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Star Wars Episode 2 1/2: Attack of the Kaplans

The Use of John Williams' music in Attack of the Clones

By Jon & Al Kaplan

We've been listening to the Attack of the Clones album for several weeks now, and we love and appreciate most of it. It's a terrific, nuanced score that had us looking forward to the film, if only to see how the music worked within it. Now, having just seen the movie, we have a few things to say about what George Lucas did to John Williams' music. The following commentary will not be spoiler-intensive -- in fact, we won't really be talking about any aspects other than music -- but if you don't want to know anything at all, you shouldn't read on.

John Williams' Attack of the Clones, an excellent score, was utterly destroyed in the movie. Scores are tampered with all the time. It's par for the course. But seldom is a score butchered on so many different levels. And seldom does it even matter...because most scores aren't good enough for it to matter. This one is more than good enough.

The Mix

The sound mix in AOTC is one of the worst of all time. We say this with confidence, knowing that previous Star Wars movies (especially The Phantom Menace) have had some pretty bad mixes. Even Jeff Bond, who seldom if ever complains about a mix (he enjoys peace and quiet, and often keeps his big-screen TV at painfully low volumes), was quick to acknowledge that Attack of the Clones has a "terrible mix." And he went to a different screening. It's one thing to not be able to hear any of the action music under sound effects. It's another thing when every single track of music in the movie -- including those where there is virtually no ambient sound, effects or dialogue present -- is dialed down to an inaudible level. The whole movie sounded like someone had left a John Williams radio station on in the background. It was as though Lucas was ashamed to have the music in the movie -- it was literally treated as ambient noise.

When the Fox fanfare began, people in the crowd yelled "turn it up!" But we sat through a quiet main title. Little did we know that the music would remain at that volume throughout the picture -- because it wasn't the theater's fault. As soon as the first ship flew by, it was clear that the volume was at a good level (we get conflicting reports on whether or not theaters can control separate volume levels for music, SFX, etc, but that seems unlikely). There wasn't a single music cue at a proper volume. We only noticed one time in the whole film where the music was actually dialed up, and that was for the closing scene, where it was still quiet. It's tempting to just say: "well, this is the state of film music. It's treated like wallpaper and you're not supposed to hear it." But that's not always the case. Even as recently as Spiderman, we have an example of a decent mix with music playing a prominent role in many key scenes. And ironically, on TV, where musical wallpaper rules and the mere semblance of a musical idea is an earth-shattering occurrence, the music is often mixed extremely loud. Perhaps because it's so comfortably banal, it's seen as mere emotional sound effects. In the same day we go and see ATOC with great music and terrible mix; then we go home and watch an episode of 24, with awful, banal music at peak volume.

Edits and Retracking

A bad mix is enough to do in any score, but George Lucas had plenty left up his sleeve for this one. Attack of the Clones has innumerable offensive music edits. Our favorite part of the album, the build-up to the climactic, sweeping statement of the love theme during "The Meadow Picnic" is hacked in such a strange and exposed way, it has to rank as one of the worst music edits in film history. And it wasn't done because of a last minute re-edit. It was done because George Lucas didn't like what was written. Had he liked it, they would have simply made an earlier edit elsewhere in the cue (in a less exposed place) and shifted the music back so it would line up at the proper sync point. Then they wouldn't have had to screw around with the climax of the piece. And not only is the first build-up cut short (jumping directly into the climax), but the build-up and climax are then repeated in succession! Astonishing move, George! By the way, that big animal that Annakin rides on looks like shit, George!

Music editing during action scenes is not normally as blatant as the stuff like "The Meadow Picnic." Not normally, we said. The Zam chase scene had most of the music intact (though there were plenty of edits, and if you cared either way about the electric guitars, they're either gone or plain inaudible), so the mix was the worst problem here. The same cannot be said for the action music in the last 45 minutes or so of the film. Things fall apart at the conveyor belt scene, an astonishingly unnecessary, tacked-on sequence where Annakin and Padme pass through a dangerous but cartoon-like robot assembly line. This frenetically awful scene, if it had to be in the movie at all, called out desperately for some kind of mechanical and consistent music to glue the choppy editing together. Listen to the "bonus track" on the album and you'll hear the kind of thing that might have helped it. Instead of using that, Lucas hacks up anywhere from five to 25 different 15-second snippets from various other cues (mostly bits from the Zam chase) and patches them together at random. Plus, he has big, blaring statements of the Love theme, The Force theme and even Yoda's theme chiming in at completely inappropriate moments. These themes don't work at all, because this scene is shot as a wacky non-sequitur -- the haphazard dropping in of portentous versions of important recognizable themes completes the disaster. This cacophonous nightmare took us so far out of the film that we honestly never got fully back into it.

The following "Arena" scene pretty much discards the album theme in favor of silence (the end of the track might come in somewhere during the all-out Jedi attack -- and it certainly comes in later on during the air pursuit, where its use may have actually been intended by Williams). As for the battle after the's tracked to nauseating extent with the most banal action music from The Phantom Menace. There also appears to be stuff from the old trilogy hacked in amidst snippets of ThePhantom Menace, parts of the "Arena" cue from AOTC and some newly composed material. This is music -- most of it good music -- that's hacked up and treated as wrapping paper.

One has to wonder whether Williams even wrote something new for the epic battle after the Arena sequence. Perhaps he ran out of time and Lucas was content to track existing music into these last battle sequences. There are even rumors that the scoring was completed before the editing was completed, so who knows what the plan really was. Perhaps we're just looking for excuses as to why the music in the last third of this movie was so incredibly hacked up -- the earlier music wasn't treated half as poorly. But since Williams apparently wrote two hours of music for Attack of the Clones, the likelihood is the Lucas simply didn't like the stuff written for the end. We may never know the answers, as an eventual double album AOTC release may just include the abominably edited and retracked soundtrack from the film (like The Phantom Menace release). There are surely a hell of a lot more edits that we haven't mentioned. We may not have been able to clarify and classify this mess dead-on, but we might have been able to had we been able to hear anything.

The Final Insult

The album "End Credits" close out with a stirring and ingenious combination of Anakin's Theme, The new Love Theme and Darth Vader's theme. In the film, this whole segment is flat-out gone. That's right. George Lucas even had to ruin the end credits. Perhaps he felt that this music was too obvious (after tracking Darth Vader's breathing over The Phantom Menace end credits). Or perhaps he was just systematically finding a way to destroy all of the best parts of the score.

Tampering with the music is George Lucas' right. It's his film. He can and does do whatever he wants. He is the master now. We acknowledge that, so if you're uncomfortable with the way we blame him in this article, pretend we're blaming whoever it is you feel is responsible for what happened to the music in AOTC. In truth, we're actually more upset with John Williams. He has the clout to stick up for himself. His music was treated like junk in The Phantom Menace and he came back for more in Attack of the Clones; this time with a much better score. And it was massacred. It'd hurt to think he doesn't care, so we'd like to see Williams turn down the next SW film. They can track in the score. No one will give a shit.

We apologize for this article, but we had to put this in words, if only to get it out of our systems. This is only the tip of the iceberg. There's a lot more to say, both positive and negative (positive about some more great unreleased music written for earlier scenes -- negative about edits, etc). In the grand scheme of things, perhaps none of this matters -- but the same can be said about film music, or anything else. Today, this matters to us. And it just might matter to some of you...

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