Editor's Note: The following contains spoilers for The Marvels.

The Big Picture

  • The Marvels features the iconic song "Memory" from the Broadway musical Cats as a needle drop during a chaotic escape sequence.
  • The scene involves the Flerkens, alien creatures with pocket dimensions inside their bodies, swallowing and later regurgitating humans.
  • The use of "Memory" adds an emotional contrast to the scene's chaos and fear of death, making it a unique and surprising musical choice.

Music is not only the heart of a film, but it also acts as rhythmic dialogue. If done right, a single song holds the power to manipulate the audience's emotions and perception of any scene. Aside from the epic battles, intergalactic space travel, and beloved superheroes, the Guardians of the Galaxy trilogy is recognized for having the best soundtrack in the MCU franchise. In the first installment, Peter Quill dances to "Come and Get Your Love" during the title opening scene, and the '80s jam became the Guardians' iconic theme and their swan song in the final film. Following the release of Guardians of the Galaxy Vol. 3, The Marvels has come to one-up the needle drop competition with flying colors.

Directed by Nia DaCosta, The Marvels is a colorful addition to the Marvel universe. The story follows Captain Marvel (Brie Larson), who has reclaimed her identity from the tyrannical Kree, when she encounters a malfunctioning Jump Point and gets her powers entangled with two other superheroes — Kamala Khan (Iman Vellani) and Monica Rambeau (Teyonah Parris). The girls must learn to work together to save the universe and to prevent Dar-Benn (Zawe Ashton), the new leader of the Kree, from retrieving the other half of the Quantum Bands. Saturated with Gen-Z slang and girl power, the latest Marvel flick adds one of the most legendary needle drops as a nostalgic treat for lovers of musical Broadway.

The Marvels Film Poster
The Marvels
PG-13SuperheroActionAdventure

Carol Danvers gets her powers entangled with those of Kamala Khan and Monica Rambeau, forcing them to work together to save the universe.

Release Date
November 10, 2023
Cast
Brie Larson , Samuel L. Jackson , Zawe Ashton , Iman Vellani
Runtime
105 minutes
Director
Nia DaCosta

When Does Barbra Streisand's "Memory" Appear in 'The Marvels'?

During the film's third act, the Marvels end up as the heroes of the S.A.B.E.R. Space Station. When S.W.O.R.D.’s base becomes under attack, the crew and Kamala's family are in a desperate situation — there aren't enough escape pods for everyone to flee. Nick Fury (Samuel L. Jackson) and the Marvels decide the safest option is to have Goose's recently born Flerken litter temporarily swallow the crew members. The extraterrestrial cats must devour them with their tentacles in order to spit them back out once they get to safety. But, how is this possible?

Goose, Carol Danvers' cat, is part of an alien creature species called Flerken. These creatures have pocket dimensions inside their bodies which are capable of storing objects such as the Tesseract. Using their mouth tentacles, Flerkens can swallow humans for protection or offense against enemies — later regurgitating them. The Earth-resembling cats are usually disliked by many characters in the Marvel universe, including the Skrulls. According to the Marvel database, Flerkens can also reproduce by laying up to 117 eggs. Goose and her newly born babies are just as intelligent as human beings and can even win the hearts of tough cookies like Nick Fury.

In a cheesy yet laughable scene, the Marvels and Nick run all over the ship to capture the S.W.O.R.D. crew one by one. While the chaos boils, Barbra Streisand's cover of “Memory,” from the Broadway musical Cats, seamlessly plays in the background. It’s a very fitting choice for a needle drop (with the "cat pun" and all) making the whole scene absurdly out of this world. With such an iconic ballad, the song of longing and the crew's absolute fear of death becomes a perfect emotional contrast. Nonetheless, the Marvels and Nick manage to save the crew's lives, thanks to the Flerkens' powers. They escape on the remaining pods, and "Memory" comes to an end. The bizarre skit may be borderline frightening to watch, but it is easily the most unique escape sequence in the franchise. It may take some time for the needle drop to live up to the popularity of Star-Lord's favorite tune, "Come and Get Your Love," however fans of the musical are in for a surprising, nostalgic treat once they get to reminisce with "Memory" in The Marvels.

What Makes the Needle Drop "Memory" So Iconic in 'The Marvels'?

Cats Musical
Image via Andrew Lloyd Webber

"Memory" comes from the Tony Award-winning, fifth-longest-running Broadway show,Cats. Created by Andrew Lloyd Webber, the sung-through musical tells the story of a tribe of cats called the Jellicles as they gather to make the "Jellicle choice" by deciding which cat will ascend to the Heavyside Layer and be reborn to a new life. The musical is set amongst a larger-than-life junkyard that introduces feline characters through the play including Rum Tum Tugger, Mr. Mistoffelees, Macavity, Jennyanydots, Old Deuteronomy, Skimbleshanks, and Grizabella.

Iman Vellani Brie Larson Teyonah Parris The Marvels
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The most famous song from the 1981 musical, "Memory," is sung by “the Glamour Cat" Grizabella (Elaine Paige). She was once a beautiful cat who led a glamorous life. As she aged, the other cats began to shun her for being old, and Grizabella struggled to be accepted back into the tribe of Jellicle cats. She sings "Memory" as she recounts her pain, sadness, and longing to be seen again. It is one of the most acclaimed songs in Broadway history, later leading to several celebrity covers like Barbra Streisand's rendition heard in The Marvels.

Such a classic song is an honor to use as a needle drop, and the Flerken scene respects the legacy of "Memory" with a hilarious twist. Director Nia DaCosta had a fun time learning how to direct the feline actors during the escape sequence. She shares her peculiar experience in an exclusive interview with Entertainment Weekly:

So wonderful and fun! It slows things down for sure, but it was great. They're cats. They're hitting marks and pressing buttons and jumping up on people's shoulders when they're being asked to! Cats aren't supposed to be able to do that! It was really cool for all of us on set to see that happen. I kept holding kittens all day. I'm allergic to cats, but I was just like, "I can't help it! They're so cute!" One of the cats who plays Goose scratched Iman, so we were like, "Okay, that cat can't be held. Good to know." One of the kittens scratched Sam Jackson, and I was like, [gasp] "National treasure Sam Jackson! Please!" But honestly, considering that they're cats, they were exemplary".

The Marvels is now available to stream on Disney+ in the U.S.

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