200 Motels: 50th Anniversary Edition Is Pure, Uncut Zappa

Frank Zappa’s 200 Motels soundtrack fills in the missing bits with a new mix, greater clarity, and an alternative story.

Frank Zappa 200 Motels
Photo: Zappa Records

Frank Zappa’s 200 Motels is an education in musical composition, soundtrack recordings, and rock history. In celebration of its 50th anniversary, Zappa Records, UMe, and MGM assembled a definitive Super Deluxe six-disc box set of the soundtrack, which drops on Dec. 17. The 200 Motels 50th Anniversary Edition was remastered by Bernie Grundman at Bernie Grundman Mastering, and includes unreleased and rare material from the Zappa music vault.

The sound quality is excellent, the separation gives the multitude of instruments and voicings enough space to hear what is going on very clearly, though the music is still very dense. The players included Ian Underwood on keyboards and woodwinds, George Duke on keyboards and trombone, drummers Aynsley Dunbar and Jimmy Carl Black, with Ruth Underwood on an orchestra drum set. Zappa plays guitar and bass, because there was a change in personnel, between bassists Jeff Simmons and Martin Lickert, partway through recording and filming. The vocals are done by Mark Volman and Howard Kaylan, who were the lead vocalists in the band the Turtles, and called themselves Flo and Eddie as a duo. Also on the tracks are different configurations of the Royal Philharmonic Orchestra.

200 Motels is arguably Zappa’s most ambitious project. It produced a groundbreaking cult film, and a double album soundtrack of wildly diverse musical styles. 200 Motels was filled with firsts. It was the first full-length feature film to be shot entirely on videotape. It was also the first Zappa album to feature a large orchestra, and he utilized both the full band, and segments of it for a chamber music ensemble feel. Zappa fully tributes the influences of modern classical composers in the instrumental sections. You can hear shades of Ravel, Stravinsky, Varèse, Bartok, and even The Beatles, who also experimented with musique concrète and avant garde. The movements progress linearly, increasing discord and tension, and only very rarely provide resolution, much like how some of the groupies feel, in the lyrics, about their rock star snatches.

Some of the music sounds like it would fit a low-budget horror movie, like the one in “Cheapnis.”  Some of it is pure Zappa silliness. The more pop-styled songs come as breaks between the experimental sounds, and the modern orchestral and choir compositions. The musicians ride through the wild “cartoon music,” as bassist Simmons called it before leaving the group, with abandon. Flexing their musical muscles through multiple styles, from country through rock, chamber music, electronic music, dance, and all in between, but always turning the expectations sideways. Like the Magic Mama’s poncho in “Camarillo Brillo,” the bolero in “The Sealed Tuna Bolero” is not a real bolero. Frank properly shuffles the upbeat, but adds an extra beat to the traditional 3/4 time. You still won’t find it at Sears.

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Because 200 Motels is a soundtrack, it has to tell a story. Zappa’s lyrics take on all aspects of a touring band. There are songs about groupies and cowboys, horrible cuisine, bad manners, good towels, and tuna. Because of the instrumental passages, snippets of dialogue, and other unorthodox compositions, those who are new to Zappa’s music might want to get more acquainted with his overall style. You do get sexually explicit comic turns, and some strangely memorable melodies, but you might also get overwhelmed. Zappa fans, of course, can dive straight in and relish the unbridled experimentation.

After hearing the libretto for songs like include “Half a Dozen Provocative Squats,” “Shove It Right In,” “Dental Hygiene Dilemma,” and “Penis Dimension,” some members of the Royal Philharmonic Orchestra were taken aback by the lyrics, calling it “filth for filth’s sake,” and bowed out of a concert of the film’s music scheduled for the Royal Albert Hall that year.

The remastered soundtrack is laid out on Discs 1 and 2. The second half of the second disc includes demos, studio outtakes, demo outtakes and unreleased alternative takes of songs like the “Road Ladies” and “Tell Me You Love Me,” which can also be heard on Chunga’s Revenge and Tinseltown Rebellion. The “Dialog Protection Reels” is spread out over Discs 3 and 4. Here we get the spoken word bits, which reveal a slightly different early version of the story the film wanted to tell. Disc 5 and 6 present unreleased outtakes, some from the Trident Studios sessions of February of 1971, it includes music that did not make the film, or the final soundtrack album. There are also alternates and historical nuggets sequenced in the order of the original shooting script.

The packaging is impressive. The six-disc set comes in a 64-page hardcover book, which replicates the original record’s booklet. Inside are new liner notes from Pamela Des Barres, Ruth Underwood and Joe Travers. There is also a lot of never-before-seen artwork, stills and images, both from the film and its production. The more fun bits are a “200 Motels” keychain and “Do-No-Disturb” motel door hanger.

Written by Zappa, who co-directed with Tony Palmer, the film 200 Motels caught the anxieties and boredom of life on the road that led to extracurricular activities like rock stars throwing TVs out of hotel windows. Or, in Keith Moon’s case, driving a car into their swimming pools. The Who’s drummer brings his chaotic energy to the film, in the role of a Hot Nun. He was brought in by Ringo Starr, who plays Zappa as a large dwarf in the film. Rance Muhammitz, played by veteran actor Theodore Bikel, is the master of ceremonies in the movie. Right after his opening announcement we hear fully modern music for orchestra and percussion, and Underwood is having a blast of a bash. Like an opera, Zappa composed the music, wrote the libretto, designed the stage, teased the actors, and edited the film. 200 Motels film was shot in 10 days with a budget of around $650,000 from distributor United Artists. Released in October 1971, the film mixed skits, animation and performances, and was roundly panned and ignored as excessive.

The music is timeless, 200 Motels is as relevant today as it was when filmed. “Strictly Genteel,” “Tuna Fish Promenade” and “What Will This Evening Bring Me This Morning” are classics. The stylistic mixture brings subtle surprises. “A Nun Suit Painted on Some Old Boxes” is a choir and orchestra. “I’m Stealing the Towels” is atonal with varying meters. It begins as chamber music, but grows to include the full orchestral. Flo and Eddie don’t sing in unison, nor do they stick to traditional harmonies. Their lines are never identical, but complementary. Musicians still haven’t caught up with “Lucy’s Seduction of a Bored Violinist & Postlude.”

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“Lonesome Cowboy Burt,” is played and sung by drummer Jimmy Carl Black, who brings on grand comedy. The drums are offbeat, but keep a tight 4/4 rhythm. The opening theme goes on for almost a minute, but is never reprised. We also get fashion takes, like “She painted up her face,” “The Pleated Gazelle,” and “Little Green Scratchy Sweaters and Corduroy,” are must-wears to a “Dance of the just Plain Folks.”

The album catches The Mothers of Invention during their most experimental era. It is the bridge between the early Mothers and Frank’s turn to funky prog-rock and jazz-fusion. The music and visuals of the film are outrageous. Zappa would return to classical themes for his albums Orchestral Favorites, Studio Tan, and You Can’t Do That on Stage Anymore. But he would never be this chaotic again.

200 Motels 50th Anniversary Edition release date is Dec. 17.


5 out of 5