Selections from Takemitsu's film-music output are used as examples in this analysis on music placement in film. Music gives information to the viewer, but the opinions and theories about what this information is and what its function is, have not been entirely sorted out. It is clear that film-music represents, but what does it represent, and how does it represent? Using Takemitsu as the subject of this study presents the opportunity to consider this unique figure's diverse and prolific film- music output in the larger context of Japanese cinema at a highpoint. The collaborating filmmakers allowed an unusual level of compositional freedom, resulting in films with exceptional and unusual film-scores.