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Chocolate Starfish and the Hot Dog Flavored Water, the third album by Limp Bizkit, released in 2000, defines everything that their detractors hate about them, and everything their fans love.
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It was the band's best selling album up to that point, but is usually pointed to as the start of the band's decline in popularity. "Rollin' (Air Raid Vehicle)", the biggest hit from the album, became popular as a Nu Metal anthem, but drew backlash towards the genre and the band for its more symplistic, banal lyrics and perception of Fred Durst being posturing in the song and video (mocked by Mad TV, which featured Will Sasso as Durst performing a parody called "Posin'"). Wes Borland also named it as one of the Limp Bizkit songs he hates. It's had an overall mixed reception, as despite being one of their most hated songs, it's one of the most popular songs among fans.

Common criticisms of the album by the band's fans include the overtly long length (75 minutes), too many songs feeling like filler, overtly-long, patience-testing sections (such as the 6 minute "Rollin' (Urban Assault Vehicle)", a Hip-Hop remix of one of the band's most hated songs, and the 3 minute loop of Ben Stiller laughing in the outro), and the abrasiveness of Fred Durst's voice.

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The album did have its fair share of praise, though: it was once named as one of for 1001 Albums You Must Hear Before You Die, but later removed in recent editions of the book. And it was generally received much better than 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)
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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!"
  • Atomic F-Bomb: "Hot Dog":
"If I say "fuck" two more times, that's 46 fucks in this fucked up rhyme"
  • Awesome, Dear Boy: At the end of Christina Aguilera's performance at the 2000 VMAs, Durst entered onstage and performed part of his band's song "Livin' It Up" with Aguilera. After eliciting charged reactions from his fans, Durst stated: "I already told you guys before, I did it all for the nookie, man." Aguilera denied Durst's claim and said "He got no nookie."
  • Bilingual Bonus: The video for "Boiler" features a diner named "Bolacha Mole", Portuguese for limp biscuit.
  • Bonus Material: American limited edition of Chocolate Starfish and the Hot Dog Flavored Water has a bonus track, "It's Like That Y'All", featuring Run–D.M.C.. The Japanese limited edition has the rare track "Crushed", and two tracks from Three Dollar Bill Y'all$.
  • 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", again. Allmusic's review of that album lampshaded that while the censored version "basically guts the record," 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
"Now who's the Starsucker?
I'm the Starfish
You silly mutherfucker"
  • Theme Tune Cameo: "Rollin'" video began with Ben Stiller and Stephen Dorff pulling up to Fred Durst— while their car's radio plays "My Generation" (the band's previous single, not the Who song).
  • 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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