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This whole monstruousity was originally conveived February through March 2001 by the members of The Big Note - a Frank Zappa YahooGroup. After an arduous gestation period, this site was birthed on April 11 2001. True to the essence of collaborative effort, these people are held responsible.

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A Mother Of A Story

by Mike Keneally

Part One: The Terrible Power of Music, and Other Idiosyncrasies.

I was utterly born on December 20 1961 in Long Island, NY. This birth date brings up an interesting point regarding teachers/disciples: my birthday is one day before that of my primary musical influence, FZ. Frank's birthday is one day before that of Edgard Varese. I'm not making any claims here, just pointing out what I find to be an interesting bit of information.

I had a miserable temper as a child and very little patience. When Mom was putting groceries away I would scream at her to make sure all the labels on the canned goods faced towards the front of the cabinet for easy identification. Somehow such idiosyncrasies were tolerated, and apart from the occasional manic outburst brought on by my own perfectionism, childhood was delightful...thanks to my parents, who were always maniacally proud and supportive of my odd pursuits. Once I got into school and found that I had a fondness for the cultivation of knowledge, my flare-ups subsided a lot.

Neither of my parents played instruments but Dad was a hell of a whistler and he sang constantly (frequently with intentionally "adjusted" lyrics...I have very different memories of a lot of old standards thanks to him). The radio was constantly on, we had a lot of parties with music blasting, and my sister Bobbi was deep in the throes of Beatlemania. I would exploit this situation by playing her records when she was out of the house...at the age of four my favorite record was "Rubber Soul". The first album I could call my own was "Sgt. Pepper" (Bobbi lost interest in the group when their hair got too long and their music too freaky); before that, the Cowsills' version of "Hair" (good vocal arrangement) was my first single. My brother Marty was three and a half years older (still is) and we had the disagreements common to all siblings, but found common ground in music. His first single was Tommy Roe's "Dizzy", his first album "Abbey Road". (What's more absurd: that I would remember that, or that I feel driven to tell you about it?) Anyway we spent a lot of time recording songs off the radio onto our little cassette machine and getting more and more into it.

For my seventh birthday, although I hadn't asked for one, my parents bought me a little organ, manufactured by Magnus with one manual and a bunch of buttons on the left side to play chords. I started playing "Paint It, Black" fairly instantly and thereupon could not be dragged away. A couple of years later we were living in San Diego and a year after that I'd gotten my first guitar, but my childhood/teen years were spent with the understanding that my lot was to be a pop organist. Pop, meaning "Begin the Beguine" and leisure suits and white shoes. For some reason, I thought there was a future in that sort of thing. My alternate life was a little more odd, having discovered progressive rock on San Diego FM radio and finding it to be an interesting amplification of some of the things I most enjoyed about the Beatles (I remember the first time I heard "The Yes Album" in a record store I actually thought I was dreaming. It sounded like another world). I heard "Tarkus" on the radio (those were cool days for FM radio..."hey, we just got the new [insert un-commercial act of your choice] album...let's play the whole thing"), and secretly conspired to become that kind of keyboardist, although I kept up appearances and became pretty efficient on the bass pedals as my organ underwent period updating. To this day I'm grateful for the ability to play the bass pedals on an organ... It's such a twisted skill.

The next step in my burgeoning weirdification occurred when Eric McGrew across the street played "Freak Out!" for me, specifically "Help, I'm A Rock". I loved it. I loved it. (In the article about me that ran in Musician magazine after "hat." came out, Matt Resnicoff wrote that "Freak Out!" [I might be paraphrasing] "collated his obsessive interests in music and Mad magazine". That's pretty much spot on.) It was essential that I obtain the album from him in a trade and I did. I had a crush on a girl in fifth grade named Karen who spoke to me only rarely but when I played "Help, I'm A Rock" at Show and Tell she accosted me in the cloak room and said that if I thought that was music I must be INSANE. Music had brought me closer to the girl of my dreams! I began to realize its terrible power.

