Uncle Meat


Phyllis Altenhaus as herself and also sometimes as Sheba Flieschman
Don Preston as himself (a.k.a. Dom DeWilde) and also sometimes as Biff Debris but most frequently as Uncle Meat
Frank Zappa as the imaginary director

THE CAST In Order Of Appearance

Carl Zappa Young Minnesota Tishman
Aynsley Dunbar Biff Junior
Ray Collins Bill Yurds
Meredith Monk Red Face Girl
Massimo Bassoli Adult Minnesota Tishman
C. Mercedes Lewis Girl Who Was A Sofa
Francesca Fisher The Countess
Billy Mundi Rollo
Stumuk Elderly Biff Debris

As Themselves:

Haskell Wexler
The Guy From Alabama
Motorhead Sherwood
Bunk Gardner
Arthur Dyer Tripp III
Ian Underwood
Members of the BBC Orchestra
Jimmy Carl Black
Roy Estrada
Manfred Lerch
Fritz Rau
Tom Wilson
Sal Lombardo
Annie Zannas
Cal Schenkel
Dick Kunc
Lowell George
Buzz Gardner
Dick Barber
Miss Lucy
Janet Neville-Ferguson
Rodney Bingenheimer
The Egg Lady
Linda Ronstadt

And also:
Gail Zappa
Jimi Hendrix

directed by Frank Zappa

0:00:00 Uncle Meat

Intercontinental Absurdities

Uncle Meat


FZ: We're shooting the uh, title sequence for Uncle Meat right now, which is the name of the Mothers of Invention movie that we've been working on for about three years . . . without too much success.
Don: Boy, we really need a hit single . . . Just think, I mean, the way the world's going today . . . with all the problems in it . . . I bet I could actually change the world, because it's the young people that really need to be changed, and, and you could really do that through music and everything . . . This was our last hit single . . . it was really a bummer, they wouldn't even play it on the radio . . . Oh, well, gotta come up with something better than that . . .


Don: Good evening, this is Biff Debris.
Phyllis: You know . . . it's too much, I know.
Don: Coming to you from the motel.
Phyllis: Look at that monster.
Don: Where . . .
FZ: Ha ha ha ha!

Phyllis: What are they laughing about? He looks so beautiful when they laugh . . .
Don: That's what my psychiatrist used to say . . .
Phyllis: Twelve years. It's the same story though with that song, I don't know what I'm doing, but look, look at the way he's changing . . . Oh, I remember that in the shower, the first time with the hamburger. Oh, that was good . . . But, I don't know, twelve years marriage, you get tired of the same thing. But I don't know, I can try it again sometime. Oh, look there's Minnesota! He was a great guy, Minnesota Tishman . . .
Don: We're coming to the beginning of a new era
Phyllis: He was a nice guy . . .
Don: Don't you feel it coming?
Don: Silence, fools.
FZ: Silence, fools!

Phyllis: He was, he was okay in this time. He's washed up now. I heard about him though.

Ray: What is it you're doing, Mr. Tishman?
Carl: I'm using the chicken to measure it
Aynsley: . . . pool?
Phyllis: You know what I used to do? I used to watch him eat, and while he was eating I would ask him what he's doing.
Haskell Wexler: What the hell are we doing in this bathroom?
FZ: I'm going to . . . While you stand there and take pictures of that, I'm gonna tell you the, the plot of the movie. All right. Basically what we're going to do, today, is spend some time around the house while you meet the people that you're going to be photographing for the rest of the week . . . and we discuss some of the absurdities . . .
Haskell Wexler: Absurd, Frank?
FZ: Yes, we're just dealing with the . . . the absurdities of making the movie in the first place and especially about the Mothers of Invention . . .

Guy From Alabama: You wanna have a circle-jerk?
Aynsley: The who?
Guy From Alabama: Circle-jerk.
Aynsley: A circle jerk? What's that?
Guy From Alabama: That's where you get everybody around and beat yer meat and see who can get it the fastest.
Aynsley: Yeah?
Guy From Alabama: Yeah, and whoever wins gets nineteen kegs
Aynsley: Nineteen who?
Guy From Alabama: Kegs, you know . . .
Aynsley: Cakes of what?
Meredith: Gee Jimmy, that's cool!
Aynsley: Cakes. Cheers. Yeah, anyway.
FZ: What could that possibly mean . . . hmmm, I wonder what happens if you go like this . . .

Ray: What is it that you're doing with this?
Carl: I'm using the . . .
FZ: You know what I used to do? I used to watch him eat. And while he was eating, I would talk to him while he was eating, and I would ask him what he's doing. And he would say, "I'm using the chicken to measure it."
Phyllis: Ok . . .
Don: Can I borrow your comb?
Phyllis: You know what I used to do?
Ray: What are you doing with that?
Phyllis: I used to watch him eat.
Carl: I'm using the chicken to measure it.
Phyllis: You know, you know what I used to do? I used to watch him eat. And while he was eating, I would ask him, "What are you doing?"
FZ: Do it again.
Ray: Why is he using a chicken to measure it?
Phyllis: And he would say, "I'm using the chicken to measure it." What did he mean by that?
Ray: . . . he's using the chicken to measure it
Phyllis: Till this day I don't know what he's talking about . . .
FZ: Do it again.
Phyllis: That Tishman. That Minnesota Tishman . . . What a guy . . .

Guy From Alabama: Eight inches or less?
Aynsley: Uh . . . eight inches.
Guy From Alabama: Eight inches? Well, I can get you all kind of women, there, man.
Aynsley: You can? Yes, it's cool . . .
Guy From Alabama: Oh, they got some whores there you wouldn't believe!
Meredith: Gee, Jimmy, that's cool!
Guy From Alabama: You can just . . . fall right in.
Aynsley: But do they play pool?

Phyllis: What a guy, what a sense of humour . . . The way he used to . . . let me get back to that.
FZ: Look at the way he hands that chicken . . .
Aynsley: Do you want another ball?
FZ: He had a way with that chicken . . .
Phyllis: He . . . look at the way he handles that chicken, he had a way . . . look at the way he holds it, and fondles it, and he put it right near his privates . . .
Aynsley: But that's cool, still
Guy From Alabama: That's cool, yeah.
Aynsley: That's cool, yeah, I sort of followed the . . .
Guy From Alabama: I'm using the chicken to measure it, though
Aynsley: You were?
Guy From Alabama: Yeah.
Aynsley: Yeah, where's the shit . . . or the white dove?
Guy From Alabama: I'm up to my knees in shit, man.
Aynsley: Really.
Guy From Alabama: There's all kind of shit, now about . . . all smokin' shit . . .


Massimo: And now, we are going to translate: "This is my left hand." Repeat after me: "Questa e' la mia mano sinistra." And now: "This is my right hand." Repeat after me: "Questa e' la mia mano destra."
Ray: What is it you're doing?
Carl: I'm using the chicken to measure it. Have you ever used a chicken to measure it?
Meredith: Gee Jimmy, that's cool!
Guy From Alabama: I fucked a chicken . . .

Massimo: Look at this . . . This is half Italian and half American. Just like me.
Ray: Are you using the chicken to measure that?
Motorhead: Hey, he's got his finger up.
FZ: Just keep saying, "I'm using the chicken to measure it."
Carl: I'm using the chicken to measure it.
Aynsley: Yeah, that's original.
Ray: The chicken has given us the wing.
Phyllis: I still don't know, till this day I still don't know what was he talking about . . .
Don: I will accept your offer . . .
Phyllis: That Minnesota Tishman, he always perplexed me, he always confused me. He was so deep . . . But I preferred Biff, there was more character. He had something, and the way he changed and got me hotter and I had to think about my future and . . . I'm getting so hot. I'm tired, I'm goin' to the shower, I can't, I'm taking a shower. Too hot, I worked enough!
FZ: So, there I am sitting with uh, 17 hours of 16 mm and 8 mm blow-ups and . . . a budget to finish the movie, and I said, "What the fuck am I going to do with this stuff?" Because if I couldn't get ahold of the Mothers for this week . . . I was faced with the problem of . . . actually sticking a plot to this movie.

Don: We're coming to the beginning of a new era wherein the development of the inner self is the most important thing. We have to train ourselves. So that we can improvise on anything: a bird, a sock, a fuming beaker. This is, this too can be music. Anything can be music.

0:07:29 Progress?


?: Donnie!
Bunk: Hey, put that down!
Art: What are you doin', man?
Bunk: We're tryin' to do some serious . . .
(FZ: They're tellin' it's bullshit and stop it)
Art: What the fuck is this!
Ian: Don, why are you interrupting our beautiful piece?
Don: Silence, you fools . . .
(FZ: Ha ha ha! No, Donnie, more conviction!)
Don: SILENCE, you fools! Don't you believe in PROGRESS?
Bunk: Take that progress and stick it under a ROCK. We have to.
Don: We must overthrow the diatonic system.
(FZ: Yes.)
Art: Bullshit.
Don: We're coming to the beginning of a NEW ERA wherein the development of the inner self will be the most important factor.
Ian: Donnie, your music is full of shit, and besides that it ain't disciplined.
Don: Listen . . .
Bunk: Give me four-four.
Art: Togetherness.
Bunk: Yeah.
Ian: Some old melodies.
Don: Look, playing . . .
Art: Put on a tie!
Don: Playing that kind of music and eating meat . . . will never, you'll never be able to see my aura then.
Art: I've seen your aura a lot, and it really stinks.
Bunk: You've been drinking, Don
Ian: I can hear your aura and it's bad, man. Play any more
Bunk: Discipline, you need discipline.
Don: No . . .
Bunk: Four-four.
Don: It's got to be new, it's got to progress, it's got to evolve. THERE MUST BE GROWTH!
Bunk: Ah, man. My goodness . . .
Don: You've got to eat macrobiotic food.
(FZ: We're doing a play.)
Don: And study astrology. Delve into the occult world.
Ian: Well you can delve all you want but we're formin' a new group . . . go, go and do you some yoga exercises.
Don: Look.
Ian: Take care of business there.
Don: Mark my words . . . If you continue playing this music something strange may happen.
Bunk: Don't threaten me . . .
(FZ: By the end of the first show . . . )
Don: By the end of the first show . . . No, the second show.

