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"Up up up to the Heaviside Layer" by Andrew Lloyd Webber, taken from Cats: The Book of the Musical (revised 1983 edition).

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I began setting Old Possum's Book of Practical Cats to music late in 1977, partly because it is a book I remember with affection from my childhood and partly because I wanted to set existing verse to music. When I have written with lyricists in the past we have agreed together the dramatic structure, but for the most part the lyrics have been written to the music. So I was intrigued to see whether I could write a complete piece the other way round.

Very luckily Old Possum contains verses that are extremely musical; they have rhythms that are very much their own, like "Rum Tum Tugger' or 'Old Deuteronomy' and although clearly they dictate to some degree the music that will accompany them they are frequently of irregular and exciting metre and are very challenging to a composing.

I wrote some settings in late 1977, which I began performing at the piano for friends, but I never progressed the idea seriously until after I had composed Tell Me on a Sunday. This was performed on BBC television in the early part of 1980, and I began to think of Old Possum as a possible concert anthology that could also be performed on television. With this in mind, some of my settings were performed in the summer of 1980 at the Sydmonton Festival. Valerie Eliot fortunately came to the concert and brought with her various unpublished pieces of verse by her husband. One of these was 'Grizabella the Glamour Cat'. The musical and dramatic images that this created for me made me feel that there was very much more to the project than I had realised. I immediately decided that I needed the support of another to encourage me to re-work my settings and to see if a dramatic whole could be woven from the delightful verse that I was now to be allowed to develop.

Thus in the late summer I had my first meeting with Trevor Nunn. Soon after, Mrs Eliot produced various other uncollected poems, two of which we have incorporated into Cats in their entirety. She also gave us a fascinating rough draft of an opening poem for what appears to have been conceived as a longer book about cats and dogs. This poem was not appropriate for the stage but it inspired us to write a lyric with the same intention of celebrating the supremacy of Jellicle cats. We have been able to include lines from the end of Eliot's draft poem which now introduce 'The Naming of Cats'. But what was most thrilling was to find a reference in one of Eliot's letters to a coherent, albeit incomplete, structure for an evening: he proposed that eventually the cats were to go 'Up up up past the Russell Hotel, up up up to the Heaviside Layer'.

Trevor Nunn, who I discovered has a taste for tackling theatrical problems that most people consider insoluble, set to work immediately with me combing Eliot's work, and we were reminded of the many references to cats in the main body of his writing. We worked on the incomplete structure and were able to incorporate some of these feline references into Cats without alteration. The opening poem was completed by Trevor Nunn with the aid of Richard Stilgoe, while 'Memory' was adapted from 'Rhapsody on a Windy Night'.

Of course the other very exciting opportunity that Cats gave me was the chance to compose dance music. This is an area of musical theatre that has always intrigued me and I was fortunate to be guided through the unfamiliar world of choreography by someone as experienced as Gillian Lynne. For the opening in New York we had the added excitement of working with American dancers and actors. Their contribution is also reflected in certain changes made to the score.

I have enjoyed Cats possibly more than any production on which I have worked to date. My gratitude will be undying to Valerie Eliot, without whose encouragement the musical could never have taken its present form.

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