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Star Wars: Attack of the Clones
2002 Regular

2002 Limited

Composed, Conducted, and Produced by:
John Williams

Performed by:
The London Symphony Orchestra

Vocals by:
The London Voices

Recorded at:
Abbey Road Studios, London (2002)

Orchestrated by:
Eddie Karam
Conrad Pope

Sony Classical
(Regular and Limited)

Release Date:
April 23rd, 2002

Also See:
Revenge of the Sith
The Phantom Menace
Return of the Jedi
The Empire Strikes Back
Star Wars

Audio Clips:
2. Love Theme (Across the Stars) (0:30):
WMA (197K)  MP3 (242K)
Real Audio (150K)

9. Bounty Hunter's Pursuit (0:27):
WMA (177K)  MP3 (219K)
Real Audio (136K)

10. Return to Tatooine (0:33):
WMA (215K)  MP3 (266K)
Real Audio (165K)

13. Confrontation with Count Dooku (0:35):
WMA (227K)  MP3 (282K)
Real Audio (175K)

Both the regular (SK 89932) and primary limited (SK 89965) albums are regular U.S. releases. Copies of the limited album sold through obesity-choked Wal-Marts (SK 89989) contained extra printed materials and a screensaver. The more commonly available limited album came with three different covers (Yoda, Anakin and Padme, and Jango Fett). Both limited albums contain one additional 3-minute track.


Star Wars: Attack of the Clones

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Buy it... if you, like most film score collectors in general, recognize that John Williams' music for the Star Wars franchise, even in its less satisfying incarnations, is still vastly superior to most other modern movie music.

Avoid it... if you require more than one dominant new theme and only a few passing references to the most famous, previously established themes in the listening experience on the inadequate single-CD Sony product.

Star Wars: Episode II: Attack of the Clones: (John Williams) Nearly 25 years after the Star Wars universe first captivated audiences around the globe, George Lucas' far away galaxy returned to the big screen for the fifth time on May 20th, 2002. The rebirth of the Star Wars saga still seemed refreshing and mystical once again in the 2000's, hardly close to any resolution that would send audiences to the events at the beginning of Episode IV. True fans of the concept knew where the overarching storyline was headed, though, and all three prequel films in the franchise understandably became darker with each passing frame. The anticipation for Star Wars: Attack of the Clones was nowhere near the overwhelming levels stirred by The Phantom Menace, however, and the same could be said about John Williams' music for this second episode. The hype machine was kind to Williams for the returning first and concluding third episodes, and Attack of the Clones often gets lost in the mix. In many regards, though, the second prequel score was easier to evaluate than the first, because at least there was now some established context for the music of the more recent trilogy. It had been difficult to review The Phantom Menace in the context of this new Star Wars era because it was fifteen years removed from the original trilogy and had to stand alone as a foreshadowing of the new trilogy. It was also difficult to judge The Phantom Menace because listeners had no way of knowing which fledgling themes and motifs from that score would eventually take center stage in the following films. For the most part, Attack of the Clones answers some of those questions, playing along some predictable lines and revealing more about how Williams was trying to tie so many musical loose ends into one coherent whole. Surprisingly, it would turn out that Williams didn't actually elaborate on many of the previous identities in the franchise. Still, for the composer, the task of immersing himself once again in the franchise proved to be substantially easier than some might have speculated. The experience was rejuvenating to an extent, an opportunity to reminisce with friends both musical and human.