Part Two: Basic History and Musical Evolution.

'Twas on my eleventh birthday that my first guitar, a teeny acoustic jobber, was bespooched unto me. I holed up in my room with a cassette recorder and made tapes that sound remarkably like John Frusciante's solo album. (When I re-tool the Tar Tapes for CD I hope to release some of this material. Prepare to be amazed.) For the same birthday I received "Mothers Fillmore East June 1971". At that point I learned it was wise to use headphones when listening to Zappa. I had no idea you were allowed to say that kind of stuff on a record. One time I brought the album to a classmate's house (Teddy Tibbets, where are you now?) and left it on the turntable while we went out to play. When we returned his mother had found it and accosted us with great vigorÍ We made up some extraordinary stories...when she objected to "Bwana Dik" Teddy told her that DIK were initials for something completely innocent (I can't remember what). When she objected to "Willie The Pimp" I righteously informed her it was an instrumental (good thing I hadn't brought "Hot Rats") and thus completely unobjectionable. It might as well have been an Osmonds record by the time we were through with it. Eleven-year- olds can be very resourceful.

My brother Marty wasn't particularly interested or impressed by the organ, but when I got a guitar his interest in playing music was piqued. Gradually he began to pick up more and more guitar and he and I made a lot of duo recordings (on Bobbi's old two-track at first, then later in the decade we got a four-track Dokorder, then a two-track Dokorder for mixing down) at home through the seventies, mostly cover tunes (a lot of Santana and CSNY because we had their songbooks) although originals would crop up every now and again (see "Drawer of Grin" for some of the writing I was doing around this time).

Somewhere in here I turned 14 and went to a party way on the other side of San Diego and met Vivian Spurlin. I was immediately smitten but it didn't seem possible to seriously pursue a relationship since we lived so far from one another. For the next seven years we saw each other once a year or so on a very casual basis and finally got married in 1985. I recommend this method (seeing a person once a year over a long period of time before committing to a serious relationship) to anyone considering wedlock.

Marty and I mainly pursued music as a duo, but the opportunity to play at the Miss Santee Beauty Pageant (Santee being a community in East San Diego where we were living at the time) presented itself, so we enlisted two friends of ours - Ed Roenker on acoustic guitar and Tony Gray on electric accordion. Marty played electric guitar and I played the organ and ARP soloist synthesizer. My left foot played bass and the rhythm box in my Hammond was the drummer. We played "Light My Fire", and "Evil Ways" and "Samba Pa Ti" by Santana. All we needed was a name, and we never came up with one. The MC of the pageant (who looked like George Jetson...we would quietly sing "here come old flat-top" whenever he approached us) introduced us thus: "Let's hear it for a group". It's all on tape somewhere.

Graduation from high school loomed. I began considering options (work? college?) until my father informed that I was to do neither, that it was my duty to stay home and write songs and allow him to subsidize my activities. I swear that this is true. There is no way to overstate my gratitude to my parents and Marty for fostering an atmosphere, which allowed me to create freely without pressure.

Marty and I tired of the overdubbed duo approach so we started playing with a variety of drummers and bassists, although all we did was rehearse incessantly, we never did live gigs (except for one New Years' gig at a Knights of Columbus hall in the early 80s). The first song we played was "Night After Night" by UK, and I remember playing "One More Red Nightmare" by King Crimson and "The Sliding Floor" by Bruford during the evening. We were a real hit machine). By this time we had obtained a decent stack of keyboards for me to play and I was primed to become the Keith Emerson of the 80s. Throughout the 80s, I continued to play guitar for fun and started learning more and more Zappa tunes, not realizing I was actually doing job preparation. (My other big guitar project had been a few summers earlier, probably 1978, when I set out to learn every Gentle Giant guitar part, and after a couple of weeks I could play along with the entire catalog. Then I learned "Passion Play" and was starting on "Thick As A Brick" when my attention was somehow diverted.)

Part Three: Breaking Up and Leaving LA.

