Uncle Meat


The Recording Sessions

FZ, interviewed by J.C. Costa, International Musician And Recording World, February, 1979

When we made our first deal with Warner Bros. to distribute Bizarre, the budget they gave me for albums was $22,500 up to $27,500, and that increase was based on union costs going up. Imagine doing some of those albums for that amount of money. Try Hot Rats for $22,500 today, would ya? No way, buddy.

October, 1967-February, 1968—Apostolic Studios, NYC

Liner notes by FZ, 1969

The music on this album was recorded over a period of about 5 months from October 1967 to February 1968. Things that sound like a full orchestra were carefully assembled, track by track through a procedure known as over-dubbing. The weird middle section of DOG BREATH (after the line, "Ready to attack") has forty tracks built into it. Things that sound like trumpets are actually clarinets played through an electric device made by Maestro with a setting labeled Oboe D'Amore and sped up a minor third with a V.S.O. (variable speed oscillator). Other peculiar sounds were made on a Kalamazoo electric organ. The only equipment at our disposal for the modification of these primary sounds was a pair of Pultec Filters, two Lang Equalizers, and three Melchor Compressors built into the board at Apostolic Studios in New York. The board itself is exceptionally quiet and efficient (the only thing that allowed us to pile up so many tracks) and is the product of Mr. Lou Lindauer's imagination & workmanship. The material was recorded on a prototype Scully 12 track machine at 30 ips. The whole project was engineered by Richard Kunc or Dynamite Dick, as he is known to the trade.

Chris Michie, "We Are The Mothers . . . And This Is What We Sound Like!" Mix, January 1, 2003

By late 1967, Apostolic Studios had installed a prototype Scully 12-track recorder, and the overdubbing opportunities it afforded, together with a variable-speed oscillator used to modify the machine's 30 ips tape speed, allowed for the creation of a completely new sound palette.

FZ, quoted by Neil Slaven, Record Hunter, July, 1992

When we did Uncle Meat, we had a 12-track Scully recorder, a humungous piece of furniture as big as my fireplace. What we tried to do was play all the individual lines in this orchestral score. We had two wind players, Ian Underwood and Bunk Gardner, who could read. So they would be playing those parts two at a time and we'd be stacking them and bouncing them together. It took days just to do a few seconds of music that way. But it was an experiment that needed to be done.

Sally Kempton, "Zappa And The Mothers: Ugly Can Be Beautiful," Village Voice, January 11, 1968

It is 1 A. M. on a Friday night and the Mothers of Invention are recording part of the soundtrack for their forthcoming movie. Ian is playing the harpsichord and Bunk is playing the flute. They huddle together in a cluster of microphones, Bunk leaning over Ian's shoulder to read the music propped up on the harpsichord stand. [...]

Inside the control booth Frank Zappa, wearing a T-shirt bearing the legend "Herzl Camp, Garner, Wisconsin," is fiddling with knobs on the control board. "You're going to have to do the parody notes more staccato, Ian," he says through the intercom. "You want a little bebop vibrato on that too?" calls Ian.

"Yeah, a little bebop a go go," says Frank. Dick Kunc, the engineer, flips the "record" switch. [...] Frank Zappa is bent over a music sheet, writing out the next piece.

[...] The Mothers have rented Apostolic Studios on Tenth Street for the entire month of January. "One hundred and eighty hours—not as much time as the Beatles use, of course, we can't afford that"—and that is where Zappa spends most of his time.

[...] The studio, when he arrived, was nearly deserted, except for Mother Don Preston, who sat at the organ wearing earphones and playing a piece audible only to himself. "Can you run a playback on the violins?" he asked when Frank came in.

"Sure," said Frank. "We recorded this thing last night. I found some violins in a closet and I gave them to three of the guys. None of them had ever played a violin before. They were making all these weird sounds on them, and then in the middle I got them to add some farts. It's a concerto for farts and violins."

Sue C. Clark, "Tragedy Comes To Frank Zappa: 'They Called Us Entertainment,'" Rolling Stone, April 27, 1968

The Mothers are currently spending many hours recording the soundtrack for the film "technicolor extravaganza" Uncle Meat—"The Mothers' Movie, a surrealistic documentary on the group," as Frank described it. "We're trying to get it done before The Mothers move back to California in May, to Los Angeles."

[...] All instruments played and sounds made on the soundtrack are done by The Mothers themselves. There's one sound that appears to be a trumpet, but is "really a clarinet. There's this box that Gibson makes. 210 tracks have been made and are being mixed on a l2-track machine."

FZ, interviewed by Jerry Hopkins, Rolling Stone, July, 1968

We have two albums in the can. We've been working on this for the past five months. We bought a huge block of time in a studio in New York with our own teenage money, secretly knowing all along MGM would bite the dust ... because good guys always win. Two albums. One is "Whatever Happened to Ruben and the Jets?"—a secret project. The other is "No Commercial Potential," a three-record set. Six sides. It has such eight-minute tidbits as police busting our recording session. New York cops! Live! In person! You can't dance to it. It also has it piece where Jimmy Carl Black, the Indian in the group, is bitching because we are not making any money and it's taking too long for the band to make it. Two songs about El Monte Legion Stadium. A song about fake IDs. Another song about teats. A surrealistic R&B song called "The Air Escaping from Your Mouth." Two other surrealistic things: "Mr. Green, Genes" and "Electric Aunt Jemima." Lots of instrumentals. On one song we used 40 tracks and the tune lasts 90 seconds. That one took us four days to put together. It'll probably be released in the fall.

