most succulent popstar of a man! Bead jobs! Knotted nylons! Bamboo canes! Beef jurkey! Ice cubes! (...) electric pony harness air cool, all these and more, Howie . . . All these and more!
Howard: I CAN'T STAND IT! I CAN'T STAND IT! I CAN'T STAND IT! THREE DOG NIGHT! THREE DOG NIGHT! NO, PLEASE! I CAN'T STAND IT! I CAN'T STAND IT! . . . I'M GOING HOME, I'M GOING HOME . . . I can't stand it. Give it to me right here, right here in the car, oh, you little hole . . . Give me the pony harness!
Mark: Not until you sing us your big hit record, Howie. And we wanna hear the BULLET.
Howard: What?
Mark: I have a problem.
Howard: Would you like to talk about it?
Mark: I can't come. I can't come unless you sing me your big hit record, ah-hah, and you gotta sing me the BULLET, please, Howie . . . sing it, sing the record, Howie, the one, the one . . . all my pictures of Jim Morrison, I could throw all my pictures of Donovan too . . .
Howard: Okay, honey, bend over and spread on, here comes my BULLET!

CENTERVILLE

The only footage
of the first trial run
of Cal Schenkel's
PENIS MOBILE.
This scene never made it
into the final version of
200 MOTELS.

Mark: Say uh, do you like my new car?
Howard: Oh, it's real cool! You know how to get to the uh, cheesey motel?
Mark: Oh, which one is it? He he he he!
Howard: The one by the airport. We've . . . AA-AA-AAh . . .Oh, man . . .
FZ: Coming up, okay, "do you like my new car?"
Mark: Do you like my new car, or what?
Howard: It's real cool. Do you know how to . . . AAA-AA-AAh!
Mark: AAA-AAA-AAh!
Howard: AA-AAA-AAH! Do you know how to, how to get to the cheesey motel with that smashing, you know, the butter shop?
Mark: Which one are you staying at?
Howard: Oh, the one by the airport.
Mark: Keep it up, Ian! IAN!
Howard: We gotta get up early, fly out of here in the morning, you know.
Mark: Oh yeah, really?
Howard: Oh yeah, really.
Mark: Where do you play tomorrow night?
Howard: Oh, Tierra del Fuego.
Mark: Oh yes?
Howard: And then there's that Barbecue at Mutts.
Mark: Oh, you're so professional.
Howard: OW!
Mark: I mean uh, wait . . . ha ha ha!
Howard: Ow!
Mark: HA HA HA! The way you get to travel to all those exotic places. Do you really have a hit single in the charts with a bullet?
Howard: Listen, honey, would I lie to you just to get in your pants?
Mark: Don't talk to me that way!
Howard: Keep your eye on the road!
Mark: I'm . . . HA HA HA HA . . . I am not a groupie.

FZ: This is Euclid Motorhead Sherwood.

200 MOTELS also
dealt with the problems
of people who wished they
were part of the group,
but faced rejection for
various reasons.

Motorhead: What's he doin', Ian?
Ian: He's nervous 'cause he couldn't play with our new group.
Motorhead: Oh, that's nice, look at all those suits.

In this scene from the
1968 Festival Hall Show,
Motorhead Sherwood
wants to join,
but fails to qualify.

FZ: Motorhead covets the uniforms of the other band. And also shows some interest in the bum of Underwood.

Ian: Ayyyy
Motorhead: Hey, ten years ago I knew a lot of guys that had suits like these. They're really nice. Hey can I play in the band and get a suit like that too?
Ian: No!
Motorhead: But I like the suits and I can play good. I can play . . . I can play anything.
Ensemble: BOO! BOO! BOO!

FZ: Motorhead is lying. He can't play good, he can't play anything. He's trying to con his way into the other band. He knows they don't want him.

Bunk: I heard you play before.
Motorhead: But I got practicing and play good.
Ian: No discipline.

FZ: He's lying. He hasn't been practicing, he doesn't do shit.

Bunk: Ask me you couldn't even count to four.
Art: Come on, beat it, man.
Motorhead: You can't do that to me, I'll fix you.
Art: Go ahead.
Motorhead: I'll get into your band. I'll get into your band.
Bunk: Okay Motorhead, just get out of the way.
Motorhead: You can't stop me, I'll get in there somehow.
Ian: Take a walk, you fruit.
Motorhead: There's no way you can stop me, I bet ya!

FZ: Motorhead explains to the members of the Robot Combo that nothing can stop him, he will join their group whether they like it or not.

The orchestral music
used in 200 MOTELS
was composed over a
five-year period.
Some of it originated
with this performance
in 1968.