During a January 2002 weekend in Boston, he sat down at a piano at the Four Seasons Hotel. Williams, whose task was to wrap up the score for the final few cues yet to be written, stopped for a moment and remarked, "I'm just revising one scene. I'm working with my music editor, Ken Wannberg (we've been together for 35 years) and he's here in the hotel, got all the film on tape, we cue it up and go to work." It may seem odd to imagine the world's premiere composer of the era working on a hotel piano to complete a score for the greatest film saga of all time, but the process of writing for Attack of the Clones had been easier for Williams than the first episode. "One picture ago, The Phantom Menace was a reintroduction, or a revisiting, of Star Wars after twenty-two years," Williams said. "I thought that this will be a tough transition, but it was something like bicycle riding. Some of that score, and this one too, is musically incestuous, referring to the themes of before, and that helps us get back into Lucas' imagination." In a statement that, in retrospect, reminds film score collectors about Howard Shore's work for Peter Jackson's The Lord of the Rings franchise, Williams continued, "These scores have about two hours of music. Not in quality, but in quantity equal to an opera. At the end of six films, we've got 12 hours of Star Wars, certainly in the history of cinema something unique. The whole canon is so voluminous, which is part of the fun, actually... taking an earlier theme and morphing it into the new one." For Attack of the Clones, Williams revisits the old favorite, the Star Wars main title, and expands upon the transition from "Anakin's Theme" into the "Imperial March" most commonly associated with the fifth episode, The Empire Strikes Back. Among the other themes, Williams reprises the popular "Force" theme, Yoda's theme, and the choral "Duel of the Fates" fanfare from the previous film. Smaller common motifs and creative connections to seemingly individual parts of the other films also exist once again.

A handful of new themes were destined to make their initial appearance in Attack of the Clones, including the film's most prominent (and most speculated-about) love theme, "Across the Stars," and even a short, curious piece for Jango Fett. Along these lines, the thematic construction of the score was to be exactly as most fans would expect. As Williams puts it, the "incestuous" nature of Star Wars music continued. Nearly all of the composer's writing for Attack of the Clones was printed on paper in January of 2002, in preparation for the film's release in late May of that year. By mid-February, Williams had completed nearly all of the recording of the score with the his usual ensemble for the franchise, The London Symphony Orchestra. The first recording sessions with the LSO were held in Abbey Studios in the final two weeks of January and were substantially wrapped up by the end of the first week of February. Both George Lucas and producer Rick McCallum attended those recording sessions, with Lucas known to be pacing in the halls of the studios by himself. McCallum commented in late February that "It went very, very well... effortlessly, as it always does with John. Hearing a musical score for the first time is one of the most wonderful events that can happen to you. Obviously, John hears the music when he's writing it, but no one gets the opportunity to fully experience it until then. Even though you may have heard little melodies on the piano, it never has the same impact unless you can really read music well to understand it." For each of its recording sessions, the London Symphony Orchestra included 110 players (strong by film score recording standards, though certainly not one of the largest ensembles assembled for film composers), and the choral work was recorded in just one full day of work. "There's a massive amount of music, over 125 minutes worth," says McCallum. "That's a lot for a film; the average film has probably about 40. George made maybe five or six changes with certain cues that he wanted a little bit more intensity put in, or less. That was very easily done, especially with someone as talented as John is and as well as with music editor Ken Wannberg."

With themes from the first trilogy and the previous episode being joined by those that would be foreshadowed for the third episode, McCallum commented about how the saga was coming full circle in the musical sense. "It really is an arc now, and the music brings in all the films together," he continues. "The major themes that will come in the series start in The Phantom Menace, build in Attack of the Clones, become more refined in Episode III, and then are there for IV, V, and VI. One of the first new things that came up was the love theme, and thematically, it's beautifully structured, it's really interesting, and has really wonderful moments that preview what is about to come in terms of character development." Other than these early comments about the score, further information about Williams' 2002 creation had been interestingly limited by more secrecy than with The Phantom Menace. None of the first four theatrical or television trailers, ranging in release date from November 2nd, 2001, to March 10th, 2002, included recordings of the new music, instead relying on portions of the previous scores. Devoted fans were already disgruntled before the debut of the film because the announced Sony Classical album (to be released three weeks prior to the movie's theatrical opening) was to be a single-CD concert arrangement of the score despite the great mass of music composed for the film. Indeed, when evaluating Attack of the Clones, like its predecessor, it's important to remember that conclusions drawn from the 73-minute commercial album for the soundtrack are neglecting half of Williams' material unique to this endeavor. Though The Phantom Menace received a "complete" 2-CD album (and a controversial one at that) not long after its release, neither of the two subsequent entries were treated to an expanded album in the same, almost immediate fashion. As such, you have to take any analysis of Attack of the Clones based solely on the album and general film viewing with a grain of salt, though that's essentially what you are about to read below.

