After two eventful years that included numerous breakthroughs for his band Beer For Dolphins, a world tour with Steve Vai and various personal life changes, Mike Keneally is Dancing. That's the title of his new release, a typically gargantuan 80-minute excursion spotlighting his band's humor, blazing chops, compositional complexity and the occasional, surprisingly confessional ballad ("We'll Be Right Back," "I Was Not Ready For You").

Keneally: fan, sideman or solo artist? His avid listening and monster ear skills earned him his big break when he passed the audition for Frank Zappa's 1988 touring band, and work with Dweezil Zappa and Steve Vai has kept him on the map since then. However, Keneally has stayed true to his vision of his own group despite many obstacles.

Up through 1997, Beer For Dolphins was a power trio, with Keneally using multi-tracking to construct the thick textures of Hat (1993), Boil That Dust Speck (1995) and Sluggo! (1997). For two U.S. tours in 1998, the band expanded to a quartet, with keyboardist Marc Ziegenhagen and drummer Jason Harrison Smith joining stalwart bassist Bryan Beller. The new album is the first true Beer For Dolphins band effort, with the ranks swelling to eight with the addition of Rick Mussalam (rhythm guitar), Tricia Williams (percussion), Evan Francis (sax) and Chris Opperman (trumpet).

I spoke to Keneally over the phone about Dancing, the new band, his formative days with Zappa and other sundry points. Visit www.keneally.com to order the CD and get more information on Mike.

PB : Most of your solo CDs so far have had a theme of some sort - for instance, Hat was your first chance to make a CD and there was a sense of being excited in the studio, and Boil That Dust Speck was darker, influenced by your father and Frank Zappa dying. I was curious what you might say the theme of Dancing is, or if it has one.

MK : Yes, it definitely does. It's sort of a documentary of a two-year period of extreme change in my life, and various forms of personal growth. Growth usually is a painful process. The last two years have been the most glorious of my life at the same time that I've hit some of the lowest lows. Ultimately, Dancing is a very life-affirming record, because I'm very pleased with the direction where I'm traveling now, and I kind of think of it as a travelogue. (laughs)

PB : I understand that Nonkertompf plays into this as well.

MK : Well, I'd say that if there was a theme to Nonkertompf, it was trying to make childhood dreams come true, because that was an album where I had the basic concept for the record in my head for 25 years, and I finally allowed myself the opportunity to make it. Once I started my own label [Exowax Records] with Scott Chatfield, we thought it would be fun to kick off the label by making this long-time dream of mine come true.

PB : It does have a sense of fantasies being acted out.

MK : Yes, and it's very much a "dreamworld" album. A lot of people who enjoyed that record made comments along the lines of, "This is the music running through my head when I can't get to sleep at night." It's a middle of the night kind of record.

PB : It has the dark cover art, and it ends on a moody note with the solo piano.

MK : Right, whereas Dancing is obviously meant to be more of an outreaching and bright record. The one moment on the record that especially sounds like sunshine to me, like the beginning of the day, is the beginning of "Pretty Enough For Girls," which is a much different arrangement from the live version. For some reason, it sounds to me like the sunrise - you know the standard classical sunrise theme? (Sings) "La da da da..." That's the way it sounds to me, and the strength of that feeling in my head makes the album a brighter experience than just about anything I've done before.

PB : I'd like to ask about "Pretty Enough For Girls," because that's obviously one of the major cuts on the new record, but for me, the lyric is almost Jon Anderson-like in its abstractness. I was curious if you could shed any light on that.

MK : That was a music-first song, and I already knew the melody. Sometimes I'll write lyrical sounds - I wouldn't be at all surprised if Jon Anderson does it the same way - just come up with a scheme and certain core vowel sounds, and then I'll attach words to those sounds. Sometimes they can be nonsense, and sometimes they assume a meaning. For this song, I wrote some nonsense and chipped away at it, and gradually changed the nonsense lines into lines that made just enough sense for my taste, while still being a bit enigmatic. Basically, it's a "falling in love" song, but it's stated in extremely abstract terms, and there's a few left turns here and there where it's not too clear what's going on at all. But essentially it's just a "falling in love" song. (chuckles)

PB : The line that strikes me the weirdest is at the beginning : "The SCENT-HARR is an office where we line up to pay." The rest of it I can tie into the love theme.

MK : Well, if you look at the opening lines of a lot of my songs, they often state something that doesn't necessarily get covered in the rest of the song. (laughs) For me, it's fun to start in one place and quickly make a left turn. Usually, I'll try to make the opening line something that's striking and that often makes me smile or laugh, and in this case, it's a private joke, which I made even weirder by spelling "centaur" so strangely. Not everything needs to be utterly profound, and occasionally things get put in there just for the "mind pleasure" of the more playful listener.

