How Alan Menken Transformed Movie Music

Walt Disney never quite had a “court composer” for his movies, although legends like Leigh Harline, Frank Churchill and Paul J. Smith contributed iconic scores and song melodies to Disney classics from Snow White and Pinocchio to 20,000 Leagues Under the Sea. But for the past three decades, the music in Walt Disney features — and the features themselves — has been redefined to recapture and rebrand the musical, a medium long thought dead in film and even on the Broadway stage. And if there is one man who is largely responsible for this resurgence, it’s Alan Menken.

The composer’s melodies for songs — “Under the Sea” from The Little Mermaid, the title song to Beauty and the Beast, “Colors of the Wind” from Pocahontas, “True Love’s Kiss” from Enchanted — have become as indelible as anything produced in the world of popular music. Says Disney’s president of theatrical production, Thomas Schumacher: “Menken has literally written the musical DNA of a generation.”

But while Menken’s career boasts an EGOT-worthy horde of gold trophies, including eight Oscars, 11 Grammys, two Emmys and a Tony Award, it all started with a collaboration on a Disney animated feature that no one expected very much of.

The year was 1988 and Disney was in production on an animated feature called The Little Mermaid. Loosely based on the Hans Christian Andersen fairy tale of the same name, the feature would not only put Menken on the map as one of film music’s most versatile craftspeople, but its success would eventually lead to a renaissance of Disney Animation itself, starting the transformation of the struggling division into the juggernaut it is today and paving the way for blockbusters like the Frozen franchise.

But none of this might have happened had Menken not met lyricist Howard Ashman. The two first teamed up in New York on a Kurt Vonnegut play, God Bless You, Mr. Rosewater, in 1979, then made a much bigger splash on Broadway in the early ’80s with Little Shop of Horrors. Looking back, Menken says he had found a natural collaborator with the driven, dramatically astute Ashman.

“Howard had his finger on the pulse of that sweet spot between musical theater and pop music and using songs in a really smart context,” Menken says of Ashman, who died in 1991. With David Geffen (who’d produced Broadway’s Cats) as one of Little Shop’s producers, Menken and Ashman had an entryway into movies and were soon making contributions to Disney films like Oliver & Company and Who Framed Roger Rabbit. But Disney films of that era weren’t full-blown musicals. Oliver & Company and The Rescuers Down Under, a rare (for the time) Disney sequel, were more typical of Disney animation: They might contain a song or two, but they stressed adventure and comedy over musical numbers. Ashman and Menken became involved in Little Mermaid almost by accident. They had approached the studio with Aladdin, their take on a Bob Hope/Bing Crosby musical adventure, but when that didn’t fly, they inquired about contributing music to Mermaid. “They walked in the door with Aladdin as a concept,” says Schumacher. “And then they switched over to The Little Mermaid, which was already happening.”

The reaction to their pitch to turn the film into a more traditional musical was less than enthusiastic; few at Disney had great faith in the project. “Roger Rabbit had not come out yet. And no one had any idea what was going to happen when Mermaid opened,” Schumacher says.

Disney’s toy partner Mattel had all but bailed on the project, convinced that a redheaded mermaid wouldn’t sell a lot of merchandise. “A lot of people don’t realize that getting Little Mermaid produced was sheer guts from Alan and Howard, begging Disney to do it,” says Paige O’Hara, who would later voice Belle in Beauty and the Beast. “I mean, pleading with them, doing all the work themselves, even putting some of their own money into it.”

“Disney did not trust Alan to actually do the score,” adds Andy Hill, then Disney’s new manager of music production. “They thought, OK, he’s fine as a songwriter, but what does he actually know about this?”

Disney ultimately granted Menken a three-hour orchestral session as an audition. “They said, ‘We want you to record something that doesn’t have anything to do with any of the songs, because that’s cheating,’ ” Hill recalls. ” ‘Write a piece of action music or something like that.’ We chose for him to score this big storm scene that comes early in the film. And after he got a successful take, he was still very nervous and uncertain about how Disney was going to react. He said, ‘What do you think, Andy? Do you think I got the gig?’ And I said, ‘Alan, not only do I think you’ve got the gig, I think you’re gonna win an Oscar.’ And he did.”

Menken’s and Ashman’s songs — “Part of Your World” and “Under the Sea” — turned the movie into a rousing crowd-pleaser and Disney’s first mammoth hit in years. “Howard and Alan really breaking out the Broadway [sound] — that’s I think what really turned the corner on [Disney films] being classed as musicals or musical animation,” says animation director Gary Trousdale.

