Freak Out! is the debut studio album by American rock band the Mothers of Invention, released on June 27, 1966, by Verve Records. Often cited as one of rock music's first concept albums, it is a satirical expression of guitarist/bandleader Frank Zappa's perception of American pop culture and the nascent Los Angeles freak scene's "freak-out" trend.

The album was produced by Tom Wilson, who signed the Mothers, formerly a bar band called the Soul Giants. Zappa said many years later that Wilson signed the band to a record deal under the impression that they were a white blues band. The album features Zappa on vocals and guitar, along with lead vocalist/tambourine player Ray Collins, bassist/vocalist Roy Estrada, drummer/vocalist Jimmy Carl Black and guitarist Elliot Ingber, along with appearances from several session musicians.

The band's original repertoire consisted of rhythm and blues covers, but after Zappa joined the band his original compositions came to the fore and their name was changed to the Mothers. The musical content of Freak Out! ranges from rhythm and blues, doo-wop, In fact, both were preceded by Jimmy Clanton's Jimmy's Happy/Jimmy's Blue, released in 1960, and by several double album compilations. However, Freak Out! was the first double debut album by a rock act. In Europe, the album was originally released as an abridged single album. In 1999, the album was honored with the Grammy Hall of Fame Award, and in 2003, Rolling Stone ranked it among the "500 Greatest Albums of All Time". In 2006, The MOFO Project/Object, an audio documentary on the making of the album, was released in honor of its 40th anniversary.

Background

In the early 1960s, Frank Zappa met Ray Collins. Collins supported himself by working as a carpenter, and on weekends sang with a group known as the Soul Giants. In April 1965, Collins got into a fight with their guitar player, who quit. In need of a substitute, Zappa promptly filled in. The Soul Giants' repertoire originally consisted of R&B covers. After Zappa joined the band, he encouraged them to play his own original material. While most of the band members liked his ideas, then-leader and saxophone player Davy Coronado felt that performing original material would cost them bookings, and quit the band. Zappa took over leadership of the band, who officially changed their name to the Mothers on May 10, 1965.

The album was recorded at TTG Studios in Hollywood, California, between March 9 and March 12, 1966. Some songs, such as "Motherly Love" and "I Ain't Got No Heart", had already been recorded in earlier versions prior to the Freak Out! sessions. These recordings, said to have been made around 1965, appears on another posthumous release, The Lost Episodes, and was originally written when Zappa considered divorcing first wife Kay Sherman. In the liner notes for Freak Out!, Zappa wrote, "If I had never gotten divorced, this piece of trivial nonsense would never have been recorded."

Tom Wilson became more enthusiastic as the sessions continued. In the middle of the week of recording, Zappa told him, "I would like to rent $500 [] worth of percussion equipment for a session that starts at midnight on Friday and I want to bring all the freaks from Sunset Boulevard into the studio to do something special." Wilson agreed. The material was worked into "Cream Cheese", a "ballet in two tableaux" In addition to the Mothers, some tracks featured a "Mothers' Auxiliary" Tapes of the early sequence were eventually leaked to European collectors and bootlegged on vinyl as The Alternate Freak Out! in 2010, both of which had been interpreted by MGM executives to be drug references. However, the label either had no objections to, or else did not notice, a sped-up recording of Zappa shouting the word "fuck" after accidentally smashing his finger,) remaining under the "Help, I'm a Rock" title but with "It Can't Happen Here" becoming its own track, as "It Can't Happen Here" had been included by itself on the 1969 vinyl compilation Mothermania, where the two normally censored lines were also reinstated.