Little Mermaid, The (1989)

[bunniefuu]

Hi, this is Ron Clements,

I'm the co-writer,

co-director of Little Mermaid.

Hi, I'm John Musker, I'm the other guy,

the other co-director, co-writer

of The Little Mermaid.

Hi, I'm Alan Menken,

the composer of Little Mermaid.

You're gonna hear a lot

on this audio commentary

about Howard Ashman,

who I consider to be the greatest

theatrical dramatic talent

of our generation, as a writer.

Howard passed away before

Beauty and the Beast was released

and after Little Mermaid came out.

Coming up is an earlier interview

that Howard and I did

at the time of the release of the film,

and it's great to hear his voice

adding to ours.

This is Ron again.

We had a really tough time

getting this to work right

with the ship coming through the fog.

This is John.

This was generated by a computer

but then painted in traditional

ink and paint style.

You really saw a change

in perspective there,

in a way that we couldn't have done

with traditional animation.

We tried to keep colour very low-key,

it's kind of an overcast day,

because we wanted to save the colour

for when we went underwater...

We shot this with traditional

fog filters on the animation camera

just to give it the feeling of a foggy day.

This is Alan, and I remember

how many times Howard and I

took stabs at the top

of the movie musically.

We had a much longer song, originally,

which told the whole story of Eric

and the boat.

The back story of the witch and Triton,

there was a whole story created.

And a lot of dancing and sweeping.

It's a big, elaborate production number.

And it actually got storyboarded.

Roger Allers, the great story artist,

storyboarded it, it exists.

Ultimately, it seemed like it took

a little too long and was too involved,

so we went with a shorter,

trimmer version.

One thing we did want

to do, though, was

to start the movie on the water surface

and save going below,

'cause we felt it was like going

to Oz or something like that.

So, it's almost like this is our

black-and-white section

going into colour now.

Classic moment for me is when

the fish jumps and hits the water

and we go into this theme,

and that's where the heart of the movie

Just jumps out at you.

I remember we demoed this

SO many times.

I can remember

you and Howard Ashman

were sitting there at the piano,

and Howard would be like,

"Alan, give me that musical figure,

"something watery, something watery."

That's right.

And then Alan would come up

with this thing.

I'd never even heard

the term "musical figure" before,

and I'm like, "Well, that's what that is.”

I'd create this little...

It came off the top of my head,

and it became this unmistakable

stamp, now, of Little Mermaid.

- Musical signature.

- Anytime one hears it...

And also, with any musical,

and Howard would say this too,

you have to establish right at the top

what are the rules for this musical.

If somebody is coming out

and they're on a stage,

and they're singing All That Jazz,

you go, "Okay, I get what this is."”

If somebody comes out

and they're animated,

and they're doing a sea shanty

about the fable of The Little Mermaid,

you go, "Okay, I get..."

So long as you get what world

you're in, you can accept it.

Ron again.

This first shot of King Triton's palace

is a multiplane shot.

After CAPS was developed,

a shot like this would be easy,

but at the time, if you wanted

to move in on something

and give some sense of dimension,

you needed to use multiplane.

I think this film was the first

use of multiplane since...

I think there might be a shot

in Jungle Book,

which was kind of reused

in The Rescuers, [ think.

Those trumpet fish

were the first real expl*si*n

- of higher key colours.

- Really bright colour.

If you look, still-frame, as he passes

in front of the camera,

on the lower left corner of the screen,

you can see Mickey, Donald and Goofy

there in the audience, waltching.

Will Ryan did the voice

of the little seahorse.

Speeded up a little bit.

You hear the fanfare

as Triton sweeps in,

and then when Sebastian comes in,

there's a little dinky fanfare,

and that is actually me

playing the kazoo.

Listen to the last note particularly.

We did have fun.

Sam Wright and Ken Mars

doing the voices of Sebastian the crab

and King Triton.

Sam Wright was wonderful

to work with.

He's been playing Mufasa

in The Lion King on Broadway,

but prior to that,

he'd been the father

in a musical called Tap Dance Kid.

He was in the

Fruit of the Loom commercials

as a dancing raisin or something.

A great, great comic actor and singer.

He was one of the New York actors,

both he and Jodi Benson

were cast without John

or I having ever met them in person,

we just heard their voices on tape,

'cause they auditioned in New York,

but we loved what they were doing.

Ellen Woodbury did some

of this animation here.

- And Will Finn I think did some.

- And Will Finn as well, yeah.

In the lyrics coming up in this song,

when you talk about the sisters,

among the sisters,

Atina is a musical I had written,

actually, that

Michael Bennett produced,

called Atina: Evil Queen of the Galaxy,

which was a big flopperoney.

Arista, Attina

Adella, Alana

And Howard, in the lyrics,

makes reference to Alana,

and that was Howard's way

of including me in the lyrics.

One other bit, Andrina was actually

my aerobics teacher at the time,

- 1 was taking an aerobics class.

- Is that right?

We used to have more dialogue

in this scene,

we had a backstage scene

that got cut out.

It's like, "Where's Ariel?

She's not here! What am I gonna do?"

And then he's forced out

onto the stage.

We just liked the staging

of the shells opening.

It just seemed kind of fun and

it's a little campy, I guess.

But we liked it and Howard

went along with it eventually,

but we had to sell him on the idea.

Howard always had very specific ideas

of how he visualized the staging.

This set-up shot of the sunken ship

has cross-dissolving beams.

Mike Peraza, our art director,

did the layout for this.

It really helps set a great mood

for the rest of this sequence.

We knew this movie would have

more effects animation

than any movie that had been done

in along time.

And virtually every scene underwater

has effects in it,

it has either bubbles,

or light refractions or distortion.

It added a huge amount of complexity,

but it's just a really great motivator

in getting the whole crew together,

knowing that they were facing,

in some sense...

I think we presented it as almost

an impossible challenge.

People like impossible challenges,

because it gets them excited,

and I think

the whole effects department

was very excited about

the challenge of this film.

Alan had never written an underscore

for any movie before,

and he wanted to do it

and we were interested in doing it,

but he'd never done it before,

So we said, "Let's use this

as kind of a dry run, so to speak,

“or a trial run, and let Alan get

his fins wet on this one.”

So, this was the first thing he wrote.

I was terrified.

It was an action cue,

it wasn't just a romantic cue,

it was something where you really had

to hook into the...

There's a big shark chase

coming up and all that stuff,

so Alan had to hit all these accents

and beats and all that,

So it was something different for Alan.

And I also remember,

when we scored the movie,

this was the first cue that we recorded.

I remember sitting next

to the orchestrator,

I listened to it, and I said,

"Oh, my God, this is awful.

"Oh, my God, this is just terrible.”

And I see Howard and John and Ron

conferring at the front,

their heads are down

and they're talking to each other.

And I'm thinking, "Oh, my God,

“they're trying to figure out

how to fire me.”

Then finally Howard gets up slowly

and walks over to me

behind the board.

I said, "Yeah, I know it's terrible.

We can work on..."

He says, "No, in this one measure,

“could you move

this one beat forward?"

I said, "Yes." He says, "That's great.”

I made a choice to do this

very much in the style

of the earlier animated features,

in which, instead of sound effects,

you're basically using music for a fall,

or music for an impact or for anything,

almost like ballet.

So, it's a very busy score.

I learned how to get less busy

after Little Mermaid.

I might also mention

that the shark here

is animated by Matt O'Callaghan,

who storyboarded

this sequence as well,

and that doesn't always happen.

So, he really shaped it,

both in terms of the storyboarding,

and then he wound up

animating the shark,

as well as Louis, the chef, later on.

The shark, his name is Glut,

although his name is never

brought up in the movie,

he was originally going

to return later in the movie,

and Flounder was going

to actually defeat him

and Flounder would have

his moment of glory, finally.

But as we simplified the story,

Glut never does return.

When this sequence

was first developed,

there was Flounder,

but Ariel also had another companion,

a dolphin, which we called Breaker,

but he left very quickly.

We thought that there were too many

characters with her along for the ride.

So we gave some of

Breaker's personality,

which was a very energetic,

gung-h* type,

we moved that into Ariel,

and that actually made her

a more lively sort of character,

to give her some

of the dolphin's personality.

If they would have given us

more money,

some of these scenes where

Scuttle was walking on this rock,

would've had more contact shadows,

where you'd see his shadow

cast on the rock,

but that was a concession

to the budget

and the time restraints

that we were under,

that we didn't put those things

in the film.

Il miss them.

Buddy Hackett.

Buddy Hackett. There was

a different voice for Scuttle, originally.

Our boss, Jeffrey Katzenberyg,

didn't like the other voice we had.

He's like, "Guys, guys, get a comedian.

That's what we did on Oliver.

"Richard Mulligan, we got him

and the character came alive.

"Find a comedian.”

We went through a list of comedians...

Buddy improvised some here,

which we encouraged,

ll think that was fun.

He also, when we first recorded Buddy,

he had written a song for Scuttle.

Have you heard

the song that he wrote?

No, but he actually sang it

on The Tonight Show.

Yeah, he did sing it

on The Tonight Show.

You'll never know what lonely is

till you live by yourself on a rock

Once we cast Buddy, we wrote it

to sound like Buddy,

and Buddy was saying,

“Don't write for me, write for the part.”