Don Preston, quoted by Billy James, Necessity Is . . . , 2001, p. 79

One time, [Zappa] was listening to the group record parts for Uncle Meat and writing a harmony part for the song also, and if somebody made a mistake, he'd stop them and make them go over that. I always thought that it was quite amazing that while he was writing another piece of music that he could still be listening to the one being recorded. Frank had the stamina of a bull. We'd do 50 takes of eight bars, and then 50 takes of another eight bars. I always liked to say that he was a compulsive editor. I saw him three months after an album was released, put that same album together in different ways, and re-editing the album when it's not even going to come out. He used to love to sit there and edit anything.

Richard Kunc, quoted by Billy James, Necessity Is . . . , 2001, p. 79

During those wonderful Apostolic days we made and released We're Only In It For The Money, Lumpy Gravy, Uncle Meat, and Cruising With Ruben & the Jets. Two of my personal favorite album projects, however, were No Commercial Potential and Ever Shall It Be, both completely amazing six-sided beasts. Outside of me and Frank and the Mothers and other musicians involved, I doubt if anyone has ever heard either one of them. They probably don't exist anymore. Frank was forever pulling apart unfinished albums and rearranging and redistributing the component parts.

Calvin Schenkel, Cal Schenkel Magazine, September, 1981

Early in 1968 Frank flew to L.A. to do a bit in the Monkees' movie Head. Returning to the snow in New York, I think he decided it was time to make plans for an exodus. Meanwhile he was working in the studio on the new Mothers album—tentatively titled No Commercial Potential, an album which essentially became Uncle Meat (with many changes). He was also recording material for Ruben & The Jets. I was busy on a bunch of makework projects like building a model of the Uncle Meat 39 Chevy. There must have been some rumblings of the "Uncle Meat Movie" as well, because I made a cast of Frank's nose to use as a base for designs for the rubber noses in the story (see "The Story of Uncle Meat" in the booklet included in Uncle Meat. I also designed the album cover for Sandy's Album Is Here At Last, which Frank produced, and began "United Mutations" fan kit paraphernalia.

Ruth Underwood

Liner notes

special thanks to:
RUTH KOMANOFF who plays marimba and vibes with Artie on many of the tracks

Ruth Underwood, Musician, February, 1994, p. 22

One night my brother and I went to the Village Gate to hear Miles Davis. We were standing around waiting for show time and Frank was just walking down Bleecker Street. This was before bodyguards; he was just a guy on his way to work. My brother accosted him and said, "You should hear my sister play! She's a great marimbist!" I was totally embarrassed. Frank turned to me and said, "Fine. Bring your marimba backstage and we'll check ya out." The next thing I knew I was recording Uncle Meat at Apostolic Studios on East 10th Street.

Pauline Butcher, Freak Out!—My Life With Frank Zappa, 2011, p. 81

I learned that [Ian] had a girlfriend, Ruth, who lived in New York. A classically-trained percussionist, she had also worked with Frank in New York on his album Uncle Meat.

Charles Ulrich, June 24, 2006

Art didn't specify where, but he did make it clear that he and Ruth were recorded together, vibes and marimba at the same time.

1968—Sunset Sound, LA

Liner notes by FZ, 1969

Special engineering credits go to Jerry Hansen for the percussion effects added later at Sunset Sound in L.A.

Charles Ulrich, June 24, 2006

Art did mention getting the score for the Uncle Meat Main Title Theme and rehearsing the snare drum in Laurel Canyon. So that was probably recorded at Sunset Sound.


The Cover Art

Calvin Schenkel interviewed by Steven Cerio, Seconds #32, 1995

Uncle Meat was entirely my design and I showed [FZ] what I did and he liked it.

Cal Schenkel, alt.fan.frank-zappa, October 2, 1997

winter 68, 69 -LA. Assemblage, collage. After everybody moved out of the Log Cabin, I found a space over this blood-testing lab next to a famous hot dog stand on Melrose avenue that used to be a dentist's office (need I say more?) Well yes actually, but at a later date. (This is also the place of genesis of many other gems of albumcoverdom including Captain Beefheart's "Trout Mask Replica" & "Wild Man Fisher Pretties for You With A Real Knife!!")

95RR-inlay: 2 of the found Dentoid elements that were used in the cover assemblage (turned into mush when they printed it with a scan instead of a simple line shot.)

Calvin Schenkel interviewed by Dan Nadel, Eye #53, 2001

I rented a studio on Melrose that was an old dentist's office, which was where a lot of the Uncle Meat source material came from. Uncle Meat was a rush job for the cover, but the book that came with the record was more collaborative, and a lot of dentistry visuals crept in.

