Only Shooting Stars Break the Mold: The Massive Musical Footprint of ‘Shrek’

May 18 marks an important milestone in the history of cinema: the 20th anniversary of Shrek. From a billion-dollar film franchise and Broadway musical to a theme-park ride and a plethora of modern-day memes, there’s no denying the cultural impact of the green ogre. Shrek changed the animation game forever (and if you’re doubting its prestige, tell us why it premiered at Cannes!). To mark the occasion, The Ringer is celebrating Shrek Day, an exploration of the animated fairy tale’s legacy.

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On May 12, 2001, Shrek improbably premiered at the Cannes Film Festival, becoming the first animated movie to compete for the Palme d’Or since Disney’s Peter Pan in 1953. It was, on the surface, an extreme mismatch between movie and moviegoers. Imagine the moment: Throngs of big-screen stars, top-flight filmmakers, and cinema cognoscenti are assembled in black tie to watch the world’s finest films. Then an animated ogre wipes his ass, emerges from an outhouse, and adjusts a wedgie to the strains of Smash Mouth’s “All Star.”

“During that whole opening sequence, as Smash Mouth is playing and Shrek’s farting in the mud pool, I was just sweating,” says Andrew Adamson, who codirected Shrek with Vicky Jenson and went on to codirect Shrek 2. “I said, ‘This is just going to be a disaster. This is not the right audience for this film. … The song, the animation, everything about this was a poor choice to be bringing here.’”

In the nightmare version of this scene, the jeers start coming and they don’t stop coming. In reality, though, the Cannes crowd responded favorably to the film’s unrefined humor; that’s the way they liked it and they never got bored. As Adamson recalls, the audience didn’t warm to the movie the second Smash Mouth singer Steve Harwell’s indelible delivery of “Somebody” blared over the sound system. But by the end, the crowd was won over and delivered, in Adamson’s memory, a 12-minute standing ovation, protracted even by Cannes standards.

Shrek lost out to Italian film The Son’s Room in the fight for the Palme d’Or. But six days after its Cannes premiere, thousands of theaters got the show on and got paid. Shrek grossed almost $500 million worldwide—more than 41 times as much as The Son’s Room—and spawned three sequels and a musical, plus a Puss in Boots spinoff film. Beloved by both critics and the public, the original Shrek won the Academy Award for Best Animated Feature, and Shrek 2 opened Cannes in 2004.

The Shrek franchise has been dormant for a decade, but 20 years after Shrek’s theatrical release, producer DreamWorks is stirring the IP pot: Shrek is about to be rebooted, and Puss in Boots is slated to receive a sequel of its own. Even aside from those scheduled new installments, though, Shrek casts an ogre-sized shadow over 21st-century animated movies. The success of the original and its even more lucrative sequels started and sustained a trend toward parodic, crude, and pop-culture-packed takes on fairy tales. As much as Shrek thrived on outhouse humor, postmodern deconstructions of Disney-style fables, and the star power of a cast that included Mike Myers, Eddie Murphy, Cameron Diaz, and John Lithgow, its signature contribution to the culture—and the main fuel for nostalgia among millennials—may be its boundary-smashing use of licensed popular songs, especially “All Star,” “I’m a Believer,” and “Hallelujah.” Shrek’s Smash Mouth–suffused soundtrack climbed to the top of the Billboard soundtrack chart and went multiplatinum, and the soundtrack to Shrek 2 hit no. 1 and went platinum too.

“Shrek was the first animated picture to have, in its dialogue and in its music, pop references,” says Marylata Elton, Shrek’s music supervisor. “What ended up [happening] is that Shrek became pop culture itself.”

Shrek arrived right after the 1990s Disney Renaissance, when DreamWorks—a company cofounded by ousted Disney executive Jeffrey Katzenberg—was struggling to establish its own consistent style. “Jeffrey was really keen on separating himself from Disney, having DreamWorks have its own voice,” Jenson says. “Each movie was so different at the time. There was no signature look to a DreamWorks movie.” Antz established the DreamWorks Animation brand in 1998, and The Prince of Egypt, The Road to El Dorado, and Chicken Run followed, with all but the outsourced Chicken Run falling far short of Disney-esque acclaim. But Shrek—which was (and is) widely interpreted as Katzenberg’s takedown of his former employer, no matter how often Adamson denied that its villain, Lord Farquaad, was a send-up of Disney CEO Michael Eisner—would be the blockbuster DreamWorks wanted.

