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Film / 200 Motels

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200 Motels is an unfinished rock movie by Frank Zappa from 1971 (Zappa and Tony Palmer are credited as co-directors; Zappa directed the performances, Palmer did the visuals). It was released with an eponymous soundtrack. Both the film as well as the album are a surreal Satire of a rock band on tour. The film stars Zappa's own band members- the Mothers of Invention- as caricatures of themselves. The film also has supporting roles for Ringo Starr as Larry the Dwarf (aka Frank Zappa), Keith Moon as a nun groupie, Theodore Bikel as Rance Muhammitz and the notorious groupie Pamela des Barres as a reporter. Various problems caused the project to change direction during recordings. The budget was cut and one of the band members, Jeff Simmons, left the group halfway. As a result only one third of Zappa's script could be filmed. While the man tried to make something coherent out of it in the editing room the film still ends up as a confusing mess.

While one can only wonder What Could Have Been if it was actually finished, it's still a visually interesting and often funny film to watch. Compared to Zappa's other film project Uncle Meat (1988)- even more low-budget- 200 Motels is much more enjoyable. Still the Cult Classic can be disappointing for fans who actually want to see Zappa himself, because he's hardly seen in this film and doesn't even have a line. In that respect the two hours and a half Concert Film Baby Snakes (1979) gives you more your money's worth.

Before the arrival of Internet 200 Motels was very difficult to find and could only be ordered on video through Zappa's own company. Therefore it is safe to say that the Cult Soundtrack album has probably reached more people than this Broken Base film project. Just like Chunga's Revenge (1970), Fillmore East, June 1971 (1971) and Just Another Band from L.A. (1972) the album features Mark and Howie from The Turtles as lead vocalists and deals with Satire about rock artists on tour and groupies.

Zappa's original score ran to several hundred pages, and after his death his widow Gail decided to make arrangements to finally give it a formal debut on a classical concert stage. There were a couple European shows in 2000, then in 2013 a version called 200 Motels: The Suites, which drew on both the film and the score, got full performances in Los Angeles and London. The LA Philharmonic version was released as an album in 2015 and received a Grammy nomination.

Fan favorites are "Lonesome Cowboy Burt", "She Painted Up Her Face", "Dental Hygiene Dilemma", "Does This Kind Of Life Look Interesting To You?", "Penis Dimension", "Magic Fingers" and "Strictly Genteel".

Tracklist of the soundtrack

Disc One

Side 1
  1. "Semi-Fraudulent/Direct-from-Hollywood Overture" (1:59)
  2. "Mystery Roach" (2:32)
  3. "Dance of the Rock & Roll Interviewers" (0:48)
  4. "This Town Is a Sealed Tuna Sandwich (prologue)" (0:56)
  5. "Tuna Fish Promenade" (2:30)
  6. "Dance of the Just Plain Folks" (4:40)
  7. "This Town Is a Sealed Tuna Sandwich (reprise)" (0:59)
  8. "The Sealed Tuna Bolero" (1:41)
  9. "Lonesome Cowboy Burt" (3:57)

Side 2

  1. "Touring Can Make You Crazy" (2:52)
  2. "Would You Like a Snack?" (1:23)
  3. "Redneck Eats" (3:02)
  4. "Centerville" (2:31)
  5. "She Painted Up Her Face" (1:42)
  6. "Janet's Big Dance Number" (1:18)
  7. "Half a Dozen Provocative Squats" (1:58)
  8. "Mysterioso" (0:48)
  9. "Shove It Right In" (2:33)
  10. "Lucy's Seduction of aBored Violinist & Postlude" (4:02)

Disc Two

Side 3
  1. "I'm Stealing the Towels" (2:14)
  2. "Dental Hygiene Dilemma" (5:11)
  3. "Does This Kind of Life Look Interesting to You?" (2:59)
  4. "Daddy, Daddy, Daddy" (3:12)
  5. "Penis Dimension" (4:37)
  6. "What Will This Evening Bring Me This Morning" (3:32)

