Death Becomes Her releases its Broadway cast album April 17, featuring vocals from stars Megan Hilty, Jennifer Simard, Michelle Williams, and Christopher Sieber. For the show's composing duo, longtime friends and Broadway newcomers Julia Mattison and Noel Carey, audience are laughing nightly at their clever wordplays and bombastic songs. But those songs were a result of years of late-night text messages and writing in odd places (including in the shower). 

Below, the collaborators detail the inspirations behind four songs in Death Becomes Her, how "For the Gaze" took years to figure out, the importance of melodic themes, and why their guiding principal is: "Would Stephen Sondheim have liked this?"

"If You Want Perfection" 

Julia Mattison: I feel like in many cases, the opening number is one of the last songs written in a musical, as it’s harder to know how to set the whole thing up when you haven’t yet taken the time to go on the journey. In our case, I think this was one of the very first songs we wrote, and that was not only thanks to knowing the general plot of the film, but especially because we knew how much we loved Marco’s idea to open the show with Viola.

Noel Carey: In the movie, that character doesn’t show up until maybe 45 minutes in. For our show, it always felt right to start with her—to immediately say “we’re doing something a little different here.”

Mattison: Marco had already written pages for Act One when we auditioned for the job, and his first line in the show (even back then) was Viola saying to the audience, “dull, glow-less skin, waddling turkey necks, sagging shapeless breasts. And that’s just the front row.” This not only made us laugh out loud, but it immediately told us who Viola is, and that she was going to set the tone for the evening.

Carey: It was always so appealing to have Viola talk directly to the audience. It suggests so much—that she has this magical ability to break the fourth wall whenever she wants. The set is reflective of her costume—the whole show takes place in Viola’s world. This song helps set that up.

One of the first pieces of the score we ever had was the main “Perfection” theme, those six notes of that melody. It shows up everywhere in the show, and initially we just knew it was a musical theme we wanted to be prominent throughout the score.

Mattison: These are moments when Noel is a magical, musical wizard. He came to me with a few themes and motifs that he’d been finding and playing with on the piano, each of which felt like they could absolutely live in the world of our show. It was such a wonderful launch into our writing process, like we finally had our first set of paints and brushes.

Carey: Thanks buddy! I always love starting off with themes and exploring the musical language of a show. It’s a great way to begin the process. Once you collect enough themes and threads that capture/share the tone you’re going for, it’s much easier to dive into the songs individually. And if you’re ever stuck trying to think of a new melody, you always have those themes to reference back to and use how you like.

Case in point: When we were exploring the opening number, we asked ourselves, “Why not just use that motif as our main melody for the opening?” which then led us to set the lyric to it. Suddenly, this theme became a calling card—almost a jingle for Viola. Our sound designer, Peter Hylenski, even turned the melody into Viola’s doorbell, which is such a fun little nod to the score.

Mattison: We spent a lot of time talking about Viola’s stylistic voice, though I think we knew from the jump that her style was going to be like a luscious and luxurious horn, effortless and at ease—while danger pulses underneath her. Shirley Bassey was always the first musical influence for Viola, especially the way her voice dances inside of a James Bond theme.

Carey: We wanted to chase the tone of something like “Diamonds Are Forever”: alluring, dangerous, glamorous… It also slaps at the end.

Mattison: We do love songs that slap at the end.

Carey: Arrangement-wise, there’s a recording of Duke Ellington and Ella Fitzgerald doing a cover of “Caravan” that was also really inspiring tonally. Ella sings the classic slinky, sexy, languid melody line, but it’s all sung over these really dramatic horn stabs, and we thought there was a great dichotomy there to utilize—our slinky seductress floating over these dangerous horns… That Ellington arrangement was direct inspiration for the opening horn line.

Lyrically, we also wanted something that was inviting but still mysterious. We started looking at songs like “Pure Imagination.” Viola is this mysterious mogul inviting us into her magical world; there’s a little bit of Willy Wonka in there. Just like the Chocolate Factory too, there are consequences for people’s greed and actions in both stories. “If You Want Perfection” is our nod to something like “If you want to view paradise”….

Mattison: We always wanted it to feel like Viola was inviting the audience into an exclusive party, while making a genuinely alluring sell. From the moment the lights go down and she rises from the ground, she’s trying to sell you that potion.

Carey: And then there’s the turn of the last line in the chorus, “Welcome to your brand new skin!” We wanted to find a lyric that could sound like it came out of a beauty ad, but that still had something unsettling or sinister about it, like you’re wearing someone else’s skin. There’s a bit of a horror element in that lyric.

