After the release of Joe's Garage, Frank Zappa set up his home studio, the Utility Muffin Research Kitchen, and planned to release a triple LP live album called Warts and All. As Warts and All reached completion, Zappa found the project to be "unwieldy" due to its length, and scrapped it, later conceiving Crush All Boxes.Crush All Boxes would have been a single LP containing the studio recordings "Doreen", "Fine Girl", "Easy Meat" (a live recording with studio overdubs) and "Goblin Girl" on the first side, with the second side being occupied by a suite consisting of the songs "Society Pages", "I'm A Beautiful Guy", "Beauty Knows No Pain", "Charlie's Enormous Mouth", "Any Downers?" and "Conehead".
During the production of Crush All Boxes, Zappa decided to scrap the album and conceive a set of releases drawing from both Warts and All and Crush All Boxes, which would emphasize different aspects of his multiple talents, formatting the two albums into You Are What You Is, Tinseltown Rebellion and two series of live albums, Shut Up 'N Play Yer Guitar and You Can't Do That On Stage Anymore.
Much like a concept album, some of the tracks are bound together, although the album lacks an overall storyline. The title track "You Are What You Is" is an up-tempo pop rock style song that was released as a music video in 1984. Critics claim it was his most political album since "We're Only In It For The Money." 
The album was first issued on LP by Barking Pumpkin Records (distributed by CBS) in 1981. In 1981, it also received a very brief (and now very rare) issue on 8-track tape, catalog number WAX-37537 (Barking Pumpkin label, distributed by CBS). It received a worldwide release on both Ryko and Zappa Records CD in 1990, and was standardized under the Ryko banner in 1995. However, the digital master prepared for both the original Ryko/Zappa release and the later Ryko 1995 release suffered from several severe audio problems that appear to be caused by an overuse of digital techniques like compression and reverb and also contained a shortened version of the track "Dumb All Over," omitting the guitar solo that closed side three of the original LP in favor of an edit to the reprise of the "Dumb All Over" chorus heard at the beginning of side four of the LP. In 1998, the problems of these previous CD issues were fixed in an unannounced reissue, including a near-complete restoration of the guitar solo from "Dumb All Over". A further reissue in 2012 included the full "Dumb All Over" ending and fadeout from side three of the LP, as well as the reprise from the beginning of side four.