KEN STOTT (voice of Trufflehunter) is a triple-threat in the English performance world

KEN STOTT (voice of Trufflehunter) is a triple-threat in the English performance world, an Olivier Award-winning veteran of the British stage, television and films.
Born in Edinburgh in 1955, Stott was educated at George Heriot's School, where his father was Dean of the English Department. He next trained at Mountview Theatre
School and began his acting career at the age of 18 at the Lyric Theatre in Belfast, Ireland.

He spent the next ten years doing repertory (in places like Belfast, Ipswich, Manchester and Plymouth) before landing his first lead role in “Through the Leaves” at the Traverse Theatre in Edinburgh. When the play transferred to London, the 30-year-old actor began attracting notice, and a year later was performing at the Royal National Theatre. Over the next few years, the Scot established his reputation as one of Britain's finest performers, garnering numerous nominations and awards, including an Olivier Award as Best Supporting Actor for “Broken Glass” in 1994. He earned a second nomination the “Recruiting Officer” at the National Theatre.

His early stage work includes The Royal Shakespeare Company productions of “Henry V,” “Henry IV, Parts 1 and 2” and “The Merry Wives of Windsor,” before winning larger roles in Tennessee Williams’ “The Rose Tattoo,” Moliere’s “The Misanthrope” and Arthur Miller’s “Death of A Salesman,” in which he starred as Willy Loman opposite Jude Law as his son, Happy.

But it was his part in the initial cast of the West End hit “Art” (earning his third Olivier nomination) with Albert Finney and Tom Courtenay at Wyndham's that really brought him into the limelight. With his stage career on hold while winning acclaim on British television in the late 1990s, he returned to the West End boards in 2001 in Brian Friel's “Faith Healer” at the Almeida Theatre in King's Cross. More recently, he starred opposite Richard Griffiths and John Hurt in the drama “Heroes,” returning to the Wyndham’s in London’s West End in 2006.

While working to establish his name in the repertory theatre world, Stott debuted on English TV with a role in “The Secret Army” in 1977. Although small roles ensued over the next two decades in a variety of programs like “Your Cheatin’ Heart” and Dennis Potter’s “The Singing Detective” on the BBC, he won acclaim as the alcoholic hospital deejay in the BBC black comedy miniseries “Taking Over The Asylum,” which won the BAFTA as Best Drama series.

He became a familiar face on the BBC in such series and programs as “Mug’s Game,” “Rhodes,” “Stone, Scissors, Paper,” “Messiah,” “Vicious Circle” and a mainstay on ITV in the five seasons of “The Vice,” starring as Det. Inspector Pat Chappel (BAFTA nominated for his work in 1999). That show, one of the U.K.’s most popular series, drew an estimated 10 million viewers weekly. He most recently won praise over two seasons in the title role as Scotland's favorite anti-hero cop in another ITV series, “Rebus.”

While establishing his profile on the stage and television, Stott also found his way into motion pictures, making a dramatic debut in a brief (30 second) appearance as a 16th century Spaniard in 1983’s “Being Human.” He later had supporting roles in a wide variety of films, from the Oscar-winning short film “Franz Kafka's It’s A Wonderful Life” (with Richard E. Grant) to the musical spectacle “A Beggar’s Opera.”

He won his first major film role as the alcoholic coach Ike Weir in Jim Sheridan's “The Boxer” (after co-star Daniel Day-Lewis saw his performance onstage in “Art” and suggested him for the part) and two years later starred in his first lead role opposite Billy Connolly in the dark thriller “The Debt Collector,” a part written expressly for him. He played the sadistic Chance in Jake Scott’s “Plunkett & Macleane” (alongside Liv Tyler, Robert Carlyle and Jonny Lee Miller) and also co-starred in such motion pictures as Danny Boyle’s “Shallow Grave,” Antoine Fuqua’s “King Arthur,” Lasse Halstrom’s “Casanova,” Mike Hodges’ “I’ll Sleep When I’m Dead” and Bill Forsyth’s “Being Human.”

Stott's most recent screen work includes his role as Zvi Rafiah in Mike Nicholls film, “Charlie Wilson’s War”, and he is currently starring in Yazmina Reza's new play “God of Carnage” at the Gielgud Theatre with Ralph Fiennes,Tamsin Greig and Janet McTeer.

LIAM NEESON has become one of the leading international motion picture actors

LIAM NEESON has become one of the leading international motion picture actors today. Whether it is his Academy Award® nominated role of Oskar Schindler in Steven Spielberg’s highly acclaimed “Schindler’s List” (`1993), his award-winning portrayal of legendary Irish Republican hero in “Michael Collins” (1996), or his role as controversial sex therapist Alfred Kinsey in the critically acclaimed “Kinsey” (2004), Neeson continues to display an acting range matched by few.

In 2007 Neeson completed production on Pierre Morel’s “Taken,” which is due out in the US later this year. Neeson stars as an ex-soldier trying to track down the Albanian slave masters who have kidnapped his daughter. Currently, Neeson is filming Richard Eyre’s “The Other Man” opposite Laura Linney, and he recently completed production on “The Chronicles of Narnia: Prince Caspian” where he reprised his role as the voice of the Lion, Aslan, in the sequel to the 2005 box office success “The Chronicles of Narnia: The Lion, the Witch and the Wardrobe.”

In 2006 Neeson graced the screen in the classic revenge drama “Seraphim Falls” opposite Pierce Brosnan. In 2005, he appeared in Ridley Scott’s crusades epic “Kingdom of Heaven.” He also co-starred that year in “Batman Begins,” directed by Christopher Nolan.

Neeson’s portrayal of Alfred Kinsey in Bill Condon’s “Kinsey,” co-starring Laura Linney, garnered him a Best Actor award from the Los Angeles Film Critics Association. Prior to that, Neeson co-starred with Hugh Grant, Emma Thompson, and Keira Knightly in the Working Title film “Love Actually” (2003), written and directed by Richard Curtis.

Neeson returned to Broadway in 2002, co-starring with his friend Laura Linney in Arthur Miller’s classic “The Crucible.” Mr. Neeson’s performance as John Proctor earned both he and Miss Linney a Tony® Award nomination.

In 2001, he starred opposite Harrison Ford in the true story of Russia’s nuclear submarine tragedy entitled “K-19: The Windowmaker,” and starred opposite Sandra Bullock in the black comedy “Gun Shy”
(2000).

Neeson starred in the box-office phenomenon “Star Wars: Episode I – The Phantom Menace” (1999) in the role of Qui-Gon Jinn, the Master Jedi Knight who bestows his Force-ful wisdom upon Obi-Wan Kenobi and the young Anakin Skywalker. In the same year, he starred opposite Catherine Zeta-Jones in Jan De Bont’s “The Haunting” (1999).

In addition, he starred in the screen adaptation of Victor Hugo’s “Les Miserables” in the role of Jean Valjean, co-starring Geoffrey Rush, Uma Thurman and Claire Danes. Also that year, Neeson played Oscar Wilde in David Hare’s new play, “The Judas Kiss” which opened in London’s West End and subsequently on Broadway.

Neeson starred in the title role in Neil Jordan’s “Michael Collins” (1996) for which he received Best Actor honors at the Venice Film Festival, a Golden Globe® Best Actor nomination, and London’s prestigious Evening Standard Award for Best Actor. The film also received the highest honor in Venice -- The Golden Lion Award.

It was in 1993 when Neeson received worldwide attention for his starring role in the Academy Award® winning film “Schindler’s List.” In addition to winning an Academy Award® nomination for Best Actor, he was nominated for a Golden Globe® and BAFTA Award.

The Irish-born actor had originally sought a career as a teacher after attending Queens University, Belfast and majoring in physics, computer science and math . Neeson set teaching aside and in 1976 joined the prestigious Lyric Players Theatre in Belfast (“The best training any actor could have.”), making his professional acting debut in Joseph Plunkett’s “The Risen People.” After two years with the Lyric Players, he joined the famed National Theatre of Ireland, the Abbey Theatre in Dublin. Neeson appeared in the Abbey Theatre Festival’s production of Brian Friel’s “Translations,” and a production of Sean O’Casey’s “The Plough and the Stars” for the Royal Exchange Theatre in Manchester, England where he received a Best Actor Award.

CORNELL S. JOHN Television credits include the popular BBC series EastEnders, Holby City, Doctors

CORNELL S. JOHN (Glenstorm the Centaur) was born in Birmingham, England. He maintains a very high profile on the British stage, where he has triumphed in such musical productions as “The Gershwin’s Porgy and Bess” (directed by Sir Trevor Nunn), “Les Misérables,” “The Full Monty,” and Disney’s “The Lion King,” in which he originated the West End role of King Musafa (the character vocalized in the 1994 animated classic by James Earl Jones) for director Julie Taymor.

His lengthy list of theatre credits also includes Sondheim’s “Pacific Overtures,” ”You Don't Kiss,” Satan in the European tour of Steven Berkoff's “Messiah,” Rodgers’ and Hammerstein’s “South Pacific,” “Brother to Brother,” “Rum Shop Opera,” “Romeo and Juliet,” “Heavenly Bodies,” Medgar Evers in “JFK,” the Japan/UK tour of “Carmen Jones” (directed by Simon Callow), “Dutchman,” “Buddy,” “Kiss Me, Kate,” Leonard Bernstein's “Trouble in Tahiti,” Steinbeck’s “Of Mice and Men,” “Bad Boy Johnny,” “Scratches,” “Damn Yankees,” and Kander and Ebb’s “Chicago.” He credits his role as Oscar Lindquist, the shy tax accountant in the West End production of “Sweet Charity,” directed by Carole Metcalf, as the turning point in his career.

Television credits include the popular BBC series “EastEnders,” “Holby City,” “Doctors,” “The Block,” “‘Orrible, Maise Raine” and “3 Minute Heroes,” as well as “Revolver,” “Final Passage,” “The Farm” on C4, “Lenny Henry in Pieces,” “The Knock,” “Thief Takers,” “The Milkman,” and ITV’s “The Upper Hand.” His roles on the big screen include “Kidulthood” and the upcoming sequel, “Adulthood,” “Rottweiler,” “Red Mercury,” “Hush Your Mouth,” “Rage.”

John has enjoyed recent success making his directorial debut with the plays “Dutchman” and “Birth of a Blues” for Bush Boy Productions in London and is blessed with the continued love and support of Jane Elizabeth and his daughter Kaiya.

SHANE RANGI (Asterius the Minotaur) returns to the world of Narnia

SHANE RANGI (Asterius the Minotaur) returns to the world of Narnia after portraying Gen. Otmin, the fierce Minotaur and leader of the White Witch’s army, in “The Lion, the Witch and the Wardrobe.”

Rangi is well-known among fantasy film enthusiasts for his role of the Witch King of Angmar in Peter Jackson’s Oscar-winning “The Lord of the Rings: The Fellowship of the Ring.” He returned in the series second chapter, “The Two Towers,” as the Easterling NCO, and portrayed a Harad Leader in “Return of the King.” In addition to his character roles, Rangi also Doubled Lawerence Makaore as Gothmog and the Black Witch King, and Paul Norell as the King of the Dead not to mention was also a utility stunt performer in all three titles of Jackson’s landmark movie trilogy.

When not portraying specific characters before the cameras, the New Zealander keeps busy as a stuntman based out of Wellington. His stunt credits include Jackson’s “King Kong,” X-Men: The Last Stand,” Vincent Ward’s “River Queen,” Jay Russell’s family film, “The Water Horse,” and Patrick Tatopoulos’s up and coming fantasy film Underworld 3 “The Rise of the Lycans.”

Between film assignments, Rangi can be found at Weta Digital, Peter Jackson, Jamie Selkirk and Richard Taylor’s award-winning VFX house in New Zealand that creates a wide variety of computer graphic images for film, television and game projects.

Rangi was raised in New Zealand’s north island but hails from the east coast village of Tiki Tiki, near Gisborne. The imposing, 6’4” Maori began his performing career during his secondary school years, first with a local operatic company before winning entry into the New Zealand Drama School, one of only twelve applicants awarded a position out of 600 potential candidates. He began his professional career doing local theatre before breaking into the feature film arena.

ALICIA BORRACHERO (Queen Prunaprismia) starred in two of Spain’s most popular television series

ALICIA BORRACHERO (Queen Prunaprismia) the Madrid native, earned her B.A. in Drama from Nazareth University in Rochester, New York. She returned to her homeland to pursue her career, which encompasses work in films, television and the theatre.

On the big screen, she most recently completed a co-starring role in Mike Newell’s “Love in the Time of Cholera,” based on the novel by Gabriel Garcia Marquez. She appeared in Peter Yates’ Hallmark Entertainment adventure “Don Quixote” and was named Best Actress at the Benaldamena Film Festival for Fidel Cordero’s drama “The Fabulous Story of Diego Marin” (“La Fabulosa historia de Diego Marin”).

Other motion picture credits include the starring role in “Vidas pequeñas,” “Things I Forgot to Remember” (“Cosas que olvidé recordar”), “Death in Granada” (“Muerte en Granada”), “Blind Blood,” “The Killer Tongue” (“La lenga asesina”), “Three Words” (“Tres Palabras”) and “Shooting Elizabeth.”

Her television work includes such programs and specials as “Tres Años en el Paraiso,” “Las Hijas de Mohamed,” “Un Lugar en el Mundo,” “Comedian’s Club” (for Canal Plus+), “7 Vidas,” “Medico de Familia,” “El Rinoceronte,” “Hermanos de Leche,” “Farmacia de Guardia,” the miniseries “Delantero,” “Kinsey II” (for BBC Television) and “Oxigeno.”

On the Spanish stage, her credits include Strindberg’s "Miss Julie" (Cope Best Actress Award), Shakespeare’s “Much Ado About Nothing,” “Cambio de Marea,” Beth Henley’s “Crimes of the Heart,” “Untimely Death,” “Pack of Lies,” “The Lover,” the musical “The Robber Bridegroom” and Wilder’s “Our Town.”

Borrachero starred in two of Spain’s most popular television series -- “Periodistas,” the long-running drama set inside the newsroom of a major metropolitan newspaper, and “Hospital Central,” the current weekly serial (equates to a Spanish-language version of “ER”) in which she plays Dr. Cruz Gándara.

For her work on both series, Borachero won the Spanish Actors Guild prize for Lead Performance in “Periodistas,” and was nominated in the same category for “Hospital Central.” She also collected an Atv Award and TP de Oro nomination for her work on “Periodistas.”

VINCENT GRASS (Doctor Cornelius) is a native of Belgium

VINCENT GRASS (Doctor Cornelius) is a native of Belgium who began his acting studies as a boy growing up in Brussels. Born into a classically-trained musical family (his father was a conductor, his mother a classical singer), Grass opted to pursue his love of acting, attending the Conservatoire Royal de Bruxelles, where he made his stage debut in a dozen or so plays. Because of his musical heritage, he also fronted a local cover band called Crash, where he learned to speak English by memorizing the lyrics to some of the most popular rock songs of the 1960s.

After completing his studies in Brussels, he headed to England, where he honed his craft at the London Academy of Music and Dramatic Art (LAMDA), starring in several LAMDA Theatre Club productions including “The Plain Dealer,” directed by Norman Ayrton.

Grass maintains a very busy career (in both English and French) on the stage, on television and in motion pictures from his home base in Paris, where he has been living for thirty years. He has worked for such directors as Roland Joffe (“Vatel”), Mike Binder (“Four Play”), Agneska Holland (“To Kill A Priest,” the French telefilm “Largo Desolato”), Jacques Demy (“Lady Oscar”) and Peter Greenaway (“The Tulse Luper Suitcases II”).

His list of French movie credits includes Valerie Lemercier’s “Palais Royal,” Chris Nahon’s “Empire of the Wolves” (“L’Empire des loups”), Gerard Corbiau’s “The King Is Dancing” (“Le Roi danse”), Claude Berri’s “Uranus,” Michel Blanc’s “Dead Tired” (“Grosse fatigue”), Catherine Corsini’s “Les Amoureux,” the Dardenne’s “Je Pense a vous,” Bertrand Blier’s “Thank You Life (“Merci la vie”) and Alain Berliner’s “My Life in Pink” (“Ma Vie en rose,” a film festival favorite in 1997 and winner of the Golden Globe as Best Foreign Film). He has also appeared in several short films, most notably “La Carte postale,” directed by Vivian Goffette, which earned an Oscar nomination in 1999 as Best Live Action Short. Following his role in Narnia, he joined actress Isabelle Huppert in Rithy Panh’s film "Un barrage contre le Pacifique" on location in Cambodia.

For French television, Grass has appeared in dozens of series and telefilms, including “David Nolande,” “Louis La Brocante,” “Police District,” “Le Frère Irlandais,” “Julie Lescaut,” “Theo et Marie,” “L’Enfant de L’Absente,” “Jeunesse sans Dieu,” “Les Vacances de Maigret” and “Maigret ches les Flamands,” “Les Colonnes du ciel” and “Saint-Germain ou La négociation.” His English-language TV projects encompass Yves Simoneau’s “Napoleon,” the Emmy Award-winning “Horatio Hornblower,” “Sharpe’s Enemy,” “Memories of Midnight,” “Murder, Inc.” and “Night of the Fox.”

On the Paris stage, Grass has starred in three plays mounted at the Theatre Silvia Montfort -- “Masterclass” (“Staline Melodie”), “La Question D’Argent” and Miller’s “Death of A Salesman.” He appeared in Genet’s “High Surveillance” at the Theatre Le Lucernaire, and has appeared in many productions staged throughout Belgium, including “Mistero Buffo” at the Brussels National Opera, Kafka’s “The Castle” on a national tour, “Murder in the Cathedral” at the Flobecq Festival, Moliere’s “The Bourgeois Gentilhomme” at the National Theatre, Ionesco’s “The Killer” (“Tueur sans gages”) at Compagnie de Bruxelles, Hampton’s “Total Eclipse” (“Les Fils du Soleil”) at the Rideau de Bruxelles, Chekov’s “The Seagull” at the Theatre Royal de Namur and “The Knack, Or How to Get It” at the Waltra Theatre in Brussels.

He also enjoys a lucrative voice-over career in which he has dubbed the French dialogue for such projects as “The Matrix” (Hugo Weaving’s Agent Smith), “Lord of the Rings” trilogy (John Rhys-Davies’ Gimli and Treebeard), Peter Firth (the British TV series “Spooks”) and George Miller’s recent Oscar-winning animated feature, “Happy Feet” (again, Hugo Weaving’s Noah the Elder), among many others.

DAMIáN ALCáZAR (Lord Sopespian) is one of Mexico’s most prominent acting talents

DAMIáN ALCáZAR (Lord Sopespian) is one of Mexico’s most prominent acting talents. In addition to his award-winning career in film and television, Alcázar is also a dedicated acting teacher and founding member of the Veracruzano Theatre Forum at Veracruzana University (where he served on the faculty) and the Center for Experimental Theatre.

A native of Jiquilpan, Michoacán on Miexico’s west coast, Alcázar has starred in numerous Mexican films, including "B.C., El Limite del Tiempo," "El Anzuelo," "Katuwira," "Tres Minutos en la Oscuridad," "Dos crímenes" (Best Actor, Cartagena Film Festival), "No Juegues con el Amor," Arturo Ripstein's "La Mujer del Puerto," "Abuelito de Batman," "La Leyenda de una Mascara," “Un Mundo Maravilloso” (Best Actor, Los Angeles Latino Film Festival), "La Ciudad al Desnudo,” John Sayles’ Spanish-language drama, “Men with Guns” and Sebastian Cordero’s “Crónicas,” for which he won his seventh Ariel Award (Mexico’s equivalent of the Oscar) and Best Actor honors at the Cartegna and San Sebastian International Film Festivals.

He was also awarded Ariel prizes for “Las Vueltas del citrillo” (Best Actor, 2006; also Best Actor, La Havanna, Cuba), “El crimen del padre Amaro” (Best Supporting Actor, 2002; also Best Actor, Muestra Internacional de Cine de Guadalajara), “La Ley de Herodes” (Best Actor, 1999; also Best Actor, Valladolid, Spain), “Baja, California: El limite del tiempo” (Best Actor, 1998), “El Anzuelo” (Best Supporting Actor, 1996) and “Lolo” (Best Supporting Actor, 1994). He collected three additional nominations for Mexico’s prestigious acting honor, including “Dos crimines” (1995), “Pachito Rex: Me voy pero no del todo” (2001) and “La Habitacion azul” (2002). He also won the Best Actor honor at the Miami International Film Festival for “Crónicas.”

He has also co-starred in such English-language films as John Duigan’s "Romero," Alex Cox's "Highway Patrolman," Bruce Bereford’s HBO feature “And Starring Pancho Villa as Himself,” Cruz Angeles’ upcoming “Don’t Let Me Drown” and the TV movie "Nurses on the Line: The Crash of Flight 7."

Upcoming projects include “El Camino del diablo,” El Viaje de Teo,” “Mordidas,” “Satanás” and “El Soldado Perez.”

SERGIO CASTELLITTO (King Miraz) has been called one of the most popular Italian actors

SERGIO CASTELLITTO (King Miraz) has been called “one of the most popular Italian actors for international audiences since the heady days of Mastroianni and Gassman.” In addition to his lengthy acting career encompassing work in films, television and on the Italian stage, Castellitto is also a noted writer-director, with his most recent directorial achievement, “Donit Moveî” (“Don’t Move,” in which he starred opposite Penelope Cruz), triumphing as one of Italy’s biggest critical and commercial successes of 2004.

Castellitto and Cruz won Italy’s David di Donatello honors for their respective leading performances, with the film (based on the Strega winning and bestselling novel by his wife, the acclaimed italian writer Margaret Mazzantini) earning nine other nominations, including Best Film and writing and director nods for Castellitto. The film was also showcased in 2004 as part of a retrospective of the actor-director’s work by the Film Society of Lincoln Center.

Born in Rome, Castellitto graduated from the Silvio D'Amico National Academy of Dramatic Art in 1978. He began his theatrical career in Italian public theater with Shakespeare's “Measure for Measureî” at the Teatro di Roma and with roles in other plays such as "La Madre” by Brecht, “Merchant of Venice” and “Candelaio” by Giordano Bruno. He next starred at the Teatro di Genova in the roles of Tuzenbach in Chekhov's “Three Sisters” and Jean in Strindberg's “Miss Julie,” both under the direction of Otomar Krejka. Over the ensuing years, he also starred in such theatrical productions as "L'Infelicita Senza Desideri" and “Piccoli Equivoci” at the Festival Dei Due Mondi in Spoleto, as well as "Barefoot in the Park" by Neil Simon and “Zorro", a monologue written for him by his wife, Margaret Mazzantini. He also directed her in her own original comedy, "Manola.”

While contnuing a successful career on the stage, the actor made his film debut in 1982 alongside Marcello Mastroianni, Michel Piccoli and Anouk Aimée in “L’Armata ritorna” (“The General of the Dead Army”), directed by Luciano Tovoli, then followed the next year with Stefania Sandrelli in the feature “Il Momento magico” (“Magic Moments”).

He continued working in the Italian cinema with some of the industry’s finest young auteur directors such as Marco Colli (“Giovanni Senzapensieri”) and Felice Farina (“Sembra Morto Ma E’ Solo Svenutoi”), for which Castellitto also served as the subject and screenwriter. In 1986, he co-starred with Vittorio Gassman and Fanny Ardant in Ettore Scola’s epic saga, “La Famiglia” (“The Family”), which earned an Oscar nomination as Best Foreign Film and won five David di Donatello awards, including Best Film.

He next reunited with actress Fanny Ardant in Margarethe von Trotta’s “Paura e amore” (“Love and Fear”), then co-starred alongside Jean Reno and Rosanna Arquette in Luc Besson’s acclaimed drama “Le Grand Bleu”(“The Big Blue”), which earned a Cesar nomination as Best Film. He won his very first David di Donatello prize (as Best Supporting Actor) for his role alongside Gian Maria Volonte in “Tre colonne in cronaca.”

As a new decade approached, Castellitto graduated to leading roles in the film adaptation of Claudio Bigagli’s play “Piccoli Equivoci” (reprising his stage role of Paolo), “La Carne” (“The Flesh”), Mario Monicelli’s “Rossini! Rossini!,” Giuseppe Tornatore’s “L’Uomo delle stelle” (“The Star Maker,” a Best Foreign Film Oscar nominee in 1996, for which he won the Nastro d'Argento Critics Award) and Francesca Archibugi’s “Il Grande Cocomero” (“The Great Pumpkin”), winning his second David di Donatello award and first as Best Actor. As the 1990s grew to a close, the actor turned his talents to directing his first feature, “Libero Burro,” also co-writing the screenplay with his wife, Margaret Mazzantini, his co-star in the film. The production earned Best Film honors from the Los Angeles Italian Film Awards.

In addition to his busy career in Italy, Castellitto spent much time in Paris, where his popularity soared in such films as "Alberto Express" and "Ne Quittez Pas" by Arthur Joffe, Laetitia Masson’s "A'Vendre" and "Le Cri De La Soie" by Yvon Marciano.

In 2001, he reteamed with director Ettore Scola in his acclaimed drama, “Concorrenza sleale” (“Unfair Competition”), then gained international acclaim as Ugo, the artistic director of an Italian theatre troupe visiting Paris, in Jacques Rivette's “Va savoir.” He next starred as the temporamental chef in the acclaimed international comedy “Bella Martha” (“Mostly Martha,” Best Actor -- European Film Award), then triumphed again in the bittersweet Italian comedy “Caterina va in città” (“Caterina in the Big City, winning his second Nastro d'Argento Critics Award). He earned another Donatello nomination (his third) for Marco Bellocchio’s award-winning drama “L’Ora di religione” (“My Mother’s Smile”). He most recently reunited with Bellocchio in “Il registra dei matrimoni” (“The Wedding Director”), and also starred in the Italian drama “La Stella che non c'E” (“The Missing Star”), directed by Gianni Amelio, and provided one of the voices for the French version of “Arthur and the Invisibles.” He is the only italian actor to star in the French homage to Paris, "Paris Je T'Aime,” in an episode directed by Isabel Coixet.

His television work includes the miniseries "Cinema" with Alain Delon, the great Italian biopics "Don Milani-Il Priore di Barbiana", "il Grande Fausto" (the life of Fausto Coppi), "Padre Pio" and "Enzo Ferrari" (the latter two directed by Carlo Carlei), "Victoire ou la vie des femmes" directed by Nadine Trintignant, and two projects he also co-wrote -- “Il Commissario Maigret : L'ombra cinese” and “Il commissario Maigret: La trappola di Maigret,” both starring Margherita Buy. His most recent TV project was "O'Professore," written by Stefano Rulli and Sandro Petraglia, director Maurizio Zaccaro.

