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

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Cruising with Ruben and the Jets album cover In 1968 released "Cruising with Ruben and the Jets" as a homage to a fifties vocal love songs style, that by then had become known as doo-wop. These songs are characterized by their simplicity and the appliance of vocal harmonies, using meaningless syllables as "doo wop". Below it's for instance "bap doo way bap" in "No. No. No". Half of the songs on "Cruising with Ruben and the Jets" are outspoken simple. The other half is more elaborate, like the four ones that are returning from "Freak out!". All songs are now treated with vocal harmonies and an explicit easy accompaniment. They all deal with a juvenile love world following commonplaces. When Zappa took an anti-love song stand in the seventies, bored by their clichés and insincerity, and with his productions becoming ever more sophisticated, "Cruising with Ruben and the Jets" turned into an oddity within his repertoire. In the Real Frank Zappa book he gave it a twist by saying that the album was a parody with submoron lyrics. One can't prove this interpretation to be wrong. There's nothing on the album, however, that supports the idea of a parody and the phrase "we really love these songs" in the liner notes rather points into the opposite direction. For a readily recognizable parody effect you need some context that makes something come out as a joke in an otherwise serious environment. Within Zappa's oeuvre you could say that, but not for the album as such. Today "Cruising with Ruben and the Jets" offers a nice exception upon the mostly cynical lyrics and the rather plastic and emotionless way in which he describes sex. It shows how far his conceptual continuity could stretch, regarding both the music and the lyrics. To the right an outtake from the album cover drawing by Cal Schenkel featuring the imaginary Ruben & the Jets band with Zappa as his alter ego Ruben Sano, standing in front as the band's lead guitar player.

1. Cheap thrills

"Cheap thrills" and "Anything" are two examples with continuingly repeated easy progressions. After the intro, the first song follows I-IV-I 7th-IV-I etc. in A Mixolydian from bar 9 onwards.

Cheap thrills (midi file).

Cheap thrills (transcription).

The intro from "Cheap thrills" stands by itself. It shows a progression in E Mixolydian, with the E as tonic only confirmed at the end in bar 8. During bars 1-7 the bass keeps moving as part of the chord progression, being A-AM7-F#m-D-E-A-AM7-F#m-A-D-E. The bass line in this example is the newly recorded bass part from 1984 (see also below at "No. No. No").

2. Love of my life

Zappa first recorded "Love of my life" as a single in 1963. It's included as a bonus in the "Greasy love songs" CD by the ZFT. "Cruising with Ruben and the Jets" contains the easy doo-wop version of this song. The opening of the later "Tinsel town rebellion" version of "Love of my life" is included in the Cucamonga section of this study. This time it's mainstream pop with much more parts and details added to it. Charming is also the Mud club version from "YCDTOSA Vol. IV". See the Cucumonga section from this study for descriptions.

3. How could I be such a fool (1968)

Zappa re-recorded four songs from "Freak out!" again for "Cruising with Ruben and the Jets" in pretty different doo-wop arrangements. In case of "How could I be such a fool" there are four versions in total.

a) The score of the complete song is available in the Frank Zappa songbook vol. I, pages 45-49. A sample from this score of "How could I be such a fool (1966)" is present in the Freak out section from this study.

b) As discussed in the Freak out section at "I'm not satisfied", these scores are arrangements for piano. Compared to the album recording, they have the rhythm of the lead melody and the chords in common. But regarding details they can be different in many aspects. For recording "Freak out!", Zappa had a budget at his disposal that allowed him to hire additional session musicians. They play the various acoustic instruments that you can hear on the album, the instruments as used in orchestras. When he had the opportunity to involve extra musicians, Zappa avoided simply doubling parts only. This topic is coming by in the Them or us section from this study. As you can see in the example from below, the number of musicians led to the creation of broader chords, with notes spread out over a couple of octaves. This is an approach much different from when people like James Last or André Rieu orchestrate pop songs. They let more instruments play the same notes, letting the result remain the same as the original.

How could I be such a fool (Freak out!), main theme (midi file).

How could I be such a fool (Freak out!), main theme (transcription).