In 1982, we acquired an Oberheim DMX drum machine and I was really writing a lot, so we started recording demos incessantly. This is the material that constitutes the lion's share of the Tar Tapes material. I also had a real bass by now, a Peavey, and really enjoyed playing it. To this day I get a special thrill from playing bass, which is difficult to describe.

1983 brought about our first band formed specifically for the purpose of playing in clubs and making money. We were called Graphic, and in addition to Marty and I there was Roy Garrity on drums (he also got to sing the Van Halen and ZZ Top songs) and Andy Vereen on bass and vocal (Andy is audible on the song "Rosemary Girl" on "hat.", and has had a band called Burning Bridges for a long time in San Diego...recently their albums have begun to receive very positive national attention). Again I had no idea of what was required for a club band to be successful, and insisted on playing Thomas Dolby and Split Enz songs for audiences who wanted nothing more alternative than "Honky Tonk Women". Eventually, I believe, Roy pulled a gun on Andy for some reason and it seemed like time to break up the band.

FZ answered phone calls at the Pumpkin office a couple of times in the 80s, and in 1985 I got through to him. The main question I had was about some lyrics in the "Strictly Genteel" finale (they were "bent, reamed and wasted"), but I also mentioned it was a dream of mine to work with him someday. His response: "Keep dreaming. I'm never going on the road again."

Through the '80s, Marty and I continued to capture my songwriting efforts on four-track tape. Another experiment was launched in 1985 with nuptials impending...my first attempt at a day job. I attempted to sell keyboards for a couple of months at a store called Music Mart. I even appeared in TV commercials for the store, standing on a stage in a line with my fellow employees, singing the Music Mart jingle. I quickly discovered that I did not have the salesman's temperament and beat a hasty retreat, although at least one good thing came out of the job: a musician named Larry Rathburn saw me demo a Roland synth by playing the main riff from "Jump" and decided on the spot that I should play keyboards in his band LA (which also featured Annie Levin, an extremely engaging vocalist...LA = Larry & Annie, see?). For nearly two years this band was an extremely dependable source of income, and we had a lot of fun. Larry now plays around San Diego as Rockin' Joe Rathburn and remains a good friend.

Although I was still an active member of LA, I felt the need to lead an original band, and Drop Control was formed in January 1986: Marty, me, Doug Booth on bass and vocal and Alan Silverstein on drums and vocal. We played at being a quintet for a while (Andy Vereen came to a couple of rehearsals, and an electric violinist named Chris Vitus sat in with us on at least one occasion), but ultimately it was decided to stay with the more wieldy quartet format. Although it was our intention to play original music, the lure of the ducat proved irresistible and eventually we found ourselves playing covers. It was with this band that I made my only public appearances playing alto saxophone, on "Tequila". The second time I attempted it, it sounded so awful I laid down on the ground with the sax, left it on the floor when I got up and never picked it up again. As Drop Control took up more and more of my attention I found it difficult to be in two full-time bands, and took my leave from the group LA.

Part Four: Getting In Frankly.

(This following section is the official getting into Frank's band story, with every detail I can call to mind at the moment.)

Drop Control was in the middle of a fairly lengthy stint at a club called the Moonglow (its empty hulk still resides at the intersection of Clairemont Drive and Clairemont Mesa Blvd., unless something else has moved into it by now) when I called 818-PUMPKIN and discovered that Frank was in rehearsals with a new band. My initial thought was "Cool. I get to see another Zappa show." But upon further reflection I realized that this would very likely be my final opportunity to work with him (I sadly didn't realize how true that was...at the time I just figured he wouldn't want to do more than one last tour, especially considering what he'd told me on the phone a couple of years earlier).

