Andrew Lloyd Webber wrote the music to Starlight Express.
"People have said that Starlight Express was a mistake. That's valid," composer Andrew Lloyd Webber told an interviewer in London recently. "Let's say it's my least favourite show."
" 'Starlight' was supposed to be a little animated cartoon about Cinderella, in which the steam train would be Cinderella and the diesel and the electric were to be the ugly stepsisters and the midnight special was the fairy godmother. We did it as that in the first performances. It got taken -- in hindsight, against my better judgement -- into something that it really was not," Lloyd Webber said, lamenting the way the show grew into a major extravaganza.
"Trevor (Nunn) felt that it had a value in bringing audiences to the theatre who normally don't go to it. And even though 'Starlight' is not and never will be, as it turned out, one of my favourite shows, it's interesting to see how many letters we get saying, 'I went to see the Requiem or I saw "Evita" on tour because my kids so liked "Starlight Express." '
1984 Radio Interview
ANDREW LLOYD WEBBER TALKS TO TREVOR DANN
Interview promoting Starlight Express and the release of the OLC Album in 1984
TD: That's the title song from the show, and now the double album, Starlight Express. Its sung by Ray Shell who is playing the part of Rusty, a steam engine. Now if you're a composer of musicals and you announce that your next project will feature a group of actors, dancers and singers on roller-skates, all of them playing locomotives, carriages or box cars, you might expect to be not so much "rolling stock" as a laughing stock.That is of course, unless your track record includes Joseph and the Amazing Technicolour Dreamcoat, Jesus Christ Superstar, Evita, Song & Dance and Cats. And unless your name is Andrew Lloyd Webber. Andrew, where did the extraordinary idea for Starlight Express come from?
ALW: I thought of the idea of doing a musical about trains years and years ago, but never thought I could really organize it, and then I was on a railroad in America about two years ago, with my kids, Imogen and Nicholas. The moment that they saw a steam engine, it was in fact a rather dark, black steam engine, but a beautiful, beautiful thing, I mean, when I saw their faces I thought there has to be something that's got to be for children and about railway trains.
TD: It's been described as a Millionaire's folly, was it a sort of indulgence for your own fantasies in any way?
ALW: In a sense that I suppose anybody writes for themselves, to the degree that they want to see something that they would particularly go and enjoy, the answer is yes, I have a lot of things that I would like to go and see, Starlight Express is the sort of thing that if I was really letting my hair down and I just wanted to have a night out I'd enjoy. I mean, the point about Starlight is, that it's not a show, that's got some great intellectual content - its a show for Imogen and Nicholas, and for all the children who I wanted to have come to the theatre. Its an experience, its a theatre experience.
TD: Now you're the composer, therefor you wrote the music, but a lot of other people were involved, very much involved in it. How did you come to work with Trevor Nunn as the director, and also Richard Stilgoe, who wrote the words?
ALW: Well, Richard Stilgoe as lyricist was..., somebody suggested to me who I then decided was a good idea to just do a couple of things with, and he's, as everybody knows in this country, a brilliant lyricist, and he's and obvious man for something like this, because he has a wonderful sense of fun and double meaning in his lyrics, and he's uniquely been able to make you believe, that a steam train, or any kind of railway train can be related in human terms. That's very much the sort of quality that Stilgoe has. Trevor Nunn, of course, was the director of Cats, he's the director of the Royal Shakespeare Company, and I met him through Cats, because I needed on Cats somebody who had the understanding of language, because, of course, the poems were by T.S. Elliott, and we needed somebody there who could very much handle that.
TD: So yours was the idea for a musical in which people would play trains. Whose idea was the story as its now come down to, as the race?ALW: Well, that was very much a team effort. It was very much Trevor's idea, my idea and Stilgoe's idea. It was performed you see, two and a half years ago at my festival, with just ten performers and no rollerskates, and its sort of worked then.And I'm very much a believer in that. I think its very important for a piece of music to be heard somewhere where the music is the all important thing and you can see what the bare bones of a piece is like.That's happened to all my pieces including Evita. TD: Well, lets hear one of the pieces from it. This is the song sung by the coaches, Ashley, Buffy, Dinah and Pearl. This is called "A Lotta Locomotion"
TD: Andrew, your asking the cast to work very hard in Starlight Express, because as well as acting and singing, they also have to skate while they're doing all that. Was it hard to find people who could handle that kind of versatility?
