freak out

Freak Out!

Freak Out! is the debut album by American experimental rock band The Mothers of Invention, released June 27, 1966 on Verve Records. Though often cited as one of rock music's first concept albums, the real unifying theme of the album is not musical, but a satirical attitude based on frontman Frank Zappa's unique perception of American pop culture. It was also one of the earliest double albums in the history of rock music.

The album was produced by Tom Wilson, who signed The Mothers, formerly a bar band called the Soul Giants, to a record deal in the belief that they were a white blues band. The album features vocalist Ray Collins, along with bass player Roy Estrada, drummer Jimmy Carl Black and guitar player Elliot Ingber, who would later join Captain Beefheart's Magic Band under the name Winged Eel Fingerling.

The band's original repertoire consisted entirely of cover songs. When Zappa joined the band, he not only changed their name but also expanded its music to include a wide range of original material. The musical content of Freak Out! ranges from rhythm and blues, doo-wop and standard blues-influenced rock to orchestral arrangements and avant-garde sound collages. Although the album was initially poorly received in the United States, it was a success in Europe. It gained a cult following in America, where it continued to sell in substantial quantities until it was prematurely discontinued in the early 1970s.

The album influenced the production of The Beatles' Sgt. Pepper's Lonely Hearts Club Band. In 1999, it was honored with the Grammy Hall of Fame Award, and in 2003, Rolling Stone ranked it among the 500 Greatest Albums of All Time. In 2006, The MOFO Project/Object, an audio documentary on the making of the album, was released in honor of its 40th anniversary.


In the early 1960s, Frank Zappa met Ray Collins. Collins supported himself by working as a carpenter, and on weekends sang with a group called the Soul Giants. Collins got into a fight with their guitar player, who quit, leaving the band in need of a substitute, and so Zappa filled in. The Soul Giants' repertoire consisted entirely of cover songs. One night, Zappa suggested that the band should start performing original material and try to get a record contract. While most of the bandmembers liked the idea, then-leader and saxophone player Davy Coronado felt that performing original material would cost them bookings, and quit the band. The Soul Giants became The Mothers, and Zappa took over leadership of the band. MGM staff producer Tom Wilson offered the band a record deal on the Verve Records division in early 1966. He had heard of their growing reputation but had seen them perform only one song, "Trouble Every Day," which concerned the Watts riots. This led him to believe that they were a white blues band. The group signed their contract on March 1, 1966 and very quickly began to work on their first album.


The first two songs recorded for the album were "Any Way The Wind Blows" and "Who Are the Brain Police?" When Tom Wilson heard the latter, he realized that The Mothers were not merely a blues band. In The Real Frank Zappa Book, Zappa wrote "I could see through the window that he was scrambling toward the phone to call his boss—probably saying: 'Well, uh, not exactly a "white blues band," but...sort of.'" In a 1968 article written for Hit Parader magazine, Zappa wrote that when Wilson heard these songs, "he was so impressed he got on the phone and called New York, and as a result I got a more or less unlimited budget to do this monstrosity." Freak Out! is an early example of the concept album, a sardonic farce about rock music and America. "All the songs on it were about something," Zappa wrote in The Real Frank Zappa Book. "It wasn't as if we had a hit single and we needed to build some filler around it. Each tune had a function within an overall satirical concept."

"If you were to graphically analyze the different types of directions of all the songs in the Freak Out! album, there's a little something in there for everybody. At least one piece of material is slanted for every type of social orientation within our consumer group, which happens to be six to eighty. Because we got people that like what we do, from kids six years old screaming on us to play 'Wowie Zowie.' Like I meet executives doing this and that, and they say, 'My kid's got the record, and "Wowie Zowie's" their favorite song.'"

The entire album was recorded at TTG Studios at the corner of Sunset and Highland in Hollywood, California, between March 9 and March 12, 1966. Some songs, such as "Motherly Love" and "I Ain't Got No Heart" had already been recorded before the Freak Out! sessions. These early recordings, said to have been made around 1965, were not officially released until 2004, when they appeared on the posthumous Zappa album Joe's Corsage. An early version of the song "Any Way The Wind Blows," recorded in 1963, appears on another posthumous release, The Lost Episodes. The song was written when Zappa considered divorcing first wife Kay Sherman. In the liner notes for Freak Out!, Zappa wrote "If I had never gotten divorced, this piece of trivial nonsense would never have been recorded."