In addition to co-writing a new film with wife Margaret Mazzantini (which he will also direct), Castellitto will also return to the theatre to direct John Patrick Shanley’s award-winning play "Doubt.”

WARWICK DAVIS’ (Nikabrik, the Black Dwarf) roles have taken the veteran actor

WARWICK DAVIS’ (Nikabrik, the Black Dwarf) roles have taken the veteran actor from his roots in Surrey, England, to galaxies far, far away, to the magical world of J.K. Rowling’s Hogwarts, and to C.S. Lewis’ fantastical land of Narnia in a career spanning over two decades.

Warwick began his career purely by chance as a boy in 1981. His grandmother heard a radio announcement calling for people under four feet tall to appear in the new “Star Wars” film, “Return of the Jedi.” Originally cast as a background player, Warwick’s gestures were so characteristic of George Lucas’s vision of an Ewok that he was recast as Wicket, who became one of the film’s lead creature characters. After the huge success of the third “Star Wars” epic, Lucas made two Ewok movies for ABC television, “The Ewok Adventure” and “Ewoks: Battle for Endor,” with Warwick reprising his role as Wicket in both projects.

Two years later, the 3’ 6” talent was called to Elstree Studios in London for a meeting with producer George Lucas and director Ron Howard about a new project called “Willow,” with the title role written specifically with the actor in mind. The project, in which he co-starred alongside Val Kilmer, allowed Warwick to showcase his acting talent beyond the portrayal of strange creatures hidden behind special makeup, earning him a Saturn Award nomination from the Academy of Science Fiction, Fantasy and Horror.

Following that big screen success, the teenage Warwick was immediately back in front of the camera, this time for the small screen, in yet another fantasy epic. He was cast in two series for the BBC -- playing the swashbuckling mouse, Reepicheep, in the Narnian adventure “Prince Caspian and the Voyage of the Dawn Treader,” then returning to C.S. Lewis’ wondrous world as Glimfeather the Owl in “The Silver Chair.” He next followed with his first villainous role in the cult horror classic, “Leprechaun,” whose success spawned no less than five sequels over the years, with Warwick returning to the title role in each.

In 1997, he returned to filmmaker Lucas’ famous galaxy far, far away in “Star Wars - Episode 1: The Phantom Menace,” in which he essayed three roles in the film. In addition to the characters of Wald and Weazel, he also played the famous Jedi Master, Yoda, for scenes where the character was required to walk.

In 2001, the literary phenomenon, Harry Potter, became a cinematic one, with Warwick playing two characters (Professor Flitwick and the Goblin Bank Teller) in “Harry Potter and the Sorcerer’s Stone” for director Chris Columbus. He reprised the role of Flitwick in the next four sequels, “Harry Potter and the Chamber of Secrets” (again for Columbus), “Harry Potter and the Prisoner of Azkaban,” “Harry Potter and the Goblet of Fire,” “Harry Potter and the Order of the Phoenix” and the sixth in the series, “Harry Potter and the Half Blood Prince.”

The career next launched him back into space, this time hitching a ride as Marvin the Paranoid Android in “The Hitchhiker’s Guide to the Galaxy,” the big screen adaptation of Douglas Adams’ beloved novel. He also recently played the supporting role of Oberon, the jazz club m.c. who introduces singer Ray Charles to the performing world in Taylor Hackford’s Oscar-winning “Ray.”

His other credits over the years include “Labyrinth” (alongside David Bowie), the NBC telefilm “Gulliver’s Travels (co-starring opposite Ted Danson), “Prince Valiant,” “A Very Unlucky Leprechaun,” “The New Adventures of Pinocchio,” “The White Pony,” the groundbreaking NBC miniseries “The 10th Kingdom,” the BBC sitcom “The Fitz,” the ABC telefilm “Snow White,” the gangster caper “Al’s Lads,” and two BBC productions, “Dr. Terrible’s House of Horrible” and “Murder Rooms: The Kingdom of Bones.” He recently completed a role in “Small Town Folk,” played himself in an episode of Ricky Gervais’ wicked industry satire, “Extras,” and will next write, produce and star in the action film, “Agent One-Half.”

As well as the many roles on the big and small screen, Warwick has trodden the boards of theaters throughout the United Kingdom. In addition to numerous appearances in “Snow White,” he has appeared as Smee in “Peter Pan” and as the Genie in “Aladdin.”

PETER DINKLAGE (Trumpkin the Red Dwarf) is well-known to movie audiences as Finbar McBride

PETER DINKLAGE (Trumpkin the Red Dwarf) is well-known to movie audiences as Finbar McBride, the despondent loner who moves into an abandoned train depot after the unexpected death of a friend in Thomas McCarthy’s acclaimed comedy-drama, “The Station Agent.” For his performance in the endearing film, Dinklage was nominated for the Independent Spirit Award, the Screen Actors Guild Award (as Best Actor and as part of the film’s Best Enesmble Cast) and the Online Film Critics Association Award.

Dinklage, a New Jersey native, studied his craft at Vermont’s Bennington College before furthering his studies at the Royal Academy of Dramatic Arts in London and the Welsh School of Music and Drama in Wales.

He made his film debut in Tom DiCillo's 1995 independent comedy “Living in Oblivion.” He followed with appearances in John Hamberg’s “Safe Men” (opposite Sam Rockwell, Steve Zahn and Paul Giamatti), Michel Gondry’s “Human Nature” (written by future Oscar winner Charlie Kaufman), Alexandre Rockwell’s “13 Moons” (reuniting with co-star Steve Buscemi) and the romantic comedies “Never Again” and “Just a Kiss” before triumphing in “The Station Agent,” which won acclaim at the 2003 Sundance Film Festival.

Since that auspicious big screen starring debut, Dinklage has worked on over two dozen projects, most notably in Jon Favreau’s popular holiday classic, “Elf,” Sidney Lumet’s courtroom drama, “Find Me Guilty,” the acclaimed FX series, “Nip/Tuck,” “Lassie” opposite Peter O'Toole, “Tiptoes” with Gary Oldman, “The Baxter” and the recently completed features “Penelope" (with Reese Witherspoon), "Death At A Funeral” (directed by Frank Oz), “3/5 of A Man” and “Underdog.”

On the small screen, he guest-starred on “Third Watch,” “I’m With Her,” “Life As We Know it,” and co-starred opposite Brent Spiner on the CBS series “Threshold.”

Dinklage’s stage work includes the title role in The Public Theatre's production of "Richard III," "I Wanna Be Adored,” "Hollywood,” "Imperfect Love” and Charles Sturridge's production of Beckett's "Endgame" at the Gate Theatre in Dublin and The Barbican Theatre in London. Following his work on the film, he returned to the stage at the Acorn Theatre's “Things We Want,” which marked the Off-Broadway directorial debut of actor Ethan Hawke.

GEORGIE HENLEY (Lucy) returns as the youngest of the Pevensie siblings

GEORGIE HENLEY (Lucy) returns as the youngest of the Pevensie siblings. With her memory of Aslan resonating strongly with her, Lucy remains a child at heart in the second story. It is her gift for insight, understanding and relentless faith that helps her family and companions overcome Miraz’s reign and restore Narnia to its former glory.

Georgie made her professional acting debut in “The Lion, the Witch and the Wardrobe.” The 12-year-old from Ilkley, W. Yorkshire, in the north of England was already a member of a local drama club called Upstagers, where she was discovered by casting director Pippa Hall in a countrywide casting call for the film launched in June, 2003. Georgie won the role over 2,000 other hopefuls.

For her work in the first film, Georgie collected numerous awards and nominations from organizations around the world.. She won the Phoenix Film Critics Award (Best Performance by a Youth in a Support or Lead Role, Female), the Michael Eliot Trust Award (Child Star of the Year), the Total Film Award (the Dakota Fanning prize for Best Child Actor) and theYoung Artists Award (Best Performance/Feature Film -- ages ten and under).

Additionally, Georgie earned nominations as Best Young Actress from the Broadcast Film Critics Association, as Most Promising Newcomer for the United Kingdom’s Empire Awards, as Best Breakthrough Performance from the Online Film Critics Society and as Best Newcomer from the Chicago Film Critics circle.

Since her debut in the first “Narnia” film, Georgie played the young Jane Eyre in last year’s BBC production of “Jane Eyre.”

SKANDAR KEYNES returns in the role of Edmund Pevensie

SKANDAR KEYNES returns in the role of Edmund Pevensie, the younger brother who after betraying his siblings for his own selfish gain during the Pevensie’s first journey through Narnia, redeems himself by fighting on the side of good against evil. Though still a boy, he has gained in wisdom and his courage has strengthened as the four Pevensies embark on this new adventure to assist the young Prince Caspian in overthrowing his evil uncle Miraz who has usurped his throne.

Skandar Keynes is a sixteen-year-old actor who first appeared at the age of nine in the Royal Shakespeare Company’s production of Macbeth for TV. He immediately followed with another TV part as a Victorian waif in Jonathan Meade’s docudrama for BB2 The Victorians.

In 2001 Skandar played the world-famous Italian racing driver Enzo Ferrari as a child in Duemila Productions’ biopic Ferrari. It was in 2004 shortly before the start of filming that Skandar was cast as Edmund Pevensie in The Chronicles of Narnia: The Lion, The Witch and The Wardrobe.

ANNA POPPLEWELL (Susan) returns to the land of Narnia

ANNA POPPLEWELL (Susan) returns to the land of Narnia as older sister Susan, this time showing a softer, more emotional side (unlike her pragmatic persona in the previous adventure). In the midst of the forming battle, she finds herself falling for the young, handsome Prince Caspian. The film represents the teenage Susan’s final appearance in the series.

Anna made her professional acting debut in the 1998 television adaptation of du Maurier’s novel, “Frenchman’s Creek.” She has appeared in such other feature films as “The Little Vampire,” “Me Without You,” and “Mansfield Park.” Her television roles include “Dirty Tricks” and the BBC costume dramas “Love in A Cold Climate” and "Daniel Deronda." Prior to her role in “The Lion, the Witch and the Wardrobe,” the 19-year-old beauty appeared as Vermeer’s eldest daughter in Peter Webber’s globally-acclaimed drama, “Girl with A Pearl Earring.”

Born and raised in London (the daughter of a barrister father and doctor mother), she is the eldest of three siblings, all of whom have attended ‘Allsorts’, a children’s drama class. Her sister Lulu appeared in Richard Curtis’ “Love, Actually,” and her brother Freddie was Michael Darling in PJ Hogan’s 2003 film, “Peter Pan.” Following her work on "Prince Caspian" Anna began her studies in English Literature at Magdalen College, Oxford, where author Lewis spent much of his academic career.

WILLIAM MOSELEY (Peter) reprises his role as Narnia’s High King

WILLIAM MOSELEY (Peter) reprises his role as Narnia’s High King, who returns to the enchanted land with his three siblings not to replace Caspian, but to help the young prince save Narnia from tyranny under the reign of the evil Miraz. “Prince Caspian” represents Peter’s final appearance in the series.

William (now 21 years old) had his first motion picture starring role in the first “Narnia” film, for which he earned nominations for the Saturn and Young Artists Awards.

The son of English cinematographer Peter Moseley, William is a native of Gloucestershire in the Cotswolds area of England. He was first spotted by casting director Pippa Hall almost a decade ago (while in primary school) when she was casting the 1998 English TV movie, “Cider with Rosie,” based on Laurie Lee’s memoirs about his childhood in the Cotswold Valley (coincidentally, the village next to the young actor’s own).

She kept her eye on the budding talent over the ensuing years, which led to his first audition for “The Chronicles of Narnia: The Lion, the Witch and the Wardrobe” eighteen months before filming commenced in June, 2004. Hall’s casting partner, Gail Stevens, cast him in the 2002 SMG telefilm, “Goodbye, Mr. Chips,” his first professional role.

BEN BARNES' (Prince Caspian) starring role is the title character of C.S. Lewis’ second adventure in the land of Narnia

BEN BARNES' (Prince Caspian) first Hollywood motion picture starring role is the title character of C.S. Lewis’ second adventure in the land of Narnia.

Barnes is a veteran of the British stage. The 26-year-old U.K. native studied drama at Kingston University and was a member of the National Youth Music Theatre, where he debuted in “The Ballad of Salomon Pavey” at the age of fifteen. His other credits with NYMT include “The Ragged Child,” “Bugsy Malone” at the Queen’s Theatre, “The Dreaming” and “Andrew Lloyd Webber's 50th Birthday” at the Royal Albert Hall.

Most recently, Barnes triumphed onstage again, winning rave reviews for his role of the charming, manipulative predator, Dakin, in Alan Bennett’s award-winning play, “The History Boys,” which had its West End premiere at London’s Wyndham’s Theatre.

Other British stagings include “Sex, Chips & Rock n' Roll” at the Royal Exchange in Manchester, "Loving Ophelia" at the Pleasance Theatre, “Judi Dench & Friends” gala at the Kingston Rose Theatre, as well as the workshop productions of “Blag” and "Talking to Mr. Warner" at the Chocolate Factory.

His recent film roles include the lead character of Cobbakka, a Russian delinquent who runs riot in London, in the independent feature “Bigga Than Ben,” and a featured role in Matthew Vaughn’s (“Layer Cake”) recent big screen fantasy, “Stardust.” He also co-starred for director Simon West (“Lara Croft: Tomb Raider”) in his recent CW network telefilm, “Split Decision” and just completed a co-starring role opposite Jessica Biel and Colin Firth in Stephan Elliott’s romantic comedy, “Easy Virtue.”

The world of Narnia was magically enriched through the collective talents

Taylor felt strongly that the sword defines the Telmarine culture. For Miraz and his fierce army of soldiers, he chose rapiers and falchions. “The rapier is a sophisticated weapon with a very long blade and a basketed hilt. It is used in a much more refined and subtle motion than the hack-and-slash motion of some of the weapons in the first film,” he says. “There’s a lot of ceremony in these various pieces, as well as an ornamentation that illustrates the pomp and ceremony of Miraz and his people.”

Taylor’s team manufactured 200 polearms in two different styles, 200 rapiers of varying design, over 100 falchions, 250 shields and 55 crossbows, including the handsome and deadly weapon wielded by Miraz’s queen, Pruniprismia. The Telmarine cavalry was equipped with soft shields and stunt gear, which included stunt-safe horse faceplates for the warhorses and unusual sculpted faceplate helmets for the soldiers.

“The Telmarines were a very exciting race of people to design,” Taylor concludes. “They are almost feudal. Their armor is resplendent and rich and beautiful, complemented by some very fine weaponry. They are a very fierce fighting force, so quite an adversary for the Narnian creatures.”

The world of Narnia was magically enriched through the collective talents and efforts of the production’s visual effects artists, once again headed by Oscar® nominee Dean Wright. Wright and longtime Adamson ally Wendy Rogers collaborated with a whole new group of computer wizards for PRINCE CASPIAN.

Wright and Rogers drafted three of the industry’s top VFX designers to bring the world of Narnia to the screen in this new chapter. Two London firms, The Moving Picture Company and the Oscar®-winning Framestore/CFC, joined the Oscar® winners from Weta Digital in New Zealand to digitally enhance the world of Narnia and envision CGI creatures the River God, Jadis the White Witch, Trufflehunter the faithful badger, Aslan the Lion and the valiant, swashbuckling rodent, Reepicheep.

As in the first film, virtually every moment and scene in the film has been touched by a VFX shot of some sort. “This is one of the biggest visual effects films ever made,” claims Wright. “Andrew was bound and determined to up the ante this time. We started off with at least twice the number of VFX shots as The Lion, the Witch and the Wardrobe.”

For the castle raid sequence, the movie’s epic action set piece, Wright partnered with two colleagues—The Moving Picture Company’s Greg Butler, whose team oversaw the action and character effects created for this sequence, and Weta Digital in New Zealand’s Guy Williams, who created the environments for the scene.

A virtual glossary of VFX practices were used to bring together all the elements to complete the film’s first big action scene. Wright estimates at least 300 VFX shots have been incorporated into this single scene.

Adamson also wanted to break the CGI barrier by merging real people realistically with the CG characters. Lucy hugging Aslan, Susan riding on the back of Glenstorm the centaur during their escape from the castle raid and the Pevensies and Caspian being carried into the castle by Gryphons all are prime examples of the intricacy of the film’s VFX work.

The decision to have Gryphons carry the children, Caspian and Trumpkin into the castle meant months of technical design, research and development with the assistance of motion control expert Ian Menzies. The VFX teams all over the world had to work in perfect synchronicity in order to pull off this eye-popping effect perfectly.

Animators at MPC in London plotted the path the children would fly and supervised the intricate moves on-set in Prague. The digital files for the shots were sent to Weta Digital in New Zealand, where “matchmakers” converted them for Alex Funke’s miniature crew to use in a camera test on the 1/24th scale castle model. Any changes required were then passed onto the on-set animators, who incorporated the new camera moves into their animation before finally sharing it with Menzies’ team. He took the information and fed it into the computer control “Gryphon rigs” connected to the motion control cameras to shoot the blue screen photography of the actors.

Months after the actual castle raid sequence was completed on location in Prague, Wright returned to New Zealand where he and Funke, one of the industry’s best miniature effects directors, shot footage on various miniature versions of the castle built at different scales.

“Andrew is a big fan of trying to put whatever is real in the frame,” Wright says. “Miniature sets make it seem more organic within the frame and the story. When you have a well-lit miniature, you again fall into this world of believing everything you’re seeing, and that’s what we wanted to do.”

“Having Andrew in the director’s chair is a godsend for us,” Dean Wright says. “As visual effects professionals, we want to be pushed. I think all the innovation that comes from visual effects comes from a director pushing you farther than you ever thought you could go.

“Andrew wanted to make this film bigger than the last, which meant throwing more complicated stuff at VFX,” the effects supervisor continues. “When kudos go out for visual effects, there should be an honorary place for the director. He’s the one that comes up with 95 percent of the vision of what you’re going to create. We’re there to help it and enhance it.”

Adamson says his goal was to give the audience something they hadn’t seen before. “And I think we’ve done that. There are a lot of things technique-wise that we developed and experimented with that we can take advantage of in the future. How do you do a centaur? How do you do a minotaur? We’ve got a forest of trees that join the battles this time, and we’ve generated trees that can move and wade through the earth. Now that we know how to do it, we don’t have to spend that money again.”

The biggest challenge for the film, according to Johnson, is living up to the standards created by The Lion, The Witch and The Wardrobe. “People have seen the first movie and enjoyed it throughout the world,” he points put. “Their expectations are even higher. So we cannot be as good as The Lion, the Witch and the Wardrobe. We have to be even better.”

Adamson says directing THE CHRONICLES OF NARNIA films has been one of the most satisfying projects of his career. “I have been given the opportunity to take a hugely important childhood memory and show people something that had previously only existed in our collective imaginings. I’ve approached these films by setting out to make movies inspired by my memory of the books as an eight-year-old. You’re very lucky if that happens once in your lifetime… but for me, it has happened again.”

Telmarines soldiers and Lords using Richard's prototypes for the helmets

One of Ford’s more whimsical designs for the film is Trufflehunter’s Den, an octagonal structure built on wheels so that pieces of the set could be dismantled to allow intricate camera angles. Director Adamson mounted a still photo camera on a pole, and used it to photograph an actual badger’s den inside the hollow of an oak tree. Those photos inspired Ford’s set design and Kerrie Brown’s set dressing, which added a touch of verisimilitude to Lewis’ imaginary world.

At New Zealand’s Henderson Studios outside of Auckland, Ford’s crew built the Treasure Chamber, a decaying, two-story subterranean cavern. For inspiration in creating the massive treasure collection, Brown visited several museums in London and Paris and took photographs of lavish gifts that had been presented to the nobility of various countries. “We wanted the room to show that Peter and Edmund and Susan and Lucy, when they were kings and queens in Narnia, had been presented with treasures from people from different lands,” she says.

Brown next scoured prop stores in Australia and New Zealand to rent chalices, urns, armor and such, “but there wasn’t enough to fill up this huge room.” She added over 2,000 props designed, molded and sculpted by her prop department. That busy department, headed by Roland Stevenson, kept a staff of 35 working around the clock to manufacture over 7,000 prop pieces for the entire film.

Costume designer Isis Mussenden engineered the creation of hundreds of original wardrobe designs to clothe the Telmarines. Supervising a staff of over 70 artisans in both Prague and Auckland, Mussenden drew upon two sources for her vivid designs—folk dress of Sardinia and the paintings of the Cretan artist and Byzantine Mannerist, El Greco. “There are images in Pauline Baynes’ illustrations for the book that stay with one forever,” Mussenden recalls. “We never intended to ignore them. At the same time, I could not be bound by her illustrations either, because we are designing three-dimensional costumes.

“I like to start with a color palette,” she notes about the cool silver and gray shadings of the Telmarine army. “We already had the palette of the Narnians, but we needed to create one for the Telmarines. We didn’t want to use red and gold. Those are Narnian colors. I eventually chose several paintings of El Greco. They are gruesome images, acidic and cool, and were perfect for our needs.”

The next piece of the puzzle was taken from a book about the Sardinian cultural dress she found on a shopping trip to Italy. “Sardinia is a notorious rough-and-tough island which sported the new look I was after,” Mussenden says. “Skirts, vest, wide belts, garters and jackets...no capes! We went for the Mediterranean feel, which was a call by Andrew, to get ourselves in a different culture, a little different skin tone, a little different flavor.”

She also visited the curator of one of the world’s foremost armor collections, Stuart Pyhrr of New York’s Metropolitan Museum of Art. A private tour and an afternoon in the archives provided the spark for what would become the Telmarines battle gear.
“The scope of this film for us in the wardrobe department was ten times bigger than the first one,” she exclaims. “Not only in the actual count of how many characters and extras for whom we had to make costumes, but also the number of multiple costumes we had to make to cover stunt doubles, photo doubles, actors’ growth and just wear and tear over six months of shooting.”

“I designed and manufactured an army, which I have never done before,” Mussenden says. “While it was fascinating and interesting, it was also more work than I could have ever imagined.” Mussenden and associate designer Kimberly Adams, her longtime colleague and friend, estimate they built 262 cast outfits, 3,722 individual items for the Telmarine army including helmets, masks, brigandines, underbrigs, shirts, pants, boots, gloves and grieves, 1,003 Telmarine villager stock items and 2,184 metal rivets per brigandine (for a total of almost 1 million rivets).

Mussenden closely collaborated with Weta’s Richard Taylor in the design of the weapons and armor for both Telmarines and Narnians. “We also had a wonderful team of armorists in the Czech Republic who fabricated everything for the Telmarines soldiers and Lords using Richard's prototypes for the helmets and etching motifs,” she continues. “It was an interesting contrast of old world techniques and the high-tech new design world of Weta.”

“Miraz and his Lords needed special weaponry,” Taylor says. “Weta created individual swords, scabbards and sculpted faceplate helmets for the featured Lords including Glozelle, who also has a beautiful dagger. Miraz himself has a special shield, sword, scabbard, full plate armor and an ornate faceplate helmet.”

“Miraz’s helmet and facial mask represent the manner in which he commands his forces,” Taylor says about the unique designs. “The idea that it’s a faceless army hidden behind these masks, not showing their emotions or their faces, is captured in these very stylistic Italian ceremonial masks they wear.”

The designer used Lewis’ scant descriptive phrases as the inspiration for his vivid interpretations of the film’s settings

The studios are large enough to house a small forest. In fact, Barrandov’s brand new ‘Max’ Stage 8 became C.S. Lewis’ Dancing Lawn, an indoor forest complete with a sophisticated sprinkling system to feed the living set. “Dancing Lawn is a place so deep in the forest that the Telmarines have never found it,” production designer Roger Ford explains. “In the book, it's a place where the fauns and other Narnian creatures go to dance in the night. In the film, it’s the place the Narnians gather to plan their campaign with Caspian.”

The designer used Lewis’ scant descriptive phrases as the inspiration for his vivid interpretations of the film’s settings. He did not take his obligations lightly, understanding that his interpretations would be closely scrutinized by fans.

Ford’s signature set piece was the mammoth castle courtyard built on the studio’s backlot. The set, which he calls a character in the story, began with Lewis’ simple phrase: “Caspian lived in a great castle...” Six stories high, the castle shoots some 200 feet into the sky courtesy of VFX augmentation and contains more than 20,000 square feet of interior space. The magnificent design took 200 carpenters, painters, sculptors and other craftspeople 15 weeks to build.

Two symbols were chosen to emphasize that the Telmarines “are warlike, and not a very nice bunch of chaps,” according to Ford. Much of the Telmarine world is adorned with the head of an eagle, which embellishes not only the castle courtyard on the backlot and the crossbows used by the Telmarines, but the arms of the various thrones scattered throughout Miraz’s Great Hall.

In addition, Ford was inspired by the Telmarines’ origins as a pirate culture to use the compass on the soldiers’ shields, in the architecture of the Great Hall and in the banners fabricated for each of the 21 lords under Miraz’s rule.

Equally impressive in scope and detail are the ruins of the Stone Table in the How, where Aslan the Lion was sacrificed in the first story. The crypt-like, circular structure was carved out of plaster and polystyrene, with pillars reaching dozens of feet towards the stage’s towering ceiling. It contains a series of detailed plaster carvings that depict the history of the Narnians over the past 1,300 years.
“The How was such an important storytelling piece because of the Stone Table,” explains supervising art director Frank Walsh. “We had to develop and tell the story of what happened during those missing hundreds of years. These carved stone panels are all very important images.”

Adamson came up with the idea of “a channel or trough around the How directly beneath the wall carvings,” Ford says. “It is a well of oil that Caspian lights with a torch. The flames encircle the room, lighting up the panels.”

“We couldn’t use real oil or burning liquid because it’s hard to control,” explains mechanical effects supervisor and designer Gerd Feuchter. “We had to create a special propane burner which we then placed underneath a level of colored water.” The grid of propane valves sat underwater in the circular trough, which baffled set visitors, who had no idea that propane could burn underwater.

Ford’s crew spent over two months in the Bovec region of Slovenia erecting a massive bridge over the River Soca and its tributary Gljun for the setting of what may be the most memorable moment in the film, the River God sequence.

“In the book, the Bridge at Beruna is built by the Telmarines hundreds of years earlier,” says the designer. “When the Narnians are finally victorious, Aslan calls on the River God to destroy the bridge and free the river.”

