Three years ago, Pirates of the Caribbean: The Curse of the Black Pearl burst on the unsuspecting movie-going public and became a smash hit. With music "over-produced" by Hans Zimmer, composer Klaus Badelt and a team of contributors helped whip the score together in a blazingly fast amount of time. Fans and critics alike all had a field day with the soundtrack, some praising the modern rock approach to a period adventure film, and others lambasting it for the very same reason.

For the sequel, Pirates of the Caribbean: Dead Man's Chest, composer Hans Zimmer steps up to the plate to take over as the lead composer. With a bit more time to work on the score, the result is a work that takes advantage of the orchestra a bit more than the first film, but doesn't lose its modern roots. Zimmer wrote new themes for the sequel, but kept a few bits from the original score, which pop up here and there in the soundtrack.

The album will be out on the Fourth of July, just a few days before the film is released. So before you decide to skip the BBQ and head over to the record store to pick up the album, do yourself a favor and read SoundtrackNet's First Listen of Pirates of the Caribbean: Dead Man's Chest. Ye might just find what it is ye seek! Please note that we have not seen the film, and what follows is a track-by-track analysis of the soundtrack album.

The latest version of QuickTime is required to listen to the audio, and clicking the track titles below will pop open a new window. If the media server is overloaded, try again later!

Windows users: you might have an issue with the QuickTime Plug-in. Be sure to upgrade, and if necessary, "reload" the popup window (Ctrl-R)

1. Jack Sparrow (6:06)
The album starts off with a slow jaunty cello melody, Zimmer's new theme for Jack Sparrow. Based off the playful cello melody from Curse of the Black Pearl, it's a quirky bit that has a 3/4 waltz to it. It soon starts to grow as the violins come in with a supporting patterned rhythm. A large blast of brass, and things pick up for a second, and then the playful cello theme from the first film is heard in expanded form. Percussion joins in as the cue grows, and soon we have moments where the full orchestra is battling it - in full Zimmer style - with the cellos. By the time we get to the four-minute mark, the swashbuckling is in full effect, and then a large action theme (which I will call Jack's Action Theme) is heard below rhythmically staccato strings. Soon a choir comes in and just when you think it might climax, it all drops away leaving us with the solo cello. It all builds back up again one last time for the finale.

2. The Kraken (6:55)
A very low electronically enhanced bass line is heard, and then the basses and cellos and strings build up on it, with strong brass adding some flavor. A dramatic statement is made, with some choral elements, and then it goes back to the bass line. Soon an organ is heard, playing the Kraken Theme. It slowly builds with percussion, and then at the 1:50 mark is presented full force with the orchestra and organ. It all drops away, leaving us with the low bass line heard, and then the same dramatic statement. Now a new rhythm appears, with fast strings, electric guitar and wailing horns. Zimmer plays with variations on the rhythm, while keeping the main theme dark and foreboding. Swirling strings rise to a faux-climax, and then the ostinato is back and we repeat around again going from the dramatic statement to the low bass line, fast strings, wailing horns, and the rest. Orchestra hits (possibly synthetic) accentuate bits of the track, and the dramatic statement builds up to a rousing rendition of the Kraken theme with the organ, electric guitars, and strings - then it all falls off to an organ chord and a pulsing heartbeat.

3. Davy Jones (3:15)
A soft music box opens the cue, and introduces us to what we believe is Davy Jones' Theme. The strings join in, and then all turns dark and rhythmic. Organ and choir soon join the pulsing ostinato which grows with the orchestra. Percussion comes in and a dramatic statement of the theme is heard. After some hits, it all drops off, leaving us with the music box.

4. I've Got My Eye on You (2:25)
An eerie tone, similar to that heard at the beginning of Curse of the Black Pearl, opens the cue, which turns very dark with dissonant strings and a low bass line. A wordless male choir, very Peacemaker-styled,slowly gives way to a flue. After a pause, the rhythms start up, and a fully orchestral version of the original Pirates theme is heard triumphantly, before segueing into his new theme which ends the track.

5. Dinner is Served (1:30)
This highly percussive track features a wailing female vocalist, dramatic brass statements, ethnic pipes, and low throat singing vocals. And then it all breaks off, leaving us with a playful waltz that provides a dramatic shift in tone.

6. Tia Dalma (3:57)
The Black Pearl Theme from the first film opens the track strongly, and then slowly drops down to a tense steady rhythm, made eerie through the female vocalist. Pizzicato and tremolo strings are heard, and then a final hit. Now soft strings, harp, and choir build an emotional yet ominous melody. The last minute of the track is slow and creepy, and then the female voice returns to finish off the melody.