FZ: So, at this point in the development of our plot the three talented members of the Mothers of Invention have quit the group to form their own band with a lot of discipline.
(Art: Yeah.)
FZ: This is what we need, is a nice disciplined combo!

FZ: And so that they would be completely packaged and fit in with the rest of the disciplined combo, the former members of the Mothers of Invention receive their initiation into the robot musical world.

0:10:44 Jim/Roy

Don: I didn't see a plot, except that the group broke up . . . That was the first time the group broke up.
Motorhead: No, they broke up twice at the Garrick.
Don: Oh, yeah.
Motorhead: In fact everybody quit twice a week. That, that was the average for everybody quiting. Ha ha ha . . . Twice a week . . .
Don: Really, as I saw it . . .
Motorhead: Depends . . . your snot.
Don: The, the group kind of like it's breaking up and Ian wanna play classical music, and, so he got Bunk and Art to play with him, and then uh, Jimmy Carl Black wanted to look like Jimi Hendrix and get laid . . .

JCB: How are you gonna get laid if you don't play rock & roll and drink beer? You get laid after the concert if you play rock & roll, this kind of crap you're not gonna, you're not gonna get laid anyway with that uniform on. I'll tell you what I'm gonna do. I'm gonna quit I'm gonna go out and hustle me some chick, the hell with you.
Ian: Jimmy, you need some discipline.
JCB: I'm leaving the group.
Ensemble: Boo! Boo!

FZ: Jimmy Carl, I must inform you, I must inform you, Jimmy Carl, for your own good, that here in London you're not gonna get any pussy unless you look like a popstar. Fix him up! . . . Mod Jacket . . .
(JCB: Oh Jeezus . . . )
FZ: Frilly Mod Neckpiece, Jimi Hendrix wig, and a Feather Boa.


FZ: Jimmy Carl Black enters the audience to hustle some young ladies. And if you're really lucky, get something for the robots . . . Mmmm, their little mechanical things are going up and down, up and down . . .

Don: Then uh . . .
Motorhead: Roy was . . .
Don: Roy was dressed as the Pope, with iron tits.
Motorhead: Aluminum tits.
Don: And when he sang "Stormy Weather," they both clanged together, and lightning shot out of his ass.
Motorhead: Ha ha ha . . .

Roy: Domino, Domino, Domino Biz-bo-OH, Domino Biz-bo-OH, Amen, Domino Biz-bo, Hallelujah, eh . . .
FZ: Et cum spiritu tuo . . .
Roy: Ian, I don't think I qualify for the Mothers
(FZ: They're making up their lines as they go along, isn't it thrilling?)
Roy: I think I'm holding the group back because I'm a MEXICAN. And also because I don't play bass good.
Ian: I don't care how you can play bass but we have NO MEXICANS in this group.
Roy: And I wanna join your group.
Ian: No Mexicans!
Roy: I can sing opera, I have already quit, I cut my hair, I got all my shit together here. I can do it.
Ian: I don't care how you look you gotta be able to cut the part.
Roy: I can sing. Please. Please, Ian, give me a CHANCE.
Ian: I don't believe you can sing.
Roy: Ah, PLEASE! Ah, Ian, PLEASE, IAN! Please!
Ian: Okay Mexican
Roy: Please?
Ian: Okay Mexican
Roy: Okay.
Ian: Sing this note:

Roy (with JCB):
You think everything gonna be all right.

Ian: Okay. You passed the first part of your audition. Now you gotta sing . . .
Roy: Mi, mi, mi, mi . . .

0:14:25 Holiday In Berlin

Poo-la-ah poo-lah
Poo-da poo-lah poo-lah poo-oo-lah
Ah-ah-ah ah-aaah-ah-aaah
Aa-aa-ah aa-ah

Ensemble: BOO! BOO!

FZ: The rejected Mexican pope leaves the stage.

0:15:26 The Rejected Mexican Pope Leaves The Stage


FZ: Motorhead is attempting to join the band . . .

0:18:01 Dog Breath, In The Year Of The Plague

Don: Not on film!
Motorhead: In the armpit?
FZ: Can either of you tell me the origin of "packing"? When did that start?
Don: I would say it was a figment, a figment of my imagination.
Motorhead: No, it was uh, one time, Jim and Don, or Jim and Roy and I, walking around, and we started joking about the way dogs come up when they're horny, and they stick in and hold your leg and start packing and, uh . . . so we just took the idea from there, and then while Roy was walking alone, we started pack him on the leg, and he packed Jim, and that's just keep about that way
FZ: Why did you call it packing?
Don: Packing is . . .

Please, hear my plea!

Cucuroo carucha (Chevy '39)
Going to El Monte Legion Stadium
Pick up on my weesa (she is so divine)
Helps me stealing hub caps
Wasted all the time

Fuzzy Dice
Bongos in the back
My ship of love
Is ready to attack

Primer mi carucha (Chevy '39)
Going to El Monte Legion Stadium
Pick up on my weesa (she is so divine)
Helps me stealing hub caps
Wasted all the time

Fuzzy Dice
Bongos in the back
My ship of love
Ready to attack
Won't you please hear my plea

Primer mi carucha (Chevy '39) . . .

0:20:33 Undaunted, The Band Plays On

FZ: Meanwhile, the snack enters the mind of Dom DeWild.


FZ: It's the macro-biotic food.

Don: I'm working on the Festival Hall now! Oh, he's changing into a monster . . . Maybe this would help, I have . . . my coffee
FZ: You're getting hotter with the monster again?
Don: No, no, it's making me sick! Just do this, and he wouldn't know . . .


Ensemble: THREE! FOUR! . . . TWO! TWO!

FZ: While the well-disciplined Ian Underwood plays his piano solo, Dom DeWild, transformed, begins to sneak up on him.

Ensemble: BOO . . . BOO . . . BOO . . .

0:24:54 Agency Man

Sell us a president, agency man
Smiling Big Brother, stern father perhaps
Sell us a president, agency man
A gay smiling nothing we know never craps

We'll sell him in the movies
On the tube throughout the year
We'll sell him by the buckets
To the Okies drinking beer

We'll teach him how to walk and talk
We'll putty up his chin
We'll print his picture everywhere
Of course the SCHMUCK will win

From the heart of old Death Valley
To the ruling of our land
A simple trick, you simple pigs
Just the way we planned

0:27:45 Epilogue


0:28:45 Holiday In Berlin, Full Blown

Interviewer: Had you ever seen Frank shoot that film before?
Don: Oh, yes. I saw Frank shoot film one day in the Vienna Woods, and he was making me transform and uh, everybody was attacking and they were running around and make . . . and uh . . . it was really fun!
Interviewer: Was it was ever in uh . . . Was that the same trip you went to Germany?
Don: Yeah. That's when we got attacked.


Guy #1: Oh . . . you're, you're, you're fucking up his duck, there's nothing worst in this home than fucking up the duck . . . you've walked much now . . .
Don: Oh, was it, is it supposed to immerse?
Guy #1: . . . Frank! . . . with your duck!
FZ: It's all right . . . get it now . . . we have this uh, in the plot.

0:31:33 ("Tom Wilson's Secretary")

FZ: Hello? Yeah, are you busy? Well I was wondering—this is Frank—can you come, yeah, can you come over here and be in our uh, teen-age movie? Okay, well, I'll tell you what the action is . . .
Phyllis: He's eating.
FZ: Okay, he's eating, you see . . . Don Preston . . . Well, it depends, mostly it's a hamburger, sometimes, well he doesn't wanna eat the hamburger, 'cause he's a vegetarian . . . Okay now, Phyllis is here . . . Phyllis . . .
Phyllis: Who's Phyllis?
FZ: No, no, no, Phyllis is the girl that's the, my assistant editor on the, on the film . . . Yeah, she used to be Tom Wilson's secretary . . . Okay . . . You remember Tom Wilson—we were gonna run for President?

Aynsley: You're Tom Wilson?
Carl: Yeah.
Aynsley: Yeah?
Carl: Then she came out here work on the Woodstock festival.
Ray: What are you doing with that chicken?
Carl: And then uh, then . . .
Ray: I was measuring the ball.
Carl: Then Frank hired her to work on the Mothers movie.


Phyllis: Hi, I'm Phyllis Altenhaus, and I'm working with Frank Zappa on his film Uncle Meat, in Hollywood. I'm a little nervous doing this 'cause it's the first time I'd even been a star in a film. I originally started working for Frank as his assistant editor on the film Uncle Meat, and one day we were sitting around watching the Festival Hall shots, the rushes, and I saw Don come on the screen—Don Preston plays the monster—and I said, "Frank, look at Don! He's turning into a monster! I'm gonna vomit!"
FZ: When she sees him turning into a monster she has to vomit.
Phyllis: Frank said, "That's it, that's the opening of the line, that, that, I mean, that's the opening of the picture." I said, "Frank, I can't be in your picture, first of all, I have such a bad Brooklyn accent, I'm embarrased by the whole thing!" And he said, "Don't worry, you'll do it." So, you know, with Frank, he has a certain way about him, I mean he just gets people to do these things.
Don: He just makes me sick when he changes into a monster.
Phyllis: Why? Why does he make you sick?
Don: Oh, can't you see it how, how . . . ugly it is that, being that monster? Oh, just, I can't stand it, I, I think I'm gonna be sick, I have to vomit.

