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Analyzing City In The Clouds From The Empire Strikes Back Soundtrack

Star Wars Music Analysis
City in the Clouds - Empire Strikes Back - John Williams - 1980

To this day, my memories of this remarkable cue from The Empire Strikes Back include some of the scratches and miniscule skips that my vinyl record of this film’s soundtrack had when I would listen to it over and over again in my humble bedroom in the early 1980s. City in the Clouds captured my attention and imagination with every listen. Whatever activity I was occupying my 9-year-old self with in suburban Detroit, this track would come up and I would stop, lay back, and allow these ethereal sounds wash over me.

This track rarely seems to get mentioned among people’s favorites, which I kind of like. I like that this one feels like “my favorite.” Like, no one else gets to like it but me in the way I do. It plays into one of the most compelling aspects of Star Wars in that it’s open enough for fans to claim parts of it for their own. More on this later.

But it wouldn’t be until November 1987, when The Empire Strikes Back was shown on NBC (and me recording it via VHS tape) that I was able to relive this track in its proper context, overlapping a few key scenes in the film.

In this document, I hope to properly give this track justice for when it appears and why it so beautifully complements what we see on screen.

What’s interesting about this track is that in a little over 6 minutes, it covers four vitally important scenes in the film, one of them quite separated from the others.

This track begins very softly, quietly, and appropriately so, inside Yoda’s hut on Dagobah. This is the scene where Yoda reveals his true identity to Luke for the first time. We quickly hear an understated, but sweeping version of the Force theme (0:09 mark) as Yoda gives that single, wisdom-filled nod to an awestruck Luke, who is fully comprehending when he is now talking to, after a fun scene of mischief earlier.

The playing of the Force theme here signals that we are truly in Yoda’s presence. It works so well here because we were told of Yoda earlier in the film, when Luke was prone on Hoth and was visited by Obi-Wan Kenobi. We, as viewers, understood and respected the experience and wisdom of Obi-Wan, so if this was, in fact, “the Jedi Master who instructed me,” then we were dealing with a being of supreme importance and consequence as Luke’s journey to become a Jedi Knight continued. This portion of the cue tells us exactly who Yoda is and you are filled with the feeling of how credible he is, now that he’s joined this part of the story.

This part of the track continues to underscore the conversation between Luke and Yoda, in which the greater world in which Luke has entered is revealed to us. At the 1:14 mark, Yoda’s theme comes into play, and carries the same melody as the playing of the Force theme, giving us a tonal continuity through the scene. The music, we know is there, but it isn’t drawing unnecessary attention away from the two characters. That even tone with two beautiful themes, weaves together so perfectly, one would assume they were in fact, parts of a greater whole, which I think speaks to the genius of John Williams and his composing ability.

The Force is such an essential element in Star Wars. It is the one thing that separates this story from every other science fiction story ever told.. In A New Hope, we only got brief glimpses of the Force, only a fraction of what that power’s true capabilities would later shown to be. However, in The Empire Strikes Back, layers of the Force are peeled back for us, and we are starting to formulate a picture of how epic and unknowable this power can be.

In this scene, inside Yoda’s hut, the melody used, and selected themes (Force and Yoda) give us a hint at something greater at work, something magical that we can’t quite define yet, but we know is dancing about the heads of these two characters.

An ominous, low series of notes exits the scene in Yoda’s hut. The track then transitions to a new scene, more tangible than the one we just left. The track next takes us into the cockpit of the Millennium Falcon, as Han Solo devises his escape from the Star Destroyer it’s pinned to. Leia gives him a quick kiss on the cheek as the Han-Leia love theme plays in full bloom. I really like this exchange, because the casual nature of it also indicates a comfort level Leia has with showing Han romantic affection. This is affirmation to me that we can now legitimize the love that is clearly going both ways, rather than just in one direction.

But that moment of sweetness - like all moments of sweetness in life - is cut jarringly short by the playing of Boba Fett’s theme, as he sees the Falcon fly off amidst space junk. This is a case where the audience knows more than our hero characters - that they are being tracked by a villain who has already shown himself to be an imposing and threatening presence. This part of the cue, and its accompanying scene, builds anticipation for a confrontation we know is about to come.