"How could I be such a fool" knows three themes, as briefly indicated in the Freak out section. Here I'm dealing with three different appearances of the third theme, the main theme or chorus.
- bars 1-4: this phrase from the main theme is played three times with little variations, caused by the lyrics. The example above begins with the last repetition. At this point the song is in E minor or Dorian (the C/C#, that makes the difference, isn't played). The chord is E-G-B-D-F#-A or I 11th, an example of the applying enlarged chords. When you compare this literal transcription from the album with the Songbook, you can see that the rhythms of the sung melody overlap, but the pitches are mostly different. Moreover it's sung by two people on the album, not singing the same notes. The chords are largely the same, but their positioning is also different.
- bars 5-8: second phrase in F major or Lydian (now the B/Bb isn't coming by). The sustained chord is F-E-G-A-C or I 9th.
- bars 9-10: third phrase in Ab major or Lydian. The sustained chord is Ab-G-Eb-C, being I 7th or Abmaj7.
- bars 11-12: fourth phrase in G Mixolydian. This time the chord is G-F-C-D or G7. Bar 12 is played crescendo and retardando with G-D.
- bar 13: return to the opening theme in C.
As you can see here and in the Songbook, the song keeps modulating all the time.

c) The version of the main theme from "Cruising with Ruben and the Jets" is something that some people refer to as a character variation. Not the melody is getting varied upon, but only some characteristics of the theme are taken over. In this case the correspondence of the number of bars, related to the lyrics, and the modulation scheme. It's the type of variation that you can find in The Goldberg variations by Bach or the Diabelli variations by Beethoven. The art of variation is common practice in classical music, both mostly gone down under in pop music. Most songs have two themes repeated a couple of times and, after some four minutes, the next song begins. Zappa can vary his themes. A classic example is "Strictly genteel" with some note examples being present in this study. Most persistently, Zappa varied between different recordings of the same title. See also the YCDTOSA II section from this study.

How could I be such a fool (Cruising with Ruben and the Jets), part of the main theme (midi file).

How could I be such a fool (Cruising with Ruben and the Jets), part of the main theme (transcription).

The differences with the previous example are many. Just to mention some:
- The meter has changed from 3/4 to 4/4.
- For the doo-wop harmonies you've got a group of people singing "how could I be, be such a fool", over which the lead melody is sung.
- The sustained chords are gone. Instead you can hear bass pedal notes with instruments playing little individual melodies over them.
- The bass pedal note during bars 5-6 is C instead of F. It's still using the same set of notes, thus the outlines of the modulation scheme are basically kept. It lets the key switch to C Mixolydian or major.

d) A live version from this song can be found on the ZFT release FZ:OZ. It's from 1976 with Napoleon Murphy Brock doing the lead vocals. Again the song is performed differently.

How could I be such a fool (FZ:OZ), phrase one of the main theme (midi file).

How could I be such a fool (FZ:OZ), phrase one of the main theme (transcription).

Phrase one of the main theme can be called another character variation. It's a duet between the vocal part and a bass/guitar riff of two bars. This riff is melodic, not accompanied by chords, nor does it follow a clear progression by itself. Rhythmically it might be called disco. Specifically bar two of the riff contains the four-on-the-floor drumbeats, typical of disco (indicated in the transcription). The song in its entirety isn't disco, just these bars. See the Sheik Yerbouti section for other examples of such instances. This time the key can positively be identified as E Dorian, for in bar 9 Napoleon is singing a C#. To the left: audience clapping at Indeep, Last night a dee-jay saved my life, around 1978, when disco was as it its heights.

4. Deseri

The emotions about being in love and broken hearts are quite recognizable in a number of examples from "Cruising with Ruben and the Jets". It's joyful, like "Jelly roll gum drop", while "You didn't try to call me" is melancholic. More on this topic in the Joe's garage section.

Deseri, main theme (midi file).

Deseri, main theme (transcription).

"Deseri" is a Collins/Buff contribution for this album, so its origins must lie in the Cucamonga period. An original recording from that period is not available, but some other titles are. Zappa himself did relatively little with the original recordings from that period, but sometimes novelties turn up. The "Hot rats sessions" release by the ZFT for instance includes a Cucamonga recording of "Little umbrellas".