ALW: Frankly, very hard indeed. We found them from all over the place. We've found people who probably have never even been to a theatre before, who are in our show, let alone perform in a theatre.And it was a great labour to get everybody together.I think my only concern for the future of Starlight now would be whether or not we'd be able to continue to find people, but its a funny thing, this was said over Cats. They said that we'd never be able to find people who'd be able to dance the show to the kind of standard that we required, and sing it, and three years later, we're still there!
TD: Who actually did think of the idea of putting everybody onto roller-skates to get the motion into the piece?
ALW: We tried to find a way that could make people believe that it was possible that human beings could be trains, or rather, its the other way around, that trains could be human beings. Funnily enough, with Cats, you have to persuade people that human beings are being cats, but here its humanising obviously something that is a machine. The obvious common denominator that anything that is rolling stock has, is wheels, and therefor the obvious thing was roller skates. You can't do it with skateboards because your feet touch the ground with skateboards. It's to do with being only on wheels.
TD: It is the most amazing experience in the theatre, its like sitting in the middle of the set for something like roller balling. people come whizzing past you at what look like apparently dangerous speeds and yet they never seem breathless when they come to sing the songs. That was what impressed me most!
ALW: Well, they're a very skilled cast, and they have tremendous athletic ability. But of course, once you've got yourself on roller skates, it does become - I'm told, cause I've never been on them - quite natural, and they become just like a sort of extension of yourself. But the real thing you have to remember all the time is, that it is dangerous, its dangerous for the cast, and its is for them, because if they do some of the things they do and they stop in the wrong place, I mean you can be a quarter of a second out, and you could have demolished two of the principle performers. Which would not be good news!
TD: Well, here is one of the principle performers: This is Jeff Shankley, who's playing Greaseball, who's described as the "very Diesel himself"at one point. This is his song, Pumpin Iron.
TD: Andrew, I don't want to ask you that tedious old question about what comes first, the music or the lyrics, but, what comes first of the melody or the characterisation, I wonder, do you sit down to write a song like Pumping Iron thinking, right, the diesel locomotive must have a song?ALW: Of course that`s a difficult question, but the short answer is: yes, one has to think about things in character to a very great degree, I mean obviously, the diesel engine is a sort of American, very macho, train, isn't he? Therefor he is going to be somebody who'll be likely to come on and believe that. I mean he is a kind of latter day Shakin' Stevens, or Elvis, or whoever, you know, that's an obvious piece of characterisation. But, I'm always asked that question, and there is no reason why one shouldn't be asked the question about whether its music or lyrics first, and the answer is that its a bit of both. Quite clearly, when I'm setting lyrics by T.S.Elliot, who's dead, then the music tends to come afterwards. Working with someone like Richard Stilgoe I can go both ways, he can sometimes come up with a set of words that I would enjoy to set, or I would come up with a theme, but characterisation is the most important thing and the architecture of a piece by which I mean the way that a piece is constructed is probably as important as any other ingredient. TD: How did that process work in the case of the song that's sung by the electric locomotive, AC/DC, Jeffrey Daniels from Shalamar?
ALW: We needed to find something there that was in an odd time. I wanted to find something that was in an irregular rhythm, well, a regular rhythm, but not a rhythm that people are used to, so I chose 7/4, which means you have 7 beats in a bar as opposed to the usual 8, that one tends to know, which made it probably the most difficult record to dance to in a disco of all time, cause people automatically dance to rhythms which they think they know. I'm very pleased that we did take that decision, because its actually musically quite complicated. In fact it was a surprise, AC/DC, to me, because the record company said to me "You need to have on this one a pop producer". And he was a very intelligent person who came in to help me, and who came up with a version even more musically impenetrable than I would have done myself. I congratulate him on coming up with something which I think is so complicated that I doubt if anybody could beat time through, but, at the same time, that's what I intended myself and didn't dare to do, so, he pushed me over the edge!
TD: AC/DC is a song that's influenced by whats fashionable to call "Electro pop". I wonder how much pop music you actually listen to at the moment? Are you influenced by what's in the charts?
