Perhaps the most underrated of all contributions to any motion picture might well be the music. Composer Mladen Milicevic's score for Up Against Amanda is certainly one of the mood enhancing elements which carry the story forward. Milicevic's theme for Amanda changes subtly in tone, key, and tempo depending on the emotional content of each scene her character inhabits.

In addition to the score, Up Against Amanda features an outstanding selection of blues music performed by Karen Lawrence. Highly acclaimed in her own right, Lawrence wrote the theme song "Prisoner" for the motion picture The Eyes of Laura Mars sung by Barbra Streisand.

Karen Grosso as the character of Laurie convincingly lip syncs to the real Karen Lawrence's voice performances of heartrending ballads and marvelous melodies.

Karen's beautiful song, "I Couldn't Help But Love You," co-written with Fred Hostetler was written specifically for a tender love scene in Up Against Amanda and is featured over the end credits of the movie.