When She Loved Me

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"When She Loved Me"
Song by Sarah McLachlan
from the album Toy Story 2: An Original Walt Disney Records Soundtrack
ReleasedNovember 24, 1999
Recorded1999
StudioThe Warehouse Studio (Vancouver, British Columbia)
GenrePop
Length3:05
LabelWalt Disney
Songwriter(s)Randy Newman
Producer(s)
  • Newman
  • McLachlan

"When She Loved Me" is a song written by American musician Randy Newman and recorded by Canadian singer Sarah McLachlan for Pixar's animated film Toy Story 2 (1999). The song is sung by the character Jessie, a toy cowgirl, as she reveals her backstory by reflecting upon her defunct relationship with her original owner, by whom she was outgrown. Heard in the film during a flashback sequence, the filmmakers decided to incorporate a song into the montage during which Jessie details her backstory to Woody after multiple attempts to show the character relaying her experience verbally proved unsuccessful.

Newman initially felt that the song was inappropriate, doubting that young children would be interested in it; he changed his mind after

platonic friend, "When She Loved Me" has also been interpreted as a love song, while some music journalists consider the track to be a metaphor
for children inevitably growing up and becoming independent from their parents.

"When She Loved Me" has garnered critical acclaim from film and music critics, who found the song to be both moving and heartbreaking, praising Newman's songwriting and McLachlan's vocal performance. "When She Loved Me" won a

Grammy Award for Best Song Written for a Motion Picture, Television or Other Visual Media. The song was nominated for Golden Globe and Academy Awards for Best Original Song. "When She Loved Me" has since earned a reputation as one of the saddest sequences in both Pixar and Disney films, as well as one of the saddest film songs ever written. The song has been covered by several artists, including Steve Tyrell, Bridgit Mendler and the musical group Steps
.

Writing and recording

Middle-aged woman with medium-length brown hair wearing a low-cut evening dress while singing into a microphone with her eyes closed.
Canadian singer-songwriter Sarah McLachlan was recruited to record "When She Loved Me" for Toy Story 2 after the filmmakers decided that the song was most suitable for a female voice.

Beginning with Toy Story (1995), director John Lasseter had long decided that Pixar films would not be musicals in which characters spontaneously perform songs, but agreed that musician Randy Newman should write original songs for certain moments during the story, most of which he would sing himself, but in the case of this film, the character Jessie herself would sing this particular song.[1] Originally, the filmmakers had considered having Jessie, a toy cowgirl,[2] simply explain her backstory verbally; this concept was re-visited several times until the idea of re-working her thoughts into a song called "When She Loved Me" was suggested.[1] Lasseter identified the addition of the song as the film's most significant production change.[3] Newman, however, doubted that "When She Loved Me" would work, initially thinking that the filmmakers were mistaken by incorporating it into the film,[4] due to the song essentially being about the difference between feeling loved and unloved.[5] The songwriter called the ballad a risk due to the studio's history of fearing slowing down films too much and losing the audience's interest in the process.[5] Newman continued to doubt that children would be able to sit through the song until he observed their behavior during an initial screening.[4] He was ultimately surprised to find that even the youngest children in the audience remained attentive during the song despite its slow tempo and mature, emotional themes.[5] Newman joked that the song was not "the first time [Pixar] knew better than I did",[4] explaining, "I wrote something that must have worked or the kids would have been running up the aisle."[5] Lasseter admitted that he is most proud of the way in which "When She Loved Me" was used in the film.[1]

