Terrence Malick's Days of Heaven (1978) has been hailed as ‘one of the most beautiful films ever made’, but the film's immense cinematic beauty has detracted from the impact of its experimental soundtrack. Drawing on interview material with editor Billy Weber (who worked on all three of Malick's films), the original screenplay of Days of Heaven and detailed sequence analysis, the paper examines the film's manipulation of the traditional relationship between sound and image. Indicating that Malick's experimentation with sound largely developed in post production, Weber confirms that the dialogue-heavy screenplay was transformed in the cutting room with the addition of Linda Manz's haunting voice-over. Ridding the film of dialogue created a different emphasis on sound and Weber's states that he and Malick were disappointed that this aspect of the film was critically overlooked. This article redresses this lack of critical recognition, whilst arguing that it is reflective of the general under-theorisation of sound within a body film theory and criticism which tends to emphasise the visual image. With reference to Jean-Louis Comolli, Mary Ann Doane and Kaja Silverman, amongst others, I underpin my discussion of sound in Malick's film with a look at the wider context of the marginalised position of sound within film theory. © 2001 Taylor & Francis Group, LLC.