The piece heard here in
its premiere performance
by members of the
BBC Orchestra
eventually became
"THIS TOWN IS A
SEALED TUNA SANDWICH".

Most of the orchestral
sketches were done in
motel and hotel rooms
around the world during
early MOTHERS Tours,
hence the movie title
"200 MOTELS"
(based on an estimate
of the actual number).

VIENNA, AUSTRIA
October 1968

JCB: What's goin' on here? I thought we were gonna play a Rock & Roll concert.

FRANK ZAPPA
Los Angeles, 1982

FZ: Yeah, right.
Richard Hart: What is, now, for the longest time there's still people who think this way, for the longest time we run in these people say, "Yeah, video is great, but you can't do with video what you can do with film." People look down their nose at video. You were fascinated with video earliest, attracted in a curious way a long time ago, even before 200 Motels. What first turned you on to video?
FZ: Well, I liked the fastness of it, I mean, I think that's what everybody likes, 'cause you push the button, you tape it, you push another button, you play it back, you don't go to the lab, you don't do anything, it's just there. That's, that's very modern.

This is the only surviving
footage of the hideous
little cubicle in London where
"200 MOTELS" was edited
(manually, without CMX or
other post production tools).

Richard Hart: Why, why was 200 Motels in video, as opposed to do it on film?
FZ: Because to do a musical on film cost millions and millions of dollars, and uh, to do a musical on video tape, that film for instance, costed $679.000, and if they, if United Artists, who put up the money for the picture, would have been a little bit more uh, (...) in the way that we were operating there, I think that would have turned up better, but we were held exactly to the budget, which allowed us FIVE days to shoot it. That's, so, no, 7 8-hour days, 56 hours to shoot it, and 107 hours of video editing, and then after the video editing was done, it was transfered to 35mm technicolor, and then, the rest of the work that you do to make a movie come out, like uh, the titling, and the dubbing, and stuff, it was all done in film.

Tony Palmer: Well, um essentially what we do is to record the whole operation on color videotape. Uh, the color videotape has three primary colors: red, green, and blue. And the old technicolor process had also three primary colors, red, green, and blue.

TONY PALMER
Video Director

Tony Palmer: So we put two pieces of the jigsaw puzzle together and said, "A-ha". Well, if the two are the same in this way, it must be possible to transfer color tape to color film using the three primary colors red, green and blue. So we began to experiment with transferring color tape in this way. The initial problem was that the poor quality of the television picture didn't stand up to examination when you showed it on an enormous cinema screen. You saw, for example, you saw lines. But fortunately . . .
Roelof Kiers: And distortions.
Tony Palmer: And distortions, yes. But now we've found a way around that, and in fact the color that we are able to make with color television is rather better, we think, than the equivalent of 35mm film.

At one point during
production, Mr. Palmer
demanded that his name
be removed from the
credits of "200 MOTELS",
out of concern for his career.

Roelof Kiers: And that was your British intention.
Tony Palmer: Well, it's just . . . yes. He he he he . . .

FZ: He makes a secondary grab for the tit (...) jumbo jets. But she kneels on his chest (...) supposedly (...) Ha ha ha!
Keith: Ha ha ha!

Tony Palmer: Well, I think Frank has had this dream for so long now, that I think that even he has become unsure as to what exactly the dream constitutes. It's a kind of mixture of childhood fantasies, adolescent fantasies, and now grown-up fantasies, all somehow strung together to make some kind of enormous nightmare that he may or may not have had at some point in his life.

Toward the end of
principal photography,
Mr. Palmer, in a fit of
peek, threatened to
erase all of the master
video tapes of the movie.

Tony Palmer: And one's problem as a director is trying to unfathom that dream and make some kind of coherent sense of it.

Roelof Kiers: Why are you, as a producer, interested in 200 Motels?
Jerry Goode: Strictly because of the uh, the creative aspects of it.

JERRY GOODE
Producer

Jerry Goode: I think what Frank can done creatively from a musical point of view is . . . story telling point of view is so fresh that . . .

In order to "balance the
film budget", Mr. Goode
ordered that all original
video master tapes be
erased and sold as
"Used Stock".

Jerry Goode: . . . it uh, excited us, that's why we really got involved, and I think he's a brilliant talent, and uh, the whole feeling of 200 Motels from the point of view of what he is trying to say.

Net benefit: under $4000.00
Net loss: all unused scenes
from "200 MOTELS".

Roelof Kiers: Mm-hmm. What is he trying to say?

FZ: It's a mixed-media presentation, a combination of a film, an opera, a television show, a rock & roll concert, various different elements that all tells a story of when you go on the road it makes you crazy.

