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‘You Are What You Is’: Frank Zappa’s Savagely Satirical Pop Masterclass

The album found the pioneering composer at his most eclectic, pop-oriented, and his most lyrically radical.

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Frank Zappa You Are What You Is album cover
Cover: Courtesy of Universal Music

The first song-based Frank Zappa album of the ‘80s, the 20-song double-album You Are What You Is, found the pioneering composer at his most eclectic, pop-oriented, and his most lyrically radical. At a time when many of his peers were settling into cozy, middle-of-the-road territory, Zappa was more sharply focused on what he considered the failings of society than ever before.

Throughout the album, Zappa takes aim at freeloading hippies (“Teen-age Wind”), socialites (“Society Pages”), fashion (“Beauty Knows No Pain”) drug users (“Any Downers?”), cultural appropriation and racism (“You Are What You Is”), religion (“Dumb All Over”), television evangelists (“Heavenly Bank Account”), the military (“Drafted Again”), politics (pretty much everything)… and that’s just for starters.

Listen to Frank Zappa’s You Are What You Is now.

Along the way, Zappa and his band – Arthur Barrow (bass), Bob Harris (vocals, trumpet), David Logeman (drums), Ed Mann (percussion), Tommy Mars (keyboards), Ray White (guitar, vocals), Ike Willis (guitar, vocals) and Steve Vai (guitar) – took listeners on a thrilling ride through 20th-century pop music. Doo-wop, jazz, hard rock, reggae, soul, blues, new wave, and country are all negotiated with aplomb over a series of three sharply edited suites, rammed with witty musical phrases, call-backs, and reference points.

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It was the first album recorded in Zappa’s new home studio, with the basic tracks recorded in July and August 1980. It was an unusual introduction to the big time for future guitar hero Steve Vai, as the guitarist later noted, “This was the first real studio album on which I ever played. I remember going up to Frank’s house one night and staying for nine days. When you worked with Frank in the studio, you could just record and record until you couldn’t stand it anymore. You Are What You Is was a very challenging record to make. Some of the material was very hard for me, and I was surprised by how patient Frank was.”

If a guitarist with the technical ability of Steve Vai is struggling, you know the material is demanding. A case in point is You Are What You Is’ only real foray into jazz-fusion improvisation, “Theme From The 3rd Movement Of Sinister Footwear.” To get the exact solo that he was after, Zappa asked Vai to listen to a recording and learn how to play it note-for-note. It was no mean feat, as Vai later revealed, “I took a week or two weeks… I worked on it until what I was playing was absolutely identical to what he played. And that’s really hard, because Frank doesn’t play conventionally. If you listen to the piece, there’s all sorts of little pick scrapes and notes.” When Vai finally played it to Zappa, the composer started laughing and called his wife Gail on the intercom to come and hear it. Vai feared the worst, but Zappa was amazed and delighted.

Theme From The 3rd Movement Of Sinister Footwear

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That attention to detail and innovative thinking informs all of You Are What You Is – on the surface, it hurtles through musical styles at breakneck speed with some of Zappa’s catchiest melodies. But dig a little deeper, and the meticulous arrangements and careful pacing become evident.

The album is made up of three continuous suites, itself a remarkable feat of editing and ingenuity. The first takes up the first side of the original vinyl album and begins with “Teen-age Wind,” a sarcastic look at youthful expectations. Zappa later explained, “A lot of times you hear these songs on the radio that express the ultimate teenage point of view, which is, ‘I want everything for nothing and let’s have a good time.’ So I figured that I had to have at least one of those kind of songs in our show.” It’s a muscular rocker with multiple tricksy gear shifts and a strident vocal from Bob Harris, which abruptly shifts into the pedal steel-festooned country rocker “Harder Than Your Husband.” “Doreen” follows and swiftly establishes a new genre – power doo-wop. Ray White’s full-blooded and passionate vocal makes it a highlight of the album. Still, it can’t prepare listeners for the detour into tongue-in-cheek reggae-lite that is the Zappa-sung “Goblin Girl,” which ingeniously recycles melody lines from “Doreen” as it reaches its climax. The Vai showcase “Theme From The 3rd Movement Of Sinister Footwear” closes the first suite in all its weird improv glory.

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The second suite takes up side two of the vinyl version and incorporates a set of six songs concerned broadly with the “beautiful people” of the world. Highlights include the hugely appealing funk of “Society People,” the gigantic riffs of “Beauty Knows No Pain” (not to mention Zappa’s Joe’s Garage-style, close-spoken monologue on what beauty entails in the modern world), the ridiculously catchy hard rock of “Charlie’s Enormous Mouth,” and the cautionary tale “Any Downers?”

The third suite encompassed the entire second record of You Are What You Is. It’s an extraordinary near-35 minutes of music that was only performed in its entirety once, at the Palladium in New York on Halloween 1980. The title track is an infectious boogie that describes two men who fake their lifestyles – a middle-class white man who plays the blues in an attempt to look more “manly,” and a black man who abandons his culture to be accepted by white people. The language Zappa uses in this song is controversial, to say the least, but he was making powerful points about perception and cultural appropriation that resonate today. It was Zappa’s only track to have a music video, released in 1984 and featuring a Ronald Reagan lookalike being sentenced to the electric chair. (Unsurprisingly, it was banned from MTV.)

“The Mudd Club” followed, on which Zappa gave us the lowdown on a den of inequity using a mix of barbershop vocal stylings and malevolent monologues over a slow reggae skank. It segued into a clutch of songs (“The Meek Shall Inherit Nothing,” “Dumb All Over,” and “Heavenly Bank Account”) which take organized religion and television evangelists to task to devastating effect. “Drafted Again” closed the album, a song that attacked the idea of the military draft, which had been mooted after the Soviet invasion of Afghanistan in December 1979. Zappa later clarified the song, claiming that he wasn’t against the idea of countries having militaries but suggested that rather than drafting indiscriminately, the army “should be composed of people who have an interest in military life and who have an interest in being soldiers.”

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Just as Zappa And The Mothers Of Invention cast a wry eye over the late ‘60s with albums like Absolutely Free and We’re Only In It For The Money, You Are What You Is saw Zappa fix his glare on society as the 80s began. It’s a hook-packed, satirical masterpiece that could only have been made by one person. We’re still catching up.

Listen to Frank Zappa’s You Are What You Is now.

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