Alongside "Woody's Roundup", "When She Loved Me" was one of two new songs Newman wrote for the film.[6] Originally entitled "Jessie's Song", Newman's demo is shorter with slightly different lyrics from the final version.[7] He considers "When She Loved Me" to be among his favorite film compositions,[4] and found the assignment easier than writing music for studio albums because the filmmakers were "clear what they want to have said", as opposed to "pulling something out of the air".[8] Pixar explained that his assignment was to write a song "about [Jessie's] life and her disappointment with her relationship with her owner, and they grew up", with the songwriter only knowing the length required for the song and that it was intended for a female voice.[9] Although Newman maintains that the song is almost exclusively about the relationship between a doll and her estranged owner, he admitted that "inevitably some of my own experience seeps in there".[10] Unlike the songs he had written for Toy Story, Newman does not sing "When She Loved Me" himself; the filmmakers insisted that the ballad be performed by a female singer, a decision by which the songwriter was not offended,[11] and since Jessie’s speaking voice, Joan Cusack, was unable to sing for herself, Newman recruited Canadian singer-songwriter Sarah McLachlan,[12] of whom Lasseter had been "a tremendous fan", to perform as Jessie’s off-screen singing voice.[9] Newman compared writing for a singing voice like McLachlan's as opposed to himself to "writing for a different instrument", explaining, "I have a blues-oriented voice ... She has a different kind of contralto, or whatever the hell she has. Soprano. It's a voice that can hold notes, so I can write with that in mind."[9]

Still a relatively new artist at the time,[13] McLachlan claims that, when she was first sent the song, her management warned her that she might not like it.[14] However, she ultimately began crying almost immediately upon hearing "When She Loved Me" for the first time, describing herself as "a sucker" for sad, melancholy songs.[11] Newman's performance on the demo reminded McLachlan of "Bein' Green", a song originally performed by American puppeteer Jim Henson as the Muppet Kermit the Frog.[15] Despite not knowing how children would react to the song, McLachlan felt confident that mothers would be incredibly moved by it.[11] McLachlan found the process of recording a song for an animated film to be different than what she had grown accustomed to as a recording artist owing to the number of people involved in the project recording with Newman.[11] Newman and McLachlan recorded approximately 17 takes of the song before finally deciding upon a few with which they were satisfied.[11] Newman and McLachlan produced the song together,[16] with Newman arranging and orchestrating.[17] Both Newman's piano accompaniment and McLachlan's vocals were recorded by producer Greg Reely at The Warehouse Studio in Vancouver, British Columbia.[17]

Actors

Sheriff Woody Pride and Buzz Lightyear, respectively, were moved to tears upon watching "When She Loved Me" for the first time, as Hanks explained, "we ... were looking at each other going, 'That's some powerful stuff' - to be reduced to that and to a level of emotion like that on a cartoon about talking toys and their adventures, it's profound".[18]

Context and use in Toy Story 2

Serving as a "haunting soundtrack to Jesse's[sic] tale of abandonment",

lighting effects and filters were used throughout the sequence to complement its mood,[27] including sun-kissed lighting.[28]

Earlier in the film, Woody is stolen from a

Sky TV described the scene as "Jessie's wistful trip down Memory Lane".[45] The song also develops Jessie and Woody's relationship; Jessie finds the courage to tell Woody her story,[33] explaining her apprehension towards the idea of having an owner,[46] while Woody becomes a compassionate listener by learning about how she had become a collectible in the first place.[33][40] Jessie's sadness is used "as the anchor to keep Woody in place",[47] making him torn between which decision to make upon listening to Jessie's story.[48] Later in the film, Jessie must make a choice of her own to either forsake immortality in favor of being loved by a child once again.[28] BBC Online summarized the song's use in the film as "girl meets toy, girl loves toy, girl grows up, toy is left out for recycling."[49]

