Interview: Michael Penn on Scoring ‘Girls,’ ‘Masters of Sex’ and Why the Music Business Is ‘F—ed’

By Shannon Carlin

Ask Michael Penn, and he’ll tell you the music business is in trouble. Actually he’ll tell you it’s “completely f—ed.”

It’s not in good shape, there is no middle class anymore,” Penn explained to “I came up in a time where it wasn’t about touring, it was about the album. And people had this false but romantic notion that you didn’t have to tour, you could make records.”

Penn – a self-described music geek – says that as much as he loves getting on stage to perform, which he’s been doing for 25 years and across five studio albums, the real joy for him is creating and recording. Unfortunately, it’s hard to make a living off record sales alone, and royalties from streaming services do not make for a stable income. At least not yet.

“Anybody who knew anything about computers in the ’80s would be able to see, ‘Oh, we’re screwed,’ because now there’s no object anymore. We’re just distributing clones of a wave form,” Penn explained. “Now everyone’s scrambling around to find a model where there’s equity that can actually get people paid for their work, and Spotify isn’t the answer.”

Luckily Penn has been able to make a living by transitioning into the film industry, composing scores for movies like Boogie Nights and the TV shows Girls and Masters of Sex, the latter of which returns to Showtime for its second season on July 13.

Penn, who admits the first album he ever bought was the soundtrack to Disney’s Mary Poppins, says scoring for film and TV is not much different from making his own music. Except composing calls for much less ego, which in Penn’s opinion is a good thing.

“There’s times in underscore where you’re really best serving the film by really not being noticed, but there’s also other opportunities to really allow the music to be noticed,” Penn explained. “Hopefully what it’s doing is working alongside the film to communicate, and it’s not communicating me. If I’m doing my job right, it’s communicating what these characters are going through.”

In our interview below, Penn highlighted some of his favorite musical moments on Girls and talked about what makes Girls creator Lena Dunham “so great.” He also discussed the 25th anniversary of his debut single “No Myth” and why we may never see him on stage again with his wife Aimee Mann.

~ You mentioned you were just starting work on Masters of Sex. At what part of the process do you get involved?

Michael Penn: Essentially I get involved when they have rough cuts of episodes together. And then they send me the director’s cut and I can get my bearings and know what’s going on and experiment and play around a little bit. And then the real work starts when they have a locked cut. And then it’s sort of a mad rush to get everything in place.

It seems like you have to work quickly. Does that make things easier or harder?

Well, there’s no time to agonize over the music, every note. It’s certainly not the fun part of it. The luxury of time for me is great, but  the reality of deadlines is also great, so it’s a balancing act. And the challenge for me is I really like to work with a locked cut, because so much can change emotionally with the slightest little nuisance when something gets changed in the edit. It hurts, it physically hurts me to see something get changed, or there’s a moment that I really felt was effective that’s no longer there.

Masters of Sex takes place in the late 1950s. Do you think it’s important to be historically accurate when it comes to the score?

I certainly don’t think you need to. I personally find it a little jarring if you’re watching a period piece and there’s something more modern happening in the score. It just kind of takes me out of the moment and the time and the piece of work. The show is so rich-looking and you know, in a different era on a network it would probably be an orchestra doing a lot of the music. But, budget and time constraints for modern cable television don’t allow that. So it was just trying to find a palette that felt like it could be, in a way, indigenous to the time period. And to me, that was trying to find orchestra sample sounds that almost felt like they were coming from a phonograph.

The other part of it, was trying to find something that was authentic to the period in a more synthesized way. I went back to early, early synthesis, radio phonic workshop kind of stuff. And using those kind of sounds to give that sort of detached clinical aspect to it.

This past season of Girls ended with your song “Good Girl Down.” Is it fun to be able to write a song like that for the show?

Really, the only songwriting and recording I’m doing these days is when [Girlcreator] Lena [Dunham] asks me to. It’s kind of a drag for composers because there used to be so many more moments in movies and television where you could actually not be subtle and allow a melody to dictate a great deal of emotion with what’s going on. And those moments have been taken away from composers more and more by song placement, because [of] the economic reality of like, ‘We got to sell a soundtrack record with songs on it that can get played on the radio.’ So those moments often go to songs. But even with all the songs in Girls, there’s still all these moments [that] have these long emotional components to them, so that’s really fun.

