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WARNING/GUARANTEE: This album contains material which a truly free society would neither fear nor suppress. In some socially retarded areas, religious fanatics and ultra-conservative political organizations violate your First Amendment Rights by attempting to censor rock & roll albums. We feel that this is un-Constitutional and un-American. As an alternative to these government-supported programs (designed to keep you docile and ignorant). Barking Pumpkin is pleased to provide stimulating digital audio entertainment for those of you who have outgrown the ordinary. The language and concepts contained herein are GUARANTEED NOT TO CAUSE ETERNAL TORMENT IN THE PLACE WHERE THE GUY WITH THE HORNS AND POINTED STICK CONDUCTS HIS BUSINESS. This guarantee is as real as the threats of ther video fundamentalists who use attacks on rock music in their attempt to transform America into a nation of check-mailing nincompoops (in the name of Jesus Christ). If there is a hell, its fires wait for them, not us.

The disclaimer sticker on the album.

Them Or Us is a 1984 album by Frank Zappa. It's seen as one of the better albums he released during The '80s and beloved for "Be In My Video", "In France" and his epic cover of "Whippin' Post" by The Allman Brothers Band.

Zappa brought out a companion book, "Them Or Us", the same year with lyrics from several of his screenplays printed. Some of them unreleased up until that point, including Hunchentoot, a play that has remained in Development Hell forever. Other lyrics are from his albums Studio Tan, Sleep Dirt, Joe's Garage, Ship Arriving Too Late to Save a Drowning Witch and Thing-Fish.

The album cover is a painting by Donald Riller Wilson, who also illustrated the covers of Zappa's The Perfect Stranger and Francesco Zappa (also from 1984).


LP One

Side One
  1. "The Closer You Are" (2:58)
  2. "In France" (3:30)
  3. "Ya Hozna" (6:26)
  4. "Sharleena" (4:33)

Side Two

  1. "Sinister Footwear" (8:40)
  2. "Truck Driver Divorce" (9:03)

LP Two

Side Three
  1. "Stevie's Spanking" (5:24)
  2. "Baby, Take Your Teeth Out" (1:24)
  3. "Marque-son's Chicken" (7:24)
  4. "Planet Of My Dreams" (1:40)

Side Four

  1. "Be In My Video" (3:39)
  2. "Them Or Us" (5:08)
  3. "Frogs With Dirty Little Lips" (2:46)
  4. "Whipping Post" (7:32)

CD reissues are on a single disc


  • Frank Zappa: vocals, guitar
  • Ray White, Ike Willis, Napoleon Murphy Brock, George Duke, Bobby Martin, Roy Estrada: vocals, harmony
  • Tommy Mars: keyboards
  • Arthur Barrow: bass
  • Chad Wackerman: drums
  • Scott Thnes: bass
  • Ed Mann: percussion
  • Steve Vai: guitar
  • Ray White: rhythm guitar
  • Bobby Martin: keyboards, harmonica
  • Dweezil Zappa: guitar solo during "Sharleena" and second guitar solo on "Stevie's Spanking".
  • Patrick O'Hearn: bass on "Planet Of My Dreams"
  • Thana Harris: harmony on "Planet Of My Dreams"
  • George Duke: piano on "Planet Of My Dreams"
  • Johnny "Guitar" Watson: lead vocals on "In France".