ALW: Well, I'm influenced really by anything that's around that is popular, because I find, as a composer who likes to keep in touch, that I find a lot in what is popular very exciting. At the moment I find that the endless records that are all done with drum machines are all entirely the same, depressing. A lot of people do feel that the charts at the moment are very very good and very very strong. I must say, I don't quite share that, because it seems to me that the packaging of records now is so very important that there are outside influences that no longer make it possible just to make a three minute great pop single. You actually are thinking in terms of a three minute pop single, the 12" version of that single, which of course means disco record, which means your back to drum machines and all of that unless you're very careful. And you're also thinking of the video. In some senses, I suppose, for somebody who works visually like myself, the video is a great idea, but I can't let something like Starlight Express, which is a theatre experience and I think this is a very important point, the theatre has got to deliver something for you while you're there, that is quite different from what you could get from your home video. An experience that can only be had life, and is only extraordinary and sensational, if you're going to go for the kind of direction that we've been to with Starlight Express, but, whatever you do, it's got to be uniquely theatrical.I think its very hard for something that's a theatre piece, to then be quickly done, because videos have to be quickly made, on some kind of home video. That's why musicals lately haven't translated to the cinema with millions and millions of dollars. I wonder now, whether a song like Memory would be a hit, whereas three years ago it was just. But Memory got three plays only on Radio 1.
TD: Do you think that this album Starlight Express, should have a life of its own that is more than merely that of a souvenir of the show for those who have been lucky enough to see it?ALW: It ought to. Because the songs are very much more written for, I suppose, a young audience, in that they were written for kids. They do reflect a lot more what's going on in the immediate pop chart. I think that the real home for Starlight Express, which is not an apology for it in the sense that its, I'm happy to say, sold out in London for a long, long time to come. But I think that where it will actually come into its own is in the States, because a lot of the things are about America. The whole thing is set in America, written about American ideas, values, about the whole history of pop music in terms of American development. The railroad of course is the key thing in American popular music. Up until very recently most of American songs tend to contain references to the railroad, I mean, there are so many of them its sort of a legendary list, isn't it? TD: Well, the next song is "He Whistled at Me". Do you think that's the sort of song that could stand out from the production as being a pop hit?
ALW: Could be. Its the old question you know? How is it done? who does it? whats the image? you know, and all of that, I think for something like that. I find it very interesting with Starlight, that all of the songs are the sort of songs that could be single hits, but I'm way out of my depth in being able to answer whether they can be, because of all the things that have to go with them. I find myself increasingly, actually, bored, by the whole thought of record promotion and all of that. It doesn't... perhaps I've grown out of it... It'd be very interesting, we learn now that the American album is being made by Phil Ramone, who produced Uptown Girl and all of that, and he believes that all of them will be and that "He Whistled at Me" is the one that will be the big one in the States. But, of course, he's using American artists, and I'm being disloyal to Stephanie Lawrence who does it wonderfully.
TD: Andrew, the story goes that in your younger days while your comrades were into the Beatles and the Stones, you were more interested in The Sound Of Music and South Pacific. Is that because you think that pop songs really need to be part of a theatrical context? That they need to tell a story and not just stand up on their own as pieces of trivial pop music?
ALW: I've always thought that the theatre was the most rewarding area for me for music and I've always regarded myself as a theatrical composer, therefore that might be a limitation. I may just be a theatre composer, whose songs come out. Its because I think I always like a larger context for something to be in. I don't think by any manner or means one can say that all pop songs are trivial because I mean there are a tremendous number that have gone on to become standards in their own right as songs in their own right, and I think its jolly hard to come up with that. That's why one remembers Paul McCartney. And the greatness of some of the Beatles material. Today its harder to quite see whether or not its the songs or some kind of packaging that people are buying, I think. I think this is a new phenomenon. But I think, by and large, great records still get through.TD: One of the common factors, I think, in most of your productions, is your ability with, is it parody or is it pastiche. You mentioned the Rock'n Roll side, the Elvis Presley side of Greaseball in Starlight Express. The next thing we're going to hear is Poppa's Blues, which is a kind of loving pastiche of the twelve bar blues, I think. ALW: If it is written by anybody, its written by Richard Stilgoe, because its a twelve bar blues and Richard came up with the idea. I mean, the thing is that Starlight clearly is a celebration of things to do with popular music and its gotta be fun because its about very recognisable styles and types.