Shrek didn’t always look like a breakout hit. The movie, which was based on William Steig’s 1990 picture book Shrek!, went through multiple revisions and directorial changes over several years in development, morphing from stop-motion animation to CGI and weathering a revamp of its tone and protagonist after the death of original lead Chris Farley in 1997. Adamson joined the production the same year, along with future Shrek 2 codirector Kelly Asbury. Asbury subsequently left Shrek to direct Spirit: Stallion of the Cimarron and was replaced by Jenson, who had been working as a story artist. “When I came on the movie, Shrek was considered Siberia at DreamWorks,” Jenson says. “If you had finished up on a project and they couldn’t quite place you, or somebody felt you weren’t working out on another project, they said, ‘Well, Shrek needs people.’”

Although the songs used in the film and on its soundtrack were in flux right up until the film’s final cut, the decision to employ “needle drop,” or the use of existing recordings rather than (or in addition to) original score, was made early on. That pioneering approach suited Elton’s mission as the senior vice president of music at DreamWorks, which she joined in 1995. “I knew that we wanted to do something different, and I knew that Disney had a certain formula that is just vintage, and I knew I didn’t want to do anything that felt like that,” she says. “I wanted to really have our projects, our vocals, our everything be different than the classic Disney sound or what animation has known to be in music. So the idea that the filmmakers were going to put in pop songs hadn’t been done before.”

According to Adamson, he and Shrek/Shrek 2 editor Sim Evan-Jones are both “frustrated musicians,” and the rookie director always envisioned his movie making use of needle drop. “I’d never really been immersed in the world of animation so much, or in animated films, and I really approached this as if it was an independent film,” Adamson says. “At the time I think I was very influenced by Quentin Tarantino. Pulp Fiction was not that long before, and it had really a big impact on me in the way he used music in that. So I think that was probably the biggest influence in terms of using needle drop effectively.”

Evan-Jones had indie inclinations too, and to demonstrate the potential of the needle-drop plan, he inserted Donovan’s “Season of the Witch” into one early sequence. Adamson thought the mock-up worked well sonically and thematically, which cemented the idea. After that, the search for the perfect tunes was on. “We’d all bring in our CDs in those days, and we’d just sit there and put them up against the storyboard or sequence and just kind of see what would work, and then edit the music around to make it work,” Adamson says. “It really was largely that instinctual and based on personal tastes. The whole movie was intended to be nontraditional, in terms of animation, and this was another aspect of that that we particularly gravitated towards.”

Although licensing songs was an extra expense and not a tried-and-tested formula for an animated movie, Katzenberg essentially said “Yep, what a concept.” Adamson remembers, “Jeffrey was the main voice of curation in that way, of what we could and couldn’t do. And I think early on, he had accepted that this film was going to be experimental … so I think he was willing to go along on the ride musically.” As the once-amorphous Shrek shaped up, Katzenberg’s confidence grew. “There was a certain point where he believed in this film, and at that point it became a lot easier,” Adamson says. “And because a lot of the final musical decisions don’t have to be made till quite late, by the time it was jelling and we were … tying up rights and so on, I think Jeffrey was already pretty committed to the movie and realized that it was not going to fail.”

This trial-and-error effort of mixing and matching was a true team effort, and a treat for Elton. “Everybody had really good music sensibilities,” she says. “That’s Jeffrey Katzenberg, great ears. Andrew and Vicky, absolutely. The editor. … Not always do we get the opportunity to work with people who have great music sensibilities. They didn’t ever say to me ‘We want it to feel a little bit more green here.’ They were never vague.” Throughout that painstaking process, Adamson sought songs that were clearly related to what was happening in the story but not so striking or on-the-nose lyrically that they pulled spectators’ attention away from what was happening on screen. “Sometimes a song would work great and be emotionally, thematically so close … and then there’d be a lyric that would just throw you out, and it would completely demolish the rest of the scene,” he says. “Sometimes you can edit the music to get around that, and other times you just have to give up on the song because it’s too distracting.”