PB : Most of the lyrics on the album are very direct and reflective, though. A lot of journalists talk about your music in terms of Zappa, but I think "We'll Be Right Back" may be the most un-Zappaesque lyric imaginable.

MK : (laughs) It could well be.

PB : Although, "Tend your garden and give your neighbor some peace" is close to Zappa's "Do what you wanna, do what you will, but don't mess up your neighbor's thrill" [from "The Meek Shall Inherit Nothing"]. I guess the philosophy is the same.

MK : Yeah, but the road traveled to get there is markedly different. I think Frank came out of a different era, and spent so much time with actual hippies and disliked their mindset and their values so much that it left him being a little more intolerant of certain things than I am. Ultimately, I still subscribe to a slightly more liberal view of life than he did.

PB : It seems a bit ironic to me that you had the chance to play with Todd Rundgren but didn't, but you did play with Frank, because Todd seems to be a more prominent influence on this record than Zappa.

MK : Lyrically, most certainly. Musically, I would say it's about even between the two.

PB : "Friends And Family," the piano writing, reminds me a lot of Todd.

MK : Yes. But then some of my other piano writing is inspired by the intro to "Little House I Used To Live In," the Burnt Weeny Sandwich period Zappa. Burnt Weeny Sandwich, as a piece of composition on the whole, is very influential to me. I love the space that album occupies. There's no other Zappa album that feels like Burnt Weeny Sandwich. The chamber stuff on there definitely had an effect on some of the horn and percussion scoring on my record.

PB : After getting to play with Frank and having moved on a lot since then, would you say your perception of his music has changed?

MK : It's hard to say. When I joined his band I was a tremendous fan, obviously, but I didn't necessarily know the nuts and bolts of putting those arrangements together. Watching him do it, and seeing the ingenuity that came into play when he was building songs, was extremely inspirational. I ended up respecting him even more. But since those days, when, like a lot of Zappa fans, I thought the sun rose and set on Frank's music, I've listened to a lot of other music, and spent less time listening to Frank. Nowadays, if I reach for an album, it's much more likely to be a Miles Davis or John Coltrane or Radiohead album than a Frank album. That doesn't indicate any less enjoyment of his work, but I understand that there's a lot more out there to enjoy. In a way, I'm making up for the fact that when I was growing up I spent so much time listening to his music.

Plus, as I get older and I feel like I want to be a more generous or spiritual person, there are times when Frank's philosophies and attitudes almost hurt to listen to. (laughs) I don't begrudge him any of his beliefs and I think he had solid reasons for feeling everything that he felt, but he was narrow-minded in some ways, and there are times when I would rather be exposed to different points of view.

PB : Steve Vai said once that he almost had a nervous breakdown aoon after he left Zappa, because he had Zappa's cynicism but didn't have as broad a view as Frank.

MK : Exactly. He had the darkness and cynicism, but he didn't have all the information to back it up. Frank worked long and hard to arrive at that place.

It's a very seductive thing. I spent eight years with the Zappa organization, and you do get to a point where "Them or Us" is a very good way of putting it. They get a lot of strength from one another, and at times it comes at the expense of entertaining or even acknowledging the validity of other points of view. It's like, "We got it right." There's a closed feeling to the family, and it takes a while to wean yourself from that after you stop working with them. You're just so delighted to be part of the inner circle that, without even trying, you find yourself adopting certain aspects of the way they approach life. I learned a lot from being with the Zappas, and there's much of what I got from them that I still find extremely useful today. But I've pretty much shed all last vestiges of cynicism that I had when I was working with them, and I consider myself much better off for it.

PB : I'd say the new album reflects that quite a bit.

MK : Cool.

PB : Another Zappa question : recently jambands.com ran an interview with Ike Willis, and he gave his perspective on what happened in 1988, and other members have talked about it online recently. [Briefly, the band members developed personal differences with bassist Scott Thunes and demanded that Zappa fire him. Zappa refused to do so and instead broke up the band. Keneally was the only band member to side with Thunes.] Do you think there's any more to be said about that issue that hasn't been said?

MK : I've said a lot about it too over the years. At this point, it's so long ago, plus the older I get, the more I realize that every time I say something about that band, it reflects a specific, narrow perspective on the band, because I was Scott's best friend in the band. I spent almost all my time with him. So, naturally, my statements on the subject have been very subjective and sympathetic to Scott's point of view. I still believe that he got a raw deal in that band, but I no longer consider myself an expert on the matter. I don't think I'm justified in saying, "Here's what happened in 1988." Everybody in the band was an adult with a point of view and a right to his own point of view, and I still consider it terribly unfortunate that so many people disliked Scott so much that it came to a head. I am convinced that there could have been a more reasoned and thoughtful way to resolve the situation without anybody getting fired or the band breaking up. I think a lot of people acted out of a sort of blind passion, and it's very unfortunate.

