Tony-award winning orchestrator Doug Besterman has arranged songs for Toni Braxton, Barry Manilow, Barbra Streisand, and Beyonce Knowles. He's also orchestrated for Alan Menken, and most recently, orchestrated and produced the music on the film version of The Producers (he had won a Tony for his Broadway orchestrations). SoundtrackNet had a chance to talk with Doug about his work on this project, and find out how a musical makes the transition from stage to screen.

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How did you get involved with the stage show of The Producers?

I was basically brought into the stage show by Susan Stroman, the director. I started working with her back in 1994, and we probably did two or three musicals before The Producers. I did a ballet for her, so we knew each other very well, and she knew and liked my work very much. Just before she invited me to work on The Producers, we had done a revival of The Music Man on Broadway, and she was at that time hard at work on The Producers with Mel Brooks, and brought him to see The Music Man - and told him that I was first choice for her orchestrator.

So they came to see the show, and they called me - and that's how it happened. Mel told me at one point that I was always his first choice for the show, so I felt extremely honored, to have been at the top of a list of one! [Play "I Wanna Be A Producer" MP3]

What is your musical background, and what kind of training do you have?

It might sound strange, but I was aware that there was a job called "orchestrator" and "arranger" from the time I was in my early teens. I grew up outside of New York, and my family and I were big fans of musical theater, and my parents loved Broadway shows, and would bring myself and my brothers to see shows as kids. We would listen to cast albums in the car, on the 8-track, and at a certain point, I think it was probably the musical A Chorus Line, I noticed that there was music under the singing, and that it was interesting. My ears started to pick out that there were things happening under the singers, and they had a lot to do with the style and the tone of the show. So I really started to explore and investigate what that was, and how you did it. As early as Junior High, I started actually doing some writing for jazz ensemble, and that sort of thing. I was extremely interested in investigating that.

By the time I was ready to go to college, I was pretty sure I was going to go into the music industry in some way - I was a pianist, and a French horn player, also. I ended up doing a dual program at the Eastman School of Music and the University of Rochester - so I was trained at a conservatory, and I was really fortunate at Eastman to study with a guy named Rayburn Wright. Ray actually passed away a few years after I graduated in 1986, but he had been the chief arranger at Radio City Music Hall in the 1950s. So we had a lot in common in terms of his experience, and my interest. Working with Ray for almost 7 or 8 semesters, he gave me a very clear understanding of how the music industry worked, what an arranger did, what an orchestrator did, and sort of the mechanics of how you did that job in the industry. Somehow I walked away from Eastman feeling like I really understood how that all worked.

While I was in school, I studied Jazz Arranging, Film Scoring, Orchestration, as well as a conservatory curriculum in Music History and Theory. For a time, as a horn player, I toyed with being a professional horn player - being in conservatory, that's a great place to really explore all those things. By the time I left college, I knew that I was heading in a direction of musical theater. It was something I loved to do, I had worked semi-professionally as a rehearsal pianist and music director, and I felt like this was something I could do to earn money, and be in the music industry, and see if I could move forward as a composer or as an arranger.

I got to New York in 1986, and started working as a rehearsal pianist and assistant music director, music director, wrote arrangements for people, I played auditions, and did all that - then in the early 1990s I just had a lucky break. I met a guy named Danny Troob, who is a great orchestrator on Broadway, and had done a lot of film work with Alan Menken. He orchestrated Beauty and the Beast, and Aladdin, and Pocahontas, and Danny and I worked on a project together, and he asked me to help him with some orchestrations. Then an opportunity to do an off-Broadway show for Alan Menken came up, and Danny wasn't available - so he recommended me. My phone rang at 9am one morning, and it was Alan. He said, "Danny says we should meet - grab a demo, and come up to my house." That's how my career as an orchestrator started.

Through the course of your orchestration career, have you continued to write your own music?

Yes, I've continued to compose, and it the last couple of years, ever since moving out to Los Angeles in 1998, I've been more interested in songwriting and composing. In the last year or two, in whatever spare time I have, I've been doing some exploration into songwriting. I've placed three songs in two shows ("Summerland" and "One Life to Live") and one film, The Punisher.

How was it working with Mel Brooks? How detailed were his musical ideas, so you knew what direction to move in, with regards to orchestration?

