Yes, new You Are What You Is and Tinsel-Town Rebellion masters were released on Rykodisc in 1998, packaged identically to the not so popular earlier (1995) CDs, and the Zappa Patio tried to offer advise on how to tell the old from the new by looking at - not listening to - the discs. 
   The advice focused on "matrix numbers", the little numbers around the rim of the hole in the disc (so known since the LP era).
   But soon, people started mailing in exceptions to every rule about these matrix numbers. It has now reached a point where the only method we can recommend is listening to the discs, and so we have removed all references to matrix numbers from the page.

Tinsel-Town Rebellion

What to Get: The 2012 CD.

Summary: There are a lot of small variations, many of which deal with between-track segues. Ground rules: all CDs that post-dated the EMI version and that pre-dated the 1998 "secret remaster" sucked, having major audio glitches throughout. The EMI matches the LP, but is missing a between-track segue; the 1998 CD sounds good, but crossfades several songs; and the 2012 CD matches the LP, and also sounds really good.

ESSENTIAL VERSIONS FOR COMPLETISTS: The 2012 remaster, on UMe, sounds great and doesn't have any of the added crossfades that were on the 1998 release. The earlier versions may be compelling to collectors who want those fades. [completist's guide]


  • Original vinyl (Barking Pumpkin PW2-37336 in the US, CBS 88516 in the UK (test pressings are also in circulation), May 17 1981; on CBS in the Netherlands too)
  • Canadian vinyl (Epic Records PW 37336/37337, gatefold with two identical colour picture sleeves advertising Shut Up & Play Yer Guitar)
  • Australian promo vinyl (CBS S2BP 220239, white label)
  • Greek vinyl
  • Japanese vinyl (CBS/Sony 40AP 2082-3)
  • Cassette (CBS 40-88516)
  • 8-track
  • UK re-issue (EMI EN 5002)
  • Digitally remastered European vinyl re-issue (EMI 1C 2LP 164 26 0808 3)
  • EMI CD (EMI CDP 790077 2, UK only, April 1987)
  • IRS 970.726 CD (?)
  • Original Ryko CD (Ryko RCD 40166, US only, May 1990)
  • Zappa Records CD (CDZAP 26, UK only, May or June 1990)
  • Australian CD (Ryko D30379, 1990)
  • Original Japanese CD (VACK 5041)
  • Russian CD (JPCD 9712672 DORA)
  • 1995 CD (Ryko RCD 10532, May 2 1995; VACK 5129 in Japan, renumbered 5264 in 1998)
  • Remastered 1998 CD (Ryko RCD 10532)
  • Japanese paper-sleeve CD (Ryko/VACK 1241, May 29 2002 - colour inner sleeve with Shut Up & Play Yer Guitar ad)
  • 2012 UMe CD (Zappa Records ZR 3862 September 25, 2012)

And on the weird side, parts of this album seem to have been issued in Poland as a set of flexi-disc postcards.

No Relation to LÄTHER

The only song that appears both on the Läther album and on Tinsel-Town Rebellion is "For the Young Sophisticate", and they are two different recordings. [full Läther walkthrough by Zoot]

Track Titles

On the EMI CD: "Panty Rap" is "Party Rap" (on the back of the CD and "on" the booklet, but not on the lyric sheet) and "Peaches III" is "Peaches 111". "Tinsel Town Rebellion" is written as three words everywhere (except on the cover logo) except on the Russian CD and EMI CD

Digitally Remastered European Vinyl Re-Issue

From Alfonzo:

The Tinsel-Town Rebellion album I have is a double-vinyl digitally remastered one. At the top of the cover is printed, in  white letters on black, "Digitally Remastered". The label is EMI with the number 1C 164-26 0808 1A/B, which has sides 1 and 2, and 1C 164-26 0809 1A/B, with the sides 3 and 4, and is made in the EEC. The cover has number 1C 2LP 164 26 0808 3 with a bar code also numbered 5099926080833. It has the colorful Barking Pumpkin Records logo on the back cover and says in the right corner "printed in Holland by EMI Services Benelux B.V. Uden".