Back Cover Mothers

Uncle Meat

Mystery Disc (Rykodisc, 1998) booklet, p. 26-27

Mystery Disc
Laurel Canyon, 1968. [Photo] by Ed Caraeff

Cal Schenkel, alt.fan.frank-zappa

To illustrate the ever-changing MOI it was necessary to make last minute changes (3 times) to the back cover art after it was finished:

1. Ray Collins quit the group (this was an on&off occurance), hence the X over his pic.

2. Buzz Gardner joined—I scrawled his name in a box, on the artwork (there was no time for a photo).

3. Lowell George joined—At this point the artwork was already at the printers and color separations were completed, so it was necessary to add his name to the negatives. If you look closely at the writing on the album back cover, you will see a distinct difference in the way it was printed (from the other names) in that it was inserted photo-mechanically (this is on the vinyl jacket—the CD separation was from a proof of this vinyl edition, so it is not so evident—you might see a difference, it has a harder edge to it).

Presumably, neither is on the album (?) or they would have been listed inside.

Cal Schenkel, interviewed by Lewis Saul, February 3, 1999

Here's what happened here, now—I put this together—I drew everybody's name—I wanted it to look funky and weird, and then Ray quit, so I crossed him off. And then [Buzz] Gardner joined the group, Bunk's brother . . . I added Buzz—had no photos, so I drew a little box, wrote—drew this on the artwork, this is all on the artwork—and then it went to the printer—and then Lowell George joined, and we added this—but this was added mechanically, and you can actually see it, if you look closely you can see how it's slightly different, it's flatter looking, 'cause it was added on the film, it wasn't on the artwork. This is the way things were constantly changing, evolving.


The Booklet

The Storyboard

Zappa Records CDD ZAP3, 1987

Uncle Meat Booklet Story Board Uncle Meat Booklet Story Board





































Tony Reay, "Mixed Mead-Ear," The Fifth State, November 28-December 11, 1968

Granada TV, a semi-national TV station, has asked Frank to produce an hour for their station to show.

Frank, when asked of the proposed idea for the show, said:

"Visualize: a huge aircraft hanger with at one end, a huge form, 15 feet high, completely concealed by canvas and screened off with velvet ropes, with armed sentries pacing up and down in front of it.

Enter three midgets, in full drag, as cheerleaders with briefcases instead or batons. Then gradually enter members of Congress who take their seats in front of the mysterious form and are served with bourbon and water by white-coated Negro waiters.

Then march in teams of underwater demolition experts, a squad of green berets and a section of Chicago police, armed with sticks, dogs, guns, Mace and teargas.

The little army forms up around the covered object and, with cheerleaders yelling encouragement, the canvas is lifted off to reveal a 14 foot high vegetable—a cross between a red cabbage, an eggplant, and a giant asparagus.

On a signal, the army attacks the vegetable viciously with machetes and flame throwers; the frogmen drill holes in which they plant dynamite charges.

Then suddenly a face appears on the vegetable; a really agonised face in terrible pain, whereupon the Chicago police move in and spray the face with Mace nerve gas. The vegetable eyes start to bleed and it vomits a stream of peas and carrots, which are immediately pounced upon and atomized. Meanwhile Congress goes wild—loving every minute. Then the battle sounds die out and the vegetable screams "I have just been killed by the government because I know too much!"

The rest or the show is told from the viewpoint of the injured vegetable, and then it all starts getting kind of strange."

[...] Zappa on the TV show:

"These two guys came to me, asked me to do an hour-long show for Granada TV, and they said I could do anything I wanted to. It's difficult to turn down a chance to go completely wild on someelse's money—and the budget is pretty hefty. I'm thinking of making it a musical—after all, who's to say vegetables don't perceive music."

MOI Pictures

Uncle Meat (1969), booklet, p. 4

Uncle Meat
[JCB, Lowell George, Don Preston, Ian Underwood, Roy Estrada, Art Tripp]


UK distribuition

Neil Slaven, Electric Don Quixote—The Definitive Story Of Frank Zappa, 2003, p. 136

Pye Records, [UK] distributors of Warner Brothers at the time, had refused to issue Uncle Meat and the Lenny Bruce album for their use of what they considered bad language. The baton eventually passed to Transatlantic Records but they didn't put the album out until September, three months after the [UK] tour, and their poor distribution didn't help sales.


disc 1

1. Uncle Meat: Main Title Theme

cookie_manager, Zappateers, October 4, 2014

I'm currently listening to a load of Strawinsky, and in the last 20 seconds of his "Trois poésies de la lyrique japonaise" we get to hear the opening motiv of "Uncle Meat" including a rhythmic variation which later pops up in the cembalo-rubato-section.

1.01. Uncle Meat: Main Title Theme Content
0:00-1:05 Uncle Meat
1:05-1:28 Variations on Uncle Meat Theme (harpsichord & tuned percussion)
1:28-1:56 Apostolic Blurch Injector


2. The Voice Of Cheese

My name is Suzy Creamcheese

FZ, KBEY-FM, Kansas City, MO October 22, 1971

Willy: Frank, who is Suzy Creamcheese?

