The Matrix Reloaded

Jun 1, 2003 12:00 PM, By Maureen Droney


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The images are deeply embedded in popular culture: Curtains of dripping green computer code, Keanu bullet surfing in ultra slow-mo and a gruesome world of ambitious machines gone mad with power. The Matrix, the 1999 edgy and groundbreaking foray into alternate time and space, upped the ante for sci-fi, action/adventure and martial arts movies. It was an amazing feat and an astounding success story: The Matrix earned more than $458 million in theaters worldwide, sold over 25 million videos and won four Academy Awards. In 2003, writer/directors Larry and Andy Wachowski are set to do it twice, with May's Matrix Reloaded and Matrix Revolutions in November.

From the start, The Matrix story was envisioned as a trilogy, with Keanu Reeves' character, Neo — “The One” who can save the human race — ultimately slated for an epic showdown with the forces of doom.

Sound in The Matrix kept pace with the stunning visuals, garnering Oscars™ for both Best Sound and Sound Effects Editing. Most of the key players are back onboard, including composer Don Davis, sound designer/supervising sound editor Dane Davis, supervising sound editor Julia Evershade, sound designer/editor Eric Lindemann and the re-recording team at Warner Bros. Somehow, just four days before Reloaded was due to print master, I was able to nab Dane Davis, Evershade and Lindemann for lunch at Warners. After more than a year of work that included nine animated shorts and a sophisticated game soundtrack (Infogames' Enter the Matrix), they were shell-shocked and weary but also extremely excited.

Although some work began a year earlier, the official start for the project was in October 2002. It was immediately evident that everything was much more complex this time around. “The scale is much bigger,” says Davis, whose company, Danetracks, has also handled sound for, among other films, Swordfish, 8 Mile and Treasure Planet. “In addition to expanding on the elements that were already established — the computer code, the way the guns work, the acoustics of fighting and body movement, and the way time expands and contracts — there's also a gigantic freeway chase that's almost entirely live photography. For the chase, all of the physical stunts had to be staged, and it had to sound extremely real.”

A major challenge in working with a sequel is to maintain the familiar while creating something fresh. The “familiar” sounds of The Matrix resided on 9GB drives; state-of-the-art in 1999. Davis and crew faced more than a few hurdles in transferring that material to today's systems. Restoring stacks of the old drives to 120GB FireWire drives, then reorganizing and “repointing” all of the sessions took months. And then there was that little problem of outdated software. “It was a real pain,” admits Davis. “But we wanted to have all of the components, the whole history of each sound available to build on.”

Although it references the past, the sonic vocabulary of Reloaded was largely new, even to what Davis calls the fight scene's body “whooshes” and the signature computer code through which the Matrix is entered. “The origins of the sounds are not necessarily the things you think they are,” he explains. “For example, the original code was all made from water dripping into a barrel. For Reloaded, I made all of the raw code materials from other kinds of water drips. In the end, we used variations of the original code and some more mechanical source sounds. What the characters hear from their monitors had to be very similar to The Matrix, but what we hear through Neo had to go to many new places.”

The concept of “big” was important, as in lots of very, very big machines (especially in Revolutions). For some of them, Neumann's digital Solution-D microphone played a major role. “The Solution-D was an amazing tool,” notes Lindemann. “For the large metal sounds of the machines that are in the real world, we recorded big metal bangs and hits at very high sample rates to capture ultrasonic frequencies. That way, we could pitch them down while still maintaining the whole harmonic structure.”

“I'm very interested in extreme high frequency, extreme level and the complexity of the acoustic waveform,” adds Davis. “We do a lot of pitching up and down; generally, when you do that, you lose a lot of naturalness. The 96k resolution of the Solution-D just happens to play into one of our fascinations: capturing the harmonics of sounds that we don't normally hear. We also did extensive recording at 192 kHz using mics with extended upper range, like the Sennheiser MKH800 and some calibration microphones.”

