Suddenly the choir enters with all of its glory as the flying saucer appears out of sky. It’s a grandiose Elfman moment with choir, orchestra and especially theremin as the saucer slowly lands. After the craft lands, the music is suspenseful with plenty of theremin and odd electronics. The music switches between suspense and brightness & tranquility as it appears that the proceedings between the general and the Martians are going well. When the Martian ambassador says, "We come in peace," Elfman unleashes the choir in all of its glory. This is one of my favorite moments in the score as a hippie-like man releases the dove and we have the bird’s-eye-view (no pun intended) of the audience rejoicing. The orchestra and choir reflect this rejoice with a lustrous sound that’s as cheesy and campy as anything I’ve ever heard, and in this score that is a GOOD thing. However...

09. The Martians Attack (2:58) *

...immediately the music changes gears to the first action cue in the movie. This cue is a highlight of the score and it’s a real shame that it didn’t appear on the commercial release of the soundtrack. It’s as bombastic and melodramatic as anything Elfman has ever done. The Martians were lying when they said they came in peace because they shoot the dove and begin to shoot everyone else. As Jason (Michael J. Fox) tries to save his girlfriend, Nathalie, (Sarah Jessica Parker) Elfman becomes quite theatrical. When Nathalie grabs Jason’s decapitated hand, the music is delightfully dissonant (much in the style of the cow-burning scene). To top off this exciting cue- the music ends with the syncopated cadence that’s heard in the main titles as the Martians leave and the viewer gets a wide shot of the destruction and Barbara’s dismay.

10. Message to the Martians (2:15)

The tense military music returns as the president and the professor (Pierce Brosnan) decide to send an apology to the Martians and ask them to return. The theremin and electronics are quite present in this cue, although the music stays very much hidden in the background, that is, until we see the Martians retrieving the president’s message. Then the Mars Attacks theme returns briefly. After that, the orchestra all but disappears as we watch the message being delivered to the Martian ambassador and then to the Martian leaders. Elfman’s assortment of electronics mixed with theremin add a lot of color to Burton’s odd visuals. After the ambassador and the leader laugh at the message, the leader then fixes his attention on a caged Nathalie and an old Playboy magazine. Elfman plays with this scene by adding in a saxophone riff and playing-up the disturbing manner in which the leader is reacting to the picture. We assume the leader is scheming something truly dastardly as the choir and orchestra come to a boil.

11. Barbara & Art (0:16) *

Barbara is arguing with her husband, Art (played by Jack Nicholson who also plays the president). When she realizes that her husband is too selfish to realize what may happen to earth her attention focuses on a bottle of alcohol. It seems that she’s going to start drinking again. The music here is a little awkward as it only appears for a few seconds. Perhaps it is to lighten the scene up. In ID4, for example, a scene like this one would’ve been approached quite dramatically. Perhaps Elfman was only trying to remind us that we’re watching a comedy. However, the music stops in time for a joke from Art. It seems he wasn’t really paying attention to most of his wife’s dramatic speech at all.

12. Ungodly Experiments (0:52)

This cue is much in the same manner as the second half of "Message to the Martians." The music is different as there’s some interesting percussion and punctuations by the choir on beat one of every measure. The theremin also returns. As you’ve probably already noticed, Elfman almost always uses the theremin in scenes where we "see" Martians, which is a large portion of the film! Again, the orchestra peaks as we (and poor Nathalie) see the result of this ungodly experiment.

13. Martian Response (0:32) *

This is another short cue. It begins with theremin and turns into some more military music. It’s nothing we haven’t heard already.

