Breaking Down Act 2 of Be More Chill's Original Cast Recording | Playbill

Cast Recordings & Albums Breaking Down Act 2 of Be More Chill's Original Cast Recording Composer Joe Iconis brings listeners deep into his process as he explains the influences and circumstances around the last half of his score.
The Two Rivers cast of Be More Chill T. Charles Erickson
Joe Iconis Stephanie Wessels

Hey, hi, hello. My name is Joe Iconis. I’m a writer and performer and, most notably, the person to blame for the music and lyrics of Be More Chill. I wrote the show, a musical adaptation of Ned Vizzini’s novel, with Joe Tracz and it premiered in a production at Two River Theater in New Jersey in 2015. A cast album was made and was enjoyed by the amount of people you’d expect to enjoy a cast album of a musical that played for six weeks in New Jersey. Then suddenly and without warning, after two years of release, people, in particular young people, discovered the show and became obsessed. One hundred million streams of our cast album later, the show is making its Off-Broadway debut this summer at the Pershing Square Signature Center on 42nd Street!

Before we continue with Be More Chill Act 2, make sure you read the first installment!

Written at a Two River Theater writing retreat 2014
The Halloween Party is a mammoth sequence that begins Act II and I knew it needed its own theme song. I wanted to write a chorus that sounded like what it feels like to be shoved around in loud, hot, crowded room. The sort of song that would send anyone with social anxiety into a full-blown panic attack.

The Suburban Halloween Party is such a hallmark of the movies myself and my collaborators were inspired by and we endeavored to do those films justice and make the greatest Halloween party blowout sequence in musical theater history. Please note that when we wrote the show, there weren’t actually any other musicals with Halloween Party blowout sequences, so just by existing, we were automatically the greatest. Now we’ve got some competition. How fetch! (Mean Girls reference.)

There’s an element of group awareness in the “Halloween” lyric. “Cuz a Halloween party’s a rad excuse to put your body through mad abuse.” That’s because we’re experiencing the party through Jeremy. This is his first big social event and as much as he’s trying to be part of it, he’s still on the outside. He’s got a detachment that allows for a bit of perspective.

The dance break was arranged by Broadway legend Rob Berman! He based the melody line on a part of “Halloween” that was subsequently cut. It’s the “who’s got the peach Schnapps?!” section. I often add it back in when I perform the song in concert.

Props to Amanda Ruzza’s propulsive bass line! Crank it up, crank it up!

“Do You Wanna Hang?”
“Do You Wanna Ride?” strikes back! With new lyrics relating to Chloe’s Sexy Baby costume! Katie Carlson is yet another four-leaf clover in our incredible cast of musical theater misfits. Chloe is hilarious and monstrous without ever being a cartoon. She’s trying her best, just like everyone else, she just has… questionable taste. I’m so enamored with the way Katie does the final “Do you wanna stop?!” chorus. I think in that moment Chloe is trying so hard to be Britney Spears circa 1998. Which would almost work if she wasn’t literally dressed as an infant. There’s something charming and a little sad and completely hilarious about it to me.

We never actually address the fact that Chloe is dressed as a baby (well, a “sexy baby”) in the lyric. In two million years all that will be left of this world will be a fat cockroach, a copy of the Be More Chill OCR, and a few confused aliens wondering what she means by “get inside my diaper, boy.”

“Michael in the Bathroom”
Written at Joe’s 43rd Street Apartment, 2014
Many times as a kid and even more times as an adult, I’ve fled to the bathroom to escape a social situation. It feels like one of those no-big-deal things that everyone does and those are the exact sort of scenarios I’m drawn to when writing musical theater.

I’ve always been partial to the “Best Friend” characters. I want to know more about them and never understand why they exist only in the context of the lead character. In every show I’ve written I’ve imagined that when a secondary character leaves the stage, they’re walking into another show where they’re the lead. “Michael in the Bathroom” is the moment when the ultimate sidekick is allowed to take center stage and be the star of someone else’s show. I hope it makes the audience think about all the other secondary characters in the show like Chloe or Rich. They’ve probably all had their own “Michael in the Bathroom” moments over the course of the show, we just don’t get to see them. Oh how I long to write “Jenna in Her Bedroom.” Or “Brooke in the Alley Next to Pinkberry.” Maybe for the sequel.