TD: Poppa's Blues, as you say, is very much a Stilgoe creation, its a lyrical creation. What about UNCOUPLED, which has a very clever lyric, but is also very cleverly matched to the subject that that's parodying, which is Tammy Wynette's DIVORCE, isn't it?
ALW: Yes, it is indeed. Poppa's Blues was very much Richard's idea, this was very much my idea. There was a song that was cut from the show, regrettable, in my view, called Stand By Your Engine, which was, in my view, on of the classic Country and Western pop hits of all time, originally sung by Bonnie Langford at my Festival, and probably needs to be dug up again, I think. But we were not allowed by Trevor Nunn two bites of the same cherry, so it was UNCOUPLED that somehow eased through to the starting post. The song clearly is about a coach who is in desperate straights, having been uncoupled from her engine, and it had in its original version all sort of quite awful private jokes, which I don't think I ought to go over here, but it finally became incarnated with a girl called Frances Ruffelle, who was the sixteen year old girl narrator of Joseph in Eastbourne, where I first saw her, and she came to audition for us a few weeks later, and said that she could roller-skate. And this was for something quite different. In fact it was an audition that I oughtn't to have been there, because it was for Cameron Mackintosh looking for people for Little Shop Of Horrors. I said to Cameron, "Sorry, that girl is mine - I want her " I guarantee to you actually that if Frances Ruffelle was freighted off to Nashville, which she must not be, because we need her in London, she would be the all time country and western hit artist of all time.
TD: Andrew, you're a composer, you're also an Impressario. How do you divide your time at the moment? How do you find the time, in fact, to sit and write music when you're such businessman as well?
ALW: Well, actually, I became involved with the business side of things for a very simple reason: I was very concerned about the standard of the quality of the performances in my shows, and with a lot of them on in various places, which is a wonderful piece of luck, you also have a burden, because my time therefore is spread thinner over them than I would like, ie, if I go to Manchester to see Song & Dance or something, or New York to see Cats, or whatever, I can only spend a very short time in one place. Therefore if I have to say, "please may I have a music rehearsal?" it gets very very tedious because I haven't got the time to give to have all of that and to have a producing management come in - therefore I decided to do it myself. And I do it very reluctantly. I don't enjoy it, I don't enjoy the business side of everything at all. But it does mean that if I go into Starlight Express tonight, and say, "Actually, the races are not being performed right, or the music's appalling", I can actually get a change, and it can be done and that's the reason why I do it. It might be a bit of a revelation, but of course because business things are always the things that certain newspapers like to talk about, they get talked about. But I am actually going to jettison a lot of that, because I don't enjoy it and I think I might well actually sell and get rid of a lot of the business end of my organisation fairly quickly, because I am finding it getting in the way, whereas my intention was to have it not getting in the way. But I have been able to spend five months since Starlight opened writing a Requiem mass with nobody bothering me. And now I get it the other way, I get people saying "why aren't you available to do interviews? Why won't you come to such and such a radio station? You're getting starry, you're getting difficult!" It's not that at all, its because I want to concentrate on writing music and keep writing music, I am thirty six now, I therefore aught to be coming into the time where my music should be beginning to develop, or not develop. Starlight, as I said, is just fun therefore don't look for a serious musical side in Starlight Express, because if you do, you'll be extremely disappointed. But if I don't start now to write things which I think are going to develop the serious side that I had with Evita, and to a lesser extend with Cats, but certainly in things like Tell Me On A Sunday and Variations, I mean, I might just as well give up and only sit back and do other things. Because I could spend a complete career now just going round looking after the existing shows, doing interviews about existing shows, doing promotions for existing shows, but I don't think I ought to go on doing that. Its very difficult to balance it up, but the business side is probably going to get jettisoned.
TD: Can I just pick you up on something you said a minute or two ago. You were talking about the great success of the existing shows three or four which are usually running at any one time on both sides of the Atlantic, and all over the world in fact, and you said "That was a piece of luck". Do you genuinely ascribe that success to luck, don't you think secretly, "Actually, I'm quite proud of that, I`'m quite a good composer, aren't I"?