5. I'm not satisfied (1968)

The opening of the "Freak out!" version of "I'm not satisfied (1966)" can be found in the corresponding section from this study. As it comes to the music the "Cruising with Ruben and the Jets" version is thus different, that one might consider it to be a new song. Right at the start it has an instrumental opening of its own. Phrase one from the opening theme contains two bars from both examples in this study, that overlap in their general outlines. These are bars 9-10 with "got no place to go" in the 1966 version, corresponding with bars 5-7 in the example below. Phrase two got replaced by an entirely new doo-wop figure, that keeps returning throughout the song.

I'm not satisfied, 0:00-1:03 (midi file).

I'm not satisfied, 0:00-1:03 (transcription).

Included in this example are:
Bars 1-4: opening with vocal harmonies. The key is E Mixolydian, about the only thing this intro has in common with the 1966 version. During bars 1-3 triplets dominate so one might also choose to notate this in 12/8 instead of 4/4. Bar 4, on the other hand, has a standard 4/4 subdivision.
Bars 5-6: phrase one from the first theme. In 1966 these bars are in D. In this case notes only occasionally alter, so in this context it can better be called D Lydian with only the pedal note switching from E to D. During bars 1-3 the band is playing along E-Bm7 chord progression.
Bars 7-10: the second phrase of theme one is a repeated figure including the doo-wop type of harmonies typical for the album. The chord progression during this figure is A-F#m-Bm-A.
Bars 11-16: the first theme repeats.
Bars 17-20: start of the second theme, only roughly resembling the 1966 version.

6. Jelly roll gum drop

Jelly roll Zappa's love of fifties doo-wop songs resulted in a huge collection of singles from this era, that he kept with him his whole life. Every now and then he would include a doo-wop classic in his concert repertoire. "You can't do that on stage anymore, vol. IV" ends with a series of covers, while "Them or us" (1984) opens with "The closer you are".

Jelly roll gum drop, theme (midi file).

Jelly roll gum drop, theme (transcription).

"Jelly roll gum drop" is in A Mixolydian with the following chord progression: I-VII-I-VII-I-II-III-IV-V-IV-III-II-V-I. In bars 7-12 the melody forms a sequence, going upwards in bars 7-11 and back again from bar 12 onwards, each time moving with a second. Bar 13, with an E instead of C#, first breaks the literal pattern. Notable is the fact that in most bars the movement from beat 4 to beat 1 in the following bar is syncopic. Left: part from the album instructions for how to comb a jelly roll.

7. Anything

Like "Cheap thrills", "Anything" mostly follows a repeated progression: I-II-III-II-I etc. in C. This song is another Ray Collins song for the album. Ray is also credited for doing the lead vocals. 1968 would be the last year of him working with Zappa. Not at ease with the directions Zappa was taking, he preferred to live in anonymity ever since.

Anything, accompanying figure (midi file).

Anything, sections (transcription).

On page 170 of his study Ludwig is referring to the doo-wop arrangement of this song on "Cruising with Ruben and the Jets" by transcribing the "la-la-la" vocal parts of the third phrase. There's also a nice little sax solo in the middle of this song.

8. Later that night

"Later that night" is in A. It's built around a I-VI alternation for its first theme, a IV-V alternation for its second theme and a II-III-IV-V progression for its third theme.

Later that night, section (midi file).

Later that night, section (transcription).

The example from above is played between 0:49 and 1:13. Bars 1-4 contain the third theme, bars 5-8 the first theme. Notable is the wide range of the vocal harmonies. The piano chords have been mixed to the background, at some points hardly audible.

9. You didn't try to call me

"You didn't try to call me" is also present on "Freak out!" from 1966. First the outlines of this 1966 version:
- 0:00 Instrumental intro of four bars in G. The descant is using the V and I chords. The bass notes aren't part of these two chords, so the total sounding harmony is bigger. For these four bars these total harmonies are I 9th for bars 1-3, and a G7 chord during bar 4, involving the F as natural.
- 0:08 Theme one ("you didn't try to call me ..."). Bars 4-7 from the first example below (by me and Ludwig jointly), continuing in G. Notable is the strong syncope between bars 5 and 6.
- 0:16 Theme two ("no matter who ..."). Bars 8-14 from the example (Ludwig continuing with the lead melody).
- 0:29 Theme three ("tell me, tell me ..."). Bars 15-21, modulating to E.

