Trout Mask Replica

Trout Mask Replica

(Captain Beefheart & His Magic Band, 2 LPs, Straight STS 1053, June 16, 1969)

  1. Frownland 1:39
  2. The Dust Blows Forward 'N The Dust Blows Back 1:53
  3. Dachau Blues 2:21
  4. Ella Guru 2:23
  5. Hair Pie: Bake 1 4:57
  6. Moonlight on Vermont 3:55
  7. Pachuco Cadaver 4:37
  8. Bills Corpse 1:47
  9. Sweet Sweet Bulbs 1:47
  10. Neon Meate Dream Of A Octafish 2:25
  11. China Pig 3:56
  12. My Human Gets Me Blues 2:42
  13. Dali's Car 1:25
  14. Hair Pie: Bake 2 2:23
  15. Pena 2:31
  16. Well 2:05
  17. When Big Joan Sets Up 5:19
  18. Fallin' Ditch 2:03
  19. Sugar 'N Spikes 2:29
  20. Ant Man Bee 3:55
  21. Orange Claw Hammer 3:35
  22. Wild Life 3:07
  23. She's Too Much For My Mirror 1:42
  24. Hobo Chang Ba 2:01
  25. The Blimp (mousetrapreplica) 2:04
  26. Steal Softly Thru Snow 2:13
  27. Old Fart At Play 1:54
  28. Veteran's Day Poppy 4:30

Produced by Frank Zappa
Arranged by Don Van Vliet

Engineered by Dick Kunc
Special electronic modifications on Captain Beefheart's band equipment by Dick Kunc

Album design/Photography: Cal Schenkel
Photography: Ed Caraeff
Drawings by The Mascara Snake

Captain Beefheart (Don Van Vliet)—guitar, harmonica, bass clarinet, simran horn, mussette, tenor sax, soprano sax, vocal
Rockette Morton (Mark Boston)—bass, guitar, vocals, narration
Drumbo (John French)—drums
Jerry Handley—bass
Zoot Horn Rollo (Bill Harkleroad)—glass finger guitar, flute
The Mascara Snake (Victor Hayden)—clarinet, bass clarinet, vocal
Douglas Moon—guitar on China Pig
Antennae Jimmy Semens (Jeff Cotton)—steel-appendage guitar
Gary "Magik" Marker—bass

Captain Beefheart plays tenor & soprano sax simultaneously on Ant Man Bee, simran horn & musette on Neon Meate Dream; Antennae Jimmy Semens sings lead vocal on Pena & plays flesh horn on Ella Guru; special guest artist Doug Moon plays guitar on China Pig.

1. Frownland 1:39

My smile is stuck
I cannot go back t' yer Frownland
My spirit's made up of the ocean
And the sky 'n the sun 'n the moon
'n all my eye can see
I cannot go back to yer land of gloom
Where black jagged shadows
Remind me of the comin' of yer doom
I want my own land
Take my hand 'n come with me
It's not too late for you
It's not too late for me
To find my homeland
Where uh man can stand by another man
Without an ego flyin'
With no man lyin'
'n no one dyin' by an earthly hand
Let the devil burn 'n the beggar learn
'n the little girls that live in those old worlds
Take my kind hand
My smile is stuck
I cannot go back t' yer Frownland
I cannot go back t' yer Frownland

2. The Dust Blows Forward 'N The Dust Blows Back 1:53

There's ole Gray with 'er dovewinged hat
There's ole Green with her sewing machine
Where's the bobbin at?
Tote'n old grain in uh printed sack
The dust blows forward 'n the dust blows back
And the wind blows black thru the sky
And the smokestack blows up in suns eye
What am I gonna die?
Uh white flake riverboat just flew by
Bubbles popped big
'n uh lipstick Kleenex hung on uh pointed forked twig
Reminds me of the bobby girls
Never was my hobby girls
Hand full uh worms and uh pole fishin'
Cork bobbin' like uh hot red bulb
'n uh bluejay squeaks
His beak open an inch above uh creek
Gone fishin' for a week
Well I put down my bush
'n I took of my pants 'n felt free
The breeze blowin' up me 'n up the canyon
Far as I could see
It's night now and the moon looks like uh dandelion
It's black now 'n the blackbirds feedin' on rice
'n his red wings look diamonds 'n lice
I can hear the mice toes scamperin'
Gophers rumblin' in pile crater rock hole
One red bean stuck in the bottom of uh tin bowl
Hot coffee from uh krimpt up can
Me 'n my girl named Bimbo Limbo Spam

