Ep. 45 – Jordan Peele’s NOPE (2022) + Mr. Bungle’s “Holy Filament” (1999)

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In this episode, Carl King examines Jordan Peele’s NOPE (2022) and Mr. Bungle’s “The Holy Filament” (1999)

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I’m Carl King, and this is The Carl King Podcast, where EVERY WEEK, we learn about music, filmmaking, and the other creative arts. To support this podcast, head over to Patreon.com/carlking, and join for just $1 or $5 per month. Or send a tip through PayPal or Venmo to username CarlKingdom. Special thank you to my Illusionist $51 level patrons, both Hank Howard III and Chod-weh-bee.

Quick shout-out to my music endorsements: Vienna Symphonic Library, Fractal Audio, Ernie Ball Strings, Toontrack, and Millennia Media.

Now let’s get this episode Beginned! 

Episode 45!


Three quick Carl King The Human Updates, and then we will get officially Beginned. 1 – First of all, I caught a pretty bad virus the day I recorded my last episode. I spent about 10 days in bed, and that is why there was no show last week. 

2 – Second, I have been refocusing my focus to Music. My Goal for 2023 is to improve my knowledge of the guitar fretboard. As a person who plays guitar, it has always been easier for me to play “by ear” or even “by shapes.” 

And although I have a lot of theory knowledge, and can read and write music, those two worlds are difficult to merge in my mind. I can write the music I want to write, and physically play the music I want to play. 

But I don’t like the feeling of being LOST, or not knowing what note names I’m playing. I want to know them INSTANTLY without having to think about it. 

So at night when I go to sleep, I close my eyes and imagine the guitar fretboard. I pick various groupings of strings and frets and run through the note names. Sometimes at random. I might focus on just one string, moving up and down in pitch, or just one fret and move across all the strings. 

I might also move diagonally across the frets or use different fingering positions. The cool thing is, this visualization can be done anywhere, without even having a guitar in your hands. 

3 – And third, I’d like to share two Tweets from Dr. Andrew Huberman, the Host of The Huberman Lab podcast. I no longer have a Twitter account, but I had to go to his profile and find these in order to share them here. I think they’re appropriate for starting a New Year. 

“I’ve never observed anyone, regardless of field, achieve lasting prominence while voicing rancor or focusing much on the failings of others. Create and share, support others and enjoy. Givers and creators always prevail.”

“If you’re focusing on how someone else is failing, what’s wrong with X Y, or Z, you’re wasting valuable neural real estate, building less, creating less, and slipping backwards. That’s the slow lane. We all have limited forebrain resources. Use them wisely.”

And now, let’s use those forbrain resources wisely. With this week’s Analytical Filmmaking Analysis. 


This week, for our Analytical Filmmaking Analysis, we have NOPE from 2022. Directed and Screenwrited by Jordan Peele. I rank this as my #6 film of 2022, even though I actually watched it in 2023. 

Let’s start with the Visual Storytelling. This film has lots of “no dialogue” scenes. And that’s convenient because the main character, OJ, played by Daniel Kaluuya, doesn’t talk much. But he is joined by and contrasted with two people who talk non-stop. 

In my opinion, Daniel Kaluuya’s best scenes are when he is staring off into the distance, seemingly doing nothing. But he is Focusing. Thinking. And he’s good at that. 

One of the earliest scenes, 6 minutes in, when he’s in the ER with his father, we have another example of no talking. No doctor came in to explain to the audience. No spoken exposition. We just see the X-ray, the closeups, the nickel. For a full minute, the information we need is communicated entirely visually. 

Regarding the music, I was so immersed in this film that I rarely noticed the score. But there was one scene that jumped out at me: and this was when when objects fell from the sky outside the house. Composer Michael Abels used aggressive staccato stabs in the low strings, a sound I enjoy. You can hear that in the cue called Blood Rain. 

Let’s look at the Timing and Structure. Aside from the teaser, it isn’t until about 26 minutes in that we get the first indication that something is UP. Their horse, named Ghost, is outside in the middle of the night. How did it get out there? Was it left out? We don’t know yet. So up until then, we’re getting invested in the people, as if this is a straight-up drama about life. 