It was the car chase, however, that presented perhaps the biggest recording challenge. The super, against-the-flow-of-traffic thrill ride, filmed on a stretch of freeway that was built on a former naval base in Alameda, Calif. (for a reported cost of about $2.5 million), was created with very little CGI. Once shot and edited, it was relatively complete, making it one of the first scenes ready for Danetracks. Due to the segment's complexity, six months later, the mix for those scenes was still being fine-tuned. “It had to be exciting, powerful and fun, in all of the ways that car chases have to be,” explains Davis. “Except more of it, with cars flipping and tumbling through the air and sword fights on top of the cars. An important part of the chase scene was to have it grow dramatically and to avoid ear burnout by the end of the 18 minutes. We all worked very hard to break the whole scene into many ‘phrases,’ each with a different emphasis and feel.”

The process of casting vehicles went on for over two years. “In The Matrix, you can get away with being just a little more extreme,” Davis observes, “although we also tried to respect the realistic aspects of, say, a GM vehicle. With some of the cars, the people who built them thought they were ready for racing, but when we put them through the range of emotional expression we were looking for, they blew up. It's not like we were redlining the whole time. We didn't want to blow anything up. We just wanted to find out how angry something could sound.”

Cars were abused in numerous other ways, as well, from crash sessions on a rented speedway to a four-day marathon “car dropping” in a junkyard, complete with crane and 3,500-pound wrecking ball. An array of 14 or so mics — Schoeps, Sennheiser, Neumann and Audio-Technica, among others — was arranged in an arc, with recording helmed by lead recordist John Paul Fasal.

We don't want to spoil anything, but there are fights in Reloaded. For fresh combat sounds, two jujitsu masters were brought into both the Danetracks facility and Warner Hollywood's Foley stage to do battle for another microphone array. “The jujitsu fighters were amazing,” says Davis. “We recorded them hitting and slugging and kicking each other wearing fabric and leather, and with bare skin. We had them throw themselves into each other…and down onto the ground on various surfaces. We did it for days and days, and they got very good at it. Especially when they understood that it wasn't about the visuals. We didn't care at all what they were doing, only what the mic ‘saw.’”


Given the tons of new material and vast gigabytes of old material, obviously a major challenge with a workload this huge and detailed is organization. The system that networks the Danetracks library, servers and databases, and also connects to the dubbing stage, was designed completely in-house, although it uses some components from elsewhere, including Decode from Mark Gilbert's Gallery software. “We call it FIDO,” Davis says with a laugh, “because it hunts, points, barks and fetches. Our design engineer, David McRell, and I worked on it for over five years. Having that kind of system is the only way a show of this complexity and schedule compression can be done. There's no time for phone calls and long conversations. Everything is in the databases and in terse e-mails.”

For the most part, scenes, though they evolved with visual effects, didn't change conceptually. “The movie is exactly like the script,” explains Lindemann. “The directors storyboard everything, and then they make cartoons called ‘animatics’ that are like the pencil drawings on an animated film. A lot of the time, they do animatics and edit them before they even shoot the real material, so they're in editing long before they're done shooting.

“We keep a lot of things virtual in Pro Tools, because things are going to change and we know it,” adds Lindemann, who did much of his sound building in 5.1. “For example, there's a scene where there's extreme slow-motion gunfire; slower than the one in the original Matrix. The flames coming out of the gun are Jello-y, and the sound is very complicated. It's very slow, but the shots keep changing, so there's no real hard sync as to where the gunshot is or even what it looks like.

“In that scene, there were something like eight ‘mechanical’ layers to a gunshot, and because it's in slow motion, sounds that would normally come after the shot come before it. It's all mixed up to create this unusual sense of time being manipulated. It doesn't make sense on an intellectual level, but when you hear it, it feels like something really slow.”

Much of Davis' work is done by real-time manipulation. He uses two Pro Tools systems (as well as Steinberg's Nuendo) and records between them using both analog and AES lines. “Some of the plug-ins,” he asserts, “and programs like Metasynth perform differently when you're manipulating the preview buttons than they do when you use the automation. Working in real time makes it more of a performance: I get more emotional expression sculpting the variables live while it's a continuous stream of audio. For the same reason, I use a MIDI controller for other sounds. It's all about energy and dramatic intensity: the ‘physicality.’ A lot of sounds that we create, like for the ships and for the Sentinels [the squid-like machines that come and attack the humans], are combinations: They're audio samples and MIDI sequencing, with lots and lots of MIDI automation on top of lots of Pro Tools real-time automation controlling plug-ins.”