Mel is not a sit-down-at-the-piano-and-play-his-score kind of composer, but he did really write every note of every melody. He worked with a guy named Glen Kelly, who is really his right-hand man, in terms of getting the score from his brain, out into some form where we could experience it in the world. Glen sat with him at the piano, and with Mel, crafted very careful piano arrangements - very detailed, which Mel was certainly a part of in terms of everything Glen did - he ran by Mel and they tweaked it together until it felt like what Mel imagined he wanted. So by the time I got that piano score, it had been through that whole process. So through the work that Glen did, it was very clear to me the direction Mel wanted to go in, as well as the direction that the production was going in. Musical theater is extremely collaborative, so the director has a lot to do with it, and the choreographer, and the dance arranger - it's all a process of collaboration in terms of what the score ultimately sounds like. [Play "Springtime for Hitler" MP3]

In terms of working directly with Mel, he had a lot of musical ideas. He loves the behind-the-scenes process of the music department. He loves talking about orchestra, and what instruments are playing, and what he wants to hear. He had a lot to say about the size of things - where he wanted something to be big and brassy, or small and delicate. He was really specific at one point - he said, "I want this section to have the David Rose string sound" - so he knew what he wanted! He was also incredibly appreciative when he finally heard the orchestra play his stuff, of what an orchestrator does, and what an arranger does, and was really an integral part of that process.

I'd like to also acknowledge the contribution of another orchestrator - Larry Blank - who orchestrated some important numbers for the Broadway production - and worked very hard on the film as well. I'll let posterity have fun deciding "who did what" - should posterity have nothing better to do with it's time - but I will say that one of Larry's numbers was "When You've Got It, Flaunt It" - Uma Thurman's big song - so he deserves all the accolades for that one! [Play "When You Got It, Flaunt It" MP3]

When you wrote it out, did you do synth mockups that he could listen to and give feedback on?

On theater, there is no time to do synth mockups - there's no back and forth. There's really just way too much work to do to have that extra step. Theater budgets are not what film budgets are, so I've never done a synth mockup for a show when the show is actually in production. I've done demos for shows, but we had no demo process for The Producers in terms of orchestration - their demos were all piano demos. The first time Mel heard the orchestrations was at the orchestra rehearsal a week before the show went into previews. That's how it always is on Broadway.

He was happy, I would imagine?

He was extremely happy. There was the usual amount of tweaking, but for him, this was the realization of a dream he had, to have his songs on Broadway. It was a great joy being with him while he experienced that - it was fantastic.

How was the transition from stage to film?

We really started with the Broadway arrangements as the basis for the film. But whereas the Broadway show was homage to the sound of Broadway, we were thinking of the film as homage to the sound of the classic MGM musicals. So there were really two parts to the job. One was just the expansion of the material used on Broadway, and that was taking the ideas that we had, that are - really on Broadway, everything you orchestrate is a compromise. You have the makings of a jazz band and a few strings - so you're faking it, whereas with a 65-piece orchestra, you can really do it. So there was a fleshing out of what we had done on Broadway. But then there were changes. Musical sequences in the film had a much wider range of what they could do in terms of choreography, so there were a lot of new dance arrangements.

The show, on film, has a much richer, lusher sound. It's a little swingier in places, which I really like. It has that kind of 50's and 60's Nelson Riddle sound - very humorous. Plus, we have more sounds available, so we were able, for example to make the Franz Liebkind stuff sound more German - with a tuba and accordion. We just had more instruments to work with and create more of a palette of sounds. So it was the expansion of existing material, and the development and fleshing out of new material. [Play "Habe Sie Gehurt Das Deutsche Band" MP3]

You said you moved to Los Angeles in late 1990s - how was it working on Broadway shows from LA?

I commute back and forth - I have a lot of frequent flier miles! It's kind of ironic - I moved to Los Angeles, because I was getting busier doing basically what I do for Broadway, but for film. That was the end of the heyday period of the animated musical - I worked on Mulan and Anastasia long distance, from New York. So I moved out here to catch that wave - and because I was interested in being in LA and living in California - and a year after I came out there, I won my first Tony Award and got very busy in New York. So ironically, my schedule filed up with New York productions - leaving me with little time to pursue what I came out to LA to pursue - and I haven't really done it!

But in the last couple of years, there's been a resurgence of interest in the Broadway musical on screen. I worked on Chicago, and between that and The Producers, I feel like, for me, it's a very convenient calling card - in terms of opening doors, potentially, in Los Angeles again. I don't think people in LA know that I'm in LA - they think of me as a New York guy!

We know that the film version of The Producers has songs - but it also needs underscore. Who wrote that?

There was talk early on about bringing in an outside person to do the score, but Mel wanted to be the only composer - and rightfully so, like he was on Broadway. For a Broadway show, there's underscoring as well - and that was all written and arranged by Glen Kelly. So when it came time to do the movie, Mel decided that he wanted Glen to do it the underscore. Some of it was based on the underscoring from the show, and the rest of it was derived from Mel's themes. Technically it was the job of a film composer - he spotted the picture with the director, and worked with the music editor, but in terms of a composer's job, it was probably more of an adaptation in terms of adapting Mel's themes to fit whatever underscore was needed. So that was Glen's job on this show, and I orchestrated. In terms of that part of the process, I was more in the traditional orchestrator's role.

Who is responsible for "The Hop-Clop Goes On"?

