You Are What You Is

1. Teen-age Wind

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Arthur Barrow, reddit, June 16, 2015

The "Teenage Wind" lyrics were written at rehearsal before my very eyes after I had told him about hearing "Ride Like the Wind" on the radio.

Arthur Barrow, Of Course I Said Yes!, 2016, p. 100-101

I heard from my old friend Phil (the drummer in Chris' high school band, Flash) that Chris [Geppert] had signed a record deal with Warner Brothers. One day on my to rehearsal [...] a familiar sounding voice came on the radio. It was Geppert, now calling himself Christopher Cross, singing his soon to be hit single, "Ride Like The Wind." [...]

When I got to rehearsal, I told Frank about the song [...]. I went to an electric piano and played and sang what I could remember of "Ride Like The Wind" after that one partial hearing of it in my car. Frank said "Get me a pencil and a piece of paper. I can write a song like that in 5 minutes." Sure enough, he proceeded to whip out the "Teenage Wind" lyrics in just about 5 minutes.

[...] When I got home that night, I called Phil and told him all about it. Phil then called Chris and told him that Zappa had written a song mocking "Ride Like The Wind." Phil quoted Chris to me as saying, "Oh, I hope he doesn't release it while I'm peaking!" When I told Frank that the next day, Frank said in a silly voice meant to be Chris, "Ooooo, I've been in the business 15 minutes and I'm peaking!" I almost died laughing.

Then I could go to a midnite show of 200 MOTELS!

• Frank Zappa's 200 Motels (United Artists, 1971). Also mentioned in "The Worst Reviews" on Playground Psychotics (1992); "Strictly Genteel" on Chicago '78 (2016); and Them Or Us (The Book) (1984) p. 18.

2. Harder Than Your Husband

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Jimmy Carl Black, interviewed by Andrew Greenaway, The Idiot Bastard, June 23, 2000

Denny Walley called me in 1980 and said Frank wanted me to call him. So I did, and he asked me if I would like to come to California and record a new country type song that was going to be on his new album. I was living in Albuquerque, NM at the time, and said that I would like that very much. So the next day there was an airplane ticket waiting for me at the airport and off I went. Frank put me up in a very nice hotel and then had his driver pick me up in his RR and took me to his new studio in his house. I sang the song and he asked if I could stay a few more days so I could do some more tracks on the album, and I did. I think I wound up recording 4 or 5 more songs on that album. It is one of my favourite albums of Frank's.

Jimmy Carl Black, interviewed by Gregarious, Mother People, 1985

I will say, that when I did the song "Harder Than Your Husband", he paid me scale, and put me up in the best hotel in Hollywood, and paid me per diem. I actually did pretty good on that one; the only time I've done any good with Frank. You know that song was originally going to be on an album called "Fred Zeppelin," but then John Bonham died, and Frank changed the title.

Jimmy Carl Black, For Mother's Sake, 2013, p. 176-177

One day in August, I got a call from Denny Walley and he said that Frank had been trying to get hold of me and that I should call him. Frank had a country and western song that he'd been working on for a new LP called You Are What You Is and had decided that the only guy who could sing it was Jimmy Carl Black!

So I called him and he said, "I've got a song for you. I've been trying to sing it, but I figured that you would be better doing it!" He asked could I come over to L.A. in the next few days. [...]

The day I got to L.A., I didn't go into the studio. I checked into the Sunset Marquee Hotel in Hollywood. Thomas Nordegg, who was working for Frank at the time, gave me a tape of Frank singing the song "Harder That Your Husband" and a copy of just the backing—he also gave me a tape recorder—so I practiced in my hotel room on the first evening.

The next day, at six in the afternoon, Thomas came to pick me up in Frank's brand new Rolls Royce. He drove me up to the house, where Frank had just built a big new studio. We recorded the song that night and Frank loved it. I thought that that was it and I'd be flying out the next day but he said, "I want you to stay for another day or so because I've got some other songs that I'd like you to sing on."

The next night, I went back to the studio to check things out and watch what was going on. That's when I met Ike Willis and Ray White because they were doing some vocal overdubs. I thought they were cool guys. [...]

One night, Denny Walley came by and so did Motorhead who brought his saxophone with him. We did a lot of recording that night for Frank. Denny put the slide guitar on "Harder Than Your Husband" and I think that Motorhead did some freaking out on "Mudd Club" or something. On the Friday, we recorded my parts on "I Don't Wanna Get Drafted," "Teenage Wind" and "Goblin Girl."