Tom Wilson became more enthusiastic as the sessions continued. In the middle of the week of recording, Zappa told him "I would like to rent $500 worth of percussion equipment for a session that starts at midnight on Friday and I want to bring all the freaks from Sunset Boulevard into the studio to do something special." Wilson agreed. The material was worked into "The Return of the Son of Monster Magnet." According to Zappa, the record label refused to allow him the time needed to complete the composition, and so it was released in unfinished form.

Zappa later found out that when the material was recorded, Wilson had taken LSD. "I've tried to imagine what he must have been thinking, sitting in that control room, listening to all that weird shit coming out of the speakers, and being responsible for telling the engineer, Ami Hadani (who was not on acid), what to do." By the time Freak Out! was edited and shaped into an album, Wilson had spent $25–35,000 of MGM's money. In Hit Parader magazine, Zappa wrote "Wilson was sticking his neck out. He laid his job on the line by producing the album. MGM felt that they had spent too much money on the album."

The label requested that two lines be removed from the "It Can't Happen Here" section of "Help, I'm a Rock," (a song dedicated to Elvis Presley) both of which had been interpreted by MGM executives to be drug references. However, the label either had no objections to, or else did not notice, a sped-up recording of Zappa shouting the word "fuck" after accidentally smashing his finger, occurring at 11 minutes and 37 seconds and again at 11 minutes and 55 seconds into "The Return of the Son of Monster Magnet". Beginning with the 1995 compact disc issue of the album, "Help, I'm a Rock" and "It Can't Happen Here" have been indexed as separate tracks.

MGM also told Zappa that the band would have to change their name, claiming that no DJ would ever play a record on the air by a group called "The Mothers."

" the time, it was, you know, if you were a good musician, you were a motherfucker, and Mothers was short for collection of motherfuckers. And actually, it was kind of presumptuous to name the band that, because we weren't that good musicians, we were . . . But by bar-band standards in the area, we were light-years ahead of our competition, but in terms of real musicianship, I just suppose we were right down there in the swamp." - Frank Zappa

Freak Out! was released with the band's name changed to The Mothers of Invention, a name Zappa chose in favor of MGM's original suggested name, "The Mothers Auxiliary." The album's back cover included a "letter" from Zappa-created fictional character Suzy Creamcheese (who also appears on the album itself), which read:

"These Mothers is crazy. You can tell by their clothes. One guy wears beads and they all smell bad. We were gonna get them for a dance after the basketball game but my best pal warned me you can never tell how many will show up...sometimes the guy in the fur coat doesn't show up and sometimes he does show up only he brings a big bunch of crazy people with him and they dance all over the place. None of the kids at my school like these Mothers...specially since my teacher told us what the words to their songs meant. Sincerely forever, Suzy Creamcheese, Salt Lake City, Utah."

Because the text was printed in a typeface resembling typewriter lettering, some people thought that Suzy Creamcheese was real, and many listeners expected to see her in concert performances. Because of this, it was decided that "it would be best to bring along a Suzy Creamcheese replica who would demonstrate once and for all the veracity of such a beast." Because the original voice of Suzy Creamcheese, Jeanne Vassoir, was unavailable, Pamela Lee Zarubica took over the part.

Early pressings of the album included an advertisement for a "Freak Out Hot Spots!" map, which featured commentary on selected areas of 1966-era California. The map was not offered on later pressings, but was eventually reprinted and included with The MOFO Project/Object, a four-disc audio documentary on the making of the album, released posthumously by the Zappa Family Trust in 2006.


Though it reached #130 on the Billboard chart, Freak Out! was neither a major commercial nor critical success when it was first released in the United States. Some listeners were convinced that the album was drug-inspired, and interpreted the album's title as slang for a bad LSD trip. In The Real Frank Zappa Book, Zappa quotes a negative review of the album by Pete Johnson of the Los Angeles Times, who wrote:

"I guess you might call it surrealistic paintings set to music. Not content to record just two sides of musical gibberish, the MOI devote four full sides to their type of 'artistry.' If anyone owns this album, perhaps he can tell me what in hell is going on. [...] The Mothers of Invention, a talented but warped quintet, have fathered an album poetically entitled Freak Out, which could be the greatest stimulus to the aspirin industry since the income tax.