3. Dachau Blues 2:21

Dachau blues those poor jews
Dachau blues those poor jews
Dachau blues, Dachau blues those poor jews
Still cryin' 'bout the burnin' back in world war two's
One mad man six million lose
Down in Dachau blues down in Dachau blues
The world can't forget that misery
'n the young ones now beggin' the old ones please
t' stop bein' madmen
'fore they have t' tell their children
'bout the burnin' back in World War Three's
War One was balls 'n powder 'n blood 'n snow
War Two rained death 'n showers 'n skeletons
Danced 'n screamin' 'n dyin' in the ovens
Cough 'n smoke 'n dyin' by the dozens
Down in Dachau blues
Down in Dachau blues
Sweet little children with doves on their shoulders
Their eyes rolled back in ecstasy cryin'
Please old man stop this misery
They're countin' out the devil
With two fingers on their hands
Beggin' the Lord don't let the third one land
On World War Three
On World War Three

. . . and, it attracted a lotta rats, and, uh, they close the doors, and uh, they all got shotguns and rush out on the grass. Nothing happened, they couldn't get the rats to move, see. So, they got one fella down there, he said, er, ah, heeeeeeeeee s-stammered; when he got excited he couldn't talk at all. They got him down there and er, Walt said, "I'll get 'em outta there," and he took a stick, beating them, started hitting them, tryin' to get them outta there. Then he started shooting from all directions. And 'ole Walt thought he was gonna get killed . . .

4. Ella Guru 2:23

Now here she comes walkin'
Lookin' like uh zoo
Hello Moon Hello Moon
Hi Ella high Ella Guru
She know all the colors that nature do
High Ella high Ella Guru
High yella high red high blue she blew
High Ella high Ella Guru
She do what she mean
'n she do what she do
Got sumptin' fo' me sumptin' fo' you
She sho' sumptin'
She's young too
Ella Guru Ella Guru
Ella Guru Ella Guru
Ha ha right right
Just dig it
That's right "The Mascara Snake"
Fast 'n bulbous
Tight also
Ella Guru Ella Guru
Ella Guru Ella Guru
Ella Guru

5. Hair Pie: Bake 1 4:57

Woman: We just moved in around here, we heard you playing so we decided we'd come up and find out who it was.
Don Van Vliet: (laughing) Huh huh, yes, er, it's Captain Beefheart and His Magic Band.
Man: Really?
Don Van Vliet: Yeah. Where did yer move here from?
Woman: Oh, just from . . .
Man: (interrupting) Reseda.
Woman: Yeah.
Don Van Vliet: Reseda?
Woman: Yeah.
Don Van Vliet: She's nice . . . Whaddaya think?
Man and woman together: Sounds good.
Don Van Vliet: It's a bush recording. We're out recording bush. Name of the composition is "Neon Meate Dream Of An Octafish."
Woman: Hum um, nice.
Don Van Vliet: No, it's "Hair Pie."
Woman: Look at the drummer there.
Man: Huh.

6. Moonlight on Vermont 3:55

Moonlight on Vermont affected everybody
Even Mrs. Wooten well as little Nitty
Even lifebuoy floatin'
With his lil' pistol showin'
'n his lil' pistol Totin'
Well that goes t' show you what uh moon can do
No more bridge from Tuesday t' Friday
Everybodies gone high society
Hope lost his head 'n got off on alligators
Somebodies leavin' peanuts on the curbins
For uh white elephant escaped from the zoo with love
Goes t' show you what uh moon can do
Moonlight on Vermont
Well it did it for Lifebuoy
And it did it t' you
'n it did it t' zoo
And it can do it for me
And it can do it for you
Moonlight on Vermont
Gimme dat ole time religion
Gimme dat ole time religion
Don't gimme no affliction
Dat ole time religion is good enough for me
Uh it's good enough for you
Well come out t' show dem
Come out t' show dem
Come out t' show dem
Come out t' show dem
Come out t' show dem
Come out t' show dem
Come out t' show dem
Gimme dat ole time religion
Gimme dat ole time religion
Gimme dat ole time religion
It's good enough for me
Without yer new affliction
Don't need yer new restrictions
Gimme dat ole time religion
It's good enough for me
Moonlight on Vermont

7. Pachuco Cadaver 4:37

A squid eating dough in a polyethylene bag is fast 'n bulbous. Got me?

