Civilization Phaze III

Released: December 1994


  1. “This Is Phaze III”
  2. Put A Motor In Yourself
  3. “Oh-Umm”
  4. They Made Me Eat It
  5. Reagan At Bitburg
  6. “A Very Nice Body”
  7. Navanax
  8. “How The Pigs’ Music Works”
  9. Xmas Values
  10. “Dark Water!”
  11. Amnerika
  12. “Have You Heard Their Band?”
  13. Religious Superstition
  14. “Saliva Can Only Take So Much”
  15. Buffalo Voice
  16. “Someplace Else Right Now”
  17. Get A Life
  18. “A Kayak (On Snow)”
  19. N-Lite


  1. “I Wish Motorhead Would Come Back”
  2. Secular Humanism
  3. “Attack! Attack! Attack!”
  4. I Was In A Drum
  5. “A Different Octave”
  6. “This Ain’t CNN”
  7. “The Pigs’ Music”
  8. A Pig With Wings
  9. “This Is All Wrong”
  10. Hot & Putrid
  11. “Flowing Inside-Out”
  12. “I Had A Dream About That”
  13. Gross Man
  14. “A Tunnel Into Muck”
  15. Why Not?
  16. “Put A Little Motor In ‘Em”
  17. “You’re Just Insultin’ Me, Aren’t You!”
  18. “Cold Light Generation”
  19. Dio Fa
  20. “That Would Be The End Of That”
  21. Beat The Reaper
  22. Waffenspiel

1967 VOICES: Spider Barbour, All-Night John, Frank Zappa, Euclid James, “Motorhead” Sherwood [a.k.a. Larry Fanoga], Roy Estrada, Louis “The Turkey” Cuneo, Monica, Gilly Townley, Unknown Girl #1, Unknown Girl #2
1991 VOICES: Moon Unit Zappa, Michael Rappaport, Ali N. Askin, Catherine Milliken, Walt Fowler, Todd Yvega, Michael Svoboda, Michael Gross, William Formann, Uwe Dierksen, Stefan Dohr, Daryl Smith, Franck Ollu, Hermann Kretzschmar, Dweezil Zappa
+ The Ensemble Modern

10 thoughts on “Civilization Phaze III”

  1. Zappa’s final masterpiece (so far!)

    This 2-CD work is a godamn monolith, so set aside an afternoon and dive in. Spoken-word segments from the Lumpy Gravy sessions alternate with complex, stunning Synclavier compositions. The dialogue may irritate some, but Zappa presents the music and dialogue as an integrated “opera-pantomime”, which, if it ever gets performed, ends with the audience being sprayed with a toxic substance.

    Unlike earlier albums like Jazz From Hell, Zappa’s Synclavier sounds full and lush, using samples recorded from the Ensemble Modern. There is also some music played live by the Ensemble, which blends perfectly with the Synclavier stuff.

    The album actually ends on a contemplative note. After the restless cartoony jumpcuts of his career, this is unusual for Zappa and, as this was his final statement, very poignant.

    (And here’s some toxic spray in your eyes…!)

  2. I had to get this one via Barfko-Swill, and I don’t regret a single cent. Bringing LG to a close (or full vicious circle), the first disc is a real treat with ‘Amnerika’ in its full version. Ever since THING-FISH, ‘Amnerika’ has been a craving for myself (and I’m sure I’m not alone). The second disc is great, especially with ‘Beat The Reaper’ and ‘Waffenspiel.’ ‘N-Lite’ will remain a personal favourite. A final note, ‘Waffenspiel’ translates literally into ‘Weapons game’ from German.

  3. Ehmm… very hard music! I can say only this: This music is so, so genius, that I cant even understand it!

  4. One of my favourites.
    Zappa really changed the way he played the synclavier since Jazz From Hell. His playing here is warm, band/orchestra like. Almost a live feel to it.
    The ‘story’ in the booklet (it’s absolutely impossible to follow the story based on the conversations alone) is funny and distressing at the same time, like his best social commentary always was.
    I think Dio Fa is one of his best instrumental pieces ever. The Tibetan monks make the feel eery, an emotion unlike almost any other Zappa pieces.
    N-Lite is a 20 minute answer to Aybe Sea of Brunt Weeny Sandwich. Pompous and intimate moments swirl around each other. A nice introduction for the people who find this album hard to get into.