You didn't try to call me (1966), opening (midi file).

You didn't try to call me (1966), opening (transcription).

- 0:45 Variation upon theme one, continuing in E. Here the example has stopped.
- 0:52 Theme two with the instrumentation being supplemented by the acoustic session players.
- 1:05 Theme three returns.
- 1:21 Theme four ("I can't say what's wrong or what's right ...").
- 1:37 Theme five ("you make me feel so excited ...").
- 2:02 The intro returns.
- 2:11 Theme one, being used as the coda. The atmosphere shifts from sorrow to frustration and anger.
- 3:17 End.

On "Cruising with Ruben and the Jets" theme three re-appears in quite a different shape compared to the "Freak out!" version. The second transcribed section below is this theme three in the form it got in 1968. It's in A Mixolydian, containing the progression I-VII-II-I-VII-II-I-VII. The first staff contains the lead melody, whereas the second staff represents the doo-wop vocals.

You didn't try to call me (1968), section (midi file).

You didn't try to call me (1968), section (transcription).

Bianca Odin Live recordings are present on "YCDTOSA Vol. II" and the ZFT release "Philly '76", featuring Bianca Odin (aka. Bianca Thornton) as lead singer. To the right a picture of her as shown in the CD leaflet (part of a photo by Alan Smithee and John Rudiak). In the liner notes of this CD she comments about her cooperation with Zappa: "I didn't know anything about this kind of music. I was two steps past the conservative community - the Holy Rollers (especially my parents). I decided I would sing with all my might and play piano so he would hire me. Yep. And he did, and that was the beginning of my apprenticeship with a genius. It was better not to try to figure out his music - just do the part he wanted in that spot. But my singing was my instrument and I was gonna use it to the best of my ability."

You didn't try to call me (1976), section (midi file).

You didn't try to call me (1976), section (transcription).

Indeed Bianca is doing a fine job here, singing intensely as she's also showing off during "Black napkins". The third example above is played between 3:59 through 4:24, containing part of the 1976 variant upon theme five and the coda. In the pick-up bar and bars 1-3 you can see embellishments as glissandos, tremolos and chromatic passing notes. Harmonically bars 1-6 are a sequence of parallel major triads: C#-E-D-E-D-G-D-E. This is a feature happening more often in Zappa's music, also been addressed to in the Freak out and YCDTOSA Vol. II sections of this study. Bars 1-2 are in C# Mixolydian, bar 3 in E Mixolydian. Bars 4-5 are just the chords. The last quarter notes on beat 4 from bar 5 get sustained, fluctuating a bit. Bar 6 serves as a pick-up bar to restart the meter. Bars 7-8 are the vamp for the outro. Here the music becomes stable in A Mixolydian, using a I-VII alternation. Bianca continues: "I didn't realize how much this experience would stay with me when I began forming my own band and styling my own career. It gave me strength and tools to handle this music business through the years."

10. Fountain of love

"Fountain of love" goes back to 1963 with a recording from that year to be found on "The lost episodes". See the Working with Paul Buff section of this study for a transcription of its main theme. The 1963 version has only Zappa himself on instruments and Ray Collins on vocals. Paul Buff comments in the liner notes: "Ray had a lot of talent, and these kinds of songs are what we did a lot of in Pal, and eventually (Frank did) in Studio Z. Almost all of these songs were done to be hit singles. They got recorded, we went up to Hollywood together and tried to place things with record companies. Sometimes we succeeded, sometimes we didn't." See the Cucamonga years section of this study for an overview of the singles that actually got released.

11. "No. No. No."