Shrek was an animated kids’ movie that borrowed from indie movies made for adults. It was both a buddy comedy and a classic love story. It featured a princess, a dragon, and a champion on a rescue quest, but the hero, his journey, and the damsel in distress looked a little different from the way they were typically portrayed. It only seemed fitting for the film to sound different, too. “The movie was taking clichés and tropes and turning them on their ear and reexamining expectations of characters,” Jenson says, adding, “Having this unexpected, modern-day music set in what feels like a medieval world allowed for you to open up to other ideas, to the reinvention of these characters, the reinvention of a story like this and who could lead the story. … We couldn’t just score it in a traditional way. It wouldn’t make sense. Everything about the movie had to pull you out of your expectations.”

That effort to subvert preconceptions started with the scene that made Adamson sweat. In the movie’s first few seconds, Shrek reads from an old-school, illustrated storybook that sets up what seems to be a by-the-numbers fairy tale. But just as he gets to the climactic kiss, he tears out the page, snickers, and says, “Like that’s ever gonna happen.” As it dawns on the audience that Shrek was reading on the crapper and using the storybook as toilet paper, “All Star” starts playing. It’s apparent that we aren’t in the Magic Kingdom anymore.

“All Star,” a triple-platinum single from Smash Mouth’s 1999 album Astro Lounge, became a huge hit two years before Shrek came out. “At that time, ‘All Star’ was really overused,” Elton says. The song had even been featured as the first single from the soundtrack to superhero movie Mystery Men, many of whose characters crossed over into the “All Star” music video.

The ubiquity of “All Star” in 1999 made Shrek’s creative team less inclined to incorporate it into the soundtrack of a movie that they knew was still years away. “The worst thing you can do as a music supervisor is put something in that dates a movie when you don’t intend to do it,” Elton says. “Like you use something contemporary and you put it in the score, and then four years later when you hear it, you go, ‘Oh God, that’s such a bad choice. That dates it.’”

Because “All Star” was omnipresent when Shrek was in production, the filmmakers used it as a “temp,” or temporary placeholder, for the opening sequence. It wasn’t intended to be in the final film. Elton’s job was to find another song to put in its place, but the length of the opening sequence made it difficult. “I probably looked at hundreds and hundreds and hundreds of songs that might feel right, that would tell the story,” she says. Nothing quite clicked. Elton also considered original submissions, but musicians weren’t allowed to see the footage, so artists were forced to compose songs based solely on Elton’s descriptions of the scene.

“All Star” still hadn’t been supplanted when Shrek entered postproduction, but a late contender arrived in Matt Mahaffey, whose band Self had been signed by studio subsidiary DreamWorks Records. Because of the DreamWorks connection, Mahaffey was permitted to view the existing scene and craft his song, “Stay Home,” accordingly. “He hit every mark,” Elton says. “It was fresh. It was exciting. It was catchy. We’re like, ‘Oh my God, we’ve done it. He hit it out of the ballpark.’”

There was only one problem: When the movie was screened for test audiences, the new song didn’t elicit as enthusiastic a response as “All Star.” When spectators’ preference for “All Star” became clear, Elton recalls, “Jeffrey’s like, ‘Just go get the song.’ It was expensive, but it was well worth it.” Considering the ageless “All Star” remains a staple of streaming rock charts and internet memes in 2021—propped up, in part, by affection for Shrek—it’s not surprising that the song still had legs two years after its release. Elton still thinks “Stay Home” was a fine substitute—she recommends watching Shrek’s intro sequence with the song playing and the movie muted—but she doesn’t downplay the impact of “All Star,” which set the tone for the movie and helped usher the audience into an unproven property. “It made people feel great, and it made it feel adventurous,” she says. “And here’s this funny character who they weren’t familiar with, with a film studio they didn’t know about, and ‘All Star’ was a playful beginning and it worked.”