Phyllis: So I figured, "Okay, I have nothing to lose," right? Well, first day shooting came around I was a nervous wreck, you see? Ow, what I wanted to say was, originally, how I came to know Frank and everything, you see? I worked for MGM Records, oh, I, I think it was 1967, I worked for Tom Wilson, you remember he was gonna run for President? Well uh, Tom was producing Frank's albums, the Mothers of Invention, and uh . . . I started getting to know the Mothers and thought that they were funny, one summer I spent practicly all, every night at the Garrick Theatre, I lived there in the West Village at the time, and I used to come by and drop in, and one night Frank even got me on stage, and I felt like a real jerk, but, it was okay, you know, I saw he had this power to do these things.

0:34:03 Mr. Green Genes

Eat your greens
Don't forget your beans & celery
Don't forget to bring
Your fake I.D.
Eat a bunch of these
With sauerkraut
Eat a grape, a fig
A crumpet too . . .
You'll pump 'em right through

Eat your shoes
Don't forget the strings
And sox
Even eat the box
You bought 'em in
You can eat the truck
That brought 'em in

Garbage truck
Garbage truck
Eat the truck & driver
And his gloves

0:37:14 ("She Gets Hot")

includes some unidentified Synclavier music

Phyllis: Do it again!

FZ: She just, she tells me she has to vomit, see. She's trying to make me believe that it makes her sick when he turns into a monster.
Phyllis: There's something about that that gets me so nauseous, I don't know what it is. Look at that, look at that.
FZ: Yeah, but it's not true. Well, you see, it gets her hot.
Phyllis: There's something so sexy about him. When he comes on that stage, I get so hot just looking at him drinking that, that smoke stuff, I don't know what it is. I don't even care if he turns into a monster, I love it . . .
Don: Oh dear!
Phyllis: Look at that, oh him with the cape, but he doesn't, he walks away. It's such a hot move and he, he's so terrific when he goes back to that gong, oh, that's so nice . . . Boy, I hope no one ever finds out I love it so much, that hot monster . . . oh, ooh . . .
Don: You're really good at those dials, baby. You're the most manipulating person I've ever seen.
Phyllis: I don't like to be called manipulating, that's for sure, but I like to think of myself as being hot.
FZ: She gets hot. And then she runs into the toilet, and she stands in front of the mirror and she makes faces to herself so she can turn into a monster. Isn't it cute? That's right, then, when she does that, and she's having a fantasy that she's turning into a monster, the monster comes out of the toilet from behind her.

Phyllis: Oh . . . a little lower, please.
Don: How do you work all those controls in there? That's really fantastic . . .
Phyllis: Oh, it's nothing.
Don: All of those buttons and switches . . .
Phyllis: It's nothing. Look, look what's going on there! Oh . . . oh, wow, this . . .
Don: I just can't see how a girl could do all that.
Phyllis: Oh, now with the, the Women's Liberation Front we can do anything, you're kidding? Oh . . . oh! It's so good!
Don: This girl obviously has some sort of demented problem in where she, she likes uh, monsters that drink foamy vile liquid and uh transform. It must be some uh, connection in her past, in her childhood of something. Maybe her father didn't demonstrate enough uh, affection for her. It's a . . .
Phyllis: Oh . . . it's been so long . . .
Don: Tell me, did your father demonstrate any affection for you?
Phyllis: I've been watching you on the screen for four weeks . . . Finally, my monster . . . Is it real? Is it really you? Oh that feels, oh, monster, can I have a bite off of your apple?
Don: Mm . . . I think that uh . . .
Phyllis: It's so nice to be here with a monster finally . . .
Don: It must be uh, her mother and father probably told her that she's real ugly and awkward and dumb and everything . . .
Phyllis: It's a good apple, monster.
Don: And so she relates to people that are ugly, dumb and awkward.
Phyllis: Let me take off your hat so I can really see what's happening underneath there. Just what I thought, a monster head.
Don: You'll find this is quite common in uh, today's society
Phyllis: It's like Adam and Eve and the apple . . . Finally, here's my monster . . . after all this time . . .
Don: That's why monster movies are so popular, you know?
Phyllis: I'd waited and waited . . .
Don: D'you know how many a monster movie costs to make?
Phyllis: And there he is, he's right here.
Don: Monster movies really cost a lot of money.
Phyllis: Sitting with me, I can't believe it! Is it really you, monster?
Don: And our young society today goes to all these monster movies and they see them on television night after night.
Phyllis: It's so terrific to be with the monster.
Don: We're raising a new generation of monster lovers.
Phyllis: I've been waiting so long for the monster . . . Maybe this'll be the real thing.

0:41:13 ("Hit Him With Toilet Brushes")

Don: He's changing into a monster! You should see this! God, I get so hot!
Aynsley: Would you like a quick vibrator? Now you've ruined the whole thing
Carl: Have I? I'll take one down!
Aynsley: Oh, cheers . . .
Carl: I thought you get the walking four balls.
Aynsley: No no . . .
Carl: It's difficult to walk on three.
Don: I'm using the chicken to measure it.
Carl: Don?
Don: I'm using the chicken to measure it.
Aynsley: Charles.
Phyllis: Aynsley Dunbar, who's playing with Frank now, this real English popstar, very attractive guy, and he's like into a whole groupie thing with whips and things, don't ask me, and Frank got this great idea, actually he gets this great idea for me, to have Aynsley in the Hollywood Ranch Market, which we just did last night, hit him with toilet brushes. It's, it's a little dumb but I went along with it, you know, what else are you gonna do? You're getting paid and uh, you do these things.

Phyllis: Cleanser . . . cleanser . . . cleanser . . . cleanser . . . cleanser . . .
Aynsley: Hello, there!
Phyllis: Cleanser . . . cleanser . . .
Aynsley: Say, could you do me a favour? Could you beat me with a toilet brush?
Phyllis: Beat you with a toilet brush?
Aynsley: Shhh . . . someone might hear . . . yes, beat me with a toilet brush.
Phyllis: What's your name?
Aynsley: Ah, hello, my name is Aynsley Dunbar and I, I'm very interested in whips and canes, etc. I'm gonna fill, fill you in about uh, my background.
FZ: Are you absolutely serious about this? You really like whips and canes?
Aynsley: Oh yeah, yeah.
FZ: And you like—?
Aynsley: I didn't have too much chance to use 'em here, as yet, because it's, you know the screams and that, would most likely wake the kids up! No, actually I'm moving on though to toilet brushes and things, 'cause I think they'll be coming in this year . . . definitely.
Phyllis: You want me to beat you with the toilet brush?
Aynsley: Yes.
Phyllis: I mean like uh, I'm ready!

Phyllis: You know, I'll tell you something, I find myself saying, "I'm ready," you know, and like, I slap my face when I'm saying, "I'm ready," because it's like uh, in the house I'm saying, "I'm ready," you know? And . . . there has to be a limit.

Phyllis: That's a whip, I guessed right, you know I saw this handle sticking up here and I like, I, I guessed it right on first, you know? Like I know . . .
FZ: Beat him while you're talking.
Phyllis: You know like . . . I tell you something. I hope it's not getting your kidney or anything like that.
Aynsley: Oh look, keep, keep, just keep it high, just keep it high.
Phyllis: You know what I mean? I got worried about those things, I got . . . you know I'm humane, Aquarius and all this . . .
Aynsley: That's great . . . that's. . .
Phyllis: Venus is arising, you know, I'm humane.
Aynsley: Just keep it high. Oh, love it, yeah, right.
Phyllis: Uhm . . . well, let's see . . .
FZ: Ask him, "Does it get you hot?"
Phyllis: Is it getting you hot?
Aynsley: Oh, maybe it would do if I had another 'bout fifteen people.

Phyllis: Well, uh . . .
FZ: Ask her if she's got any friends
Aynsley: Got any friends, uh?
Phyllis: Uh, I got a few friends, I can always uh, you know, in the Ranch Market, like uh, I got friends!
FZ: It's easy to find the people in the Ranch Market who'll beat you with a toilet brush!

0:44:42 (Jim & Calvin's Group)

Calvin: The acoustics here, the acoustics . . . We're hearing the rhythm section. Percussion all around . . . the metal that reflects the sound . . .
Motorhead: . . . man . . . sound so heavy . . . Oh, that's beautiful . . . work it out . . . Oh, far out, please . . .
Calvin: Heavy, heavy!

Motorhead: I gotta, I gotta try 'n get this perfected, see, and, and I think maybe I'll get some really heavy group to use a guitar like this, it's last way in the . . . it's no problem plugin' it in anywhere, maybe I'll get uh, the Velvet Underground to use it or maybe Jimi Hendrix . . . you know, 'cause, uh . . . Jimi was a banger against his amp, he does . . . big heavy in that, to carry on it, see, when he smashed it . . .
Ian?: Where do you plug that thing in, anyway?
Motorhead: Let's say it's . . . well, see, it's a plug . . . just, it mounts right, right here in the pants, you can put it inside your pants or, or you can work out some sort of . . . in the outside, you just plug it in here, see? And I would uh, the chord is long . . . get me away while you're playing . . . It doesn't make any difference what's side is up because its pickups back here are so heavy, you know . . . the volume is so great going through on that you can use a small, you know, little tiny amp, it won't make any difference . . .

Technician: Okay, how many tunes are you gonna do? I mean, your nearly rehearsal time.
Motorhead: No, would just do one, one long boogie!
FZ: Ha ha ha ha!
Motorhead: So, so we can get out to the feeling of this.
Technician: All right.
Motorhead: Fix the microphone.
FZ: Get a microphone on the cymbal!
Technician: All right, well let me get a mike on the cymbal.
Motorhead: Put a mike on the cymbal, he plays cymbal and I play . . . play vocals and things like that . . . It's right on it.
Technician: Okay.
Motorhead: . . . the amplifier . . .
Technician: Okay, it's guitar and cymbal, uh?
Motorhead: Yeah.
FZ: Yeah, you got to plug in an amp.
Motorhead: Well, I gotta get, I gotta get really bothered before I can play . . .
FZ: Oh, listen . . .
Motorhead: I can't play unless I'm wrecked.
FZ: Well here, there is a mushroom and uh, there's a black plastic for you.
Motorhead: Oh, God! Hey man, you want some of this?
FZ: Get some Coca-Cola
Motorhead: You want some of this, man?
Calvin: I'll take a pose . . . OH AH Ha ha! Heavy! Heavy dope!