When Zappa got the mastertapes of his records back in 1982, after a couple of years of litigation, he decided to record the bass and drums anew for "We're only in it for the money" and "Cruising with Ruben and the Jets". Arthur Barrow (bass) and Ched Wackerman (drums) did the new parts in 1983 or 1984. The argument was either that he didn't like the old version or that he was forced to do so, because the tapes were in a bad condition. Other usable tapes existed: the second CD release of "We're only in it for the money" restored the original version, after lot of complaints from the fans. The 1984 remix is today available via "Lumpy money". Technically Zappa didn't literally replace the old bass and drum. He overdubbed the new parts and then remixed the whole anew. In most cases the old bass and drums were victimized in the remix in favour of the new ones. In the case of "We're only in it for the money" the new bass was placed into the foreground. It makes the sound of that new mix awkward. You've got an eighties bass dominating over sixties instruments. When you turn the bass down and the treble up however, the two versions tend to approach each other. Both bass parts are standard accompaniment with the bass mostly following the lead melody instead of playing motifs of its own. In the case of "Cruising with Ruben and the Jets" the character of the album changed. The original album sought for simplicity in every manner. Not only via the construction of the songs, but also via the arrangements. You've got repetitive triplet piano chords all along (if you are notating in 4/4) as well as a very simple drum part. This drum part was given a mechanical repetitiveness via tape loops. Other than for "We're only in it for the money", Zappa kept more of the original tracks in the remix of "Cruising with Ruben and the Jets". In some cases original unused tracks turn up again in the mix. In "No. No. No." you've got the replacement type of a remix. The original bass and drums are gone to make room for the new ones. The other parts are hardly remixed.

"No. No. No.", opening (1968-1984 version) (midi file).
"No. No. No.", opening (Greasy love songs version) (midi file).

"No. No. No.", opening (transcription).

After the pick-up bar "No. No. No." begins in staff 2 with ticking a fifth rapidly. The harmony of the whole in this bar is I 7th in Bb Mixolydian. The bass of the 1968 version simply plays the Bb as a pedal note, whereas the 1984 version makes a movement. The chord progression of the accompaniment from bar 3 onwards is I-IV-I 7th-IV-I, the same one as in "Cheap thrills". Over this the doo-wop harmony does a I-II alternation in the shape of parallel fourths. In bar 5 the lead melody enters with I-II-III (D altered to Db, giving it shortly a scent of Bb Dorian)-II-III-II-I (with D natural again). In both versions the bass makes a movement through Bb Mixolydian, going from Bb to Bb an octave upwards. So the whole becomes a harmonic blending of the notes of the scale. Though "No, no, no" is a single-theme song, it sounds interesting enough to keep it going for over two minutes.

12. Anyway the wind blows

The earliest 1963 version of "Any way the wind blows" gets dealt with in the Paul Buff section. On "Cruising with Ruben and the Jets", this title gets consistently spelled with "anyway" instead of "any way", on the tracklist as well as the printed lyrics. Both are possible in English, but their meaning can be different. "Any way" is in any manner, "anyway" rather means in any circumstances. Since the lyrics are kept the same, in this context it still means the first.

13. Stuff up the cracks

Next is a section from "Stuff up the cracks" in both the original and re-recorded/re-mixed versions. The bass part is identical for every single note, so this is the original bass unaltered in both mixes. The drum part contains all the beats of the original part with additional ticking on the cymbal and the high hat. The new mix has the drum part in stereo and sounds richer, whereas the old one has all on one channel. So the remix is probably a combination of the original track plus an overdubbed track. The piano chords are mixed to the background. The sax part was mixed out for most of the 1968 version, where it appeared only in bar 8. In the new mix the sax was given a second live and plays through all bars. So the deliberate simplicity of the arrangement was partially undone in the new mix. Both mixes are valid. The new one has more to it, the original one is more consistent in its goal. With the old mix re-released by the ZFT as "Greasy love songs", no one can complain no more.

Stuff up the cracks, section (1968-1984 version) (midi file).
Stuff up the cracks, section (Greasy love songs version) (midi file).

Stuff up the cracks, section (transcription).

"Stuff up the cracks" begins in C with the chords as indicated in the transcription. In bar 6 a short sidestep to Bb Mixolydian is made, immediately to go back again to chords from the scale of C from bar 7 onwards. It's the only song on this album with Zappa doing a guitar solo. One of the extras on "Greasy love songs" is a longer edit of this solo.