ALW: Its very difficult to know, because I always think of the case as it comes. I think that what I have done with the productions that are running around the world at the moment, is to give people an experience that they can only get from the theatre. The theatre is a very expensive, very labour intensive form of work. Once you've got a show on you've got huge running costs, you've got vast casts, vast orchestras, particularly. You see, Starlight Express is a big, big cast. Cats is a great enterprise to get going. Starlight can't make its money back in England for another year yet. Therefore, I think I do give people an experience they can't get anywhere else and I aim to try and make my music work in that context. I don't know, but I think there is a lot of luck, I think there is a lot of luck in timing, I think there are accidents of timing. I don't think anybody would have sat back three years alter to look at Cats and to realise that its only just scratched the surface of what it could do around America and the world and that its a phenomenon to a degree that Evita and Jesus Christ Superstar didn't become. One would never have thought it, and I didn't predict that.
TD: Lets hear another track from Starlight Express, this is Right Place, Right Time
TD: I Am The Starlight is going to be put out as a single. How important do you think it is that a musical has one hit like "Don't Cry For Me Argentina" or "Memory"?
ALW: I think its important that musicals have about ten hits! And one of the difficult things is of course making them hits, because theatre artists are tied up in the theatre, and they can't really get out and do those other things... it's a very difficult question, you see, eight shows a week, you're caught, aren't you? But "I Am The Starlight" is Rusty, the little steam engine, and Poppa, who's not necessarily his father, but is certainly the daddy of the railroad, and this is the answer to those who say that Starlight doesn't have any heart, because it is an emotional piece of music to put it mildly.
TD: Looking through the list of musicians on the album, there are some familiar names, like Ron Argent and Clem Clempson even, who rock fans will remember from the late 60's, early 70's. What do you look for in a musician to interpret you work? Do you want them to be very versatile, do they just have to be able to read the dots, what is it you're after?
ALW: Well, its a very difficult question, because with the first performance of something like this you do have to have people who are really phenomenal. Peter van Hook on the drums is a great expert on all these drum machines which I'm so scared of. But I mean, somebody like that coming to a piece can give a huge ingredient in their own right. And I'm very lucky I've got a pool of people who I've tended to use for things like this. Sometimes you go for a piece where you don't want any kind of input from the musicians at all, but with this, of course, I have a very clear idea of how it all should be, but the musicians are vital as a sort of initial ingredient, and they all enjoy playing it in the theatre and that's why they all there.
TD: How many instruments can you as the composer actually play, or are you in fact limited to writing the dots for them?
ALW: I play the piano really out of necessity, and that's probably what I play most. I was trained to play the French Horn, I was trained to play the violin too, would you believe, but I don't pretend to be a performer. I'm not a performer. I'm not even really a conductor. I like to be able to sit back and assess the overall position with the music and then talk to everybody having been able to be distanced from the performance.
TD: The next song we're going to hear is Stephanie Lawrence's song Only He. By this time she, as Pearl the coach, has finally decided that its true love with Rusty. Is this another potential hit single, you think?
ALW: I think it's the song that could survive as a standard quite easily. I would myself, if it was today, a kind of immediate hit single, but only because I think its not the kind of thing that immediately leaps into the charts, but then you never know. I mean, things do come out of the wood work. It was two years after Memory was issued in the States that somebody covered it and it was a big, big hit, and this is exactly the kind of song that you could find somebody pick up and do at some point in the future.
TD: Here you are then, as we were saying, with dozens of shows going on all over the place. You were mentioning you're currently working on, of all things, a Requiem mass. What is the motivation to keep going, what's the challenge that exists for you now, have you got any ambitions left?
ALW: Well, its a very interesting thought that, I was thinking about it only today, and I was saying to my wife Sarah that its very good that I have an annual arts festival, because I feel that I have to come up with something which is of excellence or whatever, or of interest anyway, for that particular date, because people expect it from me. And I think it would be quite easy to say, "Well, I get this idea for a mass together at some point" and it's a good idea to have a focus date, where you have to complete something by. Well, I know that next year's festival will be July, 9th, 1985, and I have to write a new piece by that time. I think that's very good because it keeps one's head on writing and stops one from being distracted all the time into other things. I mean, I am not exactly ambitious in the sense I feel that I have a master strategy to do many many more things, but I do feel that if you have a talent that you have been lucky enough to make your living out of, you're very lucky, because most people find it quite hard to decide what they want to do as a living. Let alone then have the luck to be able to enjoy doing the thing that they most want to do in life. And, it may sound like Mrs Thatcher talking, and I don't mean it to be, but I think there is a kind of moral obligation that you have, if you have had any kind of success, and you know that you can do something, to actually continue doing it. This is nothing to do with money or anything like that, because if I had a tremendous failure or five years in which I didn't achieve anything at all, which was commercially successful, I'd still be doing the thing that I wanted to do and still be able to afford to do it. And so few people get that piece of luck that it would be disgraceful if I didn't continue forwards.
