Frank zappa (lead guitar, vocals)
Steve vai (guitar)
Ray white (rhythm guitar, vocals)
Tommy mars (keyboards)
Bobby martin (keyboards, saxophone, vocals)
Ed mann (percussion)
Chad wackerman (drums)
Roy estrada (vocals)
Ike willis (vocals)
Bob harris (vocals)
Scott thunes (bass)

There's a ship arriving too late
To save a drowning witch
She was swimmin' along
Tryin' to keep a date
With a merchant marine
Who told her he was really rich
But it doesn't matter no more...
She's on the ocean floor
'n the water's all green down there
'n it's not very clean down there
'n water snakes
'n rusty wrecks
Is all that she can see
As the light goes dim
And she's tryin' to swim
Will she make it?
(boy, we sure hope so...)

Not even a witch oughta be caught
On the bottom of america's spew-infested
Waterways, hey-hey...
She could get radiation all over her
She could mutate insanely...
She could mutate insanely... (that's right)
You know she could go on the freeway and grow up
To be 15 feet tall and scary-lookin'
And then...
Cars could crash all over the place
As a result of people with hawaiian shirts on...
Lookin' up to see her face

Sardines in her eyebrows...
Lobsters up 'n down her forehead
All of them horribly large from radiation...
And smelling very bad
And dangerous!

Maybe a submarine could save her,
And bring her home to the navy...
For some kind of ritual sacrifice...