Securing the rights to an existing, frequently licensed song was easier than convincing Smash Mouth to contribute a new recording. But after “All Star” was settled, Elton says, DreamWorks Records president Michael Ostin suggested getting Smash Mouth to cover “I’m a Believer” to bring the film full circle and end on another upbeat note. Adamson loved the Monkees’ version of the song, which had been used as a temp track for the closing celebration scene, but he says someone objected, pointing out that the Monkees “were already kind of a parody of the Beatles, so we were sort of doing a parody of a parody of a parody.” The filmmakers had tried using a punk version of the song by another band, but Jenson says there was a problem obtaining the masters to produce a stereo version of the song. Enter Smash Mouth.

Or not. “I presented it to the band and they immediately rejected the idea,” says Smash Mouth’s manager, Robert Hayes. One sticking point was that DreamWorks wanted Donkey (played by Eddie Murphy) to sing part of the song. Another issue was that the band was working on their self-titled third album and wanted to focus on that. Ostin kept calling, and the band kept declining. Eventually, Hayes told Ostin that the band would have to see the movie before further considering the request. Fearful of leaks, Ostin sent two people on a plane to personally screen a VHS copy of the unfinalized film for Smash Mouth. “Even after that, the band just couldn’t wrap their heads around recording another cover and allowing an animated donkey to sing along,” Hayes says.

Talks stalled for a few months, but when Smash Mouth’s record company pushed back the release of their album, the band had an opening, and Hayes persuaded them to use part of the time to work on “I’m a Believer.” When Hayes called Ostin to give him the good news, Ostin said the film was locked and that Smash Mouth had missed their window. After a bit of back and forth, Ostin said it would cost $25,000 to reopen editing. Smash Mouth agreed to pay the penalty and record the track. As part of the negotiation, Smash Mouth reserved the right to place the song on their album and release it as a single. The cover also appears on the Shrek soundtrack album, as does the version Eddie Murphy recorded with an Elton-produced backing track. (A combination of the two covers appears in the film.) “The band continues to make a significant amount of money annually from ‘I’m a Believer,’” Hayes says. “And the real beauty here is that each year, because of Shrek, there is a new group of kids that are introduced to the songs of Smash Mouth.”

All of which came as a surprise to Smash Mouth. “It’s a movie about this giant green ogre, animated,” says the band’s bassist, Paul DeLisle. “Like, ‘Yeah, great.’ Didn’t exactly sound like a blockbuster, you know?” Then Shrek came out, and the movie, and Smash Mouth’s songs, were inescapable. Exposure like that can be both a boon and a burden to an artist. Adamson says years after the release of Shrek, Rufus Wainwright, whose cover of “Hallelujah” appears on Shrek’s soundtrack but not in the film, told him “that it had been really hard for him, the whole association with ‘Hallelujah’ and the fact that he was expected to play it in concert and it wasn’t his song.” If Smash Mouth minds playing in the shadow of Shrek, DeLisle doesn’t let on.

“Every single show we’ve played the last 20 years, there is in the audience at least one guy dressed up totally like Shrek, or someone holding up a Shrek sign,” DeLisle says. “There’s usually a couple of them.” Despite the band’s initial resistance to recording “I’m a Believer,” and the potential tedium of catering to Shrek fans for decades in concert, DeLisle says he’s happy that Smash Mouth and Shrek are “forever tied together,” as Adamson puts it. “It’s a wonderful thing to be associated with it, and we’re very proud of it,” DeLisle says. “It’s serendipity.” It’s also serendipitous in one other way. “Our singer kind of looks like Shrek,” DeLisle says, referring to Harwell. “Some people actually mistake him for Shrek.”

Jen Cash

“All Star” and “I’m a Believer” were big hits before Shrek, but the movie helped transform another track into a cultural touchstone. John Cale’s cover of Leonard Cohen’s “Hallelujah,” which plays during a scene where the movie’s main characters are isolated and downtrodden, became an on-screen staple after Shrek, as did the new cover version by Wainwright. “It’s everywhere,” Elton says. “And it’s directly related to Shrek. … Shrek put it on the map.”

