Brown Shoes Don't Make It

The title comes from a 1966 Time report by Hugh Sidey that President Lyndon Johnson wore brown shoes with a gray suit before flying to Vietnam. Zappa wrote the song in April 1966 on a trip to Honolulu, where the Mothers played a week at a club called Da Swamp. It starts as an attack on suburban American society, television, greed and conformity. The music moves through blues rock, modernist classical, psychedelic rock, vaudeville and jazz, in 22 sections. Zappa said the opening was inspired by Lightnin' Slim's Have Your Way.

It was recorded at TTG on the evening of 18 November 1966. Don Ellis played trumpet, joined by violins, a viola, a cello and a contrabass clarinet, and Don Preston plays a homemade synthesizer, one of the earliest on a rock record. Zappa told Keyboard in 1987 that in the middle of the song a rigorous 12-tone string quartet plays in the background. In 1967 he described the song as being about the people who make the laws, and said the restrictions on the young come from their own hidden sexual frustrations. AllMusic called it Zappa's first real masterpiece. Live versions appear on Tinsel Town Rebellion and Road Tapes, Venue 2.