Frank Zappa's musical language
Frank Zappa's musical language
A study of the music of Frank Zappa

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Burnt weeny sandwich CD cover After five years of relentless touring Zappa in 1969 disbanded the Mothers of Invention in their first line up. The band members were taken by surprise and accusations on both sides followed. According to Zappa their technical abilities weren't adequate for performing (some of) his compositions and the band members accused Zappa of using their ideas without giving them credit. Some of them hold grudges until today. From the unreleased studio and live recordings two albums were compiled, "Burnt weeny sandwich" and "Weasels ripped my flesh", just as "Uncle Meat" and "Hot Rats" mainly instrumental albums. Both were released in 1970. For a completely live album from the sixties we have to wait until 1993, when "Ahead of their time" was released. To the right an outtake from the CD cover art, featuring a machinery collage by Cal Schenkel.

Though the concept of tonality is the main factor in harmonic analysis, its meaning is usually taken for granted. It depends much on the context of a text what the author means by it. Tonality is not such a clear concept as sometimes suggested, because it's a combination of features, that for this site I would describe as (in following order of importance):
- The music uses (mainly diatonic) scales.
- The scales are applied in a stable unfragmented way.
- The chords are 5th and 7th chords, occasional 9th chords, moving in a fluid way from chord to chord by having notes in common.
- The opening scale is also the ending scale.
- Harmonic cadences confirm the keynote.
You may as well use a different definition. But by describing tonality this way, it becomes better explainable that there's a large grey area between completely tonal and completely atonal. There's a big difference between Wagner's rapid shifting through keys and chromaticism, Debussy's extended chords (all combinations of scale notes, but avoiding the minor second) and his whole-tone scale compositions and the calculated 100% atonality of Schoenberg. In for instance "Brown shoes don't make it" and the "Uncle Meat main title", Zappa's inclination to make fast and sometimes abrupt key changes has been commented upon.

Atonality is an integrate part of Zappa's music. He could use it at will in his rock compositions as well as in his chamber music and orchestral works, sometimes combining tonality and atonality in the same piece of music. He also applied atonality in jazz compositions and synclavier works. See the table below for an overview of pieces with atonal sections in this study, being almost eighty. The subject will come by in various other sections in this study like:
- Lumpy gravy: "I don't know if I can go through this again".
- Just another band from L.A.: "Penis dimension", "Billy the mountain".
- The LSO - The perfect stranger.
- Drowning witch - Them or us.
- Jazz from hell: "Damp ankles".
- The yellow shark.
As it comes to "Burnt weeny sandwich", the two phases of "Igor's boogie" are clear examples of atonal music, while the piano introduction to "Little house I used to live in" is largely atonal. Examples of all three titles are included below. Also presented is "Kung Fu" from the "Lost episodes" as an example of atonal music dating from the sixties. The other tracks from "Burnt weeny sandwich" are diatonic and I'm ending this section with an overview of all the scales you can encounter in the examples from this study.


"Burnt weeny sandwich" begins and ends with a cover. The blues song "WPLJ", written by The Four Deuces, is the album opener. These songs have nothing in common with the main part of the album, where Zappa is continuing with the direction he took on "Uncle Meat".

2. Igor's boogie, phase one

The score of "Igor's boogie, phase one" is present in the Frank Zappa Songbook, vol. I., pages 36-37. It's largely atonal with varying meters. It's called a tight little march in the Songbook, though only 4 of its 13 bars are in 4/4. Most of the time the three parts its staves are made up of, are following the same rhythm, which aspect one might call tight. Bars can contain counterpoint movements, as in the example below with bars 2-4.

Igor's boogie, phase one, opening (midi file).

Bars from Igor's boogie, phase one (notes).

Other bars can be more homophonous with parallel movements. Bar 11 only contains a D, played via triplets and as a parallel octave. Bars 10-12 are the only ones that contain diatonic material. If you call the D the tonic, it would be D Dorian. Bar 12 begins with a series of 7th chords without the 3rd. The last combination upon the 2nd beat (G-A-B) might be called an incomplete 9th chord. The arpeggio opening chord of beat 3 is an enlarged chord, that might be called Dm11 (following the D Dorian scale). Next you've got Cmaj7 (no 5th), Em and Csus2. Not included below is bar 13 with the final chord, A-C#-E-B, a 9th chord (no 7th). It evades from D Dorian, though without sufficient notes to attribute it to another diatonic scale.

Igor's boogie, phase one, bars 11-12 (source: Songbook vol. I). The meter is 3/4.

3. Overture to a Holiday in Berlin

The main themes from "Holiday in Berlin" get dealt with in the Movie scores section of this study. These themes go back to the time Zappa wrote the music for "The world's greatest sinner", recorded in 1961. There I'm also briefly describing the construction of tracks 3 and 6 from "Burnt weeny sandwich", where these themes return. Presented below are theme 2 and the first phrase of theme 3, two themes that got added to this composition for this album.