“Here was this moment in the movie where Shrek has returned or regressed back to his old self,” Jenson says. “Like ‘I don’t need anybody. I knew if I opened myself up, I’d just get hurt.’ And so it’s a moment when all the characters are fractured from each other. And there was just something about the bittersweet tone of that song, and John Cale’s specific version, that spoke to that. That kind of turning your back on love and turning your back on the world, but still having some feeling of hope.”

Adamson and Jenson, who were both fans of Cohen and of Cale’s cover, brought in “Hallelujah” and agreed that Cale’s version would be the best choice. Rock legend Robbie Robertson, who was working for DreamWorks and was credited as an executive producer of the Shrek soundtrack, suggested a cover by Wainwright, a DreamWorks artist who had an album coming out a few weeks after Shrek. Wainwright recorded the song, but the directors were adamant about keeping Cale’s cover in the film. “[Wainwright’s] version was almost too full and too rich, and the rawness of John Cale’s version seemed to suit the character of Shrek a little better,” Adamson says. They also tested Jeff Buckley’s cover, but “it was also too rock-y and beautiful” compared to the coarseness of Cale’s. So they edited down the roughly four-and-a-half-minute Cale cover into a sweeter and shorter version with the less-kid-friendly lyrics removed.

One of the advantages of animation, Adamson says, is that the medium makes it easier for directors to tinker with scenes to make the music and imagery more cohesive. “We did a lot of reediting of the ‘Hallelujah’ storyboarding after we decided we were going to use that song, to make sure the beats actually worked with the ebbs and flows of the song,” Adamson says. The final version not only advances the story and reinforces the themes of Shrek, but highlights the song’s suitability for future soundtracks. “I don’t think ‘Hallelujah’ would be as successful if it didn’t work that well in that sequence,” Elton says, adding, “It still gives me goosebumps thinking about how they worked with that.”

According to a list supplied by Tunefind, an internet compendium of music featured in movies and TV series, Shrek marked the first prominent on-screen sync of any version of “Hallelujah.” Dozens of uses have followed. “Sometimes when a song has been used in such a prominent way, it can be hard for viewers to hear it in other places without bringing in the association from the previous placement,” says Tunefind managing director Amanda Byers. “It can actually make it harder for a track to get other placements. That doesn’t seem to have been the case with ‘Hallelujah,’ but also might be part of why there are so many cover versions.”

“Hallelujah” and the Smash Mouth megahits are the most salient songs from the film, but the movie made use of other quality tracks, including Joan Jett’s “Bad Reputation” (which was replaced on the soundtrack by a “Bad Reputation” cover performed by Halfcocked), “My Beloved Monster” by Eels, and the Proclaimers’ “I’m on My Way.” These songs “weren’t placed just because they seemed anachronistic,” Jenson says. “They actually have real emotions they’re speaking to.”

“I’m on My Way,” which plays as Shrek and Donkey set out to rescue Fiona, was an Elton suggestion that replaced an “On the Road Again” temp track. “‘On the Road Again’ didn’t tell us anything about those characters,” Elton says. “They’re traveling on a road, and the song is ‘On the Road Again.’ To me, that’s a lost story moment.” So Elton suggested the more narratively rich song by the Proclaimers, a Scottish band whose accents matched Myers’s in the movie.

Yet Murphy, as Donkey, still sings a snippet of “On the Road Again” in an earlier scene, as he later does with “Friends” and “Try a Little Tenderness.” Even though Shrek was a parody designed to blend old and new, Adamson says there was always an “anachronism filter” that the filmmakers used to eliminate any jarring fragments of modernity. Because Donkey’s a cappella performances were restricted to songs that “already had the feeling of being classics within modern times,” they weren’t deemed discordant.

Although the Shrek soundtrack is stacked, some strong contenders didn’t make it into the movie. When production was completed, DreamWorks music manager Kaz Smith curated the rejects into a collection he called “The Should-Have-Been-on-the-Soundtrack Soundtrack,” which he gave to Elton as a gift. He plastered Shrek’s face on the CD, a design that DreamWorks duplicated for the final soundtrack.