Oh, in the sky

Though Zappa said he could easily write another album like "Cruising with Ruben and the Jets", he seldom returned to writing doo-wop songs again. He included fifties songs in about every tour, but they could be existing songs by himself or covers. In 2012 the ZFT released "Road tapes, venue #1", with a concert from 1968. It includes one doo-wop track not released by Zappa himself, called "Oh, in the sky". Apparently Zappa never fully worked this song out, because it hardly has lyrics. It is sung by Roy Estrada with a falsetto voice, with the same intonation for his voice that he used in pieces as "Right there". So it sounds a bit awkward on this CD, but the midi file below sounds cute. To the left Roy singing this song during the Mothers appearance at the BBC, 1968, as it can be found on YouTube. The song is made up of two themes. The first theme is in G. It starts with a repeated instrumental bar, simply the I chord in a 12/8 meter. The theme itself is sung over the progression following G-Am-D. Bars 9-10 make the transition to theme two. This second theme doesn't follow a particular scale. It's a chord progression gliding through a number of different scales. The progression itself is C-Cm-G-Gb-G-Bm. Roy sings the theme with some rubato and several embellishments (mostly tremolos), so when you transcribe it literally you get figures as at the beginning of bar 14.

Oh, in the sky, themes (midi file).

Oh, in the sky, themes (transcription).

As it comes to live concerts from the sixties, Zappa himself released "Ahead of their time" and "YCDTOSA vol. V". The first CD includes a one-time only event with members from the BBC Symphony Orchestra, the second is more a collection of oddities. So with "Road tapes", next to the bootlegs from the "Beat the boots" series, you get an idea of an average Mother of Invention concert, though in mono. It ends with Zappa teasing his audience by playing the opening bars of "Octandre" by Edgar Varèse in a brutal, dissonant manner. It's an atonal melody and Zappa warned the audience that they might never want to hear them again after hearing this tune as an encore. But the audience could see the humor of it. Varèse was a French-born composer who lived in the U.S. for the larger part of his life. He titled his composition in French, so Zappa correctly pronounces "Déserts" in the French manner. In English it's deserts, the wasteland.


"Chucha" is a doo-wop song that Zappa included in "The mystery disc" album as part of "The old masters vol. II". In the original liner notes he wrote: "From Criteria Studios, Miami, Florida, 1968". In the booklet of the CD re-issue the ZFT comments that they find it more likely that this was recorded during sessions from 1969.

Chucha, theme (midi file).

Chucha, theme (transcription).

It's a good song, a little more complicated doo-wop for the inclusion of chromatic passing chords. The song is in C with its meter being 12/8, at least nominally. The example above is its main theme as played between 0:00 and 0:29. The chords are:
- Pick-up bar: Cadd6-C#m.
- Bars 1-2: C-F-Fm.
- Bars 3-4: idem.
- Bar 5: C-B-Bb-Am.
- Bar 6: C-Dm-Em-Dm.
- Bar 7: C-C#m#7.

If only I could be your love again

Ruben and the Jets. For real. In 1972 a group of musicians contacted Zappa if it was okay if they called themselves "Ruben and the Jets" after Zappa's album. Zappa more than agreed: he produced their first album and contributed one song, "If only I could be your love again". The corresponding Ruben and the Jets album is called "For real!" (album cover to the right). The melody of this song could very well have been used for another doo-wop song, but here it gets played as mainstream pop music. It shows that Zappa could write such mainstream songs if he wanted to, also as it comes to the lyrics. The lyrics are of the standard love song type. A section with the main theme is presented below.

If only I could be your love again, 1:00-1:18 (midi file).

If only I could be your love again, 1:00-1:18 (transcription).

Like "Oh, in the sky", it's in G and the meter is 12/8. Though Zappa also gets credited for also arranging this song, it sounds more as standard pop from this perspective as well, more than on Zappa's own albums. The reason for this is the high degree of rhythmic synchronism between the parts, that's normal in pop music but unusual in Zappa's arrangements. In about all Zappa songs you can find more rhythmic diversity. By just looking at the image of the transcription at a glance, you can already notice this isn't a regular Zappa arrangement.

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