When she wears her bolero then she begin t' dance
All the pachucos start withold'n hands
When she drives her Chevy Sissy's don't dare t' glance
Yellow jackets 'n red debbles buzzin' round 'er hair hive ho
She wears her past like uh present
Take her fancy in the past
Her sedan skims along the floorboard
Her two pipes hummin' carbon cum
Got her wheel out of uh B-29 Bomber brodey knob amber
Spanish fringe 'n talcum tazzles FOREVER AMBER
She looks like an old squaw indian
she's 99 she won't go down
Avocado green 'n alfalfa yellow adorn her t' the ground
Tatooes 'n tarnished utenzles uh snow white bag full o' tunes
Drives uh cartune around
Drives uh cartune around broma' seltzer blue umbrella
Keeps her up off the ground
Round red sombreros rap 'er high tap horsey shoes
When she unfolds her umbrella pachucos got the blues
Her lovin' makes me so happy
If I smiled I'd crack m' chin
Her eyes are so peaceful thinks it's heaven she been
Her skin is as smooth as the daisies
In the center where the sun shines in
Smiles as sweet as honey
Her teeth as clean as the combs where the bees go in
When she walks flowers surround her
Let their nectar come in to the air around her
She loves her love sticks out like stars
Her lovin' sticks out like stars

8. Bills Corpse 1:47

Quietly the rain played down on last of the ashes
Quietly the light played down on her lashes
She smiled 'n twisted she smiled 'n twisted
Hideously looking back at what once was beautiful
Playing naturally magically
O' her ragged hair was shinin' red white n' blue
All 'n the children screamin'
Why surely madam you must be dreamin'
You couldn't have done this if you knew what you were doin'
Well the gold fish 'n the bowl lay upside down bloatin'
Full in the sky 'n the plains were bleached with skeletons
Various species grouped together according
To their past beliefs
The only way they ever all got together was
Not in love but shameful grief
It's not the way I'd like it t' get together
That's not the kind uh thoughts I'd like t' keep
The rain played lightly down down on the formaheap
O' lady look up in time o' lady look out of love
'n you should have us all
O' you should have us fall

9. Sweet Sweet Bulbs 1:47

Sweet sweet sweet sweet bulbs grow in m' latest garden
Warm warm warm warm warm sun fingers wave
In m' latest garden
Flowers dance their faces brave
Come talk freely in the garden of m' lady
Her hominy smile her hominy snatch
Only uh crow would peck
n' uh chicken would scratch
Her lips turned up t' kiss
I see yuh Phoebe baby in yer bonnet
With the sunset written on it
'n the shadow of uh tree
Curled around yuh knee in color
n' just behind yuh was the sea of negativity
Tinklin' like mercury in the wind
Her feet kept by the ground her toes bare brown
Her carriage she'd abandoned like uh hand-me-down
She walked back into nature uh queen uncrowned
She had just recognised herself
To be an heir t' the throne
Her garden gate swings lightly without weight
Open t' most anyone that needs uh little freedom
For God's sake
O' come as many as you can
In dark or light you're free t' grow as flowers
Share her throne 'n use her toothbrush
'n spend some interesting hours

10. Neon Meate Dream Of A Octafish 2:25

Lucid tentacles test 'n sleeved
'n joined 'n jointed jade pointed
Diamond back patterns
Neon meate dream of a octafish
Artifact on rose petals
'n flesh petals 'n pots
Fack 'n feast 'n tubes tubs bulbs
In jest incest injest injust in feast incest
'n specks 'n spreckled spreckled
Speckled speculation
Fedlocks waddlin' feast
Archaic faces frenzy
Ceramic fists artificial deceased
'n cists rancid buds burst
Dank drum 'n dung dust
Meate rose 'n hairs
Meate rose 'n hairs
meaty dream wet meate
Limp damp rows
Peeled 'n felt fields 'n belts
Impaled on 'n daeman
Mucus mules
Twot trot tra la tra la
Tra la tra la tra la
Whale bone fields 'n belts
Whale bone farmhouse
Cavorts girdled 'n latters uh lite
Cavorts girdled 'n latters uh lite
Uh dipped amidst
Squirmin' serum 'n semen 'n syrup 'n semen
'n serum
Stirrupped in syrup
Neon meate dream of a octafish

11. China Pig 3:56

Don Van Vliet: Do one of those u-chunk, u-chunk, u-chunk, u-chunk, one of those.
Doug Moon: A really slow one.

I don't wanna kill my china pig
No I don't
Uh man's gotta live
Uh man's gotta eat
Uh man's gotta have shoes t' walk out on the street
I don't wanna kill my china pig
Ell he was uh baby I want yuh t' see
I don't wanna kill my china pig
Well I used t' go t' school
With uh' little red box
'n I used to have m' pig go with me
We walked for blocks
I don't wanna kill my china pig
His tail curled five times in uh circle round
It's glazed
He's got uh slot in his back flowers grow
My china pig be uh quite uh show
I don't wanna kill m' china pig
Woe no
My china pig
I got him by the snout
'n I takes him by the cuff
'n I whipped out m' fork
'n I poked at um
Three hairs laid out on m' floor
I remember my china pig
I fed the neighborhood
It was uh big neighborhood
Uh lot uh people liked my pig
One little girl used t' put her fingers in his snout
I put uh fork in his back
I didn't wanna kill my china pig

