Album Reviews

Mike Mettler:That’s right folks, don’t touch that dial — it’s another tag-team album review, just in time for that last-minute holiday push. This time around, similar to how we co-reviewed the 2LP 40th anniversary edition of the soundtrack to Talking Heads seminal 1983-shot and 1984-released concert film Stop Making Sense back in August, we’re officially upping the ante to have myself, Mark Smotroff, and Ken Micallef combine forces to do a three-man review of the 50th anniversary 180g AAA 2LP 45rpm edition of Frank Zappa’s top-shelf September 1973 release, Over-Nite Sensation, an album this AP reviewing triumvirate collectively regard with great affinity.

All three of us obtained the core 2LP ONS set individually (SRP: $59.99), and then I bit the bullet and subsequently bought the expanded 3LP splatter-vinyl version (SRP: $79.98) direct from the artist’s official site, Zappa.com, so I’ll be adding my solo comments on that limited-edition set — which contains a full disc of bonus material — a bit later on in the review.

For now, I’m going to let Mark get the nitty-gritties of our troika combo-platter Over-Nite Sensation review underway, and then both Ken and I will chime in with additional thoughts and analysis along the way. Over to you, brother Mark!

Mark Smotroff: Thanks, Mike. For the 50th anniversary of Frank Zappa’s legendary, iconic, and top-selling 1973 hit LP Over-Nite Sensation, UMe, working in conjunction with the Zappa estate, have pulled out all the stops. Not only did they issue a super deluxe 4CD/1BD box set with a multitude of outtakes and live tracks in tow, they’ve also served up an excellent new 180g AAA 2LP 45rpm version of the album and a limited-edition 3LP set, with that third LP featuring much bonus material. We’ll tackle both of those analog-only LP editions here today in a round-robin way, as Mike noted at the outset.

Over-Nite Sensation was a very important album for Frank Zappa, as it proved to be both a turning point in his career musically, sonically, and commercially. Reaching No. 32 on the album charts, ONS set the stage for his next album, March 1974’s Apostrophe(’), to become a Top 10 hit.

Much of the music Zappa unveiled on Over-Nite Sensation became instant classics with his fanbase, and the LP has remained in print pretty much continually ever since. Many of the songs on this album also stayed in Zappa’s live performance setlist throughout the remainder of his performing career (sadly cut short with his untimely passing at only age 52 in December 1993). ONS is the home for now-classic tracks such as “Montana,” “I’m the Slime,” and “Camarillo Brillo,” just to name a few.
Mettler: I’m going to jump in here and posit that every track on ONS is a classic, so let’s add upfront props to the album’s other four tracks, “Dirty Love,” “Fifty-Fifty,” “Zomby Woof,” and “Dinah-Moe Humm.” Ken, just how impactful has Over-Nite sensation been to your ears over the years?
Ken Micallef: My feeling is, not before or since Over-Nite Sensation has one musician combined dense, rock-oriented arrangements rife with odd meters, odd note groupings, and a high level of performance difficulty executed by brilliant musicians, with lyrics that ran the gamut from copulatory mirth to deft social commentary — all of it done with a wink and a smile.

By the way, in the early 1990s, I interviewed Zappa for Cashbox magazine. In conversation, Zappa was equally profound and hilarious — just like his music.
Mettler: Oh yeah? Well, you’ll have to send me that interview, Ken, because I’d love to read it. I met Zappa once in New York myself circa 1989, when he was doing a book signing in Greenwich Village for The Real Frank Zappa Book. Remind me to tell you sometime what he said to me after I told him that, at the time, I was an editor working at a classical music magazine called Musical America. Anyway, Mark, back to you. What’s the scoop on the ONS specs?