FZ: [...] Well, her real name is Pamela Lee Zarubica and she's living in Los Angeles right now, trying to grow her buns back.

Pamela Zarubica, quoted by Pauline Butcher, Freak Out!—My Life With Frank Zappa, 2011, p. 45

Frank and I lived together for seven months—platonically, okay? [...] And then I introduced him to that bitch and she moved in. What can I say? [...] It wasn't a scene I could stick around in, so I split for Europe, y'know? Hitched all over for a year, got pregnant, came back destitute, called up Frank and he said, "Join the band," so here I am, Suzy Creamcheese.

1.02. The Voice Of Cheese Content
0:00-0:04 Suzy Creamcheese
0:04-0:05 snork
0:05-0:19 Suzy Creamcheese
0:19-0:21 snork
0:21-0:23 Suzy Creamcheese
0:23-0:24 snork
0:24-0:26 Suzy Creamcheese


3. Nine Types Of Industrial Pollution

1.03. Nine Types Of Industrial Pollution Content
0:00-6:02 Nine Types Of Industrial Pollution (sped-up)


4. Zolar Czakl

1.04. Zolar Czakl Content
0:00-0:45 Zolar Czakl
0:45-0:46 Apostolic Blurch Injector
0:46-0:54 snork (sped-down)


5. Dog Breath, In The Year Of The Plague

Going to El Monte Legion Stadium

FZ, interviewed by Reb Foster, KFWB/98 Hitline, December 8, 1965

We consider ourselves therapeutic workers massaging the brains of people dancing to our music with the lyrics to our songs. We sing songs with feeling like they were done in the late Fifties in El Monte Legion Stadium, not the commercial noise that is being put out today.

George Lipsitz, "Introduction—Creating Dangerously: The Blues Life Of Johnny Otis," Upside Your Head! Rhythm And Blues On Central Avenue, 1993, p. xxvi-xxvii

Driven out of the City of Los Angeles by police harassment against youths attending rock and roll shows, Johnny Otis and other music entrepreneur moved their shows to El Monte Legion Stadium in Los Angeles County. These shows, which often drew 2,000 people a night, have been immortalized in songs by Frank Zappa, Captain Beefheart, the Penguins, and Ruben Guevara as a golden age in local rock and roll history. The proximity of El Monte to large concentrations of Mexican Americans augmented the intercultural dialogue that had always been a part of this music. [...]

In 1956, the El Monte City Council revoked the dance permit they had issued to Johnny Otis's partner, Hal Zeiger, on the grounds that "rock and roll creates an unwholesome, unhealthy situation" But disc jockeys Al Jarvis and Hunter Hancock, as well as representatives of the American Civil Liberties Union, the National Association for the Advancement of Colored People, and American Federation of Musicians Local 47, joined Johnny Otis in protesting the decision as an instance of racism, as a measured designed primarily to prevent young people from mingling in a mixed-race situation. They succeeded in having the ban rescinded, but rock and roll still encountered systematic opposition from powerful forces.

"R & B Ramblings," The Cash Box, August 18, 1956

The pros and cons of rock and roll music will be aired at El Monte City Hall when Hal Zeiger is granted a public hearing to regain his dance promoters license for that city . . .

Fuzzy Dice
Bongos in the back

FZ, interviewed by Les Carter, KPPC, November 27, 1968 (Mojo, December, 1998)

LC: It's amazing how many songs were written in the 1950s about cars.

FZ: Yeah, they had 'em then! They were finer cars.

LC: What could you do to them? I forget all the terms.

FZ: Oh, you could chop them, channel them. reverse spray. And no car was complete without some fuzzy dice or bongos in the back seat. And let's not forget the shrunken head, that was a big item. In San Diego, where I was growing up, there were some very ferocious car clubs with these plaques that would drag on the pavement because the cars were lowered all the way around.

Primer mi carucha (Chevy '39)

FZ, interviewed by Paul Eberle, Los Angeles Free Press, August, 1969

And then, the next time around, the words are all the same except for the words that precede carucha. Like, first time it's " . . . primer me carucha," and that's a logical concept, because a person primers his car. So we take advantage of the fact that people don't really hear what they hear. And the next time around, the words are, "Fry me a carucha," and then it's "Buy me a carucha," and then it's "Fly me a carucha . . . " It's always slightly varied so that whatever mistakes people are gonna make about what they hear, you increase the chances that they're going to misconstrue what the thing was.

FZ, interviewed by Les Carter, KPPC, November 27, 1968 (Mojo, December, 1998)

The status car then was an Icebox white '39 Chevy with primer spots.

"Blood Unit"—The World's Greatest Sinner

FZ on Society Pages (USA), April, 1990

There is some music in [The World's Greatest Sinner] which actually resides in the Uncle Meat album. I remember the cue is something with a lot of sixteenth notes in it, sextuplets that had something to do with, uh, it's been so long since I saw the movie, it was for a plane taking off, and that part was used, and also, the trail of blood sequence in World's Greatest Sinner, where the guy stabs the host and there's supposed to be a trail of blood on the lawn. That was called "Blood Unit", in the scoring list, and that whole unit was done with electric instruments for Uncle Meat, but I can't remember what I called it. I know it's in the album. I can't remember what I called it.