14. Blowing Up Congress (4:19) **

The "Blowing Up Congress" cue is slightly longer in the film and bootleg than what it is on the commercial release. However, the version on the Atlantic release cuts out lots of the less interesting and sustained sections. The Martians return to Earth to address Congress. As when the Martians arrived in Pahrump, the music is tense and quite odd as the ambassador marches down the aisle to the podium. When the Martian ambassador pulls out its gun and starts firing, Elfman puts the orchestra in high gear and delivers an incredibly dissonant cue. There is a theme emerging here. When the Martians create chaos on the planet, Elfman creates chaos in the orchestra with extreme dissonance. Unfortunately for our ears, the clashes are clearly heard in the high brass and woodwinds! Also, like in Pahrump, the music end dramatically as we see the saucer fly away. This segues into...

...more military music as the president meets with his staff and General Decker. This time, the sounds of drums and trumpets are a bit more demanding- not as passive as they were in earlier cues (with the exception of "To the Landing Site.") Like many of the other unreleased cues up to this point, this cue ends before it starts.) In fact, it’s not even on the bootleg!

15. Instructions (0:46) *

One of the myriad of humorous elements in Mars Attacks! is the awkward or silly speeches that the president gives. Granted, they are no more inane than the ones Bill Pullman gives in Independence Day. Elfman mocks Nicholson’s speech to his staff with rousing music. This is music for a dignified and heroic president, which President Dale is not.

16. Loving Heads (1:17)

The following three cues all appear in full-form on the commercial release. Loving heads is mock "love" music for the decapitated professor and the dog-woman Nathalie.

17. Martian Spy Girl (2:59)

This sequence in the film with the Martian Spy Girl is one of the best scenes in the film- and it’s apparent that Elfman’s music adds A LOT to this scene (however, much credit should be given to Martin Short and Lisa Marie for making their characters so much fun). Utilizing the female voice as a motif for the "Martian Madame," the music is as odd-yet-seductive as the Martian girl herself. Using yet another odd ethnic instrument in the score, the tabla makes an appearance. It’s interesting, to say the least, how the voice, tabla, sitar, electronics, and orchestra all blend together to form an innovative yet cohesive cue. It’s a testament to Elfman’s creativity and Steve Bartek’s skill as an orchestrator. Watch in the film how Elfman’s music flows with Lisa Marie’s movement. When she sneaks forward the music moves forward. When she glides again, the music becomes cool and controlled again.

18. Jerry's Secret Lounge (1:51)

The following cue contains two of the finest minutes in Elfman’s canon of film music- a quintessential moment in the Burton/Elfman collaboration. This cue is perceived as source music as Jerry (Martin Short) turns on lounge music, although I’m sure the cue wasn’t composed yet when the scene was filmed. Elfman’s take on campy love-lounge music is nothing anyone has ever heard before. The bongos and vibes are present, as is typical in that sort of music. The saxophone and flute make appearances as well. However, a slew of other sounds come in too like Hammond Organ, trumpet, female choir singing unintelligible syllables, and of course the theremin. This is some of the most original film music ever composed. The tone of the cue changes (and stops being source music) when the Martian lady bites off Jerry’s finger. The cue peaks at the moment where the Martian girl knocks out Jerry with a statue- a moment that works really well in the film.

19. Presidential Bedroom Assassination (1:41) **

A small portion of this cue appears on the Atlantic album. Most of it, though, does not. After knocking out Jerry, the Martian girl then proceeds to kill the president. The solo female voice continues as the girl sneaks into the president’s bedroom while he and the first lady are sleeping. There’s a nice swell in the score as the girl takes off her mask to reveal that she’s actually a Martian. The unreleased material starts after she fries the dog. The orchestra becomes quite frantic as panic ensues. The bongos are still quite prevalent, even above the orchestral bombast. Like many of the action cues up to this point, the music rises to a climax and then calms back down as the Martian is killed and the president is saved.

20. Martians Prepare for Battle (1:38) *

Following only a few seconds after the previous cue comes one of the highlights of the score and the best presentation of the Mars Attacks March outside of the main titles. Burton gives Elfman a nice little section where his music can be brought to the front of the movie. We see the Martians equipping themselves for a full-scale invasion. The Mars Attacks March is presented with full orchestra and choir. The music calms for a few seconds for some dialogue between Nathalie and Donald (the prof.) and then is back in full force for a neat shot of the saucers grouping around the White House.

