Movie Lounge

Midnight Cowboy Soundtrack: Music, What Might Have Been

The Midnight Cowboy soundtrack is a document of a specific sonic moment. John Barry's score, Harry Nilsson's Everybody's Talkin', and the music that almost wasn't there.

A wide city street at dusk with neon signs reflected on wet pavement, abstract mid-century composition

Midnight Cowboy was released in May 1969. It was rated X, the only X-rated film to win the Academy Award for Best Picture. It was directed by John Schlesinger, shot by Adam Holender, written by Waldo Salt from James Leo Herlihy's novel. Jon Voight and Dustin Hoffman gave career-defining performances. And the soundtrack — assembled from pieces that did not originally belong to each other — became one of the most recognizable in American cinema.

The title of this entry is about what almost happened instead.

The original plan

John Barry composed an original score for the film. That score is part of the final product and is significant: Barry's work, influenced by the film's New York setting and its dual registers of aspiration and despair, creates the tonal foundation beneath everything else.

But Everybody's Talkin', the Harry Nilsson recording that became the film's signature piece, was not the original plan. Fred Neil wrote the song and released it in 1966 on his album Bleecker and MacDougal. Nilsson covered it in 1967 for his album Pandemonium Shadow Show. The film originally intended to use Bob Dylan material as its theme.

Dylan declined, or the negotiations fell through, depending on the source. Either way, the film went looking for something else and found the Nilsson recording. Schlesinger heard it and recognized what it could do for the opening and closing sequences.

The what might have been of this entry's title is the film with Dylan rather than Nilsson. A different film, tonally and emotionally. Whether better or worse is not the right question. It would be a different thing.

What Nilsson's recording does

Everybody's Talkin' is a song about displacement and drift. Fred Neil wrote it from that place: the sense of being in a world where you do not quite fit, the appeal of movement toward somewhere else, the melancholy that attaches to a horizon you are always approaching but never reaching.

Nilsson's recording of the song has a particular quality. His voice in this period — 1967, before the records that made him famous, before the friendship with John Lennon that shaped his later career — has a sweetness that is not innocent. It knows something is wrong. It carries that knowledge without dramatizing it.

The fit with the film is exact. Joe Buck, Voight's character, is a person who is always about to arrive somewhere that will turn out not to be what he imagined. Nilsson's voice, over images of Buck's arrival in New York City, gives the film its first defining emotional note: hopeful, displaced, headed somewhere that doesn't quite exist.

John Barry's score

Barry had already made the James Bond scores, the Born Free score, and a range of other film work when he took on Midnight Cowboy. His instinct for the emotional tenor of a scene was well developed.

For this film, he worked in a register he had not fully explored before: urban American, specific to New York in a way that his British background might have worked against but instead produced something interesting. The score for the film's New York sequences has a quality of observation from a slight distance, the sound of someone watching the city carefully without quite being part of it.

That slight distance is the right register for a film about a character who watches New York from outside while believing he is arriving inside it.

The complete soundtrack

The full soundtrack as released brings together Barry's score and the assembled song pieces into something coherent. Everybody's Talkin' bookends the film. In between, there are period pieces, rock era recordings, and Barry's original compositions weaving around each other.

The result is one of those rare soundtracks that could not have been assembled for any other film. Each piece carries meaning that is partly musical and partly visual, the echo of the images it accompanied in the cinema.

The film's X rating

The rating that Midnight Cowboy received on release reflected the film's content: two men surviving on the margins of New York, hustling and being hustled, the relationship between them neither sexual nor entirely not. By 1971, the rating had been revised to R without any alteration to the film. The content had not changed. The standards had.

The film's willingness to portray desperation without redemption, to follow its characters into situations where there is no clean exit, was the thing that made it X-rated and the thing that made it enduring.

More film coverage: Movie Lounge: Inside Pop the Rock Revolution and Interviewin' Ronee Blakley on Robert Altman's Nashville. Full Movie Lounge index.