Freak Out! My Life with Frank Zappa

Pauline Butcher
Freak Out cover for new edition


Pauline Butcher was working for a secretarial agency in London in 1967 when one evening a call came through from a Mr Zappa asking for a typist to come to his hotel room. Pauline took the call and so was obliged to go. Expecting a dull Italian businessman, she was instead confronted by a long-haired, moustachioed, charismatic musician who asked her to type up the lyrics for his album Absolutely Free. At the time she was a ‘straight’ young English girl from Twickenham and, though instantly mesmerised by Frank Zappa himself, she was shocked by his writing of ‘immoral’ songs for impressionable teenage girls.

At Frank’s request, she moved with him to Hollywood Hills. There, in his Log Cabin above the Hollywood sign, she spent her days in the company of a succession of famous names. Captain Beefheart would jam all day with Zappa; Eric Clapton, Mick Jagger and Marianne Faithful, Tiny Tim and many others all passed through. Pauline would work from ten at night to three in the morning, then get up at two. She also ran the fan club, the United Mutations, and looked after the GTOs (Girls Together Outrageously), a band who at the time were dancing with Frank in the live show. Pauline helped them record their album Permanent Damage, which has since become a cult 60s sought after classic.

This is a thrilling, captivating portrait of a naïve young English girl thrust into the mad world of a musical legend. Her memoir gives a vivid window on the era, on Hollywood, and is the most intimate and revealing portrait of Frank Zappa ever written.

‘She was a strait-laced English typist. He was a sexually incontinent rock innovator. So why on earth did Pauline Butcher become Frank Zappa’s secretary?… Freak Out! describes a formative time in the life of an innovative musical artist, which Zappa most certainly was. But it also captures a particularly intense experience of a very brief, yet enormously influential, period in the evolution of western womanhood’ Guardian

‘The insightful memoirs of Zappa’s former secretary… Butcher paints a vivid picture of both the trappings of the LA rock lifestyle and Zappa himself, at once radical and reactionary; a complex man who saw himself as a commentator on humankind and was not always human himself (least of all the way he treated his band), who believed in free lust, but not for his wife from whom he demanded strict fidelity, who disdained plastic, ugly society but also drugs and revolution. Jagger and Clapton drop by; both are in thrall to Zappa, but Butcher maintains a healthy perspective on him in an account fascinating for Zappa fans.’ Classic Rock

‘Freak Out! provides an affectionate, revelatory but clear-eyed portrayal of the peculiar dynamic at the heart of the Mother superior’s inner sanctum. Zappa’s contradictory nature is deftly delineated (‘he stood in judgement on almost everyone in the outside world – yet I knew no other man more unassuming, humble or compassionate’) and a compelling cast of ‘minor’ characters drift through the narrative: an elliptical, quixotic Captain Beefheart, the luckless, rudderless Wild Man Fischer, gentlemanly multi-instrumentalist Ian Underwood, visionary sleeve artist Cal Schenkel and Pauline’s eventual charges, the unruly and elemental GTOs. A vital purchase for those that love their Mothers.’ Record Collector

‘Contains lots of inside information about the true state of the grubby log cabin. Pauline’s time with the Zappas was very eventful, with an assassination attempt, constant work-related squabbles with Gail (who she says ‘has three speeds: slow, very slow, and stop’), and general in-house strife. But she also had many good times, getting to see moments of pure brilliance as well as witness some of Frank’s more fanciful projects (the GTOs, Wild Man Fischer, etc.). This is an honest, accurate – and very well written – account of her thoughts and feelings at the time, based as it is on her diaries and letters home. Entertaining and occasionally laugh-out loud funny too.’ Andrew Greenaway, author of Zappa the Hard Way

‘Irrefutably complex, infuriatingly enigmatic, Frank Zappa remained a mystery to everyone bar his inner circle. Now someone who was close to the musician throughout the turbulent 60s has broken her silence. Pauline Butcher was a quiet, shy English girl who was refreshingly free of any rock star hang ups… A fascinating insight into the life of Frank Zappa, it also stands as a wonderful fly on the wall account of a whirlwind era in the evolution of rock music. ClashMusic has gained a short extract, which includes a walk on appearance from a certain Mr M. Jagger and Miss M. Faithfull…’ ClashMusic

‘Freak Out! gives the onetime English secretary and part-time modeling instructor the opportunity to tell her insider’s view of the head Mother, one that’s revelatory and keenly perceptive. In 1967, Zappa ordered a typist up to his London hotel room, and when Butcher arrived, they hit it off to such an extent that eventually he offered her a job as his personal secretary. She accepted, moved to Los Angeles, and was promptly thrown into madness that from the distance of time seems irresistible. With a backdrop of the chaotic late 1960s extending into 1972, Butcher battles Zappa’s wife Gail, develops interesting friendships with musician Ian Underwood and album artist Cal Schenkel, wrangles the GTO’s (an all-girl act produced by Zappa), and meets a variety of eccentrics and rock stars: Tiny Tim, Captain Beefheart, Mick Jagger, Jeff Beck, and members of Pink Floyd. Offering deeply personal glimpses of Zappa, Butcher’s coming-of-age story is so captivating and vividly told that many will be surprised to discover it’s her first book.’ The Austin Chronicle

‘Fascinating… In her own way, Pauline could be as iconoclastic as Zappa.’ El País


  • Plexus UK & US
  • Arcana/Elliot Edizioni Italy
  • Malpaso Editorial Spain and Latin America
  • Audio Book WF Howes UK & US
  • Nakladatelství Šuplík Czechia

Adapted into a BBC Radio 4 Play titled ‘FRANK ZAPPA AND ME’

Material: finished copies (319pp)