Smotroff: The vinyl DNA within this release is certainly very promising. From the official press release, we learn, “Over-Nite Sensation is available on 2LP 180-gram black audiophile vinyl with the album cut at 45rpm for the first time ever from the original analog tape by Chris Bellman at Bernie Grundman Mastering in 2023.” The new 2LP edition of ONS was pressed at Optimal in Germany, and both discs in my copy of it were thick, dark, well-centered, and quiet. How about yours, Mike?
Mettler: The discs in my 2LP set also reflected those key characteristics, Mark, and mostly ditto with the 3LP splatter-vinyl version — albeit with a slight caveat or two I’ll get into later. Also, to reinforce what you cited above from the press release, I’d like to quote FZ Vaultmeister Joe Travers here about the source material, as he confirmed the following info in the portion of the ONS liner notes he wrote: “In 2012, the original master tape was used to remaster the album to its 1973 sonic glory by mastering legend Bob Ludwig for updated digital distribution. It is this version that is featured in the 50th Anniversary edition. For the vinyl edition, we prioritized cutting from the original analog tape with engineer Chris Bellman at Bernie Grundman Mastering, maintaining an all-analog chain for the complete audiophile experience.”

Ken, tell us about the condition of your new ONS LPs, and where you got your copy.
Micallef: I bought my copy of the 2LP 45rpm ONS set directly from Zappa.com, and it arrived in a sturdy cardboard box. Each disc was well-centered and quiet, and the black vinyl of both new LPs were distinctly black and free of any surface marring or other concerns.

Smotroff: Glad to hear we all have excellent copies of the new 2LP ONS to spin. While I have always enjoyed Over-Nite Sensation, I have to admit that, in the back of my mind, I always felt it had a certain unique and curious sound profile distinctly different from other recordings of the day, and even from Zappa’s prior releases. In many ways, Zappa takes an incredibly discretely detailed approach to presenting his new sound here. In particular, the percussion is given almost equal weight to the guitars and vocals — something that, at that time, wasn’t always the case in popular music. There is a lot of super-close-miked-sounding instrumentation on ONS that only helps to create that texture.

As it turns out, when you listen to Over-Nite Sensation chronologically and in context with the albums that followed it — March 1974’s aforementioned Apostrophe(’), the September 1974 2LP live set Roxy & Elsewhere, and June 1975’s One Size Fits All — you realize Frank Zappa was crafting a new overall sound for his music that would continue to evolve throughout the rest of his career.

That flavor of Zappa recording all began here on Over-Nite Sensation. Accordingly, my appreciation for the album has grown over the years in that context, especially as it grew over time. This distinctive profile features very dynamic and discrete panning of instruments enveloped in wildly upfront vocals. Clearly, there was good reason he had named his then-brand-new record label “DiscReet”!

Smotroff: In preparation for this review, I made reference listens to both my original quad and white-label promo LP versions of Over-Nite Sensation (shown above). I have to say that, overall, this new edition makes the music sound much more enjoyable. Now spread out over 2LPs and playing at 45rpm, it has more room to breathe, appearing quite a bit more open while retaining Zappa’s now trademark ultra-present recording aesthetic.
Micallef: First up, I played my original 33 1/3 ONS LP, then I went to my 2013 Pallas pressing — an audiophile’s wet dream, surpassing my original copy by miles in terms of clarity, tonal beauty, and instrumental separation. And then I dug into the new 2LP 45rpm edition, and I’ll detail what I heard on it in a moment.
Mettler: Me, I also pulled out my original 1973 ONS LP (still a good listening experience, if somewhat well-worn and just a smidge surface-noisy in spots) and the 2013 pressing (bleeping great in its 1LP form, to be sure). More comparo comments in a bit, but I have a question for Ken here regarding the 45rpm ONS experience. Since the original single-disc ONS album is now expanded into this 2LP 45rpm set, how do you feel about getting up to change sides more frequently, and are you okay with the now split-side sequencing? Did any of that change your enjoyment of the album at all?
Micallef: While some may balk at the idea of having to get up to change sides of a four-sided 45rpm album release, it’s a small price to pay to enjoy the work of our favorite musicians. If you’re not paying attention, it may seem like a hindrance — but if you’re fully immersed, you can’t wait to flip sides to hear more Zappa reveries in the widened groove and fully informative 45rpm format.