TD: Andrew, thank you. I wonder if we shouldn't leave the last words on Starlight Express before we hear the final rousing finale, not to you as the composer, but to the junior Lloyd Webbers who have joined us, and who you were saying earlier, were its target audience. Well, Imogen and Nicholas, what did you atually think of Starlight Express then, when you saw it?
Imogen: I thought it was good.
TD: Who's your favourite character?
TD: Dinah, the dining car. Why's that?
Imogen: Don't know....
TD: What about you, Nicholas, did you like the steam train or the diesel train best?
Nicholas: I liked CB best!
TD: CB, now he's the caboose, the guards van.
Nicholas: uh huh
TD: What's nice about him?
Nicholas: He just is... I like his song and all that stuff.
TD: Do you think daddy's very clever to write all those nice tunes?
Images and interview © Really Useful Group 1984
Starlight Express - 1987
Starlight Express began life in 1973. I was asked to compose the music for a series of cartoons for television based on the "Thomas the Tank Engine" stories, which are something of a British equivalent of "The Little Engine That Could." Nothing then came of the project.
Two years later my life was complicated by meeting a soul singer who had the unusual gift of being able to sing three notes at once in the exact pitch of an American steam whistle. Meanwhile I had been approached by another television company about a cartoon version of "Cinderella." Soon it became a Cinderella story about trains. A famous prince was to hold a competition to decide which engine would pull the royal train across the United States of America. Cinderella was to be a steam engine, the ugly sisters were to be a diesel and an electric. The steam engine won the competition with help from the Fairy Godmother... The Midnight Special (The Starlight Express.) The Midnight Train lent the steam engine special equipment on condition it was back by midnight, so the Special could leave on time. In his haste to get back on time the steam engine dropped a piston. The prince went around America to find the engine which the piston fitted, etc., etc.
The project never got off the ground! In the summer of 1982 I took my young son, Nicholas, the the Valley Railroad en route to the Goodspeed Opera House in Connecticut. I shall never forget his face of pure joy and amazement when the big American steam locomotive arrived.
So at the 1982 Sydmonton Festival Starlight was finally performed with the intention that it might become a concert for schools. Here it was heard by Trevor Nunn. First there was a plan that it should open the new Barbican Centre in London as a concert sung by all the schools in the City of London, but the ever-resourceful Mr. Nunn had other ideas. He felt the story should be more about competition, that for children today it should be more of a pop score and above all that it could be a staged "Event" because trains could happen through roller skates. Frankly some of us had doubts so the first act was "workshopped" in 1983. The Londo production of Starlight Express opened in March 1984 and is still playing.
For this present production (Broadway 1987) I worked in conjunction with Phil Ramone in New York on a new recording which has resulted in new arrangements and it turns out that some of the main songs are either completely new or substantially rewritten and we have a completely redesigned train set from John Napier. - Andrew Lloyd Webber
Starlight Express (Las Vegas 1993)
Starlight Express started life in 1975 as a sort of Cinderella story which I hoped would be an animated movie. It never got off the ground. Then in 1983 I rewrote it for my children, Imogen and Nicholas, in the version that opened in March 1984 at the Apollo Victoria Theatre in London.
Nine years later we revised Starlight whose new music is dedicated to my young son Alastair.
Starlight was always meant to be fun; hopefully an entertaining piece of live theatre for a new audience. We are all proud that Starlight not only became the second-longest running musical in London theatre history in April 1992, but also has spawned a new generation of artists and theatre-goers who perhaps never considered going to the theatre before and who have gone on to other (perhaps more conventional!) things.
For example Frances Ruffelle started her career as Dinah then, two years later, she won a Tony Award for her Broadway performance in Les Miserables.
That's what the whole creative team feels Starlight is about. It is meant to be nothing other than fun with a tiny heart of gold beating among all its trappings. It also by its nature had to change. Frankly I suspect that when Alastair is old enough to see it. we will be on track of version number three.