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Anthony Willis | M3GAN

Written By:

Nick Spacek


Though we are but three months into 2023, one can safely say without fear of looking foolish that director Gerard Johnstone’s M3GAN is easily on track to become the most iconic new horror creation of the year. The plot of the killer android film is quite straightforward, but it’s the stylistic flourishes which elevate it into something very special. One such flourish is the music by composer ANTHONY WILLIS, who subverts the usual concept for a horror score by utilizing “warm strings, flourishing harps, and breathy, ethereal pop vocals, emulating the innocence of a child.” In addition – and similar to his work on Emerald Fennell’s 2020 thriller, PROMISING YOUNG WOMAN – Willis gets to rework an iconic pop song. We spoke with Willis earlier this year, right around M3GAN’s release…

STARBURST: It’s been so cool to see how the movie’s taken flight in everyone’s hearts and minds. Obviously, it’s had a good response from cinematic audiences, but what attracted you to M3GAN initially?

Anthony Willis: I was approached by the director, Gerard [Johnstone], and I think he was attracted to me because he liked what I’d done for Promising Young Woman, and he was looking at ways like, “How can I make the music for M3GAN different than your typical horror movie?”

I mean, he was already sort of 10 steps ahead of me in terms of just going, “No, no, no. It doesn’t wanna be too tacky and how to bring out M3GAN as a femme fatale – she’s almost like a ’50s housewife – all these things I couldn’t immediately tell from the script. Then, when you saw the way that she’d been designed and the retro styling that she had, and then obviously the way that personality was then married into a 2022 world was just really intriguing, and the issues that come with that.

M3GAN is another affecting drama with a strong message, like Promising Young Woman. Both make for really intriguing films, because they do so in the forum of also entertaining you and making you laugh while also making you feel a little uncomfortable and the points are still made. They still resonate with you with message like, “AI could be bad news.”

Anthony Willis

Were you familiar with Gerard Johnston’s directorial debut, Housebound, at all when he approached you?

I had not seen it, but obviously I did watch it after we’d met and after he invited me to be a part of the project. It very much indicated the kind of tonal guardianship that he could handle. He has such a rich love of music and overall, he’s a very talented director.

What has it been like for you, going to work on films like M3GAN and Promising Young Woman, having come from doing so much work in things that are franchises and well-known properties over the course of your career?

I’m kind of an old soul. I mean, I first fell in love with music partly through classic animation, you know? As kids, we all got to enjoy Disney movies and I’ve always loved animation. I absolutely adored How to Train Your Dragon, the first one, right before I moved here and ultimately then got to work with John [Powell, composer] on the remaining films. And I loved The Lion King growing up, and obviously this arena is a little different in that you are subverting a lot of those associations and it’s how it can be really fun in its own way, just in terms of unleashing and writing music that makes you feel happy and soaring. It’s a different arena than that, but it comes with its own kind of fun. So yeah, it is a different, it is a different thing, but it’s also, as I said, it seems to be very popular right now. I think people seem to really enjoy those kinds of tonal tightropes.

In both M3GAN and Promising Young Woman, you’ve gotten to rework pop songs. Sia’s ‘Titanium’, for M3GAN and ‘Toxic’ for Promising Young Woman, with that version of ‘Toxic’ very prominently featured in one of the trailers. What’s that like for you, as a composer, to not just have to work around a needle drop, but to rework it within the score itself?

Oh, it’s so fun. It’s definitely a “pinch yourself” moment, and I’ve said this in interviews before, but earlier in my career, I’d work on a low-budget movie and the director would have their heart set on using a particular song and of course, it then turned out they couldn’t, so I think even when Emerald first said to me, “Ooh yeah, we’re going to use ‘Toxic,’ let’s do a version of ‘Toxic,’ I was kind of going, “Uuuuuuh – you know, it’s such a big deal to get these licenses,” but she was like, “No, no, no. I’ve been assured. This is the whole movie. This is how we have to do this,” and she was right.

Similarly with, ‘Titanium’, it’s so cool to work on a song that you know so well, and that’s just so brilliant and, and so love, but the most important thing is that narratively, it’s just a loaded treasure chest because it carries so much weight to it.

I could have written a thousand things for the ‘Titanium’ moment. I mean, I did do the original song for ‘Tell Me Your Dreams’, which is a bit more sincere, but you are never gonna tap into that incredible resource, and obviously, that’s what ‘Toxic’ did, as well. In the movie, it’s a very different tool than score, but it’s a really fun one to do. I’m working on a follow-up movie at the moment with Emerald, and it’s got some amazing music songs as well. It’s amazing to get to work with these really incredible songs.

