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Civilization Phaze III - Frank Zappa

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Civilization Phaze III is the sixty-third album by Frank Zappa, released posthumously as a double album on October 31, 1994. It was the first studio album of new material from Zappa since 1986's Jazz from Hell.

The album marks the third part of a conceptual continuity that started with We're Only in It for the Money (1968), with the second part being a re-edited version of Zappa's 1967 album Lumpy Gravy. The story line of Civilization Phaze III involves a group of people living inside a piano, and the menacing reality of the outside world. The album's themes include personal isolation and nationalism.

Much of the album's improvised dialogue was originally recorded as part of sessions which produced We're Only in It for the Money and Uncle Meat, which contained some dialogue by the same speakers, and some of the dialogue on this album previously appeared on the re-edited version of Lumpy Gravy released in 1968. New dialogue was recorded by Zappa in 1991, and includes similarly improvised dialogue by members of the Ensemble Modern orchestra, Zappa's daughter Moon Unit and actor Michael Rapaport.

Civilization Phaze III has been acclaimed as one of Zappa's best works, and has been appraised for its challenging, complex music, largely composed and performed on a Synclavier.


In 1967, while recording We're Only in It for the Money with the Mothers of Invention, Frank Zappa discovered that the strings of Apostolic Studios' grand piano would resonate if a person spoke near those strings. The "piano people" experiment involved Zappa having various speakers improvise dialogue using topics offered by Zappa. Various people contributed to these sessions, including Eric Clapton, Rod Stewart and Tim Buckley.] The "piano people" voices primarily consisted of Mothers of Invention band members Motorhead Sherwood and Roy Estrada, Spider Barbour (leader of the rock band Chrysalis), All-Night John (the manager of the studio) and Louis Cuneo, who was noted for his laugh, which sounded like a "psychotic turkey".

In 1992, Zappa recorded The Yellow Shark with the Ensemble Modern orchestra, and sampled their instrumentation with his Synclavier. After revisiting his archives, he decided to create an album which would combine the 1967 "piano people" dialogue, Synclavier music, performances by the Ensemble Modern, and newly recorded dialogue.[3][4] The project began under the title Lumpy Gravy, Phase 3 (with phase one being We're Only in It for the Money and phase two being the 1968 version of Lumpy Gravy), but was later changed to Civilization Phaze III.

Zappa recorded new dialogue segments to accompany the original "piano people" recordings. The new dialogue speakers included members of the Ensemble Modern, Moon Zappa, Dweezil Zappa and actor Michael Rapaport.

Concept and music

The album's story line was conceived via improvised dialogue involving a series of randomly chosen words, phrases and concepts, which included motors, pigs, ponies, dark water, nationalism, smoke, music, beer and personal isolation. The music was conceived as an opera pantomime, and is dark and ominous. The Ensemble Modern samples allowed the Synclavier to produce richer-sounding music than Zappa's previous works using the machine, which produced the cruder-sounding music on albums such as Jazz from Hell. University of Washington music theory chair Jonathan W. Bernard suggests that Civilization Phaze III is heavily influenced by Zappa's disenchantment with avant-garde composition and Zappa's acute awareness of his own mortality. Bernard suggests that Civilization Phase III is Zappa's last, greatest attempt at being recognized as a composer of "serious music".


Frank Zappa died before the release of the album. It was published posthumously by Barking Pumpkin Records on October 31, 1994, solely as a mail order album, with no advertising or promotion; the album subsequently received a strong number of orders from Zappa's fan base. Rykodisc was given the option of distributing the album nationally, but the label ultimately did not distribute it.

The album was also not released with Zappa's other works in the 2012 reissue of his catalog, but it can still be ordered from the artist's official website. "I think it's very much about finishing his life," says Gail Zappa, his widow, in a recent interview. After he finished this, he said, "I've done everything that I can."