"SLEEPING IN A JAR"
Live recording
RAINBOW THEATER
London, England
December 10, 1971

1970 TOUR FOOTAGE
NEW YORK CITY

Roelof Kiers: Do you see any commercial potential in it?
Jerry Goode: I, sure as hell I hope so! He he he . . .

Tony Palmer: Cue guy! My God, for Jesus Christ sake! Thank you (...).

FZ: This starts off with a, a-hem, sort of a quiet string and piano background with the strings divided into mini-parts, then we have the (...) version of the girl's dream which begins with uh, the sopranos and altos blowing bubbles with stray into a paper cup in this area A here, and the narrator who might possibly be the conductor (...) the conductor saying this lines, he says, "The girl wants to fix him some broth," and then at that point the sopranos and altos take the stuff that they've been blowing the bubbles in and they pour it in a cheap aluminum pan which makes a dribbling noise. And that's acompany by the vibes and the bells (...) this little madness here, and then she's trying in her dream, she's trying to win his love and she's actually making a low-budget attempt to seduce this boy in this vacuum cleaner.

"THE PLEATED GAZELLE"
Rehearsal

Male Tenor:
The girl wants to fix him some broth.

Chorus:
Doo-wee-oo
Tinsel cock, my baby

PHYLLIS BRYN-JULSON
Soprano

Phyllis:
Would you like some broth?

Male Tenor:
Some nice soup

Phyllis:
Some hot broth?

Chorus:
YUM!

Male Tenor:
Small dogs in it

Phyllis:
Yooooouuuu . . . Do you?

Male Tenor:
You like broth?
Dog broth?

Phyllis:
Hot broth?

Chorus:
Hot dog broth.

Male Tenor:
You like dog broth hot?

Phyllis:
Hot dogs debris

Male Tenor:
How do you like it?

Chorus:
Dog breath
Dog broth
Dog breath broth

FZ: And the chorus comes in and goes, "Doo-wee-oo, tinsel cock, my baby," and then she says, "Would you like some broth?" and the narrator says, "Some nice soup?" and she goes, "Some hot broth," and the chorus goes, "Yum!" and snap their fingers and then they hum, and he says, "Small dogs in it?" and the chorus goes, "Doggies," and she goes, "Hmmm, do ya?" and the chorus goes, "Do," and he says, "You like broth?" and the chorus goes, "Do-(...)" and then they sing, "Hot dog broth," and he says, "Dog broth? You like dog broth hot? How do you like it?" the soprano solo says, "Hot broth, hot dog debris," and the sopranos and altos sing "Debris," and they stomp their foot, a little marimba madness in there, and the whole chorus goes, "Dog breath, dog broth, dog breath broth," and simultaneously the narrator sing, "Debris of the four styles offered, debris broth breath, and the ever popular hygienic European version tinsel cock," and then there's a fanfare where the whole chorus screams . . .

Chorus:
TINSEL COCK!

Male Tenor:
Which do you choose?

FZ: And then the narrator says, "Which do you choose?" (pardon me) and there's a break, a short one, and uh, three guitarist and a couple of woodwinds and a harpsichord come in playing this some might say sinister music and, sets the mood for this area where the narrator says, "The girl, in a statement to the press, explains . . . "

FZ: Normally, you see musical on, in a movie, and everybody is mimicing to a playback tape, and there's none of that on 200 Motels.

With the exception of the
"PENIS DIMENSION"
TORCH LIGHT PROCESSIONAL

FZ: There was a real orchestra playing the real notes, there was a real rock & ba-, rock & roll band playing the real notes, and the people who sing the parts, they're doing real singing, it's there, it was designed to have a lively happening feel to it. Very difficult to get a lively happening feel with a bunch of people like the Royal Philharmonic Orchestra, that was the most ill behave bunch of pootheads that I have worked with, and they're actually attempting to sabotage the show and on the last day of shoot uh, they--we rented all the tuxedos for the orchestra, and all the guys they ripped theirs up and you know, made vandalism to uh, the property there, these are wrong men working in a symphony orchestra, you know, this kind of stuff is expected in the worst punk group, they're probably fathers of punkers.

Tony Palmer: Stop beating the gorilla sixteen times.

How long?
How long?
Till that mystery roach be arrivin' soon
Ya-ooo Ya-ooo Ya-ooo Ya-ooo

FZ: The way the thing was shot, we had a very big soundstage with the orchestra on one end, the band over here, and the dancers over here, and there was something going on at least, in at least two areas of the stage all times, it's being coordinated, something was rehearsed here, or they're shooting something else over here, and then they switch the cameras around and do it, and a very complicated shoot, and uh . . .
Richard Hart: It worked.
FZ: It worked.