Mettler: I very much agree with that logic, Ken, and I too don’t mind getting up to change sides more often if I’m getting a better listening experience out of it, which I feel is very much the case here. Let’s now get into why we like what we’re hearing of ONS on 45. Frank’s guitar prowess is on full display here, is it not?
Micallef: It is. I’ve never understood, after years of interviewing guitarists for various other publications, how none cited Zappa for his impossibly brilliant but scorchingly soulful guitar playing. His May 1981 3LP set Shut Up ’n Play Yer Guitar may be the final word on that subject, but ONS provides many examples of Zappa’s guitar-mangling brilliance.

Typically playing his trademark Gibson “Baby Snakes” SG with scorched-earth distortion, maniacal wah-wah celebrations, and aggressive and churning, blues-drenched fury, Zappa elicited his panoply of sounds through a tiny Pignose amp for the bulk of ONS, overdriven to burnout mode. I’m surprised the amp didn’t outright melt due to Zappa’s sticky-fingered, energetically delirious plectrum assaults that adorn the album like mad commentary from a, shall we say, soaring-above-it-all Wes Montgomery.
Mettler: That’s one way of putting it, yep! How about your Zappa-on-fretboard thoughts, Mark?
Smotroff: Zappa’s guitar solos generally rip more — and more realistically — on this new 45rpm edition of ONS, at times revealing more amplifier tones and such. Ralph Humphrey’s drums feel more musical than ever, and his extremely dynamic cymbal work is more present. And, of course, the always remarkable vibraphone playing of Ruth Underwood is super-distinctive.

Mettler: Very much agreed, Mark, and I would add that Humphrey’s kick drum on both “I’m the Slime” (LP1, Side One, Track 2) and “Dirty Love” (LP1, Side Two, Track 1) has more in-your-chest impact, and I also got more note-fingering nuance from Jean-Luc Ponty’s violin solo section on “Fifty-Fifty” (LP1, Side Two, Track 2) — not to mention George Duke’s overall keyboard support and Ruth Underwood’s vibes-playing that supplements the female-vocal-led section in the back half of “Montana” (LP2, Side Two, Track 1). Said female vocalists, by the way, are none other than Tina Turner and The Ikettes. (You can find out more about why they’re on the album in the liner notes.)

Micallef: I’d like to say some more about Frank’s guitar work here, if I may. Initially taking it easy, Zappa does a good Don Rich impersonation in the twang and shine of “Camarillo Brillo” (LP1, Side One, Track 1), popping strings and peeling licks like his hero Johnny “Guitar” Watson. And then it gets serious. The gleeful, opening crescendo to “I’m the Slime” gives way to a brief one-bar rest, singed clean by Zappa’s single-note cry on the downbeat of 4 — in turn setting the stage for the song’s majestic verse riffs, offset by a stunning horn accompaniment.

After the first chorus, Zappa lets loose with a solo that recalls a tortured cat fighting a baby seal, his tonal sludge and string bends as hot and greasy as South Carolina asphalt bubbling in the summer heat. The manic, multiple odd-note groupings in the intro of “Zomby Woof” (LP2, Side Three, Track 1), are no match for Zappa’s searing solo that’s replete with odd drones and whammy-bar torture, his fingers flashing across that SG neck in a blur of harmonic brilliance, and its solo ties the song’s various elements together like a demented Merlin. If you ever needed evidence of Zappa’s guitar genius, look no further.

Smotroff: In retrospect, Zappa’s ONS recording style was (and remains) a bit radical and upfront, with almost 3D-flavored vocals popping out of the mix. This certainly helped create a distinctive musical palette for the album, and it is a stylistic choice that also made the most of Zappa’s then-radically changed voice — something that resulted after an insane December 1971 incident where a crazed fan pushed him off the stage in London, and his crushed larynx lowered his vocal range by a third of an octave — and he works with it here almost as a special effect.