George Salazar’s performance of the song is magic. It’s one of those miracle moments when a song and a performer connect in a specific way. The music and lyrics are a road map, but there are so many people who make the journey of a song like this happen. It all came together through a collaboration between myself and Ned’s characters and Joe’s book and Stephen’s direction and Nathan Dame’s musical direction and Bobby Tilley’s costumes and every other element that goes in to making any moment of theater.

George is the first person to sing “Michael in the Bathroom” in the show itself, but while I was developing the score, the song was sung out of context by a few gents including Jason Tam, Seth Eliser, and Will Roland. They taught me much about the tune and I bow down to them.

I wrote the song in one sitting in 2014 and the content never changed, aside from the cutting of a short third verse right after the bridge. We cut it late in the rehearsal process in deference to the “too much of a good thing can be dangerous” rule of theater.

A few people have questioned my use of humor in songs that are otherwise quite serious. “Why do you have jokes in such a powerful song?” an uptight professor once asked. “Why is this hilarious showtune so stinking sad?” a late-nite comedian queried over drinks at McHale’s. The intersection of the comedy and the tragedy feels true to the human experience. The absurdity of having to work through things at the Worst Possible Moment is something I’ve experienced many times. Things are rarely all good or all bad but things are always messy. You find out you got into your dream school while you’re high at your racist grandfather’s funeral. You have to audition for a role on Stranger Things the same day that a mountain lion eats the family dog. (RIP Spot.) You have a panic attack while wearing a Halloween costume after fighting with your possessed best friend in the bathroom of High School Halloween Party. It’s all so forlorn and confusing and funny. To me at least.

Charlie and I worked closely getting the arrangement just right. We wanted it to ebb and flow and sound like a pop song at first, never giving away that it will eventually turn into this tour-de-force musical theatre mad scene. I like when orchestration is at odds with the content of a song and doesn’t immediately announce what the song is about.

After going on this monumentally poignant journey, Michael undercuts it all with a spot of sarcasm, carrying on the great tradition of musical theatre characters who don’t really mean it when they say “I’m so glad I came.” (Follies reference.) The whole thing ends with the most sardonic cha-cha-cha ever to button a number.

“The Smartphone Hour (Rich Set A Fire)”
Written at Ripley-Grier Studios, 2014
Jenna Rolan finally gets her moment of glory, unexpectedly, as the star of a seven-minute dance number. Katie Ladner’s turn as Jenna is so specific and inventive. She deflects the casual barbs thrown at her because she is not letting anyone ruin the time she gets to shine.

I set out to write a song that dramatizes and activates the dangerous world that the Be More Chill characters exist in. We spend so much time with our kind, sensitive protagonists, it’s easy to forget the madness they are living in. It’s hard to be a teenager, especially today. It’s a menacing world where information travels at warp speed. As does gossip, rumors, insults, lies, etc. To me, “The Smartphone Hour” speaks to the ferociousness of modern teenagers and shines a light on the sort of environment that leads to bullying and depression and worse.

It’s also a splashy musical comedy dance number! I wanted it to feel overlong and unreasonably gargantuan. I thought for sure some smart theatre artist along the way would force me to cut this song. I decided I was going to fight for it. It may not cover a ton of story ground, but I felt that it was imperative to have the number in the show. It sets the audience up for the craziness that’s about to happen in Act II and lets us know that things have spun out of control—both in the story and in the show itself. I think subconsciously, the audience thinks: “A dance number about arson?! The rules of the show are changing! I hope nothing unexpected happens to the characters I love! They wouldn’t kill off Jeremy, would they? Well, if I’m watching a dance number about arson anything is possible! Oh no! #SaveJeremy!”

Luckily, I never had to fight for the song. As soon as Chase Brock got his hands on it, he made it longer, in deference to the “too much of a good thing can be wonderful” rule of theater. Rob Berman’s arrangement of the dance break sounds like a sleepover from hell on crack and Charlie’s smartphone sounds bear more than a striking resemblance to the sort of sounds normally associated with the sinister Squip. Gossip is Evil, kids.

