See You Starside: The Marathon OST Reimagined
Posted By: Aaron FreedDate: 2/7/23 10:28 a.m.

Over the last two months, I’ve made new arrangements of Marathon’s entire OST. A word of warning: If you’re looking for faithful remixes, keep looking; anyone who wants the originals’ mood and atmosphere faithfully preserved will be severely disappointed by these. I categorise this as an arrangement album rather than a remix album to emphasize its differences from its source material. Marathon’s OST runs for 40’16”; See You Starside runs for 77’77” (fine, 78’17”) – 38’01” longer, for those keeping score.

And that’s not getting into the stylistic differences. These are not ‘modernised’ versions of Marathon’s music, by the way; my intention was, in fact, quite the reverse. Imagine ’70s Genesis with ’80s Genesis’ production and you’ll get the right idea – I took the progressive rock influence on parts of the OST up to eleven. Beyond that, “Aliens Again” is jazz fusion; “Flowers in Heaven” a weird mix of doom metal and ambient; “Guardians” a similarly weird mix of electronica and power metal; “Landing” borderline symphonic/atmospheric black metal; “Rushing” an equally weird mix of metal and… disco? And that’s just off the top of my head.

I also strongly recommend against using these for a first playthrough; they’ll substantially alter the game’s atmosphere, which is one of its most memorable qualities. It would (hopefully) still be enjoyable, but it wouldn’t really be Marathon.

Caveats aside, these intricate, dense, yet dynamic mixes are brimming with retro synths, arpeggiation, musical cross-references, reverb, and entirely new instrument parts and melodies. They’re *Marathon’s* OST by way of ’70s progressive rock songwriting and arrangement, ’80s pop production, and ’90s Japanese games’ atmosphere, with secondary influences from genres as disparate as jazz, blues, disco, ambient, post-rock, classical, electronic music, Krautrock, and metal.

On 2022-12-05, when I began remixing Marathon’s OST in GarageBand, I intended to do simple remixes that just replaced the familiar instruments with retro synths, but as I gained familiarity with GarageBand’s surprisingly robust feature set, my ambitions grew considerably. I imposed two rules on myself: 1. use each existing melody at least once in its original track; 2. don’t change existing melodies. I broke these only once: the pitch bend in ‘Aliens Again’ simply didn’t fit my arrangement. Apart from that, I radically rearranged the songs.

Overall, I think retro synths match Marathon’s ‘used future’ aesthetic nicely, so you’ll hear plenty of Mellotron samples, voices that sound like the Moog and CS-80 (but aren’t directly derived from them), and classic Roland drum machine samples (e.g., CR-78, TR-606, TR-707, TR-808, TR-909). My production employs tons of details and reverb (if my production didn’t give it away, I was born in the ’80s) but little to no dynamic range compression (only one track even scores as low as DR11).

Marathon’s OST has been surprisingly popular for remixes given how relatively small its community is. I think one reason for this is that its music is extremely memorable and effective, especially given its simplicity. That’s another reason: it offers ample space for arrangers to add their own stamps. I hadn’t done that to my satisfaction before, certainly not to an extent that I felt matched my abilities as an arranger, and it’s been immensely satisfying.

Since I structured this album like a ’70s/’80s double album, that’s how I’m listing its tracks.

Side A (22:31)

  • A1. Aliens Again (4:20)
  • A2. Chomber (3:55)
  • A3. Fat Man (ft. Trey J. Anderson) (4:36)
  • A4. Flippant (3:16)
  • A5. Flowers in Heaven (6:26)

Side B (18:39)

  • B1. Freedom (5:16)
  • B2. Guardians (3:20)
  • B3. Landing (5:00)
  • B4. Leela (5:05)

Side C (18:15)

  • C1. New Pacific (3:40)
  • C2. New Pacific (reprise) (4:50)
  • C3. Rapture (4:30)
  • C4. Rushing (5:17)

Side D (18:46)

  • D1. Splash (Marathon) (5:22)
  • D2. Swirls (5:05)
  • D3. What About Bob? (8:19)

Marathon’s OST composed by Alexander Seropian. Additional composition by Aaron Freed and:

  • A3: Trey J. Anderson, Johann Sebastian Bach, Geddy Lee, Neil Peart
  • A5: Phil Collins
  • B1: Vince Guaraldi
  • B3: wowbobwow
  • B4: Thomas Barth (Tobacco)


Lastly, thanks to Midjourney, khfiva, Sue Colvert, Don Fabisiak, Apple, Bradmatic, Roland, Yamaha, Johann Sebastian Bach, Vince Guaraldi, Phil Collins, Geddy Lee, Neil Peart, wowbobwow, Thomas Barth, Trey J. Anderson, Alexander Seropian, and Bungie for reasons described above and/or in the liner notes.

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Pre-2004 Posts


See You Starside: The Marathon OST ReimaginedAaron Freed 2/7/23 10:28 a.m.
     Re: See You Starside: The Marathon OST ReimaginedTycho 2/7/23 3:32 p.m.
           Re: See You Starside: The Marathon OST ReimaginedAaron Freed 2/8/23 2:51 a.m.
     Re: See You Starside: The Marathon OST ReimaginedBob-B-Q 2/8/23 8:43 a.m.
           Re: See You Starside: The Marathon OST ReimaginedBob-B-Q 2/11/23 11:18 a.m.

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Pre-2004 Posts



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