1.05. Dog Breath, In The Year Of The Plague Content
0:00-1:02 Dog Breath (instrumental intro)
1:02-2:04 Dog Breath (vocal)
2:04-2:30 Dog Breath (sped-up vocal)
2:30-3:59 Blood Unit (World's Greatest Sinner)


6. The Legend Of The Golden Arches

1.06. The Legend Of The Golden Arches Content
0:00-1:52 Pound For A Brown
1:52-1:54 voice
1:54-3:16 Variations on Uncle Meat Theme
3:16-3:27 Suzy Creamcheese


7. Louie Louie (At The Royal Albert Hall In London)

Terry Gilliam, Strictly Commercial (1995), liner notes

It was 1967. I had just left America for England. One autumn evening, wandering through Hyde Park, I bumped into Frank's manager whom I knew from my former life in Los Angeles. The Mothers were performing at the Albert Hall the following night. Did I want to see them? You bet.

The Royal Albert Hall is a great Victorian monument . . . all red and gold and encrusted with elaborate decoration. With its tasteful boxes ringing the vast domed amphitheatre it represented to me all that was cultured, refined, and civilised . . . the product of generations of decent British citizens and their gracious rulers. but that night this proud testimonial to respectability had been usurped by The Mothers of Invention . . . a hairy three-ringed circus with Frank as the ringmaster.

The band roared and crashed about the stage. They were blasting out their familiar raucous songs with Frank controlling it all with his cool, knowing smile. The audience, by American standards, was subdued and Frank seemed frustrated by his inability to get them on their feet. Whether it was planned or an inspired act of desperation I'll never know but, suddenly in the middle of a song the keyboard player abandoned his ivories and began to clamber up and over the speakers and other piles of electronic gear. An expectant ripple spread through the crowd. For a moment he disappeared—lost in the darkness. Then a spotlight managed to pick him out—a small motley figure climbing onwards and upwards—up the back of the auditorium—towards the gigantic mountain of brass pipes that comprised the great Albert Hall organ. The audience cheered him as Frank cranked up the band. You can do it! Climb you bastard! Yes! Yes! With the mob chanting and clapping this musical Quasimodo gained the summit and plunked himself down at the keyboard. There was a momentary hush as he grappled with the stops. And then the most glorious, outrageous sound ever heard erupted . . . no . . . it wasn't Elgar or Bach or even Saint-Saens . . .

It was a great thundering musical nose-thumbing fart. He was pounding out "Louie, Louie" on that great Victorian organ. The barbarians had taken over! It probably felt like that the day they hoisted the Hammer and Sickle over the Winter Palace. The cobwebs were being blown away. The iconoclasts were king! It was utterly silly and wonderful . . . and we laughed and cheered and Frank's cool, knowing smile widened ever so slightly. I decided it was worth staying in England.

Richard Hemmings, "The Treatment Of Random Pitches In Frank Zappa's 'Approximate'," ICE-Z, January 16, 2004

During a concert at the Royal Albert Hall in 1968, a member of the audience climbed on stage with a trumpet. Possibly making the mistake that free jazz was easy to play, the interloper was left flailing behind when the band joined in. Zappa captured the incident on tape and released it on Uncle Meat (1969).

I know the perfect thing to accompany this man's trumpet. None other than . . . The Mighty & Majestic Albert Hall Pipe Organ!

Salman Rushdie, "Rock Music—A Sleeve Note," Step Across This Line: Collected Nonfiction 1992-2002, Random House, 2002, p. 92-93

Frank Zappa and the Mothers of Invention are playing at the Albert Hall. [...] Half-way through the gig, an enormous black guy in a shiny purple shirt climbs up onto the stage. (Security was lighter in those innnocent days). He's swaying gently, and insists on playing with the band.

Zappa, unfazed, asks gravely, 'Uh-huh, sir, and what is your instrument of choice?' 'Horn,' mumbles the Purple Shirt Guy.

'Give this man a horn,' Frank Zappa commands. But the moment the Purple Shirt Guy blows his first terrible note, it's clear his horn skills leave much to be desired. Zappa briefly looks lost in contemplation, chin in hand. 'Hmm.' Then he moves to the mike. 'I wonder,' he muses, 'what we can think of to accompany this man on his horn.' He has a flash of mock inspiration. 'I know! The mighty Albert Hall pipe organ!'

The mighty Albert Hall pipe organ has in fact been declared strictly off limits to the band, but now one of the Mothers actually climbs up the face of the great beast, scrambles into the organist's cubby-hole, pulls out every single stop and almost brings the grand old hall crashing down with his deafening rendition of 'Louie, Louie.'


Meanwhile, down on the stage, the Purple Shirt Guy tootles away, blissfully happy, totally inaudible, while Frank Zappa looks fondly on like the benevolent, subversive wit he is.