His very first takes,

he was playing Scuttle

with an artificial seagull voice

that we kind of thought,

“This is not the way to go.”

We wanted him to just be himself

and be natural,

which he did, and he was great,

but there was a little bit of tension

just at the very beginning

of his first session.

Jason Marin,

who did the voice for Flounder,

his voice changed

by the end of the movie,

and we were trying to get Little Jason.

He came in, "Yes, I'm here

to do the finishing lines on Flounder.”

We're like, "Jason, can you just..." ”

He had to cheat it up a little bit.

We like to give characters entrances,

and so to give Ursula theatrics,

we really wanted her

to come out of shadow,

even the sort of descent

into the camera

is all just meant to give her theatrics.

She's a very theatrical character.

The first time we screened

this with an audience,

and we see that she's an octopus

for the first time,

there was an audible reaction

from the audience,

just a little shudder.

And that made it feel like,

"Yeah, that's working for her intro."

Seriously, 'cause originally, the witch

wasn't conceived to be an octopus,

she was a different fish, but not octopi,

but it really went with

the musical approach,

in terms of the silky, tentacly,

trying to wrap Ariel in

and reel her in snakKily.

The snake charmer thing in here,

I think, worked well with Alan's music.

On the witch, we actually took

some live-action footage

from a documentary,

Disney Mysteries of the Deep,

and Roy Disney was

very versed and familiar with that,

and worked on that

and brought that to our attention.

Rob Minkoff, the initial animator

of Ursula,

did a walk cycle literally on top of that.

So her lower half was this octopus.

We really were able to get

real-life observed behaviour,

combined with the character

of this big, overweight,

but exaggeratedly

graceful vamp, villainess.

And that really became the basis

for all her movements later.

Well, it was ruined! That's all!

Completely destroyed!

This concert was to be the pinnacle...

Ed Gombert was one of the great

storyboard artists

that worked on the film,

and he really came up with

the recounting of the tale

that Flounder does

and the way it was played,

and that's really pure Ed Gombert

in there.

Probably, you can see it,

if you look at a still frame,

Flounder actually

transforms into Scuttle

for a couple of frames there

as he's talking about Scuttle,

he physically transforms to Scuttle.

But then this seagull came, and it was,

"This is this, and that is that..."

Most of these bubbles are hand-inked,

which is a throwback to the old-school,

most of this movie is done with

the Xerox process,

which is something that was done

from 101 Dalmatians forward.

Little Mermaid was actually the last film

to use cels and Xerox.

Right, the older films, Snow White

and Pinocchio, were hand-inked.

There was actually a person

who traced the hand drawings

of the animation onto cels.

The Xerox process actually

photographed them onto cels.

However, to get the look

of those older movies,

we really wanted the bubbles

to be inked, so, in fact, they were,

but as a way of trying

to do it on budget,

those were actually inked in China.

So, the problem for us was,

when the Tiananmen Square incident

was happening in China in 1989,

it looked like there could be

a civil w*r in China,

and we weren't sure

we were gonna get

our cels back

with the bubbles on them.

Our bubbles were trapped in China.

The bubbles were trapped in China.

Tim Engel, who was really

overseeing all that, said,

“There's a possibility that we may

not be seeing any more bubbles."

And the movie was under the wire.

We were praying

for democracy in China.

But also praying

we got our bubbles back.

That was very funny.

Once again, we got our bubbles.

They came.

I don't know about democracy

in China, but...

The crab was animated

by Duncan Marjoribanks.

I'm always amused whenever I see it,

'cause I think of 6'56"

Duncan Marjoribanks

animating this teeny little thing.

It's one of the great things

about animation,

that the animators don't have to look

like the characters they portray.

Also, Andreas Deja animated Triton,

who, I think, he's always said

he based on his father somewhat.

Without the fins, yeah.

A lot of these underwater scenes

involve those little

patterns of light there,

those are live-action patterns,

the way you see light playing

under a swimming pool almost,

and those were double exposed over

the painted backgrounds we drew

to give a watery effect.

That's a technique we generally used,

as well as filters over the film,

to make this all seem like

it was happening underwater.

Mark Dindal, the head of effects,

who later became the director

of The Emperor's New Groove

and Chicken Little,

he came up with this effect.

It's actually fairly simple

and not that expensive to do,

but it added a lot

to the underwater scenes.

Particularly, in the song,

Part of Your World,

it gives an extra magic to that,

and was used more extensively there.

As you can see,

all the refractions of light

where the light is hitting

the underwater sections.

This pan of the grotto,

I think we made this too short.

It moves too fast, I think.

If we had to do this all over again,

It would've let you see things

Just a little bit more.

But it's a nice shot.

If only I could make him understand.

I just don't see things the way he does.

We should mention,

in terms of this song,

that one of the very early screenings

we had for an audience,

we brought in a class of school kids

into the studio,

this sequence was pretty much

all black-and-white,

it didn't have the effects

and everything there,

and in the very first screening,

the kids squirmed a lot.

That brought up

the very controversial thing

that there was some talk

of either cutting this song

or cutting it down,

which, pretty much,

Howard was horrified at the idea,

we were horrified, Alan was horrified,

Glen Keane, who was

the lead animator on all this

and responsible for a lot of it,

was horrified.

And even though there was

a lot of discussion,

it finally came to a point where

we could leave it in the way it was

for an additional screening now.

And in this second screening,

there was more colour.

For whatever reason, however,

it worked out, they didn't squirm.

They were quiet through

the whole number.

Thank God.

You know they almost cut

Over the Rainbow

from The Wizard of Oz.

And that was one of our arguments

with this song.

Howard's contention was

every musical needs a point

at which its central character,

the protagonist,

sits down on a garbage palil,

on a rock in the sea,

and says, "This is what I dream of."

And, of course, the rest of the story

is all based on creating obstacles

that this character has to overcome

to achieve their dream.

It sets Ariel's character, it sets her up,

what she wants, what she needs,

and so much of the rooting interest

of the mermaid comes out of this song.

And certainly, I think, we're all

very glad this wasn't tampered with,

'cause it's such a signature

of the movie.

Also, the earlier lyrics to this song,

I might mention,

Howard generally resisted

changes that we would suggest,

and rightfully so, 'cause many

of my own personal ideas were stupid,

but one that he did actually

slightly agree on,

his earlier lyrics of this song,

he talked about leather in China

and things like that.

And we said to Howard,

"Well, her information is from this guy

"who doesn't have his story straight,

the seagull.”

So Howard went back

and readjusted the lyrics,

So he put in the thingamabobs

and the whatchamacallits.

Those weren't in the first version

of the song.

'Cause he agreed that, yeah,

that actually was in character for her,

to have these offbeat terms for things.

That painting right there,

Glen Keane picked out that painting

'cause he wanted a picture, an image

of a fire underwater to go with the lyric.

This shot where Ariel reaches out

was the last shot done in the movie.

We wanted to do that

on the multiplane camera,

and there were just too many problems

and we ended up doing it optically.

At the time,

it was technically very difficult,

and I think it was shot four or five times

and didn't turn out right.

The opticals didn't match right,

it had seams...

Her arm would not go outside

the hole properly.

And it got to a point that

we were running out of time, literally,

and we were on a budget

and other restrictions,

we had one last chance

to get that shot to work

or we had to use a compromise shot

that was a shot that we developed

as a last-minute resort,

where she didn't reach out

beyond the thing.

And the very last time, it worked.

Sebastian's presence as the witness

of the song is partly there

to mitigate the squirm factor.

He's judgmental about it, and you have

that extra dramatic tension.

If it's just being done

as a solo in one moment,

it becomes a little eggy

for an audience, a little bit cloying.

Now, for the students of film,

they can see some mistakes here.

Watch this thimble on his foot,

sometimes he's got it...

Now, no thimble, it's gone magically.

But now it's back.

Who let that mistake through?

This is your sequence.

It's my sequence, yes.

Ron directed some sequences

and I directed some sequences.

And this was Ron's sequence.

It's a nice sequence.

It's a beautiful sequence,

I wish I had done It.

We didn't have time

to redo everything on this.

We were aware of a lot of the mistakes.

But there were severe budget

and time restrictions,

in terms of making this film,

S0 we had to pick our spots carefully,

in terms of what we could fix

and what we had to leave.

Dorse Lanpher, great effects

animator, did the fireworks in that shot.

It really helped.

Thom Enriquez was the storyboard

artist that storyboarded this sequence.

Beautiful draftsmanship.

Our story team on the film overall

was really an amazing story team,

many of which have gone on

to be directors, art directors,

production designers...

In this scene,

we see several of the staff,

including the guy dancing,

Rasoul Azadani,

who was a layout artist on that,

and who we've worked with pretty

much in all the movies that we've done.

This dog, Max, we added,

didn't really exist in the fairytale,

but we wanted to give the Prince

a companion to bounce off of.

He was coloured grey,

he was a big Sheepdog.

We did have a nightmare

with the paint of this character,

because a lot of times,

that grey would just crawl on film.

You can still see it, here and there,

it's a tough colour to make work.

