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kevin crosby: myriad things with strings, sequencing, sound effects, narration
prarie prince: drums
rupert kettle: many stringed instruments
juliana brandon: vocals
alli bach: vocals, harmonica
rob morgan: vocals, kazoo
baby cheevers (aka joey kline): vocals
ted clifford: fake banjo, melodica
kurt silver: trombone, sequencing
jimmy thomas: electric guitar
bruce laven: piano
mick zeuner: 12 and 6 string acoustic guitar
rob mitchell: drum rendering

all compositions by frank zappa

01 variant #1
02 let's make the water turn black
03 lumpy gravy
04 idiot bastard son
05 my guitar wants to kill your mama
06 pygmy twylyte
07 555
08 dirty love
09 orange county lumber truck
10 oh no
11 holiday in berlin
12 centerville
13 america drinks / bow tie daddy