Glen and I were in the studio with Susan Stroman, and we were talking about the end credits, and we knew that there was a new song, "There's Nothing Like a Show on Broadway", but were talking about what we would hear for the rest of the credits. Glen and I jokingly said we should do a pop version of one of the songs in the movie, and get Celine Dion to sing it - and everyone laughed. But then we looked at each other, and said, why not? It's a movie - we can do that! So Glen started thinking about which song to use, and how to pull it off, and who would do it. We realized, why go outside - we have Will Farrell, he's incredibly funny, and he can sing. And it would be something fun for his fans - and it's a great joke! The idea being, Mel Brooks insisted on having a pop hit from his score, and we chose the worst possible song to be the hit - which is "Der Guten Tag Hop-Clop". That's Mel's joke, and it was Glen's and my idea. But in terms of the sound of the arrangement, there's definitely a wink to "My Heart Will Go On", and that was all me. [Play "The Hop-Clop Goes On" MP3]

What's the background for the new song? Where did it come from, and why was it written?

I believe it was always Mel's intention to include a new song in the film version - and the fact that only a new song would be eligible for an Oscar nomination, because the rest of the songs were not specifically written for the film - was definitely an incentive as well. The song appears under the end credits - and anyone who knows Susan Stroman's work on Broadway knows she always does something special with her curtain calls - so the new song is the equivalent of a curtain call number for her. The song is Mel's homage to "Give My Regards to Broadway" - with his own special spin. The song features Nathan Lane and Matthew Broderick - they sing individually, in their "personas" from the film, each with a unique lyrical perspective on Broadway shows - and then they join together at the end. We toyed with the idea of having a background chorus, but liked the number better with just the two of them. The musical style is very swingy - Nelson Riddle meets Billy May - two of my favorites. [Play "There's Nothing Like a Show on Broadway" MP3]

The Broadway cast album was recorded with orchestra and vocals live at the same time. Was that the same approach here for the film album? Was there playback on set and the actors lip-synched to their previously recorded performance, or did they actually record the singing on set?

The vocals heard on the album are a combination of those we recorded live with orchestra, and overdubs and fixes we did later on - I would guess that 75% of the vocals are from the live sessions, though. For the film, there was playback on the set -and wherever possible, the actors sang along with the pre-recorded tracks. Often that isn't possible, though - such as when the playback needs to be through loudspeakers as opposed to through in-ear monitors - so recording a clean vocal becomes impossible - and in those instances, the actors lip-synched. For a few sung lines, we went back in later and re-recorded during the ADR - and in a few cases, we had the actors perform live on the set with a keyboard, and re-recorded the orchestra later to match. All this to give the "illusion" that the performances are live - but most of the performances in the film were pre-recorded in one way or another - maybe 10% were sung live on set.

"King of Broadway" is listed as a "Bonus Track" on the album - does that mean that it was a sequence ultimately cut from the film, and can we hope to see it on DVD?

"King of Broadway" was filmed and later cut - yes, it will be on the DVD!

What's next for you?

I'm working on the Broadway musical of the animated film version of Tarzan, with Phil Collins. There are new songs, and I think the sound of the show will reference the sound of the film in some ways, but it's a much smaller ensemble - almost like a chamber ensemble on Broadway. We'll have 14 musicians, and supplement them with synths, but we're in the process of figuring it out now. We want the musical to have its own musical identity in terms of a sound, while not feeling like it's a completely different animal from the film. There will be something new about it.

Do you see this as a lasting trend - films to musicals?

That's a complicated question. I think it could last if the right projects are chosen. It's not easy to translate a film to a musical - it has to be the right story. Musicals generally succeed because it's a story that wants to be musicalized. Or there's some reason intrinsic in the story for it to work in that medium - and not all films can go in that direction. And some films are so strongly identified with the film version that it doesn't work. I worked on the musical of Big, and it was a good idea for a musical, but the movie was so much in the public's consciousness that it was impossible to get out from under the shadow of the movie. Personally, I'd like to see more original musicals on Broadway - ideas that aren't derived from films, but I think its fun for people to see their favorite films adapted in that way. Plus there is a comfort level for the producers, knowing they have a property that has already succeeded in another medium. Broadway musicals are so expensive to produce. There are good reasons why that trend is happening, but I think it might be a trend like all others, and at some point I imagine it will roll in the other direction.

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The soundtrack to the film version of The Producers will be released by Sony Classical on November 22. The film opens limited on December 16, 2005 and goes wide on January 13, 2006. Be sure to check out the official soundtrack website!

Doug's new website - www.dougbesterman.com - will be launched in mid-December, for anyone who is interested in hearing audio clips, or seeing photos of his studio.

Special thanks to Jeremy Meyers at SonyBMG Masterworks for his assistance with this interview.

Related Composers: Mel Brooks