21. Washington Under Fire (0:54) *

This is the point where the movie and score kicks into high gear for almost the remainder of its running time. The majority of the remaining cues are unreleased. This is where Elfman starts to have some fun with pipe organ and high trumpet shakes. The movie gets quite zany and chaotic during the Washington Under Fire scenes and Elfman’s score matches this zaniness aurally.

22. White House Massacre (1:41) *

This is more of the same manic action music. It’s definitely not boring, though. Elfman is never one to go on auto-pilot. The music is chaotic like previous action cues, but with the help of theremin and xylophone, there’s a strong sense of mischief aurally as the Martians run amok, blasting everything that moves. The strings also do some nice Herrmannesque Psycho-glissandos in this cue.

23. Viva Las Vegas (0:38) *

More wild action as the Martians blow up Art’s new hotel as he’s pitching it to investors. This little cue ends before its starts and the ending really is quite abrupt. Since this bootleg is taken from the DVD of the film, this cue comes down quite quickly to get out of the way of Tom Jones’ performance of "It’s Not Unusual" that comes directly after it. If this were re-mastered for an official release, this cue’s ending probably would be presented at full volume. It’s a small price to pay on this great bootleg, though.

24. Casino Shoot Out (0:41) *

Another short action cue. This cue occurs as Byron KO’s a Martian in the casino. These short action cues are very heavy on the low brass- it’s a bass trombonist’s dream!

25. Under Siege (0:59) *

Yet another short action cue. This one is a lot of fun, though. The bongos and funky synths return as one of the Martians carries around the interpreter saying "Don’t run. We are your friends" as the mayhem ensues. This is the classic, zany Elfman that so many of us love. The patriotic trumpet music returns for a second as we see a shrine devoted to the late Billy-Glenn.

26. Paris Burning (0:59) *

The president sits in his war-room, devastated. The music is particularly melancholy with vibes, strings and theremin. The music rises upward for a second as the president of France tells President Dale that they are meeting with the Martians and have negotiated a settlement. Soon, the music is back into chaos-mode as President Dale’s warning to the French comes too late.

27. The Atomic Bomb / Worldwide Destruction (3:07) *

This is yet another wonderful, wonderful action cue that was kept off the official release. The president finally agrees to nuke the Martians. The military music returns, more forceful than ever as the missile is fired and the president attentively watches what happens on a monitor. The woodwinds are fast and furious as the missile charges through the air into space. The horns really shine too. The music gets even more exciting with trumpets and anvil as the missile gets closer. However, the music quickly fades away to clear room for the sound of the explosion. (Yeah, I know about the laws of sound and fire in space.) The music settles back down with flutter-tongued flute and vibes. It appears that the nuclear missiles are no match for the Martians.

Immediately following is a cue that was in the trailers and TV spots for the film- it contains a blaring pipe organ with wild and sporadic trumpet shakes. Then we get a montage of the Martians destroying all of the world’s most famous land-marks (with plenty of stock footage). Instead of playing dissonant and bombastic music, Elfman settles into the Mars Attacks March. Pay attention to the Godzilla clip that follows this sequence. Elfman’s music for this film is used as the underscore.

28. The Chase / Saving Grandma (3:45) **

A large portion of this cue appears on the Atlantic release. Richie goes to get grandma with the gigantic robot in pursuit. Meanwhile, the Vegas group tries to make it to the plane. There’s some nice low-piano as the group sneaks around the Sign Graveyard. A 2-16^th note rhythmic motif dominates this scene with Elfman passing it around to different instruments. The music calms again and theremin and cricket-shakers appear as Danny Devito meets up with a nasty Martian (this is the unreleased section of the cue). The cue returns to being dissonant and bombastic as Ritchie escapes the robot and tries to save his grandma. The cue climaxes right before the Slim Whitman music kicks in.