So the day after hearing the message on the PUMPKIN answering machine, I called back early enough to get an actual human on the phone. It happened to be Gerald Fialka (to whom I owe an EXTREMELY IMMENSE debt of gratitude). I informed him of who I was, that I could sing and play keyboards and guitar, and that I didn't know if Frank was auditioning but I was highly conversant with the Zappa repertoire and would love a chance to try out. (Legend has grown in some quarters that I can play every Zappa tune - one version has it that I can play them BACKWARDS - but I've never claimed this. My only claim was that my FAMILIARITY with the repertoire was extensive, and that [owing to the fact that I've got a good ear] I could be counted on to provide a working version of the rock tunes [not the orchestral or Synclavier stuff, although I did know "Night School" and part of "Beltway Bandits" at the time] at a moment's notice.) Gerald thanked me for calling and said he'd pass on the information. I hung up, thinking that nothing would come of it but I was glad to have taken the initiative.

To the best of my recollection it was THE NEXT DAY when I got a call from the office, a woman (it might have been Muriel) who asked if I could come up to audition for Frank THAT NIGHT.

Here's where I did something that I would never ever do now. I TURNED DOWN the audition because Drop Control had a gig at the Moonglow that night. You have to understand what a piece of shit club this was. I didn't even call the other guys in the band to see if it was OK if I went up for the audition, I just got all integrity-filled and said that I couldn't POSSIBLY skip out on a gig - playing Huey Lewis tunes and "I Want Your Sex" by George Michael, and maybe "Born On The Bayou" sometimes.

(Actually something like this DID happen recently, when I turned down an audition for Todd Rundgren's band...but I ran it by Dweezil before I officially declined.) So I asked the mystery woman if it would be possible to come up during the weekend (it was Friday when this conversation took place). She said she wasn't sure if Frank was conducting auditions during the weekend but someone would get back to me if he did. I hung up, and suddenly felt really stupid about what I'd just done - there was a very real possibility that I had blown my chance (what if another guy got an audition before me and got the gig?), but tried to comfort myself with the thought that I had done right by my band. (Later my band would inform me that I was an idiot to not take the audition that night, and they were very right.) Marty and I arrived at the Moonglow that night and despite my misgivings about the day's events I was determined to do right by Huey Lewis that evening. Walking into the club I saw another band's equipment on stage. Huh? I asked the club owner Jim Duncan what was up. Oh, sorry, he'd meant to call me...he decided to hire another band for the evening.

I won't attempt to put into words how I felt then. I can feel rage rising in me now just thinking about it. The worst part was that I couldn't even convey to this cocksucker the magnitude of his sin - he'd never heard of Frank Zappa. Marty had to physically sit me down and try to cool me out. I think I downed a few beers in succession and managed to drown my misery to the point that I could vacate the premises without tearing anybody's fucking head off. We went home and I endured a very miserable night...with the promise of an even more miserable weekend (this was Friday night...the PUMPKIN office was closed and would be until Monday morning and I had no other number to call).

The next day I was alone in the house staring at the phone until it rang. I said hello and was asked by a woman if I would hold for Frank Zappa. I suggested that this was a definite possibility. Frank got on a few seconds later, genially introduced himself and got to the point.

"I understand you know everything I've done." (Hmm, a slight exaggeration...how should I deal with this?) "I'm familiar with all of it, yes."
"Do you have any idea how many songs that is?"
"Yeah, they're all in the other room."
"I don't believe you. Get your ass up here and prove it."
I suggested that this was a definite possibility.

Frank gave me a list of some of the tunes the band was soon to rehearse (I still have the titles scrawled in a lyric book within which I was writing a song called "Targetland" when the phone rang). He said I should come up that evening for an audition, prepared to play "What's New In Baltimore?" and "Sinister Footwear II". I can't remember why now, but I didn't have access to a car right then, and Viv wasn't around for some reason. I got in touch with Marty and made plans for him to drive me up. Then I frantically learned those two tunes - utter bears, both of them - and got them to a respectable level of playability ("Sinister" I'd messed about with a few years earlier and promptly forgot, "Baltimore" I'd never played before).