Smotroff: This approach certainly benefits guest vocalist Ricky Lancellotti (shown above, in his natural habitat), who takes the lead on two of my favorite tracks on the album: “Fifty-Fifty” and “Zomby Woof.” Lancelotti’s vocals are extremely over the top, yet you can understand every syllable of what he is singing. This is especially important for Zappa’s storytelling within the context of the songs. The lyrics of “Fifty-Fifty” seem to pay homage to and parody of the then-emerging, screaming heavier proto-metal hard-rock movement of that era with the telling lyric, “I figure the odds be fifty-fifty / I just might have something to say.”
Micallef: Speaking of “Zomby Woof,” the 45rpm version of it was pure, total revelation. While it lacked the earth tones of my earlier reference copy, it expanded the mix to much wider, deeper spatial proportions — and when it comes to Zappa’s solo, the dramatically increased density, intricacy, and clarity is a wonder. Every neck slide, string bend, freaky drone, and atonal accent is souped-up and fully realized, penetrating the listener to his (well, my) core. This proved true for the rest of ONS on 45, letting you experience Frank Zappa’s glory and genius like never before.

Smotroff: While I am revisiting these tracks, I can’t help hearing a pre-echo of Zappa’s future, similarly off-the-hook vocalists like latter-day FZ bandmember and drummer Terry Bozzio, whose periodically shredding vocals were featured on later albums like March 1978’s double-live Zappa in New York and March 1979’s 2LP studio set, Sheik Yerbouti.

Interestingly, the new ONS album is mastered a little more quietly than that white-label promo copy I have, but the music opens up nicely as you turn up the volume on your amp. Over-Nite Sensation sounds much more alive on the new 2LP 45rpm edition to me.

Smotroff: Artwise, while this new 50th anniversary version of Over-Nite Sensation doesn’t recreate the old-school cardboard "tip-on" style construction of earlier incarnations, it instead uses a lighter oak-tag board-type construct that allows for direct printing — which, actually, looks real crisp, and overall feels quite great. UMe has also included a bonus fold-out poster of the incredible full cover art by David B. McMacken.
Micallef: As a young artist, I was inspired by McMacken’s ONS cover art, which encouraged similarly deranged artwork for which I received a Scholastic Art Award. Aurally speaking, to this day, ONS thrills and amuses me, as I air-guitar Frank’s solos and sing his lyrics to myself — lyrics like, “Moving to Montana soon / Gonna be a Dental Floss tycoon” — all of which has contributed to a deranged sense of humor only fellow Zappa acolytes understand.
Mettler: I plead the fifth on that — though I will say, “Yes I am.” I should also point out here that, for those who might also want to acquire the 4CD/1BD ONS digital box set, McMacken’s art is used to great effect on the BD’s menu as well as during the Atmos and surround-mix playback of each song, wherein squirming, twisting, and winding cover elements all come to the forefront at, er, interesting and opportune times. Anyway, back to the analog!

Smotroff: Additionally, the album includes a full-size booklet with many wonderful period photos and tape-reel box reproductions, in addition to reflections from the earlier-cited Zappa Vaultmeister Joe Travers, who co-produced this new edition of ONS with Ahmet Zappa. Finally, in full disclosure, the historical-essay section of the liner notes in the big booklet were penned by yours truly! As a lifetime Zappa fan, I was greatly honored to have been asked to do them, and I hope you enjoy the essay when you get to read it.

Mettler: Both Ken and I are in agreement that you did a bang-up job on that essay, Mark. Okay, here are more than a few words (880-ish, give or take) about the 3LP splatter-vinyl edition of ONS. The first two splatter LPs are also at 45rpm, just like they are in the 2LP set. I won’t belabor them here since they essentially mirror the core album’s side-split breakdowns and overall SQ, but I do have to point out that my anti-static cleaner was put to extra-good use on all four of those sides, and I experienced a few tics in the runout grooves on LP1, Sides One and Two both.

At any rate, LP3 is really where my focus is at for this segment of the review. Note that said LP3 is at 33 1/3rpm, so be sure to adjust your playback speed when you cue it up, lest you get the munchkin-Zappa vocal effect upon needle drop. (That’s definitely not an intended effect here, even though Frank varispeeded and manipulated his voice to altering sped-up and/or slowed-down effect all throughout his recording career.)