12. My Human Gets Me Blues 2:42

I saw you baby dancin' in your x-ray gingham dress
I knew you were under duress
I knew you under yer dress
Just keep comin' Jesus
Yer the best dressed
You look dandy in the sky but you don't scare me
Cause I got you here in my eye
In this lifetime you got 'mhumangetsmeblues
With yer jaw hangin' slack n' yer hair's curlin'
Like an ole navy fork stickin' in the sunset
The way you were dancin' I knew you'd never come back
You were strainin' t' keep yer'
Old black cracked patent shoes
In this lifetime you got m'humangetsmeblues
Well the way you'd been ole lady
I could see the fear in yer windows
Under yer furry crawlin' brow
Uh silver bow rings up in inches
You were afraid you'd be the devils red wife
But it's all right God dug yer dance
'n would have you young 'n in his harum
Dress you the way he wants cause he never had uh doll
Cause everybody made him uh boy
'n God didn't think t' ask his preference
You can bring yer dress 'n yer favorite dog
'n yer husbands cane
'n yer old spotted hog
Cause in this lifetime
You've got m'humangetsmeblues

13. Dali's Car 1:25


14. Hair Pie: Bake 2 2:23


15. Pena 2:31

Don Van Vliet: Heh-heh-ha-ha . . . Fast 'n bulbous.
The Mascara Snake: Fast 'n bulbous!
Don Van Vliet: That's . . . heh-heh.
FZ: OK, do it again, then you've won.
Don Van Vliet: I love that, I love those words.
The Mascara Snake: Fast 'n bulbous!
Don Van Vliet: That's right, The Mascara Snake, fast 'n bulbous!
The Mascara Snake: Bulbous also tapered.
Don Van Vliet: Yeah, but you've gotta wait until I say, "Also, a tin teardrop."
The Mascara Snake: Oh, Christ.
FZ: All right, again, beginning.
The Mascara Snake: Fast 'n bulbous!
Don Van Vliet: That's right, The Mascara Snake, fast 'n bulbous! Also, a tin teardrop.
The Mascara Snake: Bulbous also tapered.
Don Van Vliet: That's right!

Her litle head clinking
Like uh barrel of red velvet balls
Full past noise
Treats filled 'er eyes
Turning them yellow like enamel coated tacks
Soft like butter hard not t' pour
Out enjoying the sun while sitting on
Uh turned on waffle iron
Smoke billowing up from between her legs
Made me vomit beautifully
'n crush uh chandelier
Fall on my stomach 'n view her
From uh thousand happened facets
Liquid red salt ran over crystals
I later band-aided the area
Oh well it was worth it
Pena pleased but sore from sitting
Choose t' stub 'er toe
'n view the white pulps horribly large
In their red pockets
"I'm tired of playing baby," she explained
'n out of uh blue felt box let escape
One yellow butterfly the same size
Its droppings were tiny green phosphorous worms
That moved in tuck 'n rolls that clacked
'n whispered in their confinement
Three little burnt scotch taped windows
Several yards away
Mouths open t' tongues that vibrated
'n lost saliva
Pena exclaimed, "That's the raspberries."

16. Well 2:05

Light floats down day river on uh red raft o' blood
Night blocks out d' heaven like uh big black shiny bug
Its hard soft shell shinin' white in one spot well
It's hard place dat I'm livin' but I'm doin' well well
The white ice horse melted like uh spot uh silver well
Its mane went last then disappeared the tail
My life ran thru my veins
Whistlin' hollow well
I froze in solid motion well well
I heard the ocean swarmin' body well well
I heard the beetle clickin' well
I sensed the thickest silence scream
Then I begin t' dream
My mind cracked like custard
Ran red until it sealed
Turn t' wooden 'n rolled like uh wheel well well
Thick black felt birds uh flyin'
With capes of solid chrome
With feathers of solid chrome
'n beaks of solid bone
'n bleach the air around them
White 'n cold well well
Till it's shown in pain
The hollow cane clicked like ever after
Its shadow vanished shinin' silence well well

17. When Big Joan Sets Up 5:19

Hoy hoy
When Big Joan comes out
Her arms are too small
Her head like uh ball
She tied off her horse
'n galloped off into the moonbeams
She pulled up her blouse
'n compared her navel to the moon
I dig my life for uh while
Whin Big Joan sets up
Her hands are too small
She's too fat t' go out in the daylight
So she rolls around allnight
I'm just sorta thread
With uh drooped body
I'll set up with yuh Big Joan
I'm too fat t' go out
In the daylight
I'll stay up all night
I won't droop if you
Won't talk about your
Hands bein' too small
You know something's happenin'
Or you wouldn't of come out like yuh did
She ain't built for goin' naked
So she can't wear any new clothes
Or go t' the beach
They laugh at her body
Cause her hands are too small
When Big Joan sits up her hands are too small
She's outa reach
Uh turquoise scarf 'n uh sleeve
Rolled up over uh Merc Montclair
I'll sit up with yuh Big Joan
I'm too fat to go out in the daytime
I'll stay up all night
If yuh promise not t' talk
About yer hands bein' too small
Hoy hoy is she uh boy?