Howard: Well, the character I play is a great guy, you see.

HOWARD KAYLAN

Howard: Right away that gives me a start. Uh, on the other hand, half of it's reality and half of it isn't, you know? Where the line is, it's sometimes even hard for the players to tell, you know. It's just that when you look at your script some lines come easier than other lines, you know, and usually those are the ones that you've said before, or feel that you could say quite honestly, you know, and some of the other things were made up and it, it comes out that way.

Howard: I've been without female companionship for so long--Monday, for instance--that a career as a Jesuit monk sounds inviting. Ian is starting to look good to me.
George: Must be his green velour socks . . .
Martin: You just calm down there, Duke.
Mark: Ever since you left the jazz world to seek fame and fortune in the rock & roll industry . . .
Martin: Rock & roll! What d'ya mean rock & roll? This fucking band doesn't even play rock & roll, it's all that comedy crap.

FZ: If you're not a professional actor, if you're not trained to act, to be somebody else all the time, the easiest thing for you to do, when you only have a week to make a movie is just to be yourself on the screen. So the lines that the people speak in the film, with the exception of some of the real fantasy characters like the Vacuum Cleaner, or the, or what Theodore Bikel says, are all based on the actual speech patterns and the lifestyle of the people who are in the group.

Jeff: Smurf mee! Smurf mee!

AYNSLEY DUNBAR
and FRIEND
Fillmore West Backstage

Howard: Smurf meee!
Jeff: Metz. Right Howard?
Howard: Right Jeff, we're going for the money, all the way

Roelof Kiers: You, you don't use this technique as a kind of psychological therapy for the members of the group.
FZ: Well, some people have suspected that, but I wouldn't say that's a prime purpose of the film.
Roelof Kiers: What is it?
FZ: The prime purpose of the film? Oh, that's to be revealed later.

Lucy: It's just like home!

FZ: There's one special section that deals with a fantasy that I had one time I was stranded in Kentucky. That's the section called The Pleated Gazelle, that tells about a love affair between a boy and a girl and an industrial vacuum cleaner.

MOTORHEAD SHERWOOD
As the young Newt Rancher
DICK BARBER
(Our 1970 Road Manager)
As "CHUNGA",
The Gypsy Mutant Industrial
Vacuum Cleaner

Miss Lucy: Eeeh it's dirty!
FZ: It also works good on a pie.
Miss Lucy: It does
FZ: The Atlas Vacmore, ladies and gentlemen.

Roelof Kiers: Do you expect any problems with the censors?
Jerry Goode: I can't answer that, I really can't, honestly. I can't answer that.
Roelof Kiers: Well, you are in the business . . .
Jerry Goode: I uh, I think there will obviously be, be a problem in the United States, but in the foreign countries I don't think it would be that problem.

"200 MOTELS"
Was rated "R" in America,
however, in that "foreign
country", ENGLAND,
it received an "X".

Jerry Goode: In all honesty, beyond the lyrical content of the picture, it is not a obscene picture in any sense of the word. It's, it's more anti-sex than it is pro-sex.

JIMMY CARL BLACK
On the porch of the
NEWT RANCH

MOTORHEAD SHERWOOD
At REDNECK EATS

During production
just about everyone
working on the film
thought it was a
stupid idea.

Lucy?: The pin.
Theodore: The bee . . . pin, pin . . .
FZ: Wait a minute, I'll tell ya! Mark walks over in here, you just come over and stand near the side of the organ and watch in the background.

They hated the early
wake-up calls and waiting
around for solutions to
the unexpected
technical problems,
unique to this type of
film production.

FZ: The same with George.
Theodore: I'd better, may better do it from the side, that should be better. "You are Volman!"
Howard: No. No, no, no . . .
Theodore: So, alright, listen. I'll come in, come in with my briefcase, I see all of this thing . . .
FZ: Yeah.
Theodore: I'll go, "Ping!" Everybody wakes up. How do we, how do they know that I . . .
FZ: . . . A general sweep so they see that you're getting Mark back in there and everybody wake 'em all up.
Theodore: I will go, "Prn-rn-rn-rn-rn-rng! You're Volman."
FZ: Yeah.
Theodore: I'll go, "Prn-rn-rn-rn-rn-rn-rnng! You're Volman."
Howard: And as he sweeps around everybody . . .
Theodore: Everybody wakes up as I see them. Okay? Go . . . "Well, you may call me Rance Muhammitz."
Howard: "We already did. I called you Rance. He called you Muhammitz. Few minutes ago at the beginning of that song."
Theodore: "Sitting, sitting across (...) in the fake night club with an Indian gentleman, suddenly I sensed a need on your behalf to communicate with me. There was a need, wasn't it there? Or you wouldn't have called. Would you?"

