The Matrix Revolutions (Davis, 2003)

The Matrix

The Matrix Reloaded

The Matrix Revolutions

     Very shortly after completing the recording of "The Matrix Reloaded", Don Davis composed the equally breath-taking (if not more so) score to "The Matrix Revolutions".  Besides reuniting with Juno Reactor's Ben Watkins again for a couple of cues, all of the previously-featured themes and motifs get further developed or are combined in different ways.  The Trinity Love theme gets a beautiful farewell arrangement in "Trinity Definitely", and other themes which were only touched on in "Reloaded" get further explored here ("Zion Defense" theme, "Trinity Annoyed" motif, etc...).

     As befits the complexity of some of the battle scenes in this visually remarkable film, the music get pretty dense here at times, but it all fits together amazingly well.  When analyzing all 3 scores, it's pretty amazing how well-crafted the whole trilogy is, and how motifs and themes are woven through so organically, from beginning to end.  I'm sure upon further revisits of these scores, many other important themes which I haven't noticed yet will come to light (most likely all the places where I list "brass figure", "suspense strings", etc...). 

     As before in my "Reloaded" post, the listing below is for the Lala Land Limited Edition release of the Matrix Revolutions score on two CDs.  This release contains all of the music used in The Matrix Revolutions except for the jazz source music used in the Oracle's apartment (similar to that used in the first Matrix film - "I'm Beginning to See the Light", Ellington).

