INLAND EMPIRE was David Lynch's first film not to be scored by Angelo Badalamenti since the two first worked together on 1986's Blue Velvet. Any original score for the film was composed and performed by Lynch himself. A soundtrack for the film was released on September 11, 2007.

"Polish Poem" Edit

"Polish Poem" is a song sung by Chrysta Bell, written by David Lynch and Bell. It plays twice in the film, associated with the Lost Girl. The first time is after the Woman in Axxon N. has sex with the Man and sits crying on the edge of the bed, transitioning to the first appearance of the Lost Girl, also crying on the edge of her bed. The second time is as Nikki enters the Lost Girl's room, kissing her and freeing her, and continues over the end of the film, as the Lost Girl goes downstairs and reunites with Smithy.

The song is sung from the perspective of a woman waiting for someone to come ("no one comes"). The song is sung to the missing person ("I sing this poem to you"). She refers to being "on the other side," and to her hands being tied. She seems to have suffered a terrible tragedy: "I breathe again and know I'll have to live to forget my world is ending." She expresses great sorrow, but the song ends on an optimistic note: "Something is coming true, the dream of an innocent child. Something is happening..." The reference to the "dream of an innocent child" brings to mind the "old tale" and its variation.

Lynch was initially introduced to Bell in 1998 by music agent Brian Loucks, and they composed and recorded the song “Right Down to You” together at that time, but their association did not go further because Bell was signed to a label. (Source: Room to Dream, David Lynch and Kristine McKenna, 2018, Random House, p. 343-44, 414-15.) They reunited in 2002 and began sporadically working on the album that would eventually be released in 2011, produced by Lynch and cowritten by Lynch and Bell, This Train, which includes "Polish Poem." They went on to collaborate again on the 2016 EP Somewhere in the Nowhere. In 2017, she appeared in Twin Peaks: The Return as FBI Agent Tammy Preston, sharing many scenes with Lynch (as Deputy Director Gordon Cole).

"Ghost of Love" Edit

Ghost of love

"Ghost of Love" is a song written and performed by David Lynch. It was his first vocal performance. It is primarily associated with the Valley Girls. It plays in the film near the end of the Valley Girls' first scene, triggered by Lanni speaking the line which Lynch repeats for most of the song: "Strange what love does." It continues playing as Sue is transported to a cold Polish street by Lori and Lanni. The song also plays in More Things That Happened over the sequence of the Valley Girls on Hollywood Boulevard, trying to obtain drugs.

Lynch released the song as a single on November 20, 2007, backed with "Imaginary Girl," a song which did not appear in the film.

Dean Hurley, who began operating Lynch's home sound studio in January 2005, said this recording was one of the first things they worked on. Hurley says that Lynch was inspired by Janis Joplin's "Ball and Chain," so Hurley looped a three-chord blues in a minor key with a drumbeat while Lynch wrote lyrics. (Source: Room to Dream, David Lynch and Kristine McKenna, 2018, Random House, p. 420.)

Lynch has subsequently recorded two albums of original songs, 2011's Crazy Clown Time and 2013's The Big Dream.

"Walkin' on the Sky" Edit

"Walkin' on the Sky" is a song written and performed by David Lynch. The Valley Girls dance to it, and it continues as Sue heads to Billy's house. The song is about the loss of order in the world: "My head's where was my feet / The sky is on the ground." The singer laments that, "It's all gone ass-backwards," that "wrong has turned to right," and talks about "fire in the street" and "terror in the heart of man."

"Polish Night Music No. 1" Edit

"Polish Night Music No. 1" is piece of improvised instrumental music composed and performed by David Lynch and Marek Zebrowski. It plays over the climactic confrontation between Nikki and the Phantom.

Lynch met Zebrowski in November 2000 at the Camerimage Festival, and in fall 2004 Lynch invited Zebrowski to his home studio to improvise something "very contemporary and avant-garde sounding." The only direction Lynch gave before the two began playing their respective keyboards was, "It's dark. It's a cobblestone street. A car goes very slowly down that street and another car follows it." (Source: Room to Dream, David Lynch and Kristine McKenna, 2018, Random House, pp. 377, 419.) The two collaborated on several such pieces and eventually released a full album, 2008's Polish Night Music. The piece from the film soundtrack appears on that album as part of a longer piece, "Night - Interiors," beginning around the 15-minute mark of that piece.

Penderecki Edit

Many pieces by Polish modernist composer Krzysztof Penderecki appear in the film, as played by the Polish National Radio Symphony Orchestra. Most notably, his 1974 composition "Als Jakob Erwachte" appears when Doris stabs Sue.