Side 4

  1. "A Nun Suit Painted on Some Old Boxes" (1:09)
  2. "Magic Fingers" (3:53)
  3. "Motorhead's Midnight Ranch" (1:29)
  4. "Dew on the Newts We Got" (1:09)
  5. "The Lad Searches the Night for His Newts" (0:41)
  6. "The Girl Wants to Fix Him Some Broth" (1:10)
  7. "The Girl's Dream" (0:54)
  8. "Little Green Scratchy Sweaters & Courduroy Ponce" (1:00)
  9. "Strictly Genteel" (11:11)

Bonus tracks on the CD

  1. 200 Motels Promotional Radio Spots|CUT 1 "Coming Soon!..." (0:55)
  2. 200 Motels Promotional Radio Spots|CUT 2 "The Wide Screen Erupts..." (0:58)
  3. 200 Motels Promotional Radio Spots|CUT 3 "Coming Soon!..." (0:31)
  4. 200 Motels Promotional Radio Spots|CUT 4 "Frank Zappa's 200 Motels..." (0:13)
  5. "Magic Fingers" (Single Edit) (2:56)
  • ENHANCED TRACK: The original trailer.


  • Frank Zappa (bass, guitar, producer, orchestration)
  • Mark Volman (vocals)
  • Howard Kaylan (vocals)
  • Jimmy Carl Black (vocals)
  • Jim Pons (vocals)
  • George Duke (trombone, keyboards)
  • Ian Underwood (keyboards, woodwind)
  • Ruth Underwood (percussion)
  • Aynsley Dunbar (drums)
  • The Royal Philharmonic Orchestra