18. Fallin' Ditch 2:03

Don Van Vliet: Now we won't have to worry about Rockette Morton with any of those girls.
Rockette Morton: Rockette Morton takes off again into the wind.
Don Van Vliet: Whaddaya run on, Rockette Morton? (Say, "Beans.")
Rockette Morton: I run on beans . . . I run on laser beans.

When I get lonesome the wind begin t' moan
When I trip fallin' ditch
Somebody wanna' throw the dirt right down
When I feel like dyin' the sun come out
'n stole m' fear 'n gone
Who's afraid of the spirit with the bluesferbones
Who's afraid of the fallin' ditch
Fallin' ditch ain't gonna get my bones
How's that for the spirit
How's that for the things
Ain't my fault the thing's gone wrong
'n when I'm smilin' my face wrinkles up real warm
'n when um frownin' things just turn t' stone
Fallin' ditch ain't gonna get my bones
'n when I get lonesome the wind begin t' moan
Fallin' ditch ain't gonna get my bones

19. Sugar 'N Spikes 2:29

'n sugar 'n spikes 'n neon lights
'n walks 'n lights 'n chains coughin' smoke whoopin' hope
Cardinal sky rush by falls bark in dark
Fall back in dark
Pies steam stale shoes move broom 'n pale
Moon in uh dime store sale
Sugar 'n spikes 'n everything nice 'n everything nice 'n crazy
That's what little worlds are made of lady
I'm paid up in home in m' new Friday's house
There's no H on my faucet there's no bed for m' mouse
My punch 'n grow mind is in diamond back time
Now it's king for uh day with my lady look fine
Got m' peakin' up hat 'n my caramel mask
Tremelo car got m' speidel wrist round m' honey
Goin' t' see the navy blue Vicar
Paul Peter 'n misses wray flicker

20. Ant Man Bee 3:55

White ants runnin'
Black ants crawlin'
Yella ants dreamin'
Brown ants longin'
All those people longin' to be free
Uhuru ant man bee uhuru ant man bee
All the ants in God's garden they can't get along
War still runnin' on
It's that one lump uh sugar
That they won't leave each other 'lone
Why do yuh have t' do this
You've got t' let us free
Why do yuh have t' do this
You've got t' set us free
Why do yuh have t' do this
You've got t' set us free
Why do yuh have t' do this
You've got t' set us free
Uhuru ant man bee uhuru ant man bee
Now the bee takes his honey
Then he sets the flower free
But in God's garden only
Man 'n the ants
They won't set each other be

21. Orange Claw Hammer 3:35

Uh thick cloud caught uh piper cubs tail
The match struck blue on uh railroad rail
The old puff horse was just pullin' thru
'n uh man wore uh peg leg forever
I'm on the bum where the hoboes run
The air breaks with filthy chatter
Oh I don't care there's no place there
I don't think it matters
My skin's blazin' thru
'n my clothes in tatters
'n the railroad looked
Like uh "Y" up the hill of ladders
Ohe shoe fell on the gravel
One stick poked down
Gray of age fell down on uh pair of ears
An eagle shined thru my hole watch pocket
Uh gingham girl baby girl
Passed me by in tears
Uh jack rabbit raised his folded ears
Uh beautiful sagebrush jack rabbit
'n an oriole sang like an orange
His breast full uh worms
'n his tail clawed the evenin' like uh hammer
His wings took t' air like uh bomber
'n my rain can caught me uh cup uh water
When I got into town
Odd jobs mam ah' yer horse I'll fodder
I'm the round house man
I once was yer father
Uh little up the road uh wooden
Candy stripe barber pole
'n above it read uh sign "painless parker"
Licorice twisted around under uh fly
'n uh youngster cocked 'er eye
God before me if I'm not crazy
Is my daughter
Come little one with yer little
ole dimpled fingers
Gimme one 'n I'll buy you uh cherry phosphate
Take you down t' the foamin' brine 'n water
'n show you the wooden tits
On the Goddess with the pole out s'full sail
That tempted away yer peg legged father
I was shanghied by uh high hat beaver moustache man
'n his pirate friend
I woke up in vomit 'n beer in uh banana bin
'n uh soft lass with brown skin
Bore me seven babies with snappin' black eyes
'n beautiful ebony skin
'n here it is I'm with you my daughter
Thirty years away can make uh seaman's eyes
Uh round house man's eyes flow out water
Salt water