THEODORE BIKEL
as
"RANCE MUHAMMITZ"

Roelof Kiers: Theodore Bikel, you've been in many movies. Twenty, I think.
Theodore: Thirty, more like it.
Roelof Kiers: Thirty already! Why are you in 200 Motels?
Theodore: Well, because I was intrigued by the whole idea, it was no more than an idea when Frank came to me first. I came with exactly, I think it was fifteen pages of an outline. There was all there was, there was no more. But eh, it was intriguing. It was interesting, and uh, Frank himself is a, it's, you met him, you know. It's a very exciting personality, so let's film what idle be a complete flop, chaos, or an, an extraordinary film. There'd be nothing in between.

Roelof Kiers: You play yourself in 200 Motels.

MARK VOLMAN

Mark: Well uh . . . I play a version of myself as Frank sees me, you know, like, you know what I mean?
Roelof Kiers: No.
Mark: It's not, uh, he sees the group from . . . like we see him from one point of view and he sees us from another place, this was written around like where, you know, the folklore that each member had brought to create the image that we portray.
Roelof Kiers: It's partly true?
Mark: What?
Roelof Kiers: Is it partly true or not?
Mark: Well uh . . .
Roelof Kiers: Is it?
Mark: I think so, I think that like uh, some of the scenes have happened before. You know what I mean.
Roelof Kiers: Which ones you mean?
Mark: Oh, specifically the, the hotel room scene where the group sits and talks about how Frank is not important to what the group is and . . . that scene I remember happening many times uh, just the whole idea that it is Frank Zappa & The Mothers Of Invention has always given us something to talk about, you know, Frank is, you know, our boss and so there's always that kinda management uh, worker relationship that, you know, that just happens, it isn't like you, you plan for it to happen, it just does . . .

JEFF SIMMONS

Jeff: Let me tell you right now, man. You got your armies; you got your rock bands. You try and turn a rock band into an army, this is what you get.

"PENIS DIMENSION"
Fillmore West
San Francisco, California
Summer 1970

Mark: Hi, friends. Did you ever consider the possiblity that YOUR PENIS, or in the case of many dignified ladies, that the size of the titties themselves might provide elements of sub-conscious tension? Yes, weird, twisted anxieties that could force a person to have to become a politician!
Howard: Hooray!
Mark: A policeman! A Jesuit monk.
FZ: Dominus vobiscum et cum spiritu tuo.
Mark: A rock and roll guitar player! A wino! A vampire. You name it. Or in the case of the ladies, the ones that can't afford a silicone BEEF-UP, may become writers of hot books!
Howard: "Manuel, the gardener, placed his burning phallus in her quivering quim."
Mark: Or Carmelite nuns!
Howard: "Gonzo, the lead guitar player, placed his mutated member in her slithering slit." Ha ha ha!
Mark: Carmelite nuns. Or racehorse jockeys! There is no reason why the size of your organ should trouble you, or your loved ones. THERE IS ENOUGH TROUBLES IN THE WORLD TODAY, RIGHT BROTHERS?
Howard: RIGHT ON, [...] MOTHERS!
Mark: Now, if your a lady and you've got munchkin tits, you can console yourself with this age-old line from grammar school. Help me out, brother.
Mark & Howard: "ANYTHING OVER A MOUTHFUL IS WASTED!"
Mark: Yes, isn't that true! Isn't that true! And if you're a guy, and if you're a guy, and you're in this audience tonight and you're ashamed about the size of your dick . . .
FZ: "ANYTHING OVER A MOUTHFUL IS WASTED!"
Mark: Yes! And you're ashamed of your dick, and one night you're at The Fillmore, you're going back [...] you got this chick, this guy hits on you right [...] really cool guy hits on you, and he says . . .
Howard: Eight inches or less?

Jeff: How ya doin', Peter? Good to see you.
Mark: Hey, what happened to . . . ?
Jeff: This is my wife, Breena.

Jeff's wife Breena
convinced him to walk out
on his role in "200 MOTELS"
because he was
"Too heavy to be in
this Group . . . "

Jeff: This is Peter.
Breena: Hi, Peter, how are you?
Jeff: How do you pronounce your name, man? How do you pronounce his name, Peter? Roelof.
Peter: Roelof.
Jeff: That's Roelof. This is Breena.