Overture to a Holiday in Berlin, 0:24-0:41 (midi file).

Overture to a Holiday in Berlin, 0:24-0:41 (transcription).

Bars 1-8 represent theme 2. I've notated this section in 9/8, but 3/4 with triplets is also possible. Nominally it can be attributed to D with as chord progression Em7-E#7-Dmaj9, with the second chord being a chromatic passing chord. That is that's how I'm hearing it during the "Overture". Below you can find Brett Clement's example of how he's hearing it during its return on track 6. Brett calls it part 2 of theme A. Bars 9-12 are the first phrase of the third theme, which is polyscalar. Continued below at track 6.

4. Theme from Burnt weeny sandwich

The "Theme from Burnt weeny sandwich" is a pedal note/vamp solo in D Mixolydian with, when the piece is progressing, an abundance of percussion.

Theme from Burnt weeny sandwich, 0:26-0:50 (midi file).

Theme from Burnt weeny sandwich, 0:26-0:50 (transcription).

This title slowly fades in from a larger track this solo apparently was part of. The bass follows a pattern of four bars, that you might call a vamp, though the D pedal stands central:
- 1st bar: D pedal, on the fourth beat chromatically moving towards A via Db and C.
- 2nd bar: A pedal.
- 3rd bar: D pedal.
- 4th bar: E followed by C.
So a I-V-I-II-VII progression in D Mixolydian with keyboard(s) and a second guitar moving freely along the main D chord of the accompaniment. The example above begins with one bar with E followed by C, followed by two times the complete vamp. It has V and VII returning to I, pretty much going as a classical cadence.

About this progression Brett Clement writes the following (page 106 of his 2009 study):

Every author has a right to define his own terms. Brett calls the I-II alternation in Lydian a Lydian-Mixolydian (L/M) progression and the I-IV alternation in Dorian a Dorian-Mixolydian (D/M) progression. Both are recurring progressions in Zappa's output. Since Lydian II is identical to Mixolydian I, and similarly Dorian IV being identical to Mixolydian I, one might call it that way. In case of the "Theme from Burnt weeny sandwich" it's a I-V alternation in D Mixolydian, which you indeed can identify as the reversal of I-IV in A Dorian. I don't have the bootleg mentioned in the note, but it's true that "Lonely little girl" uses the reversed D/M progression for theme one of this song (see my We're only in it for the money section for a description). A disadvantage of Brett's terms is that it is causing some confusion:
- In his Response to me you can see that Brett doesn't include the Mixolydian M from the L/M and D/M instances in his list of songs using the Mixolydian scale. Apparently he doesn't see the M part of these two progressions as true examples of Mixolydian (neither do I).
- There are two more chords being used during "Theme from Burnt weeny sandwich", the II and VII chords from the D Mixolydian scale (it looks like Brett has been jumping to a conclusion by calling it just D/M in reversal). But how should these two be identified in Brett's terms? As V and III from A Dorian?
- There are more sorts of chord alternations happening in Zappa's music, and in pop music in general. Suppose other people would start calling them scale alternations too, wouldn't the identifying of chords and scales become a bit chaotic? Like calling a I-V alternation in major a major-Mixolydian alternation.
Personally I think it's easier to stick to the standard terms and conventions, then you don't get these problems.

5. Igor's boogie, phase two

The opening of "Igor's boogie, phase two" below is transcribed by me and only an approximation. It has an ongoing lead melody in the first staff, around which the other parts are playing in a so-called hocketing style. The other bars contain little pieces of melodic material, interrupted by pauses all the time.

Igor's boogie, phase two, opening (midi file).

Igor's boogie, phase two, opening (transcription).

It's difficult to hear what exactly is going on with irregular notes coming up from various angles. I also can't derive the meters with any certainty. Above I've followed the lead melody for setting up a division to make it better readable. Like "phase one", "phase two" is outspoken atonal and even more applying counterpoint lines.

6. Holiday in Berlin, full blown

"Holiday in Berlin, full blown" is the sequel of track 3. In it the themes from track 3 return, with their description, as well as note examples, being included in the Movie scores section of this study and above. Additional to the "full blown" version are an intro and a guitar solo. This guitar solo is the first one on record being played over the I-II chord progression in Lydian, D Lydian on this occasion, with two bars with the D chord alternating with two bars with the E chord. Probably because of its premiere, it gets exposed quite extensively by playing this progression in a couple of settings. During bars 1-8 the lower keyboard part goes up only, while the bass and higher keyboard part play up and down. During bars 9-16 both keyboard parts go upwards. During bars 17-24 everybody plays up and down, which remains so for most bars when the solo is progressing. Zappa enters in bar 16, playing gently. This one got recorded during the years 1968-69. See the Quaudiophiliac section from this study for a "solo from Holiday in Berlin" of this type, being played live in 1970.

Holiday in Berlin, full blown, 2:57-3:31 (midi file).