So we have gone 26 minutes, watching a human story that has pretty much nothing to do with the fantasy action plot that will unfold. And at that point, it starts to become Close Encounters-like. 

My only other strong observation about the structure of this film, is that in Act Three it becomes Plot-driven. Rather than mystery and character driven. The team is in place, the plan comes together. Turns into a sort of football game, or kill the monster. I personally lose a lot of interest once there IS a strong plot. But that’s only my subjective opinion. 

About the screenwriting and editing. I’m not sure what this is called: maybe a sort of macrocosm and microcosm? But the story of Gordy the chimp MIRRORS the bigger story. It’s a symbolic “show within a show.” 

I wonder how much the Gordy scenes were SCRIPTED in this EXACT way, vs. found in the edit. And that’s a question I would ask Jordan Peele. And he would probably answer, “get out of my back yard.” 

There was a solid scene button, I think at the end of Act Two. The three of them are staring out of the door, looking at the cloud. OJ says: “What if it’s not a ship?” It’s a strong choice to end a scene or act with a QUESTION. And that question helps to tell us what we need to know, without telling us.

Regarding the cinematography. There’s one scene that caught my attention. It’s when OJ is running away from the flying saucer. The camera is pointed up at him with the sky behind him. And because of that, there’s no parallax. Meaning, the background, which is the sky, is too far away — so there’s little motion. 

You can’t tell he’s moving. It’s as if he’s running on a treadmill. So, they could have added some sort of particles or atmospheric layer closer above him to indicate he’s moving. Then again, it also creates the uncomfortable effect that although he’s running, he’s getting nowhere. Maybe as if there’s nowhere to hide. 

Regarding the THEME of this film. I was thinking about what kind of monster or predator only eats you if you LOOK at it. And I think the answer is SOCIAL MEDIA. Maybe it can only suck you in and hurt you if you KEEP LOOKING AT IT.

And here’s a minor technical detail. There’s a scene where the praying mantis hangs down in front of the security camera. But the problem is, cameras like that can’t focus that close, right against the lens. That’s a super close macro shot.

And one last puzzling detail. Why did that TMZ motorcyclist have the chrome helmet with a single eye hole? We don’t know yet, but hopefully, if there’s a sequel, it will be all about him. 

I gave this film 5/5 stars on Letterboxd. It fell JUST SHORT of getting a little Heart. Because I might be reserving the little heart for films with a heavy dose of surrealism. That said, I DID feel actual FEAR during that scene in the barn where the little green men show up. But there’s no ACTUAL FEAR button to click on Letterboxd to indicate that. 


This week’s Analytical Musical Analysis of the Week is… Mr. Bungle’s “The Holy Filament” from their 1999 album California. This one was requested by Kyle Macleod, my loyal Patreon subscriber. 

Oh, boy. Folks. FOOOLKS. I am WAY out of my league here. I have basically zero experience listening to, playing, or writing this sort of jazz. It’s just never been my thing. I don’t know the albums, the artists, or the history, and my auditory system isn’t able to process it. Chords with more than 3 notes… and I’m lost. 

Honestly, to me, jazz chords sound like a warm fart in the shower. So after my initial analysis, I sent it off to Dale Turner for his help, and you will hear his input throughout. 

I also emailed Trevor Dunn himself, who wrote this song. But he notoriously doesn’t listen to his old material much less remember it. He did tell me he thinks he wrote this song on guitar, which I find kind of baffling. And that if I follow up with him in a couple of months, he’ll have access to his original notes, and would try to explain the chords to me at that time. 

In the meantime, I did my best to transcribe this jazz chord nightmare from the original album. So if there’s something that theoretically makes zero sense, or is straight-up NOT the correct notes from the song, it’s probably my fault. And by the way, I’m only going to cover what I consider The VERSE in this episode, because that’s plenty. With that in mind, here we go. 

Regarding the KEY of this song. I would say this VERSE is roughly centered around Bb major, which is a good choice of key. It begins with a Bb major chord, works its way through some mysterious jazzy stuff, and it ends with what could be a Bb-major-ISH chord. 

