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Music / Uncle Meat

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Uncle Meat is a 1969 double album released by Frank Zappa and the Mothers of Invention. It's generally considered to be one of his masterpieces and is most remembered for the fan favorites "Uncle Meat: Main Title Theme", "Dog Breath, in the Year of the Plague", "A Pound for a Brown on the Bus", "Mr. Green Genes", "Cruisin' for Burgers" and "King Kong".

Zappa originally intended Uncle Meat to be the Cult Soundtrack for a film "for which we haven't got enough money to make yet", as announced on the album cover. He did include the script, The Story of Uncle Meat, in the album liner notes but was never able to financially secure a movie adaptation. Instead he released a home video in 1987 called Uncle Meat, which was only available through mail order from his own company. This film had nothing whatsoever to do with the script of Zappa's album and is basically him and some friends clowning around in front of the camera, intercut with far more interesting footage from the legendary 1968 concert at the Royal Albert Hall (where the track "Louie Louie (at the Royal Albert Hall in London)" was performed). The scenes with Don Preston turning into a monster while Phyllis Altenhaus gets aroused by him and eventually eat hamburgers under the shower were filmed in 1971. The footage where Zappa interplays with Massimo Bassoli was recorded in 1987.

The dialogues from the 1987 Uncle Meat movie would later be added as Bonus Material on the CD re-release of the Uncle Meat album and are generally considered to be Album Filler (to the point where fans dubbed them "penalty tracks"). These bonus tracks would remain standard on all CD releases until the 2016 Meat Light entry in the Project/Object series of "audio documentaries," the first disc of which contained the original 1969 tracklist on CD for the first time. Most of the 1968 Royal Albert Hall concert performance would eventually be released on CD in 1993 as Ahead of Their Time.


Disc One

Side One
  1. "Uncle Meat: Main Title Theme" (1:55)
  2. "The Voice of Cheese" (0:26)
  3. "Nine Types of Industrial Pollution" (6:00)
  4. "Zolar Czakl" (0:55)
  5. "Dog Breath, in the Year of the Plague" (3:59)
  6. "The Legend of the Golden Arches" (3:27)
  7. "Louie Louie (At the Royal Albert Hall in London)" (2:19)
  8. "The Dog Breath Variations" (1:48)

Side Two

  1. "Sleeping in a Jar" (0:51)
  2. "Our Bizarre Relationship" (1:05)
  3. "The Uncle Meat Variations" (4:46)
  4. "Electric Aunt Jemima" (1:46)
  5. "Prelude to King Kong" (3:38)
  6. "God Bless America (Live at the Whisky a Go Go)" (1:11)
  7. "A Pound for a Brown on the Bus" (1:29)
  8. "Ian Underwood Whips It Out (Live on Stage in Copenhagen)" (5:05)

Disc Two

Side Three
  1. "Mr. Green Genes" (3:14) - Remix
  2. "We Can Shoot You" (2:03)
  3. "If We'd All Been Living in California..." (1:14)
  4. "The Air" (2:57)
  5. "Project X" (4:49)
  6. "Cruising for Burgers" (2:18)

Side Four

  1. "Uncle Meat Film Excerpt Part I" (37:34)*
  2. "Tengo na minchia tanta" (3:46)*
  3. "Uncle Meat Film Excerpt Part II" (3:51)*
  4. "King Kong Itself (as Played by the Mothers in a Studio)" (0:51)
  5. "King Kong II (Its Magnificence as Interpreted by Don DeWild)" (1:19)
  6. "King Kong III (as Motorhead Explains It)" (1:45)
  7. "King Kong IV (The Gardner Varieties)" (6:18)
  8. "King Kong V (as Played by 3 Deranged Good Humor Trucks)" (0:34)
  9. "King Kong VI (Live on a Flat Bed Diesel in the Middle of a Race Track at a Miami Pop Festival...The Underwood Ramifications)" (7:25)

*Penalty track on CD releases (pre-Meat Light)