Stevie's Troping

  • Alliterative Title: "Stevie's Spanking" and "Truck Driver Divorce".
  • Anachronism Stew: The dog in 16th century clothing on the album cover is wearing Cool Shades.
  • Break-Up Song: "Sharleena"
    Ten years I've been lovin' her
    Ten long years
    And I thought deep down in my heart she was mine
    Ten long years I've been lovin' her
    Ten long years I would call her my baby
    And now I'm always cryin'
  • Call-Back and Continuity Nod:
    Gets so exciting when the poodles react in France.
    • The backwards lyrics of "Ya Hozna" includes lines from "Sofa" (One Size Fits All), "Lonely Little Girl" (We're Only in It for the Money) and some unused lyrics from "Valley Girl" (Ship Arriving Too Late to Save a Drowning Witch).
    • "Sharleena" appeared earlier in a different arrangement on Chunga's Revenge (1970).
    • "Sinister Footwear II" is a continuation of "Sinister Footwear" from You Are What You Is (1981). On Guitar and "Make A Jazz Noise Here" (1988) "Sinister Footwear" would be performed in yet another arrangement. On "Them Or Us" the piece also quotes a section from "Yo' Mama" from Sheik Yerbouti (1979).
    • The line "go ahead and eat the label" from "Baby Take Your Teeth Out" appeared earlier on "Wonderful Wino" from Zoot Allures (1976), while "this little girl must be practicin' witchcraft" is a line from "Dong Work For Yuda" from Joe's Garage (1979).
    • "Truck Driver Divorce" mentions a "trans-continental hobby-horse" and "string beans to Utah", which appeared earlier in "No, Not Now" from Ship Arriving Too Late to Save a Drowning Witch (1982); in addition, the lines in both songs about "the waitress" refer to "Lonesome Cowboy Burt" from 200 Motels (1971).
    • "Be In My Video" makes mentions being "sprayed with a hose", which was a line that appeared earlier during "Uncle Remus" from Apostrophe (') (1974). It also mentions a "leather collar" and "a nose" again, three other conceptual continuity items in Zappa's music. The line "smell the glove" would reappear during "Jesus Thinks You're A Jerk" from Broadway the Hard Way (1988). The scat singing after "mangle my guitar" is similar to the recurring "bend the string" tune in Joe's Garage.
  • Cool Shades: The dog on the album cover.
  • Cover Version: "The Closer You Are", a cover by the Channels and "Whippin' Post", a cover of The Allman Brothers Band song from their 1969 debut album. Zappa was motivated to cover "Whippin' Post" during a 1974 concert in Helsinki Finland, when a drunk audience member asked Zappa's band to play this song. Zappa and his group had never heard of it, which disappointed Zappa as he wanted to show off with it. He nevertheless tried to make references to whipping posts while performing "Montana" that night, a special event immortalized on "You Can't Do That On Stage Anymore, Volume 2". As a result Zappa began including "Whippin' Post" during his stage performances.
  • Dirty Foreigner: "In France" delves on the "dirty Frenchmen" stereotypes, including some of the public toilets Zappa felt rather repulsed about. He explained the origins of the lyrics on "The Frank Zappa Interview Picture Disk":
    It was fair commentary on what Frenchness means to a person who is not French and has to be subjected to Frenchness. It is not a put-down of the French. It is the facts. Now, I was able to ascertain from some interviews I did in France that the toilet that we're speaking of in the song is referred to in France as "The Turkish Toilet". So, if it's a Turkish toilet, then what's it doing in France? Cause that's all I know from French toilets is the thing with the bombsight and the two footprints where you pull the chain and if you're lucky it doesn't climb up to your ankles when the stuff comes up out of the hole. But all the stuff in that song is true including "The Mystery Blow Job" that happened to one of the guys in the band. You know, it started with this green fudge coming out of his weenie note , and he didn't realize that you could get this disease from sticking it in somebody's mouth. That was 'cause he was a chump. But it did happen in France so it belongs in the song.
  • Distinct Double Album: The LP was released as a double album.
  • Doo-wop and Doowop Progression: "The Closer You Are" is a cover of the doowop band The Channels.
  • Drowning My Sorrows: "Whippin' Post"
    I drown myself in sorrow
    As I look at what you've done
    That bad times stay the same
    And I can't run
  • Epic Rocking: The 6:26 "Ya Hozna", the 8:40 "Sinister Footwear II", the 9:03 "Truck Driver Divorce", the 5:24 "Stevie's Spanking", the 7:34 "Marque-son's Chicken", the 5:08 "Them Or Us" and 7:32 "Whipping Post".
  • Foreign Queasine: "In France"
    The food ain't too shabby
    (...) They got some coffee eatin' right through the cup''
  • Henpecked Husband: "Whipping Post"
    I let that mean woman make me out a fool
    She took all my money
    And wrecked my new car
    Now she's with one of my good-time buddies