PB : My only comment is that, for a lot of the Zappa fans, some of the best playing on the tour was in the final month or so in Europe.

MK : (chuckles)

PB : You've described that as a period when morale was low and things were generally bleak.

MK : I'd be curious to hear those shows, because I was collecting tapes from the tour for a while, but I never got beyond the U.S. leg. I haven't heard those European shows since we played them. I don't think much of that material made it to the albums, because emotionally it was hard for Frank to deal with that material. I'd be curious to listen to that again. It took a long time, but now I can listen to a Zappa album or any early album that I'm on and not listen to it in terms of "here's what I did wrong or right." Now I can listen to the 1988 band and enjoy it for the phenomenal band that it was. But, I'll take your word for it, too. (laughs)

PB : Let's talk about the new band. The burning question, of course, is : are we going to see you out on the road with an eight-piece band?

MK : That is a burning question. (laughs) As things currently stand, there's no way financially that it makes sense to go out with eight people, but it's a dream. It would be great to go out and support this album with the band and instrumentation that made it. What I'm doing now is, rather than rushing to book a tour, trying to promote the record in all possible manners, and trying to give it more visibility than my records in the past. Maybe, if I'm successful in doing that, sales will reflect that and it'll make more sense to book a tour and get guarantees that would make it possible.

Obviously, especially on jambands.com, there's an awareness that the best way for a band that knows how to play to make a name for itself is to just go out and play. And I very much want to do that. We just did a show Saturday night [September 30 at the Baked Potato in Los Angeles] which was one of the best we've ever done. I don't take it for granted, but it's getting to be a regular thing now for people to come up to me after shows and look me in the eye and say, "That was the best show I've ever seen in my life." It means a lot to me, but what it says to me is that it's wrong not to get out and play. But it doesn't make any sense to go out and lose money hand over fist. So I'm trying to develop a promotional campaign that would make a tour successful. If I could get eight people out on the road, I'd be thrilled. I'd settle for six. (laughs)

PB : If I was going to criticize Nonkertompf, I would say that it was strange that you did that instead of a studio record with the four-piece band after the tours in 1998. But hearing Dancing, I can see that the band matured a lot after that.

MK : I was really happy with what we did on that tour [1998]. But anytime I would hear recordings of that band, there was something unfinished about it to me. I didn't think it was ready to go in the studio yet. It needed to marinate for a while. There was still a bit of maturing that every player in the band needed to undergo, and I still felt that it needed to sound richer - it sounded a little too harsh, not human enough in some way. And so by adding more humans, I got the human feeling we needed. (laughs)

PB : I'm curious about the status of the Steve Vai gig.

MK : I'm going to be doing a show with him in Malaysia in a couple weeks, a festival. I haven't closed the door on the possibility of future work with Steve, but he's doing a tour in South America later this year which I regretfully had to decline, because it's right in the middle of prime time for promoting this record, which I really need and want to do with all my heart.

PB : His band has taken a lot of your time the last few years, although I'm sure it's been worth it.

MK : It was worth it in a variety of ways. He put me out in front of a lot of people who never saw me before, and gave me a really nice showcase to go out and play and display some versatility, and let me sell my merchandise. And there were enough breaks in the tour - I made Sluggo! during breaks in his tour in '96 and '97. But this upcoming tour is the first time he offered me a tour and I said, "This doesn't feel like the right thing for me to do right now." It's no reflection on Steve, because I have a lot of gratitude for him. But certainly I have a closer emotional connection to my own music, and a greater personal desire to play it in front of people, and now feels like the time to make a concerted effort to do that.

PB : I hope it works out for the best.

MK : I hope so too, and if it doesn't I have no right to complain, because how many other people could say that they "have to" go out and work with Steve Vai? It's not a tragedy by any stretch of the imagination, it's wonderful. But I'm not getting any younger, and I have a lot of music to play and ideas to get out and audience members to connect with. That's the greatest fun of all for me, to get out and play in front of people and change the molecular structure of a room.

PB : A last Zappa-related question - since this is jambands.com - a lot of times on the hippie circuit, I see bands that try to do "Peaches En Regalia."

MK : (laughs) Because of Phish, I imagine, that's a popular song to attempt to cover.