  • Frank Zappa: vocals, guitar, percussion
  • Ray Collins: vocals
  • Roy Estrada: vocals, electric bass
  • Don Preston: electric piano
  • Jimmy Carl Black: drums
  • Billy Mundi: drums
  • Bunk Gardner: piccolo, flute, clarinet, bass clarinet, soprano sax, alto sax, tenor sax, bassoon
  • Artie Tripp: drums, timpani, vibes, marimba, xylophone, wood blocks, bells, small chimes
  • Jim "Motorhead" Sherwood: baritone sax, tambourine
  • Ian Underwood: electric organ, piano, harpsichord, celeste, flute, clarinet, alto sax, baritone sax
  • Ruth Komanoff, aka Ruth Underwood: marimba, vibes
  • Nelcy Walker: soprano voice
  • Pamela Zarubica: vocals (as Suzy Creamcheese)
  • Cal Schenkel: album cover design

Nine Tropes of Industrial Pollution:

  • Album Filler: The original LP was a double album praised by every self-respecting Zappa fan. The CD release, however, had not enough tracks to make it a full double album. To compensate for that Zappa added several minutes of dialogue and a musical track, "Tengo na minchia tanta", from his low-budget film Uncle Meat (1987) to fill up CD 2 of the album. While "Tengo na minchia tanta" is enjoyable to play more than once the dialogue track isn't.
  • Album Title Drop: The first track is named "Uncle Meat: Main Title Theme", but it's an instrumental composition. The name is never said by anyone on the album.
  • The Alcoholic:
    • "Dog Breath, in the Year of the Plague"
    Picks up on my weesa, she is so divine
    Helps me stealing hubcaps, wasted all the time
    • The second voice during "The Air" also mentions he is "wasted":
    I got busted
    Coming through customs (I'm so wasted)
    With a suitcase
    Full of tapes
    (I'm so wasted)
  • Alien Geometries: "Sleeping in a Jar"
    Mum and dad are sleeping
    Sleeping in a jar
    The jar is under the bed!
  • Alliterative Title: "King Kong", "Mr. Green Genes"
  • All There in the Manual: The movie script for Uncle Meat can be read in the liner notes.
  • The Bet: "A Pound for a Brown on the Bus", about a very odd bet. (See Real Life Writes the Plot)
  • Big Eater: In "Mr. Green Genes" the protagonist is eating greens, beans, celery, sauerkraut, a grape, a fig, a crumpet, but then goes on to more bizarre stuff like shoes (strings and all!), socks, the shoe box, a garbage truck, its driver and his gloves.
  • Bilingual Bonus: "Tengo na minchia tanta", Italian for "I've Got a Big Bunch of Dick". The lyrics continue with the line: "I'm using the chicken to measure it!". The song is sung by Italian rock journalist Massimo Bassoli, who wrote a 1982 book about Zappa called Zappa (e' piu' duro di tuo marito) note .
  • Brainwashed and Mind Manipulation: Uncle Meat does this to his victims in The Story of Uncle Meat.
  • Call-Back and Continuity Nod:
    • "King Kong" was already heard in a shorter orchestral version on Lumpy Gravy. On Uncle Meat, however, it receives a full workout. As an obvious reference to King Kong (1933) the song also continues monster movie themes regularly found in Zappa's work.
    • "The Voice of Cheese" has Suzy Creamcheese reappear, who debuted on Freak Out (1966) and was referenced again on Absolutely Free (1967).
    • "A Pound for a Brown on the Bus" is the first Zappa track about tour buses, a topic that would return in later songs of his, like "On the Bus" from Joe's Garage (1979).
    • "Dog Breath, in the Year of the Plague", "The Air", "Our Bizarre Relationship" and "Cruisin' for Burgers" mention car imagery. The protagonist telling his loved one that he loves her in his car is similar to the sketch "Do You Like My New Car?" on Fillmore East, June 1971 (1971). "Dog Breath" also evokes dog imagery again, something that would get more prevalent on later Zappa albums.
    • "Dog Breath, in the Year of the Plague" and "A Pound for a Brown on the Bus" would be performed by Zappa and the Ensemble Modern on The Yellow Shark (1995). "Dog Breath" was also performed on ''Just Another Band from L.A." (1972).
    • "Cruisin' for Burgers" and "A Pound for a Brown on the Bus" would be performed live on Zappa in New York (1977).
    • "Our Bizarre Relationship" mentions crabs. Genital diseases would be referenced in later Zappa songs again.