DISC ONE

Trk	Dur	Title	Film Action and Themes
1	1:25	Logos	0:00: Warners/Village Roadshow logos (reflective brass motif, metallic whistling motif, subtle, low Matrix ostinato motif, etc...)
		Main Title	0:31: Falling green Matrix rain, push in to "U" of "REVOLUTIONS", blackness followed by a push in to a yellow explosion, a pull-back to a Matrix code bird's eye view of a city, a brief push in, then a further pull back to green code on an Operator's screen (slam, Matrix ostinati, brass accents in irregular rhythm ("Crash" motif), a suspended high-textured pause, more brass accents with spiraling winds, modulating, reflective brass, accents with low brass punctuation, rising strings).
2	2:24	Nothing But Blue Pills	0:00: The crew of the Hammer search for signs of Niobe's ship ("Search" tremolo strings, low brass).
		AK, Cold and Mauser	0:35: As Roland orders his crew to positions, Link picks up a call from Seraph (tremolo strings derived from Mission motif, building horns joined by subtle Zion Defense rhythm).
		Our Lit Ovens	1:26: Neo wakes up in the Train Station and meets Sati (a slam leads to boys voice, high strings, slow Search tremolo winds/brass).
3	1:39	Oracle Debacle	0:00: Seraph takes Morpheus and Trinity to meet with the "new" Oracle. She tells them they must find the Trainman in order to save Neo (low textures, then plaintive high and low strings ).
4	2:42	Rama-Kandra	0:00: Rama-Kandra tells Neo about his love for his daughter (soft strings and harp arpeggio (Sati theme), low string figure (Merovingian motif), then Karma motif on harp followed by Trinity Love theme on cor anglais under high strings).
		The Trainman Cometh (w. Juno Reactor)	1:05: Seraph, Morpheus and Trinity chase the Trainman through subway platforms (City tremolo/Mission motif, reflective brass, pounding rhythm with trumpets/synths, low brass sirens, ending in brass/timpani swells, etc...).
5	1:51	The Trainman Goeth	0:00: The Trainman arrives at the Train Station, but he prevents Neo from boarding (suspense strings, metallic whistling, muted brass snarls, rising high strings, accent with piano clusters ending in despondent brass).  1:28: Trinity decides that they must see the Merovingian (City tremolo strings).
6	3:24	Tetsujin (w. Juno Reactor)	0:00: Seraph, Morpheus and Trinity take out the entrance guards at the Merovingian's Hell Club (low atmospheric textures joined by low ethnic percussion (Taiko), trumpets, horns, strings, etc…  erupting in a percussion cadenza, ending in light percussion and brushed textures). 1:23: The trio engage the gun check henchmen in a gunfight (brass swell leads to electronic slams, string clusters, rock beats and synth with a few reflective brass/accent interludes, ending in rising Fast-forward arpeggio).
7	5:46	The Road To Hell	0:00: Seraph, Morpheus and Trinity agree to disarm in order to speak with the Merovingian.  The Merovingian demands the eyes of the Oracle in exchange for Neo (low atmospheric textures, brass swells/high strings, 8-note "Trinity Annoyed" motif on tremolo strings (later winds, horns) from 0:50, dueling with Merovingian motif/variations in low strings, eventually ending in a brass swell).
		Time's Up	3:17: Trinity threatens the Merovingian's life (energetic strings with tremolo brass ornaments, reflective brass, suspended trilling strings, ending in a brass swell).
		The Road To Sourceville	4:19: Neo sees a vision of the surface and his future (choral interlude).  4:35: The train arrives with Trinity on it (winding arpeggios leading to Trinity Love theme fragment in horns).  5:02: While driving through the city streets, Neo states that he must see the Oracle (piano on City tremolo (motif from The Matrix "Switch Out"), brass swells, high strings etc...).
8	1:37	He Is You	0:00: The Oracle tells Neo that she sees Smith taking over both the Matrix and the Real World (atmospheric textures, Agent snarl). "Everything that has a beginning…has an end." 1:13: On the Hammer, Bane wakes up from his coma (Agent snarl, accent and swell).
9	5:34	The First Goodbye	0:00: Sati says goodbye to the Oracle, as Seraph takes her away for hiding (brief oboe solo over sustained harmonies).  0:27: The Smiths arrive at the Oracle's building and track down Seraph and Sati (slam, followed by Bane brass motif and high strings, brass swell, metallic whistling/snarls, rising tension strings/brass, followed by high suspense textures, blends of metallic whistling and "extra-flanged" Agent snarling).
		The All-Knowing Oracle	2:25: The Smiths enter the Oracle's room and infect her (Agent snarl and muted brass swells/high strings, followed by a web of atonal string ornaments and muted brass, leading to piano clusters/swirling textures, Bane motif/Agent snarling, "developed" metallic whistling).   "Mwah-ha-ha-ha-ha!" 4:46: Roland and the others interrogate Bane (low strings). 5:15: Neo has a vision of journeying to the Machine City (brief choral interlude).
10	5:09	The Logos Location	0:00: The Hammer finds Niobe's ship, the Logos, and lands (Search tremolo motif variation over horn figure, then a low, winding string figure, horn figure).  0:58: A search for Niobe and Ghost is begun in the darkness (atmospheric suspense textures, then low string figures resume). 1:50 Niobe appears.  Morpheus and Niobe talk about the Oracle (horn figure, then celli). 2:29: Lock addresses the Zion Council concerning the defense of the Dock (faster tremolo string patterns (Mission motif) with a martial timpani beat and horn/string figure). 3:16: Councilor Hamann asks about the fate of the Nebuchadnezzar (low string figure, noble horns, strings).
		It's Crazy Zee	4:02: Zee tells Cas that she intends to stay and defend the Dock in order to help ensure Link's safe return (plaintive, then resolute string figures).
11	8:10	Das Banegold	0:00: The captains make plans to return to Zion (suspense, tremolo string figures (based on Mission harmony) over bass pulses, horns).  1:07: Neo appears and tells them that he has go to the Machine City (brief the One cadence, noble horn figures).  2:11: Niobe gives him the Logos, since she'll pilot the Hammer back to Zion.  Niobe tells Morpheus that she believes in Neo (high strings, harp arpeggio, muted brass figures, resolute strings, the One cadence). 3:13: Bane begins to act strangely and eventually kills Maggie (high string tremoli, layers of low textures, action accent, piledriver).
		The Bane Revelation	4:05: Trinity tells Neo she's going with him (low strings, full Trinity Love theme in fragile strings). 5:13: The Hammer prepares to leave.  Neo says goodbye to Morpheus (fast pulsed suspense texture, wistful string figures, muted brass figure with timpani roll accent, followed by pulses under winds/brass). 6:25: The Hammer leaves (Zion Defense theme (martial texture), resolute strings). 6:53: The power goes out on the Logos.  Bane attacks Trinity (suspense string tremoli/horns, dissonant brass layers, action accent, Agent snarl over brass swells/string tremoli, ending in action accents/figures driven by piano/brass).
12	6:06	The Smith Within Us	0:00: The crew of the Hammer find Maggie's body (suspense textures (tremoli somewhat based on Mission scale)).  0:38: Bane holds Trinity hostage.  After some scuffling, Neo finally realizes that it's actually Smith (low brass swells, Agent snarling, layers of muted brass moaning (bends), string tremoli, brief Sentinel-like action accent, metallic whistling, etc..., rising tremoli, Agent snarl, Bane brass motif, brass swell). 3:22: Neo and Bane fight hand to hand (brass stabs and orchestral slams with a Fast-forward motif near the beginning, leading into kind of a "soft" variation of the Matrix subway "Fighting theme"). 4:05: Bane blinds Neo with a live cable (high suspended texture with cymbal "sizzling", sad horn figure, Agent snarling, string tremoli rising in tension). "The blind messiah." 5:03:  "I can see you."    Neo dispatches Bane (the One motif, noble brass into rising/falling winds, becoming "floating away" winds, low strings). "It's not over, Mr. Anderson." 5:34: Trinity comforts Neo (brass, hint of Trinity in strings).
13	2:22	Men In Metal	0:00: Lock prepares his Dock defense, Mifune rallies the APU units (wind/string tremoli into military theme (Zion Defense theme) with noble brass figures, falling strings motif (scalar, no longer 2-note based)).  1:51: Zee and Charra try to keep their courage up (suspense strings).
14	6:53	Niobe's Run	0:00: Niobe tries to sneak the Hammer through the tunnels without alerting the Sentinels (low suspense brass, quiet string tremoli/brass).  0:53: The Sentinels are alerted.   "Jig's up, here they come."  The Hammer makes a run for it (accent, then Sentinel theme developed, reflective brass now as a tremolo figure, desperate Nebuchadnezzar theme in strings/brass, action tremoli with rhythmic piano figures).
		The Breach	2:08: Mifune's APU defense squad witnesses the first appearance of the Machine Diggers in the roof of the Dock.  Mifune's forces engage the Sentinels (Zion Defense followed by tense high strings, brass swells into variation of Sentinel theme, snare rolls, martial Zion Defense theme with hint of Nebuchadnezzar theme in strings). "Knuckle up!  For Zion!"
		Boom Hilda	4:00: The Digger begins further drilling (Digger motif). 4:11: Defenders (including Zee and Charra) with bazookas attempt to take out the Digger's legs (military snare/low strings under noble brass,  4:46: Charra and Zee work together to fire their missiles at the Digger (low synth rumble and snare roll (Charra's theme), Digger motif in brass with Sentinel theme in strings, etc..). 5:44: APU units continue fighting Sentinels, taking casualties (Sentinel theme, Zion Defense rhythm, string arpeggios, atonal piano cluster accent, rising accents/figures, etc..).
15	4:47	Die Brünett Walküre	0:00: A second, massive swarm of Sentinels arrive and take out the central artillery unit (rising brass figures, rising female, then male chorus, then both, action strings/brass). 0:50: Zee and Charra disable one of the Diggers, but a second Digger quickly arrives at the breach point (Charra synth/snare texture under noble brass/strings, atonal piano/brass accents into elements from Rising Power motif vs. Digger motif).
		Mjolnir Mastication	2:06: Niobe pilots the Hammer towards Zion as Sentinels swarm the ship's hull.  The ship's radio is disabled (energetic rising strings/brass, Nebuchadnezzar theme in tremolo trumpets vs. Sentinel motif in strings/tremolo brass).
		Charra Broiled	3:13: Charra and Zee manage to shoot at the second Digger from above, but Charra is killed when pursued (Charra synth/snare, brass figures, Nebuchadnezzar theme variation in strings, snare pauses for reflective brass, Sentinel motif/piano clusters, Zion Defense theme, slam, etc).
16	6:33	Woman Can Drive	0:00: Lock gets a report of the approaching Hammer (tense tremolo strings, low brass).  0:26: Niobe navigates the mechanical line (energetic brass/strings, Fast forward motif, layers of dissonant brass). 1:11: Lock orders the Zion gate to be opened for the Hammer, but Sentinels disable it (suspense strings derived from Mission scale, then same on winds/brass). 1:46: Niobe successfully navigates the drop (pounding brass with reflective brass layer, Fast forward/Matrix ostinato motif, Rising Power, irregular brass accents, etc...).
		Moribund Mifune	2:37: Sentinels overtake the Dock and defenders are massacred (Tragic string figures based on Sentinel theme backed by chorus). 3:12: Mifune fights the Sentinel swarm, but eventually needs a reload from the Kid (blend of trumpet-led Zion Defense rhythm, chorus, tremolo trumpets, atonal piano clusters (Sentinel attacks), variations of Sentinel theme/Digger motif/Nebuchadnezzar theme, etc...). 5:05: The Kid reloads Mifune, but Mifune is taken down.  He tells the Kid to open the gate for the Hammer and dies. (brief "Kid fanfare", then noble brass figures/tremoli, back to valiant brass/strings with chorus, ending in a subdued texture and sad trumpet solo). "(but) Captain... I didn't finish the training program." "Neither did I."

