This episode was written & produced by Casey Emmerling.

Sound is a crucial part of what makes Disney parks feel magical… and it all starts inside the closely-guarded rooms of Walt Disney Imagineering. In this episode, Imagineers John Dennis and Greg Lhotka break down how they use music and audio to bring attractions to life, from speaker systems hidden in rock work, to the intricate timing of a Frozen water ride. Then, they reveal the surprising story of how one of Disney’s most iconic songs got a brand new verse, more than half a century after its debut.

MUSIC FEATURED IN THIS EPISODE

Raymond Grouse - Gatesborough
Arthur Benson - Behind You
Fabien Tell - The Farmer
Alexandra Woodward - Humor Us
Jerry Lacey - Tapped Out
Leimoti - By the Bay
Claude Signet - Sunny Garden
Arthur Benson - Climbing the Fence
Leimoti - Pretty Little Petals
Megan Wofford - Reviving
Arthur Benson - Cleaning the Castle

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View Transcript ▶︎

[20K sonic logo]

[music in: Raymond Grouse - Gatesborough]

A few months ago, I got an email that blew my mind. It was an invitation to go behind the scenes at Walt Disney Imagineering in Glendale, California. Imagineering is the research and development side of Disney, where they dream up and create all of the attractions that go into their theme parks. The people who work there are called Imagineers, and they include illustrators, architects, lighting designers, mechanical engineers, sound designers and much more.

Now, I’m a lifelong Disney parks fan, and this trip was even more amazing than I could’ve imagined. I toured the animatronics department, [sfx] interacted with droids, [sfx] and played with a realistic lightsaber [sfx].

But what I was really there for was to learn about how Imagineers use sound in their parks. So, I toured the archives where they had decades of recordings, as well the studio where they build mockups of their upcoming attractions. I also met with several people from Imagineering’s audio team.

[music out]

John Dennis: The role of music in telling these stories is we are the emotional storyteller.

That's John Dennis, Imagineering's Executive Creative Director of Music.

John Dennis: We give emotional cues. We give feedback on guests as they go through, experiencing. It can get a little too scary on Haunted Mansion...

[Haunted Mansion up, then under]

John Dennis: But then you kind of cruise into the graveyard and you have that, you know, surf guitar version of Grim Grinning Ghost...

[Haunted Mansion up, then under]

John Dennis: And you're like, "Oh, okay. This isn't so bad."

John Dennis: Ultimately we frame it from the guest perspective. "What do we want the experience for our guests to have?" And we reverse engineer from there.

[music in: Arthur Benson - Behind You]

Compared to working in film or television, creating that audio journey for a theme park comes with its own unique set of challenges. Not only do you have to make the audio sound good in a very complex physical space, but you also have to make sure that every audio cue is perfectly timed with the movement of the ride itself.

John Dennis: From an audio experience standpoint, we create custom acoustic environments. And rather than the way they do on a film dub stage, they create a mix, which then gets duplicated and distributed to 4,000 theaters around the country, around the world, we actually create the theater first. We create this bespoke space, and we have to figure out acoustically, what that space is. And then musically, I have to figure out what part of the story is getting told inside there, and Greg and the audio media designers actually have to create a custom sound system to actually deliver that show experience inside the space.

Greg Lhotka: We're in complete control of the system.

That's Greg Lhotka, who manages Audio Media Design and Production.

Greg Lhotka: So we have a whole team of AV engineers and it's my job to interface with John and the creative team to figure out what the creative intent is. And then I work with the AV engineers to do the actual infrastructure design.

Greg Lhotka: So, if I need a speaker over there for a character, I put a speaker over there.

[music out]

Of course, seeing the speaker would take away a little bit of the magic.

Greg Lhotka: So, then it gets into working with the rock work teams and the show set teams to hide the speakers. ‘Cause we love to hear them, we just don't like to see them.

But it's variables like that that make it impossible to fully complete a mix outside of the attraction.