I really feel like we made the best Michael Bennett number Michael Bennett never choreographed. The final shouted: “End!” was all Chase’s idea and I love it so much. It’s a moment that lives in the real estate between musical theater Cheese Ball and rock’n’roll Middle Finger. A neighborhood I often hang my hat in.

The notes of the phone buttons that are heard after “he told me cuz he’s my best friend” are, once again, the same notes as the “More Than Survive” intro figure. Just reversed this time.

The title is an obvious reference to “The Telephone Hour” from Bye Bye Birdie. “Rich…” is by no means a parody of that song, but I think they are spiritual cousins. It’s another example of Be More Chill having a foot in the past and a foot in the future.

“The Pitiful Children”
Written at Joe’s 47th Street Apartment, 2013 / Joe’s 43rd Street Apartment, 2014–2015 / Ripley-Grier Studios and Two River Theater 2015, during rehearsals
Oh, heavens, this song. The lyrics of this song changed a ton over the course of the rehearsal process and I never got it quite right. I love it on the album. It sounds like what would’ve happened if Marilyn Manson and Nine Inch Nails wrote Les Misérables. Alas, dramaturgically, I don’t think I did a great job of telling the story that Joe Tracz laid out. Don’t be surprised if this one gets fiddled with in anticipation of our forthcoming Be More Chill off-Broadway production.

The orchestration of this song is one of my favorites in the whole show. It pushes The Squip firmly into digitized-demon territory. He’s worrying less about seducing people in this number and he’s letting his true colors show. His true colors are cold, industrial, heavy, and militaristic. There’s no question that this Squip has his sights set on world domination.

I like using lyrics that work dramatically and stylistically. The Squip’s “beep-bop-boop” is literally him speaking in his native computerized tongue, but it also conjures up images of an old-fashioned crooner scatting. It’s connected to Jeremy’s “C-c-c-cmon” and the Ensemble’s “Hey hey hey” and all the rest of it.

“The Pants Song”
Written at Joe’s Family’s house on Long Island, 2014
My experience writing this song is very much an example of the comic/tragic thing that I often love to write about.

I had tried to write a song for Jeremy’s Dad for the longest time and could never crack it. Joe Tracz said to me: “I just wish Jeremy’s Dad could have a song about the lesson he learns. That if you love somebody, you put your pants on for them.” Essentially, I am an idea thief. I immediately knew that sentence was a song, I just didn’t know how to write it. We were doing a developmental reading of the show and I was feeling the pressure. There was a date I needed to have the song in by and I had nothing. The day before I needed to have the song, I decided that after rehearsal I was going to have a drink with my best friend Jason SweetTooth Williams and then go home and write the song. And then my Grandma died. After a long illness, my grandmother Flora (RIP Flora) left this damned earth at the Iconis home on Long Island. I needed and wanted to be with my family. After doing all the things that you do when a loved one dies, I went downstairs to my family’s basement at 2 AM and wrote “The Pants Song” in one shot. Sometimes you have to write a song about two guys in their underpants on the night your beloved grandma dies.

Paul Whitty starts in such a forlorn, hurt place at the top of this song. I bet the audience thinks this is going to be a perfect-time-for-a-cigarette-break “sad dad” number and then it turns into a total bop. Much like the “We love everything about you…” section of “Be More Chill,” this was another song that I wanted to feel like a rockin’ version of the theme song from a 1980’s sitcom. Only difference is, the mythical sitcom that “We love everything about you…” comes from is phony and corporate and the “Pants Song” show is heartfelt and cool, Must See TV material.

There used to be a song for Jeremy’s Dad earlier in the show called “The No Pants Song,” where he extolled the virtues of not getting dressed. It was a sad, lazy waltz. The whole thing was one-joke, but I did love the final stanza:


It should be noted that many of my musicals feature moments of pantslessness for male characters. This feels fitting as I am often pantsless when I write said musicals. Write what you know, Joe. (ReWrite reference.)

This is the only song in Be More Chill that features a big, in-your-face key change. I’m normally very discreet about my key changes, but a tasteless shift up a step for two men dancing in their undies feels earned.