Holiday in Berlin, full blown, 2:57-3:31 (notes).

This I-II alternation in Lydian became his favorite one as it comes to soloing over chord alternations. It returned during "Billy the mountain" (keyboard solo), "Son of Orange County", "Inca roads", "RDNZL" and "Pick me, I'm clean". Various individual solos are using this figure as well. See the Shut up 'n play yer guitar section for a table with all of them being listed. When you include ZFT releases, it gets challenged by the Black napkins chord alternation (see the FZ:OZ and Zoot allures sections of this study). Because this latter song has a written theme, its many performances always carry the title "Black napkins" (except for "Pink napkins", when this theme got skipped). A number of individual solos, using the I-II alternation in Lydian, stem from live executions of "Inca roads", but they never relate to the thematic material from this song. They are independent instrumental interludes.

"Holiday in Berlin, full blown" is also getting attention in Brett Clement's 2009 study. Next are his example of theme A and two citations from his study:

Holiday in Berlin, theme A.

- Page 123: "The appropriateness of the Lydian scale in static textures—as opposed to the traditional horizontal/functional employment of the major scale—is demonstrated in the main theme of "Holiday in Berlin" (ECE 1961/1970a). Examples 4.9 a–c show excerpts from three adjacent thematic modules of the theme, labeled Theme A (part 1), Theme A (part 2), and Theme B. As can be seen, all three modules are nominally "in D" (i.e., having a tonic of D). However, both parts of Theme A are clearly "horizontal" in harmonic treatment; they feature chord shifts every one or two measures and utilize exclusively II-V-I chord progressions. Accordingly, their pitch collection is almost entirely based on the major scale (D major). Conversely, in Theme B (Example 4.9 c), which follows immediately from Theme A, functional harmonic progression is replaced by a single D pedal that persists for the theme’s entire 23 measures. Accordingly, given the static aspects of this harmonic environment, the Lydian scale usurps the previously established major scale in the melody."
- Page 131: "While our Mode III [KS: Mixolydian] is essentially the same mode as Russell's Mode II (both being located on the pitch two perfect fifths away from the Lydian tonic), the dominant-seventh sonority is prohibited in this theory. Stated plainly, dominant-seventh chords do not occur within the Lydian system—or, for that matter, Zappa's diatonic music, wherein the presence of the dominant-seventh chord should be taken as a sure indication of the employment of the "horizontal" major-scale tonal system (see, for example, the discussion of Example 4.9). Within the Lydian system, this lack can be partly attributed to the tendencies of resolution expected of the dominant-seventh. By avoiding this chord above the Mixolydian pedal, the controlling pedal's status as local tonic is maintained. For musical environments in which the Lydian mode functions similarly to a "key" (to be discussed later), this potential dominant-seventh chord would have resolution tendencies towards the fifth scale degree of the mode, thereby challenging the supremacy of the Lydian tonic."

The reason I'm reproducing this, is its relevance for the discussion that is taking place in Brett's Response to me. The analysis on page 123 is correct and the indicated chords can indeed faintly be heard in the background between 0:45-0:56. My own transcription is from the repetition played right after this, going slightly different. The prohibition of the dominant 7th (Mm7) is amply getting discussed in the mentioned Response and doesn't have to be repeated here. What I do like to point at is that in the above citation Brett seems to object to the presence of the Mm7 chord in his Lydian system in general, while in his Response he is stating that he only objects to its presence in Mixolydian. The Mm7 chord occurs fairly often in Zappa's music, so the adjustment is indeed understandable. But without adapting or withdrawing his initial statements, this is getting inconsistent. If he objects to its presence in Mixolydian only, then wouldn't the above example with Mm7 in Ionian suddenly become ok in his Lydian system?

7. Aybe sea

"Aybe sea" is an instrumental for piano, guitar and keyboard. Zappa wrote little music for piano solo. "I was a teenage malt shop" and "The little house I used to live in" are the only examples on CD from his early career. In case of "Aybe sea", the guitar and keyboard are mostly doubling the piano part. It could also be played on piano alone. The later works "Ruth is sleeping" and "Piano" are synclavier music executed (partially) as piano pieces.

As said above "Holiday in Berlin, full blown" ends with a guitar solo with a I-II chord/pedal note alternation in D Lydian. As also noted by Brett Clement, these two chords are used as well for the opening of "Aybe sea", which makes the transition go very smoothly. The rhythm of "Aybe sea" is standard 4/4. Harmonically a number of keys are being touched upon. Regarding structure, it's half a variation piece with recurring themes and half through-composed.

Aybe sea, opening (midi file).

Aybe sea, opening (transcription).