22. Wild Life 3:07

Wild life along with my wife
I'm goin' up on the mountain fo' the rest uh m' life
'fore they take m' life
'fore they take m' wild life
'fore they take m' wife
They got m' mother's father
'n run down all my kin
Folks I know I'm next
Wild life along with m' wife
I'm goin' up on the mountain fo' the rest uh m' life
'fore they take m' wild life
'fore they take m' wife wife
'fore they take m' wife
Wild life wild life wild life
Wild life wild life wild life
I'm goin' up on the mountain along with m' wife
Find me uh cave 'n talk them bears
In t' takin' me in
Wild life along with m' wife
Wild life
It's uh man's best friend
Wild life along with m' wife
I'm goin' up on the mountain fo' the rest uh m' life
'fore they take m' life
'fore they take m' wild life
'fore they take m' wife
'fore they take m' wife
Wild life wild life wild life
Wild life wild life wild life
I'm goin' up on uh mountain
Find me uh cave 'n talk the bears
In tuh' takin' me in
Wild life is ah mans best friend
Wild life
Wild life

23. She's Too Much For My Mirror 1:42

Here you would have a famous version of "She's Too Much For My Mirror." Note the clever slate. "She's Too Much For My, Or Anybody's, Mirror, number 2." Told ya.

She's too much for my mirror
She almost make me lose it
The way she abused it make me never wanna use it
Well mend yer heart 'n mind yer soul

Ole Chicago she's uh woman thata
Make uh young man uh bum
She howls like the wind
Make m' heart grow cold
Make me long for that little red fum!

She makes things fly 'n she makes things roll
She got me way over here 'n I'm hungry 'n cold
I remember m' mother told me I oughta be choosey
That was way back when I thought she was m' friend
Now I find out she's uh floosey

I remember the butterflies 'n the sweet smell uh corn
'n the bubblin' fish in that lil' pond
Oooh! Lousey!
Oooh! Lousey!
How I long for you
How I long for you she's too much for my mirror
That little floosey oh how I fear her
Oooh! Lousey.

Shit, I don't know how I'm gonna get that in there.

24. Hobo Chang Ba 2:01

Strawwood claw rattlin' m' jaw
I can't call it usin'
It's just sumptin soothin'
Feather times uh feather
Mornin' time t' thaw
Hobo chang ba
Hobo chang ba
Standin' still is losin'
Feather times a feather
Mornin' time t' thaw
Strawwood claw rattlin' m' jaw
Hobo chang ba
Hobo chang ba
Hobo chang ba 'o
Hobo chang ba 'o
Stand t' gain m' ground
Lay t' rest the law
The ocean is m' mother
'n the freight train is m' paw
Hobo chang ba, hobo chang ba 'o, hobo chang ba
The rails I ride 'r rustin'
The new sunrise m' trustin'
The rails I ride 'r rustin'
The new sunrise m' trustin'
Strawwood claw rattlin' m' jaw
Hobo chang ba ooh, Hobo chang ba, Hobo

25. The Blimp (mousetrapreplica) 2:04

includes a fragment from Charles Ives (Zappa)

Captain Beefheart—simran horn, voice
Antennae Jimmy Semens—lead vocals

The Mothers (c. 1969):
Roy Estrada—bass
Don Preston—keyboards/electronics
Jimmy Carl Black—drums
Arthur Dyer Tripp III—drums/percussion

(FZ: One, two, three, four . . . )
FZ: You ready? . . . Okay, go.

Master master
This is recorded thru uh flies ear
'n you have t' have uh flies eye t' see it
It's the thing that's gonna make Captain Beefheart
And his magic band fat
Frank it's the big hit
It's the blimp
It's the blimp Frank
It's the blimp

When I see you floatin' down the gutter
I'll give you uh bottle uh wine
Put me on the white hook
Back in the fat rack
Shad rack ee shack
The sumptin' hoop the sumptin' hoop
The blimp the blimp
The drazy hoops the drazy hoops
They're camp they're camp
Tits tits the blimp the blimp
The mother ship the mother ship
The brothers hid under their hood
From the blimp the blimp
Children stop yer nursin' unless yer renderin' fun
The mother ship
The mother ship's the one
The blimp the blimp
The tapes uh trip it's uh trailin' tail
It's traipse'n along behind the blimp the blimp
The nose has uh crimp
The nose is the blimp the blimp
It blows the air the snoot isn't fair
Look up in the sky there's uh dirigible there
The drazy hoops whirl
You can see them just as they were
All the people stir
'n the girls knees trembles
'n run 'n wave their hands
'n run their hands over the blimp the blimp
Daughter don't yuh dare
Oh momma who cares
It's the blimp it's the blimp

Don Van Vliet: That's it . . . hello?
FZ: Hello.
Don Van Vliet: Did you get it?
FZ: Sure did. It's beautiful. (laughs) I think that we have enough on the tape to, er, just use that as it is for the album. Okay, I'm gonna listen to it back now. I gotta go right to where . . .