I was paid in very good cash for the sessions and, as I recall, they were double sessions and $40 per day for meals and stuff. He paid me real well, and I think it paid off for him because the album You Are What You Is was a great success musically.

I hung out there in his new studio with Frank quite a lot. One night, after we'd finished recording, he played me the video of Baby Snakes. [...] I did enjoy Roy's part where he's got the wig on. I thought that was hilarious, but then Roy has always been funny whether he wanted to be or not.

4. Goblin Girl

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Oddio Gal, June 5, 2008

On Goblin' Girls, during the overdubs around 3:20, the lines:

Talkin' 'bout the bad girls . . . Talkin' 'bout the bad, bad girls

are a quote from the song Bad Girls, composed by Joe Esposito, Eddie Hokenson, Bruce Sudano, and Donna Summer, and popularized by Donna Summer's 1979 recording which appeared on the album of the same name.

5. Theme From The 3rd Movement Of Sinister Footwear

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Steve Vai, The Frank Zappa Guitar Book, 1982, p. 5

The "Theme from the Third Movement of Sinister Footwear" (formerly titled "Persona Non Grata") appears on the album You Are What You Is. On that track Frank's guitar line was doubled by electric guitar, percussion, and bass clarinet. The original rhythm track was replaced by what you hear on the album.

Steve Vai, interviewed by Michael Brenna, Society Pages #12, May, 1982

I haven't seen Frank recording a song live in the studio. He may have done that, but I have never taken part in any procedure like that. I've played on tapes where I never ever met the musicians who were on them. [...]

When I first met Frank, one of the first things he asked me to learn on the guitar was the song "Sinister Footwear, The 3rd Movement." That originally started out as a guitar solo by Frank, and he asked me if I could transcribe it. I said, "Boy! I don't know," and then I tried it. I started feeling very meticulous about it, getting it just right. [...]

[It took me] three days [to learn it], because he called me up from Germany [prob. July, 1980], and he said, "I'll be back that-and-that day, you think you will know it by then?" I said sure, and I did learn it. But it wasn't for a while that I got to record it, so I kept practising it harder and harder. If you listen very carefully on the You Are What You Is album, I'm doubling the melody on one speaker, and Frank's original guitar track is coming out of the other. Ed Mann, the precussionist, learned the melody on the different percussion instruments, and he recorded it. David Ocker learned the part on bass clarinet and double it.

[...] what happened was: this originally started out as the opening of a show, I think it was Halloween in New York. The rhythms that appear in this transcription are transcribed rhythms from the original version which was called "Persona Non Grata." If you try to read this piece of music right here in your magazine along with the record, you'll find it inaccurate, because Frank took his guitar part, and the percussion + guitar + clarinet overdubs and played them on a totally different rhythm track. I think that was the actual rhythm track from a solo from "Easy Meat," because it's the same type of vamp, it's 3/4 E lidian. All this is why David Logeman was on it. He didn't play on it when the actual thing was being recorded live, that was Vince. The rhythm track on the album consists of Arthur Barrow playing bass, and I think it was Tommy Mars playing Rhodes, and David Logeman playing drums. So the actual sense of time on the "Sinister Footwear" that appears on the record is slightly different than what is transcribed here.

Art Jarvinen, comments to The David Ocker Internet Interview, August, 1998

Frank told me about that. He said that Steve had come in and done the overdub in one pass. Steve of course wanted to do it again, because he knew he could "do it better". Frank would not let him do it again. He said "If I let him do it again it would be perfect, and no one would believe me that there are two guitars on it".

David Ocker, interviewed by Eyeinhand Entertainment, c. 2000

Steve [Vai] and I are also both on the Sinister Footwear recording, doubling the same Zappa guitar solo—but we never played in the studio at the same time. Steve did his overdub long before I did mine. His guitar can be heard much more distinctly than my bass clarinet.

[...] I played with Steve only once. He came over to my house (the bungalow in Los Feliz) to rehearse Sinister Footwear—we played the melody together as a duet: bass clarinet and guitar. I think we'd both worked on it pretty hard by then, learning the nuances by playing along with tape to prepare for Frank's studio. Our duet went well. At least I don't remember any problems now.

Ed Mann, interviewed by Andrew Greenaway, The Idiot Bastard, March 14, 2004

I think my all time fave that I play on is 'Persona Non Grata'. Steve Vai transcribed one of Frank's more polyrhythmic solos (a near impossible feat—but Steve could do it easily) and so I learned it on marimba. And I love the 'high-wire without a net' feel to the recorded result. I guess next would be 'Drowning Witch'—I remember listening back to those recordings in the control room and the sounds were real nice.