  5. My favourite Zappa album. Every listen blows me away. I realise CPIII is not in everyones taste, including hardcore FZ fans, but this is the most incredible music I have ever heard. I have Zappas complete discography, and CPIII is just something unique within it. A masterpiece.

  6. Un año tratando de entender este disco y aun no lo logro por completo, las piezas de synclavier son espectaculares pero extrañas

  7. I understand that people may feel that this NEEDS to be a masterpiece because it is Zappa’s epitaph (of sorts). It is unique and haunting, the death motif is understated in all compositions (there is a sense of darkness with notes being light) as well the voices talking nonsense and being unrelated and confused comes off as very Sam Beckett, blindly wallowing in the darkness, a strange a terrifying metaphor for America in the future. Which I believe is what the piece is about, how uncertain and toxic our future is becoming. The music is intense, Frank could feel death on him and fills every second with such intense music and a thousand ideas all happening at once. People complained that Jazz has a sterilized sound, the synclavier here has a thicker, rubbery sound- this may be his most ‘textured’ work in this regard.
    A note on the ‘pesticide’ ending, there are conspiracy theorists who say that the exhaust that comes out of planes (that white line) is far too long than what it should be. The theory goes is that they are actually letting loose a cancerous chemical agent, why? Population control- for further reading, look up The New World Order, Bohemian Grove, The North American Union, Laboratory AIDS and understand that a smaller population can be easily controlled. Also check out Cathy O’Brien, then listen to the album again. Like HST, he left us a roadmap to the future OR like the end of a book, a For Further Reading list.
    But as far as the music goes, the talking is annoying for those who want to get into the music- the sound of the people are interesting in juxtoposition to the compositions. It may be his most challenging music and it rewards repeating listening.

  8. GULP. Umm, heck, this really almost defies a coherent review or critique.

    Zappa’s dedication to expanding his musical strength via the Synclavier brings us this hilarious & horrifying epic … thing.

    NO COMMERCIAL POTENTIAL – but oh what sweet strange chops are these, some quite post-human indeed.

    Whoa – just listen to that Piano growing, huh?

    The cool hip kids may know that this’s a sequel for LUMPY GRAVY – but this shouldn’t dissuade any fans of the esoteric or lovers of the unique from getting it – this here BIZARRE confection of digital gratification stands very VERY well on its own.

    I’m very excited to finally clench my tentacle around some exotic matter from one of the most audacious & majestic entertainment fuckups of the last century: D I O F A ! ! ! ! !

    ( Sigh … it would’ve been the weirdest 1/2-time show in sports history! )

    N-Lite : Jazz From Purgatory? No, surely can’t be that – I hear the whole bejeezly realm’s just been abolished in favour of a gift-shop or some such … wild, just flat out bloody wild – a non-trivial mark of his merit as a composer that he took more than 20 years to produce it ( & may never have, without the extra technological muscle of a Synclavier & the money to acquire it ). Another of those wonders like Mo&Herb’s Vacation that takes a LOT of time & focus to “get” – this is very exciting to just have freshly glommed, if you’re a Freak like moi.

    Quite endearing rivulets of audio noise in Beat the Reaper: good goshkins, it’s the great-grand-daughter of Monster Magnet, & she’s got PMS!

    Worth noting that in the absence of the (oh sweet Cthulhu how I do so pity their stressed-out tired ass) producer obtaining some sort of signed waiver/release from their audience, the “thought-provoking Broadway symbolism” this ends with would be a criminal act.

    Hey, I guess it really won’t help much to point out that the “silly words” actually are a component of the composition, not interludes within it – or that they truly do contain Very Important Clues, relating to fun stuff like quantum theory & social entropy … so I will.

    That ending which several nice folks hither & yon seem to find so peaceful & moving … er, that’s the scariest track, kids. Listen again … anybody that finds a firefight meditative or peaceful must needs go hither for to seek an ear doctor, or a shrink … it can only’ve gotten “peaceful” once enough of one “team” or t’other has been smoked – or has fled for dear life out of hearing range … & for my 2-bit’s-worth, that’s NOT Evelyn at the end, it’s a Watchdog – & he/she is very upset.

    I got this via my local friendly-fun music barn & thus paid waaaay too much … & am glad to’ve done so. Coming from a parsimonious git such as I, THAT is high praise indeed.