29. Shrinking General (2:12) **

This cue, too, is on the Atlantic album, with only a small portion of it being unreleased. There’s a nice gag in the music with celeste when we find that the Martians didn’t really toss a bomb into the war-room, but a Martian snow-globe. The following section of the cue is my favorite theremin passage in the score. General Decker gives quite a speech as the Martian Leader scoffs at him and uses a shrinking ray to make him small enough to squash. The music is quite creepy with muted trumpet and orchestra mixed with the theremin. There’s some nice punctuations as the general is stomped upon. The unreleased material follows. It’s more bombastic Martian-blasting music as the Martian leader starts to shoot more people in the war-room. It only lasts for a few seconds.

30. The President's Speech (2:44) *

This is the last real highlight of the unreleased cues. This cue really should’ve been put on the official release. It’s really the synthesis of this score- a combination of patriotic music and wild, madcap Elfman. The president gives a "stirring" speech and it looks like it’s having an affect on the Martian Leader. Elfman’s music is more stirring and patriotic than it ever has been in his career, with soaring trumpets and warm strings. There’s a funny little note on the bells as a tear-drop falls from the Martian Leader’s eye- a wonderful touch. As the Leader and the president shake hands, the music suddenly becomes incredibly frantic, almost aleatoric or indeterminate, with woodwinds, piano, and a barrage of electronics. The Martian Leader’s hand detaches and spastically runs around the president’s body. A shrill horn cluster pierces through the orchestra as the hand pierces through the president’s chest. A small motif from the Mars Attacks March swells as the Martians salute the flag that has sprung out of the president’s chest. It’s one of the most disturbing scenes in this film thanks in part to Elfman’s music.

31. On the Run (0:38) *

This short cue is a rehash of the music heard earlier when the Vegas group was sneaking around the Sign Graveyard. Sans Danny DeVito’s rude gambler, the group makes it to the hangar.

32. Airfield Fight (2:04)

The rest of the material on the bootleg can also be found on the Atlantic Release, except for the source material following the end credits. Airfield Fight is another exciting action cue heard as Byron takes on the Martians with his fists. This cue marks the end of a LONG stretch of action cues.

33. New World (1:44)

Finally! A change of tone in the score! The professor and Natalie’s heads detach. Their heads roll around and then roll into each other as have a farewell kiss. The music swells **in a major key** as the saucers plummet into the ocean. Elfman has a tendency to make his finales quite grand (There is NOTHING wrong with that!!!) and this cue definitely fits that mold. As the Vegas crew lands on the deserted island, the female voices return for some campy, Elfmanish utopian music. (The visuals are pretty funny too with all of the friendly animals.)

34. Ritchie's Speech (3:08)

For once in the score, the music is genuinely quite serious and touching. The patriotic music for Billy-Glenn and the president’s speech returns for Ritchie’s Speech. It’s nothing we haven’t already heard in the score- but it’s quite fitting nonetheless.

Finally, we return to Washington D.C. as Byron’s family cleans up from the mess the Martian’s made. The theremin returns one last time as we see a dead Martian body. Then, as a fitting end to Elfman’s score in the film, the music become heroic as we see Byron’s foot squash a dead Martian’s head. The heroic music lasts for only a second. It gets out of the way for Tom Jones’ performance of "It’s Not Unusual" with all of the animals dancing.

35. End Credits and Source Music (12:38) **

The end credits continue playing Jones’ "It’s Not Unusual." After the song ends, Elfman’s end titles music sneaks in. It’s not nearly as ambitious as the opening titles. The Mars Attacks March can be heard, but added in is a solo female voice which is a very nice touch. Like with a lot of other Elfman end titles, this one slowly winds down....

Appended onto the end credits track is all of the source music found in the film with even the Mariachi Star Spangled Banner. There’s also some nifty SFX.