DISC TWO

Trk	Dur	Title	Film Action and Themes
1	6:18	Kidfried	0:00: As the Hammer gets closer to the Zion gate, the Kid gets in Mifune's APU and makes it to the gate (brass tremoli built on Sentinel motif with piledriver downbeats, rising brass/tremoli, Nebuchadnezzar motif, Kid fanfare, brass theme, Mission motif in piano/harp/strings, various action figures/swells, etc). 1:25: Zee hears a transmission from Lock notifying his forces that the Hammer is about to arrive (brief hymn-like chorus, then back to action figures as before). 2:07: Zee helps the Kid open the gate (Kid motif, tremolo brass variation of Rising Power motif, Fast forward strings, etc). 2:55: The Hammer bursts through.  Link sets off the Hammer's EMP, disabling the attacking Sentinels (Crash motif as irregular pounding accents on percussion/brass and chorus, then relieved trombones/trumpets and high strings, relaxed brass/string texture joined by higher textures).  4:12: Link and Zee reunite (poignant high strings, relaxed winds).
		To Our Snivel	4:49: As more Sentinel swarms approach, Lock orders an evacuation of the Dock, and then blows charges sealing the entrance (low strings/brass, hint of Mission motif in tremolo strings, developing into brief Sentinel motif, suspense strings/brass swells).
2	3:21	Neovision	0:00: Morpheus tells the Zion Council that Neo will not give up (noble brass/strings). 0:28: Neo and Trinity surface near a pod field (which Neo sees as yellow glowing auras).  They follow the power lines which Neo saw previously in a vision (string/brass figures continue to develop, becoming more dissonant until joined by chorus (pod fields), low figures, then resolute brass/strings). 1:59: The Zion defenders see the Sentinels restart one of their Diggers (Digger motif, suspense strings, brass swell/Digger motif). 2:24: Lock tells the Council that if they want miracles, they should ask Morpheus (suspense textures).
3	4:01	Saw Bitch Workhorse	0:00: Neo and Trinity approach the Machine City outer defenses, which soon activate (Mission motif with brief choral swell, building textures). 0:29: The giant Machine defenses activate and launch a sky-full of Sentinel bombs, but Neo causes them to explode prematurely with his powers and Trinity powers through the fireworks (sinister brass/wailing chorus and deep, martial percussive slams, Sentinel motif, the One motif and variation). 1:38: Sentinels attack and Neo is "pierced" by a Sentinel's aura (rising tremolo brass layers, chorus/strings, tense string/brass figures, increasing in intensity).  2:49: Trinity takes the Logos above the clouds to shake off the Sentinels (brief relaxed horn and chorus).  "Beautiful." The Logos dives back in to the dark clouds and Trinity restarts the stalled engine, but it crashes into the heart of the Machine capitol (Escape fanfare/Crash motif elements, joined by chorus, dissonant tremolo brass/Sentinel string/brass/piano clusters).
4	4:17	Trinity Definitely	0:00: Neo discovers that Trinity is fatally injured from the crash (tense strings, cor anglais solo).  1:36: Trinity tells Neo how grateful she is for all he's been to her, and then after a final kiss, dies (variation of Trinity Love theme in high strings, then full theme on cor anglais, cellos, soft strings, ending in low sad texture).
5	5:06	Deus Ex Machina	0:00: The Machines' Digger approaches Zion's last remaining defenses (low textures, Sentinel/Digger motifs). 0:37: Neo makes his way through the Machine City, seeing everything as a yellow aura (tremolo strings/low winds, suspense texture, muted brass and winds, choral/brass interludes, tremolo strings, colored with subtle synth). 1:52: Neo stands on a ledge above the Machine City, and is greeted by a "Deus Ex Machina" in the image of a giant baby-like face (intense strings and chorus, low brass, brief mysterious wind figure, brass fanfare (Wagner "Tristan Chord"), swirling strings). "Speak."  3:00: Neo challenges the Deus Ex Machina with a deal (brass swells and swirling strings/swells) "The program Smith has grown beyond your control..."  3:21: Sentinels approach the Zion defenders, but pause at the last moment (swirling Sentinel strings with percussion and brass accents, brass fanfare into suspended atmosphere). 4:04: The Deus Ex Machina creates an apparatus to allow Neo to jack in to the Matrix.  Niobe and Morpheus wonder at their fate (pulsing brass and arpeggiated strings, brass swells into string/wind figures). "Neo."   "He fights for us."
6	6:01	Neodämmerung	0:00: Neo approaches the "Oracle" Smith on a rainy street lined with Smiths. (anvil piledrivers into "Neodämmerung motif" (developed Mission motif) on piano/timpani, accented with brass fanfares, choral Sanskrit text based on the Hindu Upanishads, brass swell, strings pick up Neodämmerung motif. "Mr. Anderson, welcome back.  We missed you." "It ends, tonight." 0:57: The two combatants run towards each other.  After a round of flying fists Neo knocks Smith down (slam followed by reflective brass, chorus/brass/timpani, etc), more reflective brass, Fast forward motifs). 1:55: After a mid-air impact, the two continue fighting while ascending in the air.  Smith knocks Neo into a building (chorus/brass cont'd). 2:17: Neo avoids Smith's next attack and launches a counter attack, leaving both stunned on the floor (brass stabs with Fast forward and reflective brass motifs, falling strings). 2:40: Smith threatens Neo (Agent snarl, the One motif, Rising Power).   "The purpose of life is to end."  3:14: Neo rallies and they fight once more in the abandoned room.  Smith is knocked out of a window (chorus/brass resumes with martial timpani, leading to accented cadence, falling strings, fanfares, etc).  4:10: The fight continues in the air, ascending into the sky (chorus cont'd/rising brass, piledrivers and brass accents, Fast forward motif, syncopated brass accents). 4:52: Smith approaches Neo like a rocket and Neo is stunned by the impact.  Smith dives into the ground with Neo underneath (rhythmic piledrivers ("drum beats of doom"), supported by arpeggiated strings, brass stabs, then suspended strings/gong, eventually leading to a final, explosive choral/brass climax).
7	7:12	Why, Mr. Anderson?	0:00: A crowd of Smiths converge around the edge of the impact crater (Agent snarl, low brass figures).  0:26: Neo attempts to get up.  Smith asks him why he continues (plaintive strings/muted brass, then a thick, almost melancholy harmony with a leading horn figure, ending in noble brass).   "Why, Mr. Anderson?  Why do you persist?" "Because I choose to." 1:57: With a heroic effort Neo gives Smith a "super-punch" and knocks him deep into the mud.  Neo looks at the Smiths lining the lip of the impact crater (brass swell, slams and brass accents lead to extended brass swells mixed with falling figure, ending in weary horns/strings). 3:00: Oracle Smith flies out of the earth and knocks Neo down (rising brass fanfare, pounding brass accents over desperate strings).   "This is my world, MY world!"
		Spirit Of The Universe	3:24: Smith realizes that he has reached a point where he has previously envisioned defeating Neo (rising string/wind/brass figures, brief moment of hymn-like piano/strings (Oracle message), then muted brass figures, hint of the One motif). " 'Everything that has a beginning, has an end, Neo…' What?...What'd I just say?" 4:35: Despite a moment of sudden fear, Smith is somehow compelled to infect Neo (strident brass/string and chorus in a big climax with percussion, ending with Agent snarl).   "Is it over?" 5:16: The Deus Ex Machina sends a charge through Neo's body and all of the Smiths explode, since, without Neo, Smith no longer had any purpose, and could be deleted (held brass/high strings, with Karma motif in celli, leads to dramatic brass/chorus/timpani accents, cadences). "No, no, it's not fair..." 6:27: Afterwards, Neo's body lies still in the Machine City.  The Oracle's body lies in the Matrix rain (low textures/quiet male chorus, soon joined by female chorus (still Sanskrit Upanishads)).
8	4:59	Bridge Of Immortality	0:00: The Sentinels leave Zion, and the Kid spreads the word (optimistic tremolo strings and brass, brightening winds/brass, chorus with rising figures, sweeping figures with timpani added, hopeful horn solo over tremolo strings, choir). "The War is over!"  1:52: Neo's body is transported through the Machine City (boy's voice quickly joined by choir, over high strings/brass/timpani).
		For Neo	2:18: A black cat wakes up Sati (high strings into Sati harp motif arpeggios, flute solo). 2:37: The Architect and the Oracle have a final conversation (string tremoli, brass swell/high strings, low strings, brief the One ornament in harps/winds). "What do you think I am, 'human'?"  3:32: Sati and Seraph join the Oracle under a beautiful sunrise (hopeful strings and brass with piano arpeggio, 2-note falling strings motif, fugue-like layers of brass and wind figures (reprise from "The Matrix" end credits), brass/string swells, ending in a final, victorious fanfare (slight Trinity motif) and piledriver).
9	9:14	Navras (w. Juno Reactor)	0:00: End Credits begin: Intro voices/slams 0:16: Neodämmerung battle motif enters on piano, etc. 1:12: Electronic synth and beats begin, vocal solos 1:59: Staccato texture/beats w male voice 2:13: Beats/staccato texture alternating 2:56: Ethnic percussion/tabla/winds, chant, ending in long interlude of ambient synth, flute, voice, etc 5:19: Percussion resumes 5:32: Neodämmerung motif piano resumes with beats, some string cadences, vocal chorus 6:26: Main synth beat resumes w ethnic chants 6:57: Staccato elements rejoin, female chorus 7:22: Staccato synth, followed by flute solo over main synth eat, interrupted by staccato synth/male solo, flute solo, etc... 8:12: Neodämmerung motif briefly resurfaces, beats transform into final choral ending from Neodammerung cue
10	2:44	The Trainman Cometh (Original Ver.)	0:00: Rama-Kandra tells Neo about his love for his daughter (soft strings and harp arpeggio (Sati theme), low string figure (Merovingian motif), then Karma motif on harp followed by Trinity Love theme on cor anglais under high strings). 1:05: Seraph, Morpheus and Trinity chase the Trainman through subway platforms (Mission motif/City tremolo/reflective brass, metallic whistling, brass tremolo/fanfares, swirling strings, etc... eventually ending in brass swells).
11	2:14	Die Brunett Walkure (Alternate)	0:00: A second, massive swarm of Sentinels arrive and take out the central artillery unit (rising brass figures, rising choir groups, action strings/brass). 0:50: Zee and Charra disable one of the Diggers, but a second Digger quickly arrives at the breach point (Charra synth/snare texture under noble brass/strings, atonal accent into elements from Rising Power/Fast forward motif, Digger motif).
12	3:08	For Neo (Extended Ending)	0:00: A black cat wakes up Sati (high strings into Sati harp motif arpeggios, flute solo). 0:19: The Architect and the Oracle have a final conversation (string tremoli figure, reflective brass/high strings, low strings, brief the One ornament in harps/winds). 1:15: Sati and Seraph join the Oracle under a beautiful sunrise (hopeful strings and brass with piano arpeggio, 2-note falling strings motif, echoed layers of brass and wind figures, brass/string swells, developed with a brief reflective brass swell and ending in final victorious fanfare and piledriver).
13	3:46	In My Head (Pale 3)	0:00: Source music: Seraph, Morpheus and Trinity make their way through the Hell Club towards the Merovingian's table.