Mattison: To me, in writing this song, nothing will beat the satisfaction we felt when we landed on Viola’s first lyric, “I have a secret you would die for.” It was one of those songwriting moments where it didn’t feel like we thought of it, it was more like the Universe plopped it into our heads as a little gift to tell us we’re going in the right direction. Thank you, Universe!

Carey: Thank you Universe, and thank you Universal.

It’s funny, though—sometimes when an idea comes that quickly or feels that perfect, you can start to doubt it. I remember after we found that opening line asking myself, “Oh no, is it too obvious?” or, “That lyric came so easy… was it too easy?” When you’re used to considering every option, sometimes you can convince yourself out of the obvious one. It’s important in these moments to trust your gut and not fight an idea when it comes easy. Easy is good. To all the writers out there—don’t make the easy choice harder. Easy is good.

"For the Gaze"

Carey: It’s no secret that the movie Death Becomes Her opens with Madeline Ashton doing a big musical number. We knew pretty much from the jump that we wanted to keep something like that intact: Meeting Madeline onstage—

Mattison: —In an over-the-top performance—

Carey: —It shows us why she’s a star and lets her interact directly with the audience. We also knew that we wanted Madeline’s first song in the show to be an original number, to tell the audience that (while we’re nodding to the movie) this show and score is its own thing. Without giving too much away, the song “Me” from the movie is still in the show, but we sneak it in in a fun unexpected way that actually really helps tell a key part of the story down the line.

Mattison: All that said, the journey to finally arriving at “For the Gaze” actually took us years.

Carey: The number that Madeline initially opened the show with was not “For the Gaze”—it was a version of “Alive Forever” that she sang during the In Memoriam segment at the Oscars. Ultimately, it was our director, Chris Gattelli, who had the idea to give Madeline a more up-beat introduction, and in doing so, also give Madeline and Helen “Alive Forever” to sing together at the end. It was a great idea, and it opened up the opportunity for “For the Gaze.” It was one of those notes that was a total win-win. We got to keep the melody we loved from “Alive Forever” and make it even more story-driven in its new context, not to mention turning it from a solo into a duet was such a level-up. But we can talk more about that song later….

As for the title, Julia and I were racking our brains for weeks.

Mattison: Some early ideas for this moment included a demented My Fair Lady spoof where Madeline had all of her teeth blacked out, and a song called “Awooga!” where we were going to make our ensemble wear googly-eyed glasses and be horny cartoons. Suffice it to say, we were struggling to land on a Madeline Ashton-worthy idea and slowly losing our minds.

Carey: There were definitely a few solid weeks of mental tail-spinning, searching for the song. Finally, one day Julia texted me a slew of maybe five possible titles for the new song, one of which was “For the Gaze.”

Mattison: Mind you, I was profoundly unconfident when I sent this text. I remember thinking of the idea and going, “Okay, so Madeline’s big number in the film is all about seeing herself and being seen. And we know she also would want nothing more in this lifetime than to be a gay icon. Maybe there’s a play on doing it 'for the gaze'' but also 'for the gays’?” I sat on it and tucked it into a lengthy text to Noel. I thought it might be something worth chasing, but we had been racking our brains for days if not weeks at this point, and I wanted to protect my little heart and not get too excited, so I convinced myself it was unremarkable and kind of casually threw it out there. 

At this point, I didn’t know what to believe in anymore and thought, “Maybe we’ll never be funny again and should go live in the woods.”

Carey: As soon as I saw that title, there was no other choice in my mind. It was the perfect blend of smart and silly—and a pun that absolutely works perfectly with the lyric either way you interpret it.

Mattison: Thank God Noel had the clarity and the excitement for it and could see where it deserved to go! This is why I love creative collaboration and having a writing partner. We listen to each other’s ideas and “yes, and” our way to moments that we might otherwise throw away while writing alone. We pick up on and polish each other’s little gold nuggets and then toss them back and forth until…I don’t know where this metaphor is going. Your turn Noel!

Carey: We wrote the song, but it feels like something that was always there. Like we stumbled on a title and were shocked it had never been used before. I think I even remember Google searching the song title just to make sure it wasn’t taken.

Mattison: The joy in this one was definitely how fast we flew once we knew what the game was. I think it took us only a day or two over the phone laughing and sending ideas back and forth. I was writing lyrics to this one in the shower on a little waterproof notepad like a maniac. And my husband thought keeping a notepad in the shower was “weird” and “unsanitary!” Who’s weird and unsanitary now?! Still me, I suppose.