The success of The Little Mermaid caused Disney to change course on their Beauty and the Beast project, shifting from a stuffy Masterpiece Theatre adaptation of the classic story to something much more in line with Mermaid. The resulting feature, co-directed by Trousdale and Kirk Wise, earned a best picture nomination and became another box office, and critical, smash. Robby Benson, a Broadway veteran at the time, played the Beast. “The music is absolutely phenomenal,” Benson says. “I have so much respect for Alan and Howard. There had to be a purpose for everything that’s there, and like in a Broadway show, the music helps tell the story. And they did that beautifully, song to song.”

Menken won successive Oscars for his music to The Little Mermaid, Beauty and the Beast, Aladdin and Pocahontas — upending the Best Original Score category and causing the Motion Picture Academy to create a new category for Best Musical or Comedy scoring and finally a sole musical category, as Menken’s infectious tunes overshadowed more traditional movie scores. “I don’t blame them,” Menken says, “because if you have a song-driven score, it’s really an unfair advantage over an underscore that tended to be underneath action and supporting but with thematic material. So they very smartly have one genre for song, one for a certain number of songs in a score and another for dramatic underscore. I think they’ve arrived a good balance now.”

Pocahontas and The Hunchback of Notre Dame were stylistic experiments that embraced adult themes of racism, commercial exploitation and religious hypocrisy. Ashman had been ill with AIDS while working on Aladdin and Beauty and the Beast, dying before production was completed on the latter (Disney producer Don Hahn’s documentary Howard on Disney+ tells Ashman’s story). That left Menken without a lyricist, but friend and fellow Broadway veteran Stephen Schwartz filled in the gap, with both men starting Pocahontasby working out the iconic and ultimately Oscar-winning song “Colors of the Wind.” 

“The process for Alan and me emerged pretty instantaneously with ‘Colors of the Wind,’” Schwartz says. “Virtually everything we’ve done has been: assignment, title, music, and then lyrics. Together we discuss, as Alan puts it, ‘the assignment’—what is the storytelling job we’re trying to do with the song? And then I try to come up with a title for the song, because that gives helpful parameters to both Alan and me, in terms of structuring it. Sometimes I will give him a sketch of the beginning of lyrics. With ‘Colors of the Wind,’ I think I had the intro about, ‘you say I’m an ignorant savage.’ But it was just a jumping off point. And then Alan writes music, and sometimes he’ll work it out while I’m in the room with him, sometimes he comes up with music on his own at three o’clock in the morning. Then I basically go off with the music, and sit at my own piano and play it over and over again until I internalize it, and try to write lyrics to the music.”

The Hunchback of Notre Dame in effect replaced the traditional Disney princess with the misshapen Quasimodo, voiced by Tom Hulce, belting out the big, yearning number “Out There” while Demi Moore’s Esmerelda sits out the songs. The result was a lavish production with Menken’s personal favorite of all his scores, a massive work for choir and orchestra to reflect the movie’s powerful religious themes. “Alan and Steven had the idea to make it grander, and have the cathedral have a voice of its own,” Hunchback co-director Trousdale says. “This would be this grand, orchestral and choir and Latin voice that the film ended up having.” Trousdale credits the ambitions of the music with raising the stakes for the animation. “I was like, look at these visuals. We gotta up our game.”

Menken’s music has taken a strange journey from the Broadway stage to Disney animation, Disney live action and, ironically, back to the stage, as Disney’s spectacularly successful animated musicals have migrated to worldwide stage productions even as the studio has embarked on a series of live-action remakes of animated features from Bill Condon’s Beauty and the Beast to Rob Marshall’s 2023 The Little Mermaid. Just like the animated original, the 2017 live-action Beauty and the Beast started out as a straight, non-musical retelling of the story, but Condon indicated his interest lay in retaining the iconic Menken songs. “I was completely open to using things from the show. But when we started really putting it together, it felt clear that we needed to utilize things that were specifically cinematic,” Condon says. “I would visit [Menken] at his house, which was out in the country — his escape compound. And the thing about him is that for somebody who’s really changed the faces of animated movies and musicals, he was just unbelievably open to talking and trying to figure out what we needed and to write it. I couldn’t believe how fertile he is and just how open he was to play around with something that had been in his life for such a long time.”

Now Menken sees his career coming full circle as he works on Marshall’s live-action version of Mermaid. The fact that the project wouldn’t exist without Menken isn’t lost on Marshall, nor is how Menken’s success actually impacted his own career.

“I have to credit Alan, and of course the late great Howard Ashman, for really helping usher in the return of the film musical,” Marshall says. “In 1989 the movie musical genre was virtually nonexistent. And then, with The Little Mermaid, suddenly characters were allowed to sing again — albeit animated characters. In a way, I believe his series of animated film musicals of the ’90s, in turn, helped usher in the acceptance of live-action musicals — as with my film Chicago. This connection is why I somehow feel it was fate that we were meant to work together on this live-action reimagining of Mermaid.”

Looking back, Menken credits one crucial ability that seemingly all successful film composers point to as the key to success in the hypercompetitive world of film composing: versatility.