26. Steal Softly Thru Snow 2:13

The black paper between a mirror breaks my heart
The moon frayed thru dark velvet lightly apart
Steal softly thru sunshine
Steal softly thru snow
The wild goose flies from winter
Breaks my heart that I can't go
Energy flys thru a field
'n the sun softly melts a nothing wheel
Steal softly thru sunshine
Steal softly thru snow
The black paper between a mirror breaks my heart that I can't go
The swan their feathers don't grow
They're spun
They live two hundred years of love
They're one
Breaks my heart to see them cross the sun
Grain grows rainbows up straw hill
Breaks my heart to see the highway cross the hill
Man's lived a million years 'n still he kills
The black paper between a mirror
Breaks my heart that I can't go
Steal softly thru sunshine
Steal softly thru snow

27. Old Fart At Play 1:54

Pappy with the Khaki sweatband
Bowed goat potbellied barnyard
That only he noticed
The old fart was smart
The old gold cloth madonna
Dancin' t' the fiddle 'n saw
He ran down behind the knoll
'n slipped on his wooden fishhead
The mouth worked 'n snapped all the bees

Back t' the bungalow
Momma was flatten 'n lard
With her red enamel rollin' pen
When the fishhead broke the window
Rubber eye erect 'n precisely detailed
Airholes from which breath should come
Is now closely fit
With the chatter of the old fart inside

An assortment of observations took place
Momma licked 'er lips like uh cat
Pecked the ground like uh rooster
Pivoted like uh duck
Her stockings down caught dust 'n doughballs
She cracked 'er mouth glaze caught one eyelash
Rubbed 'er hands on 'er gorgeous gingham
Her hand grasped sticky metal intricate latchwork
Open t' the room uh smell cold mixed with bologna
Rubber bands crumpled wax paper bonnets
Fat goose legs 'n special jellies
Ignited by the warmth of the room
The old fart smelled this thru his important breather holes
Cleverly he dialed from within from the outside we observed
That the nose of the wooden mask
Where the holes had just been uh moment ago
Was now smooth amazingly blended camouflaged in
With the very intricate rainbow trout replica

The old fart inside was now breathin' freely
From his perfume bottle atomizer air bulb invention
His excited eyes from within the dark interior glazed
Watered in appreciation of his thoughtful preparation

Oh man, that's so heavy.

28. Veteran's Day Poppy 4:30

I cry but I can't buy
Your Veteran's Day poppy
It don't get me high
It can only make me cry
It can never grow another
Son like the one who warmed me my days
After rain and warmed my breath
My life's blood
Screamin' empty she crys
It don't get me high
It can only make me cry
Your Veteran's Day poppy


Notes & Comments

Trout Mask Replica

The Composing & Recording Sessions

Alex Duke and Rob DeNunzio, "Our Day With Zoot Horn Rollo," Hi-Fi Mundo, 1997

Alex: So how did that work, starting with "Trout Mask Replica".

Zoot: 80% of it was done by him kinda beating the shit out of a piano, in a rhythmic sense, and having no idea what any of those black and white things were on the piano. And John French, the drummer, transcribed it, notated it all, and would dole out the parts to the players. So he had a concept of being away from tonality, but using rhythm as the main input, because that's what he had to offer, right—being a non-musician. So John would transcribe it, and then in the process of us working with John to get the parts, you know, when there were seven notes, you'd scratch your head and say, "Well, how do I do seven notes with six strings?" So then we would invert things and mess around, and try to keep it as close to what he played—for what reason, to tell you the truth, I'm not sure, because he didn't know what he played after he played it.

Alex: So when you were working on the parts, was he there, or did he just sort of . . .

Zoot: No, he would bang the parts out and go to bed and sleep.

Alex: So you'd figure out how to do it, and then he'd come back, and then you would all record it?

Zoot: No, then we would practice it for nine months.

FZ, interviewed by International Times, March 1977

I think that, considering what he had to go through to teach them what they were playing, I'm of the opinion that Captain Beefheart made them what they are—because they lived together for 18 months in this little house, and I used to go there, and they used to rehearse and rehearse, and what they sound like now is what he taught them how to do,—I don't know how he did it because like Jeff Cotton . . . . I mean, I think he just picked a guitar up some place and started playing the same 20 or 22 songs for 18 months. And when they went in to do the tracks for Trout Mask Replica they did all the tracks in 5 hours, and that's doing some of them several times. I couldn't tell the difference between the takes. I mean they were just rehearsed to death.