One cut was a Katzenberg suggestion, Simon & Garfunkel’s recording of “The 59th Street Bridge Song (Feelin’ Groovy).” The original track was too mellow, so Adamson and a friend recorded a more upbeat version that was used as a temp for some time. Although the cover didn’t make the cut, it helped lay the groundwork for including contemporary rerecordings of older songs, such as “I’m a Believer” and “Changes” in Shrek 2.

The filmmakers debated whether certain scenes should feature score or needle drop. In some cases, they sacrificed licensed songs in favor of emotional music by Harry Gregson-Williams and John Powell, who had previously scored Antz and Chicken Run. There were also instances in which one or both of the directors favored a needle drop that others found distracting. “There were some choices that Sim and I made early on that someone would say, ‘Oh, that voice wouldn’t work in animation,’ or ‘That voice sounds too [much] like it’s trying to be Shrek’s voice,’” Adamson says. One such song was Bob Dylan’s rendition of “You Belong to Me,” which had appeared in Natural Born Killers. Another was “Innocent When You Dream” by Tom Waits, which was temped in the scene where Shrek and Donkey sit and talk beneath the stars. Jenson attributes the decision to scrub the song partly to budget limitations, but Adamson pinpoints another problem.

“It just really worked thematically, but a lot of people weren’t watching it because of Tom’s croaky voice,” he says. “They thought we were trying to make it sound like Shrek singing, and that was distracting for them.” Waits would later voice Captain Hook in Shrek 2 and contribute a song to its soundtrack, but Adamson still laments the song that got away. “I still hear that when I’m looking at that scene, because it’d been there for so long.”

Shrek came out during a stacked year for movie music: Its soundtrack lost the BAFTA for Best Film Music to Moulin Rouge! and the Grammy for Best Compilation Soundtrack Album to O Brother, Where Art Thou? But even without those award wins, Shrek’s music imprinted itself on the psyches of the kids who watched and rewatched the movie. Some Shrek retrospectives dismiss the soundtrack as dated by “dusty hits,” but others acknowledge its outsize status among those who were weaned on the films, which Jenson identifies as “one reason why it’s had such an incredible afterlife on the internet culturally.”

Although the soundtrack was a focus for the filmmakers, Elton says the soundtrack album was an afterthought. “We were just working to make sure the film was the best that it could be,” she says, noting that if a track “doesn’t serve the film and you’re just trying to stack a soundtrack album, I think it’s a wasted opportunity to be part of the storytelling.” Elton also says that Shrek’s creators didn’t anticipate the extent of the film’s success, and Adamson adds that he never expected the soundtrack to be a big seller. “A lot of people with Titanic talk about the relationship between [Celine Dion’s “My Heart Will go On”] and the movie and how they both propelled each other,” he says. “I think we had a little bit of that. … People were listening to the soundtrack, which was promoting the film, and watching the film, which was promoting the soundtrack.”

That virtuous circle carried over to the sequel and its arguably superior soundtrack. “With Shrek 2 we knew that sort of formula worked for the film, and also we had more freedom as filmmakers because it was proven that it could work and there was more trust,” Adamson says. “Success breeds freedom, generally, and so we were able to reach out to more artists who, because of Shrek, were willing to come and do stuff with us.” Shrek 2 featured tracks by David Bowie, Pete Yorn, Nick Cave, Dashboard Confessional, and Waits, among others. The “All Star” opening-credits slot was filled by the Oscar-nominated “Accidentally in Love,” which was written for the movie by Counting Crows.

After Shrek and Shrek 2, Adamson says, “Needle drop definitely became much more of a common thing in animation.” And audiences became accustomed to streaming favorite tracks instead of buying and wearing out entire albums. By the time the Shrek soundtrack was reissued on vinyl in 2019, it seemed like a relic from an earlier age. But like the movie’s “music that seemed initially out of place and out of time” (as Jenson describes it), the soundtrack, now out of time itself, still lets listeners join a journey. “The story of Shrek is: What’s beautiful, truly beautiful, may not be what society says beauty is,” Elton observes. In the minds of many millennials, Shrek’s collection of music remains as beautiful and bold as it was 20 years ago. Only shooting stars break the mold, and Shrek’s soundtrack was one.