Industrial engineers were called in to reroute the river’s flow to accommodate Ford’s set designs for the scene. The film’s bridge was constructed out of over-sized pine logs lashed together with massive ropes. It had to be a practical bridge that could hold 200 soldiers (and dozens of crew members and heavy equipment) charging across it. “It was really quite extraordinary,” Ford says, referring to the engineering and the machinery involved.

“It required a real piece of civil engineering,” adds supervising art director Frank Walsh, “We were introduced to the biggest bridge builder in Slovenia, the Primorje Group, and they didn’t even bat an eye. They adapted their operation and approach to what we wanted, came on board and were fantastic.”

Prince Caspian Shooting Locations

C.S. Lewis began Prince Caspian with the following passage:

Once there were four children whose names were Peter, Susan, Edmund and Lucy, and it has been told in another book called The Lion, the Witch and the Wardrobe how they had a remarkable adventure.

The second remarkable journey for Adamson and his team of artisans and actors (which numbered about 2,000 by the time filming ended) began while the first project was still in post-production. While screenwriters Markus and McFeely toiled on the script, pre-visualization artist Rpin Suwannath coordinated a staff of twelve artists and started visualizing the movie in a computer.

“Pre-visualization is the process of creating computer generated animatics that serve as a creative, technical and useful tool for budgeting the movie, and let Andrew visualize his scenes months before he shoots them,” explains Suwannath, who oversaw the same responsibilities on the first movie.

The process was vital to Adamson’s ability to mount a film of this magnitude. “It helps you see pieces of the puzzle that aren’t there on the day you direct these huge scenes,” the director says. “I can’t imagine not using pre-viz for a movie like this.”

While Suwannath and his team began to visualize the world of Narnia inside their computers, the filmmakers began their lengthy, global search to find locations that would evoke a vastly different realm than the winter landscape depicted in The Lion, the Witch and the Wardrobe.

“Narnia doesn't exist,” says Mark Johnson. “Except in C.S. Lewis' imagination. And in Andrew Adamson’s vision. In putting together this physical Narnia, we had location scouts all over the world for almost a year before filming began, trying to find places we could use to portray Narnia."

James Crowley, who served as location manager on the first film, along with a team of regional scouts went to twenty countries spanning six continents.

“There was a predetermined feeling about New Zealand,” Crowley says. “Europe was also discussed, but not where specifically. Part of this was due to the seasons. For this story, we needed an endless summer, so the seasons and the hemisphere played a huge factor in determining the final locations for the movie.”

The filmmakers ultimately chose to shoot in the Czech Republic (including Prague, Usti and the Brdo region near Dobris), Poland (Stolowe National Park near Kudowa-Zdrój; the Kamiencyka Gorge in Szklarska Poreba), Slovenia (the River Soca in Bovec near the country’s only national park, Triglavski Narodni Park) and New Zealand.

“The thing that New Zealand offers that a lot of places don't is a proliferation of old-growth forests,” Adamson says, explaining what drew him back to his native country. “There's not an area of Europe that hasn't been felled and regrown at some point, so finding an old growth forest is very difficult. In New Zealand, the whole west coast of the South Island is covered with ancient forests.”

Shooting began at two breathtaking sites on the Coromandel Peninsula’s Mercury Bay, which served as the settings for scenes in which the Pevensie children take their first steps back into Narnia: Cathedral Cove, a spectacular beach on the eastern shore of the peninsula, and a majestic bluff rising several hundred feet above the ocean where the siblings discover the ruins of Cair Paravel.

The company then departed for the country’s South Island, a magical place offering some of the planet’s most glorious scenery. Three sites were chosen for the two-week trip south. The first two, spectacular rivers in the country’s South Westland area have been given aliases to prevent them from being overrun by tourists—the “Westland River,” a scenic site which dramatically empties out to the Tasman Sea, and “Glasswater River.”

This second locale is defined by a dramatic river chasm bookended by cascading waterfalls that plunge 200 feet into the glassy waters. The water shimmered so clearly, actress Popplewell says, “Audiences won’t believe it’s real water because it appears to be an optical illusion created by VFX in post-production.”

The third South Island site chosen for filming was Paradise, a privately-owned horse ranch about an hour’s drive from Queenstown. “There were a couple of locations that were perfect for this movie that only New Zealand could offer,” says Johnson. “In many ways, it is a fairytale country with the kind of locations that make your jaw drop. New Zealand gave us the magic of Narnia.”

After a ten-day break in production to relocate scores of crew members and the film equipment literally halfway around the world, PRINCE CASPIAN resumed filming in Prague, also known as “the City of 100 Spires” because of the plethora of church and castle towers that dot its skyline.

“Prague is a popular place for film shoots,” says Johnson, “for a number of reasons. They have very good film crews; all the necessary equipment and sound stages are available here; and it’s a relatively inexpensive place to shoot, which is a real factor these days.”

The location was also an advantage for the cast. “It was really difficult on the children and their families to spend six or seven months in New Zealand on the last film,” he says. “From central Europe, they could be back home in England in a couple of hours. That was really important for them.”

The capital of the Czech Republic doubled for World War II England with the collective help of the art department, costumes and transportation. The road in front of the Praha Rudolfinum, one of the city’s grand concert halls, was transformed into Trafalgar Square circa 1941, with a bit of help from VFX supervisor Wright, who rotoscoped in footage from that era.

Prague is also the home of legendary Barrandov Studios, which has attracted plenty of large-scale productions over the last decade, of which this film is reportedly the biggest. Since its beginnings in 1931, Barrandov has launched the careers of cinema giants including Milos Forman, Jirí Menzel and the late Ján Kadár. In recent years, Hollywood has brought in productions including “Casino Royale,” “The Brothers Grimm” and “The Bourne Identity,” as well as “The Lion, The Witch and the Wardrobe.”

The filmmakers auditioned over 100 voices to find the right actor to bring the character to life

While Lane concentrated her daily efforts on actor Dinklage, fellow makeup artist Sarah Rubano won the assignment to metamorphose Warwick Davis into a character the actor himself calls “sour inside.”

“Howard’s makeup was loads of help for me in understanding the character,” says Davis. “Then you find the character’s voice. Then Isis’ costume, which was such an immaculate piece of workmanship… while the detail may not come across for audiences, subliminally, it’s all there. As an actor, it makes you feel so at home in the character. I lived, worked and fought in those clothes. You are then placed in the surroundings, the sets, and magically, you are in Narnia.”

“Warwick is an actor who has been able to imbue all of his characters with something different,” notes producer Johnson. “That's what I prize most in an actor—surprises. I think his Nikabrik character is very surprising because he is irascible, yet speaks real logic. Nikabrik has really paid for the fact that Narnia has been under the thumb of the Telmarines. So he has some real surprises as a character up his sleeve.”

Davis was intrigued by a clever illustration of the character done by one of Berger’s associates at KNB, John Wheaton. “It was brilliant, because it was me, but as an old man. It was my photograph over which he painted the character concept. It captured Nikabrik perfectly.”

When Davis looked in the mirror after the marathon session, “What I saw was the character in three dimensions that Howard’s artist had portrayed in two dimensions,” the actor notes. “It was astounding.”

Another daily visitor to Berger’s trailer camp was English musical theatre star Cornell S. John, who plays Glenstorm, the powerful Afro-Narnian centaur who aids the Prince Caspian and the Pevensies in their fight against Miraz.

“For Glenstorm, Andrew wanted a tall and imposing actor of African descent,” casting director Stevens remembers. “Glenstorm is a wise, spiritual character who is also a great warrior, so he needed to move with grace and dignity. We did a global search that went as far afield as Africa and found Cornell in London. We had known and admired him in many leading roles in musical theatre and opera, from ‘The Lion King’ to ‘Porgy and Bess.’”

John endured a lengthy makeup process that transformed the actor into one of mythology’s quintessential creatures, the centaur—half-man and half-horse. Latex face appliances combined with green screen tights over which the VFX magicians superimposed the body and legs of a horse turned the soft-spoken actor into one of the film’s most imposing creations.

“I’m 160% Mike Fields, the guy who did my makeup,” John states. “In the beginning, I had no idea what I should look like. I was hoping for something that expressed honor, pride and tradition. Because centaurs can live for hundreds of years, there’s no age limit on this. I put myself at 170 Earth years. This face of Glenstorm is the face of time.”

And, as they did on the first film, KNB created life-sized animatronic puppets and suits for the CGI character of Aslan for use on the set during filming.

“Andrew wanted him to be 15 percent larger,” says Berger. “We were able to utilize the digital scanning information from the first film and have Cyber FX mill out a new sculpture 15 percent larger than the first. We ended up with a very large lion in the shop.”
The face of Reepicheep, the swashbuckling mouse, did not come from the brush of one of Berger’s talented artists. Instead, the rodent was born from the strokes of a keyboard mouse, through computer software under the control by VFX co-supervisor Wendy Rogers.

“I grew up on the Narnia books and Reepicheep was definitely one of my favorite characters,” director Adamson says of the gallant, honorable and noble mouse who wields “a tiny little rapier,” in author Lewis’ description of the character. “He was ingrained in my imagination. The trick here was finding the right voice. He was difficult to find, but we finally cast Eddie Izzard for the part.”

The filmmakers auditioned over 100 voices to find the right actor to bring the character to life, says producer Mark Johnson. “Eddie Izzard's voice came closest to the seriousness of the character and yet didn't in any way repel us or not let us have immediate affection for Reepicheep.”

Once the filmmakers chose Izzard, Rogers focused on physicalizing the character. “Reepicheep is a big mouse, some 22 inches tall,” Rogers explains. “That will take some suspension of disbelief. At that size, we still have to make him feel like he’s a mouse. We have to find the correct balance between anthropomorphizing Reepicheep and maintaining the fact that he is a real animal—a mouse.

“The voice actor plays such a big part in defining the character,” Rogers continues. “It’s not the fact that the animated character resembles the actor playing him. The actor may do some mannerisms or a physical flourish, like wave a sword. We have lipstick cams at these recording sessions to capture that. That helps our exploration of who the character is.”

Of all the Narnian characters London-based visual effects house The Moving Picture Company (MPC) had to create for PRINCE CASPIAN, Reepicheep was the one requiring the most art direction and overall attention to detail, says MPC’s Greg Butler. “One of the first challenges was that a very big mouse would be hard to keep looking ’mousey.’ We wanted to make sure Reepicheep didn’t end up looking like a rat. We also had to work out an anatomy that was based on a mouse, but still allowed him to sword-fight, wear armor, and walk on two as well as four legs.”

“This story is Reepicheep’s introduction,” says Adamson. “Dawn Treader will be his story. What we’ve done is establish him for the next Narnia adventure. I didn’t really get to exploit him like so many other characters. But he is so worthwhile and interesting.”

40 special makeup artists gave birth to the film’s more fantastical creatures

Berger and his award-winning makeup magicians had been waiting two years to return to Narnia. “We were chomping at the bit to go back for the next film and get a chance to revisit all the Narnian inhabitants we helped create for the first film,” Berger says.

Berger was eager to create the new, wilder look of the creatures of Narnia, who have been living in hiding for centuries when the film begins. “In PRINCE CASPIAN, we had heavy set fauns, old age fauns, female dwarves, African-Narnian centaurs and their families. The minotaurs are now on the side of good. We have a new hag, a werewolf and the Satyrs are back, but all redesigned to be more animal-like.”

The task would require a large staff of experts ranging from concept artists to creature-suit fabricators, from hair designers to latex piece manufacturers. “We estimated close to 3,000 makeups on the film, which would keep the foam department busy almost 24/7 for the next nine months. We ended up applying 4,600 makeups by the end of the shoot, which is, I believe, a world record,” Berger reports.
Howard Berger and a team of more than 40 special makeup artists gave birth to the film’s more fantastical creatures. “My favorite Narnians are the dwarves,” Berger says. “We had two fantastic dwarf characters in the film: Trumpkin, played by Peter Dinklage, and Nikabrik, played by Warwick Davis. We designed some very intricate makeup applications to transform them into Narnians.”

When the role of Trumpkin was being conceived, director Adamson knew that Dinklage was his first choice to play the role. “I knew when I saw The Station Agent that I wanted to cast him,” the filmmaker says.

“He's the first actor we cast for this movie,” exclaims Johnson about Dinklage. “He's just phenomenal.”

Once signed on, Dinklage turned to the books—which he did not read as a youth—for research and inspiration. He describes his character as “curmudgeonly,” but adds “too much of that and you’re not going to want to spend time with him on the journey. Let’s just say that the Pevensies annoy him, and he’d rather have a glass of wine back in his tree.”

Before agreeing to take the role, Dinklage caught a glimpse of what Trumpkin might look like when he visited with Adamson in Los Angeles for an introductory meeting. The filmmaker showed Dinklage some of the pre-visualization materials, “some computer animation of what appeared to be these big battle sequences,” the actor remembers.

“I sat there in this room filled with computers, and watched as my likeness came up in these computer images,” he continues. “I had never seen anything like that before. It was weird really, but I felt like I couldn't say no at that point.”

Even with this unexpected peek at Trumpkin’s appearance, Dinklage had no notion as to what Berger and his team would devise to transform the blue-eyed actor into a vivid Narnian creature. Berger and Tami Lane, who both earned Oscars® for the first movie, rendered him unrecognizable, except for his piercing eyes.

Working from a concept painting of what Berger envisioned for the character, Lane began the daily two-and-a-half-hour transformation by shaving Dinklage’s head completely and painting it. She dyed his eyebrows before gluing on latex face pieces. Finally the makeup artist tacked on the intricate hair work that turned Dinklage into a fantastical, otherworldly creature.

“The last thing was a really long red beard and wig made of yak hair,” Dinklage says. “And somewhere there's a yak on top of a mountain who's very cold. And I'm sorry. However, because we filmed in the summer in Prague, it was not the coolest of makeups for me.

“With a lot of makeups, you can lose the actor underneath them,” the actor continues. “Howard and Tami really managed to make me look completely different and still allowed my expressions, my emotions, to come through.”

“Peter brought so much life to the character,” says Berger. “I always say that a makeup is half successful if we do our jobs right. That, plus the performance, made Trumpkin truly alive and believable. We gave Trumpkin his look. Peter gave him his heart.”

Ben Barnes as the film’s title character, and Italian movie star Sergio Castellitto

The characters battling for control of the vastly altered Narnia are played by two new faces on the Hollywood movie scene—the young, charismatic British stage actor Ben Barnes as the film’s title character, and seasoned Italian movie star Sergio Castellitto, who embodies pure evil as King Miraz.

Barnes was no stranger to the C.S. Lewis literary series. “I was a massive Narnia fan as a kid,” Barnes exclaims with the exuberance of an eight-year-old boy delving into the novels for the first time. “I definitely remember the books being a big part of my childhood. When I found out I got the part, I looked through my bookshelves and found this copy of Prince Caspian with 1989 copyright, when I was eight.”

“We took a long time to find Ben and saw many actors for this role,” Johnson says. “We needed a young man who could be heroic, but who also had something in his personality that reflected what the character learns through the journey in this film.”

English casting veteran Gail Stevens had an assistant who had seen Barnes in the recent West End staging of the award-winning drama, “The History Boys.” When she contacted his agent, the actor taped an audition reading for Adamson.

That video introduction led to a personal audition where the director crowned him the star of his new movie. “When we finally met Ben in person, we found him charming and fun and comfortable. He won us over,” Adamson recalls. “You could see from his effort and enthusiasm how much he wanted the role. I admired his work ethic.”

Barnes’ whirlwind adventure began almost immediately. Costume fittings, horseback riding practice, dialect lessons, fencing and stunt rehearsals consumed his early days and weeks on location in New Zealand.

In addition to immersing himself in the role, he also had to find a place for himself in a tight-knit film family. All four Pevensies were anxious to meet Barnes and see how he would fit in when he first arrived in New Zealand
“He became an honorary Pevensie,” jokes Keynes. “And the fact that he was 25 when we made the movie made everyone else act a bit more mature.”

“Ben had a lot to live up to before we'd even met him,” says Popplewell. “Especially for William and me, because we knew that we were not in the next story. We were, in a sense, passing the films onto someone whom we really liked. He had that something that we very much connected with.”

Before he meets the Pevensies in Narnia, Caspian is rallying support among the Narnians for a campaign against his own people, the Telmarines. “They’re trying to kill him,” Barnes explains. “I blow the magic horn and summon the Pevensies back to Narnia. Peter, as the High King, rightfully assumes that he’s in charge. We both have different ideas about how we should go about defeating my evil uncle, which leads to this conflict between us.

“Even though the story takes place in a fantasy world, you have to play every moment as truth,” says Barnes. “I hope those moments translate into something that the audience can really become involved with. If so, they will get behind Caspian and see him through from the beginning to the end of his journey.”
“The adult characters are much more scary in this film,” says Moseley. “The White Witch was scary, but you've seen nothing until you've seen Miraz. I fought both of them one-on-one, and Miraz took my breath away. It was really interesting watching Sergio change into Miraz. He takes on a whole new persona!”

During the casting process for the evil Miraz, the filmmakers were immediately intrigued with Castellitto. “Sergio is one of the most accomplished and well-regarded European actors around today,” says producer Johnson about his screen villain. “As soon as we saw his audition tape, we said, ‘Let’s explore this further.’ ”

Castellitto’s lengthy acting resume includes some of Italy’s best known movies over the last quarter century. He is well-known for roles in Luc Besson’s “The Big Blue,” and Best Foreign Film Oscar® nominees from Italy such as “La Familia,” and “L’Uomo delle stele.”

“I have a lot of admiration for Andrew Adamson because he pays attention to the psychological aspect of the performance and character,” Castellitto says. “We spoke about the character as a human being. We spoke about the battle between youth and age. The good and evil is evident in that dichotomy between Miraz and Caspian.”

Once actor and director had established Miraz’s psychological profile, they next turned to his physicality. The physical look of the film’s human cast fell to a team of makeup magicians led by two-time Academy Award® nominee Paul Engelen (“Greystoke: The Legend of Tarzan,” “Lord of the Apes,” “Casino Royale”) and hair designer Kevin Alexander (“Casino Royale”).

Engelen, a 40-year industry veteran with one of his craft’s best professional resumes, in collaboration with Adamson, created a Mediterranean look for the Telmarine characters. The longtime makeup artist felt immediately that Miraz should have some kind of beard. “The character of Miraz demanded that he be very forceful and intimidating for the part to succeed, and I very soon arrived at the triangular design we decided to use,” Engelen says. “I enlarged the chin area with an extension piece. With the addition of extended eyebrows, some darker color in and around the eyes, and the character’s trademark earring, we ended up with a good character look for Sergio.”

Add to this a wardrobe that costumer Mussenden describes as “a bit pirate, barbaric in character, but sophisticated in style and all inspired by images of 15th century Spanish soldiers,” plus Weta’s magnificent armor and weapons, and Miraz came to vivid and terrifying life.

Narnia is almost our complete imagination

Co-star Georgie Henley has grown into a bright and studious 12-year-old who has written two of her own stories, The Snow Stag and A Pillar of Secrets.
About Lewis’ imaginary world, its story and its characters, Henley says, “They're just brilliant because of the way C.S. Lewis wrote them. He didn't put too much description in, so Narnia is almost our complete imagination. We can interpret it however we like. I think that most people have their own interpretation of these books and these characters.”

Henley acknowledges two changes in her character in the second film. “In the last film, I was sweet little Lucy, and now I’m a bit more actiony, which was quite fun,”
she says, adding that she spent time learning to ride a horse and wield a dagger for her role. “Also, Lucy stands up for what she believes in more than in the last film—her faith in Aslan. She’s braver and she has her own view about what she thinks is right. She sees Aslan before her siblings do, which I think shows Lucy’s trust in Aslan more than the others.”

Producer Mark Johnson describes Lucy Pevensie’s dilemma as a fundamental question of faith. “She’s asking ‘Who am I? What is the right thing to do?’ Her conscience dictated a lot of what she did on the last film. In this one, it’s put to some pretty severe tests.”

Skandar Keynes, who plays Edmund, was 12 when he started shooting the first movie. By the end of PRINCE CASPIAN, he had turned 16. Despite his being five years younger than his co-star Moseley, Keynes sees his character as taking the role of the older brother in his relationship with the elder sibling Peter this time out.

“Edmund is always looking out for Peter,” says the young actor. “He always helps him, but never gets the credit he deserves and that gets to him a bit. It’s one of the recurring themes—how Edmund’s always helping Peter out. You know, there was even a day on the call sheet where the scene description was ‘Edmund saves the day.’ I didn’t let anyone forget it. I walked around with a call sheet in my hands all day saying, ‘Edmund saves the day’. That was really cool.”

Co-star Moseley believes moviegoers will see the Pevensies in a new light in PRINCE CASPIAN. “Peter and Susan especially. These two had challenges in the first film, but nothing on this level. I think audiences will be surprised and engaged by both the physical battles and the emotional battles endured by our characters.”

"They've all grown up really well,” Director Adamson says, sounding like a proud parent of the young actors portraying the Pevensie clan. “A large reason for me to do this again was working with the same children. There is this wonderful relationship between the kids, how they became a family and how they let us become a part of that family. There's change in very positive ways in growing up, but I'd like to say the movie didn’t change who they are, which I'm really happy about.”

The film marks the end of Narnia’s road for the eldest Pevensies, Susan and Peter

“It’s a wonderfully nostalgic story,” adds Adamson. “Basically the children have come back to a place that they’ve longed to be, the place they ruled for 15 years. Everything has changed. Cair Paravel is in ruins. The people they know have been driven into the wild. Aslan hasn’t been seen for a thousand years. They’ve got to come to terms with that, and at the same time, try to restore Narnia as they know it.”

That theme intrigued the screenwriters as well. “It’s an area Lewis left mostly untouched,” offers screenwriter Markus. “Lewis memorably examined what it would be like for a 1940s school kid to become King of Narnia. However, he didn’t much consider what it would be like for a King of Narnia to return to being a 1940s school kid.”

“Their year back in London must have been awkward at best,” adds writing partner McFeely. “Given their different personalities, each Pevensie handles the situation with varying levels of success. Their sudden return to Narnia pushes different buttons in each.”

And, how do the experiences of the four young British actors compare to what their screen counterparts encountered in the new story?

The eldest of the foursome, 21-year-old William Moseley, says his anticipation and anxiety to get back in front of the movie cameras echoed what his character Peter endured in the time between his fifteen-year reign of Narnia and his return to the kingdom in the new story. Just like his character, the handsome British native returned to secondary school.

“Finishing the first film was an amazing experience,” he says. “Then it was all taken away. Even though I didn’t react the same way Peter does, I can really understand how he feels.”

Once the senior sibling returns to Narnia, “he becomes slightly arrogant,” the actor notes of his character. “There's fighting within the group. Peter cannot accept Caspian. His plans are not set from his heart, but from his ego. Even when he doubts himself, he still is too stubborn to back down and accept that he might be wrong. And ultimately, he pays the highest price.

In the process, Moseley says, his character becomes a man. “When he gets back to Narnia, it’s 1,300 years later and people don't know he's a high king. They just see a boy. Peter has to prove who he is to the Narnians.”

“When we cast William as Peter, he was just 15 and had never done anything like this before,” Adamson notes. “William’s transformation was not dissimilar to that of his character Peter in the story, from this 17-year-old boy into a young man. I don’t think he’d even been on a movie set before. He was just this really great kid you wanted to be your big brother. And now, William has turned out to be a handsome and capable young man.”

Adds co-star Anna Popplewell, “Although William is 21, he's playing a 16- or 17-year- old. But he's an adult now. I had my first audition with him when I was 13. And we really have sort of grown up together. Everyone has grown up a little bit, and changed a little bit,” she observes.

However, Popplewell did notice how the character of Susan had changed when she read through the script. “Susan gets to be involved in a bit more action this time,” the actress enthuses. “I loved doing the fighting scenes. I loved being in the raid and the battle and getting my teeth into some of the stunts. I didn’t get to do much of that in the first movie.”

The film marks the end of Narnia’s road for the eldest Pevensies, Susan and Peter. Popplewell admits, “I feel incredibly lucky to have had this experience, a fantastic time. And I'd so much rather have been here than not been here. But, at the same time, it's really sad that I won't be coming back. ”

After finishing “The Lion, the Witch and the Wardrobe,” Popplewell concentrated on her secondary school studies and landed a coveted spot at Oxford’s Magdalen College, the same school where author C.S. Lewis served a three decade tenure from 1925-54, although she did not know of Lewis’ longtime connection to the college until she read a biography of the famed author.

PRINCE CASPIAN is a completely different story from The Lion, the Witch and the Wardrobe

Producer Mark Johnson believes the second film has surpassed the original in many respects. “This movie is bigger than ‘The Lion, The Witch and The Wardrobe,’” he says. “It’s bigger in terms of the number of people behind the camera. It’s bigger in terms of the number of people in front of the camera and, most importantly, it’s bigger dramatically. The themes that we’re playing out here, and the relationships, are much bigger and a bit darker than they were in the first film.”

Director Adamson explains: “PRINCE CASPIAN tells the story of Narnia 1,300 years after the Pevensies left. The Telmarines have taken over Narnia and driven all the creatures into the forest. Prince Caspian, the rightful heir to the throne, has been ousted by his uncle Miraz. Caspian blows Susan’s horn to bring the Pevensie children back to Narnia to save the land from Miraz, this unrightful king.”

The story reminds Johnson of the films he loved as a kid. “It harkens back to some of those movies that were full of adventure and swashbuckling and brave characters. We even have a castle and a moat! On top of that, it takes place in Narnia, so it involves C.S. Lewis’ imagination.”

Unlike the first movie, which deliberately started small and built to the epic battle scene, PRINCE CASPIAN starts big and gets even bigger. “We’ve seen that epic world now,” notes Adamson. “So, at the beginning of this movie, we had to start epic and then get more epic. We had a lot more exterior locations. We had castles and kingdoms created by a new race of men, the Telmarines. So there was this whole new world to design. Also, this film is probably a little darker and grittier than the last one, partly because the children are older, making the story more adult in nature.

“In the last film, I think we went to some pretty dark places,” he adds. “Aslan’s death, certainly, is one of the darkest moments in the film. I think this movie has the potential to be even more sinister. Miraz is potentially someone that we might actually see in real life, which makes him and the story that much darker.

“’The Lion, the Witch and the Wardrobe,’ is a very emotional story about sacrifice and forgiveness,” Adamson says. “In some ways, this is a more personal story, a story of these kids returning to a place that they love, but that no longer exists. This is more about coming to adulthood, about growth and adventure.”