[music in: Fabien Tell - The Farmer]

Greg Lhotka: About 40 to 50% of our work is done in our studios here in Glendale. We've got this unique wave field synthesis system in here where we can mock up a virtual speaker system.

This virtual speaker system is meant to emulate how things will sound on the ride. Along with this, they use a computer rendering of the ride and its movements.

John Dennis: We work, a lot of time, with video animatics of ride systems, because we have to start our work long before they're putting shovels in the ground to actually build the ride.

Once the ride is actually running, they can capture footage that they can use to refine the audio.

Greg Lhotka: Our ride team wants to make sure everything is safe, so we can't ride. But our first milestone is we put a GoPro camera.

But as great as these animatics and video runthroughs are, there are always things that they can't account for.

Greg Lhotka: Every room, acoustics are different, you start putting speakers behind rock work or show sets, so we can't really create the systems in the field.

John Dennis: We'd spend almost as much as the attraction trying to recreate each one of those unique spaces. It's a lot more cost effective and creatively, you get a lot closer to the final experience if you actually go and mix inside the space.

Greg Lhotka: So we've designed our facilities here, we're kind of a hybrid post-production and roadhouse, all of our production systems can unplug from our plant. We throw lids on the cases and we ship 'em all over the world. And the final step in what we do is we're actually sitting in the spaces mixing the audio in the spaces.

[music out]

Once the audio team is on-site, that's when they start interfacing with many of the other Imagineering teams working on the attraction. Every component is interconnected. And a problem in one area can have a ripple effect on the others.

For example, at Tokyo Disneyland, John and Greg helped create a water ride called Anna and Elsa's Frozen Journey. In it, you float through different scenes and locations from the Frozen movies, while the animated characters talk and sing around you.

John Dennis: Technologically, creatively, we pushed ourselves on many levels there. The ride system was unique, the audio experience was unique. I was fortunate in that I had all this wealth of music from the two Frozen films to start with...

[clip: Christophe Beck - Vulie]

John Dennis: We were able to bring on Christophe Beck who was the composer on the films.

Getting the original composer involved in a ride is always a big plus, since for many Disney franchises, the original composers aren't alive anymore. For this particular ride, they spent over four years in the animatic phase.

Greg Lhotka: And then we finally got to a point where we could put a GoPro camera on the boat. And we filmed it, the boat came in, I pulled the camera off and I put the film footage up against our animatic. And the next phone call was to John saying, [phone ring + filter] "John, things are not as we thought."

[music in: Alexandra Woodward - Humor Us]

The problem was that the ride finished eleven seconds sooner on the Go-Pro video than it did in the animatic they had mixed to... which completely threw off the timing of the music.

John Dennis: It wasn't a music problem to fix, to start, it was a team problem. So we found out that the ride team and the show programming team, everybody was working on these issues, because the ride was actually running longer than it was supposed to.

Greg Lhotka: The one scene that we had problems with is supposed to be 30 seconds. And we were going through in 19 seconds. And that's not something that I can recover from. I can do a second or two with audio, we've got tricks.

But adding eleven seconds of audio would require completely rewriting the music. So Greg met up with one of the ride engineers.

Greg Lhotka: I sat down and showed him the video and he got it immediately, and he's like, "Okay." They went back and made some changes and he said, “Okay, film it again! Come back!” And we came back and it was 29 seconds.

Meaning that time discrepancy had shrunk from eleven seconds to just one.

Greg Lhotka: And I said, “Well, what did you do?” And he said, "Well, I realized that the weir, which moves the boat up the attraction, rather than going full speed and dropping the boat back down into the flume, into the water," he said, "we just slowed it down. So we just eased the boat down in."

That actually solved another problem, which was that the ride team was getting too wet when their boats splashed down into the water.

Greg Lhotka: So it was a win for everybody.

[music out + splash]

But while the biggest problem was solved, the music timing still wasn't perfect... because the length of the ride wasn't exactly the same each time.

Greg Lhotka: With this particular ride, the variable time going through each scene can vary by seven or eight seconds depending on how much weight is in the boat. I learned more about laminar flows and hydrodynamics than I ever thought I would.