This version was kind of unique, and there are two points of view on it. First, the point of view that it is not very good, from Mark Edmonds:

[EMI] totally screwed Tinsel-Town Rebellion with a horrendous and hideous cut which surely had nothing to do with Zappa. On side 1 at the end of "Easy Meat" the music should be continuous into "For the Young Sophisticate" but some hack at EMI decided to cut it right at the end of "Easy Meat" and then let the sound decay with an obvious fake studio reverb. About 5 seconds later, the descending triplets of "For the Young Sophisticate" come in. Of course, the fade-outs between the LP sides are included in the CD. Not the worst CD transfer I have (Hawkwind's Sonic Attack takes that accolade) but still a pretty botched effort.

Then, the opposite point of view, from David G.:

I just got this CD today. After having read all the nasty things everyone seems to want to say about it, I was convinced that this was the one "bad" EMI transfers (nearly all of the other ones, meanwhile, seem to show up as the "desirable" versions of the albums in question).

Frankly, I couldn't disagree more. Using Nugneant's list, I AB'd this disc against both my Russian version and my '95 version (which are, for all intents and purposes, basically the same). Surprise, surprise! The EMI one is generally more listenable as a whole, having that nice "blatantly mastered for LP" sound to it. "Fine Girl" still sounds a bit tinny, but not nearly as tinny (of course, nothing comes close to Crush All Boxes).

"Easy Meat" surprised me, though. That odd vocal phasing in the first verse that is present in the newer CDs is absent on the EMI CD. It sounds FINE. The similar examples cited (the weird-sounding intro to "Ain't Got No Heart") also sounded much, much better on the EMI CD. Obviously, we have another Sheik Yerbouti/You Are What You Is-like situation, here; SOMETHING was screwed in the later masters.

Oh, and regarding that "cut" that is made in "Easy Meat". To me, it sounds like the NEWER CDs are edited, not the old one. Lemme explain. On my Russian CD, "Easy Meat" ends with the word "Meat!" and then segues quickly into "For the Young Sophisticate". The thing is, you can HEAR THE BEGINNING of that "Fake studio echo" right before it finishes seguing. All it sounds like on the EMI CD is that the quick edit to "Sophisticate" was not made, leaving the song to end with that "cheesy echo" (which, might I add, is not NEARLY as bad as, say, the cheesy echo which finishes the vinyl stereo "Hungry Freaks" on Freak Out!) and one extra drum hit that is inaudible on the other CDs. "For the Young Sophisticate" then starts. On the VINYL, the segue is like the '95 and Russian CDs, but better; "Easy Meat" ends, there's a little hint of the fake reverb, and then the extra snare hit leads into "For the Young Sophisticate". Confusing? Yes.

This CD clocks in at 68:32, compared to 67:29 for the Zappa Records and Ryko CDs.

Russian CD

From David G.:

I just received this CD, as I was curious as to what variances it has. It seems to be a copy of the Ryko CDs and not the EMIs (it's 67:25, but I can't tell which CD it's a copy of: the '95 ones or earlier). The outside case is pretty much identical to the standard versions, except for the "spine art" (which instead of the usual Ryko type, has "FRANK ZAPPA - TINSELTOWN REBELLION in a slightly odd font). Indeed, Ryko is mentioned NOWHERE on the package, and there's an absence of a catalogue number as well. Odd. The back of the package looks like normal, except for a medium-sized doo-dad in Russian that I can't read (not being Russian). There's also a "P and C 1981" (P and C being in circles) that could mean ANYTHING.

The disc itself is actually quite spiffy ... black background with "FRANK ZAPPA" and a few other tings emblazoned on it. Nice. I have no idea if this is a pirate or official, but it sure LOOKS nice. (Ed: It's likely to be a pirate. I'm sure this shocks no-one.)

Pre-1998 Non-EMI CDs

  • Original Ryko CD (Ryko RCD 40166)
  • Zappa Records CD (CDZAP 26)
  • 1995 CD (Ryko RCD 10532)

These CDs all have some slight sound quality problems. From Nugneant:

Now that I'm finally getting the chance to hear this thing through headphones, I'm shocked to hear remnants of the terrible, terrible phasing effects that plague You Are What You Is. Certainly, nothing is quite as bad as "Mudd Club" or "Jumbo, Go Away", but something weird is going on - it's not just the live tracks; "Fine Girl" has the same shit too - possibly even WORSE than the live ones. 