More than any other series of films in the history of Hollywood, the Star Wars saga contains a complex tapestry of strong themes, motifs in orchestration, and a magnificent consistency of quality. These Star Wars scores are a case study in thematic development and use, containing more individual motifs than any other franchise with the exception of Shore's aforementioned The Lord of Rings, which stands even above Williams' writing here in terms of structural integration and manipulation. Williams, however, being the mastermind of thematic incorporation that he is, obviously tried hard, all the way through Attack of the Clones, to weave all of his countless Star Wars themes into as many cues as he possibly could while still inserting enough new material to keep the individual scores fresh and relevant to their films. This balance became a bit more skewed towards an emphasis on the latter in Revenge of the Sith, much to the dismay of some fans and the joy of others. But as of the second episode, Williams was still very actively juggling the many timeless themes that had come before, providing them prominent placements when possible. It's necessary to discuss the use of these themes in great depth when reviewing these Star Wars scores because, frankly, so many listeners judge them on how they introduce, manipulate, and integrate their favorite themes into the new films. It's like revisiting an old friend, and you want that friend to be in the best of condition when you happen upon it. First, however, to satisfy those people who read reviews for a quick answer, it should probably be said at this point that Attack of the Clones is both a fantastic score and a worthy entry into the Star Wars saga. It is Williams at his best, and its performance in the film is just as powerful for audiences as it will be for listeners to the album. There are several moments of spine-tingling effectiveness for the score in the film, most of which, at a time when Williams' frenetic action music was beginning to sound alike, revolving around the new love theme.

Summary judgment aside, there are two main factors in the discussion about Attack of the Clones. Both the themes introduced and reintroduced beg some opinion, as to be expected. But Williams' overall package for the new trilogy, with Attack of the Clones joining The Phantom Menace, could begin to be compared with the merits of the first trilogy. There are plenty of purists in the world who believed, until the magnetic reversal of the poles, killer asteroids, and end of the world all occur, that the music in the original trilogy was to always be superior to that of the new material. With two prequel Star Wars scores to judge at this point, it was hard for anyone to avoid making the quick assessment that these purists may indeed be right. The new music, as good as it is, exists one step behind the original three in every manner. After pondering the themes in Attack of the Clones, the reasons for this statement will become clearer. The Attack of the Clones score begins as these classics always have, with a few minutes of the Star Wars fanfare in its precise, exact form from 25 years ago. Whether this opening theme should have been allowed some tweaks in orchestration is another matter worth debate, as the title theme had become an element to dismiss on the albums, though few would argue that what Kevin Kiner did to its meter and progressions in the 2008 animated Star Wars film was in any way acceptable. In any case, a rather unsurprising opening title recording, merged with a suspense cue to be discussed further below, is followed on the album by the spectacle of the score, the "Across the Stars" love theme. Without a doubt, this new, complicated theme for Anakin and Padme is the highlight of the work, despite a passing resemblance to one of Williams' themes from the magnificent Hook. It's a large-scale, bittersweet theme with an elegant, yet staggered progression that contains faint elements of the "Imperial March" in its bass regions. Some ardent listeners have noticed that parts of the theme are similar to the inversed form of the franchise title theme, though if this is truly the case (outside of the concluding notes of the love theme), then Williams is definitely taking these connections to intriguing levels.