Of course, variable timing isn't something a composer usually has to account for.

Greg Lhotka: These are composers that are used to linear experiences. But as John says, it's the "gesundtas and gesountas." How do you get from one scene to the next on a variable ride system and have it, from a guest perspective, be a seamless musical experience?

[music in: Jerry Lacey - Tapped Out]

John Dennis: We started breaking it down scene by scene. And, It's like, “Okay the first three scenes, we're maybe a, a second off. Alright, we can create some handles in the music. We can extend some scenes. Some of the scenes are tied to vocals, so we can't alter the timing.” ‘Cause you can't go in and say, "Hey, let's just slow the track down 10%...

[slow music with John's voice]

John Dennis: “And Anna and Elsa will be singing like this."

[music speeds back up]

As they were working on these adjustments, they flew composer Christophe Beck out to Tokyo. That way, he could ride it himself, and hear what the remaining issues were.

Greg Lhotka: One of the things that we found that is very important to us is to get the composer out to the field and ride the attraction as soon as we can with temp tracks. And I just remember in the three days Chris was in Tokyo with us, it was an eye-opening experience to him. He, all of a sudden, everything clicked in and he got it. He understood what we needed.

Greg Lhotka: And we would ride in the afternoon in Tokyo. He would call notes back to his team in LA. We would wake up in the morning in Tokyo and have new tracks, and we'd install those. And we did that four or five times, and really, in a very short period of time, we were able to iterate the show and really dial it into an amazing experience.

[music out]

As an Imagineer, challenges like these come up time and time again. And when my family and I go to Disneyland, I try to remember that every attraction took thousands of hours of trial and error. And involved at least a dozen different teams working together to give us an amazing experience.

[music in: Leimoti - By the Bay]

Greg Lhotka: It's that kind of collaboration that you can't be focused on just your discipline. As an Imagineer, you really have to understand the wider implications of everything that you do.

John Dennis: I love working with Imagineering. You're never alone. You know, there's always problems, but we're always here to help each other.

John Dennis: And it starts at the top with our creative partners. When they were first looking at that attraction, someone wanted a little more time with Olaf at the beginning and they were like, "Oh, let, we'll just do this little bend right here."

John Dennis: Well, that changed everything. We have to change and realign the music, and that may impact the next music queue where it picks up. So we have to do a new arrangement, the ride timing itself is now longer, it throws all the lighting off, 'cause now the lighting guys have to look at a different way. There's different water flows...

John Dennis: So this is what I love about Imagineering. It really is about us working together and you have to have this multiple-disciplinary mindset because you realize it's not all on you to fix these problems. And we have really, really brilliant people who come together as a team to face these challenges.

[music out into music in: Claude Signet - Sunny Garden]

Now, Disney parks are always evolving. As Walt Disney famously said, quote, “Disneyland will never be finished. It will continue to grow as long as there is imagination left in the world.”

And yet, there are certain timeless attractions that last for decades. And when that happens, the music becomes sacred ground… something that no one would ever consider changing. But what if, decades later, the original composer asks to change it?

John Dennis: And he presented Bob Iger with the third verse. And that is not a conversation that I believe Bob Iger would take lightly.

That's coming up, after the break.

[music out]

MIDROLL

[music in: Claude Signet - Sunny Garden]

Out of all the attractions in Disney's parks, one of the most famous is called It's a Small World. It's a water ride that takes you through scenes from different countries around the world. Each scene features animatronic children, singing about world peace.

Now, Small World was actually created for the 1964 World’s Fair in New York City, and was originally called Children of the World. The plan for the audio was to play the national anthems of each of the countries represented on the ride. But the way it was designed, there was no sonic isolation between the different sections.

John Dennis: Small World, had no show doors, were open from scene to scene.

[music fade under]

This meant that you could hear multiple anthems playing at once… which kind of defeated the point.