FZ: From the point that Jeff Simmons quit the group we've had a bunch of adventures trying to find somebody to replace him, not only for the bass parts in the music, but to play the role that he was supposed to play in the film, which is a pretty large part. And, uh, our first candidate for the role was Wilfrid Brambell, who played the grandfather in A Hard Day's Night. So Wilfrid came over, tried out for the part, everything was set, he rehearsed with us for about a week, and then one day came to the studio here, and completely freaked out, and said that he couldn't handle it anymore. So, we went into the dressing room, sat around with the guys in the band, and tried to figure out what we were gonna do about replacing the replacement. And the first person that walked through the door was Martin Lickert, who happened to be Ringo's driver, and, uh, everybody just turned and looked at him and went, "You!"

MARTIN LICKERT

Martin: I just went out to get some cigarettes for him one day and came back and walked into the dressing room and there's Frank and the rest of the Mothers and Ringo, few other people, and I walked in the room and they all went, "Yeah!" I said, "Yeah what?" You know, "Would, would you like to try Jeff's part?" You know, so I just tried that, and it seemed to work okay.
Roelof Kiers: Mm-mmh . . .
Martin: So Frank said, "Well, if you can play, play bass, you can try playing with the group as well."
FZ: So he took the script and he read it and he sounded good and then just quite by accident, we found out that he was a bass player.
Roelof Kiers: And how does he? He does it well?
FZ: Oh, he does very well, I think. I think he's good for the part, is, uh, quite professional on screen and as a bass player he's not astonishing but, uh, he can make the parts.

IAN UNDERWOOD

Ian: Goes right back down to the E.

Martin: What do you do? You join the Mothers and you end up working for Zappa! And he makes you be a creep!

DON PRESTON

Martin: You could have played the blues with John Mayall, or far-out exciting jazz with Blood, Sweat & Tears.
Don: You really think so?
Martin: Look, no one'll ever take you seriously after this . . . how can they take you seriously? In this business you either gotta play the blues or sing with a high voice.
Don: You're right, I never should have joined the Mothers. Why, I could be a star now! Oh . . .

Phyllis Altenhaus: I'd like to introduce you to Don Preston, he plays The Monster in Uncle Meat.

Actually, Don was a star
in "UNCLE MEAT", a
feature film begun in 1967,
completed and released
by HONKER in 1987

Don: Hello.
Phyllis: And he's the main story character. And this is Jim Motorhead Sherwood, of The Mothers Of Invention. Oh, Jim is working on his guitar, as you can see, and Don is just sort of working. Jim, d'you have anything to say to the people?
Motorhead: Uh . . . no.

Martin: I'm a Mother now, yeah. But don't . . .
Roelof Kiers: Temporarily.
Martin: Temporarily, or whatever, you know.
Mark: Well, we're all, that's the thing.
Roelof Kiers: What's the thing?
Mark: Temporarility.
Martin: Like a very short pregnancy.
Mark: Yeah, working with Frank isn't like working with any other group, it's all very temporary. And uh, that's the way it works. And you just, you just never know, I mean, like, it isn't the final stage for any of us, you know. Like this isn't the final Mothers Frank would have.

"DUMMY UP"
Live at THE ROXY,
Hollywood, California
November 1973

FZ: Ladies and gentlemen, Napoleon Murphy Brock, direct from San Jose, well, you know, they sort of know what's happening in San Jose, but, they're not quite sure what's happening in San Jose, and he's come to the big city to be corrupted by somebody who's from Seattle.

JEFF SIMMONS
Rejoins the M.O.I.

