U.N.C.L.E.: The Real Soundtrack Affair

This originally appeared in the former Her Majesty’s Secret Servant website. Bill Koenig conducted an interview via e-mail with Jon Burlingame, who produced the U.N.C.L.E. soundtracks that came out in the 2000s. Copyright 2004-2007 by William J. Koenig

In 2002, nearly 40 years after the show debuted on U.S. television, an actual soundtrack for “The Man From U.N.C.L.E.” appeared, courtesy of Film Score Monthly.

The series, which premiered on NBC on Sept. 22, 1964, boasted of a theme composed by Jerry Goldsmith, who would shortly compose the score of Our Man Flint and a decade later the detective film Chinatown. Goldsmith scored a total of three episodes, and his music was re-used in other episodes that didn’t have an original score; at that time, about half of a television series episodes had original compositions, the other half using stock scores of previously recorded music.

During the course of the 105 Man episodes (plus another 29 of the spinoff “The Girl From U.N.C.L.E.”), additional musical contributions were made by Morton Stevens (author of the “Hawaii Five-O” theme), Lalo Schifrin (“Mission: Impossible”), Dave Grusin (the themes of “It Takes a Thief” and “St. Elsewhere”) and Gerald Fried (“Roots”) among others. Yet, for all that talent, no original soundtrack was ever issued. At the height of Man’s popularity, two albums were issued but compositions were re-arranged (in cases drastically) by Hugo Montenegro. A similar album of Girl music was issued with another composer doing the re-arranging.

It wasn’t until late in 2002 the real thing emerged. The two-disk set was conceived by Jon Burlingame, an expert in TV and film music. A year later, the sequel arrived. A third set, comprised of music from the spinoff series “The Girl From U.N.C.L.E.” is scheduled for later in 2004.

Burlingame spent more than 10 years on the project. It was a sometimes frustrating process. Bill Koenig, editor of The Other Spies section of Her Majesty s Secret Servant, interviewed Burlingame by email.

First, here s a quick summation of Burlingame’s credentials. He is the nation’s most widely published writer on the subject of music for motion pictures and television. He is a regular contributor to the Los Angeles Times and Daily Variety, and has also covered the field for Entertainment Weekly, Premiere and Emmy magazines as well as The Washington Post, Newsday and The Hollywood Reporter.

He is the author of three books including “Sound and Vision: 60 Years of Motion Picture Soundtracks” (Billboard Books, 2000), a history of movie music on records, and “TV’s Biggest Hits,” a history of music for American television (Schirmer Books, 1996). He also teaches film-music history at the University of Southern California. James Bond fans may recall his interview of composer David Arnold, which accompanied the second Tomorrow Never Dies soundtrack, which included Arnold’s complete score of the 1997 007 film.

Question:. You once asked Bond composer David Arnold a similar question. What is your earliest memory of “The Man From U.N.C.L.E.” and UNCLE music?

Jon Burlingame: I am proud to say that I watched the pilot, The Vulcan Affair, that third week of September 1964. I was 11 at the time, and captivated by the entire U.N.C.L.E. experience. I was already musically aware, too, having taken up the cornet, sung in our church choir and loved all kinds of music, from Mancini (thanks to “Peter Gunn”) to Beethoven (thanks to a Disney TV biography). So falling for Jerry Goldsmith’s theme and score was a natural from the beginning.

HMSS:. What gave you the idea of doing a compilation of UNCLE soundtracks?

JB: Like most fans, I had been disappointed by Hugo Montenegro’s radically re-arranged ’60s “soundtrack” albums of U.N.C.L.E. music. What inspired me was a series of LPs of original “Dark Shadows” music that a woman named Debbie Kreuter had been producing in the mid-’80s — which suggested that a market for classic ’60s TV music existed. I had several meetings with Debbie about the obstacles and possibilities inherent in a project of this nature, although I had no specific plan to be the producer myself. I was (and am) a professional journalist and I just wanted to hear the unexpurgated, original music tracks from U.N.C.L.E” — and help to make them available to an audience I knew would appreciate them.