Carey: Fun fact, tying back to our collection of musical themes, the melody in the verses was lifted from a song in Act Two, “’Til Death (Reprise),” but it’s set to such a different groove you’d never really flag it. And because of the order of the show, if you did notice, you’d think that Ernest was calling back a Madeline melody, but in the writing process it was completely the other way around.

Mattison: I would also like to mention that the great Christopher Gattelli loved this song when we first sent it and held off on staging it for the longest time because he wanted it to be perfect. Noel and I both had no idea what he was cooking up. I will never forget finally hearing his pitch for this number on my literal wedding night, as we were all dancing and drinking and eating midnight pizza under the stars. He said, “And then suddenly she’s Liza! Then she’s Victor/Victoria! And then she’s Judy!”

I remember thinking, “First of all, what is Chris on and can I have some?” And then, “Oh no, I don’t know about this…I really don’t see how this will work.” Well, if you’ve seen the show, you know that it definitely worked. It’s one of our absolute favorite examples of the way this creative team, and every designer on this show, came together to create something magical and outrageous.

"Tell Me, Ernest"

Carey: The great thing about adapting this story for the stage was that we got the chance to focus on moments in the movie that maybe went by a little fast with a quick smash cut—moments that were rich with character that we wanted to dig deeper into. In the movie, and in the show, we have Helen and Ernest meeting Madeline in her dressing room after her Broadway performance—

Mattison: —In the film, it’s a fairly quick meeting, and we don’t really get to see Madeline pull out all of her tricks and go that extra mile to sink her teeth into Ernest and choose to do that in front of Helen.

Carey: We wanted to see Madeline go in for the kill.

Mattison: My first two memories of writing this song are 1: We loved how Meryl Streep as Madeline in the film says, “Tell me, doctor… Do you think I’m starting to need you?” in such a seductive and fabulous way that it became the catalyst for the playful tone of this song—

Carey: That’s right! It’s funny how one good line can inspire a whole lyric. Again, we’re not necessarily doing the movie, but we are always nodding to it.

Mattison: —And 2: We wrote the “Cheers, I’m so glad we did this” moment by a lovely little creek in a home we were AirBnB-ing at the height of the pandemic. I think it was one of the first times since getting the job that we got to write in person together, and not over the phone.

Carey: It’s true. Julia and I started writing this show two weeks into the pandemic, so a huge amount of the score was written over FaceTimes and phone calls and voice notes. Once we finally had the opportunity to write in a room together again, things flowed really quickly. We also wrote the original version of “Alive Forever” that same weekend. That was a really great AirBnb—I wonder if they know that part of a Broadway score was written on their piano. That could really boost their bookings.

One of the biggest changes in this number was that I don’t think anyone else sang in it originally?

Mattison: The verses were entirely Madeline at first, with trio refrains, and Helen just trying to get a word in edgewise.

Carey: It was a little ways down the line that we realized we wanted Helen to fight back and have a bit of a sing-off between the two ladies in the last chorus.

Mattison: Once we started folding in Helen’s counter melodies and interjections, it really lifted the whole thing for us, and gave us a greater battle between these two, with Ernest caught in the middle.

Carey: I think it was also appealing to us to have a trio with these characters early on in the show. I don’t think they’re all together again until the book launch, and then only briefly until Madeline is finally dead (and undead).

Mattison: Spoiler alert! But it’s true. At its core, this is a very small show when it comes to our leading characters and their storylines. These three have to get divided, and years have to pass, in order for the rest of their journey to unfold—so we really wanted to take advantage of this exceptionally charged moment in their love triangle. It’s the powder keg that blows up their plans and sets the course for the next 10 years of their lives.

Carey: None of it’s in the movie, but it does so much for our characters. It shows us Madeline’s unabashed sexual prowess.

Mattison: We loved imagining this as Madeline’s Frank-N-Furter [from The Rocky Horror Show] moment, where Ernest and Helen are Brad and Janet, losing their sense of reality and normalcy as they get swept up in Madeline’s sexy tornado of tricks. We also loved imagining that Madeline might have all these tricks pre-planned and pre-rehearsed, where her assistant Stefan knows exactly when to bring dessert out, and when to help her make an outfit change.

Fun fact: We used to have an entire madrigal that Madeline’s staff used to sing in the middle of this song, where they were gossiping and placing bets on who would win in the end. One day, we will share it with you all. But we would like a choir of 1,000 people in order to do so.