Mark Henn animated

these scenes of Ariel

as she came up over the side,

and I think he really did a great job

of capturing her innocence

and just her wide-eyedness

at this whole new world

that she's looking at,

the Prince in particular.

This is really the heart

of the story here, obviously,

her falling in love with the Prince.

This is one of the pieces

of music that I wrote first

as a source piece for you to animate to.

Right.

I know you talked about Grieg.

Although, I don't really know Grieg.

Yeah, it's sort of a little bit of

Hall of the Mountain King.

And Grieg was Danish,

so it all made sense somehow.

One of the more difficult

characters in this film was Prince Eric,

and there's a tradition

of Disney princes,

that they hadn't worked very well.

In Cinderella, I talked to Eric Larson,

who animated on If,

he said, "Yeah, he was Sftiff,

I didn't really get it right.”

Animating the prince has been called

the most thankless job in animation,

because it's probably harder

to do than any other character...

Even in the Andersen fairytale,

you don't get much of a sense

of the Prince,

as much as you do

of the Little Mermaid,

and that's a challenge.

The more realistic human characters

are always the most difficult,

but, still a character like Ariel

is still more fun.

Particularly, Ariel was a great heroine.

She at least had the extra aspect

that she was part fish,

and she could swim underwater

and she can move in ways

that humans couldn't possibly move,

and that's why his screen time

tends to be more limited too,

because it's just difficult.

We had Matt O'Callaghan

who animated the Prince,

Mike Cedeno.

Christopher Barnes did

the voice on the Prince,

and I think he did a really nice job

of trying to get an engaging,

likeable guy.

The storm sequence coming up

was actually one of the first sequences

done on the movie, along with

the Under the Sea sequence

and the Louis sequence,

those were actually the first things

that we actually started animation on.

Because it was almost like

a musical sequence,

in that it was so rich

in production value,

if we didn't do it early,

we knew that we might not get it done,

'cause it would take longer

and there'd be impulses

to simplify it and cut it,

and we'd be under the g*n,

So we knew it would be difficult,

So the sooner we could get to it,

the better.

We called them "money shots."

Which, I guess, means that we're

gonna spend extra money on them.

It was also because it was

an action sequence,

there were just so many aspects of it

that could be done earlier on,

whereas sequences that were

primarily character-driven,

we almost wanted to save until

the animators had a little more time

with the characters.

This sequence certainly is a tour

de force of effects animation,

the fact that it was done first

really gave us a chance to go all out.

And Mark Dindal, who was

the head of effects on the movie,

did a great job on this sequence.

The grey-green cast of the skies

in all this

was inspired by an N.C. Wyeth

painting he had done,

I think it's from Kidnapped,

or one of these,

where there's a shipwrecked figure

in the foreground

and a ship in the background.

And that was the inspiration

for the visual look of this sequence.

I never had a successful solution

for this scene,

I directed this sequence,

and I wanted to be able

o see the statue before it sank,

SO we cheated,

So the statue was floating for a minute.

It's a marble statue,

it made no sense whatsoever,

but I couldn't figure it out. "How do

we show that before it goes away?"

So, it was bizarre, but there it is.

The water animation

is beautifully done.

And water is very difficult

to animate convincingly,

and Ted Kierscey did a lot of it,

and a lot of the animators.

It's funny, when you score

a sequence like this,

every hit becomes a source

of stress for you.

Leading up to the session, you want

to make sure each hit is gonna work,

so they're all imprinted indelibly

on my brain.

I like that jazzy horn figure

for the action

when he's running across the ship.

I think that was cool.

I remember this was

very early scoring for me.

I should point out that

the orchestrations

were done by Thomas Pasatlieri.

He was a great help to me

in learning the art of scoring.

Animation was not, at that point, hip.

I remember a film composer,

It was difficult, I was asking his advice,

and he said, "Look, man,

“nobody takes a score

from an animated film seriously.”

He said, "Just take a powder."

- He just meant like...

- Phone it in.

You think about how that must've

turned on its ear within five years.

And now we're into the reprise

of Part of Your World.

Here's a rare interview

that Howard and I did

at the time of the release of the film.

Alan writes great ballads,

I think that's one of Alan's real gifts,

is Alan can bring

a tear to your eye pretty quick.

And ballads are really, really hard

in a musical for the whole family,

because kids aren't famous

for liking love songs.

So it's hard to write a song that moves,

and has a little bit of rhythm,

and also tugs at your heartstrings

and is a soft number.

And the challenge of this number was

to do a ballad that

also moved the plot forward,

which is why the subject matter

of being part of your world

was so important.

What is she really longing for?

What is going to not just stop the action

but keep everything moving?

This is John here.

Howard's lyrics on this,

again, the original version

was slightly different,

in that Howard played the lyric of this

as, kind of, that she was disappointed,

and the original lyric on this was,

“I'll never be part of that world."”

And she was sad

as she dove into the water.

I remember we talked

with Howard about it

and said, just because

of the shape of the story,

she's gonna be kind of moony

about the Prince

and feeling up about it.

We said we thought, actually,

it would be better to play this

as an up thing.

And Howard, again, that was the only

other thing we ever talked Howard into,

and he agreed

and he revised the lyrics

So that it was much more

of a positive statement

than a statement of regret or sadness.

Howard did mention to us early on

there was an element of this that was

like a handicapped girl

wanting to walk.

And I think that's what he drew on

for the lyrics of the song, partly.

Actually, the song itself should be

titled Part of that World.

And this is Part of Your World.

- They've both taken on one title.

- Yeah, that's true.

Glen Keane animated much

of Ariel in this part,

a great animator,

and he did this scene where

she's on the rock,

and I remember we shot this

with Sherri Stoner,

but Glen acted out this scene for her.

And Glen is a burly,

football-player-looking kind of a guy,

and there he was,

he's doing this action of just tentatively

coming up over the rock,

and I still emember

Glen's physical performance,

it had all the sensitivity that you see

here in his drawn version,

but picture a muscular

Gene Kelly kind of a guy doing this.

Here it is, a moment of determination.

Every teenage girl's desire

to be free of her parents.

It's a major story moment.

Everything up to that point

is really set-up.

Now the situation is really clear

that we've got a mermaid

who is in conflict with her father,

who wants something that is

forbidden in her world

and will do whatever it takes to get it.

Her daddy will love that.

King Triton's headstrong, lovesick girl...

I might mention Kathy Zielinski

animated the witch in this sequence.

And there aren't a ton of

women animators,

but she's one of

the best animators, period.

But she did

a great job with the witch there.

Those fish in that opening shot

were computer fish,

which we thought we might

use more of in the movie,

but at this point,

the computer animation

was not quite at a point where

we were totally happy with it.

So we used the computer fish

to a minimum,

but they were in that one shot.

And I do believe that this scene of Ariel

was the first scene of Ariel animated

in the entire movie.

Mark Henn animated this scene.

In the story reels,

we had a longer version,

and there were fish doing their hair

and there were various things

with the sisters that we took out.

Howard and I were both huge fans

of the earlier animated features.

He felt that

as the musical updated itself,

the animated musical

would also update itself.

For us, Little Mermaid was

the follow-up

to Little Shop of Horrors.

As different as they are, it really was.

And there are people who joke and call

Part of Your World,

"Somewhere That's Wet."

I haven't heard that.

- The other thing I want to say about...

- That's funny.

That's a joke on

Somewhere That's Green.

And so, we did a pastiche of

'50s and '60s rock and roll,

Little Mermaid, we did really

our own pastiche of Disney.

When we started working

on Sebastian,

first you guys had Sebastian

as a stuffy English...

Clarence the crab.

Reggae was very hip and Howard said,

“Let's make him a Jamaican crab

“or a Caribbean crab. Calypso."

I think of Harry Belafonte,

that kind of warmth.

And so here are some thoughts

from an earlier interview

with myself and Howard Ashman.

It's very hard to write

contemporary sounding music

in a fairytale context.

You're dealing with

long ago and far away.

And you really still want to have

a feeling that modern kids and adults

can enjoy and start to move fto,

because that's how you get energy.

And it was sort of a trick.

When I talked to John and Ron

before the script was actually written,

we had a long conference about that.

Was there a way we could give

the crab something in his personality

that would make it possible to have

a special kind of music that had

some kind of rhythmic edge

or contemporary feeling to it?

And what we came up with was that

there would be a Jamaican flavour

to what he did in the music.

And that was to get energy,

to get a little bit of a pop feeling,

and yet to have it be true

to its fairytale roots.

This song you guys finished

in Burbank.

We started out actually

at my farm in Pennsylvania,

and Howard said he always wanted

a figure that just circled back on itself.

That didn't end, so the song

really started with the figure.

And one of the things I always talk

about is in the world of animation,

they're so specific in their references,

and you guys especially,

SO as we made all these references,

they animated the references.

And then when we went back

to scoring,

you guys wanted every one of

these things that you had animated

caught with different orchestral colours.

So you'll notice where there's

all these different sea creatures,

every single one is caught

with a very specific scoring reference.

And I remember

when we were working on this,

Alan was right next to us,

and Robby Merkin,

who was doing the arrangements

was right down the hall.

So they would go back and forth with

the storyboard artists and with us

and be seeing hits

that we were suggesting

or a different fish they could use.

And they'd come back, "Which one was

this again, that was doing this part?”