200 Tropes:

  • Adam Westing: The Mothers play exaggerated versions of themselves.
  • Album Title Drop: Happens during "Semi-Fraudulent Direct-From-Hollywood Overture".
  • Alliterative Title: "Daddy Daddy Daddy".
  • All Men Are Perverts: The Mothers.
  • All Women Are Lustful: The groupies.
  • Bad Boss: The way the band sees Zappa. Zappa was aware that many felt he was a difficult task master, because he left cassette recordings around to tape people's conversations, something that is also spoofed in this movie.
  • Bad Girl Song: The suite made of "She Painted Up Her Face", "Janet's Big Dance Number", "Half a Dozen Provocative Squats", "Mysterioso", "Shove it Right In" and "Lucy's Seduction of a Bored Violinist".
  • Basso Profundo: Theodore Bikel belting out the first verse of "Strictly Genteel".
  • Bawdy Song: Most tracks are about perverted musicians and lustful groupies.
  • Big Brother Is Watching: Larry the Dwarf (dressed like Zappa) is hiding in the corner of various scenes, often with a tape recorder.
    • Rance appears in the middle of two musical sequences, laughing at the others' misery.
  • Bigger Is Better in Bed: "Penis Dimension" ponders over the question if penis length is important.
  • Breaking the Fourth Wall: The film is aware it's cheap looking and mostly filmed on a set.
    • During "Strictly Genteel" Theodore Bikel even announces: "This, as you might have guessed is the end of the movie. The entire cast is assembled here to bid farewell to you and express thanks for your attendance at this theatre." Then he decides to sing a "kind of sentimental song that you get at the end of a movie, it's the kind of a song that people might sing to let you and the audience know that we really like and care about you." Near the end of the song the band members sing: "They're gonna clear out the studio" and summarize all the things they're going to do to clean up the set.
  • The Cameo: Famous groupie Pamela Des Barres as a rock 'n' roll journalist.
  • Celebrity Is Overrated: Zappa's entire point about rock 'n' roll and touring, told very explicitly during "Touring Can Make You Crazy" and "Does This Kind Of Life Look Interesting To You?"
  • City in a Bottle: Not directly stated in the final movie, but maybe something was cut telling that Centerville is a fake city inside the retraining facility. Reinforced by the fact that the characters refers to places like fake nightclub and fake stage, although it can be simply a chessy Leaning on the Fourth Wall.
  • Continuity Nod
    • Parts of "Semi-Fraudulent Direct-From-Hollywood Overture" and "Would You Like A Snack?" are rearranged pieces from "Holiday in Berlin, Full Blown" on Burnt Weeny Sandwich (1970). Certain portions are repeated again during "I'm Stealing The Towels".
    • "Dance Of The Rock & Roll Interviewers" contains a musical phrase from "Mystery Roach" and "A Pound For A Brown (On The Bus)" (from Uncle Meat) (1969).
    • "This Town Is Like A Sealed Tuna Sandwich" would be quoted again during "Bogus Pomp" on Orchestral Favorites (1978). The band also appear to drive over a tuna sandwich on the cover of Just Another Band from L.A. (1972).
    • A plastic bag is mentioned during "The Sealed Tuna Bolero", bringing up "plastic" imagery again from Freak Out (1966) and Absolutely Free (1967). "Liquor stores" from "Hungry Freaks Daddy" (Freak Out) are mentioned again in "Centerville".
    • "Aroma" is mentioned during "Dental Hygiene Dilemma", another conceptual continuity topic that Zappa would revisit during "Dirty Love" (Over-Nite Sensation (1973)) and "Jewish Princess" (Sheik Yerbouti (1979)).
    • Women "painting up their face" in "She Painted Up Her Face" was an image that Zappa visited earlier during "You're Probably Wondering Why I'm Here" (on Freak Out (1966)) and "Harry You're A Beast" (We're Only in It for the Money (1968)).
    • The character Opal in "Lonesome Cowboy Burt" would later be mentioned again during "Teenage Wind" on You Are What You Is (1980), where the lines "where's my waitress?" is also mentioned again. The character in "Teenage Wind" also says he "could go to a midnight show of "200 Motels"". In the same song the teenager protagonist wants to go to a midnight show of "200 Motels". Opal would also reappear on the album Thing-Fish (1984). On "No, Not Now" on Ship Arriving Too Late to Save a Drowning Witch (1982) "cowboy pants" and a "waitress" are mentioned again.
    • The line "What is that, musk? It's hip" from "Dental Hygiene Dilemma" would be re-used again during "Packard Goose" on Joe's Garage (1979).
    • Billy the Mountain in "Dental Hygiene Dilemma" would reappear during "Billy The Mountain" on Just Another Band from L.A. (1972) and "The Adventures Of Greggery Peccary" on Studio Tan (1978) and Lšther (1996).