Interviewer: Where you do your rehearsing?
Motorhead: Well, you know, we're rehearsing, Cal and I have a house where rehearse is . . .
Interviewer: What's Calvin playing anyway?
Motorhead: Calvin is uh, he's playing drums, but it's, it's very unique, because the, the drums work with . . . would play the drums with a hammer, and a pair of pliers, see? So uh, you know it has a, "Ahg, ahg," a lot of heavy, "ahg," you know, rump on it, and he get it going pretty heavy . . . in fact uh, these are the pliers he uses, and, you know, while he's playing . . . and I, I break a string on this, and just take the pliers here and change the string, and he keep, just keep rocking with the hammer, you know, to keep people going . . .

Interviewer?: You guys are really great . . . one note samba . . . bigger amps . . . maybe you guys can put it some equipment! . . .

FZ: All right, listen, when you roll the check comes in . . .

0:48:37 Mother People

Do it again!
Do it again!

We are the other people
We are the other people
We are the other people
You're the other people too
Found a way to get to you

Do you think that I'm crazy?
Out of my mind?
Do you think that I creep in the night
And sleep in a phone booth?

Lemme take a minute and tell you my plan
Lemme take a minute and tell who I am
If it doesn't show
Think you better know
I'm another person

Do you think that my pants are too tight?
Do you think that I'm creepy?
Better look around before you say you don't care
Shut your fuckin' mouth about the length of my hair
How would you survive
If you were alive
Shitty little person?

We are the other people
We are the other people
We are the other people
You're the other people too
Found a way to get to you

We are the other people
We are the other people
We are the other people
You're the other people too
Found a way to get to you

Do you think that I love you
Stupid and blind?
Do you think that I dream through the night
Of holding you near me?

0:50:21 ("Now That's Underground")

Motorhead: Oh! La la la . . . It's nice to be home . . . heavy audition today, I hope they give us . . . a recording contract with Bizarre . . . maybe you'll get your own Zildjian cymbals, Zildjian . . . Yeah, okay, we'll get, we'll get a whole drum set! We'll get . . . Will you get up off my hands, man? Take this, I'm trying to clean the house! We get on our way . . . Hey, what if, what if we make, play, 40, 50, 60 thousand? Oh! . . . I'll get me a new guitar . . .
Calvin: . . . in Laurel Canyon . . .
Motorhead: And I'll buy some new strings after the work out . . .
Calvin: And a car . . .
Motorhead: Two cars!
Calvin: Firebird.
Motorhead: A Firebird?

Don: We're coming to the beginning of a new era, wherein the development of our inner self will be the most important asset. And improvising to music like this is part of that development. Now, if I take the sock and put it over here . . . 'n put it right there, that . . . Now that's commercial. But if I take the sock and put it here, now, now that's underground. We want something commercial, because we want a hit single on the radio . . .
FZ: Country & Western.
Don: Yeah, Country & Western, probably, that's the hanger the kids are really digging today. This vocal part needs a little more work too . . . This could be the best arrangement I ever did . . .
FZ: Hey, Don, now you're Phyllis, and you think about how that monster gets you hot. It's imagining yourself stretched out on the pool table.
Don: That monster gets me so hot. Just when he transforms, when he transforms . . .
Aynsley: You've lost the ball.
Don: Mmm . . .

0:52:42 ("Why Do You Like Monsters?")

Francesca: Hello, I am Phyllis Altenhaus. And we're here at my office in MOOP Records, which has a very strong distribution in Paris, France . . . Right now uh, I'm trying to conceal this toilet brush in my hand. Uh, kick me, Rollo. Kick me! . . . As you can see from this blanket and this wheeling chair and my loyal attendant Rollo, I'm a partially disable Countess, a victim of a recent sports car's injuries. But more of that later. As for now, here is Biff Debris . . .

Don: I know what gets you hot. Hamburgers get you hot, 'cause I picked you up in the pool hall!
Phyllis: You don't know what gets me hot, you don't have the faintest idea what gets me hot!
Don: Sure! Hamburgers! Look at this . . .
Phyllis: I can't take it . . .
Don: See that?
Phyllis: I can't take it . . . oh, God, that hamburger!
Don: But you don't know what gets me hot.
Phyllis: I'd bet I know what gets you hot. Sticks, sticks on your body on a table get you hot.
Don: I'm getting hot! . . . When I was drinking the potion . . . and that hat and that cape and everything . . . just incredible . . . I'd . . . wonder what it's like to, to change into a monster . . . it must be really great.
Phyllis: It's just so wonderful. Give me a bite of the apple there . . . Mmm, oh, my monster! Oh, that's so terr— Oh! I love that, when a monster does that, mm . . . Well, I've just been thinking, monster, we can take rides in the country in the Volkswagen . . . and, my monster, you're feeling me up, my monster.
FZ: It does get you hot.
Phyllis: Well . . . it doesn't get me hot.
FZ: I saw you laying on the floor in the corner with him!
Phyllis: I, it wasn't me laying in the corner! That was, that wasn't me!
FZ: Ha ha . . . Who was it?
Phyllis: That was Sheba! It wasn't me!
FZ: Who is Sheba? Ha ha!
Phyllis: Sheba is the one that's in love with Don.

Don: And why, why do you like monsters?
Phyllis: It's, it's not their looks, it's the intellectual thing that comes across, you know, you could tell that, I, looks aren't important to me, it's something about the intelligence. When you mix that potion, you know when I've seen you mix that potion, I don't know, it's the intellectual way I get hot.
Don: Yeah, but what causes this?
Phyllis: You know what I mean?
Don: I mean, well . . .
Phyllis: It's, it's hotness.

0:55:50 ("A Special Shower")

Phyllis: You know, it's so . . . I don't understand it . . . I don't know, Los Angeles is very funny, you really, you don't know, some days it's so . . . you know what I mean? But, I love . . . the weather wasn't so good, and I came here, I figured, "Oh, I'm gonna have to . . . " You get nice weather sometimes, sure, but then what happens when the smog comes in? Then you can see my eyes start to burn, I have to wear sunglasses all the time. You know, I tell you something, it was, it was even better, sometimes . . . it's even better but, you know . . .
Carl: I didn't order that!
Ray: I'm gonna have to see your ID.
Carl: My ID? What do you mean my ID?
Ray: Let me see your ID.
Phyllis: . . . I don't know what I want exactly, maybe I'll get a, a hamburger . . .
Ray: I'm using the chicken to measure it.
Carl: You're using the chicken to measure it? What for?
Phyllis: Bill, you know, I think it's good that everyone start to get into the ecology thing.
Ray: Please call me Mr. Yurds.
Phyllis: Mr. Yurds?

Phyllis: It used to be very, it was really nice and quiet in this place, that's why I came here, because of the feeling like, like a place to get away from things, and now what's going on, it's like all noise and . . . I don't know, it doesn't . . . wherever you go nowadays it's the same thing, all these guys they're so disgusting, I can't stand it . . .
Don: Look, anybody . . . anybody sitting here?
Phyllis: No! Go right ahead, sit down!
Don: Thanks. Anybody drinking this beer in here?
Phyllis: No, I don't know what the bartender . . . he just left it there, I don't know what's going on . . .
Don: My name is Biff Debris.
Phyllis: Oh, hi! Sheba Flieschman.
Don: How d'you do?
Phyllis: So and uh, your name is Biff Debris.
Don: Yeah.
Phyllis: You know, funny thing, if we got married my name would be Sheba DeBiff.
Don: My name is Biff Debris, not Debris DeBiff.
Phyllis: Debris?
Don: Yeah.
Phyllis: Biff Debris . . . well, I'll tell you something, I once knew someone whose name was Dubois. It, it sort of sounds like Debris, you know what I mean? Like, is that French, or what?
Don: Well, actually I'm part Mohawk and part Norwegian.
Phyllis: Excuse me. Is the hamburger ready yet?
Don: What sign are you?
Phyllis: Uh, I'm Aquarius with Venus rising on my past.
Don: Really?
Phyllis: Yeah. It's really good sign because it's the Aquarian age now, you know? And like, it's all coming together. You know what I mean by coming together?
Don: Yeah.
Phyllis: I think since I came from New York, you know, I'm really . . .
Don: Are you from New York?
Phyllis: Yeah, you can't tell! Huh?
Don: No . . .
Phyllis: I tell you something, so it really means that I'm losing my accent, you know, because the other day I was talking to someone and they couldn't guess either, well, I asked them, I said to them, "Where do you think I'm from?" And you know they said, they said, "New Jersey," you know, so, and New Jersey accent is really completely different, you know? Like, it depends so, if you come from Patterson, it's different from Trenton and Orange County, but you know, I say "Orange" like this, "Orange," 'cause that's in California they say, "Orange," you know?
Don: What's the, what's the matter with uh, Debris?
Phyllis: That's one thing I stayed away from.
Don: All right, you're free . . .
Phyllis: I think that you can really be high on your own intellectual stratification.
Don: Hamburgers.
Phyllis: Don't say hamburgers, it gets me so hot . . .
Don: But you don't know what gets me hot, you see . . .
Phyllis: I know what gets you hot!
Don: No, no . . .
Phyllis: I saw it in the pool hall
Don: You saw that?
Phyllis: Yeah!
Don: That isn't what does it, you see. It really isn't.
Phyllis: Well, well, what is it? You know, like if it's not that, then what is it?
Don: Well . . .
Phyllis: Well, don't be embarrassed! You can tell me, you know? Like I'm . . .
Don: Showers.
Phyllis: Showers?
Don: Showers.
Phyllis: Well, okay, you know, I can go see that, I can see, I can understand showers.
Don: Not, not nude showers.
Phyllis: What you mean not nude showers?
Don: It's gotta be a special shower, you know.
Phyllis: What kind of shower?
Don: With these special clothes on it.
Phyllis: You mean, you wear clothes when you . . . ?
Don: These clothes! These are the clothes . . .
Phyllis: These are the clothes that you . . . ?
Don: Right here . . .
Phyllis: There are clothes in there for me for the shower?