It was the overdub session of all time.

That's all I can say.

Overdub means

after you've recorded the basic track,

then you add other parts.

We did have to fight a bit

with Jeffrey on this,

in that we wanted to use colours as

the song got progressively more joyous

and that the colour changed to

these oranges and these reds.

And Jeffrey had a hard time.

He's like, "Underwater is blue, guys.”

And so we had

to convince him it's okay.

So in some scenes, we had to sneak

a little blue in the corners

to keep Jeffrey happy, but eventually,

he went along with it.

We felt the mood of the song,

no one's gonna worry that

it's not blue anymore. It's hot.

Howard recorded the demo vocal

on this one and he was just...

A lot of the jokiness of Sam's reading.

Sam did a great job, but Howard,

his original demo was full of spice.

Howard's vocals were definitely

the blueprint for the final result.

I think Sam's rendition of this song was

one of the big things, in terms of

getting cast for the role, because

we heard a lot of actors sing that song

and a lot of them were very good,

and certainly Howard set the tone for it.

But I think Sam just did

an incredible job with this song.

The interesting thing about Sam.

Howard auditioned him in New York.

And we cast him

never having met Sam,

but we heard a tape of Sam.

And he was so great just on the tape

that we said, "That's the guy to do it.”

And then we really met Sam the first

time when he came in to record it.

We had never really

met him before at all.

The song that changed

the Academy Awards.

Alan won Oscars continuously...

I think there were eight,

but who's counting?

Every Academy Award

that Alan was involved in,

he would win multiple Oscars.

- Usually score and song.

- Don't they come in pairs?

Then at a certain point,

the Academy changed the awards

so that musical scores

would be a separate category.

We always looked at that, that that was

the Alan Menken adjustment

or whatever.

But Alan was winning so many awards,

and everyone else felt left out,

So they had to change the awards

So that other people

would have a chance.

Remember, I showed up for

the Academy Awards,

and they had me seated on the aisle,

which I guess said something,

because prior to that, I had been sitting

in the middle of the aisle

where I could never escape.

And I said to my friend, Dean Pitchforq,

who wrote Fame and Footloose,

I said, "I don't know, what do

you think's going to happen?”

He says, "I don't know

who's gonna win the Oscar,

“but I looked backstage

"and the Academy Award

had scales on it."

This sequence was very early

in production,

Ron directed this sequence.

This was the first stuff done

on the crab, it seemed like...

Yeah, it was the first animation

done on the crab.

Duncan Marjoribanks did the crab

in this

and Andreas Deja did Triton.

And Ed Gombert storyboarded this

and it's pretty much...

The water is just fantastic

to look at there.

But this was

a little sample of the movie

in a way that went first and as I say,

Ed Gombert storyboarded it,

and it pretty much is exactly

the way he storyboarded it.

And it is just a nice little bit

between the two of them

that we were very happy

with the way it turned out.

And it gave a nice sense

of setting those two characters.

But it's not a complicated scene

from a directorial standpoint,

except from the acting standpoint

that it's really getting

a certain kind of dynamic in contrast.

It certainly is fun with the huge,

imposing character,

like the sea king and the little

teeny character like the crab

just kind of carrying on

everyday conversation

like they're not conscious at all

of their size difference.

We always thought Ariel's grotto was

like a teenage qirl's bedroom,

and she's got her poster of a rock star

who was the Prince.

And that was the person

that she was infatuated with.

And we were trying to draw

the analogy with modern teenagers

and their trouble

with their fathers, obviously.

Overprotective parents

and kids that don't want to

have to be tied down by their parents.

If you notice, the statue gets

madder and madder

as the sequence progresses.

- Is that right?

- His expression just keeps getting...

Was that an accident

or was that deliberate?

Not just the King,

but the statue gets madder, too.

I never noticed that.

But, Dad, I...

Is it true you rescued a human

from drowning?

The father-daughter

relationship in this movie

I find to be one of the most emotional.

Possibly because I've had

two teenage daughters

and seen them grow up.

Yeah, my daughter was born

as we were making this,

and now she's more this age,

So I've seen it from both ends.

We got a lot of letters in terms of

this movie.

And there's fan letters

from people who liked the movie.

But I'd say we got more serious letters

from fathers and daughters

and things that

they were emotionally involved in.

In some cases, aft least

with one father in particular,

that this kind of brought about

a reconciliation

with his daughter

who he was estranged by.

And that was nice

to get letters like that.

The only thing I find difficult is the idea

that she's Triton's favourite daughter.

The idea of having

a favourite daughter seems...

It's contrary to someone

who's got more than one daughter.

Our theory was

that she's the most like him,

and that that in effect was

what created the conflict.

To the extent that we said when Triton

was a younger man, he had red hair.

That they clashed

because they're both strong willed

and individualistic.

The children's book illustrator, Chris

Van Allsburg, did some drawings for us

when we were trying to develop

the look of the film,

and he did one of Triton's palace

with greens and golds,

and he also did a study

of the moonlit grotto

that was one of the earliest visual

representations of Ariel's grotto.

Paddi Edwards did the voice of

Flotsam and Jetsam,

and this voice was treated a bit,

but really, Paddi did have a very

distinctive, raspy, great, unique voice

that we thought

was perfect for these two.

And they're animated by Shawn Keller,

who's a quirky, nice guy,

but got a lot of

sinister mileage out of these guys.

What's very effective about them

is the idea that they trade off their lines

in a totally seamless way.

But there is something.

Howard was extremely specific

about what he wanted.

It was always a big concession

for Howard to have me play any role,

'cause he frankly

would like to have played every role.

It carried over with the actors when

Jodi was performing the number,

Howard had so many specific things

in his head and Jodi contributed a lot,

but Howard had phrasing ideas and

things that really were wrapped into

his approach to it. And Pat Carroll,

really, he helped steer her through it.

Certain songs more than others.

But the phrasing

just was very, very specific.

I know a few people

who could have written Ursula,

but nobody at the level of the way

Howard wrote her.

Howard had said that

one of the things he always wanted

to do was run a children's theatre.

So you combine that with that West

Broadway or West Village sensibility

and you get a sense

of who the man was.

Tremendously emotional person

and also so hip and so cutting edge,

as far as the zeitgeist of our culture.

And certainly here, it's in Ursula,

but I remember Howard said

our assignment was

to write a score

for an animated musical

that could sit on the shelf alongside

Cinderella and Dumbo

and Peter Pan and Pinocchio

and, of course, Snow White.

That's what he always said. Right.

No! No!

She's a demon. She's a monster.

Why don't you go tell my father?

You're good at that.

That was Ron's line, "Why don't you

tell my father? You're good at that.”

And I've always liked that line

just because it's so teenage girlish.

- Well it was John's line.

- Believable.

“Teenagers, they think

they know everything.

"You give them an inch

and they swim all over you."

This exterior, the witch's place,

Mike Peraza, who is our art director,

did that really cool layout

of that sea creature

and her actual shell,

he designed that as well,

and I always thought it was kind of

Georgia O'Keeffe-esque.

Those out-of-focus, dangling tendrils

in the foreground,

that was actually shot

on a multiplane camera.

The one done off the lot at Disney,

'cause the only one we could find

that was up and working

was actually done by a cameraman

that Mark Dindal knew

who shot stuff for Filmation.

So that's one of two or three

multiplane shots in the movie.

A few of these first scenes

of the witch were animated

by Rob Minkoff,

but then he left to do other things,

and Ruben Aquino really did

98% of the witch

and most of this song coming up,

and this animation here

is Ruben's animation.

And he did a beautiful job,

in terms of just getting her personality,

as well as just the technical issue

of keeping all these tentacles alive

and moving, and I loved what he did.

Of course, Rob had also done an early

exploratory drawing

that Howard had really liked

and we had really liked of the witch,

where Howard said, "This is great,

she looks like a Miami Beach matron."

And we got into

a whole thing about Divine.

Divine is a cross-dressing guy,

George was...

What was his real name?

- His real name was Glen, but...

- Glen, okay, yeah.

Everyone knows Divine as Divine.

People also know Divine, of course,

as the original Edna Turnblad

from the hit movie, Hairspray.

He was from Baltimore,

where Howard was from, I think.

And so, some of the early

development art

that Rob was doing

and others were doing

was really trying to get some of

Divine's big, campy, overweight diva,

get that into the witch.

And so there are still vestiges

of it in the witch,

although at one point, the witch even

had a mohawk a la Pink Flamingos

- and all that.

- Also Divine.

Also, Divine played that character,

and Jeffrey thought that was

a little too extreme.

I don't think Jeffrey was aware

that we were relating it to Divine,

he just looked at us and he's like,

"Guys, it's 10% too much.”

I think he was right on that,

as I remember, it was pretty extreme.

Just want to point out

the voice of Pat Carroll.

We knew Pat Carroll

from the Danny Thomas show.

And we really had a hard time

casting the witch,

because Howard had done

So great with the demos.

It was hard to find anybody

that could match Howard.

And then Pat Carroll came in

and she really did a great job.

Nailed it.

I know. She always talked about

how it was a cross between

Tallulah Bankhead and Maurice Evans,

Shakespearean thing in this vampy,

throaty Southern belle or something.