0:00 Theme 1, bars 1-8. The chords used are E, mingled with Esus2, and D. It's difficult to hear the exact positioning of the notes from these chords. These bars can be interpreted as I-VII in E Mixolydian. As noted by Brett, the melody of bar 1 is a variation upon the opening line of the guitar solo from "Holiday in Berlin, full blown". The solo was probably played after "Aybe sea" had been written, so it looks like Zappa took this score to set off his solo.
0:11 Theme 2, bars 9-12. The occurring chords are now C and Eb. Combined with the melody, the keys can be attributed to C and Eb Lydian. The melody of bars 9-10 is a variation upon the one from theme 1. Bars 11-12 are a transposition of bars 9-10, going a minor third upwards.
0:16 Variation upon theme 1 with only the E chord beneath it (bars 13-20).
0:28 Variation upon theme 2 with the C-chord beneath it, add 2 in this case. The upper descant is playing parallel an octave plus a fourth higher. The transcription above ends with the first bar of this variation.
0:39 Theme 3 in A Mixolydian, mingled with altered notes and A Dorian. This mingling of closely related scales is common practice in Zappa's music. The melody follows A-C#-E-D-Bb-G-C natural-G-F#-D-A (0:39-0:41). The accompanying line is first playing just the tonic A, next E-F#-G-A, followed by C-B-A-G-A (0:39-0:45).
0:50 Theme 1.
1:01 Theme 2.
1:07 Through-composed finale. While the accompaniment is abundantly playing chromatic notes, the lead melody is to a degree diatonic. It starts in E, moving towards C# minor (1:30), next A Lydian (1:47) and back to C# minor (2:09), slowly fading out. It's the same set of notes, but with different pedal notes.
2:46 End.

8. The little house I used to live in (1970)

Piano introduction

The "Piano introduction to Little House I used to live in" seems to have been written for Ian Underwood to demonstrate what he is capable of. Specifically its opening is rhythmically complicated. The meters used are the odd numbered 5/8 meter, next to a more regular 3/4. More significantly the subdivisions of the meters keep changing, so that any idea of a rhythmical constancy gets avoided. Only bars 6-7 are using the same rhythm. Ian is playing it in a refined manner, making everything sound natural.
The album liner notes are ambiguous about whether Ian Underwood is its performer or also its composer. The "The Frank Zappa Songbook vol. I" takes away this doubt: composition and score are by Frank Zappa (see also the credit information on the end page). The score of the complete piano introduction is printed on pages 107-110, being referred to as "revised". Indeed some bars go different from the album, but the majority is identical. A live version with a rock-band performance can be found on "Hammersmith Odeon" by the ZFT.
The piece knows a couple of patterns, that make a complex atonal composition like this one, quite coherent. Below I'm pointing at some elements. In total it can be divided into three blocks (following the Songbook):

- Opening block: bars 1-17, of which bars 1-13 are shown below.

Piano introduction to Little house, opening (midi file).

The little house I used to live in

- During bars 1-2 both the descant and bass staff are using parallel augmented 5th chords. With different ones sounding together, the total harmonies become broad chromatic chords. The movements of the two staves are opposite. The descant goes chromatically downwards. The bass follows a little sequence, going up with a second, next down with a minor third. It's upper notes move on as C-D-B-C#-A#-B#. By notating a B# instead of a C, you can see that Zappa wanted this pattern to be directly recognizable. This pattern returns as a larger sequence during bars 15-16 (not included above, but you can check the Songbook for this).
- Bars 3-4: the sextuplet contains a series of augmented 5ths without the 3rd. The other descant and bass chords keep being augmented 5ths.
- Bars 5-9: the meter becomes 3/4. While most of the piano introduction is outspoken atonal, during these bars some diatonic material can be heard. It's is a good example of tonal vagueness. The melody by itself is hardly tonal, but a relationship with keys is established by the chords that are played along this melody. When you're taking the root of the chords as "tonic", the keys would be C in bar 6, C# Dorian in bar 7-8, followed by sort of a mixture chord. This last arpeggio chord starts chromatically but then proceeds with notes of C.
- Bars 10-13: the meter returns to 5/8. These bars are the most irregular ones from this piece, rhythmically and harmonically. The bass staff is progressing melodically. Patterns can be discerned in the descant chords. The first three are made up of three notes, where the next one alters one note from the previous one. These are pretty dissonant chords. The next two are relatively consonant, a stacked fifth plus a B below it, followed by Bm-add4.

- Middle block: bars 18-37.
The middle block of the "Piano introduction..." continues basically atonally, with chord progressions that on the whole can be seen as a huge sequence. This entire section is characterized by several kinds of chord progressions that are interval determined (compare the melodic line of the first section of "Uncle meat"). For instance the next three bars:

Piano introduction to Little house, section (midi file).

Piano introduction to Little house, section (notes).

Here the common element for the alternating eighth notes in each of these three bars is a fifth plus fifth chord alternating with a fourth plus fourth chord or with a third plus fourth chord. There are several more comparable bars in this piece with intervals alternating. Just as in "five-five-FIVE" and the first section of "Uncle meat", traditional harmony is ignored. See also the "It must be a camel" example (Hot Rats section) and the "Put a motor in yourself" sections (Synclavier section) for non-traditional chords. One might associate some passages from this middle block with diatonic scales, with bars 26-29 using notes from A minor, bars 30-31 following A Dorian and bars 32-33 using D Mixolydian.