However, the album did gain a cult following in the United States and continued to sell in substantial quantities until it was prematurely discontinued sometime during the mid 1970's. By that time MGM/Verve had been purchased by the German Polydor Records company and many MGM/Verve releases were deleted in an attempt to keep the struggling company financially solvent. Zappa had already moved on to his own companies Bizarre Records and Straight Records which were distributed by Warner Bros. Records. Freak Out! was initially more successful in Europe where it influenced many English rock groups. The album was also an influence on The Beatles' Sgt. Pepper's Lonely Hearts Club Band, and made an instant Zappa fan out of future Simpsons creator Matt Groening. The album was honored with the Grammy Hall of Fame Award in 1999, ranked at number 243 on Rolling Stone magazine's list of the "500 Greatest Albums of All Time" in 2003, and featured in the 2006 book 1001 Albums You Must Hear Before You Die. A reference to the album can be found in the artwork for The Further Adventures of Lord Quas, an album by hip hop producer Madlib's alter-ego, Quasimoto. In 2006, the Lagunitas Brewing Company put out an ale named after the album. The album's cover was featured on the label.

Track listing

All songs by Frank Zappa.

Double LP

Side one

  1. "Hungry Freaks, Daddy" – 3:32
  2. "I Ain't Got No Heart" – 2:34
  3. "Who Are the Brain Police?" – 3:25
  4. "Go Cry on Somebody Else's Shoulder" – 3:43
  5. "Motherly Love" – 2:50
  6. "How Could I Be Such a Fool?" – 2:16

Side two

  1. "Wowie Zowie" – 2:55
  2. "You Didn't Try to Call Me" – 3:21
  3. "Any Way the Wind Blows" – 2:55
  4. "I'm Not Satisfied" – 2:41
  5. "You're Probably Wondering Why I'm Here" – 3:41

Side three

  1. "Trouble Every Day" – 5:53
  2. "Help I'm a Rock" – 8:37
    1. Okay To Tap Dance
    2. In Memoriam, Edgar Varèse
    3. It Can't Happen Here

Side four

  1. "The Return of the Son of Monster Magnet" (Unfinished Ballet in Two Tableaux) – 12:22
    1. Ritual Dance of the Child-Killer.
    2. Nullis Pretii (No commercial potential)

Current CD

  1. "Hungry Freaks, Daddy" – 3:32
  2. "I Ain't Got No Heart" – 2:34
  3. "Who Are the Brain Police?" – 3:25
  4. "Go Cry on Somebody Else's Shoulder" – 3:43
  5. "Motherly Love" – 2:50
  6. "How Could I Be Such a Fool?" – 2:16
  7. "Wowie Zowie" – 2:55
  8. "You Didn't Try to Call Me" – 3:21
  9. "Any Way the Wind Blows" – 2:55
  10. "I'm Not Satisfied" – 2:41
  11. "You're Probably Wondering Why I'm Here" – 3:41
  12. "Trouble Every Day" – 5:53
  13. "Help, I'm a Rock" – 4:42
  14. "It Can't Happen Here" - 3:59
  15. "The Return of the Son of Monster Magnet" – 12:22



  • Producer: Tom Wilson
  • Engineering director: Val Valentin
  • Engineers: Ami, Tom, Val Valentin
  • Assistant: Eugene Dinovi, Neil Levang, Vito, Ken Watson
  • Musical director: Frank Zappa
  • Orchestration: Frank Zappa
  • Arranger: Frank Zappa
  • Cover design: Jack Anesh
  • Hair stylist: Ray Collins



Year Chart Position
1967 Billboard Pop Albums 130


External links

  • Conventions: the Land Around Us, a 1970 film about the 1968 war protests at the Chicago Democratic convention, features video for "Return of the Son of Monster Magnet" toward the end—one of the first music videos ever made

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