And that's what she got

in the performance.

But on the whole I've been a saint

To those poor unfortunate souls

Now, here's the deal.

I will make you a potion that will turn

you into a human for three days.

Actually, this song was done

in two separate sessions.

We did it, and then

we went back and did it again

- just to get all the nuances.

- Right.

I think Jeffrey was pushing for that.

She did a fantastic job.

Gary Trousdale storyboarded

this sequence.

And he really tried to visualize

all this deal making.

And I thought he did a great job

of really making it visual,

so that we'd understand,

even without the soundtrack,

what's at stake here.

Some thoughts

from Howard Ashman again.

We wanted to make songs

that would tell the story,

songs that would really

move the story forward,

really push the plot along

and keep things driving ahead.

So, it's not like you stop

and sing a song.

To my mind,

this recalls what it feels like

to write a successful musical

for the stage.

We were there at the genesis,

and we saw it through every step

of the way with our collaborators.

Life's full of tough choices, isn't it?

We perform when we write.

You have fto.

Howard is the actor.

Pat Carroll is wonderful, but

you haven't heard the witch's number

until you've heard Howard perform it.

And you never should.

It's wonderful.

I generally get to play things like Ariel.

Just 'cause you're shorter.

Everybody would rather write

for Captain Hook than for Peter Pan.

They're just more fun.

I don't know why.

And Ursula's an especially fun villain,

not only 'cause she looks

like an octopus,

you have that great movement

with her lower regions.

But she's also very sophisticated

as a character.

She's much more verbal.

Then as a lyricist, that was fun for me,

because I got to make more rhymes

and more puns

and more sophisticated

humour with her.

I see her song as a comedy number,

first of all, and a character number.

And then, third, talk about things

that are driving the plot forward.

At the beginning of that song,

Ariel doesn't even know

who Ursula is practically.

And by the end of that song,

she's a human.

So, a whole lot changes

in that little three-minute sequence.

I think we are thinking of something

almost Kurt Weill-ish

from The Threepenny Opera,

for the basic feel of that number.

And it's very seductive

and Ursula's very seductive.

And she's seducing Ariel

into making this deal.

I remember when we did this, Howard

talked about the shape of this number,

and I'd never really heard that term

used, as far as music went.

But he was talking about how,

in terms of this last thing with the spell,

that it almost was like

a three-act play in itself or something.

Well, it's a big musical scene.

You have the basic body of the song.

You break for the dialogue when she's

outlining the terms of the contract.

Then she comes back in full

on the end of the song,

- and then we transfer into the spell.

- The spell section.

One thing we haven't talked about,

which is so great

about you and Howard

and the songs that you did,

is the storytelling aspect.

There are a lot of bad musicals,

where sometimes

you cut the songs out

and sometimes it seems better.

And the songs are so much a part

of just telling this story.

They're integral to the story

and they advance things.

We have to be good thieves.

We always have to take

from your script,

and sometimes take the best aspects

and incorporate it into our songs,

and cover as much of the plot

as we possibly can.

This shot, I might mention,

we always thought of it

as our Sports lllustrated shot.

But it was this backilit thing

and a girl in the water, like

a shampoo commercial or something.

There was something picturesque

we wanted to do about it.

In the Andersen story,

when the mermaid walks,

she left bloody footprints and all.

We didn't really want to do that,

but we did want to make this transition

where she got her legs

feel a little bit painful,

in an homage

almost to the Andersen thing.

That exterior of the palace,

Rowland Wilson designed...

He is a great draftsman.

He designed the Prince's palace.

He did a drawing that we loved

that combined

these Mediterranean elements.

It made it a palace unlike any other

Disney fairytale palace.

And with the whitewashed stucco,

it was really going for a warm

Southern Mediterranean feel

that he thought would be attractive

to a mermaid

who had been stuck all her life

in the cold ocean.

We had a challenge here to stage this,

because technically, in between

those legs and that upper body,

she's really not wearing any clothes.

So, we had to get her dressed

and yet keep it discreet.

So, it was staged in a way

where she was underwater

in this sequence. That helped us.

There's such a feeling to this movie

in scenes like this

that is just infused

with this fantastic innocence.

And it always makes

you feel just wonderful.

I got it. It's your hairdo, right?

You've been usin'

the dinglehopper, right?

No? No, huh? Well, let me see.

New seashells?

This scene right here,

where the crab goes through

this slight nervous breakdown,

and then comes through and decides

he's actually going to help Ariel,

actually Howard wrote that.

- That was added.

- Wrote the dialogue for that.

We had the basis of the scene,

but we were struggling.

And actually, Michael Eisner

had felt that

the crab needed

a real turning point here.

And we were really knee-deep in stuff

and a little bit burned out.

Howard wrote this scene,

and it's a beautiful scene.

- Is that right?

- Yeah, he did.

In terms of where the crab

comes around and says,

"You're going to be miserable

for the rest of your life.”

This is Howard's dialogue here.

Because Michael Eisner

felt like his change

from being against Ariel to being

her ally in this happened offstage

in our earlier version

that we showed him, and he said,

"Unless you show that onstage,

people aren't going to understand.”

I think it was a good point.

He was right.

And Howard did a great job

of comically putting this over.

When he goes from, "I'm not going to

help you. This is the worst thing ever.”

To, "Okay, I'll help you."

And he did a great job.

Howard, of course,

as a book writer on our musicals,

he was an executive producer on this

and on Beauty and the Beast.

Actually, he moved out here

and was living out here.

But what a resource to have that

kind of person offstage, so to speak.

It says, "Additional dialogue

by Howard Ashman,"

if you watch the end credits.

There were two or three scenes where

he did rewrite some of the dialogue.

And this was the key one, really.

We weren't sure when he came in,

in terms of how that might work,

and he didn't write for a while

aside from the songs.

He held back.

Not that we would have had

a problem with it.

For whatever reason,

he held back for a while.

And he was involved with our writing

and would make suggestions

and would make things.

But he didn't write himself

until this point.

And then Howard stepped in

and wrote this,

wrote two or three other bits

that are all really memorable,

great little moments in the movie.

I never knew that.

I'd love to know where they are.

We'll tell you as we're going through.

We were really going for a watercolour

look with these backgrounds,

where you see the highlights really

almost showing through the paper,

that was really a throwback

to a Pinocchio painting style

and that kind of a thing,

in terms of the way this I00Ks.

Glen Keane animated Ariel

in this section.

We did use live-action reference

for both Ariel and Eric

to help the animators

to get a jumping off point.

Sherri Stoner was an actress,

a great improv comedian,

and just brought a lot of spark to it

and helped to inspire Glen Keane.

The combination really worked

into some very nice acting.

You seem very familiar to me.

Have we met?

We have met. I knew it.

You're the one,

the one I've been looking for.

Glen animated this scene here,

where she's trying to do

her pantomime thing

'cause she can't speak.

And how can she put over

what she did?

And it's just a tour de force.

Animation is great

when you have to rely on pantomime

to really put over the ideas.

Certainly, early on in this movie,

there was a lot of controversy

over the idea that our leading character

would not speak

for a big portion of the movie.

And certainly in story reels,

it was a problem,

because she seemed to disappear a lot

in the scenes where she didn't speak.

But we were kind of saying

when she's animated,

when the acting is there,

it will be different.

And Glen Keane and Mark Henn,

who did a lot of this material

where she doesn't speak.

I think that was the case.

Once the animation got in,

she was alive and she kept alive.

And it's a tribute to the art of animation,

but that's animation acting at its best.

Pantomime can be a tough sell,

as we found out with the carpet

in Aladdin, similar idea that...

You have to say "Trust us” a lot.

"Trust us. It will work."”

One of the things that I guess also

helps keep her alive without her voice

is that music plays a role.

- Yeah, absolutely.

- It was key.

The underscore

becomes basically her voice.

It does become her voice. Yeah.

This sequence in the earlier version

of the film,

as we were working on it

had been longer,

and it was felt that

this needed to be paced up a little bit.

So, this whole section

was trimmed down a little bit.

These washerwomen had a longer rant

that they talked about.

All this got compressed

and turned into one little set piece

of mistreatment of the crab.

There's also a bit with Max the dog

chasing the crab around the castle,

that got cut.

We had trouble with that shot.

Making it read, I think.

We did it four or five times. Yeah.

Just wasn't clear that those

were stuffed crabs or something.

Just something about it wasn't so clear.

Here, again, for all you continuity fans,

you can watch the knives and forks

Jump around on the sides of the plate.

And one scene they're there,

one scene they're not.

You got a napkin, you got no napkin.

I don't know how we let

all that through, but we did.

This is one of my favourite scenes

where she walks into the light.

Mark Henn animated it.

Just the staging of it and the layout,

Dave Dunnet is our head of layout,

I don't know if that was Dave's layout,

but it's one of my favourite scenes.

We always called this

the Cinderella scene.

She's coming out

in her magic dress and everything.

Let me help you, my dear.

There we go. That's better.

See, now, she had a napkin

in that last scene and no napkin now.

No plate, either.

Grimsby is Ben Wright,

who is a great character actor.

And we cast him.

We loved what he did in the reading,

we cast him based on that,

not realizing that he was actually

the voice of Roger in 101 Dalmatians,

and that he also did a voice

in Jungle Book.