- Finale: bars 38-53.

Bars 38-41 are specific for the revised version, whereas the CD version has more bars at the end of the middle block. It's always interesting to hear some sheet music, that hasn't been performed on any album. Bar 38, the first one from the next example below, is in 5/8 with one last figure with a chord alternation but in a pretty different manner. Again patterns can be discerned. Bars 40-41 are similar as it comes to both the rhythm and melodic directions, while the melody itself and the harmonies are completely different.

Piano introduction to Little house, bars 38-43 (midi file).

From bar 42 onwards this piece ends with a variation upon the opening from above. Compared with Ian's performance the three midi files from above are mechanical. Not included on the album is bar 53, where Zappa is making its human piano performance physical: he's prescribing you to move your buttocks, causing the stool to creak, followed by a cough on beat 3. He did things like this more often, probably for fun. From the premiere of "200 Motels, the suites" from 2000 I recall the brass section following a stage direction to twirl at one point. I don't remember when.

For further reading about this piece you can look into chapters 44-45 and 51 of a dissertation by Ulrik Volgsten, called "Music, mind and the serious Zappa: the passions of a virtual listener". In this study Zappa's serious music is described as tending either to pastiche works or to guitar derivatives, with some works in the middle. The word "pastiche" is here used in the sense of a simple "sounding like" quality, thus an aspect of the music rather than a hard categorization. The piano introduction then belongs to the pastiche works in the sense that it bears reminiscences of various modern music pieces as described in chapter 51.

Ian Underwood

Ian Underwood looking at Zappa's score for "200 Motels" (around 1970) and playing "Piano introduction to Little house" during the Prague proms, 2016 (source:

Main themes

Three examples in this section represent the atonal works on "Burnt weeny sandwich". The remainder of this album contains music that uses diatonic scales. Next is the opening from the main theme from "The little house I used to live in", that on its turn can be subdivided again into six themes.
- 0:00 Piano introduction as described above.
- 1:43 The main theme starts off with theme 1 in D Mixolydian with the chord progression I-VII. The central theme last four bars and is played in two variants, that only differ from each other by one note: the first variant ends on C, the second on D. It's played four times in different setting. The whole - melody, bass and harmony chords - becomes a blending of I and VII. Bars 13-16 for instance are the VII 9th chord sustained for four bars.
- 2:14 Whereas bars 1-23 are in standard 4/4, bars 24-31 of the transcription are rhythmically complicated. The main meter is 11/8, over which a second theme in 12/8 starts to glide (Ludwig study, page 122). The chord here is I 9th in F# minor (F#sus2 in staff 1 plus mostly Amaj7 in staff 2). The bass makes a chromatic countermovement: F#-G natural.

The little house I used to live in, main theme (midi file).

The little house I used to live in, main theme (transcription).

- 2:51 Theme 3 in A Mixolydian.
- 3:03 Theme 4 in E Mixolydian/Dorian. The harmony follows the Mixolydian major third, the melody the Dorian minor third.
- 3:28 Theme 3, much faster. See the Fillmore East section for a transcription of themes 3-4 by W. Ludwig.
- 3:32 Theme 2 now returns in E Mixolydian, over a bass pedal note E instead of F#.
- 3:53 Theme 3.
- 3:58 Theme 5 in A Mixolydian.
- 4:13 Theme 6 in E Mixolydian/Dorian, ending with a guitar improvisation. At 5:03 this little solo ends with the D chord. It lets the tonic switch to D for the soloing. On top of that the soloing modulates to D Dorian with a minor third.
This main theme also exists as an individual piece, called "The return of the hunch-back duke", with a live recording on "YCDTOSA Vol. V". Of interest is also the live version of the "Little house I used to live in (1971)" as released on the Fillmore East album, where this main theme has a newly composed intro. See the corresponding section for examples.


- 5:12 Violin solo by Don "Sugarcane" Harris in D Dorian.
- 9:10 Don Preston, who so far has been accompanying Sugarcane, is taking over with a piano solo.
- 10:38 Some more soloing by Sugarcane with the band playing vamps and chord progressions.
- 13:35 Composed section with variations upon material from the main theme.
- 14:54 Organ solo by Zappa himself. It has a basis in E Mixolydian. It fluctuates quite a bit, touching upon B and A Dorian, and D Lydian.
- 17:12 It now turns out that this last soloing was recorded live with Zappa addressing himself to the audience. Other parts stem from a studio recording at the time "Hot rats" got recorded, released as "Another waltz" on the 2019 ZFT issue "The Hot rats sessions". Zappa begins this jam with counting fast as "one-two-three, one-two-three", which explains the term waltz. For the larger part this turns into three ticks from beats of what sounds as a 12/8 meter.
- 18:41 End.