I was a bit alarmed at first when “Wonderful Wino (Complete Edit)” (LP3, Side Five, Track 1) immediately began skipping, but some crucial record-stabilizer deployment took care of that issue post-haste — and then it was smooth sailing/spinning from there. For one thing, it’s quite interesting to hear how the embryonic, horn-centric, under-four-minutes “Inca Roads (1973 Version, 2023 Mix)” presented here as Side Five, Track 2 showed further development down the line. I’m fairly certain the Zappa team will get around to doing an expanded 50th anniversary edition of the album “Inca Roads” ultimately blossomed into becoming the much-longer lead track for, June 1975’s earlier-referenced One Size Fits All — and here’s also hoping they include other versions of that song when they do.

Meanwhile, Track 4, “For The Young Sophisticate (Dolby EQ Copy),” opens with some blazing Zappa guitar work framing (and soon enough backing) his “dear heart” vocal narrative, ultimately leading to his final, in-the-moment exclamation of “Sick!” as the track ends — and he’s damn right about that.

“I’m the Slime (Single Version)” ends Side Five, with Frank’s lead vocals dead-center and the track itself featuring more of a synthy pulse in the intro. Note how he alters the punch of the final “t” sound at the end of the three subsequent line-ending words “get,” “yet,” and “set.” After flipping over to Side Six, I jumped right ahead to Track 2, “Face Down (“I’m the Slime” Demo),” for an immediate comparison, wherein the demo version has a funkier tang to it and his somewhat froggy lead vocal is now spread wide across the soundstage, evincing a vocal character more akin to some of Frank’s late-’60s Mothers of Invention singing.

Mettler: Yes, I did go back to Track 1 on Side Six, “Montana (Live in Hollywood, 1973),” and zeroed-in on Jean-Luc Ponty’s violin accents (which sometimes took over for a number of the female vocal lines on the studio version that are absent here), George Duke’s organ fills, and the less-frenzied nature of Frank’s guitar solo, compared to how he played it on the studio version on LP2, Side Four, Track 1. Simply sublime.

The last track on Side Six, “Dirty Love (Quad Guitar),” is a bit more sparse and laid-back than the studio version on LP1, Side Two, Track 1. The clearly different, twangy-jazzy guitar solo almost seems like it could have appeared on a Steely Dan LP from this time period — and, like the parenthetical that qualifies its title, it was intended for the quad mix Frank did of the core album that happens to appear on the digital box set after decades of being unavailable. (“She said her stereo was four-way,” indeed — yes, that’s a line from a different ONS song, but still. . .)

My only nitpick subset here for ONS LP3 would be that I would have liked either a) more alternate song choices since the digital box set has so many other semi-completed and/or unreleased live tracks to choose from, and b) expanding more upon that prior thought, I would have gladly paid extra for a multi-LP edition featuring only the bonus material, especially the two of-era live gigs — one from Hollywood (where Side 6’s above-noted “Montana” was culled), the other from Cobo Hall in Detroit. Maybe the Zappa braintrust will see fit to release an even more limited edition ONS set along those lines at some point. (A man can dream, no?)

Mettler: Regardless, yes, I did very much appreciate the aural-oriented consideration of keeping each LP3 side close to 17 minutes long apiece to maintain sonic integrity — but, when you get right down to it, I could also have done with even more alt-Frank on wax (refer back to my point in subset b, directly above).

All that being said, if Over-Nite Sensation is your bag, then ponying up the additional bucks for the 3LP splatter-vinyl set is well worth the coin — especially seeing how, as noted earlier in this review, this 3LP set goes for $79.98 while the 2LP set runs $59.99, so you only wind up paying an extra $20 for that third disc. Won’t need to raise you up too much extra crop of dental floss to cover that nut, methinks. [Update, 01.04.24: Currently, the 3LP ONS splatter vinyl listing on Zappa.com is noted as being “Sold Out,” and, at least as of this update, Discogs has only one copy listed, and available for $150.]

Reety-awrighty — let’s get back to Ken and Mark for the ONS tag-team review wrap-up. Our combined ratings, by the way, are 10 for the Music, and 9 for the Sound.