For some particularly offensive examples:

  • Track 1, "Fine Girl" - the cymbals in general have a weird tinniness, much like You Are What You Is ... 00:20, for instance ... check the backing vocals out too, like around 00:49.
  • Track 2, "Easy Meat" - check out the phasing/drop-outs in the vocals from 00:15-00:20 ... the weird drowned-out cymbals from approximately 00:20-00:50 ...
  • Track 3, "For the Young Sophisticate" - cymbals again, around 00:12 ...
  • Track 4, "Love of My Life" - vocal overkill around 01:45.
  • Track 5, "Ain't Got No Heart" - the intro sounds kinda weird, and the backing horns around 00:12 kinda seem crushed.

(etc etc etc, let's skip to a track I really enjoy listening to, like ...)

  • Track 14, "Brown Shoes Don't Make It" - right when the vocals come in (00:08), there's a weird drop-out ... the drums around 00:41 ... all of these weird volume swells ... the vocals around 01:07 are perhaps the single most obvious example ... okay, I'm getting redundant, my point is proven.

I don't have the vinyl - is this just the CD (much like You Are What You Is), or was this album doomed from the start?

From Zappa Fans United in Righteousness:

The same problems are also present on the Zappa Records CD.

From Michael Gula:

Having the EMI version and the vinyl, I can hear a definite problem with the standard version. But I don't notice it if it's just playing in the background; only when I'm listening closely. But ALL versions are screwed up in the pitch department. They all sound slightly sharp, which really screws me up if I'm trying to transcribe something from it.

From PBuzby:

The "FZ 25" Ryko 1990 version of Tinseltown has the applause endings of For The Young Sophisticate and Pick Me I'm Clean edited out, IMO a good decision.

1995 CDs

Official Ryko statement: "New master. New timing sheet. Restored artwork. Sounds brighter than first Rykodisc CD." (???) [full statement]

Mikael Agardsson has compared the 1995 CD to the Barking Pumpkin PW2 37336 vinyl:

  • "For the Young Sophisticate" is 03:13 on the vinyl and 02:36 on the CD. The applause after the song has been completely deleted from the CD.
  • "Pick Me, I'm Clean" is 05:37 on the vinyl and 05:00 on the CD. It's the same deal, the applause has been edited out.
  • The lyrics (on the inner LP spread) have nine little illustrations in green, yellow and blue tone. In the CD package, these pictures are all printed in black and white. The lyrics were printed on the LP on a light orange background; on the CD, the background is white.
  • On the LP, record one has sides 1 and 4, and record two has sides 2 and 3.

From David G.:

I'd like to note that contrary to popular belief, the version of "Fine Girl" on Strictly Commercial does, in fact, have the same glitches as on the stock, 1995 Tinseltown Rebellion CD.


A fantastically funny misprint was auctioned off by "assneck" on ebay in April 2000:

Everything about this CD checks out properly; the CD, the insert are all as they should be. When you play the CD you will hear 60 minutes of BIRD SOUNDS! This is the only copy that I know of with this error. It's made in the USA by Ryko.

1998 CD - Remastered, Dandy

  • Total time of this remaster: 67:38
  "Spencer Fuckin' Chrislu, you are a saint. You are a god. You are a wonderful human being."
Doug Boucher, "Screw That Jeezus Guy, I Now Worship Spence Chrislu",, May 18 2000

Yes, Ryko has a new and great-sounding version out now. From Spencer Chrislu:

Some time in '98 after reading the various complaints about You Are What You Is and Tinsel-Town Rebellion (and hearing about it personally from Mike Keneally and Joe Travers) I decided to take it upon myself to re-master those two titles. However, I did do it with Gail and Dweezil's complete knowledge and understanding (no intrigue here so stop looking). We used the same sort of care on these masters as we had done on the Au20 projects [audiophile versions of Apostrophe (') and Over-Nite Sensation] and the results, I think, speak for themselves.

From dukeoprunez:

No spindle - we've got (green) nipple! A good sign, since the first time I saw that packaging was (I think) the Mystery Disc. Then the back cover of the booklet - first line - "Digitally remastered by Spencer Chrislu"!