Now, at the 2:54 mark we’re back on Dagobah, with Luke in a handstand position. He is clearly advancing in his Force abilities. He’s levitating rocks, and quite humorously, R2-D2. Yoda speaks to him in that calm, reassuring way, leading Luke to close his eyes and see with the Force, something just a half hour earlier, we couldn’t comprehend him doing. The music, note by note, rises as we see the objects Luke is levitating rise. The music is perfectly in sync with what we see on screen here. This won’t be the last time this happens.

With Luke’s eyes closed in concentration, we again hear the Force theme, this time played in a higher note, signaling Luke’s heightened enlightenment, displaying more new-found abilities for the first time. Again, the music helps tell the story of what is happening inside the character’s head.

Then we have the most humorous small bit of this track, at the 3:29 mark. Luke is snapped out of his meditation, and tumbles to the ground (and unfortunately, Artoo with him). The music descends to match Luke’s descent form his hand stand position to one unceremoniously on the Dagobah dirt.

What follows might be my favorite single piece of musical grammar in all of Star Wars. it starts at the 3:34 mark, and I believe, an instrument called the celeste, is used here. Luke stammers to Yoda “I saw...I saw a city in the clouds.” His eyes wide, not quite believing his first experience with a Force vision of the future. Yoda, having experienced, we presume, hundreds of these visions in the past, calmly explains to Luke what he’s seeing. He’s seeing the future. Yeah, we’re definitely in a new place of wonder now.

Again, the angelic music here tells us the Force is at work. As I close my eyes, I envision in my head small glowing bits dancing around Luke and Yoda’s heads. Think the glowing series of circles that guide Yoda around Dagobah during the Clone Wars Yoda arc from 2014, when Qui-Gon’s voice is speaking to him. I believe the music is acting here as the audio equivalent of those glowing bits.

Luke and Yoda continue their Force conversation with the celeste gently playing about their dialogue. It’s the dreamiest section of any part of any cue in the Star Wars soundtrack library, and for me, embodies the Force in an audio way more than anything else. This IS the Force itself, being heard during an important advancement in Luke’s abilities.

The track skips over the conclusion of that scene on Dagobah and whisks us back to the Millennium Falcon as it speeds through the glowing orange clouds of Bespin. If the celeste portion of this cue is my favorite audio part, the fly through Cloud City has to rank as my visual favorite part of the entire saga.

John Williams is somehow able to capture action we see on the screen in a complementary way musically that is just beyond my ability to comprehend. He puts together musical notes that can only be defined as “flying.” The brass instruments bob and weave in a way that matches our favorite ship flying through the kind of clouds that appear oh so rarely in real life, but show up in our dreams with odd frequency.

This continues until we reach yet another heretofore unseen musical place, and that’s the entrance of the female choir, coming at the 5:04 mark. This only lasts for 7 to 8 seconds, but what an impression it makes. I have heard in the past the presence of the choir represents the siren’s song, calling water travelers to their eventual doom in ancient times. I get the connection here. Something as beautiful as an approach to Cloud City can’t be contained just by these breathtaking visuals. The beauty has to be expressed in an audio form too, and what better than singing female voices in unison?

After the choir fades out, the music again matches what we see on screen - it descends in notes and tone as the Falcon descends from the sky and settles on Platform 327.

Interestingly, the final 52 seconds of this track are not heard in the film. As with quite a few parts of the Empire soundtrack, we get music on the soundtrack that is unique and not attached to any scene. What this did for me, is it activated my imagination, where I could place this part of the track with any fill-in-the-blank scene I wanted. I would imagine the characters doing something off-screen that necessitated an accompanying part of music.

And isn’t this last part sort of why we fell in love with Star Wars in the first place? It was a world so meticulously imagined, we could become the creator, and make it, inside our own heads, what we wanted it to be.

City in the Clouds to me, is the quietest musical roller coaster ride ever made. It touches all the characters we love, in settings that seem as far from Earth as anything in Star Wars did to that point. It truly transported us to a galaxy far, far away. Whatever is going on inside my head, or in my life at the moment this track begins, I am immediately transported back to that 9-year-old’s bedroom, swept away in awe at this amazing creation that was so real to me, and so far beyond my imagination. That’s Star Wars.

Brad Monastiere
I live in Michigan and work in higher education. Been an unconditional fan of Star Wars and Indiana Jones for decades

The Bearded Trio - The Site For Steven Spielberg, George Lucas, John Williams and a whole lot more.


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