Micallef: Over-Nite Sensation may very well have been aimed at an audience groomed on soft rock and nascent heavy metal, with an eye towards then-popular jazz fusion and such hirsute rockers as Deep Purple. As a young drummer/percussionist, I was perpetually fascinated by the relaxed-under-pressure drumming of Ralph Humphrey and the percussion complexity/wizardry of mallet genius Ruth Underwood, who seemed entrusted with the most difficult and challenging of Zappa’s musical figures — something she perpetually aced to my slack-jawed wonder. The horn section was also admirable, providing a bit of old-school Woody Herman-meets-Stravinsky accompaniment, and ballast to rhythms and arrangements like none other previously recorded outside of, perhaps, Iannis Xenakis or Edgard Varèse.

In other words, anything was possible on this album, and Zappa trusted his audience to know the real thing when they heard it. And ONS decidedly did not disappoint, combining ear-friendly songs with insane, impossible arrangements performed by a handpicked cast that included studio musicians, renegade classical expatriates, and stone R&B players seemingly on loan from the Ohio Players.
Smotroff: All in all, the new 50th anniversary Over-Nite Sensation 2LP set is a full-on winner. If you like Zappa on vinyl and want a great-sounding version of this album, you’ll no doubt want to get the 180g AAA 45rpm 2LP edition — and, if you’re really into it, then you must also go for the 3LP edition Mike just analyzed a few paragraphs above this one.

If you are new to the Zappaverse, know that many people consider this recording to be the ultimate gateway to appreciating the man’s music. Over-Nite Sensation is a record that achieved a perfect balance of musical brilliance, comic satire, stirring melodicism, cutting-edge production, and general outrageousness, all wrapped up in the guise of radio-ready, progressive-leaning, jazz-infused rock & roll. What’s not to like? To quote a line from an earlier Zappa album cover: “This is a tasty little sucker!”

Author bios: Mike Mettler is the editor of Analog Planet in addition to being the music editor of our sister site Sound & Vision, and he’s also a contributing music editor to one of our other sister sites, Stereophile.

Mark Smotroff is an avid vinyl collector who has also worked in marketing communications for decades. He has reviewed music for AudiophileReview.com, among others, and you can see more of his impressive C.V. at LinkedIn.

Former musician, former artist, and former legal wastrel Ken Micallef has written numerous hi-fi equipment reviews for Stereophile and Analog Planet, and his byline has also appeared within Mojo, Electronic Musician, and The Grammys. You can also find him at YouTube (Ken Micallef Jazz Vinyl Audiophile).

FRANK ZAPPA
OVER-NITE SENSATION – 50TH ANNIVERSARY EDITIONS
(Zappa Records/UMe)

180g 2LP – 45 RPM VINYL EDITION

LP One – Side 1
1. Camarillo Brillo
2. I’m The Slime

LP One – Side 2
1. Dirty Love
2. Fifty-Fifty

LP Two – Side 3
1. Zomby Woof
2. Dinah-Moe Humm

LP Two – Side 4
1. Montana

180g 3LP DELUXE EDITION

Over-Nite Sensation – The Album
LP One – Side 1 (45rpm)
1. Camarillo Brillo
2. I’m The Slime

LP One – Side 2 (45rpm)
1. Dirty Love
2. Fifty-Fifty

LP Two – Side 3 (45rpm)
1. Zomby Woof
2. Dinah-Moe Humm

LP Two – Side 4 (45rpm)
1. Montana

Vault Sensations
LP Three – Side 5 (33-1/3rpm)
1. Wonderful Wino (Complete Edit)*
2. Inca Roads (1973 Version, 2023 Mix)*
3. RDNZL (1973 Mix)*
4. For The Young Sophisticate (Dolby EQ Copy)
5. I’m The Slime (Single Version)

LP Three – Side 6 (33-1/3rpm)
1. Montana (Live in Hollywood, California – March 23, 1973)*
2. Face Down (I’m The Slime Demo)*
3. Camarillo Brillo (Alternate Mix)*
4. Dirty Love (With Quad Guitar)*

* Previously unreleased