The Hell of It: My Top 5 Favorite Songs from Phantom of the Paradise

|Kelly Krantz|

Phantom of the Paradise screens at the Trylon Cinema from Friday, October 14 to Sunday, October 16. For tickets and more information, visit



(This essay contains spoilers for plot points in Phantom of the Paradise.)

Phantom of the Paradise is truly unlike any other movie. Sure, you can draw comparisons to much older stories such as The Phantom of the Opera and Faust. It’s visually tapping into similar ideas as The Rocky Horror Picture Show and the band Kiss (all debuting within a 1–2-year time period). It contains homages to movies like Psycho,The Cabinet of Dr. Caligari, and Touch of Evil. Yet nothing really can prepare you for this rock opera-horror-comedy-satire of the music industry. You’ve just got to experience it.

I’ve been watching and rewatching this movie for many years now, and for me, part of my enduring love for it is the soundtrack. All the songs were written by Paul Williams, who got an Oscar nod for it and who also stars as a villainous record producer. The genres of the song are varied on the surface, ranging from 70s love ballads, 50s throwback pastiche, to horror-tinged prog rock, but at the end of the day, they all have that Paul Williams special something. I have this soundtrack on vinyl, I’ve had it taped to cassette for listening in my old cars, I’ve got the digital tunes in my streaming library, and I’ve even sang some of these at karaoke (sorry friends of friends who were subjected to me belting out “Special To Me” from a fan-made YouTube video). So I thought: what better way for me to talk about this movie than to do a Top 5 list of my favorite songs from the soundtrack? Without further ado, here are my faves.

“Faust” (performed by Winslow Leach)

“I was not myself last night

In the morning light

I could see the change was showing”

While this isn’t the first song in the movie, it does serve as our introduction to protagonist and eventual titular Phantom Winslow Leach (frequent De Palma collaborator William Finley). Winslow rushes into a performance space after another band wraps up, trying to get his music heard while people mill around and clean up. It’s clear: the type of music he’s playing, earnest piano with singer-songwriter lyrics about yearning for true love, well, it’s not sexy or cool. Yet it’s this song that makes hitmaking record producer Swan (Paul Williams) take notice. Swan wants this music to open his new venture The Paradise, but he doesn’t want Winslow as part of the package. Soon enough, Swan’s arranged for Winslow to be framed for a crime and packed off to prison, but not before he meets Phoenix (scream queen Jessica Harper), the innocent chanteuse who is the only one who can do justice to his music. The thought making Phoenix an instrument for his art is what get him through being tortured in prison, having his teeth removed as part of an experimental program funded by Swan, and having his face and vocal cords destroyed in an accident as he makes his escape.

“Upholstery” (performed by The Beach Bums)

“I was not myself last night

Ran a light without my registration

Where the cops were bound to see 

And you know me

Already on probation”

Now Winslow gets to see how Swan has set into motion a plan to steal his music and repackage it for the masses, up close and personal. Beach Boys clone band The Beach Bums lip sync to this perversion of Winslow’s earlier “Faust” song, bouncing around on stage with bikini girls and classic cars. The achingly personal lyrics about the emptiness he feels inside have been rewritten to be about teenybopper car culture. Through a characteristic De Palma split screen, we also see Swan’s enforcers harassing women and stuffing amphetimines into the mouth of a performer who is having an odd feeling that something isn’t quite right, all while the Phantom is sneakily inserting a car bomb into the truck of one of the prop cars. And now Swan begins to realize that he’s underestimated Winslow, who will be requiring a different approach to keep him out of the way.

“Old Souls” (performed by Phoenix)

“We’re old souls in a new life, baby

They gave us a new life to live and learn”

“Old Souls” is the song I’ve done the biggest turnaround on over the years. As a young person, I thought it was beyond boring and cheesy. I was waiting for the black-leather-clad Phantom to cause chaos on his destructive quest for revenge; I was not here for these love ballads. But as an increasingly sappy middle-aged person, the lyrics about two lovers who meet and part time and time again through different lives reduce me to tears. It’s this song that Phoenix sings at Swan’s club to great acclaim, skyrocketing her to fame. The adoration from the audience is such a heady drug that she rejects Winslow, totally in thrall to Swan, doing anything necessary to keep that sweet supply of fame coming. It’s also the song that plays while the Phantom clings to a skylight in Swan’s mansion, watching Swan seduce the women he loves. He screams in agony and stabs himself from the sheer nightmare of it all.

“Life at Last” (performed by Beef and The Undead)

“Do you realize that all of you donated

Something horrible you hated

That was part of you?

I’m your nightmare coming true

I am your crime”

Character actor Gerrit Graham gets to really shine during this number. Playing speed-addicted, campy, glam, prima donna Beef, he gets the funniest lines in the movie and absolutely unleashes a tidal wave of sneering, preening and drug-addled freakouts. Beef is the latest flavor of the week that Swan is promoting, and he’s presented to the audience as some kind of sexed-up Frankenstein’s monster (similar to 1975’s Rocky Horror Picture Show Rocky, but much snottier). You really have not experienced strutting until you’ve seen this glorious display. Beef flings fake bodies all over the stage, sings into a sparkly microphone/dagger combination, and indicts the audience in his very existence. Unfortunately for Beef, he’s also pissed off the Phantom, and so the audience gets the biggest thrill of all in watching a rock star “get fried” onstage, as Swan’s right-hand-man Philbin puts it.

“The Hell of It” (sung by Paul Williams)

“Life’s a game where they’re bound to beat you 

And time’s a trick they can turn to cheat you

And we only waste it anyway and that’s the hell of it”
After the Bacchanalian banger of an ending of this film, the logo for Swan’s label Death Records looms: a dead bird on its back. Flames consume the logo, the credits roll, and this song plays. The lyrics read like a poison pen letter to – whom? Winslow? The audience? The cynical tone is fitting; the lyrics are practically the thesis statement of the movie. It’s a short, nasty life, and when you’re gone, people actually have the nerve to be glad about it as long as they’ve wrung you dry and got all they wanted out of you first. Ouch. “Nothing matters anyways and that’s the hell of it!”

Edited by Michelle Baroody

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