Phyllis: Say he devised this plan, this is how this clothes and the shower thing all came by, because I was too embarrassed to stand in the shower. First role, you know, I'm not gonna be standing there naked with the whole thing sticking out, so I figured, "Okay, I'll wear dungarees and a shirt." And, and anyway to tell you the truth I think it's sexier because, you see like just a little outline . . . tiny little bit, you know, like, poinnnng!

Phyllis: I don't understand it, but it's like . . .
Don: I mean . . .
Phyllis: It's your trip, man! You know? Like, it's all right with me, you know? I don't care.
Don: And this children's belt with the little holes in it. Look at those pants!
Phyllis: Ooh, but what has this . . . do with the holes! I mean, you know, like I hope they fit up.
Don: It'll be good . . .
Phyllis: You know, like, okay, I'll try, I don't care, I'll try anything!

FZ: Hi, Phyllis, why don't you want to take your clothes off with the monster?
Phyllis: Because I'm embarrassed to.
FZ: What's there to be embarrassed about?
Phyllis: Well, I've never done that before, and I don't wanna do it now!
FZ: But why don't you wanna do it?
Phyllis: I'd rather not. There's no reason, I'd just rather not.
FZ: But what's the matter? You got an ugly body?
Phyllis: No, I have a great body. I just don't wanna do it.
FZ: But why don't you wanna do it if you've got a great body? Don't you wanna share it with the world?
Phyllis: No, I don't wanna share it with the world.

Phyllis: So I did it, and it was, I tell you, I was getting hot, see my shirt?

Phyllis: I'm ready! I got the shirt, I got the pants, and I got the belt with that little yellow holes, you know? And I'm hot!
Don: And I got the bun and the hamburger and the relish and the orange and I've got my clothes off and I'm hot!
Phyllis: Oh, come on!
Don: You know how many times we . . . ? I go down to Mr. Pocket three times a week, trying to find somebody that'll wear these clothes in the shower.
Phyllis: How do they look on me?
Don: Oh . . .
Phyllis: You like it?
Don: They're great, you know. I had those clothes in the refrigerator for about two months now.
Phyllis: Where is the hamburger? Just give me a bite, mmh . . . it's so great, you don't meet guys . . .
Don: Oh, it's disgusting . . .
Phyllis: You don't meet guys who get you off with hamburgers, I'm saying I'm really happy that mmmm . . .
Don: Oh, the two of us really make a great couple!
Phyllis: I know, me with my clean clothes and the hamburger and everything like that, well, you know, we can go places.
Don: Yeah.
Phyllis: You want me to wash your hair? While you, just hold the hamburger first, you know, while I wash your hair . . .
Don: Do you want me to wash it to you?
Phyllis: Well, I don't know, I wasn't planning on it, it's all right, you can wash my back . . . mm, so nice the shower . . .
Don: I can't bear it.
Phyllis: Especially, especially, especially if you . . .
Don: Some people are really weird.
Phyllis: Pull it on my back, just a little bit, it won't, it won't hurt, just a little bit over there, this side, it's terrific, with the hamburger.

Phyllis: Hamburger meat . . . Hhhh . . . Oh . . .
FZ: Wouldn't that be better if you had your clothes off then you can uh, enforce him on your arms?
Phyllis: No, I . . . don't need my clothes off, I can get the gratification that I want just like this.

Phyllis: Oh, doesn't that feel good, oh, it's so great. I'm so glad that I met you today . . .
Don: Mmmm . . .
Phyllis: And this hamburger . . .
Don: Do you mind if I rub some of this in your hair?
Phyllis: Oh I don't mind, let me just take out that little thing here, mmm . . .
Don: Oh, boy . . .
Phyllis: A little bit, wait, it's, but I don't know, do you have cream rinse here? . . . this strip I won't be able to . . .
Don: Cream rinse?
Phyllis: Yeah . . . 'cause I . . .
Don: Eugh!
Phyllis: I won't be, let me see how it feels with the soap.
FZ: Whi-whi-which parts get you the hottest that can be rushed with the hamburger?
Phyllis: Well I think uh . . . what part!
Don: Oh, I love this with hamburgers under the clothes.

Don: You're getting hot, come on.
Phyllis: Oh, am I hot, over this hamburger! Oh, I think of my uh . . .
Don: For a hundred dollars you're getting hot.
Phyllis: Oh, am I hot! I'm so hot! Hhh . . . I'm so hot from this hamburger, oh . . .
FZ: Get hot!
Phyllis: I'm so hot!
FZ: Under, under . . . Ha ha ha ha!
Don: Undulate.
FZ: Look!
Don: Eww! It's getting better.
Phyllis: Where's the hamburger? Just . . . those . . .
FZ: Hamburgers with soap are good.
Phyllis: Ha-a . . . let me take a little bite, mmm . . . delicious! Let me put it in here so I don't loose it. I don't wanna in case I wanna little piece after, could you do my back?
Don: Oh yeah . . .
Phyllis: Underneath the shirt, don't be bashful, I, oh, I know it makes you hot, like if you keep . . .
Don: Yeah, I like the shirt better. I'll wash the shirt.
Phyllis: Oh, let me take a little bit of the hamburger
FZ: Ha ha!
Phyllis: You know, the last guy that I was with he just had ground chuck, you know what ground chuck tastes like in the shower, man . . .
FZ: Ha ha ha ha!
Don: Oh . . .
Phyllis: This is odd meat, where did you get this?
FZ: Ha ha ha!
Phyllis: Just like the health food stuff, are you a health food person? You know, like . . .
Don: No, I am Uncle Meat!
Phyllis: You are Uncle Meat?

1:04:44 ("Cleanser . . . ")

Phyllis: And because you're the main man with the burgers . . .
FZ: "And the burger's my trip."
Phyllis: And the burger's my trip and is such a groove, I wanna show my appreciation and I wanna clean your bathroom . . . the cleanser . . .
FZ: "I am going to the Hollywood Ranch . . . "
Phyllis: I'm going to the Hollywood Ranch Market and I'm gonna buy the cleanser.
Don: And because you have worn the clothes . . .
Phyllis: Cleanser . . .
Don: That got me hot, the shirt . . .
Phyllis: Cleanser . . .
Don: The pants and the little brown belt, children's belt with the holes in it . . .
Phyllis: Cleanser . . .
Don: I will . . .
Phyllis: Cleanser . . .
Don: Accept your offer to go to the Hollywood Ranch Market . . .
Phyllis: Cleanser . . .
Don: And get the cleanser and clean my bathroom.

Phyllis: And because you have got me hot, and you're the main burger man, and burgers are my trip, I wanna show my deepest appreciation and gratitude and clean your bathroom, and I'm gonna go to the Hollywood Ranch Market and I'll buy some scouring powder and some cleanser and cleanse.
Don: And because you have got me hot . . .
Phyllis: Cleanser . . .
Don: By wearing the clothes . . .
Phyllis: Cleanser . . .
Don: The shirt, the pants and the brown little children's belt . . .
Phyllis: Cleanser . . .
Don: With the yellow holes in it, I accept your offer to go to the Hollywood Ranch Market, buy some cleanser . . .
Phyllis: Cleanser . . .
Don: Good bye, Sheba.
FZ: Say good bye to . . .
Phyllis: Good bye, Biff! . . . Cleanser . . .

Lucy: Cleanser?
Janet: 3A!
Phyllis: Cleanser . . .
Janet: 3A!
Rodney: No, no! Wait, wait!
Lucy: But cleanser?
Phyllis: Cleanser . . .
Rodney: No . . . the back . . . the back . . .
Phyllis: Cleanser . . .
Janet: Rodney has a picture of them.
Phyllis: Cleanser . . . cleanser . . .
Rodney: Oh God! Wait, wait a minute, wait . . . I got an idea, I got an idea!
Janet: Popstars in the fruit section.
Lucy: A HA HA HA HA HA HA ha ha ha ha . . . hhh . . . oh . . .
Phyllis: Cleanser . . . cleanser . . .
Lucy: . . . anyway . . .
Man In Overcoat: Oh, get her a shower.
Janet: Cleanser, cleansers over here. Just keep on going.
Woman: What's she saying . . . burgers' t-shirt?
Phyllis: Cleanser . . .
Egg Lady: Cleanser, cleanser, what, what . . . cleanser? Here, cleanser . . .
Phyllis: Cleanser . . .
Egg Lady: Here, here, here's cleanser. Cleanser. You want cleanser? Here.
Janet: I think either got a cleanser myself.
Lucy: Oooh, that's, oooh . . .
Janet: Should be very interesting.
Lucy: Oh, yah . . .
Janet: Then we can . . . later.
Lucy: Oh, I wouldn't mind, I, you know, HA HA HA HA HA HA . . . hhh . . .
Janet: . . . Go-go . . .
Lucy: Ooh, maybe we could give cleanser a new use! HA HA HA HA HA HA HA HA . . . hhh! Well, we may . . . Rodney Bingenheimer . . .

Janet: He's from that group Cleanser. He looks pretty kinky. Too bad we didn't have our garters on.
Janet & Lucy: EEEEEEEUH!
Janet: Oh, what do you expect from work in this joint.
Lucy: Ooh Janet, he has a vibrator! Now, ooh . . . Eeeuhh! Ha ha ha! Ah . . . ah . . . aaaaaaAAAAH! Ooh wha . . . ooh! Hhh . . . aaahhh . . .

