How An Old Norse Poem Inspired Natalie Holt’s Score For ‘Loki’ Season 2

It’s been exactly one week since the Loki Season 2 finale reshaped the multiverse, and the Marvel Cinematic Universe will never be the same again.

After more than a decade of proclaiming himself to be “burdened with glorious purpose,” Tom Hiddleston’s Asgardian trickster god finally fulfilled his destiny — albeit not in the way he (or any of us) expected.

The once-wayward variant who absconded with the Space Stone during the events of Avengers: Endgame learned the true meaning of friendship and selflessness as he reshaped the TVA’s Temporal Loom into an eternally branching tree, appropriately modeled after Yggdrasil. He saved every conceivable reality, but must now endure a kind of temporal exile, sitting outside of time...for all time...always. The only problem? More timelines equal more Kangs and more Kangs equal multiversal war.

“It did feel like the end of a chapter of a certain period in the MCU,” the show’s returning composer, Natalie Holt, recently told me over Zoom. “It felt like an important moment to me.”

In the two years since the series first premiered on Disney+, Holt has become the master of her own Sacred Timeline, dabbling in the Star Wars galaxy and landing two Primetime Emmy nods for her work on Loki’s debut season.

You could say that when it came time (no pun intended) to score the sophomore installment of the Marvel project, Holt had found her own “glorious purpose” in Hollywood — a realm as winding and unexpected as the TVA itself.

Loki composer Natalie Holt discusses her score for Season 2

Josh Weiss: How different would you say the scoring process was for Season 2 when compared to Season 1?

Natalie Holt: There was just a big element of trust because Season 1 had gone really well. I had a chat with [executive producer] Kevin Wright before I started and he was like, ‘You’re the only department to be double Emmy-nominated before we're going back into Season 2, so we trust that you're going to knock it out of the park.’ Whereas on Season 1, I felt like I had to kind of prove myself. I was probably a bit of a risky hire, because I hadn't really done that much before Loki.

Weiss: Natalie Holt: How soon after the first season did you start scoring the second?

Holt: In the interim, I scored the Obi-Wan Kenobi series and a film [Le-Van Kiet’s The Princess]. They were sending me scripts and keeping me in the loop with what was developing for Season 2. So I was constantly in touch with them and I was signed up for Season 2 straight after Season 1 came out. So I knew I was on for it. And then they sent me this email saying, “‘We were wondering if you wanted a part [in Episode 3], because we've got this scene in a Bavarian bar.’”

Weiss: What was that like getting to be on set?

Holt: It was so great immersing yourself into the world of the story. Being a composer, you’re isolated in a room quite a lot, or with a small team of the music editing department. But it's not like you're on set with hundreds of people. So seeing the scale of it and seeing the effort that the production designer, Kasra [Farahani], had [put into] all these sets ... was incredible.

Getting to chat with Tom was amazing, because he was coming towards the end of the process as I was gearing up with the score. And so, he just had lots of thoughts he wanted to share about how he’d gotten into character and the story that he'd found himself being drawn to. He’d been reading this poetry and he gave me a book of poems and said, ‘If I can help you in any way, I'm here for you.’

Weiss: Speaking of Episode 3, tell me about that ragtime cover of the Marvel Studios theme. Where did the idea come from?

Holt: When Victor Timely [Jonathan Majors] was presenting his machine at the World’s Fair, which turns out to be an early version of the Temporal Loom, we underpinned his speech with the TVA theme on the honky-tonk piano. It felt quite dry, just him doing that whole speech with nothing underneath, so we discussed, ‘Maybe there will be somebody on a bar piano playing along with him.’

It just added a bit of flair to his speech and then we just use more and more of that honky-tonk piano as a flavor through Episode 3 and did a different, slightly historic spin on the score. And then it was just an idea at the last minute, ‘Oh, maybe we can try it with the Marvel theme.’ It was just an experiment that stuck.

Weiss: How did you want the music to evolve in Season 2?

Holt: Everyone wanted to keep what we'd done for Season 1. Nobody wanted to change it or anything, so that was a good start. They just wanted to expand and grow it — twist it to make it darker and show more of Loki’s character journey and the struggle that he was going through to control his [time slipping] power and the burden of his fate. In order to protect his friends, he has to sacrifice himself on the timeline.

When he's looking back at the end and Episode 6, he's looking back at his friends and then he steps up on his ascent to the throne. It’s something he's always wanted. He's always talked about wanting the power of being a god, but it’s come at a huge cost. I think it was just finding the emotional underpinning of that final scene. As I did in Season 1, I wanted to know where I was going, so I had those big, choral ideas going for the ascension scene early on.

Then I found this poem, Lokasenna, a Norse Edda. It’s an ancient text about the Norse gods. I used the words of the poem for [the ascension choir]. The language is Old Norse, which is the most similar to modern Icelandic, but it takes a specialist to understand it. So I worked with a specialist in Iceland to interpret the text and make sure the choir was saying it correctly.

Weiss: What else went into the music for that big climax?

Holt: I tried a nyckelharpa and theremin duet, and it didn’t quite have the emotion. So I played around with the instrumentation there quite a lot. It ended up being a cello and theremin, duet — and then just blasting into this huge choral work. Then it just hangs in the air when we see the tree and we hear that tiny refrain from the Loki theme on high strings. It was using all the elements of the last two or three years of work, and expanding it out.

Weiss: We got to meet some new characters this season like Ke Huy Quan’s O.B. What was it like getting to score for him?

The O.B. theme was such a fun one to write. It was sort of bouncy and odd and felt like it had a big mixing pot of sort of blip-y, beep-y synths, which felt like a musical version of his workshop. So I had real fun coming up with his theme. I came up with it before I started properly working on the score. You have a toolkit of themes and ideas before you start working on something, and it's always really helpful.

Weiss: The ending of Episode 5, when everyone starts to unspool and disappear, gave me some strong Infinity War vibes. Was that on your mind at all?

Holt: It was funny. For the longest time, it was just going into the Mobius pruning theme from Season 1. They just had that on as temp. They all died and then it went into really familiar territory with the Loki score. When we were reviewing it one day, Kevin Wright was like, ‘It's telling everyone that it's going to be okay, and it shouldn’t.’ And I was like, ‘Maybe I could try try writing something really atonal and weird — how it would feel if the music was being spaghetti-fied as well.’ And he was like, ‘Yeah! Try that!’

I was inspired a bit by [Krzysztof] Penderecki and John Cage. I was just playing around with a different medium, I suppose, because that music is sometimes associated with horror. But it just felt very fragmented and appropriate for what we’d just seen. [It was] also completely toneless, so it wasn't offering any sort of resolution. The horror of what you've just watched keeps going.

Weiss: Where do you hope to see Loki go from here? Or do you think his story is finished?

Holt: Now he’s in charge of time, he could slip anywhere. So who knows where he’ll go next? But it did feel like the end of a chapter of a certain period in the MCU. It felt like an important moment to me.

*This interview has been edited for length and clarity*