"Alive Forever"

Mattison: Noel mentioned this earlier, but it’s wild to think about how our first stab at “Alive Forever” was originally a Madeline solo (where “For the Gaze” is now). It was going to be the way we meet Madeline, singing the In Memoriam at the Oscars and riffing over the names of the deceased because she couldn’t stand to be upstaged. It brought us two years’ worth of hearty giggles, but Chris Gattelli rightly encouraged us to keep what he felt like was so special about this song and really commit to making it the emotional climax of Madeline and Helen’s journey together. 

Before we lifted it and made it our refrain, this musical build between Madeline and Helen was more of a delicate musical conversation—it felt very “Move On” [from Sunday in the Park With George] and never lifted into a real refrain. I think Madeline saying, “I’m sorry” and their back-and-forth in choosing to be miserable together has been there since our first year of writing. So, this one evolved a lot over the years!

Carey: “Alive Forever” was our opportunity to bring back a lot of our favorite melodies from the score. Musical theatre is great because melodies can take on new meanings when sung by a new character. In this one, Madeline starts by singing Helen’s melody back to her—the “I love you, you’re my person” melody from “That Was Then, This Is Now.” It was something that through all of our years of rewrites and cuts, we made sure to keep for that reason, because we knew we wanted Madeline to sing it back to her at the end. She then sings a bit more of “That Was Then, This Is Now,” which was initially a melody conveying how Helen didn’t need Madeline anymore. Now at the end of the show in its new context, it’s a vow that Madeline will always be there for Helen.

Mattison: This moment also has one of my favorite musical callbacks, when Madeline fixes Helen’s neck while the “Madeline” melody—which used to haunt Helen in the mental hospital— is now a gesture of comfort.

Carey: It’s honestly one of my favorite moments in the show. That spooky music-box melody (that in Act One signifies Helen’s murderous obsession with Madeline) is now, at the end of Act Two, played gently as Madeline glues a piece of Helen’s skin back onto her. It’s such a tiny gesture that says so much. It’s also quirky and a little gross, which I think is very much our show. Touching, quirky, and a little gross.

Mattison: Put that on the poster!

Carey: Finally, we get Madeline’s apology, which spurs Helen into singing a melody that mirrors what she sang in “Confrontation.” At the end of Act One, this melody is set to a forceful march as Helen sings, “I never liked you/I used to fear you.” Now at the end of Act Two, the same melody is sung to open romantic orchestrations with a new lyric, “I can’t believe you/You finally said it.”

Mattison: These are some of the little melody callbacks that we love, but I’ve come to realize that most people don’t catch them. And why would they? The show is a rapid-fire roller coaster! That’s why I’m excited for the cast album to come out, because the hardcore musical theatre nerds will catch all the sneaky details we snuck in over the years.

Carey: This number also has some of my favorite lyrics that I’m glad made it into the show— I’m especially proud of, “You’ve got me, and I’ve got…glue.”

Mattison: We definitely danced around the living room when this moment clicked.

Carey: And Julia’s “toxic/clocks tick” rhyme is maybe my favorite she’s ever written.

Mattison: Thank you, sir. I definitely came to that lyric while asking myself WSSHLT: “Would Stephen Sondheim have liked this?” That was the imaginary (and impossibly high) bar we set for ourselves often while we wrote. We’d say, “this lyric isn’t right until we can imagine Sondheim giving us a little nod from the clouds.”

Carey: He truly is a musical theatre giant…in the sky.

I’m sorry, I had to.

Mattison: My other personal favorite lyric in “Alive Forever” is when Helen says “cause I don’t have the core strength to hold on to grudges anymore.” It’s kind of a slow burn, and requires everyone to remember that Helen literally no longer has core strength because she has a giant gaping hole in her stomach for the rest of eternity. Whenever I hear audience members laugh and enjoy that lyric, it makes me feel like I could rocket launch myself into the sky, fueled entirely by the power of joy. It’s the little things!

Carey: Double Sondheim reference!

Mattison: One thing I love most about the road we went down to find “Alive Forever” as we know it today, is that it carries in it so many moments and details that we found over the course of our four and a half years of writing together. It’s like a patchwork quilt of little discoveries we made along the way, and it feels so fitting that it is where we landed, and where we wanted Madeline and Helen to ultimately land—as they leave their toxic, twisted past behind them and commit to an eternal lifetime together.

Carey: It’s the sum of the whole score and, really, the whole writing process. And the title captures an important sentiment; it’s the reason we love making music. Because it lives forever.