Regarding the tempo… even though The Holy Filament doesn’t seem to have been recorded to a click, there are two obvious choices of tempo for this song. Either 60 or 120 bpm. And I decided on 120. Because at 60, those piano arpeggios would be written as 16th notes, and that just seemed outrageous. Let’s start working through these jazzy chords. 

What I’ll call The Verse begins at measure 7 with a Bb major piano arpeggio. And the bass is playing Bb, the root of the chord. But don’t get used to that! We get 4 measures of a Bb arpeggio, and the vocals come in with a pickup note before Measure 11. 

Now let’s talk about what the vocals are doing here. I think there are multiple layers of vocals happening. For the purposes of my analysis, I’m only going to highlight what I consider the main melody note. You are welcome to dig deeper into the vocal overdubs as extra credit. 

So we have Mike Patton hitting the note F, which is the 5th of that Bb major chord. And then he goes to C, which is up a perfect 5th interval. And that C is not in the Bb major triad. Remember, the notes of Bb major chord are Bb – D – F. Which means C is the 9th. That’s right, Mike Patton is singing a 9th scale degree. Which is not an unusual scale degree for him to sing. That guy is BIG on singing non-chord tones. 

And then that melody walks down from C, to B – Bb – and A. Those would be scale degree 2, b2, 1, and M7. Which is a dissonant chromatic thing to do. Notice that only one of those notes is in the Bb major chord. That would be the Bb note itself.  

That said, the chord underneath is pretty consonant. 

Patton lands on an Ab over this chord, which is a Db7#9. Also known as a Hendrix chord. The notes of that chord played here are: Db on the bass, then F – Cb – E – F on the piano. Those scale degrees would be:

Db – F – (Cb) – E
1    – 3 – b7   – #9

Now I want to point something out here. This melody AND chord change is very similar to the Star Trek Original Theme. It’s in the same key, and it uses some of the same notes and root movement. And it’s a fitting coincidence for a song that is about the divinity of technology.

Over that Db7#9, Mike Patton sings the notes Ab to Gb, the scale degrees 5 and 4. Or 5 and 11. As you can hear, that Db7#9 is a TENSE chord. Many clashing notes. So Chord #1 was Consonant, and now we have DISSONANT. 

In Measure 15, the melody lands on an F note. And this next chord is a Bb / Eb. Or Bb SLASH Eb. That’s a Bb major chord in the piano and an Eb note in the bass. With the notes:

Bb – D – F
1   – 3  – 5

And an Eb in the bass, way down below it. 

Now what the heck is going on there? Because Eb is not a note in a Bb major chord. That Eb is a fifth down from the root of Bb, which creates this big open sound. Eb is the 4th, or 11th of Bb. We’ll see several examples of this, which I assumed was Trevor dropping the bass note down a fifth, playing the 11th of the chord. 

HOWEVER: Dale Turner explains that this IMPLIES the sound of, and functions as, an EbMaj9(no 3rd). So, in that implied chord, we would call the Eb the root, and analyze the rest of the notes in relation to that Eb. 

Those notes would be:

Eb – (G) – Bb – D – F

And the scale degrees are:

1   –   (3)  –  5  – 7  – 9

Notice it is missing the 3rd, or the G. 

About this stuff, Dale Turner says, quote: “slash chords, such as these, are a standard jazz fusion or ‘smooth jazz’ deal using either incomplete extended chords (with no third), or (in other similar instances, Eb/F=F9sus4, Gb/Ab = Ab9sus4) incomplete extended chords containing suspensions.”And I can slowly do the math to follow that, but it takes me all afternoon.

So, for my own simple understanding, I’m going to call this type of chord “Trevor Trick #1.” And that is dropping down a fifth from the root of the chord, and playing an 11th in the bass. I’ll point out each time Trevor uses his fancy Trevor Trick #1. By the way, that is not to suggest Trevor actually THOUGHT that way when he was composing it. It’s just something I notice. 

By the way, the very first chord of Van Halen’s JUMP is this same type of chord. It’s a major chord with a bass note a fifth interval down. In that song, it would be a G over C. Like this. That’s a G major chord in the right hand, and a C note in the left. 

Moving on to Measure 18, over that same Bb / Eb, Patton sings the notes C – F – Ab – C. Which are the notes of an F minor triad. 

