It portrays a peek-behind-the-curtain of the life of a rock band on the road as narrated by Frank Zappa, and contains many thematic elements that, because of time and budget constraints, couldn't be included in the similar movie 200 Motels.

The most famous part of the album is "The Mud Shark", a telling of a story told to Mother Don Preston by some members of Vanilla Fudge about a hotel, Seattle's Edgewater Inn, where guests could fish from their rooms.

In the tale, a mud shark is caught by one of the members of Vanilla Fudge or its crew and, when combined with a groupie and a movie camera, depravity ensues.

The album ends with an encore excerpt including both Zappa's familiar "Peaches en Regalia" and a pastiche of early-rock and roll, "Tears Began to Fall" (also issued as a single).

[2] As an encore on one of the two nights of this Fillmore East appearance John Lennon and Yoko Ono emerged from the wings to play a half hour set with the band.