  9. I want to deeply compliment the reviewers who posted before me on this essential work. Like “Thing Fish”, I think it will again be a very long time before Zappa folks get their heads around this one. It is VERY dense, both in musical texture, as well as Conceptual Continuity. I couldn’t agree more with the previous reviewers, and everything they said is right on the money. There is definitely the “fear for our future” theme running throughout, and once again I challenge all those Frank Zappa haters out there who often hurl the critique that Frank created cold, calculating, un-soulful music that is just technically knuckle-breaking. If everyone bothers to listen as deeply as well as psychologically as possible, one begins to notice that EVERYTHING Frank released is nothing less than a HUGE body of work filled with LOVE for the whole HUMAN RACE. Yep, I said LOVE. Remember the line that Frank added when he controversially re-released “We’re Only In It For the Money”? After the original line about “All of this was the result of some nasty premonitions…”, he added “ALL PREMONITIONS CONTINUING TO COME TRUE”. This is so relevant to “Phaze III” I cannot stress it enough.

    I also agree that the fidelity and sound quality of the synclavier pieces on this release is far superior to that on “Jazz From Hell” and “Meets the Mothers of Prevention”.

    Now here is the one point where I take difference with the above reviews: the “spoken word segments” that many feel bog down this work are ESSENTIAL to Zappa’s work, art, Conceptual Continuity, whatever you want to call it. What amazed me is just how many spoken parts re-repeat their predecessors on the “Lumpy Gravy” album. I just thought Frank would use OTHER parts of the “piano people” sessions, but there are definitely bits you’ve heard on “Lumpy”.

    I confess that I haven’t yet delved deeply enough into “Phaze III” to try to unravel its most profound points. It’s as thick and complex as Zappa ever was, and not just in note complexity. I understand how so many listeners either want to just declare it a “mastepiece” or disown it as a bunch of stuff that sounds like someone on speed, but no matter what your stance, it is a profoundly significant Zappa work, and one that will be returned to time and time again.

  10. I think this may be Frank’s most accomplished and most rewarding release. Disc one is a masterpiece and a work of immense genius and devilishly mischievious and absurd humor. I really got into this when I had an early morning (pre-dawn) commute to work for a while, as it seems to be from a dream world, and as such, perfectly fit in with that dreamy vibe. This is music that is endlessly interesting due to it’s staggering complexity. But, it being a Zappa album, it is not unlistenable avant garde ‘music concrete’, but instead it is it’s own animal filled with musical choices that only the fearless Frank could have made. It’s also electronic music that doesn’t sound ‘electronic’ at all. I played track one for a friend and the only thing he could say was, “Jesus!” I think that about sums up the best works by Zappa! If you are into his music, you are likely really into it, and if not, it is like music from another planet. To me, this is the highest compliment since I would rather be challenged and entertained than bored. N-Lite is one track that I think i will always be fascinated by…it took four or five listens to even begin to get some semblance of a handle on it, and years and many listens later, it still beguiles and surprises me.

    Disc two has it’s highlights, especially the last two tracks, as mentioned above. They have a power very much unlike anything else Zappa ever put out, if you ask me. The dialog on disc one seems to be mostly from the 1967 and to me is amazingly entertaining and bizarre. These people that he got on tape ad libbing from whatever small cues Frank gave them are just very lucidly absurd, which fits right in with the absurd and slightly sad storyline of the piece. But, much of the dialog on disc two seems to be from the early 90s sessions and theses snippits do not fit in with the piece, to my ears. The speakers are too topical and they spend time bickering about innane things, so the gentle otherworldly absurdity of side one is almost totally lost. So, the transitions into music are more jarring on disc two than on disc one, not to mention there is more talking on this side as well. Another nitpick I have with disc two is that the talking is more integrated into the pieces so it is hard if not impossible to avoid them and to focus only on the music by skipping tracks.

    But, the music is very rewarding, if one can deal with all the above baggage. I for one, though, will most likely always play disc one more, as a matter of taste. Hopefully this will not scare anyone away from dropping some cash to buy this puppy because it is truly one of the best of the best in the Zappa catalogue (I’d put it in the same company as The Yellow Shark, Hot Rats, YCDTOSA Vol. 2 The Helsinki Concert ’74, One Size Fits All, Lumpy Gravy and Waka/Jawaka, which are some truly incredible discs).

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