So now between the piano and voice, we have:

Bb – D – F – Ab – C
1 –    3 –  5 –  b7   – 9

And that creates a further extended chord between the piano and voice, a FIVE NOTE chord, which is a Bb9. And that’s acceptable. Now notice that The Bb/Eb or Bb9/Eb is a CONSONANT chord. So now as far as chords, we’ve had Consonant, Dissonant, and Consonant again. 

At measure 19, we get a distinct chord that fans of Bernard Hermann will recognize. The vocals land on a B note, over the piano and bass playing the notes C – Eb – G – B. That’s right, it’s a Cm(Maj)7. You might also remember that type of chord from the Mr. Bungle song Travolta. 

Also this Cm(Maj)7 is in ROOT POSITION, meaning the C, a non-dissonant note, is being played by the bass. Notice that several of the other chords so far have been Slash Chords or Inversions, where a tension note was in the bass, creating an unresolved sound. Well, a Cm(Maj)7 is a tense enough chord as it is. No need to put a tense note in the bass here. 

Over that same chord, in measure 20, we get another Patton arpeggio with the notes G-C-Eb-G. Those all still fit over the chord, which is that Cm(Maj)7.

So now we have — Consonant, Dissonant, Consonant, and Dissonant. Back and forth. Tension and resolution. What will come next?

In Measure 21, the vocals land on the note F#. And along with the piano, that is a a Bm9 chord. With the notes:

B – D – F# – A – C#
1  – b3 – 5  – b7 – 9 

And look, we have an E in bass, which is yet again, a 5th down from the root of Bm9. Playing an 11th. That’s Trevor Trick #1 again. 

According to Dale Turner, this would imply or function as an E13sus4:

E – A – B – D – F# – C#
1 – 4 – 5 – b7 – 9   – 13

This is a somewhat dark chord, coming from that previous chord. But by itself, it’s a pretty consonant chord. If you heard it somewhere else, I think you’d just consider it a nice jazzy Mr. Rogers chord. So in my opinion, this does follow the pattern of Consonant, Dissonant, Consonant, Dissonant, Consonant. So what do we have next?

At measure 23, Patton sings a G note. 

The piano plays the notes C# D# G and the bass plays A. So altogether that makes for an A7#11. With the notes:

A – C# – D# – G
1  – 3   – #11  – b7

And that one is in root position, and missing the 5th, which would have been E. So there’s another 11 used in this chord, it’s just NOT in the bass this time, which WOULD have been Trevor Trick #1. 

The measure right after that, Measure 24, the vocals descend chromatically over that same chord, which is always a dissonant sound. The notes are:

G – F# – F – E
b7 – 6 – b6 – 5

I’d say that’s a pretty tense chord. Notice It actually has TWO tritones in it. Between the A and D#, and between the C# and G. 

So far, it has followed that same pattern of tension and release, back and forth, every other chord. 

But at measure 25 we get another VERY dissonant chord. 

The piano and vocals play a D#m7b5, also known as a D# Half-Diminished 7th chord. 

D# – F# – A – C#
1    – b3 – b5 – b7

For reference – Here’s a D# FULLY-Diminished. 

That would require dropping that C#, the b7, down to C, and making it a bb7. So you’d have the notes:

D# – F# – A – C
1    –  b3 – b5  – bb7

But we’re not using that, we’re using a D# HALF-Diminished. Big deal, right?

The point is, it’s a very DISSONANT sound. Dale Turner says that since there’s an A on the bottom of this chord, it would Imply or Function as an A13#11. With these notes:

A – C# – D# – F#
1  – 3 – #11 – 13

Dale adds that quote “These notes imply A13#11 specifically because the chord in the previous bar had an A in the bass. That chord was A7#11… so nothing’s yanked our ears away from that tonal flavor. And Patton sings the ‘b7’ / Flat Seven right out of the gate, in bar 23, a note which never really gets undone.”

At the end of Measure 26, Patton sings as C#, which is also in that chord. Leading down to the C in the next measure. 

So we have two dissonant chords in a row, which, if you look closer is really just an extension of the same chord. From A7#11 to A13#11.  