As the show’s composer, are there certain musical moments that stand out to you?

I really love the last episode of the first season — the piano lead-up to Lena on the subway heading to the beach. That ultimately gets to my song “On Your Way,” but it kind of is a piece of that last score section. There’s a great sort of device that Lena uses each season, she essentially starts with the same shot, which is a sort of slow pan across a bed of her and somebody in it, and the music that accompanies that is very much of the same theme. I think those are very effective and work very well.

There was a really unusual episode in the second season called “One Man’s Trash” where I had a piano piece in the episode that I’m very fond of [“Daisy”], [and it] actually came out on the last soundtrack. All throughout there are ones I feel very connected to. It’s been really fantastic experience working on the show, it’s really rewarding.

One composition that stands out on Girls is Marnie’s rendition of Kanye West’s “Stronger” in season 2. Where did the idea for that come from?

The idea for that was Marnie was going to earnestly do this rap song, and the challenge was I had to make it so it was something that Ray and her could come up with on GarageBand the night before. So it was a really simple arrangement. But the challenging part, and the part that was the actual one I had something to do with, was I had to sort of archaeologically excavate a melody out of a rap song. She didn’t rap it, she sang it. So I had to figure out how to create a melody out of what Kanye West was rapping in the song, I mean, it’s implied with chord structure, but not really there. It was…a bit of work [laughs]. I basically mapped out the chords and then figured out the cadence of the lyric as rap. I just heard what it would be as a melody.

Since you said you are a fan of Girls, is there a character you particularly like to write music for?

No, not really. It’s a soup, and it’s a great soup. I have to say, I kind of miss the dynamic of the Charlie character [played by Christopher Abbott, who left after the second season] because they haven’t really reintroduced a character that sort of fills that particular pocket.

You got your start as a composer working on Paul Thomas Anderson’s 1996 feature film debut Hard Eight. You have said you weren’t interested in that line of work, so what did he say to convince you to give it a try? 

It really was the fact that the movie was so good. I mean, when I sat down and saw the film, I could hear things to do with it, and I don’t think I’d ever that seriously considered it before. And the fact that the moment I was considering it was with this world-class director’s first film, was like, ‘Okay, I can do this.’

You’ve worked with him on two films, Hard Eight and 1997’s Boogie Nights. Do you have any plans to work with him again?

Oh, I have no idea. He’s working with Johnny Greenwood now, seems like a great match. So who knows.

Obviously, Lena is also a new talent. What was it about her that got you to agree to move over to television?

Just because her writing is so great. Her acting is great, too, but her writing is so insightful. She understands humans and how humans work, and she cares about the right stuff, and that’s a rare thing.

Do you have a preference between working on films or working in television? 

I don’t really care either way, the only thing I would say is it’s fun to do things with people who give a s–t. And whether that’s film or TV, it doesn’t really matter. I’m extraordinarily lucky to work with people who give a s–t.

It’s weird to think that your first song “No Myth” is 25 years old at this point.

If you think it’s weird for you, think how weird it is for me.

Does that number mean anything to you? 

The number doesn’t really mean anything, except to think about how little rock has actually changed. Which is a little strange. It’s funny, I sometimes think of it as the basic patents, almost like inventing, and that’s the thing, there hasn’t been that much invention as of late. But maybe it will happen in some other genre of music.

Do you ever regret writing the line, “What if I was Romeo in black jeans”? Since you’ve probably had a lot of people call you that over the years.

The only thing that bothered me was that people used to call the song “Romeo in Black Jeans,” or they would say “the ‘someone to dance with’ song.” And that always irked me. I mean, that’s the way that goes. No, I didn’t look back. I wrote it, recorded it and moved on to the next one.

Are there any plans for you and Aimee Mann to get back to doing your Acoustic Vaudeville shows anytime soon?

Nothing’s in the works. You know, if something ever happened organically. But the thing is, I kind of retired from songwriting. I sort of felt the business was going where it was, and I was not a guy who really wanted to tour, and so I kind of moved into this. I miss it, and I would love to write a bunch of songs again at some point. But I don’t have any interest in playing live unless I have new things to play.





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