That idea resonated with the director on a personal level. Although born in New Zealand, Adamson spent his formative teen years in Papua New Guinea “which no longer exists as I remember it growing up. For me, it’s a similar experience for these four children as they venture back to Narnia, a world that is not the same as when they first went there.”

“When I read The Lion, the Witch and the Wardrobe as a child, I remember getting to the end of it and thinking, ‘well, hang on a sec’,” Adamson recalls. “These guys were kings and queens. They ruled Narnia for fifteen years. They fought battles. They won wars against giants and now they have to go back to school? I wanted to see what happened next.”

“PRINCE CASPIAN is a completely different story from ‘The Lion, the Witch and the Wardrobe,’” producer Johnson explains. “The children have adjusted to a varying degree to being British school kids again. All of a sudden, they’re brought back to Narnia because they are needed to help save the land once again.”

Prince Caspian is the second of Lewis' seven-book Chronicles of Narnia series

The enchanting characters of C.S. Lewis' timeless fantasy come to dazzling life again in THE CHRONICLES OF NARNIA: PRINCE CASPIAN. This time out, the Pevensie siblings—Peter, Susan, Edmund, and Lucy—are magically transported from World War II era England to Narnia through a tube station near London’s Trafalgar Square, embarking on a perilous new adventure and an even greater test of their faith and courage.

One year after the incredible events of “The Lion, the Witch and the Wardrobe,” the former Kings and Queens of Narnia find themselves back in that faraway realm, only to discover that more than 1,300 years have passed in Narnian time. During their absence, the Golden Age of Narnia has faded into legend. The land's magical talking animals and mythical creatures exist as little more than folk tales to the Telmarines, a race of humans led by the merciless Lord Miraz. The mighty lion Aslan has not been seen in a thousand years.

The four children have been summoned back to Narnia by Caspian, the young heir to the Telmarine throne, to combat his evil uncle Miraz. With the help of a crusty, valiant dwarf, Trumpkin, a courageous talking mouse named Reepicheep, and a mistrustful Black Dwarf, Nikabrik, they lead the Narnians on a remarkable journey to restore magic and glory to the land.

Prince Caspian is the second of Lewis' seven-book Chronicles of Narnia series, which includes The Voyage of the Dawn Treader, The Silver Chair, The Horse and His Boy, The Magician's Nephew, The Last Battle, and the story that launched the series, The Lion, the Witch and the Wardrobe. Published between 1950 and 1956 and long regarded as one of literature's most enduring and imaginative classics, Lewis' books have sold over 100,000,000 copies in more than 35 languages, making it one of the biggest book series the world over.

As the creative and artistic director of Lewis’ estate and the C.S. Lewis Company, Douglas Gresham (the son of Lewis’ wife, Joy Davidman Gresham, and her first husband, novelist W.L. Gresham) worked for over twenty years to bring Lewis’ books to the big screen. Following the resounding success of “The Lion, the Witch and the Wardrobe,” Gresham is embarking on what he calls “the second chapter in a lifelong dream.”

“I watched that dream come true when ‘The Lion, the Witch and the Wardrobe’ exploded onto movie screens around the world in 2005,” Gresham exclaims. “I always expected the movie to be a delight and a joy to world audiences, but I have been somewhat humbled by its level of success.”

THE CHRONICLES OF NARNIA: PRINCE CASPIAN began filming on February 12, 2007 for six weeks

The film’s international cast includes acclaimed Italian actor-director Sergio Castellitto (“The Big Blue,” “Mostly Martha,” “Don’t Move”) as the villainous King Miraz; fellow Italian performer Pierfrancesco Favino (“Night at the Museum,” “Romanzo Criminale”) as the leader of the Telmarine army, Gen. Glozelle; Mexican star Damián Alcázar (“Men with Guns,” “And Starring Pancho Villa As Himself”) as Lord Sopespian, another high-ranking soldier in Miraz’s army; Spanish actress Alicia Borrachero (“Periodistas,” TV’s “Hospital Central,” “Love in the Time of Cholera”) as Miraz’s loyal wife, Queen Pruniprismia; and veteran French-Flemish actor Vincent Grass (“Vatel,” “Ma Vie En Rose”) as the wise old sage, Doctor Cornelius.

Scottish actor Ken Stott (“Casanova,” “King Arthur,” “The Boxer”) lends his vocal talents to the CGI character of Trufflehunter, the faithful badger. Academy Award® nominee Liam Neeson (“Schindler’s List”) returns as the voice of Aslan the Lion, and veteran English comic Eddie Izzard (TV’s “The Riches”) voices Reepicheep, the swashbuckling mouse.

Inspired by Lewis' imaginative creations, the story's human cast will once again be complemented by a gallery of original creatures portrayed onscreen in the combined efforts of live-action and CGI animation under the supervision of returning visual effects co-supervisor and Oscar® nominee Dean Wright (“The Lord of the Rings: The Return of the King,” ”Titanic”), who will collaborate this time with VFX veteran and longtime Adamson ally Wendy Rogers (“Shrek,” “Flushed Away”).

The pair, who supervised over 1,600 CGI shots for the film, teamed with the movie magicians at London's Moving Picture Company (all five “Harry Potter” films, “Wallace and Gromit: Curse of the Were-Rabbit”), the Oscar®-winning Framestore-CFC (“Superman Returns,” “Children of Men,” all five “Harry Potter” films) and Weta Digital in New Zealand. Five-time Academy Award®-winning visualist Richard Taylor (“Lord of the Rings” trilogy, “King Kong”) and the wizards from his Weta Workshop designed the film's armour and weaponry for Narnia's new inhabitants, the Telmarines.

Oscar® winners Howard Berger, Gregory Nicotero and Tami Lane also return to design and apply the film's special makeup effects, manufacturing hundreds of creature prosthetics for many of the unique characters in the story. KNB EFX Group, Berger’s award-winning design house in Los Angeles, fabricated several full-scale animatronic suits for the story’s unique Narnian beasts, which include minotaurs, satyrs and centaurs.

Oscar®-nominated production designer Roger Ford (“Babe,” “Peter Pan,” “The Quiet American”), award-winning costume designer Isis Mussenden (“Shrek,” “Shrek 2”, “10 Items or Less”), film editor Sim Evan-Jones (“Shrek,” “Shrek 2”) and Grammy®-nominated composer Harry Gregson-Williams (“Shrek,” “Shrek 2,” “Flushed Away”) all repeat their roles from “The Lion, the Witch and the Wardrobe.” Karl Walter Lindenlaub, A.S.C., bvk, (“Independence Day,” “Stargate”) joins Adamson's technical team as director of photography.

In addition to its commercial success, “The Lion, the Witch and the Wardrobe” also earned numerous awards including the Oscar® for Best Achievement in Makeup, as well as nominations for visual effects and sound; the British Academy (BAFTA) Award for Best Makeup, along with nominations for visual effects and costumes; Golden Globe® nominations for Best Movie Score and Alanis Morissette’s original song “Wunderkind;” and a pair of Grammy® nominations for score and Imogen Heap’s original composition “Can’t Take It In.”

THE CHRONICLES OF NARNIA: PRINCE CASPIAN began filming on February 12, 2007 for six weeks on both the North and South Islands of New Zealand, where locations again included Henderson Studios’ sound stages as well as brand new sites on the country’s alluring Coromandel Peninsula on the North Island. South Island locales included the isolated Haast River Valley bordering the Tasman Sea on the country’s verdant South Westland coast, and forests near Paradise Valley and Glenorchy outside of Queenstown.

After concluding the New Zealand portion of the schedule in late March, the company relocated to Eastern Europe and the legendary sound stages at Prague’s Barrandov and Modrany Studios. Key exterior locations in the Czech Republic included the Northern Bohemian city of Usti, the primary site of the film’s epic climactic battle, and locales in Poland and Slovenia.

The Chronicles of Narnia: Prince Caspian, the second motion picture

The wardrobe is gone...the White Witch is dead...and Aslan has been missing for over a thousand years.

Now, Peter, Susan, Edmund and Lucy Pevensie are beckoned back to Narnia to find a vastly different world, where a new enemy stalks the battlefield and the land’s kindly creatures find themselves on the brink of extinction.

Walt Disney Studios and Walden Media present THE CHRONICLES OF NARNIA: PRINCE CASPIAN, the second motion picture based on C.S. Lewis' beloved series of literary classics. The film continues the spectacular story that began with the Oscar®-winning 2005 release, “The Chronicles of Narnia: The Lion, the Witch and the Wardrobe,” which earned over $745 million dollars in its worldwide theatrical release, making it one of the most successful movies ever made, and one of the biggest successes in the annals of the Walt Disney Studios.

Acclaimed director Andrew Adamson (the Oscar®-winning “Shrek,” “Shrek 2”) embarks on his second Narnian film adventure from a screenplay he co-wrote with Emmy® Award-winning writing partners Christopher Markus & Stephen McFeely (HBO's “The Life and Death of Peter Sellers”), who also co-scripted the first film. Adamson also reunites with the producers of the first Narnia movie—Academy Award®-winner Mark Johnson (“Rain Man,” “Bugsy,” “The Notebook”) and Philip Steuer (“The Rookie,” “The Alamo”). Also reprising their roles are executive producer and former Walden Media executive Perry Moore and co-producer Douglas Gresham, author Lewis’ stepson.

Once again toplining as the Pevensie children are the four young British talents discovered by Adamson for the first film: 12-year-old Georgie Henley as Lucy, the youngest and the first to encounter the great Aslan on their new journey through Narnia; 16-year-old Skandar Keynes as Edmund, the younger boy who betrayed his siblings for his own selfish gain in the first adventure; 19-year-old Anna Popplewell as Susan, the cautious and practical older sister; and 21-year-old William Moseley as Peter, the eldest of the siblings and now High King of Narnia who valiantly leads the battle to save his realm from the tyrannical reign of the evil King Miraz.

The film's title character is played by Ben Barnes, a 26-year-old British stage actor best known for his role in the drama "The History Boys" for London's National Theatre Company, the first West End staging of Alan Bennett’s award-winning play. He recently completed the film adaptation of Noel Coward’s “Easy Virtue” opposite Jessica Biel and Colin Firth, starred in the independent feature “Bigga Than Ben” and had a featured role in Matthew Vaughn's fantasy film “Stardust.”

Also co-starring in the new film are Peter Dinklage (“The Station Agent,” “Death at a Funeral,” “Elf”) as Trumpkin the Red Dwarf, who accompanies the Pevensie children on their new journey; and Warwick Davis (“Willow,” “The Hitchhiker’s Guide to the Galaxy,” “Return of the Jedi”) as the suspicious Black Dwarf, Nikabrik.

Veteran Kiwi actor Shane Rangi (“Lord of the Rings” trilogy, “The Lion, the Witch and the Wardrobe”) plays Asterius, the aging minotaur, and British musical theatre star Cornell S. John (Sir Trevor Nunn’s “Gershwin’s Porgy and Bess,” Julie Taymor’s “The Lion King”) is Glenstorm, the leader of the centaurs.

Masters of kung fu cinema: Yuen Wo Ping, Peter Pau, Jackie Chan and Jet Li

While much of THE FORBIDDEN KINGDOM was created on the sound stages of Hengdian World Studios, numerous spectacular locations in China were chosen for exterior scenes: the Gobi desert in Dunhuang, the Nine Bends River, the waterfall at Xianju, the greens of the Wuyi Mountains, the Bamboo Camp at Anji and the Plum Blossom Garden at Fangyan. “Since we were coming all this way to make a movie about China, we wanted to make sure that we really saw China and showed China to our audience,” explains Silver. “We had the approval and support of the Chinese government, so it was a very good experience.”
Hollywood production designer Bill Brzeski, who has worked closely with director Rob Minkoff on his previous films, was supported by a team of more than twenty designers from China, Hong Kong, Malaysia, Korea, Canada, New Zealand, Australia and even Eastern Europe. “As the story does not take place in any reality, we did exhaustive research on classical Chinese architecture and cultural style and then brought it to a fantasy level,” explains Brzeski. “Overall, we gave the film a Western sensibility in order to show that the story is being told visually from the point of view of Jason, who is a modern-day American teenager.” Additionally, Hong Kong designer Shirley Chan’s costumes helped give the varied cast of legendary characters a timeless, epic quality.
Apart from the numerous exterior shots, the production team designed and constructed several studio sets at the renowned Hengdian World Studios in Zhejiang, China. Says Silver, “I had not been to China before the preparation of this movie but I have found Hengdian to be an incredible facility. Their stages are spectacular and we’ve been able to accomplish a size and a scope for the movie that I think otherwise we could not have afforded.”
In addition to extensive sets and costumes, THE FORBIDDEN KINGDOM also features about eight hundred visual effects shots. Senior visual effects supervisor Ron Simonson oversaw effects in Los Angeles and Hong Kong, but the bulk of the work was completed in Seoul by three cutting edge companies: Macrograph, Inc., Digital Tetra Inc. (DTI) and Footage. “Korea is on the cutting edge of media in Asia, and I am thrilled by their work,” says Minkoff.
Production was not without its difficulties, particularly with the language differences and the cultural divide between American and Chinese sensibilities. But Minkoff calibrated the many facets of the massive production beautifully. Recalls Angarano, “There were so many different elements to this movie which I didn’t comprehend at first – so many special effects, action sequences, Chinese action directors, Chinese actors and this one American actor all going on at the same time, so there could be a lot of miscommunication. But Rob did an amazing job of being the ringleader all the way through this epic.”

Now that THE FORBIDDEN KINGDOM is completed, Minkoff looks back on his experience as an American director in China and notes how similar the story of the movie is to the story of making the movie. “Just like Jason, the young protagonist of THE FORBIDDEN KINGDOM, I am an American who went on a journey to China. And like Jason, I came in with a great love for Asian film and martial arts films and learned a great deal from the masters of kung fu cinema: Yuen Wo Ping, Peter Pau, Jackie Chan and Jet Li. So to finally and actually make a movie with these incredible Asian superstars, to have been there with them and through the process, and through the journey of the movie, has been an incredible personal journey for me as well.”

Action choreography for THE FORBIDDEN KINGDOM was done using the Hong Kong style of action filmmaking

Unlike American martial arts films, the action choreography for THE FORBIDDEN KINGDOM was done using the Hong Kong style of action filmmaking. Instead of long rehearsal periods with fixed choreography, the stunt team choreographs the fight about five minutes before it is filmed. “Woo Ping, his brothers and a couple of his key team would get together, form a basic idea, and literally work out a few moves at a time. One will suggest an idea and then someone else will refine it and then another person will take it and suggest something else,” explains Minkoff. “They literally shoot everything one moment at a time. You collect piece by piece what you need and then put it together literally like a jigsaw puzzle. Sometimes they move the camera in three hundred and sixty degrees which requires all of the crew to move all of the lighting equipment so they shoot on one side and then they pick up everything and they move it to the other side, and they move so fast and adjust all the heavy equipment with such coordination, it’s just an incredible thing to watch.”

At first, Angarano, whose only martial arts training occurred in pre-production, was intimidated by the speed and extemporaneity of the action scenes. “It never seemed that we’d get a chance to rehearse the moves adequately,” he says. “But as filming went on, I found myself getting more and more used to it. I could adapt to the moves and the pace better. It’s all about your mindset. You can’t think about what you are going to do. They show you what you have to do, you learn it and you just do it, and you have to do it fast.”

While most screenwriters never write out the details of fight sequences in martial arts films, Fusco scripted the exact kung fu moves he envisioned. Ping graciously respected Fusco’s suggestions and used them as jumping-off points for his choreography. Some styles that Fusco had designated for the characters were essential to the story, like Monkey Kung Fu for the Monkey King and Drunken Fist for Lu Yan.

This approach resulted in the incorporation of several different styles of martial arts in one film, something that had not been done before. Explains Minkoff, “We have street fighting style, and then we have wire-flying, and then we have Qi Magic. There are different types and levels of fighting, choreography and sensibility.”
While it was a challenge for the producers to assemble such a world-class martial arts team, the more daunting task was planning and executing an entire film shoot in China. Pre-production planning in China started before Chinese New Year in January 2007, lasting just four months before the 17-week long principal photography commenced on May 2, 2007. Executive producer Raffaella De Laurentiis recalls, “The most difficult part was the short amount of preparation time we had. We had to do twice as much work in half as much time as you would normally have on such a film. It meant that we had to start filming while we were still figuring out how to film.”

Another pre-production preparation was action training for the actors who were not martial arts trained which commenced a month prior to the start of shooting. Ping and his team devised a training program that concentrated on multiple disciplines: fitness training, weapons training, martial arts fight training, horse-back riding and wire-hanging training. As Chinese actress Li Bingbing remembers, “It was extremely organized and systematic and we worked on a very water-tight schedule. We had to wake up, eat breakfast and travel to the training room according to the timetable.”

The fantasy world of THE FORBIDDEN KINGDOM

For all of his experience shooting in China, THE FORBIDDEN KINGDOM is by far the biggest film Pau has shot there. “I had to put up two units with more than fifty crew members each for the cameras, lighting and grip departments,” he says. “For everyone to maintain a consistently high standard and professional working attitude in a 17-week shoot with three to five weeks of preparation was quite a challenge indeed. But I must say I am very pleased with my crew and their working spirit.”

Unlike the cool de-saturated tones he lent to CROUCHING TIGER, HIDDEN DRAGON, Pau created a vivid, saturated color palette, inspired by Van Gogh’s paintings, for the fantasy world of THE FORBIDDEN KINGDOM. For the action sequences, Pau meticulously timed camera movements in order to emphasize the acrobatic moves. He explains, “The crane movement usually involves one or more crane operators, dolly operators, a zoom control person, either on a Technocrane or zoom lens, while I operate the remote control head. To put all these people in sync with the fast paced action requires what I called ‘dancing beats’. All the relevant crew must memorize the action beats in order to do this right. A dedicated crew has to work years together to achieve such a result.”

When it came time to find an action choreographer, the filmmakers agreed there was only one choice: Yuen Wo Ping. As Silver says, “The only choreographer who could truly stand in the middle between these two giants, Jackie and Jet, and serve each of them was Yuen Wo Ping.”

An action-film director and star in China, with an avid cult following in the United States, Ping catapulted onto the world stage in the 1990s with his action choreography for such seminal films as the Wachowski Brother’s THE MATRIX trilogy, CROUCHING TIGER, HIDDEN DRAGON, and Quentin Tarantino’s KILL BILL, VOL. I and II. Li, who has worked with Ping on his recent films, FEARLESS and UNLEASHED, was adamant that he be the choreographer for THE FORBIDDEN KINGDOM. “Everyone knows that Woo Ping is the best action director in China and in the world. That is why I really pushed very hard to work with him again in this movie.”

What does kung fu mean? What is it really about?

For the filmmakers, THE FORBIDDEN KINGDOM was also an opportunity to communicate the deeper philosophical truths that are at the heart of kung fu. “What does kung fu mean? What is it really about? That was the primary thread that stayed with me once John told me the story,” explains Silver.

Actor Michael A. Angarano, who plays Jason, the time-traveling teenage protagonist of THE FORBIDDEN KINGDOM, points out that over the course of the story, Jason learns to face his fears while learning the deeper meaning of kung fu. “Kung fu is a philosophy,” the actor says. “It’s a way of life; not just a way of fighting, but a way of thinking. It’s a way to find yourself and be at peace with everything around you.”

The role of Jason was first presented to Angarano by casting director Nancy Foy. As he fondly recalls, “After my initial audition for Rob, I was put through a physical test of three hours of kung fu training together with several other kids. It was to test our martial arts learning potential. Following that, I met Jackie Chan on the set of RUSH HOUR 3. That was the final step of the audition and before I knew it, I had the part and I was in China.”

For the role of Ni Chang, three Asian actresses were short listed by Canadian-based casting director, Poping Auyeung, who specializes in the casting of Asians. The role was eventually offered to acclaimed Chinese actress, Li Bingbing. Explains Li, “When Rob, Casey and Raffaella first saw me, they couldn't reconcile my looks with their impression of the White-Haired Demoness. They were under the impression that she was to be an older woman with flowing white hair. It was only after I showed them how I would perform the role that they became convinced I was right for the part.”
The young actress Liu Yifei immediately impressed Minkoff with her audition for the role of Golden Sparrow. “She is an incredible performer and is very serious about her work for such a young age. She has brought an intensity to the character which really steals the show,” says the director.

Faced with the language barriers of a mostly Asian crew and cast – and the challenge of synthesizing Eastern and Western martial arts sensibilities – Minkoff, Silver and de Laurentiis were convinced that renowned director of photography Peter Pau (CROUCHING TIGER, HIDDEN DRAGON) was the only one to shoot the film.

“It was very important to me that the film didn’t end up being an Americanized version of a Chinese story,” says Minkoff. “Peter has been a terrific collaborator and we were able to rely on him to show us the true Chinese traditions that ended up in the film.”

“Peter is undoubtedly a master at his craft,” avows Silver. “Without him, we would not have been able to deliver the picture we have delivered. To have somebody who bridges East and West and who is as gifted a cinematographer as he is, we have been extremely fortunate.”

Returning a lost fighting staff to the Monkey King of Chinese legend

Known for the screenplays for YOUNG GUNS, SPIRIT: STALLION OF THE CIMARRON and HIDALGO, screenwriter John Fusco first conceived of THE FORBIDDEN KINGDOM as a bedtime story for his young son. Inspired by his life-long love of Chinese martial arts novels and kung fu cinema, Fusco gradually developed the adventures of a bullied American kid who time-travels back to mythical China and is charged with the quest of returning a lost fighting staff to the Monkey King of Chinese legend.

When Fusco shared the story with Silver on the Moroccan set of their film, HIDALGO, Silver responded immediately and hired Fusco to write a script. “I was deeply motivated to introduce such rich Chinese legends as the Monkey King to a global Western audience for the first time,” says Fusco. “By bringing back some of these classic Chinese ideas and characters, we hope to expose Chinese culture and history to a whole new audience. If we can get the younger generations and the Western moviegoers to develop an interest in exploring these classics further after watching the movie, we’ve achieved our goal.”

Some of Fusco’s characters are drawn from Taoist cosmology and are allegorical founders of certain kung fu systems; others are inspired by characters from the classic “Wu Xia” or swordplay novels, which, in turn, were inspired by a mix of history and martial arts lore; still others, like the White-Haired Demoness, come from vintage kung fu movies that were inspired by the Wu Xia novels.

Action superstar Jet Li sees the wide appeal of the film as an advantage

Known for the groundbreaking animated feature, THE LION KING, director Robert Minkoff received the script of THE FORBIDDEN KINGDOM from producer Casey Silver shortly after returning from a trip to China. Minkoff had learned of the legend of the Monkey King during his travels, only to discover weeks later that it was the inspiration for THE FORBIDDEN KINGDOM. “It was very much an omen,” recalls the director. “The script was terrific; all the characters were charismatic and jumped to life. And the opportunity to work with Jet Li and Jackie Chan was such a once in a lifetime opportunity. I agreed at once.”

“I was really taken with Rob, both because of his past work, and also for his great interest, admiration and respect for Chinese culture,” says Silver. “I found him to be extraordinarily astute about the stories, the characters and the story structure. This, combined with his past experience and the movies he has made, seemed to make him the perfect man for the job. We were very lucky to have him.”

“The miracle of Rob’s direction is that he was able to create a film with a Western point of view that can still be appreciated by Asians and the Chinese,” says Li.
Minkoff wanted to give THE FORBIDDEN KINGDOM a different tone from the recent spate of martial arts films that began with CROUCHING TIGER, HIDDEN DRAGON. “While remaining faithful to the cultural traditions that make martial arts films so special and unique, we wanted to make a more universally accessible movie that would be enjoyed by people of all ages and cultures,” he explains.

Adds Silver, “Rob’s tone as a storyteller is peppered with a playfulness and a comedic bent. He understands romance and he understands emotion. He has been able to depict the classic underpinnings of the hero’s journey with a humorous tone, which is what we wanted to achieve.”

Action superstar Jet Li, who has two young daughters, sees the wide appeal of the film as an advantage. “Having made so many violent movies in my career to date, I thought it was about time I made a film that families with children will be able to enjoy together. This is the film that I am making for my two girls.”
“Being both a martial arts film and a contemporary American film makes this unlike any martial arts film before,” adds executive producer Raffaella De Laurentiis. “All we wanted to do is make a fun, good movie that will appeal to both the East and the West, and I think we’ve done it.”

Jackie Chan and Jet Li, the two most revered martial arts film stars in THE FORBIDDEN KINGDOM

While hunting down bootleg kung-fu DVDs in a Chinatown pawnshop, Jason makes an extraordinary discovery that sends him hurtling back in time to ancient China. There, Jason is charged with a monumental task: he must free the fabled warrior the Monkey King, who has been imprisoned by the evil Jade Warlord. Jason is joined in his quest by wise kung fu master Lu Yan and a band of misfit warriors including Silent Monk. But only by learning the true precepts of kung fu can Jason hope to succeed - and find a way to get back home.

About The Production

Jackie Chan and Jet Li, the two most revered martial arts film stars in the world today, come together for the first time in filmmaking history in THE FORBIDDEN KINGDOM. In this epic action-adventure tale, Boston teenager Jason Tripitikas confronts the toughest journey he has ever faced in his life – one which takes him on a dangerous mission through ancient China where he learns the art of kung fu from his mismatched teachers, Lu Yan and the Silent Monk. While both Jet Li and Jackie Chan, who are close friends, have long expressed a mutual desire to work together, it wasn’t until THE FORBIDDEN KINGDOM that either had found an appropriate project that featured two strong roles and memorable fight sequences. But when Li read screenwriter John Fusco’s script for THE FORBIDDEN KINGDOM, he knew the time had finally come.

“I was immediately impressed by the extensive knowledge of various ancient Chinese legends,” says Li. “Stories like the Monkey King, which THE FORBIDDEN KINGDOM is based on, are completely unknown to most Western audiences. But the script got so many details right, and it created this great fusion of Eastern and Western sensibilities. It seemed like the perfect way to bring this character to an international audience.”

Jackie Chan readily admits that his attraction to THE FORBIDDEN KINGDOM hinged on Li’s involvement. “I have always hoped to make movies with some people whom I really admire, like Dustin Hoffman and Robert De Niro, before I retire from this business,” he says. “Jet Li is someone with whom I have wanted to work for more than ten years.”

When the momentous day finally came for Chan and Li to shoot their first fight sequence together, the chemistry was palpable. “It was seamless,” avows Chan. “With most people, you have to practice. But with Jet, I don't know why, we both looked at each other and we just said, ‘Let’s just do it, yeah.’ And we did it. The first two takes were so fast that everybody had to tell us to slow down or they’d have to use slow motion.”