But we didn't know that

when we cast him.

Yeah.

Carlotta's voice is Edie McClurg,

who's a great comic actress

who's done a lot of work

in film and television,

and was on Pee-wee's Playhouse

and various things,

but a wonderful comedian.

I know we tested

a fair amount of actors for Louis.

And there again,

whenever Howard's done the demo,

you feel like you got to find somebody

that is at least where Howard is at

and hopefully can bring

something more to it.

And that's not easy.

I knew René Auberjonoils

more as a dramatic actor, and I didn't

know him so much doing comedy,

but when he came in and read

for the part and did this song,

he really brought a lot of comedy to it.

Of course, in different countries,

they dub Louis differently.

So, in France,

I think he becomes an Italian chef.

- Is that right?

- Yeah. That's right.

It's always somebody else.

You look at Chef Louis and you go,

"Would we get away with a song

in an animated now

“in which basically

one of our characters

“is literally describing

how you're going to k*ll?"

- Right.

- They're tight.

And all the imagery,

knives and axes and all that.

We loved it.

And we did it as was constructed.

But now,

I think they would give us a hard time.

Well, because people overthink things.

Les Poissons is a very slight song.

It's very French musical.

It's very deliberately in that style.

And it's mostly a comedy song.

And this song as a song is

a fairly compact, short song,

which really completes itself

with the chase sequence at the end.

Originally, this was a longer thing, too.

Howard had a whole,

"Class, do this and class, do this.”

It was just a little too long,

So we had to tighten it up a bit.

Gary Trousdale storyboarded it.

Don Martin,

Mad Magazine sort of drawing.

Like many other sequences,

I remember it was a lot of trial and error

for the chase,

for the music we used

and the length of it.

And it also had

the demo love aspect

in that I really did not want to

use the cancan, Offenbach...

I really wanted to use...

And for whatever reason...

Did we give you a hard time

about that? I don't remember.

! just finally said, you know what,

somehow the cancan,

it really worked better for all of us.

And I just went, "Okay."

And I think I may have played with it,

and in the end we said,

"You know what,

"we're trying to reinvent the wheel.

Let's just go with the wheel."”

And the association

of the original cancan,

which everyone knew, was so strong.

It was a question in a Disney film

how far you can go.

And I think Howard found

which was right.

Had he gone a little further than this,

it might've been too far,

but I think it really works well.

- Cruelty can be very funny.

- Yes.

And his sense of humour,

of course, was...

He loved to beat up his characters

and just make merciless fun of them.

Howard was so smart

and had such a tough sensibility.

- He was caustic.

- Caustic, I think, is the word.

Alan did something on this movie that

we haven't done in any other movie.

And he actually wrote, in effect,

the silent film score,

where he on a solo piano

recorded a bunch of themes

that we then put against the action.

Again, many of which Alan recorded

without having seen the action.

There were ideas of skelches

of tones and things like that.

And we fitted to that in cases.

Occasionally, it seems to me,

he did it live.

That is, you're just watching the picture

and doing music,

reacting to the picture and...

There were times where we got so

used to Alan's solo piano underscore

that even when we heard

the whole orchestra,

there were a few spots where

I missed the solo piano,

and I actually said to the orchestra

a little bit, I wasn't sure,

"What if we just left those in

as solo piano?”

I was thinking specifically of the scene

where Ariel is brushing her hair,

and she's out on the balcony at night

and there was a beautiful theme.

It still is, the music that's there,

but it was just the solo piano that had

a wistfulness or something,

S0 we got used to those things.

- Well it's called demo love.

- Yeah, right.

Yes, we've had a lot of that,

unfortunately.

It's very tough when you get

very used to things that are temporary,

but they're there for maybe three years

before they get replaced.

And this was another scene

that Howard rewrote our dialogue on.

- Is that right?

- Yeah.

"Just pucker up your lips." ”

These are Howard's dialogue.

We talked about her bedroom,

the design of it.

Howard mentioned,

“I think it should be very Laura Ashley.”

And so, that was one of the things

we were going for

when we designed her bedroom.

And the lighting on this was really nice.

There again, we had to pick our spots,

but this has a nice

- warm feeling to it.

- "You are hopeless, child.”

And Duncan Marjoribanks

did the pucker up scene.

That's a beautiful scene of Sebastian.

John directed that sequence,

but the little bedroom scene

is one of my favourite scenes

in the movie.

You are hopeless, child.

You know that?

Disney had gotten away from

those kinds of lyrical scores

that go along with the visuals

and accent the visuals.

You really brought that back, I think,

which was good and we wanted that.

I think people think just because

something is retro,

going back to the '30s and '40s,

that the reference will mean nothing

because our audience are Kids.

And they don't realize how much

in the subconscious of our culture

can be accessed by artists.

It's not just whatever is contemporary.

There's a lot that's timeless in this.

We wanted to keep the King alive

and the story of

the lonely King,

where's his daughter at,

'cause the father-daughter

story was so strong.

Occasionally in these films, I get

to write stand alone pieces of music.

The Tour of the Kingdom

IS one of them.

Yeah, I love what Alan did on this.

Again, we had

a piano track version of this

that we were animating to, originally.

That was a very simple thing.

You don't often get to, as a composer,

write a continuous piece of music

that lasts more than about 15 seconds.

And I loved that Penny Lane horn

in there.

- That was neat.

- That was very cool, I thought.

Brenda Chapman storyboarded

this sequence,

and we struggled

with this goofy puppet show,

trying to make it read

and yet be quick and funny.

- Probably a little too quick.

- Yeah, too quick, probably.

Here are some thoughts

from an eatrlier interview

with myself and Howard Ashman.

When I had been offered the

opportunity to write the underscore

for the entire picture, I was looking for,

"How do you do this?"

And there's nobody around

who does this anymore, really,

this kind of underscore.

In a sense, you're choreographing

like you would a ballet.

You're choreographing the movie.

Therefore, you're pulling from

traditions that haven't been pulled from

in years, in terms of underscore.

In the old days,

a lot of the music was written first

before they animated a thing.

Just even the background music

was written first.

And in some ways, we've gone back

to some parts of that old tradition

in deciding the songs as the story itself

is getting developed.

So there are lots of places where

they have animated right to the music.

If there's a little...

They've animated to that.

That... was in the little demo recording

that we made.

And it's been there for three years.

And finally it becomes

a little dance step.

It's amazing to see.

Now we come up to Kiss the Girl.

If there was gonna be a single,

it was gonna be Kiss the Girl.

But that never really developed.

When we wrote our original treatment,

we had a little sequence,

and Howard said,

“I think there could be a serenade.”

And so that evolved into this,

Kiss the Girl.

And the stakes in that song, they really

help give a dramatic tension to this.

And it has a plot point.

We could never get Howard to just say,

“I'm going to write a song for the pop

market,” until Beauty and the Beast.

We basically took the rock riff...

Which is the standard riff

you'd think of, in terms of

Phil Spector or Billy Joel,

and just turned it on its ear in

a little bit of a Caribbean way with a...

And just built up through

all the animals

into the various sounds,

into a full arrangement.

Those reeds that are coming up are

reused from The Old Mill.

The old 1937 Silly Symphony.

We try not to steal things

from other movies too often.

Unless they're great.

We all steal what we have to.

I actually did a little corrected

animation on that one scene of Ariel,

jJust sort of looking over.

Somebody adjusted the timing,

So one of the few scenes

I quasi had something to do

with animating in the movie.

It's strange, but I did.

Howard Ashman again.

Kiss the Girl has a little bit of a

Caribbean or maybe even a little Latin

feeling to it, and I'm a doo-wop person,

So it's got just a little bit of...

Thrown in there for spice and for fun.

Sing with me now.

It's a good time to talk about the voice

of Jodi Benson, which we hear

as the voice of Ariel

and then it becomes the entire

emotional impetus for Eric.

Jodi is somebody who had worked

with Howard in Smile.

And I had known Jodi for years

in New York.

Very talented actress, singer, dancer,

the whole deal.

We had auditions here in L_A.,

we had auditions in New York

that Howard supervised.

And we heard her audition,

not having been there,

present at the audition,

but she did such a great job.

In most of the auditions,

people would come in and sing

Over the Rainbow

or something like that.

And then on call backs,

I think they did Part of Your World.

But I think Jodi was very comfortable

with doing those slips between

speaking some lines,

singing some lines.

There's a very real quality

in Jodi's voice and she has the classic

Menken voice, which I really like,

someone who can give you

a good Broadway belt

but then mix into a soprano.

One of the things we did totally

differently than any other picture was

we went directly from our demos and

we had all of the vocal performances

done to synthesizers.

And then we wiped away the synth

tracks and recorded orchestral parts

- to replace them.

- Which was the wrong way to do it.

Occasionally, we got

into some trouble on that.

'Cause the mistake that we made was,

we animated to those tracks.

Unfortunately then, those tracks

all had to be replaced at the end,

and they had to hit

all these musical accents.

So it made a nightmare for

the musicians at the end of the line,

trying to hit these on-stage musical hits

that we had animated to.

It was a slight nightmare

when we were recording.

But they were great synth tracks.