    • Keith Moon, who plays the nun in this film, would receive another nod in "We're Turning Again" on Zappa's album Frank Zappa Meets the Mothers of Prevention" (1985): "We can laugh at Keith Moon's jokes."
    • "Penis Dimension" and "Strictly Genteel" refer to winos, which would inspire the track "Wonderful Wino" on Zoot Allures (1976)
    • Zappa's album "Playground Psychotics" (1992) has a few audio tracks from the "200 Motels" film recordings: "I Could Be A Star Now", "If You're Not A Professional Actor", "A Great Guy", "Bad Acting", "The Worst Reviews", "A Version Of Himself", "Going For The Money" and "Martin Lickert's Story".
    • Car, dog and lice imagery can be heard during "Dental Hygiene Dilemma" and "Does This Kind Of Life Look Interesting To You?" A tie and Germans, other two conceptual continuity elements, are also referenced again.
    • And, of course, the topic "groupies" had been referenced earlier on Zappa's albums. The lines "If your dick is a monster" and "Do You Like My New Car?" during "Daddy Daddy Daddy" are a throwback to the album Fillmore East, June 1971 (1971).
    • Chrome and shoes, referenced earlier in Zappa's conceptual continuity, are mentioned again during "Magic Fingers".
    • "The Girl Wants To Fix Him Some Broth" refers to "Dog broth", causing the chorus to sing "Dog breath?" This is a reference to "Dog Breath In The Year Of The Plague" from Uncle Meat (1969).
    • "Little Green Scratchy Sweaters & Courduroy Ponce" refers to Catholic schools with "nuns smashing kids with rulers". Zappa would revisit "Catholic Girls" again during Joe's Garage.
    • "Strictly Genteel" was performed in an instrumental version on Orchestral Favorites (1979), London Symphony Orchestra (1984) and Make A Jazz Noise Here (1988).
    • "Lonesome Cowboy Burt" would be performed live as "Lonesome Cowboy Swaggart" on Zappa's The Best Band You Never Heard in Your Life (1991), targeting corrupt televangelist Jimmy Swaggart, who was caught with a prostitute in 1988.
  • Covers Always Lie: Despite his giant face luring on the film poster and DVD cover Zappa is hardly seen in this movie. His total screen time takes up less than a minute and he doesn't even have a line.
  • Creator Cameo: Sort of. Zappa don't star in the movie itself, only appears as a musician in band-only music segments.
  • Cross Dresser:
    • Motorhead Sherwood and Mark Volman
    • Keith Moon as a nun.
  • Crowd Song: "Penis Dimension", sung by the whole cast with torches, and "Strictly Genteel", sung by the entire cast without torches.
  • Cult Soundtrack: As explained in the introduction to this article.
  • Deal with the Devil: Rance Muhammitz/The Devil gives away hamburgers and beers, asking in exchange for a signature in blood.
  • Deep South: Lonesome Cowboy Hurt definitely hails from there.
  • Deranged Animation: "Dental Hygiene Dilemma/Does This Kind Of Life Look Interesting To You?"
  • Design Student's Orgasm: The film poster and album cover, designed by David McMacken
  • The Devil: Rance Muhammitz.
  • Distinct Double Album: Especially when released on CD, with extra radio promos and a radio edit of "Magic Fingers".
  • Dream Land: The narration states that it's a fantasy happening on the road. The movie can also be interpreted as a dream inside the retraining facility for musicians that Larry the Dwarf shows in his monologue.
  • Eccentric Towns Folk: Centerville has some weird inhabitants!
  • Face on the Cover: Zappa's face looms above the proceedings.
  • Foreign Queasine: Theodore Bikel's line: "Lord, have mercy on the people of England and the terrible food these people must eat."
  • Good Angel, Bad Angel: Jeff's bad and good consciences fighting over him stealing the towels of the hotel room and quitting the band.
  • Greek Chorus: Whatever else he is, Rance Muhammitz functions as this. To some extent this is also true of Larry the Dwarf (Ringo Starr in Zappa disguise.)
  • Groupie Brigade: Several songs deal with groupies and rock stars trying to get off with them: "She Painted Up Her Face", "Daddy Daddy Daddy", "What Will I Say The Next Day (To Whatever I Drag To My Hotel Tonight?)", "Magic Fingers", "Penis Dimension",...
  • Hulking Out: Don Preston drinks a potion that changes him into a monster.
    • Jeff Simmons also changes different shapes and acquires a duck face during the "Dental Hygiene Dilemma" segment.
  • I Coulda Been a Contender!: In the penultimate scene, "Jeff Simmons" (as played by Martin Lickert) tells Don Preston that he could've been a big rock star if he hadn't joined Zappa to play "comedy music", and Preston agrees.
  • I Have Many Names: Rance Muhammitz also goes by "Devil" and "Opal, You Hot Little Bitch".
  • I Own This Town: Word of God is that Rance Muhammitz owns everything in Centerville and runs the town.
  • Incredibly Obvious Bug: While the band members talk about how Zappa always tapes everything they say in secret he (played by Ringo) is very obviously standing behind them, wearing a hat, sunglasses and a trenchcoat and holding a microphone and a tape recorder. The others don't notice him at all, however.