HMSS:. You began on the project around 1989 and it was more than a decade later before the first volume was released. Was it a matter of licensing the rights? Or were there other complicating factors?

JB: It was an uphill battle, and a long learning curve. Debbie made me aware of the complexities associated with TV music recorded in L.A.: Whether the original tracks still existed (and in what format), constantly changing studio ownership of the material, the role of the musicians’ union in any subsequent use of the music outside of its original TV context, record labels and rights acquisitions. It all boils down, in every way, to money. No matter what we did, we were looking at an extremely expensive project. Five major soundtrack labels in the U.S. and U.K. turned it down on the basis of costs, which were expected to run into the many tens of thousands of dollars with little hope of recouping that sum.

Ultimately, what made the U.N.C.L.E albums possible was a substantial reduction in musicians’ union fees for new CDs of very old scores — and the fact that the soundtrack specialty label Film Score Monthly had struck a deal with Turner Movie Music (now owned by Warner Bros.) to reissue classic film music, which also happened to cover Turner-owned TV properties. “The Man From U.N.C.L.E.” was originally produced by MGM Television, which Turner acquired many years ago. My knowledge of the subject and passion for the music was well-known in film-music circles, so when U.N.C.L.E. came up as a possibility in 2002, I received a phone call from FSM editor Lukas Kendall. To his credit, he allowed me to create the album package I had always dreamed of: a 2-CD compilation consisting of the best of all four seasons of U.N.C.L.E. music.

The other incredible advantage that I have had in assembling these albums is the surprising amount of documentation that still exists, 40 years later. Over two decades of research, I have managed to uncover complete recording logs (listing every cue written for every show, the title, composer and timing); conductor parts (meaning the actual printed music) for nearly every cue; musicians-union records showing who played which instrument on each session; cue sheets and tracking logs, which indicate where each piece of music was used in each show, and how much; and MGM music-department correspondence, which shed light on key decision-making by both the producers and music executives.

HMSS:. U.N.C.L.E. music begins with Jerry Goldsmith. How critical were his initial scores and his theme music? What was Goldsmith’s best score for U.N.C.L.E.?

JB: Jerry Goldsmith, universally regarded today as one of the finest composers ever to work in film, was already great 40 years ago when he worked on U.N.C.L.E. He enjoyed a close working relationship with executive producer Norman Felton (they had done “Dr. Kildare” together), and Felton gave him plenty of latitude. Jerry set the style: the distinctive theme (part military cadence, part jazzy flourish), a gentle love theme, a versatile action motif, all cleverly orchestrated with an interesting emphasis on piano and percussion. If you listen carefully to his three episodes in order of composition (the pilot, The King of Knaves Affair and The Deadly Games Affair), you can hear his variations and development of the material over the course of time. I think Deadly Games is the masterpiece of the three.

(Interlude: For the uninitiated, The Deadly Games Affair was the fifth episode of the series to air. It involves U.N.C.L.E. and the criminal organization Thrush both trying to track down a fugitive Nazi scientist. It’s one of many takes on a basic plot of spy genre, that Hitler is still alive, but in suspended animation (“The New Avengers” and the Dick Tracy comic strip have also done the plot at various tmes). Deadly Games is a pretty entertaining variation of the basic idea and features a Thrush femme fatale, known only as Angelique, who is a favorite of many U.N.C.L.E. fans. The episode, unfortunately, was not part of a home video release of 44 episodes in the 1990s. The series has not yet been made available on DVD.) In 2007, the entire series was released on DVD.)

HMSS: As “The Man From U.N.C.L.E.” began, Goldsmith’s film career was already taking off. How did Executive Producer Norman Felton and his team select other composers?

JB: Based on my interviews with Felton, Goldsmith and associate producer George M. Lehr, it appears that MGM music director Robert Armbruster made suggestions. Goldsmith was friends with Morton Stevens (they had done “Thriller” together at Universal). Lalo Schifrin’s South American heritage made him an obvious choice for The Fiddlesticks Affair, set in a Caribbean casino and requiring several Latin numbers. Walter Scharf had recently done “The Travels of Jaimie McPheeters” for MGM. Gerald Fried, Robert Drasnin and Richard Shores had all been scoring various TV shows since the late 1950s and all were well-known, competent composers with credits in the adventure, drama and comedy realms — all of which would come in handy.