“One of my abilities is being kind of a chameleon,” Menken says. “I learned as I worked with Howard Ashman that I can be working exclusively in a very familiar genre, but as it filters through my individual tools as a composer, it comes out unique in a different way. And so the use of very specific genres musically, which started with Little Shop of Horrors but continued with Mermaid, has been a part of what I do ever since.”

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Finding the Beast

How a teen heartthrob turned into a monster for Disney’s 1991 Blockbuster Beauty and the Beast.

One of the chief delights of 1991’s animated Beauty and the Beast is the vocal characterization of the titular antihero —at first gruff and even frightening, seething with rage, but increasingly vulnerable, awkward and sheepishly funny as the Beast’s layers are peeled away. Viewers scanning the end credits were probably eager to find out who’d voiced the character. So undoubtedly many were mystified to find the name of … Robby Benson? 

Perennial teen heartthrob, Tiger Beat cover boy and Ice Castles/Ode to Billy Joe star — that Robby Benson? 

In 1991, and indeed going back to the ‘70s, that had been Benson’s rep for general audiences. But Benson, born into a showbiz family, has an eye-popping IMDB profile that includes not only about 80 screen and voice credits but more than 30 film and television directing gigs, numerous songs as both writer and performer, including at least a couple of hit singles, even composer and sound design credits — and that’s not counting a couple of high-profile Broadway roles, which ultimately played a part in the actor landing the part of the Disney feature’s blue-furred Beast.

As Beauty and the Beast’s co-director (with Kirk Wise) Gary Trousdale recalls, finding the Beast — and indeed finding the movie’s cast in general — was a major challenge that ultimately ranged to the East Coast while the movie was in preproduction. “We had a really hard time casting the Beast. And we went on casting trips — that’s how we got Richard White [Gaston], and I think Jesse Corty [LeFou], And Paige [O’Hara as Belle, the title’s “Beauty” and the Beast’s spunky love interest]. We got them all in New York. We spent a week in New York, just reading people, one after the other for the Beast contenders as well. So, we were just never finding anybody.”

The production had looked at high-profile Hollywood actors like Val Kilmer and Robert Downey, Jr. for the Beast as well, but as O’Hara remembers, Broadway cast a long shadow over the project. “All of the principal people that were cast were all Broadway actors: Angela [Lansbury], Jerry Orbach [as Lumiere]; that was our background, and it makes perfect sense because, truthfully, Howard Ashman and Alan Menken wrote it as a Broadway musical.”

Well after O’Hara and her costars were cast, Disney was still in search of their Beast, and Trousdale and Wise found themselves increasingly distracted from the casting process as the production barreled forward. “We couldn’t be with all of the casting sessions. And it was between a couple of meetings that our casting director ran up to us and goes, ‘Guys, guys, I have Robbie Benson.’ And Kirk and I kind of look at each other: ‘Robby Benson? Ice Castles, Robbie Benson?’ But he played the track for us, and I was like, ‘This guy’s good! We might have something here.’ And there were a couple other contenders at the time. It was kind of a bake off.”

Benson went through five more callbacks after his initial read for the part. For Trousdale and even Menken, who’d come out of Broadway as well, Benson didn’t necessarily seem part of the East Coast casting bonanza. Benson’s Broadway roles in The Pirates of Penzance and The Rothschilds had played out a decade or more earlier. “I don’t think I knew that aspect of Robbie, either,” Menken says. “I only knew that he was a heartthrob. I loved his acting, and I was amazed when he was cast.”

Benson says he got a leg up by taking the reading seriously despite the fact that it was for a Disney animated feature. At the same time, he found a comedic level to the character that became one of the Beast’s most endearing traits. “In my life, I would say that I’m slightly pathetic,” he says. “That’s a human quality that’s truly funny: no matter how hard you try, sometimes trying so hard is actually a little pathetic. You want to get things right, and you want to do things well, and then you take a step back and somebody could go, ‘That’s pretty sad.’ But it is honestly funny.”

Even after he won the role, Benson often found himself left out of promotion for the movie. “What ended up happening was they kept my name quiet because they didn’t want any backlash, because people thought of me as the boy next door, playing basketball, playing hockey.”

Both Benson and O’Hara have since reprised their voice characterizations of the Beast and Belle in follow-up projects and videogames. And while Benson’s casting might first have seemed out of left field, it was more intuitive than one might think, since the Beast’s true identity was a winsome young prince — the Robby Benson “type” to a T. “He was able to embody the young man inside of this beast,” Menken says. For Benson, the gruff but socially awkward Beast was as close to his own personality as any role he ever had. “Beauty and the Beast gave me the first opportunity, and maybe the only opportunity, to ever be me — who I really am.”

This story first appeared in the Dec. 16 issue of The Hollywood Reporter magazine. Click here to subscribe.