Links
Limited Edition at Lala Land Records (includes excellent liner notes by Tim Greiving)
Don Davis Page
Music From the Movies Interview with Don Davis
Soundtrack.net Interview with Davis 
Red Pill 2000 Interview
Filmtracks Review and Analysis
MOVIE MUSIC UK Review

The Matrix Reloaded (Davis, 2003)

The Matrix

The Matrix Reloaded

The Matrix Revolutions

 

     After the success of "The Matrix", it was natural for the Wachowski's to have Don Davis do the music for the sequels.  Due to the massive amount of music required for the sequels as well as the video game "Enter the Matrix" and the "Animatrix" (animated tie-in short stories), Davis' compositions were largely orchestrated by Erik Lundborg (who essentially created the "Enter the Matrix" material from Davis' themes and sketches) and Conrad Pope.  A few sequences were solely orchestrated by Davis himself ("Main Title", "Trinity vs Car", the original "Chateau" and the original "Burly Brawl").

     For "The Matrix Reloaded", Davis collaborated with the orchestral/electronica group Juno Reactor (Ben Watkins) on two of the major action sequences.  Another highlight is the development of the Trinity Love theme, as well as some beautiful choral textures (such as in the "Corridor theme").  Several other themes/motifs also returning from the first Matrix score include the Matrix ostinato pattern, the "Fast-forward" fanfare, the "Rising Power" motif, the "One" motif, variations of the "Mission" theme, metallic whistling and of course reflective brass motifs (basically every theme mentioned in the introduction to my post on "The Matrix").  A tremolo brass figure from the first score's "Dodge This" cue also appears here several times as a motif.  A new melodic figure which I hesitantly call the "Morpheus motif" is heard in several different forms (almost more like a Morpheus scale, since it has many versions).  Other new themes include the previously-mentioned "Corridor" texture, a 7-note Machine "Digger motif", a piano arpeggio motif, the Zion Defense theme, and the Burly Brawl motif.  Some of these and other themes would get further developed in the immediately following film, "The Matrix Revolutions".

     Tim Grieving notes in the liner notes to the Limited Edition Lala Land CD that the choral elements can sometimes be categorized as the singing souls of "humanity" ("The Wonder of Zion", "Link and Zee", "Morpheus on the Mount"), or as the urging voices of "Gods" ("The Purpose that Created Us", "Burly Brawl", "Final Flight of the Vigilant", "Neo Miraculous").  In my notes below I sometimes characterize the "humanity" choral elements as "ethereal".  In the choral cues which Grieving lists as from the "Gods", the voices sound something like Orff's "Carmina Burana" or Verdi's "Requiem, Dies Irae", I suppose.

     The Limited Edition Lala Land score release also includes as bonus tracks the original "Burly Brawl" (prior to Juno Reactor/Ben Watkins' contribution), and the original "Chateau" (used as a temporary track, in case Rob Dougan's song was unavailable).  A couple other tracks also appear here without the electronic rock overlays which were heard in the film ("Free Flight", "Double Trouble").