    • "Sleeping in a Jar" reference jar imagery, which is continued on "God Bless America/Prelude to 'King Kong'" where "the old cookie jar" is mentioned and "The Air": "Then I told you/ that I love you/ in my car/ in a jar/ in my car/ in a jar". This is also a Call-Back to "Let's Make the Water Turn Black" and "The Idiot Bastard Son" from We're Only in It for the Money (1968), in which Ronnie and Kenny stashed away their urine in a large jar. "Tiny Sick Tears" from "You Can't Do That on Stage Anymore, Volume 4" (1991) also mentions somebody going to the kitchen in the middle of the night to sneak up to a cookie jar and grab some cookies. During a concert cited in a 1971 Playboy Magazine interview article by F.P. Tullius Zappa tells a similar anecdote, adding an extra detail. It is apparently an Aunt Jemima jar, providing a link to the track "Electric Aunt Jemima" too.
    You tiptoe through the living room to the kitchen to find the cookie jar – your favorite oral gratification: oatmeal raisin cookies! They're in the Aunt Jemima cookie jar. You rip her head off and stuff your sweaty teenage hand into her body.
    • During "Ian Underwood Whips It Out" Underwood introduces himself as "the straight member of the group." Earlier on We're Only in It for the Money (1968) Jimmy Carl Black introduced himself as "the Indian of the Group".
    • "Prelude to King Kong" mentions sneakers and galoshes, evoking shoe imagery that is prominent in several of his song lyrics. The song also mentions high school, a topic Zappa criticized earlier on Freak Out (1966) and Absolutely Free (1967).
    • "God Bless America" would be covered again, briefly, on Just Another Band from L.A. (1971).
    • "Ian Underwood Whips It Out (Live on Stage in Copenhagen)" has Pamela Zarubica interrupt by saying "Wowie Zowie", which was a song from Freak Out (1966).
    • "Mr. Green Genes" would receive a continuity nod on Hot Rats (1969) with the instrumental track "Son of Mr. Green Genes". It was also played live on Zappa's The Best Band You Never Heard in Your Life (1991). The song advises the listener to eat all kinds of greens, which is a Call-Back to the vegetable themes of Absolutely Free (1967). It also mentions to "eat the glove". A gloved hand appears in The Story of Uncle Meat too.
    • "Prelude to King Kong" on CD 1 already alludes to the Epic Rocking on CD 2 with "King Kong".
    • "Cruisin' for Burgers" was given a new instrumental arrangement during the live album Zappa in New York (1977).
    • The movie script "The Story Of Uncle Meat" also has a lot of conceptual continuity:
      • The plot is typical of a monster B-Movie, the kind Zappa referenced a lot in his lyrics.
      • Uncle Meat and Bimbo kidnap a rock 'n' roll combo by disguising themselves as groupies and luring them to their garage. Rock stars lusting after groupies are a recurring plot element in Zappa's songs. The garage would reappear later in Joe's Garage (1979) and also brings up more car imagery, including an "old Nash", mentioned during "The Air" too.
      • Uncle Meat drugs the kidnapped rock combo with Kool-Aid. In "Suzy Creamcheese" on Absolutely Free (1967) we are informed that Suzy "blew her mind on too much Kool-Aid".
      • A nasal mist squeezer makes the noses of Uncle Meat's victims erect. Zappa often used big noses in his album art work and referenced them in his lyrics too.
      • The kidnapped rock combo is revealed to be named Ruben & the Jets, the Fake Band from Cruising with Ruben & the Jets (1968). This also explains where they got their erect noses on the album cover of that album.
    • One line mentions: We are travelling across the wasteland toward a huge hydro-electric dam. Dynamo hum increases as we near it, which would later receive a Call-Back on "Dinah-Moe Humm" from Over-Nite Sensation (1973).
    • Uncle Meat would later return as a character in the liner notes of The Grand Wazoo (1972).
  • The Cameo: Suzy Creamcheese returns during "The Voice of Cheese".
  • Cover Identity Anomaly: "Cruisin' for Burgers" about the joy of having a fake ID.
  • Cover Version: "Louie Louie" by Richard Berry and "God Bless America" by Irving Berlin.
  • Creator Provincialism: Even though Zappa had already built up a fanbase in Europe at this point Suzy Creamcheese still addresses only "teenage America" during "The Voice of Cheese".