1.07. Louie Louie Content
0:00-2:15 Royal Albert Hall, 1967
2:15-2:18 Apostolic Blurch Injector


8. The Dog Breath Variations

Charles Ulrich, February 17, 2010

Please compare:
Dwarf Nebula Processional March 0:30-0:33 [...]
Dog Breath Variations [Uncle Meat] 0:34-0:38

1.08. The Dog Breath Variations Content
0:00-1:47 Dog Breath Variations
1:47-1:48 Apostolic Blurch Injector


9. Sleeping In A Jar

1.09. Sleeping In A Jar Content
0:00-0:49 Sleeping In A Jar
0:49-0:50 Apostolic Blurch Injector


10. Our Bizarre Relationship

1.10. Our Bizarre Relationship Content
0:00-1:05 Suzy Creamcheese & FZ


11. The Uncle Meat Variations

FZ, interviewed by Pete Drummond, Oz, July, 1969

Could you explain some of the lyrics on the album?

I am very interested in things which are absurd, and so the lyrics of that album are absurd, but some people think they are too sophisticated to appreciate an absurdity now and then.

Some people may think that there's some deep sociological significance in the lyrics.

Well, as a matter of fact they do have sociological significance but it isn't as literal as most of the intellectuals would like to make it. You know, it's a pretty subtle thing. First of all it's an art statement that we are working in this medium, and it's also an art statement that the package looks like it does for that record. It's an art statement that the words are what thy are against the music being what it is. It's all very carefully balanced out.

So the lyrics are used also for a pure 'sound' purpose?

Right. Rundy rundy rundy doody mop mop sounds very well in that context, it looks stupid on paper bu that's the thing with lyrics, you know, lyrics on paper generally speaking don't look well at all, like, why did any body bother to put them down on paper. In fact usually cringe when I write 'em, but it's a different thing when you realise it as a sound an especially depending on what register the voice is singing it in and all those other variables like the reference in "The Uncle Meat Variations" to "fuzzy dice and bongos, fuzzy dice, I got 'em at the pep boys at the boys, brodie knobs and spinners, chromium plated." OK now those words on paper don't look like very much and if you say them they don't sound like very much, but if you take "chromium plated" and sing it on an operatic melisma like the soprano is doing in that thing it becomes something really absurd you know. What she's singing there is a very difficult piece of music and she's being forced to sing those words on it. Of course I don't think you even know what brodie knobs are over here which makes it even less accessible.

What are they?

A brodie knob is a plastic knob which is screwed on to the steering wheel of a teenage automobile, generally it's clear blue plastic—some old men have them too, and they have these little pictures you know that you turn one way then you turn the other and the picture moves, and the picture is generally a nude girl, her hands behind her head, so that it looks like she bounces her tits up and down for you when you turn your wheel.

1.11. The Uncle Meat Variations Content
0:00-0:55 Exercise #4
0:55-3:30 Uncle Meat
3:30-4:37 guitar solo
4:37-4:46 percussion hit


12. Electric Aunt Jemima

FZ, KPFT, Houston, TX, October 20, 1980

You ever heard of an artist named David Blue? [...] Well, he used to work in Greenwich Village in the early '60s when we were working there. And he had this old amplifier—it was a Standel, about the same size as a Fender Deluxe. And he donated it to our cause when we were short of equipment. And that's the amplifier that turned out to be "Electric Aunt Jemima."

1.12. Electric Aunt Jemima Content
0:00-1:38 Electric Aunt Jemima
1:38-1:46 dialog


13. Prelude To King Kong

1.13. Prelude To King Kong Content
0:00-3:25 King Kong
3:25-3:27 Apostolic Blurch Injector
3:27-3:39 dialog


14. God Bless America (Live At The Whisky A Go Go)

1.14. God Bless America Content
0:00-0:34 God Bless America (live)
0:34-1:10 percussion (studio)


15. A Pound For A Brown On The Bus

FZ, The Yellow Shark (1993) liner notes

The tune dates from 1957 or '58. It was originally a string quartet I wrote right about the time I graduated (from high school). It's one of the oldest pieces, and it's been played by just about every one of the touring bands, in one version or another. The title, "Pound for a Brown", was based on a bet. On our first trip to Europe, when we got to England, one of the guys in the band bet another guy in the band a pound that he wouldn't "brown-out" on the bus on the way into London.

FZ, introducing the song in London, June, 1969

We have these surfers and they have this curious thing called the Brown Out, which is part of their culture. Now, the Brown Out is the thing that you do to impress your surfer friends and to make other people's eyebrows go up and down. And what you do is you get the other person's attention—you wave at them or you say something amusing—and they turn around and look at you and then suddenly you reverse your position, drop your pants, and stick your buns out at them. That is a Brown Out. Also known as a Brown. And also known as Mooning on the East Coast. There are a number of variations on this procedure. If you Brown Out against a wire screen, its called a chipped beef. And if you do it against a plate glass window at a delicatessen, its called a pressed ham.

Last year, before we did our Festival Hall show, we arrived at the airport and were provided with a touring bus with nice big windows so that everybody on the outside could see in and we could see out. The lovely ride from the airport to the Winton Hotel. During this trip, a wager was made between Jimmy Carl Black, the Indian of the group, and Bunk Gardner, our silver-haired tenor saxophone virtuoso. Jimmy Carl Black turned to Bunk Gardner and said "I'll bet you a pound you won't Brown Out on this here bus." Bunk Gardner, being the crafty silver-haired devil that he is, quickly computed the difference between a pound and a dollar and had his pants off before anybody knew what was happening.