The restrictions that Williams places on the theme through the employment of the final two, descending notes counter its beautifully soaring opening phrases in a perfect attempt to address the concept of forbidden love. The manipulation of the theme throughout the score is both constant and remarkable, with a lovable and whimsical (yet still troubled) introduction of the theme in many parts of the first half of the score followed by more agonizingly painful performances as the score reaches a dark climax. As per usual, Williams provides this love theme in a full, five-minute suite form on the album, and it is the centerpiece of the finale and end credits suite as well. Other than this overwhelming new identity, Attack of the Clones is rather short on the memorable new motifs. There do exist a few ideas with debatable applications. For instance, many listeners have complained that Padme has no theme devoted to her character in this trilogy (much like Han solo never really a theme of his own). There is, however, a more frivolous theme that Williams uses in the flirtation scenes between the two characters that may be aimed more specifically at Padme. Heard at 0:16 into "Anakin and Padme" and at 0:09 and 2:15 into "The Meadow Picnic," this dainty flute and triangle idea develops into a fluid string performance in its last, innocent performance. Another interesting new theme is actually a slow ostinato of sorts that ascends and descends along with the waves of the planet Kamino. A very satisfying and robust performance of this theme, with some Bernard Herrmann touches in its swirling, muted brass, flourishes at 1:53 and 2:26 into "Ambush on Coruscant," and extends itself to lesser degrees at 2:40 into "The Meadow Picnic" and 1:25 into "Return to Tatooine." This theme could alternately be considered a conspiracy theme of more general scope. Also somewhat nebulous is an evil theme of deep brass tones at 3:00 into "Ambush on Coruscant" and 5:53 into "Return to Tatooine." This idea has progressions and a tone very similar to Williams' theme for Lord Voldemort in his first two Harry Potter scores. A maturation of the droid army material into a new concert-like motif from the old days of the franchise is heard in the battle of "Love Pledge and the Arena." All of this secondary thematic material is overshadowed by the frequently employed love theme, however.

In terms of its general attitude, it was easy to tell from the soundtrack album alone that Attack of the Clones would be a more depressing film. Listening to The Phantom Menace, you could distinguish all of the high points and low points, the battles and meditation, with clearly defined borders. With Attack of the Clones, however, the entire score (outside of the obvious action sequences) is troubled in a softly contemplative sort of way. The controversial "Zam the Assassin and the Chase Through Coruscant" showcases a more eclectic, low key approach to handling the key role of the assassin/bounty hunter back into the series, utilizing exotic percussion and even an electric guitar for more texture and instrumental color than usually heard in these scores. The dark forces, outside of the representations of the fledgling Empire, don't feature a blazing theme all to themselves. Instead, Williams, in the four or so cues on the album that the assassin plotline embodies, tackles them with a more subdued, percussion-rich underscore. Lucas praises Williams for how the technique of relying on subtle, yet driving percussion accentuates the urban atmosphere in much of the film. While Williams promised a prominent theme for Jango Fett in the pre-production of the score, no really obvious idea merits discussion, though perhaps this probably motif was caught on the chopping block of either Lucas' editing of the film or the somewhat lacking presentation of the music on the commercial album. As the score progresses, and the action becomes more overtly melodramatic on a grander scale, the thematic representations of the action become more satisfyingly pronounced. The only break in the alternation between love theme and percussive underscore material early on the album is the stately "Yoda and the Younglings," which touches not only on the themes for the Force and Yoda himself, but also mingles a few performances of the love theme with subtle references to the famous five-note phrases of the title theme. By "Confrontation with Count Dooku," Williams has adopted a stance that would largely guide The Revenge of the Sith, using an operatic solo voice (as in A.I. Artificial Intelligence) to grace the score with a very singular moment.