And it gave the studio the comfort

to move forward with the project

without having to spend

a fortune up front.

Disney animation is always done

in the warm-cool thing here,

where you play off warm things

against cool.

So the little fireflies

against the blue background.

! just like that play of colour.

And it's our homage to

Pirates of the Caribbean or something.

- Really?

- Yeah.

We had originally written a longer

scene between the Prince and Ariel,

hadn't we, at the end of that,

that we wound up doing away with...

There was a whole scene

that was gone.

Where the Prince talked about

his conflict,

of he likes her, but there's this

other girl that he's heard her voice,

and rubbing it in a little bit,

it was a

Hans Christian Andersen-y scene.

But we certainly had to cut things down

a lot, in terms of the story,

it got simpler as it went along

and essentially,

that didn't seem like it was necessary,

that you got the Prince's conflict

without him having to articulate it.

So we took that whole scene out

before we ever animated it.

This idea coming up wasn't

in the Andersen fairytale.

The Prince was getting married

to another girl, but it wasn't the witch.

The witch was more prominent

in our thing,

in the idea of the witch actually

using her voice and transforming

into something to thwart Ariel

from winning the Prince's heart.

That was an idea that we added to

the Hans Christian Andersen fairytale.

Also one of the things that

surprised me in our early screenings

was that scene

when the Prince looks in the window

and you see Ariel combing her hair

with a fork.

It got a strong reaction,

and it's something

that you'd almost take for granted

as you're working on the movie, and

the fact that people really responded

seemed to indicate like

they were getting something here,

they were really into that.

Howard again.

It's just amazing the way

the animators enrich and bring to life

and cause something inanimate to act.

It's like having the greatest actors

in the world performing your material.

And it's just what we had in mind.

And it is what we conceived,

in terms of tone

and in terms of content.

There's just something

about the Disney fairytale cartoons,

going all the way back to Snow White

and then to Pinocchio.

I grew up on Pinocchio and Peter Pan.

And the idea of doing one of those,

it's like there's all these

library books on the shelf.

There's Snow White

and there's Sleeping Beauty

and there's Cinderella,

there's Peter Pan, there's Pinocchio,

and to try to make something that fits

comfortably on the shelf with those,

what a difficult thing to do,

but what a great thing to try to do.

It's a humbling experience, I'll tell you.

But to try to do something

that could actually

be comfortable in that line of titles

is pretty amazing.

I think it does give you latitude

to work in all kinds of musical styles

and just to dream.

And this is one of early CGl,

computer-animated steps,

was still the infancy of computer

animation, but we used it.

It generated a 2D drawing

that then was painted,

but the actual stairs were built

in the computer

and then painted by hand based on

the drawings generated from that.

Congratulations, my dear.

Patty Disney, the wife of Roy Disney,

I remember her talking

after the preview.

Where this scene coming up is one of

Patty Disney's favourite scenes.

Where she's hearing the news,

and she does this little thing

with her hands,

and she's just kind of disturbed,

and she always singled this out

- as one of her favourite scenes.

- That's Mark Henn.

And Renee Holt, I think,

did the cleanup on this.

The cleanup on the movie

Vera Lanpher supervised,

and the cleanup staff did a great job.

Yeah, and the cleanup animation is...

The animators actually work rough

and there are other artists

that clean up their work.

They take the scribblier drawings and

make them tighter and more precise

for painting later.

In this case, we used black Xerox

for the characters,

but we wanted a delicacy to it

So people actually used

a mechanical pencil to give

a very fine line,

which almost gave an ink ook, in the

sense that the lines were thin enough,

they would pick up

some of the colour around it.

And it gave a delicacy to it.

It was hard to do.

But they did a great job on the cleanup.

Roy Disney"s involvement in the film,

certainly Roy had a nautical

background, he was a yachtsman,

he loved the sea, so there were various

points in terms of terminology,

he changed some of our dialogue

to reflect the truer nauticalisms.

I think he changed something

we had to "a following sea.”

I still don't know

what a following sea ls,

but we used that line

based on Roy's suggestion.

I think Jodi enjoyed also playing

this sort of villainous character

when Ursula has gained

Jodi's voice, so to speak.

She was sick of being sweet.

Gave her a little angle to play with.

The sea witch! Oh, no!

She's gonna... l gotta...

We first started to record the actors

in 1987,

and some of the recording

continued till 1989.

So it was about a two-year period

from beginning to end,

in terms of recording sessions.

We actually recorded the entire movie.

Everybody was out for a week

where we recorded

all the dialogue in the script,

all the songs in terms of that week, and

we started since we had all the actors,

we did a reading of the entire script

with the songs,

everybody singing the songs

and the actors doing their dialogue.

And it was pretty exciting,

except that when it was over,

it turned out that

nobody had pressed record.

We hadn't recorded the entire reading.

And we actually

then went back and did it again.

We did the second take

of the entire film.

I guess I blocked all of this out.

You were there, Alan,

but it's okay not to remember it.

It was a horrifying thing for us,

we felt responsible and we were.

I think we were probably the ones

who should have told someone

to press record, but...

It's like nobody said action,

So they didn't roll the film

and they blew up the fort.

But at the same time,

after it's going for an hour,

it seemed like maybe someone might

have wondered whether or not

it was supposed to be recorded,

but it didn't happen.

'Cause we had had table readings

before that

that affected the writing of the script

and the casting of the characters

a little bit.

But at that point,

I think we got a sense of the actors

playing off of each other

more so than anything.

We were happy 'cause we usually hear

the actors in isolation

and don't hear them as much

together in the same room.

And we got a good sense of

Ken Mars really feeling like

he could be her father,

and the difference in voice quality

between the crab and Ken and all that.

I think it came to life in the room,

but I don't think that we really rewrote

much based on that reading.

No, I don't think

we did a lot of rewriting.

I know we were a little concerned

at the time,

because we may have been a little

over-rehearsed at this point,

which is the difference between

Broadway and movies.

In animation, normally,

we don't rehearse a lot.

The actor comes in kind of familiar,

but there's a freshness to that.

As they're just doing

the dialogue spontaneously,

that we realized that the actors

had learned this like a stage play.

But there's a certain slight sense

of losing spontaneity that way,

So that they almost had to work

in the recording

to try to get the spontaneity back.

Usually, the way we did

the recording of the actors,

Ron would be out

in the recording studio

with the actor helping prompt them

and give them specific

on-site direction.

I would be in the recording booth

trying to hear it more the way

an animator would hear it.

I didn't almost look at the actor,

and I would just listen to the tracks

and try and just listen

to the vocal performance.

And Ron was doing that with Buddy,

and Buddy didn't like having

somebody breathing down his neck.

So, he did mention to Ron,

“I'd like to do this again. Alone."

And I slumped out.

We did a little sound trick

on her voice there

when it's this disembodied voice,

we made it sound

a little bit more ethereal,

and then as it comes back

into her throat,

then we dissolved off that effect

to give it more of Jodi's natural voice.

In our first script,

our first treatment even,

it's very easy to write

that she has the most beautiful

singing voice anyone has ever heard.

And now comes the point...

Now, you've gotta find somebody

who can live up to that.

But I think Jodi was the girl.

One thing I do remember is

throughout the whole process,

dreading the post-production

in which we were going to have

to thread that voice through,

and orchestrate around it

and somehow make it work.

It's very complicated.

I know that the earlier scene

where Ariel loses her voice and

it goes into the shell works beautifully.

And it seemed like

it might be problematic,

but you really have the sense

that she's singing,

and yet suddenly,

the voice is now in the shell

and it's not in her anymore.

And through the mixing and through

the performance, everything,

- that just really sold the idea.

- Disney has great sound people.

Great mixers.

Mel Metcalfe was the music mixer

on this.

Terry Porter was the head mixer

and Mel did the music mix.

Terry Porter did all the dialogue mixing

and made all the different recordings

- to match perfectly with the rich vocals.

- Fantastic guys.

...binding and completely unbreakable,

even for you.

I remember we had big meetings,

long meetings, all about hair,

Just about hair and how to handle hair.

Underwater, things need to move.

So, it made it

a more complicated movie,

in that we wanted the hair

generally not to be at rest,

just to keep alive the feeling

that you are underwater.

It added a lot of complexity,

because the hair had to move at

all times in the underwater sequences.

Whereas in normal animation,

characters go into holes, they rest.

That gives the animator a rest, too.

But in this case,

there was a lot of extra work

that the audience

isn't really conscious of.

But it adds a lot

to the underwater scenes.

We had a great story crew on this film,

all the storyboard artists, Ed Gombert,

who also did

the Under the Sea sequence,

and Roger Allers, who was

a director on The Lion King,

Gary Trousdale, who was a director on

Beauty and the Beast.

We just had

a fantastic storyboard crew.

Chuck Campbell, who did

the sound effects on Roger Rabbit,

his team, Lou Edemann

and Rick Franklin

particularly did a lot of

the specific cutting for the film.

They were the team that really helped

create the sound for the movie,

trying to get

a unique underwater sound

and a fuller effects track

than had ever been done

on an animated film to that point that

we had been involved with, certainly.

And they had to really try

a lot of things to get variety

in the underwater ambience.

And there was a lot of work done

with that.