Napoleon: Wait a minute! What's that?
FZ: It's a restaurant menu.
Napoleon: (...). Right, right. Sheesh kebap, and some (...), and . . .
FZ: No, tell him the truth. Tell him the truth, tell him what that really is.
Napoleon: Looks like a menu to me.
FZ: No . . .
Jeff: Not only. Not only do you get the Desenex burger . . . not only the Desenex burger . . . but you are in for a real treat, Jim
Napoleon: Wait a minute, I think I like that dance better than this . . . What are you talkin' about, creep?
Jeff: What I'm talkin' about is you've been in this killer fog down here too long
Napoleon: What?
Jeff: You need somethin' to get up and go to school with
Napoleon: Wait a minute, you're not talkin' to an old fool now, you know, I wasn't born yesterday!
FZ: (Heh heh heh!)
Napoleon: Wait a minute . . . I think I'll take . . .
Jeff: I like that little dance you were doin' down there . . .
FZ: Jeff Simmons tries to corrupt Napoleon Murphy Brock by showing him a lewd dance and suggesting that he'd smoke a high-school diploma . . .
Napoleon: Hey! What you . . . what you . . . ? Wait a minute!
Jeff: Hey this, this stuff . . .
Napoleon: I've never seen one of these before . . . that's not a menu?
Jeff: This stuff is expensive
Napoleon: What is that?
Jeff: You shoot it, you'll conserve all winter
Napoleon: I do what?
Jeff: It last longer
FZ: Not only do you get the Desenex burger
Napoleon: No . . . no . . .
Jeff: Now come on, try it
Napoleon: No, no, no
Jeff: It's really good
Napoleon: No, no. Please. Please, no.
Jeff: Lemme tell you.
FZ: Hey, that's right, you heard that. (...) take a shot when he takes his glasses off.
Napoleon: No, no.
FZ: Give 'em a quick one.
Jeff: This stuff is pretty good. I use it myself.
Napoleon: No . . . I think, I think I'd do the dance.
Jeff: You like the dance?
FZ: Let the man dance.
Napoleon: I like the dance! Wait a minute, wait a minute, how do you do that dance?
Jeff: You have to smoke this. You want to smoke this.
Napoleon: Smoke it?
Jeff: Try it.
Napoleon: Smoke it?
Jeff: The first one is free.
Napoleon: Please.
Jeff: The first one is free.
Napoleon: No, please.
Jeff: Come on, you really like it.
Napoleon: Smoke THAT?!
Jeff: Have I ever lied to you? Have I ever seen you before?
Napoleon: I don't, I don't even know you!
Jeff: Look . . .
Napoleon: I don't even know what that is!
Jeff: Just bef . . .
Napoleon: And you're tellin' me to smoke it?!
Jeff: Just before, we smoked the tapes that you made
Napoleon: Smoked the tapes?
Jeff: Smoked the tapes of your group

STEVE VAI
PALERMO, SICILY
1982

Steve: Look. Right now I'm recording this. And right now you're recording this too. And right now Frank's watching this. Somebody is watching this RIGHT NOW. No. Right NOW. No. Right now. No. Now. No. Now. No. Right now. It's being filmed right now, but it's being watched right NOW.

VILLAGE RECORDERS
1979
DURING PRODUCTION OF
"JOE'S GARAGE"

Ike: "Hey, Jeff has gone out there on that stuff! We've got to get him back to normal before Zappa finds out, and steals it . . . "
Ike & FZ: " . . . and makes him do it in the movie!"
Warren: "You stoled the mystery burger"
"That's right!"
"HA HA HA HA!"

AL MALKIN
IKE WILLIS
WARREN CUCURRULLO

Warren: "Sign in blood"
Al: "Blood?"
Warren: "Yeah"
Al: "You know what you can do with this pen here? You can take this pen and . . . "
"Hang it up your ass!"
Al: "Ram it!"
"Life on the road!"

Director: Quiet in the background, please! Once again, Ringo.

RINGO STARR
1970

Ringo: "Each guy has his own speciality of going out to find the . . . " What is it?
Director: "Getting the girl of his dreams."
Ringo: Not "going out."
Director: "Each guy has his own speciality for getting the girl of his dreams."
Ringo: "Each guy has his own little speciality of getting the girl of his dreams."

Keith: Well, I play the part of a perverted nun. Well . . .

KEITH MOON
&
GAIL ZAPPA

Gail: A popstar disguised as a groupie disguised as a nun.
Keith: Right.

Roelof Kiers: Janet, what are you supposed to play in the film?

JANET
NEVILLE-FERGUSON

Janet: A groupie.
Roelof Kiers: What's that?
Janet: Mmm?
Roelof Kiers: What's that?
Janet: What's a groupie? Oh, come on . . . A groupie is a groupie. A girl who follows groups. Who likes groups. But there are no groupies any more.
Lucy: Are you kidding?
Janet: Yeah, but that's so, that's stupid, that word.

MISS LUCY
&
MISS PAMELA

Lucy: It's not stupid, it's true.
Janet: It's just that ugly word. I think that it gets me sick. It's boring.
Pamela: It's outdated.
Roelof Kiers: You play Janet, uh?
Lucy: Janet the Groupie.

Lucy: HA HA HA HA HA HA . . . hhh . . .
Janet: . . . Go-go . . .

JANET & LUCY
In a scene from
"UNCLE MEAT"
(One year before
200 MOTELS)

Lucy: Ooh, maybe we could give cleanser a new use! HA HA HA HA HA HA HA HA . . . hhh! Well, we may . . . Rodney Bingenheimer . . .