Disc One

Trk	Dur	Title	Film Action and Themes
1	3:22	Main Title	0:00: Warner/Village Roadshow logos (reflective brass motif (a semitone higher than in the first film), metallic whistling motif, subtle, low Matrix ostinato motif, etc...) 0:31: Green rain and MATRIX logo (Matrix ostinato clearer in strings, joined by rising/falling "Fast forward" brass/string motif) 0:47: Long pullback from internal Matrix code, revealing a punch clock at a power station in the Matrix (chords from reflective brass motif developed into polyphonic fanfare with sweeping, swirling tremoli)
		Trinity vs. Car	1:24: Trinity's motorcycle lands and destroys the security station (rising brass tremoli, similar to Matrix "Dodge This") 1:40: Trinity takes off her helmet and disables the guards, followed by a Matrix-code scene-morph (fanfare, rising/falling figures with reflective brass motif) 2:10: Trinity crashes out of a window, pursued by an Agent (tremolo trumpets into brass accents based on Sentinel motifs, supported by swirling strings, with a brief interlude (2:48) based on the 2-note falling motif over reflective brass as the combatants fall past glass windows, then returning to opening trumpet tremoli) 3:08: Trinity is hit by a bullet, and smashes into a car on the street.  Neo wakes up from a dream (accelerating cadential chords and a final swell).
2	1:11	Enter the Neb	0:00: Link lands the Nebuchadnezzar in a hidden tunnel alcove (Neb theme (tense adventure) in strings and brass, leading to developed figures and staccato brass).
3	4:17	Smith at the Door	0:00: Trinity and Neo talk about uneasy dreams and fears (sustained strings). 0:24: Niobe and the other captains meet and discuss how the machines are rapidly drilling down towards Zion (tremolo strings and pulsed bass support a slow 7-note "Digger motif" in horns and then celli). 0:56: Morpheus, Trinity and Neo arrive.  Morpheus asks for a volunteer ship to stay in the Matrix and await word from the Oracle (rising horn figure, Morpheus scale motif).  Sequence is interrupted 3 times by "Smith approaching" interludes at 1:41, 2:22 and 3:10 (metallic whistling, Agent snarling motif).  Smith eventually hands his earpiece to a door guard and departs:  "For Neo...You see, he set me free..." 3:30: Neo arrives and receives the earpiece, and then tells the guards to get to their ships - "Agents are coming."  3 Agents break open the door. (rising horns into brass fanfare and tense strings).
4	5:33	Furious Angels (Rob Dougan)	0:00: "Upgrade Fight": Neo fights the 3 Agents (full version of Furious Angels for orchestra and electronica, also on song album)
5	3:40	Smith vs. Smith	0:00: After defeating the Agents, Neo sees a newspaper blowing in an alleyway, and then flies into the sky.  Agents Smith and Smith walk onto the scene (very brief "showdown" percussion texture, reminiscent of beginning of Neo's prior subway confrontation with Smith, immediately transitioning to "the One" motifs, followed by Agents "snarl" texture)  "It's happening exactly as before."  "Well, not EXACTLY..."
		(Night Flight)/ Free Flight (original version)	0:29: As Morpheus and Trinity leave the meeting, Neo flies high into the sky before landing at the Oracle's now-abandoned apartment (trills and electronics into regal brass, leading to a variation on the rising/falling Fast-forward motif, ending in slow trills and a lonely wind figure - the unreleased film mix of this cue adds elements from Juno Reactor's "Komit"). 1:24: The Nebuchadnezzar approaches the entrance gate to Zion.  After it passes through and lands, the crew disembarks (wind tremoli supporting a slow-building low brass military theme ("Zion Defense" theme) supported by string figures based on the 2-note falling motif, and punctuated by snare/drum accents, later joined by noble brass figures)
6	4:38	The Wonder of Zion	0:00: Morpheus and Lock have a confrontation (sustained, uneasy strings) 0:34: The Kid asks Neo about the rumors as they walk towards the landing bay corridors and come to a ledge above the city (relaxed piano/harp based-arpeggio motif with hopeful figures in brass, strings and chorus)
		The Lascivious Lift	1:15: Alone in the elevator, Neo and Trinity kiss (Trinity Love theme on horn) 1:39: When the doors open Neo is greeted by a crowd of people beseeching him with wishes (worshipful strings/choral texture)
		Link and Zee	2:22: Link and Zee argue over Link's faith in Morpheus (sustained uneasy strings joined by winds and then Morpheus motif on horns at 2:59)  "Link, Morpheus is crazy."  "No doubt….but I'm starting to believe him too" 3:35: Councillor Hamann addresses the gathered Zion people with an opening prayer, and then presents Morpheus (brief piano arpeggio motif and extended ethereal choral textures over high strings, brief regal brass)
7	2:49	Morpheus on the Mount	0:00: Morpheus tells the crowd not to worry about the machines approaching (low percussion and echoing string figures support a resolute choral/horns figure) "Let us be heard from red core to black sky...This is Zion, and we are not afraid!"
		Zion Drum Source	0:49: Niobe and Morpheus flirt, Trinity and Neo leave the party for some private time (semi-improvised ethnic/tribal voices and drums with subtle accelerando)
8	4:36	Zion (Fluke)	0:00: Zion rave scene/Neo and Trinity make love (full version of "Zion", electronica, on song release)
9	2:40	Goodnight Zion	0:00: Trinity reassures Neo that he won't lose her (Trinity Love theme). Morpheus wishes Zion "sweet dreams" (piano arpeggio motif over high strings, leading to a cor anglais/horn solo with a sprinkling of "fairy dust" glockenspiel, ending in low strings)
		The Bane Transformation	0:59: Bane prepares to jack out of the Matrix with a token from the Oracle.  Smith appears (1:17) and after "infecting" him is sent back into the "real world" as Bane (tremolo string patterns and low pulses lead to brass accents/tremoli, string glissandi, Agents snarling, Bane 4-note brass motif (1:45), etc...ending in a brass swell) "Oh God." "Smith will suffice." 1:55: Neo wakes up, disturbed, and goes for a walk (quiet strings, slow figures)
10	2:59	Bane Voyage	0:00: In a lower engineering level, Councillor Hamann tells Neo that he believes in him (worshipful, mystical mood on wind/strings and then with horns, low winds, etc...) 0:40: Neo gets the long-awaited sign from the Oracle, and the crew prepare to return to the Matrix.  Zee gives Link a good luck charm (tense string trills, arpeggios over bass pulses, sad string theme). 1:49: Bane attempts to intercept Neo, but the Kid's entrance ruins his plan (tense strings with Bane brass motif, metal scrapes, ending in quiet mystic strings (spoon gift))
11	1:11	First, I Must Apologize	0:00: Neo enters the Matrix and meets Seraph inside a teahouse (strings and Morpheus scale/motif on horn lead to piano arpeggio motif and string trills, followed by a shakuhachi accent and atmospheric textures)
12	1:07	Teahouse (Juno Reactor)	0:00: Neo and Seraph spar (tribal drums performed by the percussion ensemble Gocoo, with synth, didgeridoo, etc…) "You do not truly know someone until you fight them."
13	1:16	The Industrial Highway	0:00: Seraph takes Neo into a white "programmer corridor" of infinite doors, eventually leading Neo to the Oracle, seated on a playground bench (choral Corridor motif: ethereal, static choral textures and high strings).
14	2:05	Oracle Oratory	0:00: The Oracle asks Neo what he sees in his dreams and they discuss the choices he must make.  Seraph soon warns the Oracle that they must leave (sad, sustained strings hinting at Trinity Love theme, followed by low brass/strings, ending with tense tremolo strings and a brass swell).