The works used in INLAND EMPIRE were composed by Penderecki in the 1960s and early 1970s. Penderecki, whose work Lynch considers to be "head and shoulders beyond where people have been" (as stated in the Stories feature), has long been a favorite of Lynch's. Penderecki's composition "Kosmogonia" was used in Wild at Heart, and his music influenced the sound Lynch wanted composer Angelo Badalamenti to use on Lost Highway. (Source: Lynch on Lynch, edited by Chris Rodley, 2005 edition, Faber and Faber Inc., p. 240.) Penderecki's "Threnody for the Victims of Hiroshima" featured prominently in several Parts of 2017's Twin Peaks: The Return, particularly Part 8.

Other Polish Artists Edit

"The Secrets of the Life Tree," a 1997 instrumental piece composed and performed by the Polish group KROKE, plays in scenes associated with Sue burning a hole in the silk and looking through.

"Novelette," a 1979 composition by Polish modernist composer Witold Lutoslawski and performed by the National Polish Radio Symphony Orchestra, features in the film as Sue runs from Doris and tries to get inside the club.

"Klavier Konzert," a piece composed by Polish modernist composer Boguslaw Schaeffer, also features in the film.

Mantovani Edit

Two instrumental easy listening tracks recorded by the Mantovani Orchestra are used in the film, both in conjunction with the filming of On High in Blue Tomorrows, highlighting the idealized, romantic style of the film.

"The Colors of My Life" (repeating twice and seeming to act as a theme for the film) was written by Cy Coleman and Michael Stewart for the 1980 musical Barnum, and was recorded by the Mantovani Orchestra in 1982, two years after the death of conductor Mantovani.

"A Lovely Way to Spend an Evening" was written by Jimmy McHugh and Harold Adamson for the 1943 Frank Sinatra film Higher and Higher, and was recorded by Mantovani in 1973.

Lynch went on to use the Mantovani Orchestra’s recording of "Charmaine" in Part 10 of Twin Peaks season 3.

"Three to Get Ready" Edit

"Three to Get Ready" is an instrumental jazz piece composed by Dave Brubeck and performed by the Dave Brubeck Quartet in 1959. It plays over scenes of an exasperated Kingsley dealing with the film crew.

Lynch used Brubeck's "Take Five" (from the same album as "Three to Get Ready," Time Out) in the original pilot edit of Mulholland Drive, and later for the "Sonny Jim" kitchen scene in Twin Peaks: The Return Part 4.

"The Locomotion" Edit


"The Locomotion" is a 1962 #1 hit pop song performed by Little Eva, written by Gerry Goffin and Carole King. Tammi sings one line from the song: "You gotta swing your hips, now." She, Salli and Chelsi then snap in unison. Shortly thereafter, the Valley Girls break into a spontaneous dance to the song in Sue's living room.

The choice of the song may have been related to the presence of trains (or locomotives) as background noise at Sue's house and in the Rabbits' home (as well as prominently featuring in both "Ghost of Love" and "Walkin' on the Sky"). Lynch said that the warehouse where they shot sets in Los Angeles was not soundproofed and very loud trains would frequently go by, inspiring a motif for the film.

"At Last" Edit

"At Last" is a song performed by Etta James, written by Mack Gordon and Harry Warren. It was written in 1941 for the film Orchestra Wives; James recorded her version in 1960. The Valley Girls dance to the song in the dark in Sue's living room, helping Kari to recover from her breakup. The lyrics express a romanticized version of finding true love after waiting for a long time.

"Black Tambourine" Edit

"Black Tambourine" is a 2005 song performed by Beck, and written by Beck Hanson, the Dust Brothers and Eugene Blacknell. It plays over the early part of the "Hollywood Boulevard" sequence, as Sue hangs out with a group of prostitutes, and then realizes that Doris is coming to kill her. The song details a hellish existence with bleak imagery including "black hearts in effigy," "these spider webs are my home now," and "I know there's something wrong, might take a fire to kill it."

"Lisa" Edit

Forty deuce 2

"Lisa" is an instrumental jazz piece composed by bassist Joseph Altruda, who also plays on the track. He is joined by his regular Forty Deuce club band, Jay P. Work on saxophone and William McNeil on drums. The three played the song live on set accompanying the burlesque dancer, Lisa Dengler-Eaton, for whom the song was named.

"Sinnerman" Edit

"Sinnerman" is a traditional African-American spiritual song recorded by Nina Simone in 1965. It plays over the end credits sequence, adding strong religious overtones to the sequence. The lyrics concern a sinner seeking refuge and unable to find any. She finally runs to the Lord, who asks where she has been when she should have been praying. The song ends with repeated chants of "Power to the Lord!" and "Don't you know that I need you, Lord?" The lyrics parallel the film's theme of sins such as infidelity and murder having consequences. (Interestingly, in the longer version of the recording - edited down for the film - the first time the singer seeks the Lord, He sends her to the devil).