The in-store music playing in the background of The Mall sequence is actually a Muzak version of “The Pants Song.” The moment I wrote the tune I knew it was destined to be the annoying music played on a loop in the atrium of a mall. The sort of irritating ear worm that slowly drives the employees of Payless and Sbarro’s mad.

“The Play”
As a kid who spent hours listening to the big action-packed climaxes of the Sweeney Todd OCR, the Sunset Blvd. OCR, and the Carrie soundboard bootleg (thanks, 1996 Playbill Online message boards for making that one happen!), I’m so thrilled we got to include ours on the album. The underscore is straight-up cinematic, with all the themes of the past two hours crashing into each other like violent zombie bumper cars.

A few people have asked me if the cascading downward piano line in “The Play” is referencing “Suppertime” from Little Shop of Horrors. While the two riffs sound similar I was actually alluding to, you guessed it, John Carpenter film scores. The 5/4 time signature and downward modulation are dead giveaways. But I do agree that the line sounds not dissimilar to “Suppertime,” which is fine by me! Little Shop was my first musical and has clearly influenced me in countless ways as a writer, especially on Be More Chill.

The “Michael makes an entrance” line came late in the game and is a testament to the “sometimes the best thing a writer can do is just musicalize the stage direction” rule of theater.

One of my favorite bits of orchestral business is the twisted music box version of the “More Than Survive” chorus. Hella Danny Elfman. (Shout out to Rich’s Nightmare Before Christmas belt buckle! The 1990’s are alive and well and living inside my musical.)

The “Squip Death” section was hatched by Eric William Morris and myself in the basement dressing rooms of Two River Theater. It’s hard to make out, but as the Squip is destructing he’s speaking Japanese. The Japanese was translated by my bestie-since-fourth-grade Michael Ettannani. We’ve all got our Michaels.

“Voices In My Head”
Written at a Two River Theater writing retreat, 2015

The point of Be More Chill is that we’re always going to have voices in our head, both good and bad, telling us what to do. The trick is to figure out which ones to listen to. The fear and doubt and anger and anxiety never really go away, but you can find a way to manage them. At one point in our process Joe Tracz articulated this by saying: “At the end of the show, there are still voices in his head, but the loudest one is Jeremy’s.” Yet again, I am a lowdown dirty idea thief. I stole Joe’s words and turned them into our finale.

Since the show begins and ends with ensemble numbers led by Jeremy, I thought this was a nice opportunity to chart our leading man’s growth. I wanted the vibe of the chorus to be different from “More Than Survive.” It’s more laidback, it’s more confident, it’s more playful. It’s more (ahem) chill. Even when the Ensemble kicks in with the “Na’s Na’s” from the beginning of the show, it’s less aggressive than it used to be. There’s harmony and everyone’s singing together instead of singing at each other.

It was important to all of the creators of the show that the triumph of our show not be that Jeremy gets with Christine. The personal triumph for him is that he’s able to deal with his “stuff” enough to have a normal-person conversation with her. I don’t know if Jeremy ends up with Christine after the events of Be More Chill. Maybe he does. Maybe he ends up with Michael. Maybe he ends up with no one. It really doesn’t matter. What matters is that he has figured out that his voice is one that is worthy of being listened to. And that allows him to get on with his life and move forward. All of the characters being together shouting “C’mon, let’s go!” is a triumph to me. They don’t know what’s next, but they’re going to go through it together. An army of Creeps, taking on the world hand in hand.

Robert Altman used to talk about how he never understood why movies ended with weddings. Why is the story over just because two people kiss? There are no real endings in life except, maybe, death. Musically, I didn’t want the show to end with a big held-out chord or with arms-around-each-other “it’s all gonna be alright!” sweetness. I wanted the very end to feel raucous and alive and like the music is tumbling toward something. Toward the future.

The joke of the ending is that even though the kids at Middleborough deactivated The Squip and prevented a total take-over, chances are good that all of the neighboring high schools have been completely taken over. No one is safe, all we can do is prepare ourselves as best we can. They may offer you fortune and fame. Love and money and instant acclaim. But whatever they offer you don’t feed the… Squips? Sorry, wrong show. Smiley face, lipstick, kitty paw.

The Cast of Be More Chill Reunites!

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