15	2:59	The Purpose That Created Us	0:00: Immediately after the Oracle and Seraph leave, Smith arrives, and explains that after Neo "destroyed" him, he felt compelled to remain in the Matrix, despite the rules (big chords with brass, choir and strings, leading to low pulses under dissonant strings and an extra- flanged version of the Agent snarl motif.  A 3-note rising figure joins, leading to string tremoli). 2:12: Duplicate Smiths arrive, and they attempt to infect Neo, but Neo frees himself (the 2-note falling strings figure, then returning to more accented versions of the previous textures)
16	5:55	Burly Brawl (Don Davis/ Juno Reactor)	0:00: Multiple Smiths attack Neo (various bullet-time interludes)   (electronic percussion sequences with brass, string and choir accents.  Reflective motifs now use a mixture of brass and choir.  Scattered appearances of various short motifs such as the Fast-forward scales, the Sentinel figures, etc...  1:25: In an intercut, a bystander becomes an Agent, but is in turn infected by Smith (swirling strings and brass accents, various Agent snarls, string/brass glissandi). "Me, me, me." "Me, too…"  1:59: A new "Burly Brawl" motif, layers of short ascending brass scales, surfaces briefly at 1:59 and more often from 2:28 (underneath the rock overlay). 3:02: Neo frees a metal pole from the playground asphalt and uses it as a bo staff (electronic beat pauses as brass accents take over.  String arpeggios and choral Rising Power figures lead back to synthesizer and then electronic beats). 3:57: A knocked down Smith decides he needs: "More..." (a timpani roll signals faster string figures and an increase in tempo). 4:30: Neo spins around the pole sideways to repel dozens of Smiths (swirling winds, increasing bass, tempo, etc...). 4:55: Neo is pinned beneath a mountain of Smiths (variation of Rising Power motif on brass). 5:19: Neo throws them off and decides to fly away, leaving behind a crowd of Smiths, slowly dispersing (brass Fast-forward motifs into Agent snarls). "Now there's more than one of them?" "A lot more."
17	3:46	Council of Cool	0:00: Lock explains the situation to the Zion Council and prepares a defense against the approaching machines (suspense strings and various slow, figures, 7-note "Digger motif" in horns at 1:11).
		Meeting the Merovingian	1:58: Captains Niobe and Soren volunteer to go look for the Nebuchadnezzar (metallic whistling, then noble horns, trumpets) 2:52: Morpheus, Neo and Trinity ride up an elevator and enter a dining floor.  They are escorted in to meet the Merovingian and Persephone (fast Mission motif in winds with subtle reflective brass, suspense strings/brass).
18	2:43	Choice is an Illusion	0:00: The Merovingian describes a cake that has just been served to a beautiful woman who greatly enjoys its effects (soft, Debussian,  sustained/trilling textures, then sinister brass/tremoli strings, gradually becoming lush strings, harp, winds).   2:19: He eventually dismisses Neo and his friends for being ignorant (low textures, hint of Agent snarl)
19	3:55	Sample This	0:00: Persephone intercepts them and offers them a deal, to Trinity's chagrin (0:18: "Trinity Annoyed" motif begins (8-note low tremolo strings figure) punctuated with scraped percussion and some slow muted brass figures). 2:06: Neo agrees, and gives Persephone a meaningful kiss (Trinity Annoyed tempo increases, textures become brighter/more brassy, and then very dark strings). 3:11: Persephone uses a "backdoor" key to lead them to the Chateau (rhythmic string staccato with slow reflective brass motif, then high sustained strings into a regal brass figure ending cadence).
20	1:31	Meet the Keymaker	0:00: After Persephone leads the group into a dungeon-like catacomb, Neo opens the door to the Keymaker's chamber.  They surface with the Keymaker but are intercepted by the Merovingian and his men (suspense strings and slow wind tremoli based on 2-note falling figure, then a brief "the One" fragment, leading to a brass cadence).
		Some Skill	0:46: The Twins depart to pursue the Morpheus, Trinity and the Keymaker.  Neo tells Morpheus that he will handle the Merovingian's men and deflects their bullets (suspense texture, quickly joined by 5/8 Mission motif variation, metallic whistling and reflective brass motifs, ending in swelling brass). "OK, you have some skill."
21	3:27	Chateau (Rob Dougan)	0:00: Neo fights the Merovingian's men with kung fu. Trinity and Morpheus pursue the Keymaker (rock beat with rising strings/brass accent figures and some initial flanged texture effects) 0:51: Neo's blocks a sword blade with his hand, which starts to bleed. - "You see, he's just a man." Neo begins using weapons (pause, then synth bass solo, soon rejoined by rock beats, etc...). 1:52: Air ballet of men with weapons (rock beat briefly pauses to accentuate strings/brass figures). (The cue for the following sequence (the Merovingian curses Neo and escapes through a backdoor) is found at the end of the original version of Chateau (Disc 2, Track 6, from 3:22).
22	2:22	Double Trouble (original version)	0:00: The Keymaker leads Morpheus and Trinity through a backdoor to the city, but the Twins follow (tense string and brass figures, the Twins have a chromatic piano scale/cluster motif whenever they "ghost"). 0:37: Trinity fights a Twin but is overpowered (arpeggiated strings with piledriver downbeats, ending in a low texture and a dissonant brass accent) 1:02: Morpheus frees Trinity and engages the Twins.  They take flight in a car (string arpeggios are developed with mixed meters, joined by piledrivers, ending with a Twins piano figure - unreleased film mix of this sequence contains an overlay track of Paul Oakenfold's "DreadRock") 1:41: Neo attempts to follow, but fails to get through the backdoor in time.  After checking in with Link, he takes to the air (arpeggio figures, sustained strings, then piano tremolo "Operator motif" (at 1:53), eventually ending with another Fast-forward brass motif.).
23	10:15	Mona Lisa Overdrive (Don Davis/Juno Reactor)	0:00: Trinity heads for the freeway with the Twins in pursuit and recklessly firing at them (sinister brass/strings and bass synth, slow, stalking electronic drums, wind ornaments, various atmospheric samples - this segment is actually an introductory cue named "Dante".) 2:19: With Agents joining the chase, the vehicles hit the freeway (fast, driving rock beat begins with new synth textures, more brass/string arpeggios - "Mona Lisa Overdrive" begins). 3:33: A Twin fights Morpheus and Trinity inside their car (fast 4-note scalar motif in strings with brass accents). 4:17: An Agent leaps from car to car to land on Trinity's car, resulting in an air ballet of car wreckage (drums pause, reflective brass and electronic siren texture).  Eventually Trinity shakes off the Agent and Morpheus ejects the Twin (previous texture resumes, then with more development). 5:51: Trinity turns off the freeway onto a bridge overpass.  She and the Keymaker leap off the overpass and land on a truck flatbed carrying motorcycles.  Morpheus dispatches the Twins' car with a sword and automatic fire (brief relaxation of rhythm, then building strings leading to a choral/high pulsing synth motif ("flying bike motif"), followed by a brief chanted choral figure ("Kyrie eleison!") and then more dramatic brass figures). 7:03: With the Keymaker's help, Trinity starts a motorcycle.  They launch off the truck flatbed (bass synth, joined by beats, electronics, strings, leading to choral flying bike motif, followed by resumption of sinister bass synth line). 8:21: With Agents attacking in 18-wheeler trucks, Trinity makes a U-turn INTO traffic, back towards Morpheus (Fast-forward arpeggio, joined by repeating 4-note scalar figure, building brass, bongos, etc...). 9:29: Morpheus jumps off the bridge overpass onto the roof of an 18-wheeler and Trinity passes him the Keymaker (dramatic brass figure, then back to sinister synth bass/beats).