9. Valarie

A doo-wop cover of a song by Jackie & The starlites from the fifties. It's written by C. Lewis and B. Robinson and originally spelled as "Valerie". Another recording of this song can be found on the ZFT release "Greasy love songs", where it's better located in a context where it belongs.

Kung Fu

According to the notes in the "Lost episodes" booklet by Rip Rense "Kung Fu" stems from the late sixties. He describes it as a "stalwart little polymetric piece composed in the late '60s, with acrobatic percussion passages handled with aplomb by the redoubtable MOI percussionist of the early-and-mid-'70s, Ruth Underwood". Another larger atonal composition from this time was "Some ballet music", that regrettably is available only on the "The Ark" bootleg from the "Beat the boots" series.

Kung Fu (Lost episodes), opening (midi file).
Kung Fu (keyboard part), opening (midi file).

Kung Fu, opening (transcription).

In the case of "Kung Fu" the title can be taken literally. In martial arts the element of surprise is crucial. During the opening bars 1-5 of this piece each bar has its own characteristics, not referring to a previous bar. Within a bar there are various forms of relationships between the parts. In bar 1 there's a hammering on the F note, in bar 2 the bass movement from Db to C dominates etc. From bar 6 onwards the whole becomes more melodic for a longer period. "Kung Fu" was on the setlist for the Wazoo band, but not performed until late 1972, when the Roxy band got formed. It is this version that's present on "The lost episodes" and another one can be found on the "Piquantique" bootleg, with a live version from 1973. Peculiar is a keyboard part for "Kung Fu", that I found on the net. It's in Zappa's own handwriting. The strange thing about it is that it isn't actually included in the album versions. If you would play it separately, then you get the second example from above. This keyboard part is even more erratic than the album version. Just by itself there are few structure building elements in it. Only in bars 7-10 a pattern can be recognized. In the transcription of the album version bars 3-4 in 5/8 of the keyboard part are combined to one 5/4 bar, because that's the way the drummer is beating on the "Lost episodes".


"The little house I used to live in" is one of the many examples that demonstrate that Zappa treats Dorian, Lydian and Mixolydian as equally important as major and minor. Maybe even more important given the fact that he seldom plays a solo in major or minor. The following is an overview of the number of times types of scales are used in all examples in this study:

- Major/Ionian145
- Dorian228
- Phrygian15
- Lydian99
- Mixolydian215
- Minor/Aeolian70
- Locrian6
- Varying rapidly/floating105
- Pentatonic9
- Gypsy scale2
- Indian scale1
- Whole-tone scale4
- Octatonic2
- Self-created scales3
- Atonal/chromatic158

Table of keys per song (Html page).
Table of keys per song (Excel sheet).

It doesn't lead to big conclusions from my perspective. There's a tendency to prefer Dorian over minor, both for Zappa's music in general and for the guitar solos. These are the two regular modal scales with a minor third. The uncommon Phrygian scale gets used every now and then, but not frequently. As it comes to the major type of scales the following order is Mixolydian - major - Lydian. For the solos Mixolydian and Lydian approach each other, while major moves to the background. The table contains the keys per song in the following order as they appear in in this study. It only deals with the keys in the transcribed bars. In a few instances Zappa is indecisive about a note being natural/sharp/flat or about the pedal note, so for a couple of cases one might choose for a different scale. It wouldn't affect the general idea. In many cases the scales are changing thus rapidly, that I didn't assign the corresponding bars to individual keys. It can be opened as a normal html webpage or as an Excel sheet.

Key changes and a preference for Lydian?

