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The original Mercenaries: Playground of Destruction was something of a surprise hit when it was released back in 2005, but with its over-the-top action and clever mission system, which allowed for shifting alliances with the various in-game factions, the game quickly won over players and critics alike. And arguably one of the best parts of its slick presentation was the driving orchestral score written by Michael Giacchino and Chris Tilton.

Some three years later developer Pandemic is set to release Mercenaries 2: World in Flames for the latest set of ever more powerful consoles, and Chris Tilton's brand-new score is already looking to be one of the highlights again. With a more than 80-piece orchestra recorded for the game, including acoustic guitar and South American percussion, the music is clearly ready to propel players through Mercenaries 2's intense action.

Mercenary without a cause

A New Orleans native, Tilton earned his music degree in Philadelphia before moving to Los Angeles close to seven years ago. There he started working with composer Michael Giacchino as an assistant and additional orchestrator for projects like "The Incredibles," and he later had the opportunity to contribute music to other projects like TV show "Alias," as well.

But all the time he's been working in Hollywood, Tilton has been a hardcore gamer, too. He cut his teeth on the NES, got addicted to game music with Final Fantasy II, and never looked back. He can just as easily debate the merits of current consoles as he can Legend of Zelda chapters, and you might want to think twice before challenging him to game of Gears of War.

So it should come as no surprise that he has jumped at the chance to write music for a number of games himself over the past few years, including collaborating with Giacchino on The Incredibles: Rise of the Underminer and Black, and more recently some solo projects. "The first Mercenaries was the first large orchestral videogame score I'd ever written, so it was nice then to have Michael Giacchino's involvement," Tilton says. "I learned more from him than anyone else. After Alias was done, we mutually decided it was time for me to go out and find my own voice, and writing Mercenaries 2 played a large part in that process."

Show me the mercenary

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Chris Tilton (in foreground) as the score is being mixed.

Tilton's first work on Mercenaries 2 came in spring 2006 when developer Pandemic asked him to come up with some ideas for the sound of the game for their E3 unveiling, and later on they signed him to write the whole score. "I worked closely with [soundtrack supervisor] Viktor Phoenix at Pandemic from the process of figuring out what the score was going to sound like, to the music that needed to be written, all the way through the scoring and editing process," says Tilton.

Curiously, when EA bought Pandemic and its properties like Mercenaries not so long ago, they failed to acquire rights to the music from the original game, as well. Apparently that still belongs to LucasArts, which means that the themes established in the first one won't show up in Mercenaries 2 as might have been expected. But as it happens, the game's shift to a new war-torn Venezuela setting makes for a perfect opportunity to start with a clean slate musically and establish all-new themes.

"It was mostly about capturing the sound of South America, as well as having the strong over-the-top action approach that the Mercenaries franchise is known for," Tilton says of the score's goal. "Since it's an open-world game, there's a lot of music that's geared toward establishing and/or enhancing the mood, but there were a number of pieces that were written for specific missions and cut scenes."

Streets of Venezuela

With the development studio in L.A., Tilton was in a good position to get some hands-on time with the game as he was writing, which was a big help. Pandemic also kept up a steady stream of materials like concept art, screenshots and videos so he could maintain a good feel for the game throughout.

"I think getting involved so early on really helped the music to this game," Tilton says. "It really gave us a chance to experiment, sit on things for a while, and separate out what we thought did and didn't work with the game. I hope to have more opportunities like that for future projects. It's a luxury you don't always get!"

Early on, that extra time allowed Tilton to do some research into the music of the region, too. "I looked into a lot of different South American percussion instruments, but the idea of adding guitars to the score came from sound designer Viktor Phoenix," he says. "He played a lot of different independent bands so I could to listen to guitar sounds, but I think the music we most often looked to was Neil Young's guitar-based score to "Dead Man." It's a really fascinating score (and film)."

At the same time, some of the guitar work also gives the music a subtle Spaghetti Western feeling that's surprisingly effective with the game's setting. "When it came to the implementation with the orchestra, I think a part of me had Ennio Morricone in the back of my mind. I'm not sure whether that comes across or not, but he certainly had an influence on me."

Freedom fighter free-for-all

The final score was recorded by close to 80 members of the Northwest Sinfonia in Seattle. The main orchestra was recorded at Bastyr Chapel, but some of the elements were divided during the process. "We had a separate session for the smaller, more intimate percussion," Tilton explains, "and the big percussion sounds fairly boomy at Bastyr, so we did that separately, too."

"There are also several pieces of music that work in layers in the game, so that as the game becomes more intense, other layers to the same piece of music become audible. This required a few instrument groups to be separate. When it comes to most of the large orchestral stuff, though, everyone was all together. I think that's important to do whenever possible, because the musicians really feed and play off each other. Often, if you do things too separately, it just doesn't click."

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The Northwest Sinfonia recording in Bastyr Chapel

Tilton ended up creating specific themes for each faction, as well as the main villain Solano, and of course a new Mercenaries 2 theme. "After we found the guitar sound we liked, and after some ideas were done for E3 2006, that's when I started work on the main theme," Tilton says. "My goal was basically to make a theme that captured the over-the-top nature of the game, as well as just saying 'F*** yeah, we're going to get back at Solano, get paid, and blow some s*** up!!' "

When not in a particular faction-based mission, there are also more general pieces written for the city, jungle and water areas that have the layered design mention that allows them to become more intense as the game reacts to what is happening on-screen. "Most of the time it is changing in some way," Tilton confirms. Overall, the music "ranges from solo electric or acoustic guitar, with some soundscapes that we created with guitar feedback and such, to driving percussion, to full-on orchestra, so it's got a nice range, I think."

Oil's well that ends well

"I'd definitely say the location made this the most exciting," says Tilton thinking back over the project. "I played the drums in high school, so I always love writing percussion. It was a lot of fun to read about and listen to the different kinds of percussion and styles in South America. The inclusion of guitar also made for a fun idea."

Those who preordered the game at Best Buy had the chance to get a bonus disc with almost an hour's worth of the game's roughly 90-minute score, but otherwise fans can expect the MP3 release to hit iTunes and Amazon in September with a little additional music.