
Mussorgsky's Night on Bald Mountain in Earthworm Jim (1994)
The second level of Earthworm Jim—the infamous “What the Heck?”—opens with a snarling 16-bit arrangement of Modest Mussorgsky’s Night on Bald Mountain. It’s a perfect needle-drop for a hellish planet ruled by Evil the Cat, patrolled by corporate lawyers and homicidal snowmen. The cue swerves between bombast and kitschy “elevator music,” amplifying the level’s satire while keeping Shiny Entertainment’s signature whiplash humor intact.
“What the Heck?” and the Bald Mountain Riff

Mark Miller’s and Tommy Tallarico’s score stitches Mussorgsky’s 1867 tone poem into a collage that veers from grandiose to absurd. The opening bars of Night on Bald Mountain blare over Heck’s molten vistas before hard-cutting to syrupy lounge textures, then snapping back to the Russian menace. That musical whiplash mirrors the level design: you dodge shadow fiends, whip grapples over lava, and endure Evil’s taunts while the soundtrack toggles between apocalypse and muzak. The Sega CD “Special Edition” pushes the intro even closer to Mussorgsky’s phrasing, leaning on the CD audio’s clarity.
Why a Russian Classic Works Here
Night on Bald Mountain was born from the folklore of witches’ sabbaths, and its swirling strings and hammering brass have long scored visions of damnation. In Earthworm Jim, the sting of Russian Romanticism turns a gag level into a miniature opera. The lawyers and snowmen are jokes, but the music gives them theatrical teeth. It’s the same juxtaposition that defined 90s Jim: grotesque cartooning framed like grand spectacle.
Conclusion: Ga-roovy Bald Mountain

The “What the Heck?” arrangement shows how confidently 16-bit games borrowed from classical repertoires. In this case, Mussorgsky’s witches ride shotgun with Jim’s slapstick, and the result still lands: a level that is equal parts parody and pagan pageant, scored by one of Russia’s most indelible nightmares.

Earthworm Jim
Country: United States
Initial release: October 1994
Platforms: Genesis/Mega Drive, SNES, Sega CD, others
Music credits: Tommy Tallarico, Mark Miller
Key track (Level 2): Arrangement of Mussorgsky’s Night on Bald Mountain
Level: “What the Heck?” (Evil the Cat’s realm)
Tone: Classical bombast spliced with lounge/muzak gags
Developer/Publisher: Shiny / Virgin (EU), Playmates (NA)
About: “What the Heck?” is a fiery underworld ruled by Evil the Cat. Its audio collage—Mussorgsky’s witches’ sabbath colliding with cheesy elevator interludes—became one of the series’ most quoted musical jokes and a standout example of Russian classical music surfacing in 16-bit action games.
References
- Wikipedia: Night on Bald Mountain — mentions EWJ Level 2 usage
- Earthworm Jim Wiki: “What the Heck?” — notes the Mussorgsky cue
- GameFAQs (Sega CD SE changes) — intro closer to Bald Mountain
- Rocketworm (archival fan site): EWJ classical music overview
- TheologyGaming: EWJ soundtrack piece on “What the Heck?”