Mark Pinske, interviewed by Chris Michie, Mix, January 1, 2003

The Steve Vai audition story is quite well known—not so much audition, as he was familiar because he'd been doing transcriptions on a contract basis, is that right?

He was doing transcriptions for, believe it or not, for $10 a page. Some people took $15 a page. And Steve made me always promise to never tell Frank how much time he spent on one page, because his transcriptions looked immaculate. The real true story on Steve is kind of interesting, because you'll hear variations. You'll even hear Steve's own version of it, which isn't even totally accurate. Steve was a young kid. I was in the studio setting up some vocal mics one day, and Frank had gotten back a transcription of a live cassette that he had sent Steve called "Persona Non Grata." And Frank came out there with the sheet, and held it up to me, and he said, "Look at this, Mark. You gotta see this. Look at the way he transcribed my guitar solo here. He makes me look like a genius." He did some triple-dotted eighth notes, or some darn thing that just looked immaculate. And Frank said he was just screwing around, but Steve made it look really like it was some elaborate thing. And Frank got a kick out of it. He said, "Yeah, he sent me his tapes. Come on in the control room." I was setting up a mic out in what we called "the yard," out there, where I was telling you about in the studio. I came in, and Frank put in the cassette, and Steve had a band called Morning Thunder, which was a garage band. And I heard all this Jimi Hendrix-type of whammy guitar stuff going on, and Frank said, "I'm flying Steve out here tomorrow." I thought, "What the heck would he fly another guitar player out?" the whole idea was, Frank decided—he'd lost a little confidence in his guitar playing. You knew about that, right?

No, I didn't.

There's about a three-year period in there where he almost didn't play at all. And we did a lot of tours where he just sang, and Steve played guitar. Steve and Ray and Ike. Frank didn't do a lot of solos. And then later on, the fans got kind of picky about it. But his mind already, he was just trying to bring in another guitar player, and he was just going to do more ad-libbing and singing, and just kind of directing. So Steve showed up, and he had this old beat-up Stratocaster. Jesus, I think he just turned 19 years old, he was nervous as heck. Came in the studio, and we went out there and Steve said to me, I was out in the studio with Steve, and he said, "You gotta help me get a guitar sound." And we didn't have any real elaborate guitar amps out there at the time. For some reason I thought he'd bring his own, or something. But we had a little Roland Jazzmaster, as a matter of fact. We cranked the thing up, and kind of got it swinging and feeding back. And Steve, "Yeah, I think this'll be OK, don't worry about it. I'll just play this." Because he wasn't being picky. We took this—I went in the control room, and Frank said, "Take the tracks from 'Persona Non Grata,'" is about an eight-minute piece. It's a pretty long piece. And he said, "Feed him all the tracks except my guitar, and we're going to have him play my guitar part." Which he had transcribed. And I kind of thought wasn't fair. So I looked at Frank, and I fed him the best mix I could—I gave him a pretty elaborate stereo headphone mix, as a matter of fact. And I said, "Steve, OK, just play along with it. Don't worry about it. Just play for however long you can. And then, whenever you want to, drop out." So I rolled the tape, I put it in Record. Steve started playing, and he played all the way through the piece. And Frank said, "My God, bring the kid in." So I told him to come in, and Steve came through the side door, and at the side door we have a little coffee maker, next to a little restroom there. And the door shut, and I was in between the two doors from the control room and where the coffee maker was, and I caught Steve there, and Steve said, "Man, I really screwed up, didn't I?" He was nervous. And I said, "No, man. Gee, I thought it sounded pretty good, Steve." So we brought him in the control room, and then Frank said to me, "Now put my guitar back on, and pan his guitar to one side, and my guitar to the other." And I remember distinctly panning Steve's guitar to the left side, panning Frank's guitar to the right side, or vice versa. I'm pretty sure that's the way it was, and we rolled the tape, and you couldn't hardly tell the difference of the two guitars. I swear to God. The bends, and the articulation, which pretty much told you how much time he spent on it, were—and Frank—probably the only time in my life I actually saw Frank's mouth just drop open. I turned around and his mouth was just dropped open. We listened to probably no more than about a minute and 20 seconds more of it, and Frank just said, "Stop the tape." I stopped the tape, he looked over at Steve and said, "Do you want to go on the road?" Honest to God. He looked over at him and said, "Do you want to go on the road?" So here was a guy that came from probably, I don't know, what? Making $120 a week, to $1,800, $2,000 a week. All of a sudden, he had a livelihood. Before he was 20 years old. And that was something I'll never forget. It really wasn't fair, I didn't think, but the kid held up pretty well.