Calvin: You don't . . . your thing?
Motorhead: Good God, it's outa sight
Calvin: . . . roadies, then we can . . . Rodney instead we . . . going in disgrace, you know that Herb Cohen?
Motorhead: . . . amps, this small, just don't make it.
Egg Lady: Here, sit . . .
Phyllis: Cleanser . . .
Egg Lady: Sit in the wagon and give me the . . .
Phyllis: Cleanser . . .
Egg Lady: Then we'll find it better. Okay.
Phyllis: The cleanser . . . cleanser . . . cleanser . . .
Motorhead: Oh, by the way, I'm gonna quit.
Calvin: Oh, I know why you're gonna quit. It's that Herb Cohen.
Motorhead: That's it, man.
Calvin: Herbie Cohen, that's why, I know it all along.
Motorhead: You got it!
Calvin: But what did he did to the Mothers Of Invention?
Motorhead: Yeah, that's right, man, and the answer . . .
Calvin: Amps. Now, what about our royalties? We've never get no royalties, we've been recording for the last two years for MGM.

Ray: Hi, I'm Herb Cohen. I used to manage Jim & Calvin's group, I'm now working on a royalties statement from MGM. I think we have something coming. We'll check it out a little closer here.

Motorhead: What do you got to do with a manager like Herbie, man?
Calvin: I knew . . . walk in their 54, 55 workshirt.
Motorhead: That's it. Uh, even though it's our last session, man, it's really heavy.
Calvin: I bet he spends . . .
FZ: . . . high notes!
Calvin: He spends all our royalties moneys on antics. Persian rugs. I've seen 'em!
Motorhead: Ski shoes, man, I heard ski shoes . . . Say it, are we playing heavy tonight, baby! Yeah, I gotta get something else . . . man, I gotta get some royalties . . .
Calvin: You dropped your hat, Jimmy.
Motorhead: That's okay.
Calvin: Just shows that you're really getting into it.
Egg Lady: Hey, you're sitting on my eggs! Hey, you just broke all the eggs! What's the matter with you? Hey, you didn't, you're payin' me . . .
Phyllis: Hamburger!
Egg Lady: That's not cleanser, that's meat! Get in there! Get in that meat now . . .
Aynsley: What's here, lads. Excuse me.
Motorhead: Yeah, what do you need, man.
Aynsley: Uh, would you beat me, a foolish one, you know, with a toilet brush?
Motorhead: Beat you?
Aynsley: Yeah, I wanna get a nice . . . you know.
Motorhead: Oh, the acoustics are heavy, man.
Aynsley: Yeah, I know the acoustics . . . I've been suss it . . .
Calvin: Oh, that's . . . detergent flags absorbs a certain amount . . .
Aynsley: . . . the flam . . .
Calvin: . . . the best of the sound.
Aynsley: So you, you . . .
Motorhead: The beating, what for?
Aynsley: Well, I just, dig a brush sound.
Motorhead: A brush sound.
Aynsley: A brush sound . . .
Motorhead: Oh, man, everybody . . .
FZ: High notes! High notes!
Motorhead: High notes? You heard this shit?
Aynsley: It's too heavy, man, it's too heavy.
Janet: . . . came in here at three o'clock in the morning.
Calvin: All I need is my pliers, baby.
Motorhead: That's it. Everybody uses sticks and brushes, and things like that, we got the pliers.
Aynsley: You're . . . the music business, man. You're . . . my job.
Motorhead: What? No, man.
Calvin: You creeps come over from England and you think you know everything about music.
Motorhead: That's it! Outa sight, baby!
Calvin: . . . where it's at.

1:11:55 ("We're Coming To The Beginning Of A New Era")

FZ: "We're coming to the beginning of a new era, at the motel."

Don: We're coming to the beginning of a new era at the motel, where we have been working secretly on a new composition in the back room, in our secret chambers. 'Cause everything is secret. We're trying to get the secret karma change for the whole world, you see, like this whole karma thing, it's really what's causing all the problems, so we have to get a composition and, I'm sure that it's going to be a hit single, because everyone is going out and buying our new hit single, for this group that uh . . .
FZ: "You remember our other single 'The Bun'?"
Don: Yeah, you remember our other single, "The Bun"? See, this, this was our last composition . . .
Aynsley: Plugging it in . . .
Don: And uh, it was pretty hard to play because uh, some of the members of the group couldn't read music, you see? But we got it all straightened out and, some of them quit and everything but . . .
Aynsley?: A few holes in the Brothers . . .
Don: Uh, with our new arrangement we really hope to do big things, you know? Like we hope to change every single person's karma and that in turn will change and upgrade all the ecology problems, all the polution and all the air and everything, you know? And this right here is the composition I was speaking of and uh, this is the guitar part, this is the vocal, this is the bass part, and this little section over here could be for the dancer, but she keeps quitting all the time so we don't really know, uh, if she's gonna be in it—if she's not, we'll just take it out like that. Now, it's very difficult to compose this type of thing, because like, the slightest movement that you can make of one single article could define whether it's underground or real commercial, see? If we put the sock over here it's more commercial than if it were over here, then it's real underground, you understand? So we take you now to the motel, where the group is deep in . . . just deep.

1:14:11 ("I've Got A New Composition")

Motorhead: . . . straightest member is the writer, you know what I . . .
Don: Hey, listen you guys, I would like just . . .
Meredith: These guys can work together.
Don: Talk about the arrangement here
Aynsley: How about that new drum solo you just worked out?
Don: I've got a new composition.
Meredith: It's rhythmic, huh?
Motorhead: Now that's beautiful.
Don: Listen . . . Silence, fools! . . . SILENCE, FOOLS! Don't you believe in progress?
Carl: I'm using the chicken to measure it.
FZ?: Take that progress and stick it under a rock!
Carl: I'm using the chicken to measure it . . . I'm using the chicken to measure it . . . I'm using the chicken to measure it . . . I'm using the chicken to measure it . . . I'm using the chicken to measure it . . . I'm using the chicken to measure it . . . I'm using the chicken to measure it.
FZ: What are you doing with the chicken?
Carl: I'm using the chicken to measure it.
FZ: What are you doing with the chicken?
Carl: I'm using the chicken to measure it.
Motorhead: Outta sight! That's outta sight!
Meredith: That's beautiful!
FZ: What are you doing with the chicken?
Carl: I'm using . . .
Don: That's what we need for our new song.
Meredith: That was a good composition!
Motorhead: We got it!
Aynsley: Can you write one like that then?
Don: I did! Well . . .
Ray?: You would? I mean . . .
Don: At last night, that's . . .
Ray: That's when he starts in with the guitar . . . ?
Don: Now look . . .
Ray: Then he comes in with his guitar solo?
Don: You guys, do you see this over here?
Ray: Why does he have this?
Don: Can you see this over here? This is the new composition that we're going to make a hit single with.
Aynsley: What's it called, "Juncture"?
Don: No . . .
Ray: "Juncture."
Aynsley: What's it called?
Carl: I'm using the chicken to measure it.
FZ: It's called "We're using the chicken to measure it."
Carl: I'm using the chicken to measure it.
Don: Right, "We're using the chicken to measure it." Well, I couldn't get a chicken, I, all I got was . . .
Motorhead: That'a a weird title. Ray's got a chicken.
Aynsley: Yeah!
Motorhead: You can use Ray's chicken to measure it.
Don: But uh . . .
FZ: No, no, that's part of the concept—you're using the chicken to measure the bitchin'!
Aynsley: It's what I choose.
Don: Oh, I see, yeah, are we using the chicken to measure it?
Motorhead: Or drumming?
Don: I'll show you, this is . . .
Ray: How about a sock?
Motorhead: I thought it was cooler.
Don: This is the guitar part, right here.
Motorhead: Then let me see . . .
Aynsley: Pull her.
Motorhead: It's that what I play? That's my part.
Don: That's your part.
Motorhead: Oh, that A . . .
Don: And this is a new concept.
Motorhead: I can't learn that by tomorrow, man, there's no way.
Don: Tonight.
Motorhead: I can't learn it tonight!
Don: Listen, I got the time booked.
Motorhead: I can't even . . .
Aynsley: Tonight? OW!
Don: At the Hollywodd Ranch Market tonight, man!
Meredith: That's pretty heavy, man.
Aynsley: But tonight?!
Meredith: That's pretty heavy . . .
Motorhead: My strings are flat, my pickups are shot, do Herbie wouldn't give us an advance so I can buy some new strings and an amp?
Don: Listen, I'll take care of everything.

Don: You see, Countess, the problem is uh, it's very hard to talk about but, the guys need equipment, you know like he needs batteries and uh, and, and uh, needs strings for his guitar, you know? And, and some of the electronic equipment needs boosting and uh, we have a good prog and everything, you know? I just wanted to find out if we could get any awr . . . nng . . . gnn . . . Do you have a pencil and a paper? Uh huh . . . thanks . . .
Francesca: Royalties?
Don: GNG! MMnnnngrgGGL! Sorry, would you mind not using that word? It's a . . .
Francesca: Who cares about royalties?
Don: Grrah!
Francesca: Look, I've seen everybody around, The Beatles, The Rolling Stones, Arthur Brown, and his fire on his head . . . Oh, man, I've never got so hot as long, I've ever got so hot until I started to, to use the chicken head to measure it with it.

Guy From Alabama: We must say it in Alabama language, man, I can't understand.
Another "Guy From Alabama": Playing that kind of music and eating meat, you'll never . . .
Aynsley: I say . . . I say . . .
Guy From Alabama: (unintelligible shouting)
Aynsley: I say, old boy, you speak english?
Guy From Alabama: Hey man, you got any peas or beans or anything like that?