The remaster is beautiful. I did a few spot checks in the car - the vocal dropouts at the beginning of "Easy Meat" are indeed gone, along with the other audio artifacts I checked. I A/B'd "Peaches III" with my 1990 copy, and the remaster has so much more depth and warmth that it will make you cry.

The weird thing about the booklet - although Spence is credited on the back page, in the interior we still have the credit

Produced by Frank Zappa
The original album was released in May 1981
Digitally Remastered for UMRK by Bob Stone
FZ Approved remaster, 1993

Michael Pierry, though, found a remastered copy that "does not indicate this on the booklet":

It is definitely, definitely one of the remastered ones though. Sounds a lot better, does NOT have the edit at the end of "For the Young Sophisticate", Ed's vibes don't have that harsh, high-end sound that always made me think Frank hadn't recorded this tour properly or something. Vocals sound much nicer. Spence, pat yourself on the back and give yourself a handshake! I didn't know this album COULD sound this good.

More details, from Corey:

"For the Young Sophisticate" is 02:48 as opposed to (according to your page) 02:36 for the '95 CD. The actual song ends almost exactly on 02:36, the remainder being the applause which your page mentions was edited out. This applause segues directly into "Love of My Life". The same applies to "Pick Me, I'm Clean", which is 05:07 as opposed to 05:00.

A number of other tracks differ significantly in length from those listed on the inlay, which would be highly weird for the 95 CD masters (significantly as in "not merely a result of CD players reading different track times", not as in "actual extra chunks of music").

All is not gold that glitters, from Michael Pabst:

I don't like the 1998 Spence Chrislu remastered versions (although better than Frank's), especially some of the edits and crossfades he did. Think the EMI CDs are still the best (despite the artwork).

David G. concurs, somewhat:

Spencer's version is by far the best sound-wise, but I agree re. the crossfades...they're well done, but I dislike (for example) having audience under the beginning of Bamboozled By Love.

Comparison Fest-o-Rama

From the 2004 Zappa CD Rundown:

Another of the "bad batch." The right channel distorts throughout all pre-1998 non-EMI versions of the album, with the attendant volume-swells and other nastiness. "Strictly Commercial" does use the bad version's "Fine Girl." All pre-1998 non-EMI versions are identical. (Gripe: I like Spencer's version, but why oh why is the audience crossfaded under the beginning of "Bamboozled by Love?") (Ed: Note that we're not actually sure as to whether all non-EMI/1998 versions are digitally identical--Ryko's press release implies that they're not--but at the very least, they all seem to derive from the same, bad digital transfer)

Japanese Paper-Sleeve Version (2001-2002)

Starting in 2001, Video Arts Music released a limited-edition series (2000 copies each) of Zappa CDs in paper sleeves - miniature LP sleeves. There was nothing special about this series other than the covers, which were very well done - inserts and "bonuses" were reproduced, the albums that originally had gatefold covers got little miniature gatefolds, and cover track lists were exactly as on the corresponding LPs, even in cases where the CD has bonus tracks or a different track order. Included in this series were some entries that never had "proper" LP issues, i.e. Läther. Additionally, some rarities--like the "green/gold" cover of Chunga's Revenge--were reproduced as special items in this run.

We need to stress that the sound quality of these discs matches the US Ryko issues, which they are clearly derived from. These are collectors items, not new remastered editions.

Late-2012-update: It appears as if the Japanese may be warming up the mini-LP ovens for a new batch based on the 2012 UMe remasters. We'll let you know if this happens.

2012 UMe CD - Remastered again, arguably dandier

Mastered by Doug Sax and Sangwook "Sunny" Nam from the original analog master. Reviews so far are positive; it sounds as good as the 1998 CD but eliminates the segues and crossfades, returning to the LP configuration. Essential.


  • Any details on cassette versions?
  • Any details on 8-track versions?
  • Any regional peculiarities?
  • Is the Greek vinyl legit?

Additional Informants

  • Dr István Fekete
  • Patrick Neve
  • Record Collector magazine #171, November 1993
  • Victor Dubiler
  • Richard Kolke
  • Román García Albertos
  • Biffy the Elephant Shrew
  • Ron Spiegelhalter
  • Steve Jones

home - vinyl vs CDs - weirdo discography - bootlegs - misc - hot lynx - e-mail us at zappa dot patio at gmail dot com 2006-04-22 20:02

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