One thing I felt was good on Mermaid

that we didn't have to deal with was

we didn't have to really

deal with comparisons,

in the sense that nothing like this

had been done before at all, really.

And certainly nothing

had been done like this for years.

So, it was like,

"This is a real musical!

“This is fresh. These songs are so

great and they tell the story."

But then, say, like when

Beauty and the Beast is done,

you're now comparing music you're

hearing for the first time with Mermaid,

which is music

that's become a part of you.

So, I've always noticed on the reviews

that when the next film comes out,

there were early reviews

of Beauty and the Beast

that would say, "Well, this score

is good, but it's not Mermaid."

And then Aladdin would come out

and it would say, "This score is good,

"but it's not Beauty and the Beast."

How can you compare something that

you're just hearing for the first time?

We had a different version

of this earlier

where the witch didn't grow huge,

and Ariel stepped in the way of her bolt

at the Prince

and there was

a whole different scenario here.

And our boss, Jeffrey Katzenberg,

felt like it wasn't a big enough cl*max.

And at the time,

the movie Die Hard had come out.

And he's like,

"Guys, I want more Die Hard."

“How do we get Die Hard

into The Little Mermaid?"

So, we wound up with this giant witch,

which wasn't in the earlier draft,

and tried to make her more of

a formidable obstacle,

'cause she didn't seem formidable

enough in the earlier version.

Also, I think it was always intended that

she would be k*lled, which is tricky.

But by transforming her

into this monstrous giant,

maybe that made it

more acceptable to do her in.

Although she still is done in

in a fairly violent way.

These were all long sequences,

and it was...

You're just pulling the music out of you.

"Okay, another 20 bars."

Are we done yet?

Another 20 bars of Sturm und Drang.

Every time I see the end of this movie,

the general feeling that I get inside

is exhaustion, I remember.

It was my first score.

And I had come through about

two-thirds of the way just fine.

I get to the last third and it's...

Or last quarter...

And it's nonstop wall-to-wall

action-adventure hits.

And this was actually

in slightly pre-computer days.

So, it helps that you have,

nowadays, in terms of synching cues

and all that you didn't quite have then.

Well it was a transitional time.

It was getting into MIDI stuff

and all of that.

Right, we were just getting into it.

I was, I think, one of the first people

to work exclusively in MIDI.

And it was an amazing help,

because in the beginning

of doing the score,

I would write the score

with the click track,

and set up my measures

and write the music.

And then I said,

“I want to see how it sounds."

So then, I play it into my computer

in MIDI and play it back.

And at some point in the way,

I said,

“Duh! Why don't I just write it

right onto the computer

"and avoid this second step?”

The mermaid on the rock

was in the identical pose

with the mermaid in Copenhagen.

That was our homage to

the iconic statue there in Copenhagen

of Hans Christian Andersen's

The Little Mermaid.

And in terms of Howard's

writing contributions,

this one may be the biggest of all.

This scene was originally

played more pantomime.

The same idea, but without words.

And then Howard,

as we were going through it, I think,

feeling that, "There should be some

spoken words here to put this over.”

And Howard wrote this little scene

with the King and the crab.

And the great thing he did is that

he put it in subtext.

Obviously, the King is saying,

“I'm going to change her into a human.”

But without ever saying that,

he just says,

“There's one problem left.

How much I'm going to miss her.”

And that says everything.

And that was Howard Ashman's line.

I remember talking to Howard,

when we were down in Florida

when the film was done, and there

was, I think, a parade or something

where they played music from Mermaid

in this parade.

I remember Howard crying

because he thought,

“This movie is going to last

beyond me.”

And I think that was his first feeling that

this actually might move into

the culture, move into something,

that was going to go

beyond his own life.

And so much of Mermaid ls Howard,

I think, obviously.

- He got teary about that, huh?

- Yeah.

But I think it was because

he knew his days were numbered.

- And that's for Howard.

- He was so vulnerable.

A man who was so tough.

He could just tear you out of the room.

You come in, you go, "Isn't this great?”

And Howard would go, "Well."

We did want to wrap up

all the characters here.

- Wedding bells and Louis.

- So we brought Louis back.

Again, Jeffrey felt like the crab needed

to give Louis his comeuppance.

And so, we storyboarded this rather

late in the process and animated it.

We had an earlier idea where Louis

and the crab become friends.

And shout, "Friends, schmiends!”

I still wince slightly at this "yes”

moment coming up on the crab, but...

Teeth coming out.

And to give Jeffrey his props,

he wanted to add the line,

“I love you, Daddy."

Originally, we didn't have that

in that scene.

We just had an over-the-shoulder shot.

And he was like, "Well,

you can put that over the shot

"just to cement the...

And so, here, the first Disney chorus

probably for quite a few years.

At first, Howard wasn't so sure

about using a Disney chorus.

And he was like,

“Is that too old-fashioned?"

But eventually, I think he thought,

“No. That actually aligns the movie

"with these great Disney classics."

We had to reflect back

to the classic Disney score.

Snow White and Pinocchio

and all those things,

and this was a chance to do it.

This particular shot right here

is actually the first CAPS shot,

which is Computer Animated

Production System.

Yeah, rather than using cels

in that shot,

all the characters were painted

in the computer,

and that ship

was all composited in the computer.

Then that process later went on

to be used completely

from The Rescuers Down Under

to Beauty and the Beast,

Aladdin, The Lion King.

But that was its first test run.

It didn't work particularly.

We had a lot of problems with it

just in that one scene.

Every aspect of this production,

you could say

we definitely tested the waters

- with The Little Mermaid.

- Right.

We were trying things that

hadn't been done in a long time.

And we didn't know

how to do it necessarily.

It was a stretch for all of us, I think.

That was fun for us

to challenge ourselves.

But this established a new mould

mandatory for

every animated film after.

It established the idea of

an "I Want" song,

which was not a formula

idea within this, but...

And it made the Disney choir

okay again.

And definitely break into song

was okay again.

And our attempt in all this was

we wanted to make a film that

reflected our sensibilities.

And it wasn't a film that you just found

like it came from 1940,

and you open the vault

and there it was.

And I think it's a testament

to the people,

Howard and Alan and all of the artists,

everyone involved in it,

that they tried to put something

of their own lives

and their point of view into it.

So, they brought themselves

into the movie.

And that spirit, I think, is what helped

make it the success that it became.

It was also the film that kind of

re-established the idea that

animated films could be

watched and enjoyed

by adults and young people

even without children.

It's hugely hip

among theatre audiences.

It became a date movie.

I don't know that anyone expected that,

It wasn't made with that in mind.

But it was a film

for audiences of all ages,

and it lived up to that.

I think that it works on different levels,

So that a little kid watching it

can waftch it in a certain way.

And an older person can waftch it from

a completely different perspective,

but definitely get something out of it

that's meaningful.

That's what Sebastian's there for.

A whole generation of kids

are now interested in

going into musical theatre,

going into film, going into animation

because of The Little Mermaid.

And swimming.

Swimming became popular.

Sometimes I feel guilty.

I hope that they can all make a living.

Yeah. I think the music is

central to the movie's longevity.

And just the freshness of it,

and the emotion that

Alan and Howard got into this music.

And the relatability of

the father-daughter story,

as well as the characters

and the fantasy,

and the entertainment values of it.

I think musicals had sort of

become out of fashion

to some degree in film,

and that this reminded people

that there's something really wonderful

when it's all mixed together

- in a way that works.

- Yeah.

We were sort of regarded as heroes

for making this movie, in a way,

in that the movie musical

was dead and buried

- and eulogized and gone.

- Right.

It's still hard.

Right now, it's hard to get the movie

musical back on its feet again.

But every generation

has something that at least

keeps the flame alive.

And it's interesting how beloved this is.

It trumps all the other projects.

It was the one that

everyone attached to emotionally.

And when you think back,

- how young and innocent we were.

- Innocent is the word, I'd really say.

More so, at the time, I think,

we were sort of,

"Gee, this is kind of edgy

for a Disney movie.

“This has some things that's

never been done,

"and Louis the chef and those things.”

But you look at it again,

and this is so sweet and so innocent.

But not even just the film, I think

the atmosphere in which it was made,

there was an atmosphere of

"We're behind the eight ball,

gotta get the movie done."

It's usually, "Go faster,

you're behind schedule.”

And yet, we didn't have the weight of

Lion King and Beauty and the Beast,

and all those other things, it was like,

we wanted to do a fairytale, we had the

weight of Disney fairytales behind us.

We'd all like to do something

that lives up to that legacy,

and that was imposing,

but there wasn't cynicism about,

"We have to repeat this,

or we have to avoid this.”

It was just do what we felt

seemed right for it.

And you just went with your gut,

and I think it was

very innocent that way.

And everybody was young.

So this is John MuskKer,

thanking you for joining us

on this little trip down memory lane,

and hope you enjoyed

The Little Mermaid

as much as we enjoyed making it.

And this is Ron Clements, thanking you

for listening to this

and watching all this.

And hoping that you learned a little

more about the making of this film

that's certainly very special to me

and to all of us who worked on it.

This is Alan Menken, and I want to tell

you what a pleasure it's been for me

to share this time with

my collaborators here,

and sharing memories about

The Little Mermaid.