Patrick Buzby, January 11, 2018

Here's a quick comparison between the SBD/FM version found at http://www.zappateers.com/bb/viewtopic.php?t=26882 and the sped-up YAWYI version.

[1:06-2:09] = YAWYI [0:00-1:01]
[2:27-3:53] = YAWYI [1:02-2:25]
[4:15-4:37] = YAWYI [2:26-2:47]
[6:09-6:30] = YAWYI [2:48-3:09]

7. I'm A Beautiful Guy

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pbuzby, Zappateers, November 12, 2011

I think I'm A Beautiful Guy is the same take heard on the [Tower Theater, Upper Darby, PA] 1980 04 29 (L) SBD with multitracked vocals and a lot of Steve Vai guitar overdubbed. It is possible other tracks from that medley are also live.

Patrick Buzby, July 6, 2010

[Tower Theater, Upper Darby, PA] 4/29/80 (E) is the only 1980 show I've heard where FZ mentions that they are recording the show. (Again, this is in the intros and I think is only on the AUD tape.) Also, David Logeman mentions on the timeline site that he did an unreleased live album in Philadelphia with FZ. So yes, it seems that FZ brought in some better recording gear for those shows and perhaps also called Alan Sides in.

Glenn Leonard, July 8, 2010

i certainly remember seeing a huge truck behind the tower that wasn't usually there for fz shows. a snake cable was fed from the back door into the truck.

8. Beauty Knows No Pain

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pbuzby, Zappateers, May 17, 2013

From this show [1980 04 29 (L) Upper Darby PA] I think "I'm A Beautiful Guy" and "Beauty Knows No Pain" were used as basic tracks on YAWYI.

9. Charlie's Enormous Mouth

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(Kinda young
Kinda wow . . . )

• See "Catholic Girls" on Joe's Garage (1979)

Cliff Heller (quoted in Arf: Notes & Comments)

I always suspected that Charlie's Enormous Mouth was a riff on the "Charlie" fragrance because "Charlie" referred to a woman name in both cases. (For the non-English speaking, Charlie is usually a nickname for Charles, a mans name, and rarely used for Charlene or any other female variant).

11. Conehead

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12. You Are What You Is

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FZ, interviewed by Tom Mulhern, Guitar Player, February, 1983

Did you use a Strat on the song "You Are What You Is"?

No. That's the Les Paul. I also used a Mu-tron Octave Divider.

flambay, Zappateers, October 21, 2015

The You Are What You Is theme has surfaced for the first time in some of FZ's Yo' Mama solos in 1978, check 1978 02 15 Berlin DE for instance.

13. Mudd Club

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14. The Meek Shall Inherit Nothing

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15. Dumb All Over

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Arthur Barrow, "Re: Dumb All Over," alt.fan.frank-zappa, October 12, 2001

He wrote the lyrics on a plane trip back from Europe. I was taking a walk around the plane to stretch my legs and went by Frank's seat to say hello. He said "Look what I just wrote!" and handed the page to me with lyrics fully formed, as I recall. I was amazed, to say the least.

FZ, quoted in "The CD Watchdog," ICE #43, October, 1990

I've also had complaints about the guitar solo on 'Dumb All Over' (on the You Are What You Is CD). That's also unmeshable because it, too, was not a continuous performance. I didn't like that guitar solo to begin with, but I think what's important is the lyrics, getting from one topic to another.

Sprechstimme

FZ, interviewed by Michael Bourne, American Eye, October 23, 1974

I can talk in pitch, Sprechstimme. I've been doing that for years—and I learned it from John Lee Hooker, not Arnold Schoenberg.

16. Heavenly Bank Account

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Arthur Barrow, interviewed by Juha Rompannen, April 18, 1996

There was this little thing we were playing—a sort of little robot sounding thing, [sings the melody of "Basement Music #2"]. Had this sort of like square little robot feel, and we played it a little bit that way a few days in rehearsal, and then one day Tommy [Mars] started playing like a gospel version of it, [sings a gospel version of the same melody]. And Tommy says that, you know, Frank walked into rehearsal and said, "Wow, that's cool! What's that?" "Frank! You don't even know? That's your own tune! You wrote that! That's this thing you— [sings the melody again]" "Wow! That's cool!" And so then that's how it became "Heavenly Bank Account," because Tommy started doing a gospel version of this thing that was this little robot thing, this cool little robot thing.