PB : Yes, and they do okay, but the bands always seem to get thrown first by the quintuplet in the main melody, and then by the 16th-note runs later on.

MK : They're probably covering Phish's version, because Phish never got those right either. That's my guess. I might be oversimplifying - most of those bands probably have Hot Rats, and they could figure it out if they had the patience.

PB : I was curious if you had any tips about how to play those runs.

MK : Just figure them out and play them correctly. (laughs)

PB : I guess you have to slow it down.

MK : The pause button on the CD player is your friend, you know? (laughs)

PB : "Peaches" is also in the Real Book.

MK : Yes, but I'd give somebody $40 if all the notes were right in that thing, too. Very little printed Zappa music that Frank didn't sign off on himself that I've seen is correct. I do think Guitar magazine printed an accurate transcription of "Peaches" a few years ago, and it's probably up on the Internet somewhere. But basically, Hot Rats is an extremely well-recorded album. (laughs) It's unfortunate that the first run on that album is played by five overdubbed organs, so figuring out the melody is a bit of a struggle. But, you know, life is short. Just go out there and play it the best you can. (laughs)

PB : Respect Frank's memory.

MK : I hope that doesn't sound too harsh about Phish or the jambands. Phish, obviously, are wonderful musicians, and I'm sure that if they felt like listening to it and getting the exact right notes they could. I've never gotten the sense that it was a huge priority for them. It has to do with the ethic of paying a tribute to a song without spending too much time dissecting it scientifically. I think that's the way Phish and a lot of the jambands deal with covers. It's more like having a good time with the idea of playing a Beastie Boys song or something.

I think the jambands phenomenon is a fabulous thing. I love the idea of people coming to shows to see musicians improvising. It's one of the happiest developments in music that I've encountered in a long time. With the jambands, at their best, it's an attempt to build a physical space in the sky, or something. There's a concerted, co-operative effort to make something that feels great. It's not necessarily about technique or acquired knowledge, it's internalized and it's people working together to create something beautiful and bring the audience into it. The one time that I saw Phish live [1994], it was one of the happiest live experiences I've ever had, just because of the feeling generated in the room, and the incredible joyfulness in the audience. A lot of live shows, there's this strange antagonism in the audience, like people are coming in with an agenda to be unkind to other audience members, being difficult about where they're sitting or walking around with big cups of beer and bumping into people. At the Phish show, I don't know if the scene's changed since then, but it was one of the nicest feelings I've experienced.

PB : You talked earlier about listening to Miles and Coltrane. I've gotten the impression that you're a bit of a late bloomer in terms of appreciating jazz and improvised music.

MK : I was collecting those albums for years, but I'd say that it's been only in the last five years or so that I've come to a deeper understanding of exactly what was going on there.

PB : Was there any particular way that that came about?

MK : If you listen to it enough and keep returning to it and continue growing inside yourself as a musician, gradually you just start putting things together, and you realize, "Wow!" The depth of musicianship and knowledge of harmonization and rhythmic ingenuity that the best jazz musicians have is close to the peak of musicianship. It's incredible, the inventions that a superb jazz musician can come up with on the spur of the moment. It's humbling. I was just involved in a Miles Davis tribute project, a studio recording and concert, called Yo Miles! . It was a fantastic band, and the alto sax player, Greg Osby - it was absolutely angelic what this guy would play. Great melodies and incredible intelligence and coolness and technique for days, but it's not about the technique, it's just the melodies that grab you. They draw from the deepest well of harmonic knowledge.

I think it takes a while - a lot of people, when they hear jazz and haven't spent that much time with it, they don't understand it. To them, they're just playing those standard bebop licks, and there are guys that play that way. But there are other guys that draw from this well of experience and years of practice, and just invent these incredible structures and melodies over sometimes very challenging harmonic backdrops. It's inspiring, it's like Olympic-level athleticism translated into the musical realm.

PB : And then there's someone like Miles, who was not necessarily the best technician…

MK : In the case of Miles, it was about understanding the skeleton of a piece of music and somehow finding the most unbelievably cool, attitude-laden, two or three notes draped like velvet over the structure, and then phrased in the most deep, dark, blue, late-night, depressed tone quality, and bending notes, and taking a melody and just squeezing it….It's like taking an orange and plucking the seed out of it and saying, "This represents the orange." That's how he would represent the melody. His choices were so entertaining, and absolutely inseparable from his personality. Everything that Miles played just reeked of style and his personality and his life. You can see the way he's standing when you hear him play. To me, that's what makes an undeniable artist, when they project so much of themselves into one note.

PB : You've been very fortunate about being able to meet and, in some cases, work with artists that you've admired. How has that experience affected you?