AYNSLEY DUNBAR
As "Biff Junior"

Janet: He's from that group Cleanser. He looks pretty kinky. Too bad we didn't have our garters on.
Janet & Lucy: EEEEEEEUH!
Janet: Oh, what do you expect from work in this joint.
Lucy: Ooh Janet, he has a vibrator! Now, ooh . . . Eeeuhh! Ha ha ha! Ah . . . ah . . . aaaaaaAAAAH! Ooh wha . . . ooh! Hhh . . . aaahhh . . .

Lucy: "Look! Over there!"
Janet: "What?"
Lucy: "He's doing it, he's watching us from the fake bandstand with the binoculars!"
Janet: "Who, the English . . . ?"
Lucy: "The rivet-boy."
Keith: "The rivet-boy. Where?"
Lucy: "Over there, wipe that stuff out of your eyes. It looks like he's beating off."
Janet: "Beating off? I knew he was a pervert."
Lucy: "Eww, how exciting. Hey, are you still trying to O.D.?"
Keith: "Yes, this definitely is the end for me! I feel so faint! So weak!"

Howard: From 200 Motels he expects the worst reviews of any movie ever put out, and I said, "Yeah, Frank? Why is that?" And he says, "Well, nobody's ready for it . . . " But it doesn't really matter, you know? He knows that the kids are gonna go see it, because it's a weird movie. By the time this turkey comes out, man, I mean, there still won't be anything out close to it. You know, it's just a very bizarre approach to music and at young people and at being on the road in general, and it's gonna work fine.

Music: "NITE SCHOOL"
Synclavier performance 1987
Album: JAZZ FROM HELL

ELGAR HOWARTH
conducting
The Royal
Philharmonic
Orchestra
(1970)

MARTIN LICKERT and
KEITH MOON
at breakfast,
6:50am next morning

The jolly lads
of the R.P.O.
cavort with depraved
abandon, shredding
their rented tuxedos
in an act of revenge.

Gary pretends
to be dismayed.

The movie is over.
Now they can go home.

Howard: His intention is to create a, a piece of film so bizarre and, parts of it so full of bullshit and other parts of it so technically perfect, that the people are gonna leave the theater going, "I didn't understand it at all! What's he doing? What's, what's the message? What's he trying to say?" Well, that's the message, that he's not trying to say it.

Documentary footage of
"200 MOTELS"
Courtesy of VPRO-TV
Photographed by
PETER BOS

ROELOF KIERS
Created the original
1970 documentary,
from which this 1987
version was made.

This version was
WRITTEN
PRODUCED
&
DIRECTED by
FRANK ZAPPA

MUSIC
by
FRANK ZAPPA

Performed by the
LONDON SYMPHONY
ORCHESTRA
Conducted by
KENT NAGANO

From the album & CD
"ZAPPA: LONDON SYMPHONY
ORCHESTRA VOL. II"

Edited by
RAYMOND BUSH
&
BOOEY KOBER

Associate Producer
JILL SILVERTHORNE

Assistant Editors:
LEWIS BATES
FRED SIMON

Additional Photography:
HASKELL WEXLER
("UNCLE MEAT")
HERMANN JAUK
(Vienna)
BARRY FEINSTEIN
(ROXY)
P.M. MAGAZINE
(Video Interview)

Audio:
BOB STONE
Assistant:
ARTHUR SLOATMAN

Telecine:
JOE FINLEY
Assistants:
JACK TISMEER
ANDREW LICHTSTEIN

POST PRODUCTION
ENGINEERS:
TERRY BROWN
MARTIN EUREDJIAN
LARRY EASTTEAM
CHUCK SLEZAK
SAM THOMPSON
TOM HOUGHTON

RECORDING FACILITY:
UTILITY
MUFFIN
RESEARCH
KITCHEN

POST PRODUCTION FACILITY
PACIFIC VIDEO

SPECIAL VIDEO EQUIPMENT
SUPPLIED BY
SONY BROADCAST

ALL COMPOSITIONS
PUBLISHED AND
CONTROLLED FOR
THE WORLD BY
MUNCHKIN MUSIC ASCAP

That's about it for the
credits . . . however
there's still 3:22 left of
"STRICTLY GENTEEL"
and I don't feel like
fading it out . . . so . . .

We'll just end the show
with some 1970 vintage
home movies . . .

IAN UNDERWOOD
MOTORHEAD SHERWOOD
&
DICK KUNC
In an out-take from
"UNCLE MEAT"

Fortunately, JANET & LUCY
happened to drop by.

IT'S A
HONKER
HOME VIDEO

© 1987 FRANK ZAPPA
ALL RIGHTS RESERVED