Frank Zappa - vocals, guitars
Adrian Belew - guitar, vocals
Terry Bozzio - drums, vocals
Patrick O'Hearn - bass, vocals
Tommy Mars - keyboards, vocals
Peter Wolf - keyboards
Ed Mann - percussion
Recorded at the very first of his famed Halloween shows from New York's Palladium Theater (a yearly ritual for Zappa until he stopped performing), this performance demonstrates just how important Frank Zappa had become as one of rock's most enduring innovators. It also demonstrates Zappa's kooky and sardonic sense of humor. After introducing his band, and telling the audience that the show was being recorded, they launch into "San Ber'Dino," a song about a modern rodeo cowboy who falls on hard times. Singing lines like: "There's 41 men and only one shower in tank C, but it doesn't apply to Bobby…," it is clear that Frank Zappa knew how to make great music and had fun doing it.
Recorded while promoting his Zoot Allures album, Zappa had taken to the road with a band that can only be regarded as an all-star line up. Nearly every musician who had a tenure with Zappa went on to remarkable musical careers, and these men are no exception. Guitarist Adrian Belew would join Talking Heads, King Crimson, and eventually launched a successful solo career. Bassist Patrick O'Hearn and drummer Terry Bozzio would later spearhead the alternative act, Missing Persons, with wife Dale; and keyboardist Peter Wolf (not the J. Geils Band vocalist) eventually became one of the most successful producers of the 1980s, scoring chart hits for Starship, Lou Gramm, Big Country, and many others.
Zappa is eager to show off the excellent musicianship of the band, allowing each person to excel and letting several different players share the lead vocals. On "City of Tiny Lites," he showcases Bozzio and Wolf, whose fills and runs provide an appropriate backdrop to Zappa and Belew's sweet guitar licks. Like a great stand-up comedian, Zappa could take very normal, mundane situations and turn them into theater of the absurd.
Zappa lets loose on the instrumental showcase, "The Squirm" delivering a memorable guitar solo intro behind the organ chords of Peter Wolf. Then things get fun again, with "Big Leg Emma," another brilliant parody. In it, Zappa sings: "There's a big dilemma about my Big Leg Emma. She was my stand-in date, until she started gaining weight…" Zappa sings, leading the crowd directly into "Audience Participation Time" where Zappa, in his best game-show host voice, plucks a young girl from the audience and totally embarrasses her. "Janet, standing here," he says in his host voice, "is going to deliver some discipline to another audience member."
Next up is "The Black Page #2," one of the most progressive pieces played during the show, with intricate time signatures throughout. Of course, Zappa encourages the audience to dance, which is like asking someone to dance to the Mahavishnu Orchestra. "Jones Crusher," a sped-up boogie song about a lady whose womanly muscle control Zappa compares to a vice grip. And on and on.
Having passed away from prostate cancer nearly fifteen years ago, some have forgotten how incredible he was as a performer. With recordings like this, however, the legacy of Frank Zappa will endure for decades to come. His son's tribute show, Zappa Plays Zappa (featuring Bozzio and many other ex-Zappa alumni) is among the best-selling touring shows currently on the concert circuit.