It was 2014. Disney was trying to do something risky. They wanted to take their most iconic, sugary-sweet villain and turn her into a tragic anti-hero. But to make Maleficent work, they couldn't just use the upbeat, waltzing music from the 1959 original Sleeping Beauty. They needed something darker. Something that sounded like a fever dream in a haunted forest.
Enter Lana Del Rey.
When Lana Del Rey Once Upon a Dream dropped, it didn't just promote a movie. It basically redefined how we look at "Disney covers." It was shadowy. It was heavy. It felt like it was recorded in a crypt draped in velvet. Honestly, it was the perfect marriage of a brand and an artist. You had the queen of "Sad Girl Autumn" taking on the ultimate fairy tale melody.
The result? Pure atmospheric gold.
The Story Behind the Collaboration
People often wonder how this actually happened. Did Disney just call her up? Kinda. But the real kicker is that Angelina Jolie personally hand-picked Lana for the job. Jolie, who played Maleficent, reportedly felt that Lana Del Rey was the only contemporary artist who could capture the specific, haunting irony of the song.
Think about the original version. Mary Costa sang it with this bright, operatic trill. It was about teenage hope and finding a prince in a sunlit glade. Lana took those same lyrics—the exact same words—and made them sound like a warning.
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She slowed the tempo down to a crawl. The production, handled by Dan Heath, stripped away the orchestral pomp and replaced it with a low, thrumming bass and reverb-soaked vocals that feel like they’re floating in mid-air. It’s heavy on the trip-hop influence that defined her Born to Die era, but with a cinematic polish that fits a $180 million blockbuster.
Why the Lana Del Rey Once Upon a Dream Cover Still Hits Different
Most movie soundtrack covers are forgettable. You hear them in the credits, you forget them by the time you're in the parking lot. This one stayed.
Why?
Because Lana understands "vintage" better than almost anyone in pop music. She didn't just sing the song; she inhabited the era it came from while dragging it through a modern, noir filter. Her voice has this natural "old Hollywood" grit. When she sings the line about "that look in your eyes," it doesn't sound romantic. It sounds like she's seen the end of the world and is resigned to it.
The Contrast of the "Disney Sound"
Disney spent decades building a sonic brand around "wishing upon a star" and "happily ever after." Lana Del Rey Once Upon a Dream was one of the first major instances where they leaned into the "dark Disney" aesthetic that has since become a massive trend.
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- The Vocals: She uses her lower register, her "gangster Nancy Sinatra" voice, which creates a sense of dread.
- The Orchestration: Instead of soaring violins, we get mournful strings that sound like they're weeping.
- The Context: In the film, this song isn't about a girl meeting a boy; it’s about a complex, maternal, and betrayed figure watching over a sleeping curse. The music reflects that shift in perspective perfectly.
Technical Nuance: How the Song Was Constructed
If you listen closely with good headphones, you’ll notice the layering. Lana’s vocals aren't just one track. There are ghost-like harmonies tucked into the background that pop up during the chorus. These "whisper tracks" are a staple of her style, but here they serve to make the song feel claustrophobic.
The song stays in a minor-key feel even though the melody is technically major-ish. It's a trick of the arrangement. By emphasizing the dissonant notes in the backing track, the producers made the familiar melody feel "wrong" in the best way possible. It creates a psychological tension. You know the tune, but your brain is telling you something is off.
It’s brilliant.
Impact on Lana’s Career and the Industry
Before this, Lana was still fighting off the "indie darling" label. This song proved she could handle massive, mainstream intellectual property without losing her soul. It paved the way for her to do more soundtrack work, like "Young and Beautiful" for The Great Gatsby or "Big Eyes" for Tim Burton.
It also started a bit of a localized "curse" in Hollywood. For the next five years, every trailer for a horror movie or a gritty reboot used a "slow, creepy version of a popular song." You can thank (or blame) the success of Lana Del Rey Once Upon a Dream for that trend. It showed studios that nostalgia + darkness = viral marketing.
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What Critics Said vs. What Fans Felt
Critics were surprisingly onboard. Pitchfork and Rolling Stone noted that Lana was perhaps the only artist who could make a Disney song feel genuinely dangerous. Fans, meanwhile, turned the song into a Tumblr-era anthem. It fit perfectly into the "Lana-core" aesthetic of flower crowns, cigarette smoke, and tragic glamour.
How to Experience the Track Today
If you’re revisiting the song, don’t just play the 30-second clip from the trailer. Listen to the full studio version.
Notice how she handles the bridge. The way she breathes through the phrasing is almost hypnotic. It’s a masterclass in vocal control. She’s not belt-singing. She’s not trying to win American Idol. She’s acting with her voice.
- Listen for: The subtle percussion that sounds like a slow heartbeat.
- Watch for: The way the song syncs with the visuals of the Moors in the film.
- Compare it: Play the 1959 version immediately after. It’s a jarring, fascinating experience in how production changes meaning.
Practical Takeaway: Analyzing the "Lana Effect"
If you are a creator or a musician, there is a lot to learn from how this track was handled. It wasn't a "remix." It was a "re-imagining."
- Change the Tempo: Slowing a song down by even 15% can completely change its emotional weight.
- Strip the Clutter: Lana’s version works because it isn't "busy." There’s a lot of negative space in the audio.
- Respect the Source: She didn't change the lyrics. She didn't try to make it a dance track. She respected the melody but changed the spirit behind it.
Lana Del Rey Once Upon a Dream remains a standout moment in 2010s pop culture. It was the moment the "Sleeping Beauty" story finally grew up and realized that dreams can sometimes be nightmares. It’s haunting, it’s beautiful, and it’s arguably the best thing to come out of the live-action Disney remake era.
Next Steps for Fans and Collectors:
Check out the Maleficent vinyl soundtrack if you can find it; the analog warmth makes the bass in this track hit significantly harder. For those looking for more in this vein, dive into Lana's unreleased covers from the same period, specifically her take on "Summer Wine," which carries a similar "vintage-noir" energy. If you’re analyzing the song for a project, look at the waveform—notice the consistent "low-end" dominance that gives the track its signature heavy atmosphere compared to standard pop releases.