Tell Me Your Dreams’ is a song that – because it is featured in the movie – it’s something you had to write, having not seen any footage. You’re having to write this so that they can sync it up and have it in the film itself. What’s it like getting to do something like that, where you’re working both as the film is being made, but also beforehand?

That was really fun. When I was asked to do the film, it was part of the scope of the brief of the work, and I was really excited about that. But I think literally no sooner had I said, “Yeah, I’d love to do it,” that I realized that this song was, I think, gonna be had to be filmed in about two and a half days and in New Zealand, which really means about one and a half days, so I talked to Gerard about it, and then I wrote the tune, and then he added some brilliant lyrics to it, and it just came together like that.

The blueprint of the song came together really, really quickly. Then, he had to give it to the programmers who had programmed M3GAN’s voice to speak and to sync it so that the movements of her voice moving would, would sync. It was incredibly difficult and complicated. Not hard for me, safely in my studio in L.A., but then we went into the studio with Jenna Davis, who was absolutely brilliant and not only brought incredible characterization to M3GAN with her vocal work throughout the film, but also carried that into her performance of M3GAN singing – including ‘Titanium’, of course.

We recorded that, but for a while, ‘Tell Me Your Dreams’ was basically a piano map. I wasn’t sure at that point. It was early days: was the score gonna be very tech-based? Was it gonna be a kind of mashup of all these different kinds of music that M3GAN puts together?

I’d written the tune in such a way that it was a lullaby but also quite robotic – the sort of thing that I imagine an AI program could probably come up with, so it was sort of simple, and then, later on, as it develops, it gets a little more sonorous. But then, right as we were starting to develop the score, Gerard said to me, “I think we should just make this like a Disney song, rather than it have lots of complicated layers to it.” That would, in theory, communicate that M3GAN is able to do this bizarre AI kind of composition – “Let’s make it legit, like she’s really managed to just write a Disney song.”

Luckily, I think the tune itself I’d written and the harmony already lent itself to that. Gerard had referenced ‘Somewhere Out There’ from An American Tail, which is such a beautiful, beautiful song James Horner wrote for the film. I didn’t think he’d go there in his head, but it just so happened that the tune did kind of have that in its essence, so I orchestrated it, did an arrangement, brought it to life that way, and then he was like, “Yeah, that’s it.”

It all made sense. We didn’t have to rerecord it with Jenna. Her performance already totally worked for that. It’s been really fun to hear how people, especially in the cinema, collectively are like, “Oh my God, she’s just started singing – this is ridiculous!” That laid a plan for ‘Titanium’ to then be the second time she sings. And then of course that, in itself, laid a platform for M3GAN to then do that amazing dance and walk and then, finally, her last “theatrical performance” is playing ‘Toy Soldiers’ on the piano

I think the musicality of M3GAN also really attracted me to the film overall, and that obviously then gets to echo into the way that her score works.

When we started this conversation, you referenced M3GAN being somewhat of a femme fatale and given these noir elements to certain parts of your score, the vocal songs work because many noir films feature your femme fatale spotlit on a stage singing her vamp song or a sad song that tells you her inner emotions. It all ties together so well.

It was definitely ambitious that we threaded so much music together. At first, I was a little hesitant to make the score as diverse in scope as it as it is. Gerard really pushed for, and certainly, one of the big things that I set out to do was Gerard wanted the score to be largely organic, at least when it’s innocent, and so I began to think, “How can you know; how can instruments that are organic do things that in their essence are slightly tacky and modular?”

It was only when we finished the film that I went, “Oh, this totally makes sense. M3GAN is essentially in disguise for a lot of the film, and it’s only really when she becomes violent that she basically lets the cat out of the bag and she’s like, “Yeah, I’m a seriously crazy, powerful robot and have no limits on my physical strength and what I can do”, so the fact that that music was incredibly industrial and intense, it makes sense ’cause M3GAN could hold back.

Not every film can. It’s tricky, and obviously, composers are always trying to create a unified language that binds everything together so that it justifies itself. It’s quite fatiguing to be given too much music but finding that slippery slope where she starts off innocent and then gradually the palette becomes more industrial and electronic – it was a tricky balance, but really fun to do.

Anthony Willis’ score for M3GAN is now streaming digitally, as well as available to pre-order on vinyl from Waxwork Records.

Nick Spacek

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