deep abandonment issues".[52] Paste contributor Tim Grierson expressed that the toy "isn't just singing ... she's expressing a very human fear of abandonment that's backed up by decades of [Randy] Newman's previous scarred protagonists."[53] On the Track: A Guide to Contemporary Film Scoring author Fred Karlin agreed that the song "gives Jessie's statement not only a specific emotionality, but also a universal one."[5] Daly described "When She Loved Me" as the "weepiest moment" in the Toy Story trilogy,[4] while Michael Mallory of the Los Angeles Times believes that both the song "encompasses the film's key message".[26] By exploring the doll's character,[54] film critic Roger Ebert wrote that the song proves that Jessie "does get the blues", despite her "spunky and liberated" personality.[42] Contributors to the book Toy Story: How Pixar Reinvented the Animated Feature found "When She Loved Me" to be the "tragic inverse" of the series' theme song "You've Got a Friend in Me" due to its melancholy tone and outlook.[36] Set nearly in the center of the original Toy Story trilogy, GamesRadar+ contributor Simon Kinnear identified the scene as "the point where the series truly grows up, shifting from a tale of childhood imagination to a mature reflection on growing up."[46] The Nashville Scene opined that although "The scene is shot from a toy's point of view ... the primal fear it expresses—of fading from a child's memory as he or she grows older—is only too parental."[55] Similar, Consequence of Sound contributor Allison Shoemaker wrote "The sequence manages to convey not only the ache of being left behind by someone you love, but the inevitable tragedy of growing up (and getting old). We all leave our childish things behind."[56]

Music and lyrics

"When She Loved Me" is a

AL.com called the track a "wistful ballad".[66] BBC Online observed that, unlike Newman's previous film compositions that use tempo to convey emotion, Newman instead enlists McLachlan "to sing the eternal ache of being abandoned".[49] Ben Pobjie, a writer for Medium, observed that the singer's "silken Canadian pipes turn a desperately sad song into a real wrist-slitter," comparing it to Newman's own "I Will Go Sailing No More" from the first film.[67] According to Brad Green of Urban Cinefile, the ballad is a lament about "platonic, unconditional and enchantingly innocent love", themes he believes are seldom explored in mainstream pop music.[58] According to Ellen Hunt of The Guardian, "When She Loved Me" most closely resembles Newman's own work outside of Pixar.[68]

The term "

J.W. Pepper & Son described the ballad as a "tender love song".[75] Film critic Peter Bradshaw, writing for The Irish Times, wrote that he only "realised that the song is a parable for the parents' fear of abandonment by their children who won't want to play with them when they grow up" after becoming a father himself.[76]

Reception and accolades

"When She Loved Me" has garnered widespread acclaim from music and film critics.[77] Animation film critic Michael Mallory said "only the stoniest of viewers will remain unaffected" by the song, and found "there are Oscar winners out there who would be hard-challenged to match the performance in that scene".[26] Film critic Peter Bradshaw reviewed the ballad as "a tear-jerker" that emotionally rivals the imprisonment of Dumbo's mom in Disney's animated film Dumbo (1941).[69] Mark Caro, writing for the Chicago Tribune, warned audiences who hear "When She Loved Me" for the first time that they "may embarrass themselves fighting back tears.[48] Several other film critics praised the quality of the song in their respective reviews.[42][74][78] A writer for the Nashville Scene dubbed the scene the "most affecting" in the Toy Story franchise.[55] P. Nelson Reinsch of PopMatters said the scene "starts out saccharine but becomes truly beautiful in its kitschy truth regarding the inexorable passage of childhood".[71]

Side profile of an elderly grey-haired man seated to a grand piano, which he is playing while singing into a microphone; he is wearing a floral shirt.
Randy Newman earned his 13th Academy Award nomination for writing "When She Loved Me".

Newman's songwriting and McLachlan's performance were both praised. While Steve Persall of the St. Petersburg Times crowned it "one of Randy Newman's finest love songs",[32] ASCAP considers "When She Loved Me" to be among his most "outstanding" film contributions.[79] In a retrospective analysis of Newman's music, Paste's Tim Grierson believes that, despite sounding "mawkish" at times, the elements of "piercing emotion" the musician incorporates into his film scores prevents "When She Loved Me" from "drift[ing] into pure sap".[53] Jim Lane of News Review called McLachlan's voice "sublime", in addition to naming the track "the most heartbreaking song ever composed for a motion picture".[70] Reviewing the film's special edition re-release in 2006, IGN's Todd Gilchrist said he struggles to identify "other moments in movie history that evoke the same kind of involuntary but completely deserved tears as" "When She Loved Me", describing it as a "bittersweet combination of ebullient love and palpable loneliness".[80] The critic also appreciated Disney's decision to have McLachlan record it over Newman.[80]