Upon reaching the climax of the film, the score's presentation on album ceases to meander and focuses squarely on the robust and ominous action music to be expected in a darker Star Wars score. The transition happens almost completely in a single cue; nearly three minutes into "Bounty Hunter's Pursuit," Williams kicks the score into high gear with a reprise of the droid army theme from the previous score and never looks back (that theme, though, still obviously takes a page right out of Indiana Jones and Last Crusade). The bombastic and noisy action material standard to the Star Wars prequels, with its blasting sixteenth notes and dizzying number of frantic layers, occupies the remainder of the score. Two cues in particular are knockout thematic expressions late on the album, and both are magnificent when heard on screen. In "Return to Tatooine," Williams offers a fully developed performance of the theme for the Force before immediately launching into a heavy choral statement of the "Duel of the Fates" theme from the previous film, the only such inclusion on the album. Some listeners were disdainful of the application of the "Duel of the Fates" theme, questioning either its seemingly haphazard insertion or its meaning in relation to Anakin's anger. The latter concern is more easily explained, given the character's emotional disintegration. The other popular cue of note with a magnificent impact on the film is the fantastic duo of themes heard over the finale sequence. Just before the end credit suite, Williams leaves audiences with two repetitions of the full pronouncement of the Imperial March (in near concert glory) as the armies of the Republic board their ships for the start of the clone war. This material flows seamlessly into a monumentally bittersweet final performance of the love theme as Anakin (now without one hand) and Padme marry in seclusion. It's the spine-tingling moment in the narrative for which fans of the score for The Empire Strikes Back had been waiting for decades, and you simply cannot discount how well Williams handles the transition between the two strikingly opposite themes before rolling with equal elegance into the end title sequence. The Imperial March, unfortunately, would not return in the same form in the final prequel score.

But how does it all come together in the end? In some ways, Attack of the Clones is more satisfying in specific moments than The Phantom Menace, but in other ways, the previous prequel plays as a more balanced overall score. Both are far more focused than Revenge of the Sith which, despite having some phenomenal individual moments, lacked a sense cohesiveness necessary to wrap up the trilogy. By comparison, Attack of the Clones is enjoyable because it introduces one stunning theme and offers more powerful performances of older, favorite themes from the original three scores. But it is still a much more tumultuous and arguably muddier score than all of those that came before. Part of that personality is to be expected, given the troubled nature of the film. But Star Wars scores had always featured swashbuckling music at their heights, with action that swings heroically and love themes that sweep you off your feet. With Attack of the Clones, however, Williams began to take the music of the series into more of a straight-laced, dramatic venue, favoring serious emotional tones instead of overly dynamic, space-age melodrama. There is nothing as lighthearted or noble in the score that can complete with the fanfares of the previous scores, another trait that carried over to Revenge of the Sith. It's a score that can most certainly be appreciated, but perhaps not enjoyed to the same extent as its older kin. Even the longer subthemes that gave previous scores character, such as those like "The Asteroid Chase" in The Empire Strikes Back and "The Forest Battle" in The Return of the Jedi, are largely absent from Attack of the Clones. In fact, there are no noteworthy major subthemes presented in Attack of the Clones, which limits its enjoyability on album and its representation in concert form. Had Williams arranged the battle music in "Love Pledge and the Arena" or perhaps something more significant for the Fett "family" or the alluring ostinato for Kamino into a concert suite on the album, then perhaps the score would be more memorable many years later. Luckily, the love theme is strong enough to alone represent the score's five-star nature, though it, for some, may not be able to sustain an entry in this franchise by itself.