Track Listings:
    Act I
    1. "This Is Phaze III" 0:47
    2. "Put a Motor in Yourself" 5:13
    3. "Oh-Umm" 0:50
    4. "They Made Me Eat It" 1:48
    5. "Reagan at Bitburg" 5:39
    6. "A Very Nice Body" 1:00
    7. "Navanax" 1:40
    8. "How the Pigs' Music Works" 1:49
    9. "Xmas Values" 5:31
    10. "Dark Water!" 0:23
    11. "Amnerika" 3:03
    12. "Have You Heard Their Band?" 0:38
    13. "Religious Superstition" 0:43
    14. "Saliva Can Only Take So Much" 0:27
    15. "Buffalo Voice" 5:12
    16. "Someplace Else Right Now" 0:32
    17. "Get a Life" 2:20
    18. "A Kayak (On Snow)" 0:28
    19. "N-Lite: Negative Light/Venice Submerged/New World Order/The Lifestyle You Deserve/Creationism/He Is Risen" 18:00

    Act II

    1. "I Wish Motorhead Would Come Back" 0:14
    2. "Secular Humanism" 2:41
    3. "Attack! Attack! Attack!" 1:24
    4. "I Was in a Drum" 3:38
    5. "A Different Octave" 0:57
    6. "This Ain't CNN" 3:20
    7. "The Pigs' Music" 1:17
    8. "A Pig with Wings" 2:52
    9. "This Is All Wrong" 1:42
    10. "Hot & Putrid" 0:29
    11. "Flowing Inside-Out" 0:46
    12. "I Had a Dream About That" 0:27
    13. "Gross Man" 2:54
    14. "A Tunnel into Muck" 0:21
    15. "Why Not?" 2:18
    16. "Put a Little Motor in 'Em" 0:50
    17. "You're Just Insultin' Me, Aren't You!" 2:13
    18. "Cold Light Generation" 0:44
    19. "Dio Fa"[nb 1]" 8:18
    20. "That Would Be the End of That" 0:35
    21. "Beat the Reaper" 15:23
    22. "Waffenspiel" 4:05
Total Time: 113:40
Artist Name(s):
Frank Zappa – producer, compiler, editor, composer, performer, conductor, liner notes

1967 VOICES:

Spider Barbour
All-Night John (Kilgore)
Frank Zappa
Euclid James "Motorhead" Sherwood [a.k.a. Larry Fanoga]
Roy Estrada Louis "The Turkey" Cuneo
Gilly Townley
Unknown Girl #1 (Beckie) Unknown Girl #2 (Maxine)

1991 VOICES:

Moon Unit Zappa
Michael Rappaport
Ali N. Askin
Catherine Milliken
Walt Fowler
Todd Yvega
Michael Svoboda
Michael Gross
William Forman
Uwe Dierksen
Stefan Dohr
Daryl Smith
Franck Ollu
Hermann Kretzschmar
Dweezil Zappa

Members of the ENSEMBLE MODERN:

Dietmar Wiesner—Piccolo, Flute, Alto Flute, Bass Flute
Catherine Milliken—Oboe, English Horn, Baritone Oboe, Didjeridoo
Roland Diry—Clarinet
Wolfgang Stryi—Tenor Sax, Bass Clarinet, Contrabass Clarinet
Veit Scholz—Bassoon, Contrabassoon
William Forman—Trumpet, Flügelhorn
Michael Gross—Trumpet, Flügelhorn
Franck Ollu—French Horn
Stefan Dohr—French Horn
Uwe Dierksen—Trombone, Pygmy Trombone
Michael Svoboda—Bass Trombone, Alp Horn, Didjeridoo, Conch
Daryl Smith—Tuba
Peter Rundel—Violin 1
Mathias Tacke—Violin 2
Hilary Sturt—Viola
Friedemann Dähn—Cello
Thomas Fichter—Contrabass, Electric Bass
Detlef Tewes—Mandolin
Jürgen Ruck—Guitar, Banjo
Ueli Wiget—Harp
Hermann Kretzschmar—Piano, Celeste
Rumi Ogawa-Helferich—Cymbalom, Percussion
Rainer Römer—Musical Saw, Percussion
Andreas Böttger—Marimba, Percussion

Kaigal-ool Khovalyg—throat-singing (uncredited)
Artis The Spoonman—spoons (uncredited)
Frank Zappa
Release Year: 1994
Classical, Epic, Experimental, Musique Concrète, Progressive
Album Type:
Compact Disc
Cover & Packge Design:
Uri Balashov – cover design, Command A Studios – art direction
Studio Name:
Joe's Garage, North Hollywood, CA
Engineer(s): Dick Kunc (1967), David Dondorf (1991), Todd Yvega (1991), Spencer Chrislu (1991)
Label / Publishing
Label Name:
Barking Pumpkin
Catalog Number(s):
Los Angeles, CA USA
Capitol Records, Inc.
Synthesizers Used
Album Locator
[+] Amazon
[+] Amoeba
[+] Discogs
[+] Google
[+] YouTube
[+] Reverb.com


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