Since the dawn of the new millennium there’s been a glut of music documentaries, with no band too obscure and no subject too niche for examination. First it was forgotten artists, then particular artistic periods, all the way down the nerd rabbit hole to stand alone albums, single years of their life and pieces of equipment they once used. Currently available for streaming on Amazon Prime, the 2010 documentary Frank Zappa: The Freak-Out List boldly goes where no nerd has gone before, crafting an hour and a half long narrative around a single aspect of the album artwork on The Mothers Of Invention’s 1966 debut record. It is the niche-iest niche topic I believe I’ve ever seen examined so thoroughly on film, and, perhaps, the nerdiest music documentary of all time.

Before you think I’m knocking it, and by “you” I mean Frank Zappa fans, let me say that as far as music nerds go, I’m pretty fuckin’ nerdy. I own thousands of LPs, 45s and CDs, and, most tellingly, multiple copies of the same record because…whatever, I like that record a lot and one pressing is different than another. If you were a music nerd you would know this. I have a box filled with old fanzines and a bookshelf full of rock biographies and coffee table books of album artwork and photographs of ugly rock-type people rocking out or getting ready to rock out or getting wasted after rocking out. What I am not, is a particularly big Zappa fan, but I do own a beloved dog-eared copy of the 1974 double live album Roxy & Elsewhere that was my older brother’s and I think overall he was a pretty cool cat and one hell of a guitar player.

So for the five people who are not diehard Frank Zappa fans who might be interested in this movie – and after I explain it to you that number may drop to three – the premise of The Freak-Out List is thus; in 1966 Zappa’s band The Mothers Of Invention released their debut album, Freak Out, a unique blend of musically ambitious proto-psychedelic rock, and sardonic lyrics taking aim at both the American mainstream and the ‘60s counter-culture. On the inside gatefold, the liner notes said, “These People Have Contributed Materially in Many Ways to Make Our Music What it is. Please Do Not Hold it Against them,” followed by a list of 179 friends, fellow travelers and artistic influences. The latter, included painters and writers, as well as a diverse array of musical heroes, from the most high-minded of classical composers to the Earthiest of gut-bucket blues singers. The film looks at the different sources and streams of inspiration, “that provided a key to understanding the musical vision of the band’s mastermind, Frank Zappa.”

Zappa always fancied himself a composer and his music incorporated everything from guitar rock workouts, stylistic tributes, sound collages, scripted satirical pieces and long orchestrated instrumental passages that revealed a love of jazz and modern classical music. Also included in Freak Out‘s liner notes was the quote “The present day composer refuses to die,” by the experimental French composer Edgard Varèse. Throughout his career, Zappa championed Varèse’s music, and even tried calling him long distance as a teenager. The Freak Out List attempts to explain both his contribution to modern music and Zappa’s own, as well as that of Igor Stravinsky and Arnold Schoenberg, other 20th Century composers whose work pushed the artistic and tonal boundaries of Western classical music. You know, it’s not the sort of thing you see discussed in most rock docs.

Just as important to Zappa’s music, however, was the influence of ’50s rock, blues and R&B, the kind of stuff he could tune in on his radio as a teenager in the desert climes of Lancaster, CA. While Freak Out‘s list included such well-known artists as Elvis Presley, Muddy Waters and Buddy Guy, it also listed such lesser known bluesmen as Lightnin’ Slim, Guitar Slim and Johnny “Guitar” Watson, whose 1956 song “Three Hours Past Midnight” inspired Zappa to pick up the guitar. Doo Wop was another favorite genre of Zappa’s, its influences most directly obvious on The Mothers’ 1968 album, Cruising with Ruben & the Jets, which was a blatant tribute to the harmonizing vocal groups of his youth.

Oddly, the film then veers away from its own premise, to examine the evolution of jazz rock fusion and spends a surprisingly long time discussing the works of Miles Davis, who it should be pointed out is not included in the actual Freak Out list. While it did include such jazz artists as Charles Mingus, Cecil Taylor and Roland Kirk, and Zappa would experiment with jazz instrumentation and begin adding jazz musicians to his bands starting with 1969’s Hot Rats, it is incongruous detour which disrupts the film’s narrative flow.

Though Frank Zappa: The Freak-Out List‘s subject matter is so innately nerdy I can’t help but admire it, I can’t imagine its allure extends much beyond the most hardcore of Zappa fanatics. Not helping matters is the film’s sluggish pace, which relies too much on the supposed insights of several aging British rock historians who evoke every cliché of the type (hell, I guess you need to be a music nerd to even know what a clichéd Brit rock critic is like). More interesting and insightful are the interviews with the actual members of Zappa’s various bands, such as keyboardist George Duke, who sums up Frank’s eclectic tastes succinctly, saying, “He just loved music. Period.”

Benjamin H. Smith is a New York based writer, producer and musician whose brother’s best friend in high school Norbert is in ‘Baby Snakes’ for a split second. Follow him on Twitter: @BHSmithNYC.

Watch Frank Zappa: The Freak-Out List on Amazon Prime Video