Warning: the following article contains spoilers for Doctor Strange in the Multiverse of Madness.

Love it or hate it, no one who’s been to see Doctor strange in the multiverse of madness you can deny that the various multiversal set pieces are some of the most inventive to appear in the Marvel Cinematic Universe. Strange’s composer Danny Elfman recently broke down the basics of one of the most visually and aurally incredible scenes.

Warning: spoilers follow below.

The sequel to Doctor Strange is full of dynamic fight sequences, some of which are downright unsettling, but one of the most jaw-dropping fights occurs when the Master of the Mystic Arts has a showdown with one of his multiversal variants and things take a turn for the worse. New way. music twist. Grabbing sheet music from the alternate stranger’s grand piano, the hero begins a series of magical assaults using notes literally lifted off the page. His doppelganger opponent similarly strikes back, and the two make somewhat beautiful music with each other as they fight for possession of The Darkhold.

Composer Danny Elfman recently spoke to Collider about the scene and was quite blunt in confessing that he initially didn’t understand director Sam Raimi’s concept at all. But with a bit of correspondence and some last-minute help from Marvel president Kevin Feige, they managed to pull off the scene. According to Elfman:

“It was a lot of experimentation. When Sam described it to me, honestly, he couldn’t even imagine what the hell he was talking about. He came back to me, during his second round of shooting for this scene and I was like, ‘Okay, I think I get it,’ and I started experimenting with all these different ideas because we weren’t sure how to approach it. First, it had different famous pieces of classical music flying up and down. At the 11th hour, it was Kevin Feige, the president [of Marvel Studios], who said, ‘Let’s really unify it with Beethoven versus Bach.’ Doctor Strange has Beethoven’s Fifth Symphony against Doctor Strange countering Bach’s Toccata and Fugue in D minor. I did it again at hour 11, just a few weeks before the movie was released, in this crazy last minute shoot. It really was a lot of fun. It came together perfectly. There were two or three different incarnations of that, trying to figure out what it would end up being in the end. It was a pretty crazy last minute process.”

– Danny Elfman

It was worth the effort. Despite the difficulty and extreme critical timing, the scene ended up as one of the most memorable moments in the film.

Doctor strange in the multiverse of madness is currently showing in theaters.