Disc Two

Trk	Dur	Title	Film Action and Themes
1	11:35	Truck vs. Truck	0:00: Morpheus fights an Agent on the roof of the moving 18-wheeler (layers of brass building to Matrix Fighting theme: rhythmic brass accents with swirling strings and piledriver punctuation). 1:26: Morpheus is knocked down, but picks up a sword and rallies (falling brass figure, then variation of Rising Power motif). 2:17: Morpheus is knocked off the back of the truck, but is caught by Niobe, who has been following the truck.  On the truck rooftop, the Agent threatens the Keymaker with deletion (reflective brass, then suspense strings and percussion).  2:50: Morpheus leaps from Niobe's car and kicks the Agent off the truck (reflective brass, fanfare).  3:05: The Agents decide to crash another truck head-on into the one Morpheus is on (Matrix "Playback" motif: slow, metallic percussive beats, rising brass) "Neo if you're out there, I could use some help." 3:46: Neo flies in and saves Morpheus and the Keymaker from the exploding trucks (3:59) (Rising power brass, reflective brass over swirling strings, Fast-forward motif).
		The Plan	4:22: Lock prepares to launch an ambush on the machines' drilling operation with several of his ships (suspense winds/strings, slow muted brass, metallic whistling) 4:49: The machines' digging operation is seen (Digger motif on brass, choir and timpani, followed by atonal piano clusters/strings, etc...). 5:15: In a meeting at Morpheus' apartment, the Keymaker describes the building where the door to the Source is located.  Neo has precognitive images of the building exploding (slow double bass figure with echoing wind ornaments, followed by a brief choral swell and a low figure). 5:59: The Keymaker explains that bombs are rigged to explode if the entrance is opened, but they may be disabled if the power supply (from two separate plants) is disabled.  Morpheus claims that providence is at work considering they have enough teams for the plan.  This sequence is intercut with several flash-forward scenes of the plan being carried out (string and piano patterns somewhat reminiscent of "Switch's Brew", variations of the Mission motif, "Operator motif" on vibr./marimba (6:53), brass swell). 7:18: In one intercut, Neo has a somber moment with Trinity (low suspense strings/pulses with harp arpeggio).
		Final Flight of the Vigilant	8:30: In another intercut, the Vigilant is detected by Sentinels (variations of Matrix ostinato on strings, intercut by Morpheus theme material on wordless choir/horn, as well as tense brass swells, pulsing, etc). 9:26: Neo asks Trinity not to enter the Matrix (slow Trinity Love theme in celli over string ostinato) 9:59: Back at the apartment, Niobe wonders about the prophecy (descending harp arpeggio, Morpheus figure on noble muted brass). "I can't help thinking, Morpheus.  What if you're wrong?"  "Then tomorrow we may all be dead.  But how would that be different from any other day?" 10:20: In more flash-forwards, Niobe's team takes out guards at her power plant and successfully destroys it (Fast-forward fanfare, brass tremolo accents).  The other team fails however, when Sentinels launch a bomb and destroy the Vigilant, killing Soren's crew before they can take out their own power plant (sinister brass clusters based on Sentinel motif, etc...) "What if the prophecy is true?  Isn't that worth dying for?"
2	6:09	Kill the Keymaker	0:00: Link and Trinity detect that something is wrong with Soren's team (tolling bells over tense textures, leading to various suspense figures in different tempi). 1:06: Neo, Morpheus and the Keymaker enter a programmer corridor.  Trinity decides to enter the Matrix to pick up the pieces (choral Corridor motif, then a version of the Load up motif). 1:34: Smith appears in the programmer corridor (low strings).  In the Matrix, Trinity drives a motorcycle off of a roof onto the power plant guard station (rapid strings/rising brass into "Dodge This"/Fast-forward brass motifs). 2:11: Smith confronts Neo (low, pulsing string textures, suspended brass) "You look surprised to see me again, Mr. Anderson...Still using all the muscles except the one that matters..."  2:45: More Smiths appear (Burly Brawl brass motif) and a fight ensues, intercut with (concurrent)
		Doddering Old Fool	2:54: Trinity infiltrates and hacks the 2nd power plant (...Load up rhythm motif, Burly Brawl brass, Matrix "pullback motif", altered Mission motif (hacking sequence), etc...) 3:47: Trinity begins shutting down the power to the bomb circuit, as the Keymaker prepares to open the rigged door to the floor where the Source entrance is located (fast, rising Mission string scales, brass figures) 4:11: The Keymaker opens the door and Neo and Morpheus escape from the Smiths, but the Keymaker is shot (Fast-forward rising motif, brass tremoli with Burly Brawl lines, low strings). 4:38: With his dying breath, the Keymaker gives Neo his final key to the Source entrance (sad muted brass/strings melody).  5:07: Neo opens the final door, and enters a room filled with TV screens, surrounding the Architect (rising textures leading to an altered fragment of the One motif (chorus joins), ending with flanged electronic drones and soft synth pads).
3	13:38	The Problem is Choice	0:00: As Neo is enlightened by the Architect, Trinity encounters an Agent at the power plant (brief harp figure over held strings leads to sinister Sentinel-like brass figures, piledrivers and tremoli) .
		Window Switch	0:41: (intercut with Trinity fighting the Agent) The Architect tells Neo that Zion is about to be destroyed unless he reinserts himself into the Source and restarts the cycle of the One (low textures, metallic whistling, wind drones, intercut with brass fanfares/piledrivers, etc). 2:05: The Architect shows images of the humanity he would save if he followed their wishes, versus rejecting the machines' plan and just saving Trinity (plaintive brass/strings, slow brass figures hinting at Trinity, suspense pulses, rising high strings, metallic whistling). 3:42: Neo chooses the door which will lead to Trinity's salvation (the One theme in winds/brass). 4:00: At the plant, Trinity flees from Agents and jumps out through a glass window, followed by an Agent (action strings using Mission material, brass tremoli, reflective brass).