According to Chan, most fight sequences require about ten to fifteen takes per segment; but his sequences with Li required only three to five. “All I did was tell Jet I’d do these few strokes and let him know my rhythm. He would pick up my rhythm and just react with his strokes. That kind of chemistry is rare.”

Jackie Chan and Jet Li, the two most revered martial arts film stars in THE FORBIDDEN KINGDOM

While hunting down bootleg kung-fu DVDs in a Chinatown pawnshop, Jason makes an extraordinary discovery that sends him hurtling back in time to ancient China. There, Jason is charged with a monumental task: he must free the fabled warrior the Monkey King, who has been imprisoned by the evil Jade Warlord. Jason is joined in his quest by wise kung fu master Lu Yan and a band of misfit warriors including Silent Monk. But only by learning the true precepts of kung fu can Jason hope to succeed - and find a way to get back home.

About The Production

Jackie Chan and Jet Li, the two most revered martial arts film stars in the world today, come together for the first time in filmmaking history in THE FORBIDDEN KINGDOM. In this epic action-adventure tale, Boston teenager Jason Tripitikas confronts the toughest journey he has ever faced in his life – one which takes him on a dangerous mission through ancient China where he learns the art of kung fu from his mismatched teachers, Lu Yan and the Silent Monk. While both Jet Li and Jackie Chan, who are close friends, have long expressed a mutual desire to work together, it wasn’t until THE FORBIDDEN KINGDOM that either had found an appropriate project that featured two strong roles and memorable fight sequences. But when Li read screenwriter John Fusco’s script for THE FORBIDDEN KINGDOM, he knew the time had finally come.

“I was immediately impressed by the extensive knowledge of various ancient Chinese legends,” says Li. “Stories like the Monkey King, which THE FORBIDDEN KINGDOM is based on, are completely unknown to most Western audiences. But the script got so many details right, and it created this great fusion of Eastern and Western sensibilities. It seemed like the perfect way to bring this character to an international audience.”

Jackie Chan readily admits that his attraction to THE FORBIDDEN KINGDOM hinged on Li’s involvement. “I have always hoped to make movies with some people whom I really admire, like Dustin Hoffman and Robert De Niro, before I retire from this business,” he says. “Jet Li is someone with whom I have wanted to work for more than ten years.”

When the momentous day finally came for Chan and Li to shoot their first fight sequence together, the chemistry was palpable. “It was seamless,” avows Chan. “With most people, you have to practice. But with Jet, I don't know why, we both looked at each other and we just said, ‘Let’s just do it, yeah.’ And we did it. The first two takes were so fast that everybody had to tell us to slow down or they’d have to use slow motion.”

According to Chan, most fight sequences require about ten to fifteen takes per segment; but his sequences with Li required only three to five. “All I did was tell Jet I’d do these few strokes and let him know my rhythm. He would pick up my rhythm and just react with his strokes. That kind of chemistry is rare.”

Shrek The Third The Magic Show

New characters bring with them new opportunities for special effects exploration. One such character who makes his debut in this film is the legendary magician Merlin. “Since Merlin is in `Shrek The Third,' that means a lot of magic,” says Baer. “There has always been magic in the `Shrek' films, but each film has to have its own unique look.”

In this case, Baer and his team had another issue to consider when it came to creating the perfect effects for Merlin. “We came up with this really cool, crazy-looking concept that we suggested to the directors, which we thought was great, but in the end we realized it was too scientific and almost too modern to fit into the `Shrek' universe. So, we went back and made it more medieval. Here's where we enter into a period of discovery with these magic effects.”

“MagicMagic always ends up being the most difficult thing for us - mostly, because it's hard to define,” continues Gluckman. “What magic looks like is very subjective. And with Merlin, of course, he's a bit rusty with his incantations, so something might start out looking one way and then look completely different when he figures out how to do it right.”

Another discovery that occurred in the animation process was the result of a story twist in “Shrek the Third.” Donkey and Puss In Boots drink a potion and magically switch bodies, and the animators were charged with this tricky task. “I think the biggest challenge for the animators, who were so used to animating Donkey in Donkey's body and Puss in Puss's body, was to transfer their personalities so Puss moves like a cat in a donkey's body, and he reacts like a cat at times. Yet it's also Puss trying to exist in Donkey's body, which is really awkward. It made for a lot of great comedy.”

Raising The Bar

From the film's most minute details to its vast environments, “Shrek the Third” sets a new standard in animation. “It is absolutely stunning,” states co-producer Denise Nolan Cascino. “The moment we saw the pencil sketches we knew this was going to be something special. We have a different kind of environment for `Shrek the Third,' and it stands out as something very special.”

Aretos describes how some of those special environments came to be: “These creations are getting very challenging. The one at the end, which is a gigantic theater show, is based on medieval machinery in theater and Vatel's craft for Louis the XIV. It was the most fun to design as well as the most difficult. And, because the film is a road trip, the high school where Arthur is studying is in northern Europe. So, we went with more of a Brittany feel, taking our inspiration for Oxford, as well as monasteries across Europe. The other thing that we did to reinforce the idea of the Northern feeling is that everything happens in fall. We wanted to have an aesthetic shift from the eternal spring we had in the previous two movies and give it a more colorful, and at the same time, deeper, more sentimental feel.”

Shrek“Most of the environments in this film are even larger and more detailed than what we saw in `Shrek' and `Shrek 2,' and we tried to stay pretty accurate to the medieval time period,” says art director Peter Zaslav. “Of course, we exaggerated things, we put carvings into the wall and even created a medieval vending machine.If you look closely, you'll spot several clever little jokes. It's always fun to infuse contemporary humor into a medieval world, so a school bus is a modified carriage. These are the little things that add to the film's character.”

When they are combined, these new approaches and effects create an amazing new world for “Shrek the Third” - a world the filmmakers could barely imagine when Shrek's story began. “It's so great to see it all come together,” says Gluckman. “There are some amazing moments when, after all the years that you put into the movie, you finally see specific characters or shots on screen. It's a fantastic feeling.”

“Doing animation is like doing magic,” says Hui. “We try to perform magic every day.”

Making Beautiful Music Together

With full knowledge that some show-stopping musical numbers helped define “Shrek” and “Shrek 2,” the filmmakers were again eager to raise the bar with “Shrek the Third.”

“When it comes right down to it, it almost feels like music is half the movie,” says Miller. “It's such a big part of what makes these films work.”

This time, Harry Gregson-Williams, who composed music for the first two “Shrek” films, was not only asked to rejoin the team, but to build on his previous work and move it forward. “It was a great challenge,” says Gregson-Williams. “I do a lot of scores every year, but my children only care that I keep doing the `Shrek' movies. It's been quite a trip. I don't think any of us knew quite what we were embarking on when we started. I love `ShrekShrek the Third.' It's got all the elements of the first two and more. It's got a slight angle. It's quite subversive in places.”

“It would have been really easy for Harry to kind of give us the stuff he'd done before and call it a day, but this time around, he really amazed us,” says Warner. “He spiced it all up big-time for us. We have this big musical number at the end in which many of the characters are playing instruments they don't know how to play, so Harry made things sound bad on purpose, which is always hard for a composer to do. Then he had to blend it into the real score. It was a tough job.”

“FilmFilm music is very important, and can bring another dimension to what you're seeing on screen - particularly in animation, because remember, in animation there's nothing that's real,” explains Gregson-Williams. “If this were live-action, and ShrekShrek and ArthurArthur were sitting on that log by the fire, there would be sounds of the night; there would be an ambience. But, in this case, you're starting with a blank canvas. What we're doing is filling in the mood.”

Choosing just the right soundtrack is another way to convey the mood of the characters and the story. “Shrek the Third” boasts an impressive array of classic rock songs and new tunes penned specifically for the film.

“It's really important to us to find music that matches the integrity of the first two films. It's very eclectic, very wide-reaching,” says Warner. “We have a lot of great older songs. We also have new artists who created original songs, and then we have new artists covering older songs. What we always tell bands is that we want the songs to represent the voice of Shrek. That means they've got to be kind of rough, and the feeling needs to be real. We tend to shy away from stuff that's got a lot of production value to it.”

“I remember when we started off, we had a few songs in mind that we sort of built the picture around,” adds Miller. “But as the film changed, so did the songs. We were always searching. It was a vital part of making the film work.”

Among the songs picked to represent Shrek's story are Wings' “Live And Let Die,” “Do You Remember Rock `N' Roll Radio” by The Ramones, “Immigrant Song” by Led Zeppelin, “Barracuda” performed by Fergie, “Joker And The Thief” by Wolfmother, “Cat's In The Cradle” by Harry Chapin, “Thank You (Falettin' Me Be Mice Elf Again)” by Eddie Murphy and Antonio Banderas and “Losing Streak” by the eels, as well as an original song by the eels, “Royal Pain.”

The “Shrek the Third” soundtrack will be released by Geffen Records.

Shrek film series Character Studies

Character Studies

One of the great attributes of the “Shrek” film series is its unique and personable characters. The filmmakers were particularly excited about their new tools, because it meant they would be able to capture the depth and emotion of Shrek and his friends better than ever before. “When we started `ShrekShrek the Third,' we gave a lot of thought to what we were going to do with what we call the `legacy characters,'” explains Lucia Modesto, one of the film's character TD supervisors. “Shrek, Fiona, Donkey and Dragon are eight-years-old. We can't handle an eight-year-old character like we do a brand new one, because the technology has changed so drastically. Now, we are able to achieve more. We have more control of the face; we have higher resolution; we're able to add many details that the original characters didn't have. Since we feel that these characters deserve the best, we decided to redo everything.”

“Our characters have a lot of life to them,” says Tim Cheung, head of character animation. “We've added a lot of details to them this time around that are truly astonishing. For instance, when Shrek winces, you can actually see the wrinkles in his nose. We weren't able to do things like that in the first two films. It really helps to add a sense of realism to the character.”

Enhanced Reality

These details give “Shrek the Third” what Lamorlette calls a new “stylized reality”- a more natural look that adds up to an extraordinary visual experience. “You can really feel the material of the fabric in Fiona's dress,” explains Hui. “It's a little bit shinier when it's facing the light. I swear you can feel the texture of it; you can feel the softness.”

“Technologically, this movie has taken a huge leap, which seems to happen every time, but is particularly noticeable this time around,” says director Miller. “The clothes, the princesses' hair - it's an amazing level of reality.”

Baer echoes that sentiment. “We've refined many aspects of our effects work - down to the most subtle details. We developed new hair simulation tools allowing for more realistic motion and collisions with geometry.”

“What we try to do is create a fantasy that is believable,” says production designer Guillaume Aretos. “When you walk into a forest in `Shrek,' you feel as if you can touch the trees or the grass - you can actually feel things.”

Character TD supervisor Lawrence D. Cutler was excited about what his team was able to accomplish with the throngs of people in the background during some of the film's most dramatic scenes. “We were able to populate the world with very different and sophisticated secondary characters. Before the movie started, we created this catalog of nearly 5,000 characters, and we actually made sure each of them was approved by the directors and the art directors. It was the equivalent of having a casting sheet with all the extras at your disposal. In this way we were able to make sure that anyone who appeared in a shot - whether it was a secondary character or even someone way off in the background that you might not even notice - looked good and moved just like they ought to. It's amazing to see.”

“I think there were something like 4,500 different possibilities, but I think they were narrowed down to about 2,500 different looks for the crowd scenes,” says costume designer Israel Segal. “If you can find two who look alike, you get a reward.”

These advancements do more than provide a treat for the eyes, according to visual effects supervisor Philippe Gluckman. “If you look at the princesses, they wouldn't be nearly as funny or distinct if we weren't able to execute all these different hairstyles. Sometimes it actually enables the storytelling. We have one scene in which Shrek and Fiona are in royal outfits and they look ridiculous - they can barely move and, through a series of events, all hell breaks loose. That scene is only possible because we've expanded what we could do with our technology.”

Shrek the Third DreamWorks Animation developed advanced systems

Not content to rest on their laurels, the “Shrek” creative team constantly strives to move past the expected in search of new ways to dazzle moviegoers. Huge leaps in technology have afforded them the ability to refine and enhance important details of the characters - from the enormous presence of Shrek all the way down to the tiny bits of fur on the Three Blind Mice.

DreamWorks Animation developed advanced systems for the two movies “Over the Hedge” and “Madagascar,” which were produced in the years between “Shrek 2” and “Shrek the Third,” and now the filmmakers are pushing the creative envelope once again.

“Going into each new film, we will have a list of tools and techniques that we want to improve,” says Matt Baer, one of the effects supervisors on “Shrek the Third.” “A lot of times, the tricky part is deciding which improvements will have the biggest impact on the show. Almost half the department has worked on almost every `Shrek' film, so we've set lofty goals for ourselves.”

“One of the biggest challenges for this film was the fact that it was a number three, and there's that tendency to kind of just go on autopilot when it's something that you know so well,” says head of layout Nick Walker. “Fortunately, we have people who consistently bring their `A' game and really deliver good quality stuff.”

Another “Shrek” veteran of special effects is Arnauld Lamorlette, who is fascinated by what the latest technological advancements have allowed the filmmakers to do. “It's basically the difference between drawing and sculpting,” he says. “We have been able to make this film so much more beautiful.”

“I think it's very important that PDI/DreamWorks started as a computer animation company, and we always developed our own software,” says co-director Raman Hui. “When we started working on the movie, we would look at each other and say, `Okay, what can we push now?'”

During production on "Shrek the Third," HP DL145 ProLiant servers powered by AMD Opteron processors were provided by DreamWorks Animation artists, providing them with the computing power necessary to render incredibly detailed characters and simultaneously work on props and environments at a faster pace. The artists were able to create the individual strands of hair in Merlin's beard and Fiona's hair, as well as the impressive magic spells seen in the movie, in a fraction of the time it had previously takentook. Additionally, the production management staff used HP nx6125 notebooks based on AMD Turion 64 X2 dual-core mobile technology to streamline a variety of production activities.

Shrek the Third Justin Timberlake, Eric Idle, Cheri Oteri, Amy Poehler, Maya Rudolph

As Shrek's world expands, so too does the family of actors who bring the expertly animated characters to life. Though it would be impossible to imagine any “Shrek” film without the commanding voices of Mike Myers, Eddie Murphy and Cameron Diaz, it is now just as difficult to picture Shrek's world without such familiar additions as Antonio Banderas, Julie Andrews, Rupert Everett, John Cleese and Larry King.

For “Shrek the Third,” the family expands further to include such notables as Justin Timberlake, Eric Idle, Cheri Oteri, Amy Poehler, Maya Rudolph, Amy Sedaris, John Krasinski, Ian McShane and Regis Philbin. “At the beginning, you write down every person you would ever want to work with or would fit a role well,” beams director Miller. “Fortunately, there are many great performers who want to work on a `Shrek' movie. So, we've been really blessed with not only wanting the best, but actually getting them.”

“A lot of us have known each other now for 10 years or more,” adds producer Aron Warner. “It's a good thing we like each other.”

That sense of camaraderie and playful competition, which has evolved through years of late nights and deadlines, has been fruitful for the filmmakers. “We're motivated to make things funnier and funnier,” explains co-director Raman Hui. “We're constantly saying `Why don't we try that?' It's amazing working with this crew.”

Even though the hours can be backbreaking, co-producer Denise Nolan Cascino never tires of being in the company of her fellow filmmakers. “We laugh a lot,” she says. “The great part about this work is that you're given such great material by the actors, and every day something new comes in that makes you laugh.”

Of course, much of the production revolves around the title character. Myers has been looking forward to “Shrek the Third” like it was a family reunion, which in a sense, it is. “I have a good time doing `Shrek,'” he says. “You get to be silly, and I love Donkey and Fiona and Puss In Boots and the whole thing. I get very happy when I'm in this world.”

“Mike brings a tremendous amount of care to Shrek and to the series,” says Warner. “He really thinks in-depth about who the character is, what his journey is like and how to best be true to that journey. His experience is always in the forefront, because he obviously understands comic timing better than almost anybody.”

“Mike brings a lot more than just a performance,” continues Miller. “He's a great writer. He understands story. We get a lot of input from Mike to help us make sure we're telling the best story that we can."

The filmmakers also look to Princess Fiona for help when they need a little something extra. “I'd just love to go do a whole movie with Cameron as Fiona because she's hilarious,” says Warner. “She's the rock of the `Shrek' world. She brings such a great spirit to these movies.”

“These films touch people. They give them a message along with a very good time,” says Diaz. “It's really a privilege to be a part of the `Shrek' legacy.”

Her sentiments are seconded by Rupert Everett, who, according to Warner, brings just the right balance of “malice, melodrama and comic timing” to the self-absorbed Prince Charming. “It's the best job an actor could have, because they are really carefully thought-out films,” says Everett. “They're a real pleasure to be involved with. You get to see the whole thing happening. I find it more exhilarating in some ways than being in ordinary films.”

Everyone's favorite donkey, voiced by acclaimed actor Eddie Murphy, expands on Everett's sentiments as he compares acting in this series of films with his normal live-action role as a leading man. “When you make an animated film, you get more of a sense of being part of a collaborative effort. You're just one of the pieces instead of the whole thing being on you. So you really feel part of a team. It's not just the actors; it's not just the production; it's not just the animators. It's everybody coming together and making this movie work.”

“Eddie brings so much to that character of Donkey - he lights him up,” raves Warner. “There's a fire and an innocence and a joy to Donkey's character, and Eddie fully captures all those aspects. It also helps that he can improvise or take the most ordinary line we give him and make it funny.”

“He improvs on the fly, and that makes all the difference for the Donkey character,” adds Miller. “Eddie is an endless stream of funny.”

The voice behind the beloved cat Puss In Boots knew he was going to be a part of “Shrek the Third” and any other films that followed as soon as he saw “Shrek 2.” “Jeffrey (Katzenberg) approached me and said the character is going to continue in the saga of these stories,” explains Antonio Banderas. “Now I feel like I'm part of the group. My relationship with Donkey will always be competitive in a playful way, but deep down, we love each other very much.”

“Antonio is a filmmaker, so he comes in with an understanding of what it's like to do what we do,” says Warner. “He is not shy about doing anything we ask him. When he comes in, he'll sing, he'll dance, he'll cough up a hairball. And he'll do it with love and gusto.”

Julie Andrews, who voices the regal Queen Lillian, was equally eager to rejoin the Shrek family. “They just asked, and that's all they had to do,” she says with a smile. “It was so much fun before, so when they asked, I was delighted.”

For the newcomers, the prospect of seeing themselves animated in “Shrek the Third” elicited a variety of responses. Being a fan of the first two films, Justin Timberlake couldn't wait to do his part for “Shrek the Third.” “To come in and create your own character is really a treat. I'm having a ball doing it,” he says. “Voice acting is so different from any other type of acting. You imagine what your character is going to look and sound like, so your energy is greater than it would normally be.”

Miller, who originally thought of Timberlake to play Artie after being impressed by his work as guest host on “Saturday Night Live,” says that the more time he spent with the performer, the more he was certain Timberlake was bringing something special to the role. “Justin has a certain charm. He is a very natural comedian, and the more we interacted with him, the more the character of Artie became like Justin.”

Warner concurs. “He's got a great soul and he brings that to Artie. Even when Artie says stuff that isn't necessarily likeable, you can tell he's just a teenager trying to use this kind of language to kind of cover up his own insecurity.”

Author and comedian Amy Sedaris was initially wary, but soon warmed to the idea of creating a new character on “Shrek the Third.” “No one's ever asked me to play a princess before, so I thought it would be challenging. Once I heard who the other princesses were going be, I couldn't pass it up.” And there was a second reason. Like Timberlake, Sedaris was excited to amp up the action. “With TV and film, it's always `Bring it back; pull it back; make it smaller.' I never hear that with animation. `Can you go bigger?' And that's my dream - to hear that. `Bigger' and `one take' are my two favorite phrases.”

Being called upon to join the pool of diva princesses was just too good to be true for “Saturday Night Live” star Maya Rudolph as well. Warner raves that “she knocked me out with her beautiful voice.”

“I am part of a really cool group of ladies,” beams Rudolph. “All the princesses are played by great comic ladies, and I was honored to be part of that little group. It's pretty amazing.”

Another of those great comic ladies is Maya's “SNL” cohort Amy Poehler, who likes the street-cred her new role gives her with the younger generation. “I'm a pretty cool lady now to a lot of my young cousins and my friends' kids. It is one of those films that really does span age. Everyone from young to old really likes it. So I felt pretty psyched to be part of it, and I can't deny that I strutted around a little bit.”

“Amy just seemed to understand the process incredibly well,” says Warner. “I don't know whether that has anything to do with performing on a live show, but she managed to do it without any problem.”

Rounding out the “SNL” trio is alumna Cheri Oteri, who was thrilled to jump into the shoes of Sleeping Beauty. “I felt so lucky and honored to be a part of `Shrek' because the humor is so wonderful, and there are so many subtleties in the characters that make it a great deal of fun to watch.”

“These women are such a solid group of performers and comedians,” raves Miller. “They're incredible at improvisation. You give them a little and they give you back so much more.”

In the case of John Krasinski, the voice of Lancelot, the opportunity to join the cast was truly a lifelong dream. “I will admit now that the one thing in life I've always wanted to do is be in an animated film, and I've been talking about it since I was six, sooo…that's awkward to announce,” he joshes. “But seriously, I was so thrilled to just be a part of this in any way. I've loved the whole series of movies, and to be part of this one is such an honor.”

Warner is among the growing number of people who think Krasinski is a star on the rise. “He's got great comic timing. He doesn't have a huge part in the film and when we started working with him, we considered how big we could make Lancelot's part, because we loved working with him so much.”

Someone who knows a thing or two about comic timing is legendary British comedian Eric Idle. “He's a brilliant performer and writer,” says Miller. “It's great to have EricEric in the film and JohnJohn CleeseJohn Cleese as well. They're two performers I've always idolized and they bring a sense of comedic history along with them.”

Idle, who plays Merlin the magician, sees things a little differently. “I think Jeffrey Katzenberg has some old pictures of me from the `70s,” he jokes. “He offered to send them to the tabloids. That's why I agreed to do this.”

The Evolution of Shrek

What began as a short children's story by William Steig has evolved into one of the most successful and beloved film franchises in the history of entertainment.

With stunning advancements in technology, the look and feel of the “Shrek” films have changed dramatically over the years. As for Shrek himself, he has made some new friends, walked into some new responsibilities and developed a new outlook on life.

Yes, our green hero has come a long way from his solitary days in the swamp.

As the filmmakers see it, they never had to lead Shrek anywhere. He has always been making his own way - marching down a trail that everyone can follow. The story of “Shrek the Third” is “the natural progression of this guy's life and his development as an adult,” explains producer Aron Warner.

“Shrek and Fiona fell in love and got married in the first film. In the second movie, they met the parents and got to know the family. And so it seemed there was a natural next step for them,” continues director Chris Miller. “But as it turns out, it's not a natural step for Shrek, because he's convinced that he would not make a good father.”

The man who gives his voice to Shrek is thrilled to see that, while the lovable ogre is as irascible as ever, he has also evolved since the first film. “What's great about the third `Shrek' is that it's the continuing adventures of somebody who has to learn to believe in himself,” says Mike Myers. “In the first film, he didn't think that he was worthy of falling in love, in the second he didn't think he was worthy of being a husband and now he's struggling with worthiness because he's afraid of being a king and a father. So it's a really great story of how, throughout all the different periods of your life, you really have to rely on yourself, believe in yourself and not listen to what other people think about you.”

Eddie Murphy, who has been bringing the film's lovable Donkey to life from day one, is elated by the fact that “each movie gets better and better. The characters get more developed, and the stories get more complex.”

Making fans of critics and audiences worldwide, the “Shrek” franchise has amassed an astonishing $1.4 billion in box office receipts and has sold more than 90 million DVDs to date. The original “Shrek” had a happy ending, indeed, as it tallied $479 million in global box office receipts and has sold more than 50 million DVDs. The first film capped off its triumphant run by winning the first-ever Academy Award for Best Animated Feature in 2002.

But that was just the start of a tremendous story for this humble fairy tale. Picking up where the first movie left off was the multi-sensory, multi-media experience that was Shrek 4-D. The film's stellar cast reprised their roles in a unique Universal Studios in-theater sensory immersion that expanded Shrek's world and bridged the story between the first adventure and the phenomenon of “Shrek 2.”

When “Shrek 2” was unleashed on theaters on May 19, 2004, it posted the largest five-day opening of all time. This magical monster-hit went on to become the third highest-grossing film of all time with a total worldwide box office of $920 million, and the subsequent “Shrek 2” DVD has gone on to sell over 40 million copies.

Later in the year, on the heels of the release of “Shrek the Third,” there will be an original animated holiday special on ABC entitled “Shrek the Halls,” starring Mike Myers, Eddie Murphy, Cameron Diaz and Antonio Banderas. And next year, the saga will take on a new life in the Broadway-bound show “Shrek: The Musical.”

Shrek the Third Mike Myers, Eddie Murphy, Cameron Diaz, Antonio Banderas

Starring: Mike Myers, Eddie Murphy, Cameron Diaz, Antonio Banderas, Julie Andrews, Justin Timberlake, Amy Poehler

Directed by: Raman Hui, Chris Miller

Screenplay by: Peter Seaman, Jeffrey Price

Release Date: May 18th, 2007

MPAA Rating: PG for some crude humor, suggestive content, swashbuckling action.

Box Office: $320,706,665 (US total)

Studio: DreamWorks Animation

Being king isn't for everyone - especially if you're an ornery ogre who smells like the shallow end of a swamp.When Shrek married Fiona, the last thing he wanted was to rule Far Far Away, but when his father-in-law, King Harold, suddenly croaks, Shrek is quickly fitted for the crown. Now, unless the reluctant would-be king can find a suitable replacement, he'll be royally screwed for the rest of his days.

As if Shrek didn't have enough on his plate, Princess Fiona has another little surprise on the way. Reeling from the duties of running a kingdom and impending fatherhood, Shrek sets off on a quest to find the only other possible heir to the throne, Fiona's long-lost cousin Artie, a medieval high school outcast.While the ogre is away, his old nemesis Prince Charming rears his handsome head and returns to the kingdom of Far Far Away with redemption on his shallow little mind.
Even with Donkey and the ever-so-suave Puss In Boots by their side, it's going to take an ogre-sized effort - and a whole lot of help from Fiona and her band of princesses - for Shrek and Artie to save the day and find their own “Happily Ever Afters.”