  • Credits Gag: Apart from naming the musicians' real musical contributions the album liner notes also add who are more comedic. Zappa is credited for "low grade" vocals, Jimmy Carl Black for "droll humor" and "poverty", Roy Estrada "cheeseburgers" and "Pachuco falsetto", Don Preston "tarot cards" and brown rice", Billy Mundi "drums on some pieces before he quit to join Rhinoceros, Bunk Gardner "bassoon (all of these electric and/or non-electric depending)", Ian Underwood "industrial relations" and "teen appeal", Artie Trupp "cheerful outlook" and "specific enquiries" and Jim "Motorhead" Sherwood with "obstinance & equipment setter-upper when he's not hustling local groupies".
  • Cult Soundtrack: To a movie script that remained in Development Hell forever.
  • Cycle of Revenge: In The Story of Uncle Meat it is implied that Uncle Meat the Mad Scientist plots revenge.
  • Department of Redundancy Department:
    • Near the end of "A Pound for a Brown on the Bus" someone says "Fade!"
    • The spoken word introduction of "Ian Underwood Whips It Out (Live on Stage in Copenhagen)" has Underwood tell an anecdote with the following line:
    (...) I went up to Jim Black and I said, "I like your music, and I'd like to come down and play with you." Two days later I came up to the recording session, and Frank Zappa was sitting in the control room. I walked up and said, "How'd you do, my name is Ian Underwood and I like your music and I'd like to play with your group." (...)
  • Depraved Dwarf: Bimbo the Mexican slave of Uncle Meat in the movie script found in the liner notes.
  • Eating Shoes: "Mr. Green Genes"
    Eat your shoes
    Don't forget the strings
    And socks
    Even eat the box
    You've bought 'em in
    You can eat the truck
    That brought 'em in
  • Distinct Double Album: Both the LP and the CD.
  • Electronic Speech Impediment: Several voices and instruments have been sped up on this album, creating an often bizarre, but unique sound.
  • Epic Rocking: "Nine Types of Industrial Pollution" which takes six minutes and "King Kong" which runs for over eighteen minutes and takes up the entire final side of the original vinyl release.
  • Evil Laugh: According to The Story of Uncle Meat, Uncle Meat laughs when his diabolical plan gets into motion.
  • Evil Uncle: Uncle Meat, who plans on ruling the world with an army of mutant monsters.
  • Fading into the Next Song: As with most of Zappa's albums from this period, most of the songs fade into one another. Apart from LP side divisions, there aren't too many complete fade-outs.
  • Fake Band: Ruben and the Jets in The Story of Uncle Meat.
  • Fake-Out Fade-Out: After the first epic rocking of "King Kong" comes to a close the piece starts again in a different variation.
  • Fourth Wall Greeting: "The Voice of Cheese".
    Hello, teenage America...
  • Get Out!: Near the end of "The Legend of the Golden Arches" Pamela Zarubica tells an anecdote where the sound of the amplifiers was too loud, causing people in the audience to boo them to get off stage.
  • Green Aesop: As seen below under Real Life Writes the Plot, "Nine Types of Industrial Pollution" received its title because industrial pollution wasn't taken seriously at the time.
  • I'm a Humanitarian: "Mr. Green Genes" advices the listener to eat the garbage truck driver and his gloves.
  • Immortality Seeker: In The Story of Uncle Meat Uncle Meat drinks a potion that will making him immortal.
  • Instrumentals: "Uncle Meat: Main Title Theme", "Nine Types of Industrial Pollution", "Zolar Czakl", "The Legend of the Golden Arches", "The Dog Breath Variations", "Prelude to King Kong", "A Pound for a Brown on the Bus", "Ian Underwood Whips It Out (Live on Stage in Copenhagen)", "We Can Shoot You", "Project X" and "King Kong".
  • Killer Gorilla: "King Kong".
  • Lampshading: The imbecilic lyrics of "Mr. Green Genes" are lampshaded near the end:
    Nutritiousness... deliciousness... worthlessness!
  • Last Chorus Slow-Down:
    • "King Kong Part I-IV" starts slowing down near the end through clever tape manipulation mimicking the introduction notes.
  • Leave the Camera Running:
    • "If We'd All Been Living in California": Zappa had the habit of secretly recording stuff. One of those recordings can be heard on the album where band member Jimmy Carl Black complains about the desperate need for money.
    • "We Can Shoot You" has a small interlude between Ian Underwood and Bunk Gardner before they start playing:
    Ian: "Dee . . . dee BAH dam . . . eeeeh-dam pa-pa-pa-pa-pam . . . tee-pa pa-pa-pa-pa-pam! And just wail out the last one".
    'Bunk: "Mmm, let's [stack] here, then.
    Ian: "Yeah."
    Bunk: "Three, four..."
  • Live Album: Three tracks are live:
    • "Louie Louie (at the Royal Albert Hall in London)".
    • "God Bless America (Live at the Whisky a Go Go)".
    • "Ian Underwood Whips It Out (Live on Stage in Copenhagen)"
  • Loners Are Freaks: Both figuratively and literally in "The Voice of Cheese", where Suzy Creamcheese claims she couldn't make it in the beatnik set, the surfin' set, or the groupie set, so she joined Zappa's freak movement instead.
  • Made a Slave: Bimbo the Mexican Slave of Uncle Meat in The Story of Uncle Meat.
  • Mad Scientist: The script for the unfinished movie of which Uncle Meat was supposed to be the Cult Soundtrack is about an evil scientist called Uncle Meat, planning to rule the universe with an army of mutant monsters.
  • Mooning: "A Pound for a Brown on the Bus" (see Real Life Writes the Plot)
  • Mundane Made Awesome:
    • One of the tracks was recorded live at the Royal Albert Hall in London where Don Preston climbed the ancient pipe organ of the concert hall and performed the Doo Wop/rock 'n' roll song "Louie Louie" on it. The audience went berserk of such hilarious musical blasphemy.
    • "A Pound for a Brown on the Bus" is an instrumental track, inspired by two of Zappa's band members engaging in a "truth or dare" game for money. Bunk Gardner bet that Jimmy Carl Black wouldn't dare to show his behind on the tour bus. Before his words were cold, Jimmy has already taken his pants off and done it, thus winning the bet.
  • My Country Tis of Thee That I Sting:
    • "God Bless America", a Patriotic Fervor song by Irving Berlin sung in the most ridiculous way possible.
    • Zappa described the instrumental track "King Kong" once in 1967 before an audience in Stockholm, Sweden with the following introduction:
    The name of this song is "King Kong". 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.
  • Never Accepted In His Home Town: "The Voice of Cheese"
    Now that I've done it all over and nobody else will accept me, I've come home to my Mothers
  • No Title: "Project X".
  • An Odd Place to Sleep: "Sleeping in a Jar" in which we are informed that mummy and daddy are sleeping in a jar and that the jar "is under the bed."
  • One-Woman Song: "Electric Aunt Jemima".
  • The Pig-Pen: "Our Bizarre Relationship" tells an anecdote about someone who owned a cat with fleas and people with crabs, which they "proceeded to give to everybody in Laurel Canyon".
  • The Plague: "Dog Breath in the Year of the Plague".
  • Precision F-Strike:
    • "Our Bizarre Relationship":
    I can remember Elmer telling me that you really had a lot of talent, but he didn't see how anyone could ever make it that insisted on saying FUCK on stage.
    • "The Voice of Cheese":
    I never made it on the surfing set, and I never made it on the beatnik set, and I couldn't cut the groupie set either, and, um... actually, I really fucked up in Europe.
  • Real Life Writes the Plot:
    • "Nine Types of Industrial Pollution" was thought of by Zappa after driving through New Jersey. As he recalled during an 1988 interview with Bob Marshall:
    The funny thing is that at the time (...) there was no such thing as a concern over industrial pollution. It hadn't even been brought up as a topic.
    • Zappa explained the anecdote behind "A Pound for a Brown on the Bus" in London in 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.
  • Shout-Out:
    • The line "My ship of love is ready to attack" in "Dog Breath" refers to "Ship of Love", the most famous hit by the Doo-wop band the Nutmegs.
    • "Zolar Czakl" is the name of a rock-climbing route in Boulder Canyon, Colorado.
    • "King Kong", a reference to King Kong (1933).
    • "The Legend of the Golden Arches" has been interpreted as a reference to McDonalds M sign.
    • "Electric Aunt Jemima" references Aunt Jemima, the mascot of the Aunt Jemima pancakes, flour, syrup and other breakfast items. Though Zappa also nicknamed his guitar amplifier under that name. As he explained in a 1969 "International Times" interview:
