George Duke (keyboards)
Dave Parlato (bass)
Patrick O'Hearn (bass)
James "Bird Legs" Youman (bass, guitar)
Terry Bozzio (drums)
Chester Thompson (drums)
Chad Wackerman (drums)
Ruth Underwood (percussion)
Thana Harris (vocals)
Bruce Fowler (brass)

He used to be very kind in his own crude way
He wasn't always like I wanted him to be
He wasn't smart, he wasn't handsome either
But he thrilled me when he drilled me
and I never loved a monster quite like he...

Because his love was so flambay
His kisses burned me so, his kisses turned me
from a queen on a throne to a shriveling spool
Here I stand all alone, a spider's fool

When it's me he needs to fondle his tool
I guess some bugs are just that way
He don't really need your love
He don't really need you
to be there when his hair gets matted and grey
With a broom cleaning his room from the mess he made that day
All those earthling worms he nibbled away

Oh Hunchentoot my love, how could you desert me now?
Oh Hunchentoot you brute, can't you see I want you?
Stay with me flagrantly
and we'll have ecstasy for all eternity

Because your love is so flambay
You kisses burn me so, your kisses turn me
from a queen on a throne to a shriveling spool
I don't mind if you're unkind 'cause spiders rule

Yes you are real cool
with those little webs you spool
and all your spider drool
oh let me float in your pool