Spider-Man 3 Visual Effects

“The audience always demands new things, to be taken to new places,” says director Sam Raimi. “When it comes to visual effects, that means you either rely on existing technology and apply it in new ways or develop new technology to bring about these fantastic sights. You’re always asking yourself, ‘What haven’t I seen before?’ Well, if you haven’t seen it before, there’s probably no technology to bring it about. In almost every case, we had to develop the means to pull off the effects for Spider-Man™ 3.”

For visual effects supervisor Scott Stokdyk – the man charged with bringing the visual effects to the screen – those words were the beginning of a two-year process to develop the technology that would make Spider-Man™ 3 the most visually stunning film in the series so far. As great as the challenge to bring Sandman to the screen was for the practical effects departments, perhaps no group faced a greater hurdle than Stokdyk’s team.

“When we began the pre-production process, the computer programs had not yet been developed which could achieve the look of Sandman and his capabilities that Sam wanted to see,” recalls producer Grant Curtis. “However, Scott Stokdyk and his team created new technology to manipulate every piece of sand on our character. The existing technology allowed management of thousands of particles at once – but to animate Sandman the way Sam wanted to, we would have to be able to render billions of particles. In the end, the new software they wrote required ten man-years to code.”

A team of programming engineers, led by Douglas Bloom, Jonathan Cohen, and Chris Allen, stepped up to deliver the software that would give the animators the tool they needed to do their job.

Producer Avi Arad notes that before any work could begin, the animators first had to know what they were up against. “We had to understand how sand behaves. Only after we did that could we work out the mathematical equations to know how to manipulate it.”

Stokdyk saw from the very beginning that to bring Sandman to the screen would require his team to step up their game. “We knew from the start of this movie that we were facing a huge challenge from an effects and character animation perspective – sand,” says Stokdyk. “Sam wanted the on-screen sand to be controllable, but not magical. The sand had to flow in a very realistic fashion. We’ve all seen falling sand, so that had to sell as real. But the sand would also have to flow up and form into a human being.”

Stokdyk says that he and his team prepared for the challenge by first observing how sand moves in the real world. “One of the first things we did was to organize a sand shoot with Sam and Bill Pope, the director of photography,” Stokdyk continues. “We shot footage of sand every way we would need it – thrown up, thrown against blue screen, over black screen. John Frazier, the special effects supervisor, shot it out of an aero can at a stuntman. Anything we could imagine sand doing in the film, we shot.”

What they found was a new way to think about sand. “Sand has unique challenges in that it behaves sometimes like a solid – you’ll often see individual grains flying – and sometimes like a liquid – think of rolling sand dunes,” Stokdyk continues. “We knew that raw particle count was going to be our big challenge – not only from a technical standpoint, but from an artistic one, combining effects animation of sand flying around with character-driven animation.”

As Stokdyk and the effects animators were working out the “quantum mechanics” of the motion of sand, Spencer Cook, the animation supervisor on Spider-Man™ 3, began the process of designing the character. “Sandman is really an interesting challenge in that he requires such integration between character animation and effects animation,” he says. “The sand, and the way sand moves on his body, and the way he moves are all intimately tied together. Not only did we have to animate the character realistically and in line with Thomas’s performance, but all while chunks of sand are falling off the character.”

“There’s a character there, emoting, but it’s just a pile of sand,” says Stokdyk. “If we’ve pulled together enough grains of sand to make people feel something, then we’ve pulled it off.”

In the end, the artists were all extremely proud of their creation. “Sony Pictures Imageworks delivered on Spider-Man™ and Spider-Man™ 2, but for Spider-Man™ 3 it changed the industry standard,” says Curtis.

Sandman, of course, was not the only character that posed a considerable challenge for Cook; animating the black-suited Spider-Man required subtle changes to reflect the character’s more aggressive personality. “He’ll move a little quicker here and there, hunch his shoulders a little more, pull his elbows up a little higher when he’s stuck to a wall. We tried to find poses that the classic Spider-Man would not do – where the redsuited Spider-Man was graceful and elegant in his motions, black-suited Spider-Man is more blunt, rough, and reckless.”

In creating Venom, Stokdyk notes that the character has at least three distinct stages. First, of course, is the initial transformation, in which Topher Grace’s skin is pulled away from his body and tendrils of goo cross his face until they completely envelop him. “As he gets angrier, he turns into more of a monster, more of a beast,” Stokdyk notes. First, he becomes a kind of double for Spider-Man, played by Grace. By the very end of the film, he becomes an entirely CG character – the classic Venom from the comic books, with a menacing, unhinged jaw and full mouth of very sharp teeth.

“Everything is alive on ‘comic-book Venom,’” Stokdyk continues. “The challenge was to make a character that was monstrous, very detailed, very kinetic – but not delicate. Despite all the detail, he’s still menacing.”

If Sandman, black-suited Spider-Man, and Venom had been the only great challenges that Stokdyk and his team would face, it would have been enough. But Stokdyk was also determined to break new ground in terms of live-action integration with the visual effects. The supervisor was on hand during production so that he could be ready to take the ball as soon as the scenes were filmed. “It was important to Sam and me to incorporate as much live action into the CG as possible,” he says. “The typical reason a shot is animated is because a person can’t do all of it. We wanted to find a way to have an actor or stunt person do part of the action, and synthesize the rest. The goal was to find a balance between keeping the shot real and making it exciting and cinematic.”

One dramatic example of this idea comes early in the film, as Peter Parker finds himself ambushed by the New Goblin – his friend, Harry Osborn. Interestingly, this scene was the very first shot in principal photography on Spider-Man™ 3 and began right where Spider-Man™ 2 left off. Stage 30 at Sony Pictures Studios in Culver City, California – the final stage used for Spider-Man™ 2 for the elaborate Doc Ock pier set – became the first site for filming on Spider-Man™ 3. A brick wall and alley set was created by the art department and rigged by the stunt department for the aerial battle.

“It was Sam’s idea to show Peter fighting as Peter, not as Spider-Man,” says producer Avi Arad. “It’s a terrific moment, because it brings home what a personal battle this is for Peter when you can see his face.”

Tobey Maguire and James Franco completed much of the aerial stunt sequence themselves, doing wire work suspended high above the stage floor. “Tobey is really handy with stunt situations, and he picks it up really quickly,” says stunt coordinator Scott Rogers. “James is also terrific – he’s got a great attitude. Both actors are used to the type of physicality required for their roles, and they excelled.”

For Stokdyk, achieving such great heights would not have been possible without the contribution from his team at Sony Pictures Imageworks, assembling, in the end, between 200 and 250 people to complete more than 900 effects shots. “You live and die by your team,” says Stokdyk. “They were always ready to respond, always on their toes. That’s part of the process of working with Sam; you have to be flexible and ready to deliver.”

Spider-Man 3 About the Production

“In terms of logistics and scope, Spider-Man™ 3 is by far the largest of the three films,” says Ziskin. “We want to fulfill the audience’s expectations, yet bring new and exciting experiences to the third movie. Sam has really upped the ante for this film, in terms of action sequences and visual effects involving Sandman and Venom, so it is a gigantic endeavor, with over 1,000 people working toward that goal.”

During production, Raimi relied on key members of his filmmaking team to bring to life before the cameras as much of Peter Parker’s story as possible. “Whenever it’s safe and practical, I like to capture the action in camera,” says Raimi. “Visual effects are an amazing tool for action that human beings can’t do – but if a human being can do it, let’s do it.”

The talented team of stuntmen was ready, but so was the cast. Bryce Dallas Howard, especially, surprised the filmmakers by being game for anything they could throw at her. At one point, the actress found herself hanging from a harness. “When a runaway construction crane causes a beam to crash into a building, it demolishes everything and causes the floor beneath Gwen to collapse,” says Howard. “Gwen tries to hang on to whatever she can grab, but eventually plummets many stories before being rescued by Spider-Man.”

After performing several portions of the sequence on soundstages in Los Angeles, Howard was eager to get in the harness again to fly with Spider-Man over Sixth Avenue. “What’s so great about movies is you get to really experience these crazy, crazy stunts, things that you would never emerge from alive in real life,” says Howard. “I knew I would be 100% safe because Sam and the stunt team really protect the actors. So I tried to do as many things as possible, because it’s really fun and a great adrenaline rush!”

Thomas Haden Church was also up to the challenge – in fact, even more so. Other than Tobey Maguire – Spider-Man himself – Church suffered the most brutal treatment to complete the stunts for Spider-Man™ 3. Whether it was being yanked five feet in the air so he could do a face-plant in the mud, or being chased (and caught) by dogs, or dangling off the side of a set, or falling onto train tracks, or having his face smashed into a pane of plexiglass, the actor found himself bruised and battered repeatedly, but was ready for anything. According to producer Grant Curtis, “It wasn’t intentional, but it seemed sometimes like if any actor was required to get beat up in any way, Thomas was always drawing the short straw.”

Two members of the production team that played key roles in ensuring that these action sequences were both as safe and as spectacular as possible were special effects supervisor John R. Frazier (who previously served in the same capacity on the first two Spider-Man™ films) and second unit director Dan Bradley (a veteran of Spider-Man™ 2). “Working with Sam is like going back to school,” says Frazier. “You have that moment where you say, ‘Oh, this is going to be really, really hard, but a lot of fun.’ It’s not unusual for me to be on a movie like Spider-Man™ 3 for nine months, from the beginning planning stages through production.”

One scene that highlights their work is the Subway Drain portion of an elaborate fight sequence between Spider-Man and Sandman. Raimi worked closely with Frazier, Bradley, and visual effects supervisor Scott Stokdyk on the sequence, in which Sandman is blasted by the force of a burst water pipe and, quite literally, goes down the drain. Sam wanted Sandman to melt away, in essence, during this sequence.

“This is the largest water gag for one shot I’ve ever done for a film,” recalls Frazier, who had previously supervised the special effects for Poseidon. “We used 50,000 gallons of water, shooting out of a pipe which blasted the rear of the set fifty feet away. When you see this sequence, the water appears to be a six-foot-thick column of water; however, we made the center of the pipe hollow, and used a restrictor plate to control the size of the column of water. The water is recirculated using pumps which are able to pump 3,000 gallons a minute. We can fill both tanks in about five minutes, so that we are ready for another take.”

The sequence was covered using eight cameras, according to Stokdyk. “This sequence is where Spider-Man discovers Sandman’s weakness – water. We had to put a CG Sandman in here because the velocity of the water is too great to have Thomas Haden Church or a stuntman perform portions of the sequence. Water is a huge challenge for visual effects, especially on a large scale, so our goal here was to seamlessly integrate the elements for this sequence between practical and CG.”

For Bradley, one favorite scene is the fight between Peter and Harry in the den of the Osborn mansion – which contrasts nicely with the aerial battle among superheroes earlier in the film. “It’s a great fight, because it’s mano-a-mano,” Bradley says. “These two guys love each other like brothers – there’s a lot of history between them. Because of confusion, miscommunication, and immaturity, they end up hurting each other.

“We worked closely with Sam in choreographing the fight,” says Bradley. “Sam wanted this to be a fight between two old friends who had a falling out, rather than a ‘superhero’ fight. It had to be driven by the emotions of the two characters, better told through a style of fighting that the audience might relate to. Sam, Tobey, James, and my team worked hand in hand, so that the choreography felt real and true to these characters.”

Bradley’s and Frazier’s work is also on display in an action sequence during a bank heist, in which a security guard (played by none other than producer Grant Curtis) falls victim to Sandman’s wrath. “As a producer, Grant is uniquely qualified for guarding money,” laughs Bradley, “so Sam typecast him and invited him to spend a lot of time on set being buried underneath tons of sand as one of the armored car guards.”

Apprehensive as he might have been about performing the stunt, Curtis says that it would have been pointless to argue. “I’ve worked with Sam for ten years, so I know that once a decision’s been made, he’s going to get his way,” he says.

The sequence begins spectacularly, when Sandman smashes into the top of the armored car with his fist – which, in reality, Frazier’s team made of polyurethane foam. It was eight feet tall, six feet wide, and weighed over 500 pounds. Then, debris – sand – came flying at Curtis. “On the first take, I anticipated the crash and reacted too early,” he remembers. After an adjustment, he nailed the second take.

At the end of the sequence, the guard is buried in sand. To film the scene, the armored car was lifted and tilted at a fifty-degree angle so that the sand could be dumped in and fill the car but with a fraction of the pressure on Curtis. The producer soon found himself beneath 4,000 pounds of ground corncob – the filmmakers’ ingenious substitute for sand.

The idea of using ground corncob as a double for sand did not come immediately to the filmmakers. The first man charged with investigating what kind of sand would make Sandman was costume designer James Acheson. After all, as part of the team responsible for the look of the character, Acheson would have to answer some critical questions early in production. What does a character made from sand look like? Would his face be gritty or smooth? Would his clothes also be made of sand?

Different kinds of sand from around the world were brought in and examined. However, in their investigation, the filmmakers quickly discovered that not only would importing sand be costly, but also, due to its weight, too much of it would be unsafe for the actors and stuntmen. At the end of the day, the creative solution of ground corncob was perfect, because it is both safe and effective: it looks like sand but weighs only half as much.

Whether helping to figure out what kind of sand would make Sandman or solving any number of other costuming challenges, Acheson’s motto was: when in doubt, go back to the original text. “We derive our inspiration, as always, from the comic,” he says.

“Sandman is one of these remarkable characters who can change shape, dissolve, disappear, grow, or become mud or concrete. We designed various stages and different scales of Sandman’s evolution, working with wonderful sculptors to create maquettes, small statues of Sandman in his various appearances.”

As much as Sandman required each of the departments to step up their game, so, too, did Venom – Spider-Man’s equal and opposite. Acheson and his team created various stages of Venom’s look, working with Raimi to create a tension in the sculpting of the suit. “It was important to Sam and to James that we keep the suit really sharp and aggressive, as with the tendrils that crawl across Venom’s face at points,” says head specialty costumer Shownee Smith, whose company Frontline Design worked under Acheson’s direction to manufacture the specialty costumes for the film.

In order for the audience to connect with the characters, Raimi felt it was essential that the eyes of the masked and the villainous characters be visible at times during the course of the story. “For Sam, it was very important to see Topher’s eyes through the suit,” says Acheson. “Sam wants the emotion that real eyes and a real face convey, so in order to maintain that, we designed various stages that Venom goes through before he becomes a complete monster creation.”

For scenes where Brock transitions into Venom, Grace spent an hour being placed into the suit, which added between 120 and 140 pounds to his weight. The actor then spent an additional four and a half hours in makeup for the addition of various appliances, including special sets of teeth worn by Grace to give the character the illusion of a larger, more menacing mouth. The filmmakers also attached monofilament to the skin on Grace’s face so that they could pull and distort the character as he makes his transformation.

“At one point while shooting the transition scenes, I thought, ‘What have I signed up for?!’” Grace laughs. “I had black goo poured all over me, wires attached to my face that people with fishing poles were pulling up, and other people below me were pulling down … When you see my character in pain, well, there wasn’t a whole lot of acting required.”

Acheson also was responsible for helping to design another villain, of sorts: the black suit itself. When the goo attaches itself to Spider-Man’s suit, it turns black and brings out some of the darker sides of Peter’s personality. For Acheson, that presented a challenge – how to design a costume that would reinforce the idea that a costume was affecting the character? “It is the same fabric as the Spider-Man suit, but dyed a different color, and we’ve changed the color of the highlights,” explains Acheson.

“We’ve also changed the eyes slightly and have coated the suit with a grid, printed in Plastisol, which we’ve screen printed onto the suit. It is a similar grid system to the red and blue Spider-Man suit, but printed with a black sheen that, we hope, gives the suit a kind of liquidity. It becomes almost an organic structural element within the suit.”

Whether it’s the familiar red and blue costume or the new black one – building a Spider-Man suit is an enormous undertaking, according to Acheson. It takes 200 man-hours to create one Spider-Man suit – and filming required 40 suits. That’s 8,000 man-hours just to create the Spider-Man suit – not counting Spider-Man’s black suit or any other costumes.

Acheson studies the actors’ movements when designing for their characters, and takes into account the wire work they will need to perform when creating the costumes. “Nearly all of the characters in this film wear safety harnesses under their clothes, which obviously affects the way the clothes move and the way the actor moves, so we keep all of these aspects in mind during the design process,” he says.

Acheson, who had designed the costumes for Spider-Man™ and Spider-Man™ 2, says that the Spider-Man™ series still intrigues and challenges him. “I continue to be interested in working with different technologies such as foam, plastics and metals, as well as fabric,” he notes. “I’m interested in the fusion between the sculptor, the special effects shop, and the costume workshop. We had a lot of interaction among those departments with Spider-Man™ 3.”

Also interacting with each of the departments was production designer J. Michael Riva, the member of the team responsible for bringing Raimi’s stylish vision to life. Riva is especially proud of his work in creating the construction site that serves as the arena for the film’s final battle. “Making a construction site doesn’t sound very difficult, but if you have only eight weeks to design and build it, it’s practically impossible,” he says. “We used over 20 tons of steel, 100 welders, and 200 carpenters working around the clock, seven days a week to get it done! But we all did it.”

The set took six weeks to complete, using tons of steel from a cancelled building project. A construction elevator, complete with operator, transported cast and crew to the various levels of the elaborate set. For the extensive lighting and electrical needs required for the sequence, a labyrinth of connections was designed and installed eighty feet above the stage floor, using over four miles of electrical cable. By the time the set was ready for shooting, Stage 27 was outfitted with approximately 21,000 amps, enough power to service over 200 homes.

“The great thing about a construction site is that it’s a very dangerous place. First, besides the implied height of the set, you have a lot of steel and rebar lying around at such a site. You can always rely on Sam to see opportunities and come up with an effective way to use these set elements to enhance the danger in a scene,” says Riva.

“Second, it was an open structure, pretending to be 50 stories high, open on all sides. It offered Sam a jungle gym of possibilities to web up and down, to do a chase all over the face of the steel structure. The higher they go fighting their way up the building, the more the danger and tension increase. It’s a long way to fall if you’re not Spider-Man!”

One way that the filmmakers were able to reach such great heights is that many members of the crew are veterans of either Spider-Man™ or Spider-Man™ 2 or both films. One such example is a member of Frazier’s special effects crew – “webmaster” George Stevens, who was in charge of designing and building all of the webs in Spider-Man™ 2, returned to tackle a similar job for Spider-Man™ 3. For a memorable scene early in the film, in which Peter and M.J. share a romantic evening in a giant web under the stars, Stevens built a web measuring 26 by 32 feet. “Counting the research we did before we starting building, we worked on that web for two months,” says Stevens.

When the time came for filming, Maguire and Dunst were lifted by harness and lowered into the web.

Gwen Stacy, makes her film debut in Spider-Man 3

Another fan favorite, Gwen Stacy, makes her film debut in Spider-Man™ 3. Well known to fans of the comic books, Gwen made her first appearance in December 1965 (The Amazing Spider-Man #31) and quickly became Peter Parker’s first love. In Spider-Man™ 3, Gwen is a beautiful classmate who’s developed a crush on Spider-Man. Her presence brings a new dynamic to his relationship with his true love, M.J. Gwen is also the object of desire for Eddie Brock, who mistakes her casual friendliness for romantic interest.

Bryce Dallas Howard takes on the role. She says that despite the differences between the comic book and screen versions of her character, Howard was able to use the comic book as inspiration in bringing Gwen Stacy to life. “There was a very deep relationship built into the comic books – that became my foundation,” says the actress.

“Gwen is a supporting character in this film, but there are nuances and subtext built into Gwen’s scenes with Peter. She’s not a mere distraction for Peter Parker. This is a person who, had things been different, could have been a good mate for him. Because her father is a police captain, she’s accustomed to someone leaving and putting his life in jeopardy every day and loving him unconditionally. I was able to build on that, to play the character that was written in the comic book.”

Producer Laura Ziskin notes that Howard was particularly excited to perform her own stunts and game for anything that Raimi threw her way. “Bryce just knocked us out when she came in to read with Tobey for the part of Gwen Stacy,” recalls Ziskin. “She had this kind of sunshine in the midst of a lot of darkness and drama in the story. She was such a trooper, too. Anything we asked her to do – whether it be hanging from a building several stories up or soaring in the air with Spider-Man – she was spectacular.”

Oscar® nominee James Cromwell plays Gwen’s father, NYPD Captain George Stacy, who shares with Peter disturbing new information about the death of Uncle Ben, and who becomes concerned with Eddie Brock’s intense interest in his daughter. Theresa Russell plays Emma Marko, Flint Marko’s estranged wife.

“It’s wonderful to bring new actors into the series because, although you have an existing set of rules and storylines you want to adhere to, at the same time you need to shake it up, bringing new voices and energies to the film that we haven’t experienced before,” notes Raimi. “It gives the audience a new experience, with the characters they love, but with a new energy dynamic with those new faces on screen with them.”

Venom is one of the most difficult characters for Spider-Man

Eddie Brock, played by Topher Grace, is a smooth-talking, ambitious young photographer who becomes a rival for Peter’s job at the Daily Bugle. When Spider-Man finally rids himself of the sinister black substance, it finds Brock, who transforms into the deliciously evil Venom, also a Marvel fan favorite. In many ways, Venom is a reflection of Peter Parker himself; one might say that he is Peter’s own dark side come to life.

“We were really excited to bring Venom into the film, because it is a character that has its origins in Peter,” explains producer Grant Curtis. “When Spider-Man wears the black suit, the suit begins to take on the imprint and abilities of Spider-Man. When Peter rids himself of it, the substance moves to Eddie Brock, who is not as good a man as Peter. It transforms Brock, a person who feels universally ostracized, into Venom. Venom possesses some of the powers of Spider-Man, and he wants to lash out.”

“Venom is one of the most difficult characters for Spider-Man to defeat,” notes Arad. “Venom knows Spider-Man: how he feels, what his strengths are as well as his weaknesses. That is the ultimate enemy.”

“Venom has a unique origin story, and we looked forward to telling that story, doing justice to a character who is arguably one of the most popular Marvel characters of all time,” says Curtis. “Venom has the same powers that Spider-Man does, but it’s tweaked a bit more and he’s more aggressive – he can jump farther, swing farther, and run faster. In a way, it’s like watching Spider-Man battle his stronger self when you see the in-air ballet between the two. It’s very exciting to watch.”

The Marvel comic introduced Venom in the 1980s. He made his first appearance in The Amazing Spider-Man #298, and Eddie Brock appeared for the first time two issues later. Previously, Spider-Man’s black suit had first been featured on the cover of Secret Wars #8, in 1984.

Grace had been a Marvel fan for years, and he relished the opportunity to portray one of his all-time favorite villains: “I was reading the comics years ago when Venom appeared, and I remember thinking he was just the coolest, most charismatic character,” says Grace. “I was so honored just to come in to meet with Sam, Laura, and Avi; it was great to hear Sam outline the entire plot of the film. I was nervous and excited, and I still felt that way a year later, as we were shooting the film.”

After Grace was offered the role of Eddie Brock/Venom, director Sam Raimi discussed the character in depth with him. “Sam’s take on Venom being kind of an evil double of Peter was really interesting to me,” Grace continues. “We discussed that Venom delights in being evil. He gets drunk on that power very quickly.”

“Unlike Sandman, who is present very early in the film, my character, Eddie, undergoes a very slow transformation – it’s woven in throughout the story,” says Grace. “You wonder if Peter hadn’t been under the spell of something so terrible, would Eddie have had to go so far. It’s one of the many intriguing aspects of the story, having Peter Parker be one of the reasons that a villain is born.”

Ziskin says that Grace was the ideal choice to portray Eddie Brock/Venom. “Topher is spectacular, just riveting! He’s fun and scary, and a great addition to the ensemble.”

Grace, a self-described “skinny guy,” put on about 15 to 20 pounds for the role, working out during the several months before shooting began. During pre-production, Grace was subjected to body scans and motion capture data analysis for use by the costume and visual effects departments.

“They were doing a scan of my body, and someone mentioned that the scan would be really helpful for making my action figure. My action figure!” recalls Grace. “It hadn’t even occurred to me that I would become an action figure! It was very exciting.”

Memorable villains in Spider-Man lore: Sandman and Venom

In Spider-Man™ 3 – just as in the first two films – the filmmakers made a special effort to ensure that the villains are a reflection of Peter and the struggles he endures as he comes of age. According to Raimi, every character in Spider-Man™ 3 moves Peter Parker’s story forward. “We’re holding up a mirror,” Raimi says. “Each character is there with a purpose – part of the thread of Peter’s life.”

“The Spider-Man books have probably the greatest rogues’ gallery of any superhero comic – there are so many memorable villains throughout the books,” says executive producer and Marvel’s president of production Kevin Feige. “With the villains in Spider-Man™ 3, we wanted to continue the tradition – following the Green Goblin and Doc Ock– of presenting villains that not only provide spectacle and a physical challenge to Spider-Man’s abilities, but characters that are multi-layered and conflicted.” To that end, the filmmakers called upon two of the greatest and most memorable villains in Spider-Man lore: Sandman and Venom.

Sandman

Sandman is a classic villain, having made his first appearance in 1963 in The Amazing Spider-Man #4.

“Flint Marko/Sandman is one of the stalwarts of the Marvel universe, and the character presents an opponent for Spider-Man that we’ve never been able to explore before – the intangible aspect of a villain,” notes producer Grant Curtis. “What if you punch your opponent, and there’s suddenly nothing there – what if all of a sudden they become dust? The beauty of Sandman is it’s like battling a Swiss Army knife. You think you’ve got him figured out, then he morphs into a sand cloud, or levels his hammer fist at you, or becomes a pile of sand.”

Academy Award nominee Thomas Haden Church plays the key role of the complex Sandman. “We have been fortunate to be able to attract some extraordinary actors to play the villains in the Spider-Man™ films, and Spider-Man™ 3 is no exception,” says Raimi. “When we saw how Thomas Haden Church in his Sideways role presented a character with warmth and humanity and grace – even as the character consistently made all the wrong choices – we knew he could do the same for this classic Marvel villain.”

“I think they wanted Sandman to be a guy like me – a guy who’s rough around the edges and could easily have been a criminal; a guy who’s bare-knuckled his way through a few events, which I have in real life,” says Church. “There’s a roughness and a rawness that Sam finds appealing.”

“Flint Marko is a loner who has a pretty dark past,” says Church. “I thought a lot about Lon Chaney, Jr. and the characters he was best known for – there was always a sadness in his eyes and a kind of disaffected quality to him as a man.”