The keynote in Zappa's music is often determined by bass pedal notes, to a lesser extent via harmonic cadences. In the study by Brett Clement, already mentioned above, the first is called the vertical approach and the second the horizontal. The difference comes out the clearest by comparing the first theme from "Uncle Meat" with for instance "You're probably wondering why I'm here". During the first theme you've got a melody being played over just one pedal note - chord combination. The melody from the latter is accompanied by a chord progression with the bass being part of these chords. This difference is directly related to when you're talking about a modulation: does a change of the pedal note/accompanying chord cause a modulation or is it a different step within the same scale. It's not possible to exactly draw a line and it also depends upon the context. In this study I'm roughly doing the following:
- When a change of the pedal note goes along with altering notes for at least a bar, I'm calling it a modulation rather than an incidental change.
- When notes get altered systematically for over two bars, with the pedal note remaining the same, I'm also calling it a modulation.
- When the pedal note changes with no notes being altered, I'm inclined to call it a different step within the same scale up to, say, three bars. But when this gets maintained for a longer period, I'm calling it a modulation as well.
G. Russell wrote a Lydian chromatic concept in the fifties, using only the vertical approach (it was written for jazz players, who improvise over pedal notes and chords). Brett has associated Zappa with this theory. In his Response to me (see the left menu), Brett is arguing about the value of Russell's vertical approach, but that approach as such is not really the relevant part. I also look at much of Zappa's music in a vertical way and so do Steve Vai and Zappa himself. One doesn't need a Russell theory for doing so, but it does get relevant when it has consequences. This is the case for Russell and Clement. Russell has an outspoken preference for Lydian for playing major harmonies and Dorian for minor harmonies. Brett has repeatedly stated that Lydian is Zappa's most frequently used scale in his diatonic instrumental music, the field of Brett's own Lydian theory. It's also his main reason for linking Zappa to Russell. This is done is his study from 2009, his article in Music Theory Spectrum and his Response to me. In his Response this gets specified with a list of all instrumental songs. Everything can be found via the links to pdf files in the left menu of this site, so there's no need to repeat this here. Many examples from the mentioned titles are also present in my main study. In case there are differences, I've refrained from discussing them. Brett has also repeatedly stated that examples in Ionian and Aeolian are rare in Zappa's instrumental music. In his article you can find him talking about a general avoidance of major and minor, thus going beyond instrumental music. This is happening in his reference to Mark Spicer, the editor from Music Theory Spectrum, who approved his article. This was evidently done to please Spicer, because this reference hardly bears any significance upon the discussed material. Another thing Brett came up with, is a set of preferred and prohibited chords, briefly mentioned in the Zoot allures section. This is the more interesting part where the Lydian theory by Brett actually gets consequences. Otherwise one might think it's just two people bickering about Zappa's preferred scale.
Brett's 2009 theory directs itself to diatonic instrumental music. In his article Brett newly introduces the term modal style. Vaguely defined at first as most instrumental music and some songs, this term does get clarified as situations where Zappa is applying his Lydian theory halfway this article. So it in effect says that his theory applies to what it's applicable to, which is always the case, thus offering no new perspectives. Brett does have a right to say that he finds that some songs (with lyrics) follow his theory, but he can't use them as evidence in favour of his theory. When you would like to extend your theory to a wider area, songs with lyrics in this case, then this whole field becomes admissible. Only picking out the songs that suit your theory is as a method not allowed. Vice versa you can't start dismissing instrumental examples that don't suit you when you write a theory about instrumental music. Then any instrumental example is admissible. Their nature is irrelevant.


Brett lists a lot more pentatonic examples than me. For determining scales, I think one should better follow one general method, which is listening to all parts. When melodic sections are pentatonic, but the bass part, chords and other melodic sections complete it to a full diatonic scale (mostly Dorian in case of Brett's examples), I call these examples Dorian or Mixolydian. I agree that there are many pentatonic passages in Zappa's music, but he seldom wrote pentatonic music for all parts over a longer period. It's not wrong to say that examples from Zappa's music can be pentatonic, but this doesn't mean that the pieces they stem from aren't Dorian or Mixolydian anymore.
Below I'm presenting some examples, that Brett calls minor pentatonic and minor pentatonic only. In his argument with me he's trying to convince you that you should see them as a category by themselves, separate from Dorian. He's suggesting that one has to choose for minor pentatonic OR Dorian, while it's much more realistic to say BOTH are happening. The most neutral way to put it is calling these instances Dorian with pentatonic passages, a subcategory of Dorian. Or pentatonic examples in a Dorian environment if you like. In the examples I've encircled notes in red, that extend the minor pentatonic scale to Dorian, and in green the chromatic notes.

Pentatonic-Dorian examples.

- a) Soup 'n old clothes.
D minor pentatonic = D-F-G-A-C.
D Dorian = D-E-F-G-A-B-C.
- b) The torture never stops.
G minor pentatonic = G-Bb-C-D-F.
G Dorian = G-A-Bb-C-D-E-F.
Brett's theory is about instrumental music. A case could be made for calling the opening and coda from the "Zoot allures" version hexatonic, when you look at them separately. I haven't transcribed the solo in it, but I did transcribe parts of the solo from the 1980 en 1988 editions, when the song is played in A Dorian. Then you do encounter all notes from the Dorian scale.
A minor pentatonic = A-C-D-E-G.
A Dorian = A-B-C-D-E-F#-G.
- c) Call any vegetable solo.
A Mixolydian = A-B-C#-D-E-F#-G.
A minor pentatonic = A-C-D-E-G.
A Dorian = A-B-C-D-E-F#-G.
Brett calls the song E Dorian and the solo A minor pentatonic. This goes for the "Just another band from L.A." version. During the first eight bars of this solo it's Mixolydian rather than Dorian, with the A7 chord standing central. During the standard soloing, following upon this, the lead melody is pretty much using minor pentatonic only. The accompaniment, however, completes the Dorian scale.
- d) Speed-freak boogie.
E minor pentatonic = E-G-A-B-D.
E Dorian = E-F#-G-A-B-C#-D.
- e) Wind up working in a gas station, interlude.
D minor pentatonic = D-F-G-A-C.
D Dorian = D-E-F-G-A-B-C.
D Mixolydian = D-E-F#-G-A-B-C.
Here the notes that would extend the minor pentatonic scale to Dorian are relatively few. More disturbing for calling it minor pentatonic, is the presence of the F natural (encircled in purple) and F# (encircled in blue) in equal amounts next to each other. Some scales differ by only one note, like D Dorian and D Mixolydian by the F natural and F#. So that's why I call this a mingling of Dorian and Mixolydian, a common practice in Zappa's music.
- f) Regyptian strut, 1:42 till 2:10.
B minor pentatonic = B-D-E-F#-A.
B Dorian = B-C#-D-E-F#-G#-A.
G# minor pentatonic = G#-B-C#-D#-F#.
G# Dorian = G#-A#-B-C#-D#-E#-F#.
Bars 1-4 are the B Dorian part. Bars 1-3 are minor pentatonic. One has to wait till bar 4 till the other two Dorian notes turn up. Bars 5-11 are the G# Dorian part. The A# is part of the vamp and harmonies. It's hexatonic rather than pentatonic. It might be attributed to both Aeolian and Dorian and the E natural in bar 10 suggests Aeolian. When you continue listening to the remainder, this E/E# is present as E#, so it's actually Dorian.