HMSS:. Of the non-Goldsmith composers, who was your favorite? What was the best score not composed by Goldsmith?

JB: I really don’t have a favorite. I’m as crazy about Fried’s Alexander the Greater and Discotheque scores as I am Drasnin’s Foxes and Hounds and Pop Art scores, Stevens’ Double, Scharf’s Deadly Decoy and Shores’ J for Judas. And being so fond of so much of the music has, I hope, helped me to achieve a balanced presentation on each CD set.

HMSS: At the start of the second season, 1965-66, Felton & Co. brought in nearly all new composers, with Lalo Schifrin the only holdover from the first season. What was going on? Your liner notes mention there was a cutback in the number of musicians employed. Was that the only reason?

JB: It is my view that the producers did not fight hard enough for more money to score U.N.C.L.E. in its second and third seasons, when it was at the height of its popularity. When U.N.C.L.E. went from black-and-white to color in the fall of ’65, costs were trimmed in practically every area to accommodate the switch. Goldsmith’s feature career was going strong, and he was unlikely to return; Stevens had taken over as director of CBS music and was unavailable; Scharf may have been put off by the reduction in musicians (from 15 down to eight or nine), and the pre-“Mission: Impossible” Schifrin was really thought of primarily in terms of his strengths as a Latin-American composer. As Lehr told me, Fried and Drasnin were available, talented and willing to work within the budgetary restrictions.

HMSS: The music seems very different for each of the four seasons of “The Man From U.N.C.L.E.” How would you characterize the music of each season?

JB: Well, as you know, U.N.C.L.E. went through vast stylistic changes over its four seasons on NBC, and the scores reflect those changes — from the serious action-adventure mode of the first season to a more lighthearted but still action-driven tone in the second, to a more comedic one in the third and a radical shift toward darker, even grim, stories in the fourth. The composers provided music that fit those scripts and visuals. A key example: Nelson Riddle’s score for the two-part Concrete Overcoat, which is virtually interchangable with anything he wrote for “Batman” the same season.

HMSS:. Once you began the project, what surprises did you encounter upon going through the various tracks?

JB: The biggest difficulties were attempting to edit together the various pieces of Goldsmith’s pilot score and thematic material in an attempt to duplicate what series music editor Frank E. Anderson had done with the first-season main- and end-title sequences. Track 1 of disc 1 on the first volume, a total of 45 seconds, consists of four different pieces of music: The music of the shattered-glass opening; the timpani roll; the main orchestral track for the theme; and the trumpets, which were an overdub. Complicating matters was the fact that — and dyed-in-the-wool U.N.C.L.E. fans will know what I’m talking about — first-season episodes feature a variety of different edits and mixes: sometimes the trumpets are really loud, sometimes not; sometimes the timpani roll is there, sometimes not. These were all judgment calls that I had to make in concert with my brilliant engineer, Doug Schwartz, and my old friend Craig Henderson, editor of the very first U.N.C.L.E. fanzine File Forty and the most knowledgeable U.N.C.L.E. expert in my experience. I ran everything past Craig before it was finalized. There were six different timpani rolls on the tapes, and as well as I know the music, it was Craig who immediately spotted the correct one to use.

As for Doug, there’s a reason that producers go to him for very old and delicate material: He’s the best, he can work with any format, analog or digital, and he has “great ears” because he’s also a musician. Case in point: The Test Tube Killer suite on Volume 2. One of my favorite moments in that score is Fried’s use of the U.N.C.L.E. theme during scenes featuring the U.N.C.L.E. Car. I panicked when I first heard the tapes, because it was clear that the guitarist became “lost” and was playing wrong notes — a sequence that was aurally obscured by sound effects on the show itself, but something that would have been painfully obvious on a CD, especially in stereo. Doug, amazingly, found the right notes in a nearby musical passage and digitally replaced them so that the score sounds correct — and the way that Fried, had he not been pressed for time in the studio, would have also liked to hear it.

