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Chocolate Starfish and the Hot Dog Flavored Water is the third album by the American nu metal band Limp Bizkit, released on October 17, 2000 to the biggest commercial success and some of the most polarized reactions that the band would ever see. One could say that the album defines everything that their detractors hate about them, and everything their fans love.

The album's famously unique name was actually a backup option, as its long-time working title Limpdependence Day was abandoned after the band failed to meet their original July 4 deadline. "Chocolate starfish" is a slang term for the anus, and "hot dog flavored water" was an inside joke started by the band's guitarist Wes Borland at a truck stop while the band was on tour, where he saw bottles of Crystal Geyser flavored water and joked about them tasting like meat.

Chocolate Starfish was the band's best-selling album upon its release, debuting at #1 on the Billboard 200, selling over 1 million copies in its first week (with 400,000 of those copies being first-day sales), and going on to be certified six-times Platinum a year after release. Several of the album's singles were also big hits: "My Way", used as the theme song for WrestleMania 17; "Take a Look Around", which appears on the soundtrack to Mission: Impossible II; and "Rollin' (Air Raid Vehicle)", the biggest hit from the album and a Signature Song for the band to this day.

However, the album is also usually pointed to as the start of the band's decline in popularity. Common areas of criticism include its length (75 minutes), too many songs feeling like filler, overlong sections seemingly designed to do nothing more than test the listener's patience (such as the 3-minute loop of Ben Stiller laughing in the outro), and the abrasiveness of frontman Fred Durst's voice.

"Rollin'" also received an equally mixed reception and legacy. While it's popular among fans and as a nu metal anthem, it drew backlash towards the genre and the band for its simplistic, banal lyrics and the perception of Durst being posturing in the song and video (which was even mocked by MADtv in a skit which featured Will Sasso as Durst performing a parody called "Posin'"). Borland also named it as one of the Limp Bizkit songs he hates.

The album did have its fair share of praise, though; it was once included in an edition of 1001 Albums You Must Hear Before You Die, but was later removed in recent editions of the book. It was generally received much better than the band's next album, Results May Vary, which got generally negative reviews from critics and mixed reviews from fans.


Track listing:

  1. "Intro" (1:18)
  2. "Hot Dog" (3:50)
  3. "My Generation" (3:41)
  4. "Full Nelson" (4:07)
  5. "My Way" (4:32)
  6. "Rollin' (Air Raid Vehicle)" (3:33)
  7. "Livin' It Up" (4:24)
  8. "The One" (5:43)*
  9. "Getcha Groove On" (featuring Xzibit) (4:29)
  10. "Take a Look Around" (includes elements of the theme to Mission: Impossible) (5:21)
  11. "It'll Be OK" (5:06)
  12. "Boiler" (7:00)*
  13. "Hold On" (featuring Scott Weiland) (5:42)
  14. "Rollin' (Urban Assault Vehicle)" (featuring DMX, Method Man & Redman) (6:22)
  15. "Outro" (feat. Ben Stiller) (9:49)*


"All right, partner. Keep on tropin', baybeh. You know what time it is."

  • Album Title Drop: "Hot Dog"'s intro goes "Ladies and gentlemen... introducing the Chocolate Starfish and the Hot Dog-flavored water!"
  • Bilingual Bonus: The video for "Boiler" features a diner named "Bolacha Mole", Portuguese for "limp biscuit," of which the band's name is a Xtreme Kool Letterz spelling.
  • Call-Back:
    "No cheap thrills, fill the briefcase with three dollar bills."
  • Careful with That Axe: There are many moments on this album where Fred got criticized for this. Some of the screams are ear-piercing.
    "Burn this motherfucker DOWWN!! DOWWWN!!"
  • Cluster F-Bomb: "Hot Dog". Allmusic's review of that album lampshaded that while the censored version "basically guts the record," (the clean "Hot Dog" is a succession of short silences) the cussing gets to the point that it "isn’t even noticeable, just part of the midrange hum, like the drums and droning guitars."
    It's a fucked up world
    We're a fucked up place
    Everybody's judged by their fucked up face
  • Concept Video: The music video for "My Way" pokes fun at concept videos, with the production crew constantly changing the concept as the video proceeds. Examples include Limp Bizkit the doo-wop band, Limp Bizkit the biker gang, Limp Bizkit the KISS-expy, and Limp Bizkit the cavemen.
  • Food and Body Comparison: The album title uses the titular foodstuffs as less-than-subtle metaphors for anal sex, tying in with the band's trademark crude humor. The reference is accentuated by the fact that one of the characters on the album cover holds a starfish with a human anus up to the viewer.
  • Guest Star: Xzibit, Scott Weiland, DMX, Method Man and Redman on the album itself, and Ben Stiller, Mark Wahlberg and Rob Dyrdek on the outro.
  • Hidden Track: Both "The One" and "Boiler" end with short interludes that act as the pregap to the next track.
  • Lucky Charms Title: The album's artwork spells the title as "chocolate st★rfish and the hot dog flavored water"
  • Mind Rape/Break Them by Talking: Explicitly mentioned in "Full Nelson":
    How pathetic are people who verbally rape us with talking
    We try to ignore them, ignore them until they keep talking.
  • Movie Bonus Song: "Take A Look Around".
  • My Way or the Highway: Uttered ad verbatim in the chorus of "My Way". Also described Durst's whole attitude from that point on, to be honest.
  • Punctuated! For! Emphasis!: "Hot Dog"'s bridge emphasizes every word, and eventually syllables in "Kiss... my... star... fish... my... cho...colate... star...fish...".
  • Rhyming with Itself: "Rollin'"; it could be argued that it actually rhymes "this shit right here" with "biz-kit's right here" (although this wouldn't be obvious in the censored version).
  • Saw "Star Wars" Twenty-Seven Times: "Livin' It Up" has a line "I seen the Fight Club 'bout twenty eight times!". Fred would go on to feature "Prescribed by Dr.: Durden, Tyler" in the Results May Vary artwork, and even be a Guest Fighter in the Fight Club video game.
  • Self-Deprecation: Durst announces that his band is "bringing on the dumpster funk" on "Livin' It Up", and refers to himself as the Chocolate Starfish throughout the album.
  • Shout-Out: The first lyric of "Full Nelson", "Why's everybody always pickin' on me?", is a reference to The Bloodhound Gang's "Why's Everybody Always Pickin' On Me?".
  • Surprisingly Gentle Song: "Hold On."
  • Surreal Music Video: The oft-disturbing video to "Boiler", which even includes an animated sequence similar to the cover of Chocolate Starfish.
  • Take That!: Durst, to Trent Reznor in "Hot Dog". Specifically, the whole chorus is made up of Nine Inch Nails references: You wanna fuck me like an animal/You wanna burn me on the inside/You like to think that I'm a perfect drug/Just know that nothing you do will bring you closer to me.
    • Also on "Livin' It Up":
    "Now who's the Starsucker?
    I'm the Starfish
    You silly mutherfucker"
  • Unusual Euphemism: Chocolate Starfish and the Hot Dog Flavored Water. "Chocolate starfish" here being a euphemism for asshole, while "hot dog flavoured water" comes from an in-joke about how Wes Borland saw flavoured water on sale at a truck stop while touring, and jokingly wondered if they also come in meat or hot dog flavour.
    "First things first, the Chocolate Starfish is my man Fred Durst."


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