I could go on like this, getting repetitive. In my own study I'm calling sections from the following titles specifically pentatonic:

- Run home slow: main theme.
Over a figure upon B, a melody is played, that is purely pentatonic. Upon B as tonic it would be B minor-2 pentatonic in Brett's terms (see below). The accompanying figure also includes a D, establishing a minor or Dorian environment (the G/G#, that makes the difference, is absent).
- Hungry freaks, daddy: section.
The C pedal part follows the major pentatonic scale.
- King Kong: theme.
In my Weasels ripped my flesh section, I'm reproducing the analysis of Wolfgang Ludwig of the main theme, explaining it as a Dorian-pentatonic alternation.
- Another waltz: 2nd example.
- No waiting for the peanuts to dissolve.
Here I've transcribed a pretty large block of 8 bars being almost entirely pentatonic. The piece as a whole does include the other notes from the Dorian scale.
- Underground freak-out music.
This solo begins as entirely pentatonic. One has to wait till the second half to hear the other notes from the Dorian scale.
- A typical soundcheck.
- Penguin in bondage.
The environment is Dorian, but very weak with the pentatonic scale dominating strongly.

In case of Zappa, the Dorian environment of minor pentatonic is clear. One might discuss about when one should call something just pentatonic or just Dorian. But when you're describing the above as Dorian with pentatonic passages or pentatonic passages in a Dorian environment, there isn't any reason for a discussion anymore. As said, it's both instead of one or the other.

Pentatonic scales according to Brett Clement.

In his 2009 study, Brett is talking about this in a way, more similar to what I'm saying.
- The minor pentatonic scale by itself can be seen as part of the minor, Dorian and Phrygian scales. Like me, Brett points at minor pentatonic being present in a Dorian environment, indicating that over longer periods the full Dorian scale can be heard.
- The pentatonic set, that he calls minor-2 pentatonic, also gets explained in a Dorian context.
- The major pentatonic scale gets interpreted in a Mixolydian environment.

At that point the discussion with me about the central role of Lydian didn't yet exist as sharp as in his Response to me. In note 54 from his 2014 article, he mentions:

Which is almost identical to what I'm saying. Only in his Response to me he's getting more ardent about minor pentatonic being a class, separate from Dorian. And major pentatonic not belonging to Mixolydian. For more on this topic:

The pentatonic/Dorian scale in blues pieces.
His discussion with me.

The seventh diatonic note.

This paragraph mentions three findings, that I came along while identifying a large number of keys.
a) It can happen that one of the seven notes, that form a diatonic scale, gets to some degree avoided. Once has to listen to or transcribe a larger number of bars to encounter an instance of the 7th note, so that a piece can be positively identified as belonging to a certain key. In some examples in this study, the 7th note is absent. In such cases it remains undecided what exactly the key is. Examples are for instance the "Overture" from "200 Motels" and bars 9-10 from the third "Village of the sun" section. Without an F/F# the "Overture" can be identified as both C major and C Lydian. One might call situations like this "hexatonic".
b) It can also happen that one of the seven notes turns up as both natural and sharp or flat. Here the ambiguity about what key the piece is in, is explicitly present. I present such occurences as a mingling of closely related scales. These examples are listed in the Guitar section of this study under the Orrin hatch on skis paragraph.
c) There's a preference to compose in keys notated with sharps over those notated with flats. While the first two findings underscore Zappa's flexibility towards scales, this third finding is musically meaningless. It's just a stupid little fact I noticed. One can change the preset sharps and flats simply by transposing from C (all natural) to B (five sharps) or Db (five flats). Analytically nothing changes and only people with an absolute hearing will be able to notice some difference in the position of the tonic. Because it has no meaning, I've not quantified this in a table.

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