John Williams' "The Empire Strikes Back" Soundtrack Is the Best Sequel in Music History
I look back at one of my favorite childhood movie experiences through music.
This album review delves into the world of Star Wars as a proxy for discussing the greatness of composer John Williams.
Genre: Classical, Orchestral
Label: RSO
Release Date: May 16, 1980
Vibe:
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Most people hear the same few names thrown around in the pop music GOAT conversation. Michael Jackson, Prince, Madonna. Maybe Beyoncé or Mariah Carey if you're casting a wider net. Some will add a Beatle to the mix. But if you're defining pop music as compositions that capture the global zeitgeist and reap enormous commercial rewards in the process, the honest answer might be John Williams. No one has touched more lives—or made his collaborators more money—with music than Williams. He’s one of the chief architects of the most influential media franchise of all time, Star Wars, which is valued at over $46 billion.
At the time of this writing, Williams is 93 years old and remains inarguably the most successful film composer of all time. No one has been more adept at helping filmmakers wring every ounce of emotion out of their visuals, nor has anyone been as consistent. E.T. the Extra-Terrestrial, Jurassic Park, Home Alone, the Indiana Jones franchise—the list goes on. But even among a half-dozen creative peaks that would define anyone else’s career, his 1975–1980 run stands as one of the most transcendent in modern music history.
Imagine being the guy who scored Jaws, Close Encounters of the Third Kind, the original Superman, and Star Wars in under five years. That’s Hall of Fame-level brilliance. And he was just getting started. In honor of the 45th anniversary of The Empire Strikes Back, it’s time to look at why Williams’ score for that film isn’t just iconic—it might be the greatest sequel soundtrack ever made.
It stands as the crown jewel in his body of work, not only because of the music itself but also because it's a masterclass in expanding an entire cinematic universe through sound. It's a rare follow-up that deepens the emotional stakes, pushes the harmonic palette into darker, stranger territory, and introduces one of the most enduring musical themes ever put to film. And he did it all while building on the biggest blockbuster of its era.
Somehow, Williams took the original and improved it in nearly every way. Empire is more stirring, structurally complex, and spiritually resonant than its predecessor. Even if you don’t consider yourself a Star Wars fan, chances are it’s defined by how you hear movies.
Said another way: John Williams didn’t just change how movie scores sounded—he changed how they were conceived.
Before Star Wars, many Hollywood films leaned into minimalism, jazz, or quirky needle drops. Williams took the opposite tack. Inspired by Mahler, Wagner, Holst, and other late-Romantic composers, he brought back bold orchestral storytelling with a modern cinematic twist. His music didn’t just accompany action—it announced it.
By the time he returned to score The Empire Strikes Back, Williams had already won three Oscars and cemented his creative partnership with George Lucas. But Empire was a gamble. Lucas self-financed it himself with $30 million of his own money to retain creative control of the sequels and cash in on the merchandising. It wasn’t a crowd-pleasing rerun—it was deeper, darker, and more introspective. Williams recognized that the score had to evolve, too.
He said:
“I’m beginning a little further ahead of myself than is usual because the score will reprise some music from Star Wars. With that as a basis, I want to try to develop material that will wed with the original and sound like part of an organic whole; something different, something new, but an extension of what already exists.”
The most famous example of this world-building in music form is “The Imperial March (Darth Vader’s Theme),” the most effective villain theme ever written for a film. Built around a pounding, militaristic rhythm and a minor-key horn motif, it’s a kick-down-the-door prelude to menace, stomping through the gates of the Death Star or rebel base instead of sneaking through stealthily. It’s a perfect anthem for arguably the franchise’s most recognizable character, a Shakespearean figure who isn’t prone to subtlety or restraint. Like the shark’s sound cue in Jaws, you feel it in your chest whenever Vader approaches on screen. It takes the grandeur of a piece like “Pomp and Circumstance” and twists it into a nightmare.
But Williams is far from a one-note composer and orchestrator. If “The Imperial March” is the fire and brimstone, “Yoda’s Theme” is its lighter, airier, more mystical counterpart. On top of being one of his most spiritual outings in a Star Wars movie, it’s also one of his most restrained. It completely evokes the timeless wisdom of the eponymous character, instantly fleshing out his raison d’être without requiring the Jedi master to fill in those cracks with endless expository dialogue. Yoda’s personality is so effectively communicated through Williams’ music that it becomes an extension of someone we feel like we know. This theme evolves into a more bittersweet cue in “Yoda and the Force,” which underscores the difficult path Luke Skywalker must take to complete his arc that ends in 1983’s Return of the Jedi.
Elsewhere, “Han Solo and the Princess” is one of the prettiest compositions in the Williams canon. It’s vulnerable and more than a little devastating, albeit in an understated fashion, without ever feeling cloying or skewing into camp territory. Those first few bars are so earnest in their yearning that you can imagine a quiet confessional taking place, the lovers’ noses mere millimeters from each other, without any visual anchor from the film itself. The central melody audibly aches before falling away into the controlled chaos. It paints a haunting portrait of Han and Leia’s relationship, one that’s doomed from the moment it starts. On top of that, you have “The City in the Clouds,” which throbs with string-led tension, while “The Asteroid Field” carves out a spot on the soundtrack as its most kinetic track (and, you could argue, the most alive of any action scene cue in the entire series).
Even though there’s so much incredible music to discover on this record, the most beloved piece on the album isn’t new to Empire. Not exactly. I’m referring, of course, to the iconic “Main Theme,” which contains one of the most famous musical motifs of the 20th century. Maybe in the history of classical music. What other motifs would be in that category now? As in, you hum it on the street in front of a random person and, within the first few seconds, they understand what you’re referring to. The first few bars from Beethoven’s Fifth Symphony come to mind, as do bits and pieces from Tchaikovsky’s Nutcracker Suite, but that’s kind of it. I don’t say this to disparage popular orchestral pieces that casual classical music consumers would know, but to illustrate the rarified air this theme occupies. In Empire, the motif recurs at different points throughout the film, with Williams nudging it gently into uncharted waters. During the movie, he takes a melody, bends and softens it, and turns the underlying emotion on its head. Wait until right before the closing credits, when Luke and Leia watch the stars from the fleet's safety. The theme returns, but this time it’s more tentative. Aching with a wounded pride. The rebels are down, but they’re far from out. That transfer is a big part of what makes Williams a genius.
The Empire Strikes Back turned 45 earlier this month. I watched it again for the first time in nearly a decade, more as an excuse to revisit one of my favorite childhood film viewing experiences than anything else. I wanted a hit of the nostalgia that the Star Wars industrial complex continuously sells. Some of the movie’s aesthetic and narrative are dated now. Some of the dialogue clunks with the weight of world-building (even in Lucas’ sure hands, it’s not easy to tee so many plot points up without it being a wall of spoken-word diplomacy). However, much of it was still exhilarating and quite poignant, with Williams’ score at the top of that list. Where today’s blockbusters often blur together sonically with soundtracks sequenced like scientific dopamine feeders, Empire’s musical backbone gives every moment shape, soul, and silhouette. It enhances and elevates visuals instead of spoonfeeding you the ideas you’re supposed to have or feel. Even that well-known plot twist hits harder because of the score. Because of him.
Williams didn’t accompany pop culture—he created it. It’s what creatives, especially those saddled with the sequel burden, should aspire to. Refine, don’t rehash. Aim for depth. If a kitschy space opera can use music to hit you in the feels, then think of what else you can accomplish.
What’s your favorite cue from The Empire Strikes Back? Has a film score ever hit you like this one? Let me know in the comments.
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