All of that is ultimately in pursuit of not the literal representation of a sound, but its essence. “We are much more interested in the dramatic and emotional reality of something,” says Davis. “What is a sword? It's death, pain, damage, sharpness. We did tons of recording, we had swords built to our specifications with holes drilled in them for mounting, and we found all kinds of other things that would help create that sound of sharp, painful, dangerous steel. We suspended all these swords and fake swords and got them clanging and spinning really fast in the air, then recorded it all HD at 192k so we could slow things down as much as we wanted to [and still keep the upper edge of the sound]. But what really matters is the expressiveness and the emotional connection with the audience.

“As with the fight hits and the whooshes, it's not about the point of contact,” Davis continues. “When somebody is swinging a fist toward you, it's about the amount of force that's behind that fist and about the damage you're going to incur. We expanded that concept into the sword fighting. The blade coming toward you doesn't make much of a sound in real life. But we don't care, because you feel it. Your brain is going, ‘Sharp, sharp, sharp!’ We made the sound of that sharp coming at you.”


“We approach what we do very musically,” says Davis. “Take, for example, the fights, which Julia cuts from the tons of hits and whooshes I make. These are choreographed fights…and you have to maintain that ballet. Music is also scored to the fight action and to that rhythm. It's all part of the score. It's all just to give it a kind of groove.”

The musical groove was the domain of composer Don Davis (not related to Dane, although after five movies together, including Bound, House on Haunted Hill and The Matrix, they're some kind of family!). He started working at about the same time as the sound designers, and premixes of music and effects sequences were sent back and forth. “We have a kind of sibling rivalry going for the bandwidth,” comments Dane Davis, “but we know that, ultimately, cooperation and alternation of emphasis are what the movie and the directors need.”

Don Davis also worked to merge the musical aspects of The Matrix trilogy. “There's definitely a thematic continuity that I was attempting to preserve with all three pictures,” he observes, “and I approached Reloaded somewhat like the second movement of a three-movement symphony. The directors felt very strongly that there should be an electronica element to the score as there was in the first Matrix, but they wanted to integrate much more between the electronica and orchestral elements. I worked very closely with Ben Watkins, an artist with a band called Juno Reactor. There were two key sequences that we wrote together: the freeway chase, and what we refer to as the ‘burly brawl,’ the big fight between Neo and the multiple-replicated Agent Smith.

“Fortunately, we have a film editor, Zach Staenberg, who is not only a master, but also very organized, so there is a minimum of confusion about changes. Also, his cuts are very musical. Another thing of note is that we delivered everything as a 5.1 spread. I think that contributes tremendously to the final product. I don't like to bring in stereo stems of this and that. If everything is conceived from the get-go from a surround standpoint, it's all going to mesh better.”


The original Oscar-winning team of John Reitz, Dave Campbell and Gregg Rudloff (dialog, music and effects, respectively) was back again for the final mix of Reloaded. Final FX predubbing began at Warner Bros.' Stage 6 with Rudloff accompanied one at a time by Dean Zupanzic, Ron Bartlett, Steve Pedersonor and Dan Leahy. Concurrently, Reitz and Campbell were predubbing dialog, Foley and backgrounds next door on Stage 5. While the whole Danetracks library system is wired and accessible to the dubbing stage, in general, a prebuilt stereo or 5.1 sound is given to the stage.

“When the sounds leave here, they're often composited,” comments Davis. “There's no way we could go to a stage with the thousands of separate details in the many layers of sound we take to them. We rarely give any ‘choices.’ We make it work, and if it doesn't, we do something differently. We don't like to burden mixers with a whole bunch of options within the predub units. Even then, they have lots and lots of mixing to do.”

“Every one of us has to remain alive to make Revolutions, so in spite of the stress, the atmosphere was a tense kind of fun,” Davis concludes. “[Producer] Joel [Silver] kept us supplied with Polish deli sausages, and vitamins and chili dogs kept our strength up. We had just enough time to make several passes through the entire movie, which made a big difference by allowing for fine- and then finer-tuning as the visuals evolved closer to their ultimate form. By the last day of print mastering, we had a confirmation of the timing of every VFX shot so we could finally breathe! I couldn't feel any sense of completion until I saw those last few shots.”


