What did a chariot race in ancient Egypt sound like? How might voices bounce around a pharaoh's palace? Does the parting of the Red Sea sound like a particularly turbulent day at the beach? And what about that voice of God?

These are just a few of the aural issues Lon Bender and Wylie Stateman, sound designers of DreamWorks Pictures' animated epic The Prince of Egypt, had to consider during the film's three-year production process. A lot is riding on the project, the studio's inaugural feature in the realm of traditional animation, gussied up with spectacular 3D effects. Executive producer Jeffrey Katzenberg wanted the soundtrack of this new telling of the Exodus story, which was released December 18, to be as rich and persuasive as the visuals.

"DreamWorks decided that the sound design was an integral part of the story development, and got Wylie and myself involved from the beginning," says Bender, who is partners with Stateman in Soundelux Entertainment Group. "Visual effects and sound effects were designed at the same time. We experimented heavily with a lot of different sections--the plague sequence, the Red Sea, a sequence where Moses has a nightmare that goes into hieroglyphs. We would use whatever visuals we had, whether living storyboards or animation later in the process, and prepare different approaches, and Jeffrey and the directors would come to my studio and go through them. There's a lot of great sounds on the editing room floor."

Sound design for an animated film is by definition far more complex than for most live-action movies. "Because it's all done in studios, there is no ambiance whatsoever," says Bender, who has designed sound for several animated films, including Disney's Mulan and The Hunchback of Notre Dame, as well as dozens of live-action projects, including the Oscar-winning Braveheart. "So we spent a lot energy on the movie's atmosphere. You have to pay attention to all the ambiances that would otherwise be recorded in production, which is complicated. But it's also more versatile, because there are not noisy production tracks to be concerned with--you can totally control the perspective of things."

Ambiance and perspective were crucial to The Prince of Egypt. "We were very specific about how the different locations reflected the frame of mind of the characters," Bender says. "When we were in the palace of Rameses, the sound was colder, particularly as time went on. When Moses finally realizes who he is, and goes off to the desert, the film visually depicts his changing relationship with nature, culminating in a huge sandstorm that sort of washes him clean from his past. From a sound standpoint, we did the same thing--we took the ambiance of the place he started, and built the size of nature as he evolved. We used more low frequencies to broaden the scope of the sound, and a lot of breath in transitions."

In keeping with the idea of the film as "a David Lean-style epic adventure movie," Bender says that "we used all organic recordings; nothing was made up on synthesizers." Soundelux goes into the field and records new material for every movie; for Prince of Egypt, Bender notes, "We found locations to record wind, horses, and all kinds of ambient stuff. Then we modified it with some of the wonderful tools provided by the ProTools company, like Waveframe to manipulate frequencies." The 30-odd Soundelux sound technicians who worked on the film also made use of such cutting-edge technology as the Harrison Series 12 mixing console, which stores four "virtual" levels.

"Then there are a lot of things created on the Foley stage, and in animation that's extremely important," the sound designer continues. "Every little footstep and articulation of the jewelry they're wearing is necessary to bring it to life. And in mixing, a lot of attention was paid to perspective." He adds that re-recording mixers Andy Nelson and Anna Behlmer, working at Todd-AO and the Twentieth Century Fox Studios, used different programs in the Lexicon 400 Echo System for natural spatial placement of sounds and echoes.

As in most animated films, music plays an important role in The Prince of Egypt. Composer Hans Zimmer and the sound designers worked closely together throughout production to "be very clear who was going to be in what frequency ranges at what time," says Bender. "There were many situations where the effects play something better, and many situations where we knew the music would be more successful from an emotional standpoint. We didn't waste a lot of time having both things vie for the audience's attention."

But what about those chariots? "Unlike most movies where chariots would be big, heavy rolling devices," says Bender, "these were really thin, made of bamboo and papyrus, because they didn't have what we think of as timber in this part of the world. Our goal was to make them sound very thin and rickety. The historical reference is extremely important; our job is to bring as much reality as we can to whatever movie it is."

And what about the voice of God, heard initially at the site of the famed burning bush? "It's not something I can really talk about," the sound designer demurs, explaining that the identity of the deity's enveloping voice was supposed to be hush-hush. Let's just say that Val Kilmer contributes the voice of Moses, and that echoes are a big part of the movie's soundtrack.