Why doesn’t the Captain America: The Winter Soldier score pay homage to the score of the first film? What are the origins of the jarring, techno nightmare sounds that accompany the titular assassin when he makes his way onto the screen?

According to composer Henry Jackman, it’s all a balancing act: by virtue of the kind of story directors the Russo brothers were trying to tell, it couldn’t replicate what The First Avenger did; at the same time, The Winter Soldier couldn’t have your basic action movie score, and would need to sound recognizably like a superhero film.

And for those of you who check it out this weekend, it definitely has its own sound. From the crunchy, industrial beats anytime Cap’s onscreen nemesis appears to Steve Rogers’ own triumphant but slightly darker theme which is woven throughout the film; while still dealing in action movie-style orchestration, it doesn’t do the big brass thing that the Iron Man movies use.

Jackman says that he read the script about a year before he started composing the music for The Winter Soldier, which is about when his own ideas for the film’s score began to take shape. “There was a very deliberate and successful – I think – attempt to take a very historical and nostalgic superhero and bring him into a context that’s completely contemporary.”

For Jackman and the Russo brothers, that meant abandoning Alan Silvestri’s score from the first film, whose nostalgia and wartime patriotism wasn’t a match for the techno-paranoia of the sequel. “I think almost as a sort of experiment, [the Russo brothers] when they were putting the first cut together and testing it and whatnot, they took some of Alan’s very fantastic score from the first film and threw up it and it just didn’t fit.” Jackman says that at some point in the process of developing the sequel, that from top to bottom, the filmmakers were looking for ways to sharply contrast their film – visually, thematically, and aurally – from The First Avenger.

The downer, dissonant, and sometimes nerve jangling score has as much to do with the shift in action as it does with the changes going on with its lead character, who’s starting to doubt his mission in the morally grey present.

“[Cap] isn’t super heroic throughout the film,” Jackman says. “In the first two acts of the film, he’s somewhat lost in an ensemble political thriller.” Jackman says like Cap, his score is somewhat subdued in the first two acts, finally tilting into a more “heroic” theme as the action ramps up in the explosive back third.

And what about composing for the Winter Soldier? Jackman says he needed something that was almost “anti-music” given that the unfrozen hitman was “this mechanized, homogenized, brutal killing machine.”

“I was pulling off a lot of hard, electronic processing,” he says, “sort of non-symphonic and mechanical.”

Captain America: The Winter Soldier is out in theaters this week. You can pick up Henry Jackman’s score now from Marvel Music and check out samples below from Marvel’s Official YouTube channel.