Church notes that in his early conversations with Raimi, he found another inspiration for his character, one that roots Sandman in a legend centuries old. “Sam gave me a storybook of a Jewish fable surrounding the Golem – a creature made of earth. That idea – this creature who was not a villain at heart – was very meaningful to Sam and became a big influence.

“As Flint says of himself, he’s not a bad person,” Church says. “He’s just made bad choices. He’s carrying a massive burden of guilt over something that happened in his past and things that are happening right at that moment. He knows that what he’s doing is criminal, but I think he sees himself as a man of integrity. He’s doing what he feels he has to do. Nobody in the Spider-Man™ movies just wears a black hat.”

On the run after escaping from prison, Marko stumbles upon a physics test and is fused molecularly with sand. After this accident, Marko discovers he can draw material from his immediate environment to his shape-shifting physicality. “The birth of Sandman is going to be one of the most amazing scenes in Spider-Man™ 3,” says producer Avi Arad. “Flint Marko is on the run, and he walks into a testing facility just as a new scientific process is being tested. In the great Marvel tradition, Marko’s bad timing leads to his transformation into Sandman. It will be fascinating to see the creation of this creature.”

Church spent over a year preparing for the role, with a physical training and diet regimen which led to his gaining about 20 pounds of muscle before shooting began. “In the comic book, Sandman was a bulky-muscled guy – he looked like a guy out of the WWF,” says the actor. “For the movie, we decided on a leaner look – street hardened, like Terry Malloy in On the Waterfront.”

Church says that all the hard work paid off when shooting started. “Sam outlined for me what the physical rigors of the role would be, so I wasn’t surprised. All the physical activity and training really helped me develop the stamina which I needed for a lot of my work in the film.”

Spider-Man 3: Tobey Maguire, Kirsten Dunst, and James Franco

“At the beginning of Spider-Man™ 3, we find Peter Parker pretty much where we left him at the end of the second Spider-Man story,” says director Sam Raimi. “He is coming to terms with what it means to be a hero and the sacrifices he has to make to do the right thing. In terms of his relationship with Mary Jane, the two are closer than they’ve ever been – she has learned that he is Spider-Man by the end of the second film and she is trying to live up to the promise she made to share the responsibilities of Peter’s superhero status.”

“We have watched Peter, Mary Jane, and Harry grow up over the course of the first two films, so we wanted to do something that was surprising but inevitable,” adds Laura Ziskin. “We wanted to take the characters on a journey which would satisfy the audience and ring true for the characters.”

Returning for that journey are Tobey Maguire, Kirsten Dunst, and James Franco. “Peter is feeling pretty good—things are lining up in his life in ways they never have before,” says Maguire. “He is finally receiving recognition as Spider-Man, as someone who is helping his community, and he is in this great relationship with Mary Jane, who is also experiencing success of her own. He is beginning to feel the kind of confidence of becoming a man, mixed with the glowing attention he has begun to receive.”

Raimi notes, “Peter has never had anyone look up to him as someone they admire. Certainly, he’s never had anyone cheer for him before. This has an unexpected effect on Peter: it stirs his prideful self. This is the beginning of a movement toward his dark side in this film.” That dark side is brought to the forefront when he comes into contact with a black substance that attaches itself to Peter’s Spider-Man suit. When the substance turns his suit black, he finds he has greater strength and agility than ever before… but also that the substance brings out his pride and his vengefulness. “In the climax, Peter has to put aside his prideful self. He must put aside his desire for vengeance,” Raimi continues. “He has to learn that we are all sinners and that none of us can hold ourselves above another. In this story, he has to learn forgiveness.”

Maguire was thrilled to return again to the role of Peter Parker. “You always want to tread new ground and this was a chance to do that with familiar characters,” he notes. “The fresh take is a direct continuity – it comes out of Spider-Man™ and Spider-Man™ 2. As an actor, it’s really exciting – there’s a lot to play with. “We were always looking for ways to take the mask off, so you can see what Peter is going through,” says Maguire. “When I see a movie, I get invested in the characters and I care about them. I’ve got to connect with them so I can feel what they’re feeling.”

Peter’s change in demeanor begins to take its toll on his relationship with Mary Jane. “Mary Jane is very confident in her career, even though there’s still some insecurity there because of her family life growing up,” explains Dunst. “But when she loses her job just as Spider-Man is being heralded, Peter is not there for her as much as she’d like him to be. She is kind of pushed aside a little bit, and their relationship begins to fall apart.”

“Peter and M.J. are struggling with things everybody deals with in a relationship,” adds Ziskin. “They’re both trying to figure it out, and they’re not in sync with where they are in their lives – they’re missing each other at a rather critical moment.”

“Now that Tobey and I have worked on three movies together, we know each other very well,” Dunst says. “I know which buttons to press in him, and he knows which to press in me. It makes for a more complicated, adult relationship, which is great for the film. Everything we feel about each other is all in the movie. Our relationship has matured.”

After previously showing off her vocal talent in such films as The Cat’s Meow, Dunst relished the chance to sing on screen once again. “I had fun doing the singing scenes,” she says. “I had prerecorded the singing – I was terrified to sing live – but my first day of work was walking down the stairs of the Broadway stage for ‘Manhattan Memories’ in high heels and a dress and then dancing at the bottom.”

Rounding out the central trio is James Franco as Harry Osborn. At the end of the last film, Harry learned the truth about his father and the secret identity of his friend, Peter. Harry’s anger and bitterness toward Spider-Man now extends to Peter, whom he now sees as his enemy. Consumed by vengeful thoughts against Peter, whom he holds responsible for the death of his father, Harry enters his father’s lair and becomes the New Goblin.

The filmmakers wanted a fresh look for the hardhearted Harry. “We discussed how Harry would probably use the latest technology available to him at OsCorp to create his arsenal,” notes executive producer Kevin Feige. “We wanted something contemporary, but still deadly practical.”

“Harry has a vehicle that’s more sleek and agile than the glider – he has taken his father’s weapons and dialed them up a notch,” says producer Grant Curtis. “On the other hand, some weapons, like the pumpkin bombs, you just can’t top. With the New Goblin, you get a mix of the old school with the pumpkin bombs and the new school with the souped-up sky-stick.”

Costume designer James Acheson collaborated with the filmmakers on Harry Osborn’s military look. “Harry’s clothing reflects a cross between urban SWAT troops and kind of a black knight, but with rather nasty attributes like blades that come out of his arm,” says Acheson. “The suit is mainly black. There’s a hint of green here and there as a reminder of his father, but Harry is very much his own man.”

“Harry’s main dilemma comes down to this: How much does he love his friends?” says Franco. “If he accepts the fact that he loves Peter and M.J., he also has to accept that his life up until now has been a lie – he’s been living only for hate, loving the evil man that was his father and doing his bidding.”

“We have come so far together with these characters,” says Raimi. “This film was a chance to continue each of their stories, to show their journey since we first met them five years ago and also to explore how far they still have to go.”

Spider-Man 3 wraps up some of the character arcs

One of moviegoers’ favorite film characters returns in Columbia Pictures’ Spider-Man 3, continuing one of the biggest blockbuster franchises in film history. Together, Spider-Man and Spider-Man 2 have grossed more than $1.6 billion at the worldwide box office.
As the continuing adventures of Peter Parker unfold, Spider-Man™ 3 wraps up some of the character arcs begun in the first two films. Sam Raimi, who has directed all three installments in the blockbuster franchise, says, “The heart of the Spider-Man films has always been the depth of the characters and their interconnected lives. Peter’s love of Mary Jane Watson and his friendship with Harry Osborn have always been the richest parts of our stories.

“When developing this third installment, we asked ourselves, ‘What does this young man still have to learn?’” says Raimi. “We placed him in situations where he’d be forced to confront his absences of character – obstacles that, in previous stories, he might not have been able to surmount. In this way, he would either be defeated or grow into the heroic person who might be capable of overcoming these obstacles. As the depth of our characters grow, they become richer human beings and can achieve more than in the previous films.”

“At the end of the second movie, for the first time, there’s reason for optimism in Peter’s life,” says producer Avi Arad, who until recently served as CEO of Marvel. “He’s won the girl – but when she says, ‘Go get ’em, tiger,’ you know that she is realistic and maybe uneasy about what life is going to be like. What Sam likes to do is test the hero– and that means that Spider-Man™ 3 will take us to a very different place in Peter’s life, in Mary Jane’s life, and in Harry’s life.”

In Spider-Man™ 3, Peter Parker faces his biggest challenge to date – and the greatest battle of all is the battle within himself. When the film opens, things are finally going so well for Peter that his success begins to go to his head a little bit … and when a black substance clings to Peter’s scooter, things take a turn. The substance attaches itself to Peter’s Spider-Man suit, changing it from the familiar red and blue to a deep black. The transformed suit also changes Peter, as he becomes stronger and quicker than ever before… but it also brings out the dark side of Peter’s personality that he is struggling to control.

“We wanted to explore the darker side of Peter’s character,” says producer Laura Ziskin. “When his suit turns black, it enhances and emphasizes characteristics that are already in the host. In this case, it makes him stronger and quicker, but also more prideful and aggressive.”

“When I read the script I was really excited about the different direction we were going with Peter Parker and the other characters and storylines,” says Tobey Maguire, who returns to the role of Peter Parker. “We are covering a lot of new ground here, with a fresh take on the story while maintaining the continuity of the characters from the previous two films.”

Kirsten Dunst returns to her role as Mary Jane Watson in Spider-Man™ 3. “I think fans will love this movie, because we love this movie,” says Dunst. “It means so much to all of us, and we’ve really worked hard at making every scene the best it can be.”

Also reprising his role as Harry Osborn is James Franco. “Harry’s story picks up from the end of Spider-Man™ 2, when he learned the awful truth about his father and his friend – although he doesn’t have the full story. Harry is a troubled soul; he lived his whole life for his father, and when his father was taken from him, the only thing he had left in his life was to avenge his father’s death.”

Of course, Spider-Man™ 3 also features the incredible action sequences that Spider-Man fans have come to expect. In this film, Spider-Man takes on two classic villains: Sandman, who first made his appearance in the fourth issue of The Amazing Spider-Man, and Venom, one of the comic book’s most memorable villains.

“Marvel comic books – and especially the Spider-Man books – have always had a great bunch of villains to choose from,” notes Raimi. “So many great Marvel artists and writers developed these characters. It was a very easy task to pick up these wonderful tales and images and develop our story from them.”

Thomas Haden Church plays Flint Marko, a man haunted by the mistakes of his past, who is caught in a physics experiment gone wrong. His DNA becomes fused with sand… and he becomes Sandman, a villain who can change his shape, size, and form at will. “I consider it an honor, really,” says Church, an Academy Award nominee for his role in Sideways, on joining the franchise. “The Spider-Man™ films stand tall in the pantheon of superhero movies. Many are called, few are chosen, and I’m proud to be one of the few.

“Flint Marko becomes Sandman when he stumbles into a radioactive test site where they’re performing a molecular fusion experiment and he accidentally becomes fused with sand,” Church adds. “As a result, he can change his shape and adapt to his environment. He can be ten, 30, 80 feet tall. He can form giant sand fists, hammers, a mace. He can shift into a sand tornado, or sift into sand. He is as malevolent and menacing as any villain can be.”

Topher Grace joins the cast as Eddie Brock, a character in some ways similar to Peter Parker, who transforms into Venom – Spider-Man’s arch-nemesis. “When I was first talking about the movie, Sam asked me if I knew what ‘arch-nemesis’ meant. I thought it meant a huge villain, but Sam pointed out that it really means a villain who has the same powers and abilities as the hero, but uses them for evil,” says Grace. “Sam has gone to great lengths to make this character Spider-Man’s equal and opposite.”

Grace continues, “Eddie Brock, who becomes Venom, is very similar to Peter Parker. They both work at the same place, they’re both striving for the same job, they both have the same woman in their lives – the difference is that Eddie is very insecure. You might say that Eddie is the guy that Peter would have been if he didn’t have the good fortune of having Aunt May and Uncle Ben to bring him up.”

Once again putting the lift and swing into Spider-Man’s webs are the special effects stars at Sony Pictures Imageworks. The team was nominated for the Academy Award® for their work on the first Spider-Man™ film and took home the Oscar® for their visual effects work on Spider-Man™ 2. In continuing his work on Spider-Man™ 3, visual effects supervisor Scott Stokdyk was responsible for overseeing the efforts of more than 200 Imageworks animators and artists.

“My biggest challenge on Spider-Man™ 3 has been the necessity to turn on a dime and respond to the changes as they come,” says Stokdyk. “There’s so much more going on in this movie – more characters and more plotlines. Sam is working very hard to make sure all the pieces come together, and it was our responsibility to respond in the execution of his vision.”

Laura Ziskin says that as with the first two films, audiences can expect Spider-Man™ 3 to have a compelling story, exceptionally well-drawn characters with complex relationships, but even bigger and better: “We have more new characters, more villains and more struggle for Peter Parker – perhaps the biggest struggle of his life.”

Spider-Man 3 Tobey Maguire, Kirsten Dunst, James Franco, Rosemary Harris

Starring: Tobey Maguire, Kirsten Dunst, James Franco, Rosemary Harris, J.K. Simmons, Thomas Haden Church, Topher Grace, Bryce Dallas Howard

Directed by: Sam Raimi

Screenplay by: Alvin Sargent

Release Date: May 4th, 2007

MPAA Rating: PG-13 for sequences of intense action violence.

Box Office: $336,530,303 (US total)

Studio: Columbia Pictures

Tagline: The greatest battle lies within

Columbia Pictures’ Spider-Man™ 3 reunites the cast and filmmakers from the first two blockbuster adventures for a web of excitement that will transport worldwide audiences to thrilling new heights on May 4, 2007.

In Spider-Man™ 3, based on the legendary Marvel Comics series, Peter Parker has finally managed to strike a balance between his devotion to M.J. and his duties as a superhero. But there is a storm brewing on the horizon. When his Spider-Man suit suddenly changes, turning jet-black and enhancing his powers, it transforms Peter as well.

Under the influence of the suit, Peter becomes prideful and overconfident and he begins to neglect the ones he cares about the most. As two of the most-feared villains yet, Sandman and Venom, gather unparalleled power and a thirst for retribution, Peter’s greatest battle is the one within himself. Spider-Man will need to rediscover the compassion that makes him who he is: a hero.

Spider-Man 3 Tobey Maguire, Kirsten Dunst, James Franco, Rosemary Harris

Starring: Tobey Maguire, Kirsten Dunst, James Franco, Rosemary Harris, J.K. Simmons, Thomas Haden Church, Topher Grace, Bryce Dallas Howard

Directed by: Sam Raimi

Screenplay by: Alvin Sargent

Release Date: May 4th, 2007

MPAA Rating: PG-13 for sequences of intense action violence.

Box Office: $336,530,303 (US total)

Studio: Columbia Pictures

Tagline: The greatest battle lies within

Columbia Pictures’ Spider-Man™ 3 reunites the cast and filmmakers from the first two blockbuster adventures for a web of excitement that will transport worldwide audiences to thrilling new heights on May 4, 2007.

In Spider-Man™ 3, based on the legendary Marvel Comics series, Peter Parker has finally managed to strike a balance between his devotion to M.J. and his duties as a superhero. But there is a storm brewing on the horizon. When his Spider-Man suit suddenly changes, turning jet-black and enhancing his powers, it transforms Peter as well.

Under the influence of the suit, Peter becomes prideful and overconfident and he begins to neglect the ones he cares about the most. As two of the most-feared villains yet, Sandman and Venom, gather unparalleled power and a thirst for retribution, Peter’s greatest battle is the one within himself. Spider-Man will need to rediscover the compassion that makes him who he is: a hero.

2002 Top Movies

2002 Box Office Results - Top Movies of 2002

1. Spider-Man Warner Bros. $403,706,375
2. The Lord of the Rings: The Two Towers New Line Cinema $339,789,881
3. Star Wars: Episode II 20th Century Fox $302,191,252
4. Harry Potter and the Chamber of Secrets Warner Bros. $261,988,482
5. My Big Fat Greek Wedding IFC $241,438,208
6. Signs Buena Vista $227,966,634
7. Austin Powers in Goldmember New Line Cinema $213,307,889
8. Men in Black II Sony Pictures $190,418,803
9. Ice Age 20th Century Fox $176,387,405
10. Chicago Miramax Films $170,687,518
11. Catch Me If You Can DreamWorks $164,615,351
12. Die Another Day (MGM) MGM $160,942,139
13. Scooby-Doo Warner Bros. $153,294,164
14. Lilo & Stitch Buena Vista $145,794,338
15. xXx Sony Pictures $142,109,382
16. The Santa Clause 2 Buena Vista $139,236,327
17. Minority Report 20th Century Fox $132,072,926
18. The Ring DreamWorks $129,128,133
19. Sweet Home Alabama Buena Vista $127,223,418
20. Mr. Deeds Sony Pictures $126,293,452
21. The Bourne Identity Universal $121,661,683
22. The Sum of All Fears Paramount $118,907,036
23. 8 Mile Universal $116,750,901
24. Road to Perdition DreamWorks $104,454,762
25. Panic Room Sony Pictures $96,397,334
26. Maid in Manhattan Sony Pictures $94,011,225
27. Two Weeks Notice Warner Bros. $93,354,851
28. Red Dragon Universal $93,149,898
29. The Scorpion King Universal $91,047,077
30. Spy Kids 2: The Island of Lost Dreams Paramount $85,846,429
31. Blade II New Line Cinema $82,348,319
32. Snow Dogs Buena Vista $81,172,560
33. We Were Soldiers Paramount $78,122,718
34. Gangs of New York DreamWorks $77,812,000
35. Barbershop MGM $75,782,105
36. The Rookie Buena Vista $75,600,072
37. Spirit: Stallion of the Cimarron DreamWorks $73,280,117
38. John Q New Line Cinema $71,756,802
39. Divine Secrets of the Ya-Ya Sisterhood Warner Bros. $69,599,016
40. Insomnia Warner Bros. $67,355,513
41. Changing Lanes Paramount $66,818,548
42. About Schmidt New Line Cinema $65,016,287
43. Stuart Little 2 Sony Pictures $64,956,806
44. Jackass: The Movie Paramount $64,255,312
45. The Time Machine DreamWorks $56,832,494
46. Drumline 20th Century Fox $56,399,184
47. The Count of Monte Cristo Buena Vista $54,234,062
48. Unfaithful 20th Century Fox $52,775,765
49. Space Station 3-D Imax $51,740,628
50. Like Mike 20th Century Fox $51,432,760

2003 Top Movies

2003 Box Office Results - Top Movies of 2003

1. The Lord of the Rings: The Return of the King New Line Cinema $377,027,325
2. Finding Nemo Buena Vista $339,714,978
3. Pirates of the Caribbean: Curse of Black Pearl Buena Vista $305,413,918
4. The Matrix Reloaded Warner Bros. $281,576,461
5. Bruce Almighty Universal $242,829,261
6. X2: X-Men United 20th Century Fox $214,949,694
7. Elf New Line Cinema $173,398,518
8. Terminator 3: Rise of the Machines Warner Bros. $150,371,112
9. The Matrix Revolutions Warner Bros. $139,270,910
10. Cheaper by the Dozen 20th Century Fox $138,614,544
11. Bad Boys II Sony Pictures $138,608,444
12. Anger Management Sony / Revolution $135,645,823
13. Bringing Down the House Buena Vista $132,716,677
14. The Hulk Universal $132,177,234
15. 2 Fast 2 Furious Universal $127,154,901
16. Something's Gotta Give Sony Pictures $124,728,738
17. Seabiscuit Universal $120,277,854
18. S.W.A.T. Sony Pictures $116,934,650
19. Spy Kids 3-D: Game Over Dimension $111,761,982
20. The Last Samurai Warner Bros. $111,127,263
21. Freaky Friday Buena Vista $110,230,332
22. Scary Movie 3 Dimension $110,003,217
23. The Italian Job Paramount $106,128,601
24. How to Lose a Guy in 10 Days Paramount $105,813,373
25. American Wedding Universal $104,565,114
26. Daddy Day Care Sony / Revolution $104,297,061
27. Daredevil 20th Century Fox $102,543,518
28. Dr. Seuss' The Cat in the Hat Universal $101,091,659
29. Charlie's Angels: Full Throttle Sony Pictures $100,830,111
30. Cold Mountain Miramax Films $95,632,614
31. Master and Commander: The Far Side of the... 20th Century Fox $93,927,920
32. Legally Blonde 2: Red, White & Blonde MGM $90,186,328
33. Mystic River Warner Bros. $90,135,191
34. Brother Bear Buena Vista $85,336,277
35. Freddy vs. Jason New Line Cinema $82,622,655
36. The School of Rock Paramount $81,261,177
37. The Texas Chainsaw Massacre New Line Cinema $80,571,655
38. The Haunted Mansion Buena Vista $75,847,266
39. Old School DreamWorks $75,585,093
40. Kill Bill, Vol. 1 Miramax Films $70,099,045
41. Holes Buena Vista $67,406,573
42. Kangaroo Jack Warner Bros. $66,934,963
43. Big Fish Sony Pictures $66,809,693
44. The League of Extraordinary Gentlemen 20th Century Fox $66,465,204
45. Lara Croft: Tomb Raider: The Cradle of Life Paramount $65,660,196
46. Mona Lisa Smile Sony Pictures $63,860,942
47. Shanghai Knights Buena Vista $60,476,872
48. Bad Santa Dimension $60,060,328
49. Gothica Warner Bros. $59,624,069
50. Love Actually Universal $59,472,278

2004 Top Movies

2004 Box Office Results - Top Movies of 2004

1. Shrek 2 DreamWorks $441,226,247
2. Spider-Man 2 Sony Pictures $373,570,556
3. The Passion of the Christ Newmarket $370,274,604
4. Meet the Fockers Universal $277,206,540
5. The Incredibles Buena Vista $261,044,492
6. Harry Potter and the Prisoner of Azkaban Warner Bros. $249,276,315
7. The Day After Tomorrow 20th Century Fox $186,740,799
8. The Bourne Supremacy Universal $176,176,147
9. National Treasure Buena Vista $170,642,906
10. The Polar Express Warner Bros. $162,775,358
11. Shark Tale DreamWorks $160,861,908
12. I, Robot 20th Century Fox $144,801,023
13. Troy Warner Bros. $133,378,256
14. Ocean's Twelve Warner Bros. $125,537,276
15. 50 First Dates Sony Pictures $120,908,074
16. Van Helsing Universal $120,177,084
17. Fahrenheit 9/11 Lionsgate Films $119,194,771
18. Lemony Snicket's A Series of Unfortunate Events Paramount $118,375,262
19. Dodgeball: A True Underdog Story 20th Century Fox $114,326,736
20. The Village Buena Vista $114,197,520
21. The Grudge Sony Pictures $110,359,362
22. Collateral DreamWorks $101,005,703
23. The Aviator Miramax Films $100,444,305
24. The Princess Diaries 2: Royal Engagement Buena Vista $95,170,481
25. Million Dollar Baby Warner Bros. $90,726,186
26. Starsky & Hutch Warner Bros. $88,237,754
27. Along Came Polly Universal $88,097,164
28. Mean Girls Paramount $86,050,784
29. The SpongeBob SquarePants Movie Paramount $85,417,155
30. Anchorman: The Legend of Ron Burgundy DreamWorks $85,288,303
31. Scooby-Doo 2: Monsters Unleashed Warner Bros. $84,216,833
32. The Notebook New Line Pictures $81,001,787
33. Alien vs. Predator 20th Century Fox $80,282,231
34. Man on Fire 20th Century Fox $77,911,774
35. The Terminal DreamWorks $77,872,883
36. Garfield 20th Century Fox $75,369,588
37. Ray Universal $75,331,600
38. Ladder 49 Buena Vista $74,541,707
39. Christmas with the Kranks Sony / Revolution $73,701,902
40. White Chicks Sony Pictures $70,831,760
41. Sideways Fox Searchlight $69,684,839
42. Hidalgo Buena Vista $67,303,450
43. The Forgotten Sony / Revolution $67,133,509
44. Kill Bill Vol. 2 Miramax Films $66,208,183
45. The Manchurian Candidate Paramount $65,955,630
46. Barbershop 2: Back in Business MGM $65,111,277
47. Miracle Buena Vista $64,378,093
48. Friday Night Lights Universal $61,255,921
49. Hellboy Sony / Revolution $59,623,958
50. The Stepford Wives Paramount $59,484,742

2005 Top Movies

2005 Box Office Results - Top Movies of 2005

1. Star Wars: Episode III 20th Century Fox $380,270,577
2. Harry Potter and the Goblet of Fire Warner Bros. $285,538,219
3. The Chronicles of Narnia Buena Vista $271,852,138
4. War of the Worlds Paramount $234,280,354
5. King Kong Universal $209,875,885
6. The Wedding Crashers New Line Cinema $209,218,368
7. Charlie and the Chocolate Factory Warner Bros. $206,459,076
8. Batman Begins Warner Bros. $205,343,774
9. Madagascar DreamWorks $193,202,933
10. Mr. and Mrs. Smith 20th Century Fox $186,336,279
11. Hitch Sony Pictures $179,495,555
12. The Longest Yard Paramount $158,119,460
13. Fantastic Four 20th Century Fox $154,696,080
14. Chicken Little Buena Vista $133,394,202
15. Robots 20th Century Fox $128,200,012
16. The Pacifier Buena Vista $113,086,868
17. The 40-Year-Old Virgin Universal $109,289,008
18. Fun With Dick and Jane Sony Pictures $101,368,957
19. Walk the Line 20th Century Fox $98,254,885
20. Flightplan Buena Vista $89,514,978
21. Saw II Lionsgate Films $87,039,965
22. Monster-in-Law Sony Pictures $82,931,301
23. Are We There Yet? Sony Pictures $82,531,160
24. The Dukes of Hazzard Warner Bros. $80,270,227
25. March of the Penguins Warner Independent $77,437,223
26. The Ring Two DreamWorks $76,231,249
27. Constantine Warner Bros. $75,567,648
28. The Exorcism of Emily Rose Sony / Screen Gems $75,072,454
29. Cheaper by the Dozen 2 20th Century Fox $74,637,000
30. Four Brothers Paramount $74,494,381
31. Sin City 20th Century Fox $74,103,820
32. The Interpreter Universal $72,554,855
33. Guess Who Sony Pictures $68,777,685
34. Sahara Paramount $68,671,925
35. Coach Carter Paramount $67,264,877
36. Herbie: Fully Loaded Buena Vista $66,023,816
37. The Amityville Horror MGM $65,233,369
38. Sky High Buena Vista $63,946,815
39. Bewitched Sony Pictures $63,313,159
40. Jarhead Universal $62,604,705
41. Cinderella Man Universal $61,649,911
42. The Family Stone 20th Century Fox $58,572,091
43. Red Eye DreamWorks $57,891,803
44. White Noise Universal $56,386,759
45 Wallace & Gromit: Curse of Were-Rabbit DreamWorks $56,110,897
46. Be Cool MGM $56,046,979
47. Crash Lionsgate Films $53,404,817
48. Tim Burton's Corpse Bride Warner Bros. $52,840,288
49. Kicking & Screaming Universal $52,664,450
50. Yours, Mine and Ours Paramount $52,553,543