Track 9 on disc 1, the first-season end title, was another edge-of-the-seat edit: Anderson trimmed Goldsmith’s original, added a snare-drum intro and a new finale concocted by Morton Stevens. But like the TV version we knew so well, it all had to blend into a seamless whole. I believe we succeeded. No one who didn’t know and love the show could have accomplished this, and many TV albums have been released by people who are simply clueless. Case in point: “Television’s Greatest Hits,” Volume 5. Track 39, “It Takes a Thief”: It’s not even the TV theme (it’s music from the pilot, never heard on the series). Track 51, “The Girl From U.N.C.L.E.”: The harpsichord is missing! These outrageous errors are the result of producers who can’t be bothered to do their homework. I find it infuriating.

Beyond the sometimes-difficult editing procedures, one of the great challenges was simply choosing the specific cues from each episode. Obviously, I listened to every note of all four seasons’ worth of scores. Some music works better within the original visual context and may not work as well as a listening experience on its own. And because of the nature of television scoring, there tends to be a lot of repetition of similar material. For example, in The Cherry Blossom Affair, I used ” (which Montenegro fans will recognize as Boo-Bam-Boo, Baby) instead of Man Against Puppet (the Solo-vs.-giant marionette swordfight) because I felt that the former was a better, more listenable use of the same basic material.

HMSS:. Of all the U.N.C.L.E. composers, Gerald Fried was the most prolific. But he also seems the most erratic, doing some excellent work and, in my opinion, some bordering on awful. Why was that? Was it a matter of overwork at some points?

JB: “Awful” is a harsh word, and it’s all a matter of taste. Let’s face it, it could not have been easy to score such idiotic episodes as My Friend the Gorilla, Apple a Day and Hot Number. Plus, no composer works in a vacuum; decisions about musical direction are made in conjunction with the associate producer and music executives, so if everybody said, “just be silly with this one,” the composer doesn’t have much choice. So we got kazoos on Hot Number.

(Interlude: Once again for newbies, the episodes cited by Mr. B. were all done in the third season, 1966-67, the most lighthearted of the four seasons of Man. Indeed, My Friend, the Gorilla includes agent Napoleon Solo dancing with a gorilla. This is viewed by fans as the absolute worst episode of the series, although others, including both of the episodes cited here, are contenders for the title.)

HMSS: Of all of the composers, perhaps the most unsung was Richard Shores (1917-2001) , who composed for both “The Girl From U.N.C.L.E.” and the final season of “The Man From U.N.C.L.E.” What did he bring to the show?

JB: I have become a huge Richard Shores fan as a direct result of this project. I was saddened to learn that he had passed away just before our first package came out, and I was so determined to celebrate this forgotten composer’s legacy that I got in touch with his family, throughly researched his life and earlier this year wrote a 4,000-word biography and tribute (see the “News and Events” page at www.filmmusicsociety.org).

As for U.N.C.L.E., he was the right man at the right time. He had the right sensibility for fourth-season shows (serious but sometimes jazzy). A second volume made possible 12-minute suites from his two-part Prince of Darkness and Seven Wonders of the World scores, and even those had to be trimmed back from their original lengths. George Lehr thought of him as “eclectic,” and that’s a good word. I just saw a Honey West that he did (“Live a Little… Kill a Little”) and it’s a real treat.

HMSS:. Another unsung person was the music editor Frank Anderson. U.N.C.L.E. basically only had original scores for about half the episodes. How did Anderson go about compiling “stock scores” for the remainder?

JB: Frank E. Anderson doubled as both music editor and music supervisor, working with the composers on original scores and tracking the unscored episodes with material from earlier in each season. As a result, he knew the music “library” so intimately, and cut the music together so well, that many fans thought (understandably) that The Green Opal Affair was an original Goldsmith score, and that Goldsmith had returned in the fourth season to do The Deadly Quest Affair (which consisted of re-recorded Goldsmith excerpts, all expertly edited by Anderson). His tracking jobs on second-season shows featuring Fried and Drasnin scores made some shows just as enjoyable despite the fact that the music had been used, and heard, many times previously.