    ''I get kind of a laugh out of the fact that other people are going to try and interpret that stuff and come up with some grotesque, I mean really grotesque, interpretations of it. It gives me a certain amount of satisfaction. You can imagine how insane that must get on a song 'Electric Aunt Jemima' which was written about an amplifier. Yes, it's a Standall amplifier, about this big, that I used on a couple of sessions. But there are some other references in the song to a meeting held in the Denny's Coffee Shop in Lancaster California about six or seven years ago at about four o'clock in the morning. Don Vliet, who is otherwise known to the world as Captain Beefheart, and I were sitting in this coffee shop discussing what we were going to do to the music business, and it's the line about 'Monza' because we were discussing the problems of lyrics in the music we were being fed on the radio. I always felt that the music I grew up with, except for the rhythm & blues, was just horrible and I didn't want to be subjected to it and I wished that I'd had something better to choose from. But I couldn't get anything better so we were talking about this and I said, 'Well I'm going to do this', and Don says, 'Well, I'm going to do that', and I said, 'OK, well let's go do that'.
    • In the photos inside the liner notes the phrase "Fast 'n' bulbous" can be read, which is a nod to Trout Mask Replica by Captain Beefheart, an album produced by Zappa.
    • "Sleeping in a Jar" was sampled by hip hop duo Madvillain (consisting of MF Doom and Madlib) on the track "Meat Grinder" from the album "Madvillainy" (2004) and later too by hip hop artist Tyler, The Creator from OFWGKTA on his track "Fuck This Election"
  • Silly Love Songs: "Dog Breath, in the Year of the Plague" and "Electric Aunt Jemima" are surreal love songs.
  • Slap-Slap-Kiss: "The Air"
    I hit you
    Then I beat you
    Then I told you
    That I love you
  • Special Guest: Pamela Zarubica as Suzy Creamcheese during "The Voice of Cheese" and the London Philharmonic Orchestra during "Louie Louie", recorded at the Royal Albert Hall in London. Ruth Underwood has an early appearance playing marimba and vibes on "many of the tracks" and would later reappear on "Burnt Weeny Sandwich" (1969) too, but would only become a full member of Zappa's band from 200 Motels (1971) on.
  • Speech Bubbles: Used inside the album sleeve in the photographs.
  • Spoken Word in Music:
    • "The Voice of Cheese"
    • "Louie Louie (at the Royal Albert Hall in London)"
    • Near the end of "The Legend of the Golden Arches"
    • "Our Bizarre Relationship"
    • The intro to "Ian Underwood Whips It Out (Live on Stage in Copenhagen)"
    • "If We'd All Been Living in California..."
    • "Prelude to King Kong"
    Here's one with your father's moustache, your old cookie jar, rubbers, sneakers, galoshes, belt buckles, and book covers with the name of your high school neatly imprinted in crimson and gold on the front with a picture of the goal post and last year's queen.
  • Starving Artist: "If We'd All Been Living in California"
    We're starving, man! This fucking band is starving! And we've been starving for three years.
  • Stock Sound Effects: Laughter, grunting, car horn sounds,... appear at unexpected moments during the instrumentals.
  • Straight Man: Ian Underwood introduces himself as such on "Ian Underwood Whips It Out".
  • Studio Chatter: Several small pieces of dialogue are scattered throughout the album.
  • Threeway Sex: "Our Bizarre Relationship"
    No-one could ever understand our bizarre relationship because I was your intellectual frigid housekeeper. Especially when you'd be going to bed with one chick at night and I wake up in the morning and find another one there, screaming at me . . . ha ha . . . Asked me what the fuck that chick was doing in your bed and I'd walk in and you weren't with the same one you were in the night before.
  • Toilet Humour: The origin story behind "A Pound for a Brown on the Bus".
  • Unreliable Narrator:
    I can't tell when you're telling the truth.
    I'm not.
    How do I know everything you say is true?
    You don't!
  • Word Salad Lyrics: Many of the songs of the album have surreal and incomprehensible lyrics. The only ones that make a little sense are "The Air" and "Cruisin' for Burgers". Zappa said most of the lyrics on the album were in-jokes with his band members.