1.15. A Pound For A Brown On The Bus Content
0:00-1:27 Pound For A Brown
1:27-1:29 dialog


16. Ian Underwood Whips It Out (Live On Stage In Copenhagen)

"Hello Goodbye: Guest Of The Month—Frank Zappa," Stereo, April, 1976 [English translation by Tan Mitsugu]

Q: What was the funniest encounter with a new member?

Zappa: The case of Ian Underwood. One day he suddenly came up to me and said, "Hello, my name is Ian Underwood. I play piano and alto sax. Very competent. I'd like to join your group". I said, "All right, whip it out". Then he whipped it out, and I said "OK, you're hired". And we cut a record on the very same day.

Q: What is he doing now?

Zappa: He's learning tennis in Florida.

Jimmy Carl Black, For Mother's Sake, 2013, p. 84

I'd gone outside [the Garrick Theatre] one evening [that summertime] on our break and that's when Ian Underwood came up to me and said, "Hey Man! I play sax and keyboards and I want to play with the Mothers!" He had just graduated from Berkeley School of Music in Boston and had been coming to the shows. I said, "Well, you'll have to talk to Frank." He asked me if he could meet Frank so I went and found Frank and told him about Ian.

Ian auditioned at one of the rehearsals and Frank said, "What can you do that's fantastic?" and Ian whipped it out. Then Frank put some music in front of him. I am sure it was something pretty difficult, that I think he'd just written. It was the introduction to "Absolutely Free." Ian just sight-read that thing and Frank just said, "You're in the band."

Suzy: Wowie Zowie!

October 1, 1967—Falkoner Theatret, Copenhagen, Denmark

Liner notes by FZ, 1969

Special engineering credits go to [...] our friend Mike in Copenhagen for the tapes he sent us.

Edits & source
Copenhagen, Denmark, October 1, 1967 Uncle Meat (1969)
12. Ian Underwood Whips It Out 1.16. Ian Underwood Whips It Out Content
  0:00-0:03 Ian Underwood
  0:03-0:04 Suzy Creamcheese
  0:04-0:36 Ian Underwood
0:11-4:39 0:36-5:05 Live 1967


17. Mr. Green Genes

1.17. Mr. Green Genes Content
0:00-3:13 Mr. Green Genes


18. We Can Shoot You

1.18. We Can Shoot You Content
0:00-0:32 Part 1 (percussion)
0:32-0:48 Part 2 (Tango?)
0:48-1:33 Part 3 (sped-up)
1:33-1:47 dialog
1:47-2:03 Part 4


19. "If We'd All Been Living In California . . . "

Bunk Gardner, quoted by Billy James, Necessity Is . . . , 2001, p. 81

It also strikes me that Frank recorded a lot of our conversations on the bus, and during band meetings and other informal settings. He actually used a lot of our material and things that we said and put them on albums. Like the taped conversation from the band meeting where Jimmy said, "If we'd all been living in California," or Lowell George acting like the customs agent at the border saying, "Where's your papers?" and "We can't shoot you." Frank had a talent for taking all the ideas floating around and making it into his own unique creation.

Jimmy Carl Black, For Mother's Sake, 2013, p. 90

We weren't working that much because of the studio commitments and I was having a hell of a time paying my rent in Woodstock. During one of those [We're Only In It For The Money] recording sessions, Frank and I had our little discussion about "If We'd All Been Living in California . . . " I had absolutely no idea that it was going to end up on an album [...].

Right after we had that band meeting, Ray Collins quit the band again and went back to California.

1.19. If We'd All Been Living In California . . . Content
0:00-1:14 dialog (FZ & JCB)


20. The Air

1.20. The Air Content
0:00-2:57 The Air


21. Project X

knepo, Zappateers, April 14, 2012

I try to follow what movies that get DVD release and today I saw this:

Project X (1968)

It's from 1968, so it could be quite possible, when you think of Zappa's interest for cheesy sci-fi flicks.

1.21. Project X Content
0:00-1:47 Project X (part 1) including:
0:28-0:51 (theme 1a)
1:00-1:24 (theme 1a)
1:47-2:13 Project X (part 2)
2:13-4:46 Project X (part 3) including:
2:26-2:51 (theme 3a)
2:51-3:17 (theme 3a)
3:17-3:32 (theme 3b)
3:48-3:54 MOI noises
3:54-4:20 (theme 3a)
4:20-4:35 (theme 3b)
4:46-4:49 Apostolic Blurch Injector


22. Cruising For Burgers

1.22. Cruising For Burgers Content
0:00-2:18 Cruising For Burgers


disc 2

1. Uncle Meat Film Excerpt Part I

Phyllis: You know what I used to do? I used to watch him eat, and while he was eating I would ask him what he's doing.

FZ, El Cheapo, script registered August 16, 1973

Frank: Watch him eat and while he's eating, talk to me while he's eating and ask me what he's doing.

