Freak Out!

Recorded at TTG Studios in Hollywood and released by Verve with Tom Wilson as producer. The Mothers were Zappa, Ray Collins, Jimmy Carl Black, Roy Estrada and Elliot Ingber, joined by a group credited as the Mothers' Auxiliary: session players including Gene Estes, Carol Kaye, Mac Rebennack, Neil LeVang, Eugene Di Novi and Les McCann, with Paul Butterfield, Kim Fowley and Jeannie Vassoir contributing vocals. Zappa wrote the arrangements, and some of the session musicians were surprised to be expected to read charts with Zappa conducting. The first session, on 9 March, included Any Way the Wind Blows, Hungry Freaks, Daddy, Who Are the Brain Police? and You're Probably Wondering Why I'm Here.

Zappa wrote in The Real Frank Zappa Book that each tune had a function within an overall satirical concept. The back cover carried a letter from Suzy Creamcheese, a fictional character. In a radio interview Zappa described The Return of the Son of Monster Magnet as an unfinished piece: the percussion track was meant as the foundation for a more complex work, and the studio time to finish it was not approved.

The album reached 130 on the Billboard chart and was not a critical success in the United States at first, but it gained a cult following. Uncut described it as a collection of dark, satirical rock music, and Collins told the magazine he thought it was Zappa's best. It received the Grammy Hall of Fame Award in 1999.