Don: You have to admit this is different.
Motorhead: Oh I hate . . . that's a drum, that's gotta be a drum.
Don: I mean . . . I know what it's like, to me the idea of being commercial is doing something different.
Meredith: Bet that one's a heavy one . . .
Carl: The way they feed . . .
Don: You know? Something people can . . . can . . .
Carl: WAH!
Don: It's not the same old thing.
Aynsley: Hey, but that, that isn't a . . .
Meredith: Have to practise . . .
Aynsley: No!
Carl: WAH!
Don: NO!
Motorhead: Look out!
Ray: Oh . . .
Don: That's it, Ray . . .
Motorhead: Chicken's in the . . .
Don: Now, use the chicken to measure it.
Motorhead: Chicken's in the . . .
Aynsley: Biff, man, how does that fit into the part, though . . . heavy like that . . .
Meredith: And where does that fit into that—my part there?
Don: This is the music.
Meredith: Where? where?
Don: This, the whole thing is the music.
Meredith: Ah, but how does that one fit into all . . .
Aynsley: But there's no head, man.
Meredith: But how does that fit into all that?
Aynsley: Oh yeah, there's . . .
Ray: Are you using a chicken to measure it?
Meredith: What's the concept of this?
Motorhead: There's no way we can play it.
Meredith: What's the concept of this number?
Don: Look, look . . .
Motorhead: Not by tonight, man! It can't be done.
Aynsley: Let me . . . anyway, man, I'm going out tonight, you know, I've got a few chicks to meet.
Motorhead: I'm going to hear the Fudge.
Don: You guys, if you wanna make a hit single and I mean, a hit single.
Aynsley: Yeah, but what I'm saying is, how would you pay me? I just wanna know.
Don: Well, you'll get royalties.
Motorhead: You gotta get some royalties, man!
Aynsley: Royalties?
Don: Listen, you can't . . .
Ray: A monster!
Phyllis: I'm wet . . . hamburger . . .
Meredith: This is turning too confusing, I just can't understand what all this is about, it's so confusing!
Phyllis: My monster!
Don: WARrrGH!
Phyllis: My monster! I'm ready! I got the pants, I got the shirt, I got the belt with the little yellow holes!

1:19:01 ("These Fucking Things Didn't Work")

Phyllis: I can't get enough of that stuff, mmm!
FZ: "We're coming to the beginning of a new era, at the motel."
Phyllis: Look at this over there, look . . . mmm mm . . .
Don: We're coming to the beginning of a new era at the motel, we have been working secretly . . .
Phyllis: Obviusly still, still the best.
Don: . . . on a new composition in the back room . . .
Phyllis: I love when he always did that . . .
Don: . . . in our secret chambers.
Phyllis: Then changed into . . . I remember that . . .
Don: 'Cause everything is secret.
Phyllis: For twelve years he's still working on the same song, I don't know what I'm gonna do.
Don: We're trying to get the secret karma change for the whole world.
Phyllis: Still kinda get that "The Bun" thing. I gotta stop this, it's not good anymore.
Don: You see, like this whole karma thing, it's really what's causing all the problems.
Phyllis: Because after all we've got kids now.
Don: So we have to get a composition.
Phyllis: And we can't, he can't do this anymore, it's another whole life.
Don: And, I'm sure that it's going to be a hit single.
Phyllis: But, I can't help it, I mean he's irresistible. The guy is irresistible.
Don: Because everyone is going out and buying our new hit single, for this group that uh . . .
Phyllis: Look at that face, over there . . .
FZ: "You remember our other single 'The Bun'?"
Don: Yeah, you rem—

Phyllis: Look at that, right that, right there . . . mmm . . .
Don: Our other single, "The Bun"? See, this, this was our last composition . . .
Phyllis: Oh, God! Oh, I remember that too . . . yeah . . .
Don: And uh, it was pretty hard to play because uh . . .
Phyllis: Look at this, when he did that at the fare . . .
Don: Some of the members of the group couldn't read music, you see?
Phyllis: No . . . it's better, I'll tell you something . . .
Don: But we got it all straightened out.
Phyllis: I don't know, I have to think about this, 'cause I gotta tell him. Ah! I'll go back! I can't be bother 'cause my mind it's too, it's too crazy, it's going, it's driving me nuts already, I have to think about work, I have to think about him, I have to think about . . .
Stumuk: Maybe I oughta face it, after twelve years "The Bun" just isn't a hit. Maybe I'm approaching it wrong. Look at him, a musician, a natural musician. His mother said he was a serious little boy. Liked to pull down the shades before helping her with the dishes.
Massimo: And that's why it didn't sell. Look at this . . .
Phyllis: Oh, look at that! I remember—let me stop that and see how the foam was coming out of his mouth, and the way the lips, the lips, so beautiful and the hamburger . . .
Massimo: Try to do something like that.
Stumuk: Like that?
Massimo: Maledetto figlio di puttana.
FZ: He's on television set.
Massimo: E non cagarmi il cazzo.
Stumuk: A non cacarmil catzo.
Massimo: 'Cause I have a big bunch of minchia!
Stumuk: A big bunch of minchia!
Phyllis: It's great you're learning Italian, I love . . . That's what I want! More, a little culture, it's enough already with "The Bun"!
Stumuk: I had, I had to change it. It wasn't right.
Massimo: These fucking things didn't work, I don't know why. Maybe, can you see all these little points, white points, on these fucking things? You have to know that . . .
Stumuk: Can you see?
Massimo: . . . all this stuff . . .
Stumuk: Everybody's using the chicken to measure it with nowadays, even my kids!
Massimo: . . . come from my nose, and maybe people didn't like it.
Stumuk: No more the sock . . .
Massimo: And I just don't know why . . .
Stumuk: But "The Bun," the placement of "The Bun." It has seeds. It's different.
Massimo: I just can't imagine why they didn't like these balls that come from my nose, you know? This way, tshh! And I spent a lot of years of my life to do something like that, these fucking things, and it didn't work. What can I say?

Guy From Alabama: Far fucking out! Far fucking out! I think, I think I'll run it for Government one day.
Aynsley: You do?
Guy From Alabama: You're gonna vote for me?
Aynsley: No, man, 'cause you have to got a sunburst guitar.
Guy From Alabama: Oh, man, I can dance . . .
Aynsley: I know, you're trying to get it that way, you know, but, let's face it . . .
Guy From Alabama: I'll tell you, man . . .
Aynsley: You haven't got any coffee beans, man.
Guy From Alabama: Coffee beans?
Aynsley: Coffee beans.
Guy From Alabama: Oh, you haven't got any grids, so . . .
Aynsley: Gridso?
Guy From Alabama: Grids. Small town, makes in jam.
Aynsley: . . . destroy the nature.
Guy From Alabama: Oh, man, do you have any . . . ?
Aynsley: You've been down at the Ranch Market?
Guy From Alabama: Corn on the . . .
Aynsley: Ranch, Ranch Market . . . you wanna go . . .
Guy From Alabama: Corn on the cabin T, man.
Aynsley: . . . Ranch Market . . .
Guy From Alabama: You can?

Rodney: Whatever happened to The Stone Poneys?
Linda: . . . we have to eat.
Rodney: That's a good idea. That's right. Uh, what do you have under the raincoat?
Ray: Well, have you heard our last single?
Rodney: No, what's it called?
Linda: Hee hee hee hee!
Rodney: Ah! I can dig it!

Guy From Alabama: DONG! DONG! I mean dong, that's what your minchia is!
Aynsley: Your which?
Guy From Alabama: A minchia!
Aynsley: You mean your dick?
Guy From Alabama: You put your minchia in the stinky-a.

Massimo: And you know why? 'Cause I have a big bunch of dick! Tengo una minchia tanta! And this part of the lesson, I'm sorry, but you can't learn, 'cause Mother Nature didn't make you Italian.

1:23:36 Tengo Na Minchia Tanta

Ah, tengo na minchia tanta
Tengo na minchia accussi'
Devi usare un pollo
Devi usare un pollo
Se me la vuoi tastar

Tengo na minchia tanta
Tengo na minchia accussi'
Tengo na minchia tanta
Tengo na minchia accussi'
Devi usare un pollo
Se me la vuoi misurar
Devi usare un pollo
Se me la vuoi tastar

Tengo na minchia tanta
Tengo na minchia accussi'
Tengo na minchia tanta
Tengo na minchia accussi'
Guarda che se la mangia
E mentre se la sta a pappa'
Chiedimi che cosa fa
Se la sta a succhia'

Tengo na minchia tanta
Tengo na minchia accussi'
Tengo na minchia tanta
Tengo na minchia
Devi usare un pollo
Devi usare . . . se la vuoi misurar
Devi usare un pollo
Se me la vuoi tastar

Tengo na minchia tanta
Phyllis: That Tishman . . .
Tengo na minchia accussi'
Tengo na minchia tanta
Phyllis: 'Til this day I don't know what he's talking about!
Tengo na minchia da tastar
Come on, baby
Come on, baby, suck my fire!
Oh yeah . . .

Guarda che se la mangia
Tengo na minchia accussi'
Guarda che se la mangia
Mentre se la sta a pappa'
Chiedimi che cosa fa
Ma è chiaro! Se la sta a succhia'

Tengo na minchia tanta
Tengo na minchia accussi'
Guarda che se la mangia
Guarda che se la mangia e se la sta a succhia'
Look at your sister
Do something like that, thanks

Devi usare un pollo
Devi usarlo per misurar
Phyllis: Frank!
Aynsley: . . . this is the Mothers of Invention movie!
Phyllis: But . . .

Cosi' me la potrai succhiar
You both suck in stereo

Tengo na minchia tanta
Tengo na minchia accussi'
Tengo na minchia tanta
Tengo na minchia
Tengo na minchia tanta

1:27:22 ("I Used To Watch Him Eat")

Phyllis: I used to watch him eat, and while he was eating I would talk to him, and while he was eating I would ask him what he was doing, and all he would say was, "I'm using the chicken to measure it." Till this day I still don't know what he was talking about! That Minnesota Tishman, he was some guy, but I still never understood what he meant. The chicken to measure it, I don't know, probably some secret thing.