  • Intercourse with You: A lot of tracks are about rock stars and groupies trying to score, or as Zappa summarizes it: "waiting for girls they can shove it right in."
  • In the Style of: The opening composition "Semi-Fraudulent Direct-From-Hollywood Overture" is done in the style of a typical cheesy Hollywood epic.
  • Lovable Sex Maniac: Aynsley Dunbar.
  • Lyrical Dissonance: "Magic Fingers", which starts out as a very basic sexual rock 'n' roll song with lyrics like: "Ooh the way you looks me sugar, makes me so hot that I could die", and near the end turns into a disturbing atmosphere with a listing of proposed sexual activies including a golden shower
  • Mills and Boon Prose: The "hot books" mentioned in "Penis Dimension".
    Manuel the gardener placed his burning phallus in her quivering quim.
  • Mind Screw: From the first until the last minute.
  • Ms Fan Service: Miss Lucy is seen bare breasted in some scenes.
  • Nightmare Face: Near the end of Schenkel's animation sequence a funny and both creepy photo cut-out of Zappa can be seen with vicious teeth cluttering and clattering up and down.
  • No Celebrities Were Harmed: Donald Duck has a cameo in "Dental Hygiene Dilemma", obviously not with permission of the Walt Disney Company.
  • No Fourth Wall: All the characters (Rance and Larry the Dwarf, in particular), are aware that it's all a film.
  • Only in It for the Money: Jimmy Carl Black keeps asking when he'll get paid? This is also a Call-Back to lines heard during "Flower Punk" on We're Only in It for the Money and the track "If We'd All Been Living In California" on Uncle Meat.
  • One-Man Song: "Lonesome Cowboy Burt".
  • One-Word Title: "Centerville", "Mysterioso".
  • Precision F-Strike: Several, with the first one delivered by a Beatle!
  • Questioning Title?: "Would You Like A Snack?", "What Will This Evening Bring Me This Morning?"
  • Real Life Writes the Plot: Much of the film references inside jokes about Zappa's band members, including "Magic Fingers" where Jeff Beck's tennis shoes are mentioned, which are used "to beat a groupie off". Zappa did indeed also record band conversations in secret, like the film depicts.
  • Satire: The "plot" is a satire of rock bands touring and looking more forward to scoring with groupies than anything else. The stressful conditions from being on the road are also addressed ("Touring Can Make You Crazy", "Does This Kind Of Life Look Interesting To You?").
  • Self-Deprecation: The band members criticize Zappa for being a control freak who tapes their conversations and references their antics in his music. This was all Truth in Television, by the way. It also applies to the band members, who willingly portray themselves as only being interested in making money, getting high and chasing groupies.
  • Shout-Out:
    • Jeff Simmons dreams of quitting the band and forming his own heavy group "like Grand Funk Railroad", for whom Zappa later produced an album: "Good Singin', Good Playin'". Black Sabbath, whom Zappa was a fan of, is also mentioned.
    • "Dental Hygiene Dilemma"
    It's just as if Donovan himself had appeared on my very own TV with words of peace, love and eternal cosmic wisdom" (...) it's the same and mysterious exotic oriental flagrance as what The Beatles get off on.
  • Show Within a Show: Two game shows, one in the beginning, hosted by Rance Muhammitz with the guest Larry the Dwarf and one later on hosted by Flo and Eddie featuring the groupies talking about names of penises.
    • Cal Schenkel's animation sequence is also presented this way, being announced as a "dental hygiene documentary short" and having the film reels bounce up and down during the title sequence to make it seem as if a different film reel is put into the projector.
  • Sir Not-Appearing-in-This-Trailer: Despite centering around Zappa, being directed and composed by him and heavily promoted in the trailers Frank Zappa himself is hardly seen in this film. He is occasionally seen playing along with the group, but his total screen time takes up less than a minute. And he doesn't even have a line.
  • Special Guest: The film features celebrities like actor Theodore Bikel, Ringo Starr, Keith Moon and famous groupie Pamela des Barres.
  • Surreal Humor: Zappa's surreal humor comes mostly from bizarre inside jokes that probably could only be enjoyed at his fullest by him and his bandmates, though it's still pretty funny with moments like Flo and Eddie touring around the boring little town of Centerville.
  • Title Drop: "TWOO-HUNDRED MOTEEEELS" during the animation sequence.
  • Wholesome Cross Dresser: Keith Moon is dressed as a Nun. Later scenes also show Mothers' band members dressed up as women in a bar.

Alternative Title(s): Two Hundred Motels