Carter's Notes 
I had been an animator in an earlier life, so when Disney approached me I was excited about writing music for an animated film. A cursory look at the script revealed that this would not be an animated work of art along the lines of "The Lion King", but there were still musical opportunities. I've long loved the quick exacting rhythms of Raymond Scott and the antic genre changes of Carl Stalling, and I hoped I could investigate this type of writing. I soon learned, however, that this was not the Disney way. They prefer their characters anthropomorphized and their music warm and comfy. I not only had to write as though the characters were human, but even more sentimentally than if they were. This is completely understandable - the music is "fleshing out" the emotional reality of the unreal visuals - but not very pleasant for a composer who's averse to schmaltz. While the scoring went well, there was always a tug of war between myself and the production. They were always pulling the music in very traditional directions, which were frankly uninteresting to me. After I'd recorded my score in Los Angeles (with the considerable help of orchestrator/conductor Shirley Walker), I returned to New York. Soon after I heard that they had hired Don Davis to "re-work" the score. I had little doubt what they were after. My score had relied somewhat on unusual instrumentation - banjo, percussion and choir for example - and Disney wanted the sweeping scale and familiar affect of symphonic score. I spoke with Don (whom I've never met) very cordially about a potentially difficult situation. I told him I understood his assignment and just hoped that my themes would survive in some form. The music as you hear it now is mostly my thematic material, but honestly some sections sound much more like Don Davis than Carter Burwell. Incidentally, since that time Don went on to great acclaim as the composer of the "Matrix" films. 
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