It is easy with the Bible
To pretend that
You're in Show Biz
(And a-one, and a-two, and a . . . )

Evil Bob, quoted in ARF: Notes & Comments

This last line refers to the accent of the famous late bandleader Lawrence Welk.

• See notes for "The Blackouts" on The Lost Episodes (1996).

Additional informants: Charles Ulrich, Patrick Buzby

17. Suicide Chump

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18. Jumbo Go Away

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FZ, interviewed by Keith Elshaw, CFNY, Toronto, Canada, October 2, 1978

Wrote a song just the other day called "Jumbo Go Away" 'bout this girl with a head about the size of a rhinoceros that was chasing Denny around Detroit.

Denny Walley, interviewed by Andrew Greenaway, The Idiot Bastard, July 31, 2008

It's hard to explain this without sounding pompous or rude, so I will just say that while in Detroit waiting with Frank for the hotel elevator to arrive to take us to our rooms, the lady in question appeared again! (She had followed us/me for the last week to every gig, hotel, restaurant.) Having tried on more than one occasion to let her know that we were not going to become husband and wife, I finally just said "Jumbo, go away." The following day at soundcheck, Frank handed me a song he had written the night before and wanted me to sing. It was "Jumbo"!

Denny Walley, interviewed by Michael Buffalo Smith, Michael Buffalo Smiths's Universal Music Tribe, 2004

With a song called "Jumbo Go Away", we had gone out to a club one night and I wound up with this girl. Well this girl started showing up at all the gigs. No matter where we were, she would show up. We were in Chicago and played and after the show we would go club hopping at different places. We would have some drinks and then we went back to the hotel to the elevator waiting to go up to the room and then I turned around and saw this girl waiting for me and I turned around and said "Jumbo go away!" Then the next day Frank handed me some lyrics of a song called "Jumbo Go Away". That was how that happened. (laughs) He was always doing stuff like that.

Number 6

Arthur Barrow, Of Course I Said Yes!, 2016, p. 61-62

An interesting thing Frank was doing at the time was writing what he called "insertion units." He brought in charts for us with numbers for titles, like "Number Two" or "Number Six." These instrumentals were usually fairly short, only a minute or two in length. He had us work them up as a regular part of rehearsal, but they were not part of the planned show. He said he would find places to use them in future songs, and that is what he did. "Number Six," for example, became the instrumental middle section of "Jumbo Go Away."

19. If Only She Woulda

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Arthur Barrow, Of Course I Said Yes!, 2016, p. 108

The cheesy Doors-like organ solo on "If Only She Woulda" is performed by me, not Tommy Mars, so don't blame him.

20. Drafted Again

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Tommy Mars, interviewed by Axel Wünsch & Aad Hoogesteger, T'Mershie Duween, July-September, 1991

I'll never forget when 'I Don't Wanna Get Drafted' started. We were having a dinner break and it was just around the time when there might have been the draft in America. Frank was talking about World War Two. It was like history class. I remember Ike Willis' eyes were wide open and he said 'You really mean that, Frank? This shit really happened?' 'Yeah, asshole, read a history book once in a while.' And it was really cool. Then all of a sudden, he was working on this (sings 'I don't wanna get drafted'); that was like a guitar-solo at the time. So he said 'Put down the burritos, I think we got a new tune boys. Do that thing; I got this lyric idea.' And he started writing the lyrics right out. And that was part of something that meant something to me.

Recording Sessions

Ahmet Zappa, interviewed by Andrew Greenaway, February 5, 2018

The experience itself was really fun. I thought that my dad was feeling what I was doing [laughs]. I did a few takes. That was really great because Moon went into the studio afterwards and I was listening to her and she was singing in this affected, character voice. And I thought that was kinda cool...it just felt like I'm doing something with my big sister, and we were all doing something with Frank, and we couldn't believe it was on the album.

Mark Pinske, interviewed by Andrew Greenaway, August 24, 2018

I think Ahmet was about six years old then?! Yes, I did a 'Johnny Olson' lead vocal track on that one. Frank edited it together to use instead of a guitar solo. He used to laugh at my imitation of Johnny Olson, the announcer for The Price is Right.

I also did some other vocal parts on the record, mainly some falsetto parts.