Marty drove me up to LA and I practiced the tunes, and every other FZ song I could think of, in the back seat. I remember sweating over a couple of notes in "Little House I Used To Live In" - Marty noticed my building panic and said I was as prepared as I was going to be, and Frank would either realize it or not. Lurching into a frenzy at this point wasn't going to help me at all. I recognized this for the sage advice it was and calmed greatly, although I kept playing. We even stopped for burgers.

We had more trouble finding the rehearsal studio than we should have and I began to worry that Frank might leave before our arrival, but this was not the case. The rehearsal space was enormous (formerly part of Francis Coppola's Zoetrope Studios) and occupied only by my brother and myself, Bob Rice, Bruce Fowler (just leaving) and FZ. Since I'd been playing the guitar in the back seat I didn't bother to put it in its case. Frank's first words to me were "nice case". (I realize I've told this story a billion times and many of you may not want to read it again but I wanted to get every last detail out of my head and onto this page before I disintegrate.) Bob Rice was playing a Synclavier sequence of "The Black Page # 1"; I plugged into Ike Willis' rig and chumped along with it. Frank was not horrified. He asked to hear the two songs he'd mentioned on the phone and I chumped through those as well (playing the post-solo melody in "Sinister" with no backing for its composer is daunting. Understand also...I still consider myself a babe in the woods in a lot of ways when it comes to theory, and I've come a long way in seven years. Back then when I learned a Zappa melody I was going completely by feel; I didn't break it down and figure out that "this is a septuplet over two beats followed by a triplet followed by a quintuplet with the second and fourth notes missing" or whatever...in other words I was faking my way through it. This became dreadfully apparent, to me at least, when I started rehearsing with the full band and had to get my shit together in a hurry. But, going one-on-one with Frank at the audition, somehow my inexperience was not a hindrance. I lucked out).

Then Frank wanted to test my repertoire comprehension and started suggesting random song titles. The ones I remember now are "Cheepnis", "We're Turning Again" and "Studebacher Hoch". I presented presentable versions of each. We harmonized, vocally, on a couple of things (he liked the blend but was a little concerned about the "shaky" quality of my voice, which I assured him was pretty much unique to this event) and he made me try to sing "he could be a dog or a frog or a lesbian queen" to watch me struggle through the leaping fourths. He put a chord chart for "Yo Cats" up and I failed miserably, which he acknowledged.

He asked if I knew "G-Spot Tornado" on guitar. I didn't but I had learned "Night School", so he had Bob Rice get the Synclavier printout of the score to read along as I played the melody. When I got done one of the famous eyebrows rose heavenward. "There was only wrong note". I started feeling really good around this time.

Then he set out the music for "Strictly Genteel" on top of a DX-7 and asked me to play the piano part. I couldn't sight read worth a damn, still can't, so I squinted at the page and played it by ear. Now I've heard interviews where Frank says he's gotten incensed at auditioners who pretended to read, but I must have done a reasonable job because even when I copped to doing exactly that, Frank was visibly amused rather than offended. And at this point he shook my hand, said I was a remarkable musician, and that I'd best return for the rehearsal on Monday - so "the rest of the band can witness your particular splendor".

Marty and I did a lot of screaming in the car on the way home.

The best part was when we got home and I checked my answering machine, finding three successive messages from Jim Duncan, the owner of the Moonglow (the club that had nearly ruined my life the night before). Drop Control was booked to play there again on Saturday but I of course blew it off when Frank called for the audition. Here's an approximation of the three messages:
"[Beep] Hi, Mike, it's Jim Duncan at the Moonglow. It's about an hour before showtime and I was kind of wondering where you guys were. I'm sure there's no problem - I'll see you when you get here."
"[Beep] Mike, Jim Duncan again. You were supposed to start playing five minutes ago. I hope everything's OK, see you when you get here."
"[Beep] Mike, it's Jim. I'm sorry it had to come to this. Obviously there was some misunderstanding. I'm sorry. Goodbye."

I could not POSSIBLY have been happier to hear those messages.

Frank Zappa


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