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Overall, there are still enough interesting perks in Attack of the Clones to, along with the love theme, produce a five-star rating befitting any Star Wars score. The rebellious exotic drums and electric guitars in "The Chase Through Coruscant," the harp in the love theme, the haunting vocals in "Confrontation with Count Dooku," and the masterful blending of three themes at the end of the closing titles (in which the love theme gives way to a dying rendition of Anakin's theme and ultimately dissolves into a determined fade of the Imperial March) are worthy highlights. And yet, score is short on Anakin's theme, that of the Emperor, and, most curious, the title theme itself. The album recording of the end credits didn't actually exist in the film. These considerations, together with the format of the album, make Attack of the Clones the least typical Star Wars score in the series, which could be a blessing or curse depending on how you look at it. The performance by the London Symphony Orchestra is as capable as usual, though it was mixed with a touch of excessive dampening. Compared to the concurrent The Lord of the Rings scores, the total lack of reverberation in this Star Wars score was something of a shock, and avid listeners with available software will be pleased by the result of adding some reverb back into their personal mixes of the score. Sony Classical did get slightly caught up in the multi-album craze employed by Reprise Records for the aforementioned Howard Shore scores, releasing several variants of their own soundtrack. The regular album of thirteen tracks was joined by a one limited edition with three different character covers and the bonus track "On the Conveyor Belt" and another limited edition that contained special trading cards (let's not talk anymore about those fraudulent items). The bonus track contains somewhat anonymous action material and is not worth the fuss. Unfortunately, a 2-CD product has not been forthcoming later in the 2000's, and don't be too disgruntled if the music on the single-CD Sony album doesn't meet your expectations. Even from the music on this album, and the unique universe it brings to your stereo, you can easily tell that Williams was still on top of his game. The music of Star Wars was back, and even with its flaws, it's still better than 99.9% of everything else. Price Hunt: CD or Download

    Music as Written for the Film: *****
    Music as Heard on the 2002 Sony Albums: ****
    Overall: *****

Bias Check:For John Williams reviews at Filmtracks, the average editorial rating is 3.74 (in 69 reviews)
and the average viewer rating is 3.59 (in 338,233 votes). The maximum rating is 5 stars.

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 Track Listings (2002 Regular Album): Total Time: 73:34

• 1. Star Wars Main Title and Ambush on Coruscant (3:46)
• 2. Love Theme from Attack of the Clones (Across the Stars) (5:33)
• 3. Zam the Assassin and the Chase Through Coruscant (11:07)
• 4. Yoda and the Younglings (3:55)
• 5. Departing Coruscant (1:44)
• 6. Anakin and Padme (3:56)
• 7. Jango's Escape (3:48)
• 8. The Meadow Picnic (4:14)
• 9. Bounty Hunter's Pursuit (3:23)
• 10. Return to Tatooine (6:56)
• 11. The Tusken Camp and the Homestead (5:54)
• 12. Love Pledge and the Arena (8:29)
• 13. Confrontation with Count Dooku and Finale (10:44)

 Track Listings (2002 Limited Albums): Total Time: 76:36

• 1. Star Wars Main Title and Ambush on Coruscant (3:46)
• 2. Love Theme from Attack of the Clones (Across the Stars) (5:33)
• 3. Zam the Assassin and the Chase Through Coruscant (11:07)
• 4. Yoda and the Younglings (3:55)
• 5. Departing Coruscant (1:44)
• 6. Anakin and Padme (3:56)
• 7. Jango's Escape (3:48)
• 8. The Meadow Picnic (4:14)
• 9. Bounty Hunter's Pursuit (3:23)
• 10. Return to Tatooine (6:56)
• 11. The Tusken Camp and the Homestead (5:54)
• 12. Love Pledge and the Arena (8:29)
• 13. Confrontation with Count Dooku and Finale (10:44)
• 14. On the Conveyor Belt (3:02)

 Notes and Quotes:  

  All artwork and sound clips from Star Wars: Attack of the Clones are Copyright © 2002, Sony Classical (Regular and Limited). The reviews and other textual content contained on the site may not be published, broadcast, rewritten or redistributed without the prior written authority of Filmtracks Publications. Audio clips can be heard using RealPlayer but cannot be redistributed without the label's expressed written consent. Page created 2/27/02 and last updated 12/21/08. Review Version 5.1 (PHP). Copyright © 2002-2015, Christian Clemmensen (Filmtracks Publications). All rights reserved.