		Neo Miraculous	4:45: Neo blasts out of the exploding Source building (intercut with above), and dashes to Trinity's rescue at top speed (versions of Escape fanfare, reflective brass). "What was that?"  "Whatever it is, it's moving faster than anything I've ever seen." 5:35: Trinity is hit by a bullet, but Neo catches her before she hits the ground, and flies her to a rooftop (sweeping brass, Escape fanfare elements, leading to Trinity Love theme, with chorus). 6:16: Trinity apologizes.  Neo removes the bullet, but Trinity apparently dies from her wounds (Trinity Love fragments on strings, then string tremoli with dramatic brass figures, and finally the full theme on sad celli/solo horn) 7:30: Neo manages to revive her with his powers (arpeggiated strings/winds and tremolo brass lead to choral "the One" motif, transitioning into sweeping horns/choral Trinity Love theme).
		No More Nebuchadnezzer	8:19: With everyone back at the Nebuchadnezzar, Neo explains to Morpheus what the Architect revealed to him (tense/sad textures). "The prophecy was a lie.  The One was never meant to end anything.  It was all another system of control." 9:34: Sentinels detect the Neb and launch a bomb at it.  The crew evacuate the ship and it is destroyed (slashing strings and rising brass layers, fast Mission motif, reflective brass, Sentinel motif, quiet strings, then sad brass). "I have dreamed a dream...but now that dream has gone from me." 10:40: Sentinels approach and the crew flee, but Neo pauses: (rising-falling brass arpeggios, hammered piano, rising brass motifs, sudden high suspense) "Something's different...I can feel them".  11:07: Neo faces the Sentinels.  He somehow stops them in their tracks, and then passes out (variations of the One motif intercut with Sentinel brass). 11:54: Captain Roland's ship, the Hammer, arrives and picks them up (full brass fanfares into low strings).
		Conclusion Confusion	12:12: The crew of the Neb find out about the failure of Lock's ambush on the machines' drilling operation.  Only one survivor was rescued: Bane (low strings/brass, then a low gong leads to tremolo strings and a sinister brass/timpani cadence)
4	6:05	Niaiserie (Kerry Walsh)	Brazilian/French jazz source music used during the meeting with the Merovingian
5	5:54	Burly Brawl/ Multiple Replication (original version before Juno Reactor)	0:00: "Burly Brawl": Multiple Smiths attack Neo.  Various bullet-time interludes (Burly-brawl motif: layers of rising brass and brass tremoli (based mainly on Fast-forward motif), sometimes joined by strings/percussion, and punctuated by reflective brass moments and piledrivers) 1:26: In an intercut, a bystander becomes an agent, but is in turn infected by Smith (same as film ver: swirling strings and brass accents, various Agent snarls, string/brass glissandi, then back to Burly-brawl motif ("Multiple Replication")).  3:03: Neo frees  a pole from the asphalt and uses it as a weapon (brass accents and swirling strings, elements from the One theme). 3:57: Smith "More..." (Agent snarl, followed by resumption of Burly Brawl brass layers motif) 4:31: Neo spins around the pole sideways to repel dozens of Smiths (increasing density and piledrivers) 4:55: Neo is pinned beneath a mountain of Smiths (variation of Rising Power motif on brass). 5:23: After throwing them off, Neo decides to fly away, leaving a crowd of Smiths milling around (brass Fast-forward motif into Agent snarls).
6	3:50	Chateau Swashbuckling (temporary version of Chateau)	0:00: Neo fights the Merovingian's men with kung fu. Trinity and Morpheus pursue the Keymaker (string and wind-driven with swashbuckling horn figures). 0:51: Neo's blocks a sword blade with his hand, which starts to bleed. - "You see, he's just a man." Neo begins using weapons. (brief high strings, reflective brass begins intercutting the swashbuckling strings/horns) 1:52: Air ballet of men with weapons (additional percussion leads to reflective brass, swashbuckling continues with stronger brass figures, ending in brass tremolo cadence). 3:22: After Neo kills the last of the henchmen, the Merovingian curses him and escapes through a backdoor.  Neo pursues but is too late. (low strings, building arpeggios and tremoli, sudden silence)
7	4:21	The Plan (with synth)	0:00: Lock prepares to launch an ambush on the machines' drilling operation with several of his ships (suspense winds/strings, slow muted brass, metallic whistling). 0:29: The machines' digging operation is seen (sinister figures supported by brass and atonal piano clusters/strings, etc...). 0:55: The Keymaker describes the building where the door to the Source is located.  Neo has precognitive images of the building exploding  (slow double bass figure with echoing wind ornaments, choral interlude, low strings). 1:39: The Keymaker explains that bombs may be disabled by knocking out the electricity by destroying two separate power plants.  Morpheus claims that providence is at work.  This sequence is intercut with several flash-forward scenes of the plan being carried out  (string and piano patterns based on "Switch's Brew", developed 5/8 Mission variation motif, piano arpeggio motif). 2:58: In one scene intercut, Neo has a serious moment with Trinity (he soon asks her not to enter the Matrix) (low suspense strings with harp arpeggio, then followed by duple variation of Mission motif).
8	6:01	Niaiserie (instrumental)	Jazzy source music
9	17:38	Matrix Reloaded Suite	0:00: Free Flight (original version, from 1:24) 2:20: The Lascivious Lift 3:23: Sample This (from 1:15) 5:16: First, I Must Apologize 5:53: Morpheus on the Mount 6:39: Doddering Old Fool 8:34: Final Flight of the Vigilant 11:19: The Industrial Highway 12:27: Window Switch (2nd half, Neo flies to save Trinity) 13:58: Neo Miraculous 16:00: Link and Zee (2nd half, Hamann prayer)
		Calm Like A Bomb	Performed by Rage Against the Machine: End credit song 1, beginning 1:18 edited out (full version on song soundtrack)
		Reload	Performed by Rob Zombie, End credit song 2 (on song soundtrack)
		Sleeping Awake	Performed by P.O.D., End credit song 3 (on song soundtrack)
		Session	Performed by Linkin Park, End credit song 4 (on song soundtrack)
		When the World Ends (Paul Oakenfold remix)	Performed by Dave Matthews Band, End credit song 5 (on song soundtrack)
		Matrix Revolutions Trailer	Not sure, probably library tracks and not Don Davis

Links
Don Davis Page
Music From the Movies Interview with Don Davis
Soundtrack.net Interview with Davis 
Red Pill 2000 Interview
Filmtracks Review and Analysis
MOVIE MUSIC UK Review
Limited Edition at Lala Land Records (includes excellent liner notes by Tim Greiving)