But Before we move on, there’s a nutty detail here I want to point out at the end of Measure 26 and the beginning of Measure 27. On the word MA-CHINES, Mike Patton sings the notes C# to C Natural. And the Bass is playing the notes G to Gb. So that means those outer voices are moving in a parallel TRITONE.

Now, for Measure 27, we have a GbMaj7#11. 

Notes in the piano are:

Bb – Db – F which would be a Bb MINOR chord by itself. 

However, Trevor is playing… a Gb in the bass. Which transforms the overall chord into a GbMaj7:

Gb – Bb – Db – F
1    – 3    –  5  – M7

And that C that Mike Patton is singing way up top, becomes the #11. Which is a magical, Lydian sort of #4 thing. Note that Patton is singing that very tense note, which is a TRITONE above the bass. And that is a difficult interval to sing. 

Now there are some vocal overdubs added at this point, and in measure 28, I can hear Mike Patton jumping up to a Bb, which is the 3rd of the chord. 

At measure 29, Mike Patton lands on an A. 

And with an F in the bass, and the other notes in the piano, we have an F9. 

F – A – C – Eb – G
1 – 3 – 5  – b7  – 9

And that’s a relatively consonant chord, with that nice major 3rd on top. 

Then in Measure 31, the piano and vocals create an Eb minor chord. With the notes:

Eb – Gb – Bb
1   –  3   –  5

And we have that Trevor Trick #1, where he throws in an Ab in the bass. Once again, a fifth interval down from the root. Making this an Eb minor /Ab. That Ab being the 11th again. 

But according to the Dale Turner, these notes would Imply and function as: Ab9 (No Third). 

Ab – Eb – Gb – Bb
1    – 5   – b7  – 9

And in Measure 33, in our final chord of the section, the vocals land on an F. The piano is playing the notes: 

F – A – C – E
1 – 3  – 5 – M7

And I might be going against the rules, but I like to call out which 7 it is, even if saying Major 7 is redundant. But those notes create a consonant, pretty, FMaj7 chord. 

And we have TREVOR TRICK #1 YET AGAIN. Where he plays a Bb in the bass, a fifth interval down from F, which would be the 11th. A nice, open interval. Making it a FMaj7/Bb. 

According to Dale Turner, this would Imply or Function as: Bbmaj9#11 (No Third)

With the notes:

Bb – F – A – C – E
1   – 5 – M7 – 9 – #11

One last thing I want to mention here, there are some unusual vocal harmonies happening in these last few measures. Trevor told me himself that Patton added those and they never bothered to figure out what they were, theory wise. So that final note MIGHT not only be an F. It sounds crunchy to me, as if Patton is singing both an E and an F with overdubs. Or possibly some other interval. And you are welcome to figure that out for yourself. 

Now following this whole VERSE section, there’s the creepy instrumental INTERLUDE, which is VERY dissonant. And it was introduced BRIEFLY at the very beginning of the song. But hey. This is as far as I’m going. Maybe someday I’ll cover it in a Part 2.

Now, let’s sum up this VERSE. What did we learn?

1 – Trevor is often playing a bass note that is a FIFTH INTERVAL down from the root, which would be an 11th. And that opens up the chord and creates a floating tonality. I referred to this as Trevor Trick #1. 

2 – Overall, this is Trevor Dunn serving up spacey, smooth jazz to metal kids. And actually, that is Trevor Trick #2. You could probably go back to the 70s and play this on a piano in a Holiday Inn and no one would know the difference. I bet you didn’t know you like smooth jazz. 

3 – From chord to chord, there is an alternating pattern of tension and release. A pretty chord followed by an ugly chord, followed by a pretty chord, and on and on. And it MOSTLY adheres to that. 

Thanks again to Dale Turner for his theoretical help and BIG EARS. Please Check out his site: IntimateAudio.com. 

And thank you to Kyle Macleod, my Patreon subscriber who requested this song. 

And someone, please remind me to never analyze jazz music again. 


OK, that’s the end of this Episode of the Carl King Podcast. Remember to subscribe on Spotify, Apple, or anywhere else you listen to these dang podcasts. And support the creation of more episodes by joining my Patreon for $1 or $5 a month. That’s Patreon Dot Com Slash Carl King. 

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