In November 1999,

Golden Satellite Award for Best Original Song at the 4th Golden Satellite Awards in 2000.[93] GamesRadar+ ranked "When She Loved Me" the sixth greatest Pixar moment.[46]

Tim Grierson of

Mel Magazine called "When She Loved Me" "an all-time great tearjerker".[94] The Guardian's Dorian Lynskey believes the song has "made more people cry than any other song [Newman has] written".[10] Similarly, Sam Adams, a critic for The A. V. Club, joked that "There are two kinds of people: People who weep during the 'When She Loved Me' montage, and people who lie about it".[9] Singer-songwriter Elvis Costello identified "When She Loved Me" as a song that continues to make him cry whenever he hears it.[8] The Guardian's Elle Hunt ranked "When She Loved Me" Newman's 16th best song.[68]

Live performances and cover versions

McLachlan and Newman performed "When She Loved Me" live at the 72nd Academy Awards in March 2000,

cover album The Disney Standards,[102] which Christopher Loudon of JazzTimes described as a "gorgeously reflective" rendition.[103] Actress and singer Kerry Butler covered "When She Loved Me" for her Disney-themed album Faith, Trust and Pixie Dust (2008),[104] one of the more contemporary-sounding selections on the album of Disney songs.[105]

Young, blonde-haired woman gesturing towards her audience while smiling and singing into a hand-held microphone. She is outfitted in a floral-themed tank top and black pants; her midriff is exposed.
Actress and recording artist Bridgit Mendler covered "When She Loved Me" for Disneymania 7 (2010), to positive reviews.

Actress and singer

Christmas album Light Up the World (2012). While Jeremy Williams-Chalmers of The Yorkshire Times praised the "unquestionable dexterity" of the three female singers' vocals, he found that the track "hardly fits with either the group's signature sound or the album's implicit Christmas joviality."[110] Singer Jane Monheit recorded "When She Loved Me" for her album The Heart of the Matter (2013).[111][112]

Stage actress and singer

front woman Denisse Guerrero's voice, which Villa felt "beautifully reflects the pain and pining in Jessie's sad story", concluding, "The emotion translates well with Belanova's haunting rendition."[24] The song was covered by Japanese-Canadian band Monkey Majik in 2017 for the Japanese Disney cover compilation, "Thank You Disney".[116] In 2019, contestant Walker Burroughs performed "When She Loved Me" live on a Disney-themed episode of the reality television competition American Idol,[117][118] accompanying himself on piano.[119] The performance was well-received by all three judges,[120] with Katy Perry saying "You really transported me into a different time and place" and Lionel Richie calling it "as close to a perfect performance that I can ever think of.”[121] Billboard's Robbie Daw dubbed it "the first perfect performance of the night."[122] Burroughs ultimately advanced to the top eight of the competition following his performance.[66][123]

Philip Lawson
. It was released in 2019 and featured on their album Love Songs.

On their 2020 album The Corner of Broadway and Main Street, Volume 2, a cappella ensemble Voctave performs an arrangement with singer Liz Callaway as a guest soloist.

Impact and legacy

Consequence of Sound's Allison Shoemaker believes the ballad is among Pixar's "most potent" scenes "that punches you in the gut", calling it one of Newman's "biggest heartbreakers" before jokingly concluding, "Sarah McLachlan's vocal performance does all the things you remember from those awful animal abuse commercials."[56]

"When She Loved Me" is considered to be one of the most tearful moments in Disney and Pixar's films.

heart-strings on a level not reached again until" Pixar's Up (2009).[45] In review of Toy Story 3 (2010), Matt Goldberg of Collider felt that the sequel was slightly inferior to Toy Story 2 due to lacking "a moment of melancholy" like "When She Loved Me".[128]

Awards and nominations

Award Category Result
Academy Awards Best Original Song Nominated
Golden Globe Awards Best Original Song Nominated
Grammy Awards Best Song Written for a Motion Picture, Television or Other Visual Media Won
Satellite Awards Best Original Song Won

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