7. Two Hornpipes (Tortuga) (1:14)
Most likely a source cue, this jig has a nice upbeat rhythm with an accordion and fiddle. Soon the pace picks up and the orchestra comes in, filling it out. It's a fun piece to represent the place where no man would ever feel unwanted...

8. A Family Affair (3:34)
Starting off with dark tones, the strings softly play a new theme. Staccato strings build in intensity and then start going at a faster pace, and builds into a variation on the Black Pearl Theme, with low choir and strong brass. Soon it all calms down, bringing us an emotional violin and lush string moment, and then a quiet version of the Davy Jones theme is heard.

9. Wheel of Fortune (6:45)
A bit of the Davy Jones theme can be heard before the track builds up into an action heavy cue that contains some variations on the sword-fighting themes from the first film. The orchestra starts playing around, bouncing between swashbuckling motifs and the Jack Sparrow theme. After a brief rest, we hear a taste of Davy Jones' theme on celesta, and then some more action, including a flash of the Kraken Theme. Now we're back to the playful version of Jack's Theme from the first film, and then we get another version of Jack's Action Theme. From there we go back to an action-styled version of Jack's playful theme, and bounce between the two different ones, keeping the action going all the while. The track ends with another burst of sword fighting action.

10. You Look Good Jack (5:34)
Starting off slow, this cue has soft strings that hint at Davy Jones' Theme. It has dark low notes, and very ominous high pitched strings. After some atmosphere, a bit of percussion and a low riding ostinato start to build up in intensity and ferocity. It all calms down, leaving use with a heartbeat pulse, and then the brass swells. The orchestra slides up, and now we have a 7/8 action rhythm with strong brass and tight strings. After another swell, it drops to silence - only to hit us with a version of the thrashing electric guitar attack music (similar in rhythm to Black Hawk Down) from the first film. It calms down enough to leave us with a slowly building brass line, and then it drops down into an ethereal and atmospheric area. Some deep electronic bass can be heard, similar to the opening of "Kraken", and then with a dramatic swell in the strings - with some col legno - the track comes to an end.

11. Hello Beastie (10:15)
This lengthy score cue begins with soft orchestral swells building to an emotional string variation on the main Pirates theme from the first film. A soft male choir joins in, and the music gets more dramatic and moving, building into the type of string-heavy choir music heard in King Arthur. There is a brief crescendo, and then it cuts out. Now we hear some percussion, low brass, and the strings provide a driving ostinato. Overlapping brass melody lines build slowly, much like the climax cue in The Da Vinci Code, and with the choir full and present, it's an emotionally moving climax. It calms down, and now we have a soft rendition of the main Pirates theme. First heard on quiet strings, soon the rest of the orchestra starts to come in, filling it out. It never gets fast or big or energetic - it just slowly grows in width. Now things start to calm down a bit, and then there is a sense of resolution as the brass comes in slowly with the theme, mixing with the strings and choir. A bit of rhythm shows up towards the end, building with choir and intensity, and ends the score with a quick reprise of the original Jack Sparrow cello theme, but played by the full orchestra.

12. He's A Pirate (Tiësto Remix) [Bonus Track] (7:02)
This remix track, performed by DJ Tiësto, starts out with a brief bit of dialogue from the first film, and then after a few sword sound effects, a pulsing bass drum maintains the beat for the rest of the track. Electronic percussion and trance elements slowly build up over a few minutes, but no melody can be heard. At the two-minute mark, a pattern appears, and then slowly starts to take shape. By the time we get to the four-minute mark, it's clear that the pulses and beats are recreating the main Pirates theme. It maintains that for a few minutes, before slowly the elements peter out and the track ends.

Pirates of the Caribbean: Dead Man's Chest is a very different album than the first in tone and style. Where the first one was a veritable non-stop action album, the soundtrack to the sequel has a bit more restraint and emotion to it. With varying styles such as waltzes, jig, soft heartfelt cues, orchestral action, and even electronic mayhem, Zimmer's work will be sure to spark debate. There aren't as many of the themes from the original score heard in the sequel, but when you do hear them, they sound more mature, and the orchestra isn't buried in the electronics, for the most part.

With over two hours of score in the film (which reportedly runs over 2.5 hours) and only 51-minutes on the album (not including the bonus remix track), it is hard to say how well represented the score is on the soundtrack. Nonetheless, the answer will be found out when Pirates of the Caribbean: Dead Man's Chest opens in theaters on July 7, 2006. The soundtrack will be available from Walt Disney Records on July 4, 2006.

Special thanks to Maria Kleinman, Jamiellin Kelsey, and Mike Brennan