Phyllis: What is he doing?

Frank: He's eating. Now, ask me what he's doing.

Phyllis: What is he doing?

Frank: He's eating.

Phyllis: And then what do I do?

Frank: When he turns into a monster, just say, "he's turning into a monster".

Phyllis: But I'm gonna laugh. I can't do it. I'm gonna go back.

FZ: Phyllis is the girl that's the, my assistant editor on the, on the film . . . Yeah, she used to be Tom Wilson's secretary . . . Okay . . . You remember Tom Wilson—we were gonna run for President?

FZ, interviewed by Elliot Mintz, c. September, 1966

Elliot Mintz: Who should be president right now?

FZ: Tom Wilson.

FZ, interviewed by Stuart J. Scott, Big Ten, May, 1968

Zappa: We're going to get a man named Tom Wilson elected to the presidency in 1972. Then, after that we'll see what else happens.

Scott: What will that accomplish?

Zappa: First, it'll be fun doing it and I don't have anything better to do. And, second, he's capable and I think we can use a Negro in the White House and that's a challenge.

Scott: Is he capable first or a Negro first?

Zappa: Well, you have to consider the packaging. A capable man of any color has a more difficult job getting something done, especially if people suspect he really is capable. You see, American politics are a popularity contest. Since school you learn to distrust and dislike the people in class who are smarter unless they have PR appeal. If a smarty doesn't care much about being popular you'll hate his guts he's one of those Does His Homework types.

Scott: What about Wilson? Does he have PR appeal?

Zappa: Yes, a lot. He has a degree in economics and military science from Harvard and physical stamina way beyond the average. I watched him work for 4 or 5 days and told him that he would make a great president and that I think we're going to do something about it. It's taken two years since the Freak Out! album to convince him that he ought to give it a try. I think he's going to do it I think we've got him talked into it.

Scott: How are you going to start?

Zappa: Well, here's my plan: We have an outfit called United Mutations which is basically a pen pal club. We have about 5,000 letters so far. By 1972 these kids who are 17 and 18 now are going to be ready to vote.

Motorhead: I'm going to hear the Fudge.


2. Tengo Na Minchia Tanta


3. Uncle Meat Film Excerpt Part II


4. King Kong Itself (As Played By The Mothers In A Studio)

FZ, interviewed by Charles Shaar Murray, New Musical Express, September 1, 1973

"King Kong" started off as a piano exercise and was written in 1965. At the time, that was a hard lick to learn. As soon as they could play it, we recorded it.

The way we play it now, it's ten times faster than on the record. When I listen to the record now, it seems like a dirge.

FZ, interviewed by Barry Miles, NYC, November 14, 1970 (International Times, January-February, 1971)

It's simple, really easy. It's a D-minor vamp. In fact I would say that 80 per cent of the things that we have that have solos in them are in the same key. Reading the same changes. I just love D-minor vamps. D-Minor with a major forechord. Gives you a nice modal effect.

King Kong

FZ, introducing the song, Konserthuset, Stockholm, Sweden September 30, 1967, from BTB I: 'Tis The Season To Be Jelly (1991)

It's the story of a very large gorilla who lived in the jungle. And he was doing okay until some Americans came by and thought that they would take him home with them. They took him to the United States, and they made some money by using the Gorilla, then they killed him.

FZ, introducing the song, California State University, Fullerton, CA November 8, 1968, from BTB II: Our Man In Nirvana (1992)

It's actually the story of a large gorilla. You all know the story I'm sure. The gorilla is on an island, eats bananas, has a good time all day long. Plays out there in the bushes and uh, some Americans find out about the gorilla and they hear how big he is, you know. They're very impressed with the size of the beast. So they make it to the island, you know, they check out the gorilla. And they get a thing and they catch him, you know. They catch the gorilla, and they stick him in a boat and they bring him back to the United States. And they show him off to everybody. And they make a bunch of money on the gorilla, and then they kill him.


9. King Kong (Live On A Flat Bed Diesel In The Middle Of A Race Track At A Miami Pop Festival . . . The Underwood Ramifications)

Corry342, "Thee Image and The Miami Rock Scene, March 1968-April 1969," Rock Prosopography 101, December 11, 2009

May 18-19, 1968 Gulfstream Park, Hallandale, FL Miami Pop Festival
Jimi Hendrix Experience/Mothers of Invention/Blue Cheer/Crazy World of Arthur Brown/John Lee Hooker/The Crowd/The Bangals
Marshall Brevetz and Michael Lang, the owner of Coconut Grove's first head shop, put together the Miami Pop Festival at a horse racing track (Gulfstream Park) in nearby Hallandale. Criteria Studios in Miami helped put the sound system together, as they had for Thee Image. The show was a financial disaster, mainly due to bad weather, and the second day was canceled altogether. Hendrix, Zappa and many other unoccupied musicians spent the day jamming in a bar. Lang went on to organize Woodstock.

1.28. King Kong Content
0:00-6:19 King Kong (live)
6:19-7:24 King Kong (studio)



Research, compilation and maintenance by Román García Albertos
Original provocation by Vladimir Sovetov
This page updated: 2020-02-25