FZ with Peter Occhiogrosso, The Real Frank Zappa Book, 1989, p. 51-53

The high point of our relationship (according to Rolling Stone—and aren't they some kind of authority on these matters?) was making the Trout Mask Replica album together in 1969. Don is not technically oriented, so, first I had to help him figure out what he wanted to do, and then, from a practical standpoint, how to execute his demands.

I wanted to do the album as if it were an anthropological field recording—in his house. The whole band was living in a small house in the San Fernando Valley (we could use the word cult in here).

I was working with Dick Kunc, the recording engineer on Uncle Meat and Cruising with Ruben & the Jets. To make remote recordings in those days, Dick had a Shure eight-channel mixer remounted in a briefcase. He could sit in a corner at a live gig with earphones on and adjust the levels, and have the outputs of the briefcase mixer feeding a Uher portable tape recorder.

I had been using that technique with the M.O.I. for road tapes. I thought it would be great to go to Don's house with this portable rig and put the drums in the bedroom, the bass clarinet in the kitchen and the vocals in the bathroom: complete isolation, just like in a studio—except that the band members probably would feel more at home, since they were at home.

We taped a few selections that way, and I thought they sounded terrific, but Don got paranoid, accused me of trying to do the album on the cheap, and demanded to go into a real recording studio.

So we moved the whole operation to Glendale, into a place called Whitney, the studio I was using at that time—owned by the Mormon church.

The basic tracks were cut—now it was time for Don's vocals. Ordinarily a singer goes in the studio, puts earphones on, listens to the track, tries to sing in time with it and away you go. Don couldn't tolerate the earphones. He wanted to stand in the studio and sing as loud as he could—singing along with the audio leakage coming through the three panes of glass which comprised the control-room window. The chances of him staying in sync were nil—but that's the way the vocals were done.

Usually, when you record a drum set, the cymbals provide part of the 'air' at the top end of the mix. Without a certain amount of this frequency information, mixes tend to sound claustrophobic. Don demanded that the cymbals have pieces of corrugated cardboard mounted on them (like mutes), and that circular pieces of cardboard be laid over the drum heads, so Drumbo wound up flogging stuff that went "thump! boomph! doof!" After it was mixed, I did the editing and assembly in my basement. I finished at approximately 6:00 A.M. on Easter Sunday, 1969. I called them up and said, "Come on over; your album is done." They dressed up like they were going to Easter church and came over. They listened to the record and said they loved it.

FZ, interviewed by Pete Frame, February 1991, Mojo, November 2018

It was just very difficult because Don is not really comfortable with studio technique. For example, Don did not like earphones. So, when it came to add his vocals, what he wanted to do was stand in the studio and kind of hear the track leaking in through the window—then just sing as loud as he could over the top of it. Well, that's nice except that his vocals wouldn't always be in sync with the track that he could barely hear leaking through the window. But that's the way he wanted to do it. Not an easy way to put an album together.

"The Blimp"

You Can't Do That On Stage Anymore Vol. 5 (1992), liner notes by FZ

The recording [of "The Blimp"] was done in a unique manner—I was at Whitney Recorders in Glendale working on some M.O.I. material and a call came from Beefheart, excited about his new lyrics. Antenna Jimmy Semens was ordered to recite them to me over the phone. I recorded his recitation and superimposed it on the vamp. This strange sandwich was eventually used on the album.

When was it recorded?

Pat Buzby, May 10, 2007

In the first [February 21, 1969] show, FZ says they started practicing the piece in Miami. Perhaps they recorded it at Criteria around the same time as the Thee Image shows?


The Cover Art

Calvin Schenkel interviewed by Steven Cerio, Seconds #32, 1995

I don't remember whose idea it was to do what we did but I would say it was a collaborative thing. The way it came about, I went and found this carp head at some fish market. We took it back to my studio, which was the same place that I did the Uncle Meat cover—another very interesting thing that happened there was the cover for the Wild Man Fischer album—andI took this trout head and hollowed it out—the thing stank like hell—and Don had to hold it up to his face for a couple of hours while we shot. [...] He was really good-natured about it all. I have this incredible piece of 8mm film of him playing the baritone sax through the trout head. It was like an actual animated version of that cover. That was when I first met him and we had a lot of interesting conversations about art, philosophy and reality. He would come by when I was working on the cover and we would hang out and talk.

Zappa Involvement

  1. Produced album.
  2. Dialogue during the spoken intro of Pena.
  3. Dialogue during the intro and outtro of The Blimp.

Additional informant: emdebe

Site maintained by Román García Albertos
Lyrics from the CD booklet
Additional material transcribed by Jonathan S. Machell, edited and updated by Patrick Neve
Further corrections by JWB
This page updated: 2023-12-23