[cacophonous national anthems - children's choirs]

So Walt Disney turned to his staff songwriters, brothers Robert and Richard Sherman. At the time, they were working on composing the music for Mary Poppins. And for the upcoming ride, Walt told them that he wanted one song that could easily be translated into many languages.

John Dennis: Musically, Walt wanted some kind of, as he called it, a "Rondo," it’s an old Italian musical term, basically music that's gonna turn on itself and continue. And the Sherman brothers came up with this wonderful 48-second, 32-bar loop of verse and chorus.

Lyrically, the song was inspired by the fears of the Cold War.

John Dennis: Richard used to call it he and his brother's “Prayer for Peace.” And you think about the era it was written, not too far from the Cuban Missile Crisis and things like that.

[analog TV clicks on]

JFK: It shall be the policy of this nation to regard any nuclear missile launched from Cuba against any nation in the Western Hemisphere as an attack by the Soviet Union on the United States.

[TV clicks off]

In the midst of global chaos and paranoia, It's a Small World was meant to express the idea that we're all fundamentally alike. And you can really hear that motivation in the song’s first verse.

[Small World - First Verse]

[Recites lyrics]

“It’s a world of laughter, a world of tears, it’s a world of hopes and a world of fears. There’s so much that we share that it’s time we’re aware, it’s a small world after all.”

[Small World up, then under]

Walt loved the song so much that he renamed the attraction "It's a Small World." To bring the music to life, the Sherman brothers worked with arranger and pianist Bobby Hammack.

John Dennis: Bobby Hammack was the amazing arranger who created all the arrangements of what actually went into the attraction and made it work.

[music in: Arthur Benson - Climbing the Fence]

Small World was such a hit at the World's Fair that they rebuilt it in Disneyland, where it became a staple attraction. In 1967, one reporter wrote that visitors would leave the ride humming the song as if they had written it themselves. And in the decades since, Disney has rebuilt Small World in four other parks around the world.

John Dennis: It's one of the most performed songs of all time, ‘cause it plays 16 hours a day all around the world.

Each time Small World is recreated, they have to adjust the song's mix for that version of the ride.

Greg Lhotka: Nothing is ever finished in what we do. We always go back in. I've remixed Small World in every park, at least twice now. What's interesting about Small World is how it's composed musically, it's a 48-second loop. And every scene is different instrumentation, but everybody's on that 48-second loop.

[Small World - different verse]

[music resumes]

Greg Lhotka: One of the fascinating things that I ran into was, we were mixing in Disneyland, and then we went to Paris to install it. And the scenes were in a slightly different order in Paris than Disneyland. And all of a sudden, you're like, "Why isn't this working musically anymore?" And you realize that the Sherman brothers were using instrumentation to weave in and out. And when you got that out of sequence, now all of a sudden, things, musically, were not quite the same.

Fortunately, with enough experimentation, Greg and the team were able to make the Paris attraction sound just as seamless as the original Disneyland version.

[music out]

But apart from these adjustments, the song itself always has stayed consistent. In 2010, Robert Sherman passed away at the age of 86. Then, over a decade later, from out of the blue...

John Dennis: We heard that Richard Sherman had contacted Bob Iger…

...the current CEO of Disney...

John Dennis: and Richard presented Bob Iger with the third verse.

As in, a brand-new verse to Small World, the song that he and his brother had written some sixty years before.

[music in: Leimoti - Pretty Little Petals]

John Dennis: Richard took it on himself without any prompt from Imagineering or as far as I know, anyone else in the company. and he just felt the world was in a state of, there's more that unites us than divides us. And I, I think Small World is that one vehicle that continues to make that message to our guests.

John Dennis: And Richard felt so inspired, he wanted to write a third verse, And Richard being an original author on the song, obviously that comes with its own weight. That is not a conversation that I believe Bob Iger would take lightly. He's gonna take it seriously if Richard Sherman at 90 some odd years old came to the table and said, " I think the world needs this." And it's a great message.

Richard's new verse goes, "Mother Earth unites us in heart and mind. And the love we give makes us humankind. Through our vast wondrous land, when we stand hand in hand, it’s a small world after all."