    Drinkin' in some cross-town bar
    Sometimes I feel, sometimes I feel
    Like I been tied to the whippin' post
  • Instrumentals: "Sinister Footwear II", "Marque-Son's Chicken" and "Them Or Us".
  • Intercourse with You: "Stevie's Spanking"
    She was large and soft
    And she beat him off
    Made him drool upon his dork and give it a wanking
    After the spanking
  • Miniscule Rocking: The 1:24 "Baby, Take Your Teeth Out" and 1:40 "Planet Of My Dreams".
  • Mundane Made Awesome: "Frogs With Dirty Little Lips", a song which is about Exactly What It Says on the Tin. The song was co-written by Zappa's son Ahmet, who was ten years old at the time.
  • National Stereotypes: "In France" is a stereotypical portrayal of France, targeting, among other things, their "squat down" toilets.
  • Now Do It Again, Backwards: "Ya Hozna", the third track, is "The Closer You Are", the first track, but played backwards. The lyrics, however, are different. When played straight they include lyrics from other Zappa songs, namely "Sofa" (One Size Fits All), "Lonely Little Girl" (We're Only in It for the Money) and some unused lyrics from "Valley Girl" (Ship Arriving Too Late to Save a Drowning Witch).
  • Obligatory Bondage Song: "Stevie's Spanking". Trust Zappa to make the trope even weirder.
  • One-Woman Song: "Sharleena".
  • Packaged as Other Medium: The cover looks like a baroque painting.
  • Product Placement: A bottle of Heinz ketchup can be seen on the album cover.
  • Protest Song: "Planet Of My Dreams"
    The Earth, my Earth
    And though it often seems
    From television beams
    That ignorance is rampant there
    And governmental goons don't care
    I know that I shall not despair
    And cheat like all the rest
    I'll just keep on with what I do the best
  • Real Life Writes the Plot: "Stevie's Spanking" was written after Steve Vai had himself beaten with a hairbrush by a groupie. A banana was also used, but let's not go there. "In France" was also based on real life facts, see Dirty Foreigner above.
  • Shout-Out:
    • "In France" makes a pun on the name of Peter Green, lead singer of Fleetwood Mac.
    They got the diseases like you ain't never seen
    I said they got a mystery blow-job turn your peter green
    I will make your nose smell the glove
    And try to look sincere
    Then we'll dance the blues under the megawatt moonlight
    Then it cuts to outer space
    With its billions & billions & billions & billions,...
    I will make your nose smell the glove
  • Silly Love Songs:
    • "The Closer You Are"
    The closer you are,
    The brighter the flames in my heart,
    And darling,
    We'll never part
    We'll always be in love
    • "Baby Take Your Teeth Out"
    Baby take your teeth out
    You look divine
  • Singer Name Drop: "Stevie's Spanking", which is entirely about Vai's encounter with a groupie.
    His name is Stevie Vai
    And he is a crazy guy
    Last November, I recall
    He needed a spanking
  • Special Guest: Johnny "Guitar" Watson sings lead vocal during "In France".
  • STD Immunity: "In France"
    They got the diseases like you ain't never seen
    I said they got a mystery blow-job turn your peter green
  • Stuff Blowing Up: "Be In My Video"
    There's a cheesy atom bomb explosion all the big groups use
  • Subliminal Seduction: "Ya Hozna", which is completely played and sang backwards, is a parody of Satanic messaging in rock.
  • Take That!:
    • "Truck Driver Divorce" targets... truck drivers:
    The bold & intelligent
    Masters of the road,
    With their Secret Language,
    And their giant over-sized mechanical trans-continental hobby-horse!
    • "Be In My Video" is a satire of music videos, particularly MTV.
    You can show your legs while you're getting in the car
    Then I will look repulsive while I mangle my guitar
    • "Be In My Video" particularly criticizes the music videos for David Bowie's "Let's Dance" and "China Girl" from the previous year; Zappa held something of a grudge against Bowie since the late 70's as a result of Bowie "poaching" Adrian Belew, at the time one of Zappa's touring guitarists, for his own Isolar II tour. Belew recounted decades later how he, Bowie, and Brian Eno ended up running into Zappa and his band at a restaurant shortly after the poaching, with a visibly angry Zappa responding to every one of Bowie's attempts at initiating a conversation with "fuck you, Captain Tom." For what it's worth, Bowie took the incident in good humor and was a noted fan of Zappa both before and after the incident (to the point where he deliberately followed Zappa's example in having Rykodisc reissue his music on the Compact Disc format once he reclaimed the rights to his material); it's likely he brushed off the event as Zappa being Zappa.
  • That Syncing Feeling: "Be In My Video", attacking playbacking on MTV:
    Twirl around in a lap dissolve
    Pretend to sing the words
  • Title Track: "Them Or Us".
  • Toilet Humour: "In France" sings about squat toilets and gonorrhea.