Zappa described the album as a "two-act opera", but in lieu of traditional recitatives and arias, it alternates brief spoken word passages with musical numbers created on a Synclavier using a combination of sampled and synthesized sounds.
[2] The storyline of Civilization Phaze III involves a group of people living inside a piano, and the menacing reality of the outside world.
[3] The "piano people" voices primarily consisted of Mothers of Invention bandmembers Motorhead Sherwood and Roy Estrada, Spider Barbour (leader of the rock band Chrysalis), All-Night John (the manager of the studio) and Louis Cuneo, who was noted for his laugh, which sounded like a "psychotic turkey".
[9] The album's storyline was conceived via improvised dialogue involving a series of randomly chosen words, phrases and concepts, which included motors, pigs, ponies, dark water, nationalism, smoke, music, beer and personal isolation.
Bernard suggests that Civilization Phase III is Zappa's last, greatest attempt at being recognized as a composer of "serious music".
[...] The original artwork and packaging are stunning and luxurious, a match for the music, some of the most compelling Zappa wrote outside of the rock realm.