John Dennis: When his son Greg brought it to Imagineering, it really felt like a parting message. So we ended up capturing it and we recorded it here in town with a kids' choir. We did our darnedest to make it sound as close as possible to the original finale. And kept the underscore track. There was no reason, we weren't changing the structure. All of that would've created a ripple effect all through the ride if we would've changed any of the timing.

John Dennis: And we've placed it into the finale scene, because we said, "You know what? The Sherman brothers have given us a gift. Bobby Hammack, that whole team, created this wonderful jewel that continues to inspire people around the world." And I said, "This is the right place. We can put it here. It'll be a wonderful finale moment. And it's a new message to take away, but it's all inspired and coming from the same place that the original lyrics did."

Not long after submitting this final verse to Disney, Richard Sherman passed away. He was 95.

[music out]

In 2025, as part of Disneyland's 70th anniversary celebration, Disney debuted Richard’s new verse in their updated version of Small World.

[clip: It's a Small World - 2025 Update]

[music in: Megan Wofford - Reviving]

The legacy of Disney Imagineering stretches back over seventy years. And whether they're crafting a brand new attraction, or updating a classic one, John and Greg are always conscious of that legacy.

John Dennis: First and foremost, I realize I'm standing on the shoulders of giants. I am helping to build attractions and experiences and doing my part on a foundation that was laid by geniuses, starting with Walt himself.

John Dennis: And part of our responsibility is to remember that those kids going to the park, or that family going to the park, this might be their first time. This might be their only time.

The whole Imagineering team wants to make that experience as special as possible, which is why they obsess over every audio detail... whether it's the theme to an iconic ride like Small World, or the background music as you enter the park and Mainstreet is revealed.

John Dennis: Years ago, someone was poo-pooing Main Street and going, "It's just background music. It's okay." And I said, “Well, that's a pretty cynical way to look at it." And I used the example, I said, "But look at that family right there. There's three generations, grandmother, mother, and daughter walking down Main Street, and dad's filming it with a camcorder at the time. That background music track just became the soundtrack to that movie that they'll have long after those people are no longer around."

John Dennis: That hit me like a ton of bricks, and it realized the emotional storytelling that we get to do in our parks, the experiences we get to create, how grateful I am to be part of it, and to have such great partners and team members to do it with.

Greg Lhotka: As you're working on an attraction, you're very cognizant that the work that we're gonna be doing is gonna be heard by millions of people for years, decades, even a half century. So you really have to make sure that you're creating content that at the end of the day, you're in love with as you walk out the door, and that our guests will love.

Sound is a huge part of what makes Disney's parks feel magical... And of course, the same is true for all of Disney's films, TV shows, stage productions and video games.

John Dennis: Music, I call it the lifeblood because it flows through every division of the company. And the work we do can have an impact everywhere if we aren't thoughtful, and aren't curious, and aren't curating things in such a way that are respective of the guest and the storytelling experiences we're trying to create.

[music out into music in: Arthur Benson - Cleaning the Castle]

Now, this story was just one portion of my trip to Imagineering. And I captured the rest of it on video. Over on my Youtube channel, you can see me nerd out with a lightsaber, and follow me through Imagineering’s sound archives into the beautiful studio where they test out these attractions. You can even watch Greg use some speaker wizardry to put sounds inside my head. To see it right now, just search for Dallas Taylor dot mp3 on Youtube, or tap the link in the show notes.

[beat]

Twenty Thousand Hertz is produced by my sound agency, Defacto Sound. To hear more, follow Defacto Sound on Instagram, or visit defacto Sound dot com.

Other Voices: This episode was written and produced by Casey Emmerling, with help from Grace East. It was sound designed and mixed by Brandon Pratt.

Thanks to John Dennis, Greg Lhotka, and everyone from Disney who made this episode possible. You can find me on Youtube, Instagram, and Tiktok, under the name Dallas Taylor dot mp3.

Thanks for listening.

[music out]