Julia Evershade, martial arts maven: “Because of the length and the intensity of the ‘burly brawl’ sequence, we concentrated on keeping the sounds as diverse as possible, keeping it rhythmic and real, while trying to vary the sound and speed of the ‘whooshes’ and hits as much as possible.

“We knew the sequence would be a big music cue, so Dane had to create a pipe hit and swinging whoosh sound with harmonics that would complement, and not conflict with, the score. These pipe whooshes and clanks then had to be edited so the end result would be harmonious, yet distinct enough to be recognizable for what they were supposed to represent.”


Dane Davis: “It was all about the angles that things would bounce. We had to drop the cars right in the middle of the microphone array, and then keep them from rolling over the mics or over all of us. We also had a couple of wrecking balls — including one that weighed 3,500 pounds — that we dropped through the cars. At one point, one of the balls went all the way through the cars, through the concrete under them, into the dirt and back up through the car, then rolled over a bunch of mic cables and came to rest on a PZM mic, completely crushing it. We got some really great sounds out of that.”


Eric Lindemann: “The original code was all water dropping. Then the structures of gears and mechanisms are made of code until they appear real to people jacked into the Matrix. There are other scenes where we needed to take a natural sound and give it a code-like texture as a transitional bridge into code. A good example was the sound of a fork passing through a piece of chocolate mousse cake, which Neo sees as code, but also had to sound somewhat natural. This began with a suspended fork clang elongated by grain cycling through a prototype program called ‘Inertia.’ It continued with the Foley recording of the fork cutting into cake stretched by a program called Metasynth. Finally, the full code character takes over, then gives way to the onscreen woman's subtle vocal reaction to the experience of the bite of cake.”


Dane Davis: “The Sentinels had to be very monstrous-sounding, very alive and very lethal; yet we know that they're machines. Each one has eight motor and gear tracks, plus about four Foley tracks that are done live [mostly for the tails]. Each track is a composite of a bunch of sounds, and every move that the Sentinels make has to be expressed in every one of those tracks. The dubbing mixers then had to carefully pan each element of each Sentinel as they moved through space to give them a very real, three-dimensional power and menace.”


Dane Davis: “A really key part of the sound of The Matrix is the way air is pushed out of the way. The whooshes are the power: all those molecules of air being moved out of the way so that fist or foot can connect with you in a bad way. It's unlike a lot of Hong Kong movies that go ‘thuk’ — with no air. The way we approach it is that every limb is a combination of different whooshes. They're very complicated, with a lot of sound manipulation, but they all start out with real sounds: me swinging things around my head as hard as I can — computer cables, phone cords, unraveled nylon rope, lots of odd things on the ends of rope — you name it, we flung it.”


Andy Lackey, who oversaw vehicle recording: “Niobe is the killer driver; when she drives, it has to sound pretty ferocious. After auditioning over a dozen cars, we found a ‘66 Nova that had been rebuilt as a dragster with a small-block 355 sprint car racing engine. The car originally had a Flowmaster exhaust system that contributed a ringy, sheet-metal quality to the exhaust sound. This was bad. We listened to various exhaust systems and, based on our requests, [stunt driver/race car owner] Steve Rowe assembled the exhaust on the Nova specifically to suit our needs. It sounded great, and the short pipes allowed us to mount our mics in close, out of the wind. We blew it up on the first recording session, so Steve had to rebuild it for the second run. This car's engine and exhaust combo were ferocious and yet very agile. While doing onboard recordings, we hit 130 mph!”

SPECS — 1966 Nova


  • 350 Turbo with 12.5:1 compression

  • Previously used in a sprint car


  • 4:8:8 gear ratio, 9-inch Ford rear end

Exhaust System:

  • 3.5×36-inch Glasspack system with a 3-inch turndown

  • Hooker SuperComp headers

Action! Bonus images from the film

Hang on! Not one but two Matrix sequels are due out this year. Photo by Melinda Sue Gordon

You think this ride was rough? 14-mic arrays captured autos being dropped from cranes and pummeled with wrecking balls, to nail the perfect crunching metal effects. Photo by Melinda Sue Gordon

Getting key "whooshing" fight sounds involved swinging around computer cables, phone cords and rope.
Photo: Jasin Boland

Many sounds were layered before going to the stage; "hair" layers, however, came from a different department. Courtesy Warner Bros.


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