Phyllis: "I'm getting hot. You're really good at those dials, baby. You're the most manipulating person I've ever seen. What's he eating? Is he turning into a monster? Frank: But you're just making things out of it. Don: Put it in your mouth then your eyes. Frank: You're getting hot, come on! The last that . . . " I don't like this page, it's not so funny . . .
FZ: What's the difference?
Phyllis: I don't like this page, it's not so funny. "Oh, this gets me hot! Oh, this gets me hot! Well get hot, I can't get hot over this! Get hot over the hamburger—I can't get it! You're getting hot, oh, am I hot over this hamburger! Think am I hot, for a hundred dollars you're getting hot, oh, am I hot, I'm so hot, I'm so hot from this hamburger, I'm hot."

Phyllis: Well, I'll just continue on with my work, I can't be thinking about such things, gets me too confused. I think I need a shower, I'm tired, I'm hot, the room air-conditioning is not working. If you don't pay the bills, how does the air-conditioning gonna work? I'm going.

Massimo: And now, dear friends, we are going to translate. This is my left hand.
Phyllis: This is . . .
Meredith: Violence!
Stumuk: This is my left hand, non?
Meredith: Violence! Ooh, I just, ooh!
Guy From Alabama: You have an orgasm?
Aynsley: No, but it just feels good!
Guy From Alabama: Can I watch?

Don: That's what we need, progress!
Aynsley: Actually I think that's uh, that's cool.
Guy From Alabama: Get the girl here in the red.
Aynsley: Yeah.

Massimo: Repeat after me: Questa è la mia mano destra
Stumuk: Questa e mia mano destra
Don: Progress!
Phyllis: Where's the prostate gland?
Massimo: Look out!
Don: Progress is our most important product.
Massimo: Guardalo che mangia! E mentre sta mangiando parlami mentre mangi. E chiedimi cosa sta facendo.
Stumuk: Parle mi.
Massimo: Che cosa sta facendo? Sta mangiando. Adesso chiedimi cosa sta facendo. Sta mangiando
Stumuk: Guarda sta fachendo!
Massimo: Ma non lo posso fare.
Stumuk: Sta mangiando!
Massimo: Me ne devo andare.
Stumuk: Mene debo ndare!
Massimo: Devo tornare.
Stumuk: Dere tocnare!
Massimo: Era un senatore a trentasette anni.
Stumuk: Era un senatore de setreste año.

Guy From Alabama: What type of band do you play in?
Aynsley: I play in a blues band.
Guy From Alabama: Blues band, so do I!
Aynsley: Blues.
Guy From Alabama: Blues!
Aynsley: Blues avant-garde though, you know?
Guy From Alabama: Yeah, I know what you mean.

Massimo: And this is my last single.

Don: There we go. Would you help me with this, Ray?
Ray: Yeah . . . the guitarist play like this?
Don: Oh, there we go.
Ray: The guitarist . . .
Don: Yeah, no, he was closer. But that's good enough right there. Gotta be commercial, you know, we want it to be a hit.
Ray: This bass line, I think it's gonna . . .
Meredith: I quit!
Motorhead: Again?
Ray: Anybody else wanna quit before we go on?
Don: Yeah . . .
Motorhead: Now's the, now's the . . .
Don: Now's the point to tell me when you're gonna quit, because uh, I gotta know who's gonna be on this recording date.

Stumuk: It's the arrangement. It's gotta be the arrangement. He knows how to arrange things. I tried everything. I tried "Science-Fiction Bun," I tried a "Commercial Bun," I've even tried "Chicken Supreme." No good. Think I should take a lesson. New famous people. He knew them well. Here he is with Dwight Eisenhower. Oh, if I can only be like him. Be popular. I'd be so happy.

Don: I want the uh, bass part takes of the right leg here.
Motorhead: Bass part.
Phyllis: Oh, I'm on bass.
Don: Okay.
Phyllis: They get me hot.
Don: And uh, Meredith, you take the left leg, and uh, Ray, how about you taking the buttocks here?

Stumuk: "The Bun." . . . back to "The Bun." "Brown Bun," with the seeds, this is the 80's. What could be? I must think . . .

Don: And uh, yeah it's okay.
Motorhead: I'll play this side of the buttocks.
Don: Uh, let's see. How 'bout you? You can play the back also. That would be very good.
Lucy: Euhhh . . .
Don: Calvin, you play the feet.

Stumuk: Colour. That's what it needs, more colour. He didn't have colour! He was a blank colourless individual! I have to change a few things.

Don: Okay, let's go on. Let's make this recording perfect this time. It's gotta be perfect. You understand? Okay, ready. One, two, three, four . . .

1:32:02 (The Arrangement)

(Meredith: I quit!)
(Meredith: I quit!)
(Meredith: I quit!)
(Meredith: I quit!)

FZ: You gotta check the levels.
Don: Gotta check the levels!

(Meredith: I quit!)
(Phyllis: I'm ready!)

(Meredith: I quit!)
(Meredith: I quit!)

(Far out!)

FZ: Don . . . the recording session is going great.
Don: This really is going great. We're gonna make a lot of royalties on this one!

I'm ready!
I'm ready! I got my shirts, I got my shirt, I got my foot, I got my . . .
I'm ready!
I want some royalties
Royalties! Aurgh!
I'm ready!


Billy Mundi: What the hell.

Don: I'm, I really . . . hard night, last night. Recording session. Oh, I'm using the chicken to measure it.
Phyllis: Oh, yeah. I'll tell you . . .
Don: My cheek got so sore last night.
Phyllis: What happened to your cheek?
Don: Transforming, you know?
Phyllis: Really?
Don: I did that at least a hundred times, and, I'm gonna have to go to the dentist.
Phyllis: Well, you, sit down, let's see, maybe it is something in there. You know what, I find, see, I've seen sort of practising that . . .
Don: I really love this green light you use.
Phyllis: You know what happens? It gets like callous in there, and then when you chew anything, let me just, wait a second. Open . . . Oh, I know what it is. Wait a second. Open up.
Don: It's calloused?
Phyllis: No, it's one . . . just a second. Wait a second.
Don: Right. Let's use the chicken to measure it.
Phyllis: Let me . . . Wait a . . . How's that, any better?
Don: Fine!
Phyllis: No, no, take it out though. Take it out, for a second. No, if you take it out then I'll be able to . . .
Don: I'm using the chicken to measure it!
Phyllis: You're using the chicken to measure it?
Don: Oof . . .
Phyllis: Oh.

Phyllis: Oh, what is he doing? You still carrying on with that song? It's the same thing? I can't, I can't do it anymore. I'm making this louder so I don't have to hear about him. Forget the past!
Don: I'm sure that it's going to be a hit single.
Phyllis: We're coming to the beginning of a new era, wherein the development of the inner self. But you, what do you do? You watch television and you play with "The Bun," driving me crazy. Leave me alone.
Stumuk: But this is twelve years later.
Phyllis: I know.
Stumuk: Have a new "Bun."
Phyllis: I know.
Stumuk: A better "Bun."
Phyllis: What kind of new "Bun"? You . . .
Stumuk: A brown "Bun."
Phyllis: Every year you tell me it's a new "Bun." I'm tired of this. I'm gonna, I'm gonna give it all up. I'm gonna go back to New York. I've had it with you already. Finish! I can't. No, no, no, no. Go! Can you show me?

FZ: I wanna do another take of the same situation from the other side.
Carl: Let me go on the other side.
FZ: And Mr. Tishman, it's, you've gotta find . . .
Phyllis: When I remember this . . .
FZ: Yeah
Carl: Let me just see uh, "Bun."
FZ: Minnesota Tishman.
Phyllis: Right here.
Carl: Uh, give me the, give me . . . first . . .
Phyllis: I remember that guy . . .
FZ: Isn't he handsome?
Phyllis: Yeah.
FZ: He was using the chicken to measure it.
Haskell Wexler: Can I stop now, Frank?
FZ: Sure.
Haskell Wexler: Okay, cut the cam.

1:35:45 I'm Not Satisfied

Got no place to go
No love left for me to give

Why should I pretend I like
To roam from door to door
I guess that I'll just kill myself
I just don't care no more

I'm not satisfied
Everything I tried
I don't like the way
Life has been abusing me

Who would care if I was gone?
Who needs me to care for them?

Why should I just sit and watch
While the others smile?
I just wish that someone cared
If I was happy for a while

I'm not satisfied
(I'm not satisfied)
Everything I tried
(Everything I tried)
I don't like the way
(I don't like the way)
Life has been abusing me

I'm not satisfied
(I'm not satisfied)
Everything I tried
I don't like the way
(Everything I tried)
Life has been abusing me
(I'm not satisfied)
I'm not satisfied
(Everything I tried)
Abusing me . . .
(I'm not satisfied)
I'm not, I'm not satisfied
(Everything I tried)
I'm not satisfied
(I'm not satisfied)
I-I-I . . .

Uncle Meat




In Order Of Appearance

Young Minnesota Tishman

Biff Junior

Bill Yurds

Red Face Girl

Adult Minnesota Tishman

Girl Who Was A Sofa

The Countess


Elderly Biff Debris

As Themselves:
Members of the

music, original screenplay,
produced & directed by

director of photography:

additional photography:

8mm Mothers Of Invention
Home Movies provided by

video camera:

1970 location audio:

audio & music
re-mix engineer

video editors:

assistant video editors:

film editor:

associate producer:

graphics and animation:



special video equipment:

post production facilities:

all music copyright by

Italian lyrics by

all compositions,
published and controlled
worldwide by

©1987 by Frank Zappa
all rights reserved


1:39:31 —end—



All compositions by Frank Zappa except as noted
Site maintained by Román García Albertos
Lyrics from the original albums (including the "Uncle Meat Film Excerpts" from Uncle Meat)
Original transcription for new material by Román
Corrections by Charles Ulrich
The parts on the original albums are printed this way
This page updated: 2023-12-23