(Interlude: We only mention this because Jerry Goldsmith has a lot of fans. A number of other fourth-season episodes, The Deep Six Affair, The Maze Affair, The Gurnius Affair and The Man From Thrush Affair among them, also include excerpts of Goldsmith’s music from the first season. Goldsmith is uncredited for these, even though in the case of Deep Six’s stock score, there is about as much Goldsmith music as Richard Shores music, with only Shores getting a credit.)

HMSS:. You’ve done two volumes of U.N.C.L.E. music with possibly a third on the way. What has been the reaction? Was it worth all the time you spent?

JB: Yes, a third volume is coming, later this year. It will combine the best of “The Girl From U.N.C.L.E.” music — including some amazing jazz scoring by Dave Grusin, and fun Richard Shores material — with remaining excerpts from all four years of Man music from four of the U.N.C.L.E. feature films, and a major surprise for fans of Goldsmith’s three original U.N.C.L.E. scores. For Volumes 2 and 3, I’ve paid close attention to requests (including yours!) as well as my own personal tastes.

I must admit that I’ve been stunned by the reaction. From the dim hope that a few hundred middle-aged U.N.C.L.E. fans might care, to the reality that literally thousands of people have purchased these discs — we now have more than five hours of original U.N.C.L.E. music to listen to! — has been a source of immense pride. Even among mainstream publications, it’s been acclaimed: The venerable “Down Beat” magazine gave it four out of five stars. The fact that a third volume was greenlit is a testament to the fact that U.N.C.L.E. fans, Goldsmith aficionados and TV-music buffs in general like this music and want more. And we mustn’t forget that it’s a miracle that any of this music survived at all.

HMSS: Final question. A producer named Lindsay Dunlap currently has an option on U.N.C.L.E. and is trying to develop a movie, according to news reports. If she can pull a movie together, who should score it? Would Goldsmith be interested? Or should another, younger composer be considered?

JB: Not only should Goldsmith score it, I think he would. He was justifiably proud of his television work in that era, and since he started doing his TV medley (including U.N.C.L.E.) live in concert in the mid-’80s, he has witnessed thousands of fans respond with enthusiasm at his small-screen masterpieces. Should it not be Goldsmith, I would worry, frankly. There are many talented composers out there, and depending on who was chosen and what direction he was given, it might or might not work. The big-screen “The Fugitive” didn’t contain a note of Pete Rugolo; the movie version of “I Spy” ignored Earle Hagen’s classic theme. I could go on, but suffice it to say that “The Man From U.N.C.L.E.” will not be “The Man From U.N.C.L.E.” without Jerry Goldsmith (or, at least, a faithful rendition of his theme played by a 100-piece orchestra).

Addendum, Oct. 25, 2014: The interview was conducted shortly before the death of Jerry Goldsmith. The Lindsay Dunlap project, intended as a cable television version, never materialized. It wasn’t until the fall of 2013 that an actual U.N.C.L.E. movie, directed by Guy Ritchie, went before the cameras. Composer Daniel Pemberton recorded his score in the fall of 2014. As of this writing, it remains to be seen whether Pemberton incorporated Goldsmith’s theme or not.

A 2007 addendum that appeared in Her Majesty’s Secret Servant:

NEW DEVELOPMENTS: Film Score Monthly and Jon Burlingame have just put out a fourth U.N.C.L.E. CD, The Spy With My Face. It’s comprised of music from the eight U.N.C.L.E. movies that were re-edited from the television series (along with new footage in some cases). The title comes from the second U.N.C.L.E. film (based on a first-season episode, “The Double Affair”). Some of the movies had more original music than others, including The Spy With My Face. The CD features a variety of composers, including Jerry Goldsmith, Morton Stevens, Gerald Fried, Nelson Riddle and Richard Shores.
— Bill Koenig

2 thoughts on “U.N.C.L.E.: The Real Soundtrack Affair

  1. Pingback: Elements that should be part of an U.N.C.L.E. movie | The HMSS Weblog

  2. Pingback: Mission: Impossible TV scores coming next month | The HMSS Weblog

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