2006 Top Movies

2006 Box Office Results - Top Movies of 2006

1. Pirates of the Caribbean: Dead Man's Chest Buena Vista $423,271,331
2. Night at the Museum 20th Century Fox $250,863,268
3. Cars Buena Vista $244,082,982
4. X-Men: The Last Stand 20th Century Fox $234,362,462
5. The Da Vinci Code Sony Pictures $217,536,138
6. Superman Returns Warner Bros. $200,081,192
7. Happy Feet Warner Bros. $198,000,317
8. Ice Age: The Meltdown 20th Century Fox $195,330,621
9. Casino Royale Sony Pictures $167,445,960
10. The Pursuit of Happyness Sony / Columbia $163,566,459
11. Over the Hedge DreamWorks $155,019,340
12. Talladega Nights: The Ballad of Ricky Bobby Sony Pictures $148,213,377
13. Click Sony / Revolution $137,340,146
14. Mission: Impossible III Paramount $134,029,801
15. The Departed Warner Bros. $132,373,442
16. Borat 20th Century Fox $128,503,736
17. The Devil Wears Prada 20th Century Fox $124,740,460
18. The Break-Up Universal $118,703,275
19. Dreamgirls Paramount $102,882,170
20. Scary Movie 4 Dimension $90,710,620
21. Failure to Launch Paramount $88,715,192
22. Inside Man Universal $88,513,495
23. The Santa Clause 3: The Escape Clause Buena Vista $84,381,713
24. Open Season Sony / Columbia $84,303,558
25. Charlotte's Web Paramount $82,506,325
26. The Pink Panther Sony Pictures $82,226,474
27. Eight Below Buena Vista $81,612,565
28. Saw III Lionsgate $80,238,724
29. Nacho Libre Paramount $80,197,993
30. You, Me and Dupree Universal $75,628,110
31. Eragon 20th Century Fox $74,931,900
32. Monster House Sony Pictures $73,661,010
33. Barnyard: The Original Party Animals Paramount $72,637,803
34. Jackass: Number Two Sony Pictures $72,778,712
35. R.V. Sony Pictures $71,726,025
36. V for Vendetta Warner Bros. $70,511,035
37. World Trade Center Paramount $70,278,893
38. Rocky Balboa 20th Century Fox $70,261,813
39. Big Momma's House 2 20th Century Fox $70,165,972
40. Step Up Buena Vista $65,328,121
41. Miami Vice Universal $63,450,470
42. Madea's Family Reunion Lionsgate $63,257,940
43. Deja Vu Buena Vista $63,112,228
44. The Holiday Sony / Columbia $62,889,000
45. The Fast and the Furious: Tokyo Drift Universal $62,514,415
46. Underworld: Evolution Sony / Screen Gems $62,318,875
47. The Shaggy Dog Buena Vista $61,123,569
48. Poseidon Warner Bros. $60,674,817
49. Flushed Away DreamWorks $60,042,437
50. Little Miss Sunshine Fox Searchlight $59,887,868

2007 Top Movies

2007 Box Office Results - Top Movies of 2007

1. Spider-Man 3 Sony Pictures $336,530.303
2. Shrek the Third Par / DreamWorks $321,012,359
3. Transformers Par / DreamWorks $319,071,806
4. Pirates of the Caribbean: At World's End Buena Vista $309,420,405
5. Harry Potter and Order of the Phoenix Warner Bros. $292,004,738
6. I Am Legend Warner Bros. $252,548,000
7. The Bourne Ultimatum Universal $227,471,070
8. 300 Warner Bros. $210,614,939
9. National Treasure: Book of Secrets Buena Vista $207,669,000
10. Ratatouille Buena Vista $206,445,654
11. Alvin and the Chipmunks 20th Century Fox $205,409,000
12 The Simpsons Movie 20th Century Fox $183,135,014
13. Wild Hogs Buena Vista $168,273,550
14. Knocked Up Universal $148,761,765
15. Rush Hour 3 New Line Cinema $140,125,968
16. Live Free or Die Hard 20th Century Fox $134,529,403
17. Fantastic Four: Rise of the Silver Surfer 20th Century Fox $131,921,738
18. American Gangster Universal $130,164,645
19. Bee Movie Par / DreamWorks $126,274,206
20. Enchanted Buena Vista $125,058,257
21. Superbad Sony Pictures $121,463,226
22. I Now Pronounce You Chuck and Larry Universal $120,059,556
23. Hairspray New Line Cinema $118,871,849
24. Blades of Glory Par / DreamWorks $118,245,842
25. Ocean's Thirteen Warner Bros. $117,154,724
26. Ghost Rider Sony / Columbia $115,802,596
27. Juno Fox Searchlight $104,963,000
28. Evan Almighty Universal $100,289,690
29. Meet the Robinsons Buena Vista $97,822,171
30. Norbit Par / DreamWorks $95,360,247
31. The Game Plan Buena Vista $88,649,123
32. Bridge to Terabithia Buena Vista $82,272,442
33. Beowulf Paramount $82,195,215
34. Disturbia Par / DreamWorks $80,106,701
35. 1408 MGM $71,977,957
36. Fred Claus Warner Bros. $71,904,474
37. The Golden Compass New Line Cinema $68,880,202
38. Charlie Wilson's War Universal $64,943,820
39. Saw IV Lionsgate Films $63,300,095
40. The Bucket List Warner Bros. $62,846,000
41. Stomp the Yard Sony / Screen Gems $61,356,221
42. Surf's Up Sony Pictures $58,867,694
43. Halloween MGM $58,269,151
44. Why Did I Get Married? Lionsgate Films $55,204,525
45. TMNT Warner Bros. $54,149,098
46. 3:10 to Yuma MGM $53,606,916
47. No Country for Old Men Miramax $53,602,000
48. P.S. I Love You Warner Bros. $52,205,229
49. Sweeney Todd: The Demon Barber of Fleet Street DreamWorks $50,995,728
50. Resident Evil: Extinction Sony / Screen Gems $50,648,679

The Aloha Spirit: Shooting in Oahu

For inspiration, screenwriter Jason Segel tucked himself away in a bungalow on Oahu's North Shore to write the romantic disaster comedy. When taking a break from the script, Segel often found himself dining or drinking at the North Shore's only large hotel complex, Turtle Bay Resort. Naturally, the getaway became the setting for the misery and laughs of his protagonist. From casual dining to surfing, the outdoor activities Turtle Bay offers became backdrops for scenes in the Forgetting Sarah Marshall story, as the main characters collided on their unexpectedly complicated trip to paradise.

Prior to the start of photography, the production was given a traditional Hawaiian blessing by legendary Kahu spiritualist Auntie Netty. To keep the production safe and successful, the native took many castmembers and filmmakers' heads in her hands and recited Hawaiian words of love and prayer. Her words worked, as during the 33 shooting days on Oahu, the weather was idyllic, with cast and crew filled with the spirit of Aloha.

Segel scripted many characters in the film as employees of the island's stunning Turtle Bay Resort. Along with Peter's local love interest, the beautiful front-desk clerk Rachel, surf instructor Chuck (aka Kunu) and waiter Matthew, Segel filled the island with other comic players. These included an initially helpful but ultimately psycho waiter, played by pro surfer KALANI ROBB.

Located on 800 acres of prime coastal property, Turtle Bay Resort became a lush backlot for Forgetting Sarah Marshall. It gave the filmmakers multiple location options from which to choose-from the pristine beaches and open-plan hotel lobby to the nearby helicopter pad. No stranger to the entertainment community, Turtle Bay has hosted film and television productions for years, back to the days of Magnum P.I.

Hotel guests were quite patient with the production of Forgetting Sarah Marshall becoming part of their tropical vacation; they grew used to Segel in character skulking about Bell as Sarah Marshall or bawling himself to sleep in his luxury penthouse. Many were eager to be in the mix of the filming and participated as extras in assorted lobby and pool sequences.

The production did venture outside of Turtle Bay for various Oahu filming setups-including coastline shots of the dramatic cliffs at Laie Point, Mokuleia Beach (which once housed the plane fuselage from ABC's Lost), and the pristine turquoise waters and white sandy beaches at Keawa'ula Bay. Surfing action was staged on the breathtaking shores of Haleiwa and photographed by renowned underwater cinematographer DON KING. The Hawaii/Oahu Film Office led the way for the crew to shoot at some of these environmentally sensitive locations.

Costume designer Leesa Evans had a variety of personalities to dress in the Hawaiian style. For her leading ladies, Evans and team designed a range of island garb-from glamorous Sarah's tropical designer wear, to loose clothing that fit local girl Rachel's vibe. For the men, British rock and roller Aldous Snow still donned his leather pants, but with flip-flops. And as Peter Bretter evolved from heartbroken to hopeful in the film, so did his wardrobe-transitioning from disheveled to decent.

In addition to the principal characters, Evans met the challenge of dressing hundreds of background players with typical North Shore flair. She also designed 16 completely separate weddings, all to which Peter must bear witness during his stay at Turtle Bay. The weddings were all unique in style, ranging from military to bohemian to black-tie formal. No detail was spared from the bridesmaid dresses to the wedding guests.

This theme of brilliantly happy (read: inescapable) couples who frolic around every corner of the state carried over into supporting characters, such as naïve newlyweds Darald and Wyoma, portrayed by Jack McBrayer and Maria Thayer. In their matching color palette of pastels, plaids and khaki, they romanced one another (and tortured Peter) across the resort.

The art department, helmed by production designer Jackson De Govia, incorporated much of the local Hawaiian art it found on the island. Set decorator K.C. FOX and her team scoured stores in Oahu to find handmade pottery, Polynesian wood carvings, paintings and tapa cloth fabrics to decorate the hotel lobby, Peter's deluxe Kapua suite, hotel bungalows, Ola's restaurant and many other sets. They discovered them at shops in local towns such as Haleiwa, Kailua and Kaneohe. Says De Govia, "The local artisans were the icing on the cake for us. They made paradise a tangible reality and helped with the faux sophistication we slathered all over the place."

The art department reinvented the color scheme of Turtle Bay with beautiful earth and water tones of turquoise, teaks, whites and neutrals, in copper and rattan furniture. In a compliment to the style of the production, some décor was left as is when filming finished.

To capture the natural coastal beauty that surrounds Turtle Bay and the other Oahu locations, buoys were removed when director Stoller and DP Russ T. Alsobrook needed the camera to face the ocean. When filming the luau scene, flame torches were ignited precisely at dusk, with lenses capturing the gloaming hour. The more picturesque they could make the paradise, the easier it was to buy that Peter was experiencing heaven and hell at the same time.

"We tried to capture it all, from sunset shots to luaus and fire dancers," says producer Robertson. "The whole crew appreciated being around the Aloha spirit, and by the end of our time there, we were saying 'mahalo' and wearing leis. It's contagious."

Comedian Russell Brand summarizes much of the cast and crew's experience: "I have had a wonderful time here and found the people of Hawaii to be very laid back and casual. I have seen turtles; I have seen one whale. I have seen several hula girls. Let's just leave it at that."

The last few weeks of filming concluded in Los Angeles. Audiences will recognize such landmark lounges as the Dresden, where Peter and brother Brian have a boys' night out, and the Egyptian on Hollywood Boulevard, the famous Hollywood movie theater where Sarah and Peter walk the red carpet. Finally, Le Barcito in Silverlake was transformed into the interior of Lazy Joe's Hawaiian bar set, where Peter gets time on stage and a face pounding from Lazy Joe.

Forgetting Sarah Marshall proudly claims the title of the first romantic disaster comedy. Offers Apatow of his company's latest production and its moniker: "I like that phrase. It only begins to cover how much pain is expressed by Jason in the movie." Too, the filmmaker believes that audiences will relate to Stoller's work "because everyone has had their heart broken and torn up and stamped on, and thrown in a garbage disposal. We've all felt this pain and misery of a boy or girl trouncing on us. Peter is trying desperately to get over his ex, and we find ourselves hoping he does."

Reflects the director of his first film: "I hope when people see this movie they will think, 'I have been this guy,' or 'I have been this girl in a breakup.' This is a universal breakup movie, and one of our goals, like many other Apatow projects, is to be truthful."

Concludes Segel of the project that delighted, tortured and consumed him for so many years: "Love is a very fluid thing, and it can go every which direction. I didn't want any one person in the film to be a villain, as everyone is just doing the best they can to find happiness."

A Taste For Love: Dracula Puppet Theater

As we get to know Peter Bretter, we find out that, while he has a day job as a composer on Sarah's hit television show, he dreams of staging an intricate musical, about...Dracula's quest to find love, as told through puppets. The puppet musical was not initially in the script, though songwriter, musician and musical theater fanatic Jason Segel had indeed been writing a Dracula-themed musical, just for fun.

"We wanted a big climax that people wouldn't expect and haven't seen before," notes Nicholas Stoller. "We wanted it to have a Les Misérables style finale, with 30 puppets on stage." He adds, "And if our careers are over, so be it."

The filmmakers met with several different puppeteer companies for the odd job at hand. Ultimately, Jim Henson's Creature Shop came up with the characters whose movement and charm sucks (pardon the pun) the audience into this comedy concept. The shop's creative supervisor PETER BROOKE and production supervisor MICHAEL OOSTEROM used fleece to make the faces of the puppets, and hand operated them with rods.

The result is a puppet Dracula musical titled A Taste For Love. Forgetting Sarah Marshall production designer De Govia built an interior of an aged theater set on stage, complete with worn velvet seats and off-stage right and left wings. Practical locations were considered for the set, but as the musical became more intricate, it was clear that for cinematographer Alsobrook to correctly light it, a theater had to be built from scratch.

The puppeteers had never had a student like Segel. Says Henson's Peter Brooke, "We were concerned that the main hero puppet of Dracula was going to be performed by an actor, and not a professional puppeteer. But Jason is amazing and has taken to puppeteering like a duck to water." The performer had to wear a head-to-toe black Lycra bodysuit as he operated his character and sang live as Dracula.

On Stoller: "In the initial meetings with the companies, they handed out puppets to all of us. We literally had to take the puppet away from Jason during the meeting, he was so into it; he is independently obsessed with puppets."

Peter's brother, Brian, sings and puppeteers as Dracula's nemesis, Van Helsing. Hader comments on the tricks of the trade: "My puppeteering coach told me you can always sell your performance if you look the same way and direction that the puppet's eyes are looking."

Along with a supporting puppeteer cast, Segel and Hader recorded the Dracula musical at Capitol Studios. Recalls music supervisor Karp, "That was my favorite moment on this film. Seeing Jason sit down behind this huge grand piano in a room at the Capitol and sing his heart out. His face said it all."

Not everyone was initially sold on the concept. But during rehearsals, that quickly changed. Notes Robertson, "I have to admit, I was a naysayer about the puppet musical in the beginning. I thought it was a cute idea, but I couldn't believe how much energy was being put into this scene. Then I went to the dress rehearsal, and I was floored at the work and detail, and how it fit so well as the story's finale."

In addition to the main puppet characters of Dracula and Van Helsing, there were two female lead characters, a succubus and an angel. It was no coincidence that the succubus puppet-with her blond hair and fangs-resembles Sarah Marshall, while the raven-haired angel favors Rachel Jansen. A wardrobe crafted by costume designer Evans complimented the puppets, and both of them were actually fitted with full sets of long, manicured fingernails.

Fifteen other puppeteers were tasked to operate the musical cast of A Taste For Love. The crew found it curious that the puppeteers were so serious about their work that they'd often have conversations with one another between takes...still mouthing with their creatures. Comments De Govia, "When you see a great puppeteer with a puppet on their hand, you immediately relate to the puppet. That's who is talking to you."

Forgetting Sarah Marshall Music of the Comedy

To complement the sarcastic banter and plenty of kinky sex, Forgetting Sarah Marshall brings audiences some bizarre tunes. Peter is introduced to his nemesis for Sarah's affections, rocker Aldous Snow, and his band, Infant Sorrow, by a video clip on an entertainment news show. Peter the composer bangs out a drunken ballad on piano and creates a Dracula musical performed by, what else? Puppets.

Veteran Apatow/Robertson music supervisor Jonathan Karp, who worked on The 40-Year-Old Virgin, Knocked Up, Superbad and Pineapple Express, and composer Lyle Workman (also a seasoned Apatow vet) had their work cut out for them in the latest production. Fortunately, the filmmakers and Karp knew that writer/actor Jason Segel was also an accomplished songwriter and musician. Adding to his resume, the multihyphenate wrote the majority of the music and lyrics for the songs in the film. Says Apatow, "Jason is so great at writing these odd, funny songs. He had a little too much time on his hands in the past, as he had a complete, composed Dracula musical just lying around."

For his inebriated love ballad, "Wonderful Dream," Segel as Bretter plays his heart out on a white piano while alone in his suite-crying and kvelling his way through the song. Karp, who had met Segel back in their Freaks and Geeks days, commends, "Jason has been composing and playing music his whole life. This film was the first time he'd ever been in a real recording studio. Seeing that is just incredible."

Comic Russell Brand performs the songs "Inside of You" and "We Gotta Do Something," written by Jason Segel, music coordinator PETER SALETT and Lyle Workman. When they were composing the lyrics to the slow ballad "Inside of You," Segel questioned, "What is the worst song somebody could sing in front of you to your ex-girlfriend?" Through lines such as "There's got to be some part of me inside of you," he easily answered that. And that's exactly what Aldous sings at the luau to Sarah while Peter watches in horror.

Not to lose the Hawaiian flavor and Aloha spirit, there are many American songs in the film-naturally sung with Hawaiian language lyrics-including such classics as "Nothing Compares 2 U," written by Prince and sung by Daniel Ho. Says Karp, "There is a Hawaiian version of the Extreme hit 'More than Words,' which is playfully sung. Then we have a hybrid, half-Hawaiian and half-English version of 'Signs,' originally by Five Man Electrical Band."

The music supervisor adds, "We also recorded our own version of 'Jungle Love,' by The Time, which Prince was nice enough to approve. So, in a sense, Prince has blessed this movie. You couldn't ask for more than that."

Forgetting Sarah Marshall Stunts and Training

Jason Segel has always had a fear of heights, so what better way to resolve that acrophobia than have his screenplay's lead character leap off a cliff?

At Laie Point on the North Shore of Oahu, director Stoller and his crew found a beautiful 180-degree ocean lookout; there, local kids jump off a 30-foot cliff into the rocky water below. For the scene in which Peter is literally clinging for dear life to the cliff, while Rachel wades in the water below encouraging him to jump, there would be much tricky camerawork (and vine grasping).

As both 80-foot and 40-foot condor cranes were placed high above the set, the production was in full swing at Laie Point. Housed on a cliff with lights, cameras and crew-and three safety boats in the water with world-class water experts at the helm, monitoring the wind and ocean conditions-the production prepared to shoot Peter's mental escape from Sarah. Even the boom operator was floating in a rubber tube in the ocean. Logistically it was difficult, but not impossible.

"We have this fantastic take on film of Peter being terrified, because Jason was terrified as he clung to the rocks," remembers Stoller. "He was a real trouper as he was strapped to the side of this cliff, amidst the shrubbery, for about six hours. Mila, too, was incredible that day. She treaded water, take after take-without flippers or a wet suit- with a scuba diver standing by, just off camera. I was impressed with both of their stamina."

Stunt coordinator TIM TRELLA designed a rig to create the illusion of Segel falling off the cliff. In reality, the actor wore a harness, and a wire would catch him and yank him back to safety whenever needed. However, after take after harrowing take, he yelled to the crew that he would get back at them in their next life. Says Segel, "This is the moment in my life I realized I am a total coward-as children were leaping off the cliff around me." He laughs, "Being strapped to that cliff all day, I got a fabulous tan...which you know is going to affect our continuity."

An easier task for most of the performers was entering the crystal-blue Hawaiian waters for surfing lessons. All first timers, Segel, Brand and Rudd had to learn to surf for the film (and Brand how to get smashed by Segel and a wave before being tossed to shore). Bell and Kunis quickly grew to love it. Jokes the converted Bell, "Surfing was my absolute favorite thing to learn. I am thinking I may go pro."

Casting the Film Forgetting Sarah Marshall

From the first "action" to the final "cut," Stoller felt there would be much flexibility for takes during production of Forgetting Sarah Marshall. The dialogue, as is common in Apatow productions, would be adapted from Segel's script to allow for the actors to perform off the page. For everyone, the best comic takes would trump all. Not surprising, as the daily call sheets included character names for supporting cast such as "Potty Mouth Girl," "Blonde Screaming Girlfriend" and "Tantrum Kid."

For example, in the original script of Forgetting Sarah Marshall, as Sarah breaks up with Peter, he is naked, then he gets dressed. Stoller comments, "We thought it would be much funnier if Peter was naked the whole scene during the entire breakup. And besides, Jason likes to get naked."

The casting process began as Segel and the filmmakers searched for the perfect woman to play the title character-a self-centered yet sympathetic, bossy but lovable, dumper of Peter. Kristen Bell was cast on the spot after her audition as Sarah, self-indulgent television star of hit procedural show Crime Scene: Scene of the Crime. Says Apatow: "Her Sarah Marshall and Jason's Peter Bretter had great chemistry. Her shutdown nature and sarcasm were really funny against his puppy-dog vulnerability. They made an interesting, horrible, funny couple.

"Kristen's character was fun to develop," he continues. "I always think it is fun to satirize people in show business. Making fun of television shows, cop shows and stars of shows are just ripe areas of comedy."

Bell was sold by her co-star's screenplay. "Most romantic comedies tend to be very predictable, but there is a reality to this script," she commends. "Jason wrote a very three-dimensional story. Everybody is trying the best they can, and you can see all sides of every situation."

Producer Robertson offers of the film's female lead: "Kristen was the right person to play Sarah Marshall because you have to, at moments, love her and other times be disgusted by her. Kristen can play both and have you glued to the screen either way, laughing out loud."

Mila Kunis was chosen to play Rachel Jansen, the levelheaded love interest for Peter in Hawaii-the woman who helps him finally "get out his head." Provides director Stoller of the choice: "For both of our leading ladies, we knew they were the ones from their auditions. We saw hundreds of women, but their two faces remained in our heads during the entire casting process."

Naturally biased, Segel wanted to find a counterpart who was the opposite of everything that his character fell in love with during the first go-around. "Mila has this carefree air to her about life," he compliments. "She is the antithesis of the Sarah Marshall character and doesn't need to be doted on or catered to."

Kunis was no stranger to Apatow/Robertson productions. Though the actor had auditioned for Knocked Up, the filmmakers kept her in mind for a project that was a better fit. Robertson remembers, "We knew Mila would be the perfect Rachel."

Says Kunis of her interest in the part and her on-screen love: "A breakup from a guy's point of view? I loved it from the first read. Jason's honesty is so sweet, on screen and off, and he is no fool as a writer." She laughs, "He has sex scenes with like 10 different women in the film. He found room in the story for a multiple partner montage. Imagine that!"

Like Segel, Kunis' background was in television. The transition to improv would first prove challenging, but ultimately rewarding, for her. She notes, "When you come off television, you don't improv. You stick to the script, word for word, because there is a time limit for everything. It's a whole new process, and I am slowly but surely learning the ropes."

When he came in for his audition, the filmmakers didn't know what to make of U.K.-based stand-up comedian Russell Brand. He arrived in his normal fare of leather pants, complete with several belts strapped about his waist, teased up and ratty long hair, and black eyeliner.

None of the crew was familiar with Brand's work, and Stoller told the actor to be loose with the script, improvising whenever he wished. "When Russell began to speak," Stoller remembers, "it was literally the funniest riff I have heard."

Recalls Apatow: "After we met Russell, we tailored the part to who he is. He has this very flamboyant nature, and we knew we had to turn his character into a rock star, because he looks so good in leather pants."

Continues Segel, "Russell was the find of the century. When he came in for the audition, oozing with undeniable sexual energy and rock star good looks, he said to me 'You'll have to forgive me, I have only had the chance to take a cursory glance at your script. Perhaps you should tell me what you require?' And all I kept thinking was 'that takes balls, man!' and I realized he was the dude. We did a complete rewrite for him."

Brand was comfortable with the comedy improv, right from the go. "When I do stand-up comedy shows, I improvise generally for the first hour and it keeps things very organic and fresh. I felt very comfortable with this improvisational vibe on set."

The 40-Year-Old Virgin and Knocked Up alums Paul Rudd and Jonah Hill support the cast as, respectively, stoner surfer Chuck (who prefers his Hawaiian name, Kunu) and waiter/Aldous Snow stalker Matthew.

Recounts Rudd: "It was one of those things you didn't even have to think about. Judd called and asked if I wanted to bring my family to Hawaii for a week and play the part of a strung-out surf instructor. We were on a plane before the day was out."

Continues Apatow, "Any time we can convince Paul to work in a movie for almost no money, we tend to go for that. And for Jonah, we told him there are many beautiful Hawaiian girls on this island and that he could perform in the movie for a day or two. We said we'd maybe keep him here a week, and give him five days off to do his best to not get rejected by all these women."

Joining Forgetting Sarah Marshall in other key roles are SNL veteran Bill Hader as Peter's sensible-but-short-fused brother, Brian, along with Jack McBrayer as sexually repressed newlywed Darald and Maria Thayer as his randy wife, Wyoma. Rounding out the talent are TAYLOR WILY as Peter's Hawaiian confidante, Kemo; LIZ CACKOWSKI as Peter's sister-in-law, Liz Bretter; and DA'VONE MCDONALD as South Central native Dwayne, who currently dispenses advice to tourists as a bartender/amateur ichthyologist at Turtle Bay Resort.

I Hate Love Her: Sarah Marshall is Remembered

The capacity to fall deeply, madly in love is fundamental to humanity. As is the inevitability of having our hearts painfully, inextricably torn apart. But in the darkest of places, there is the funniest of comedy.

Judd Apatow and Jason Segel have this shared history of dark humor. The longtime friends first worked together in 1999 on the Apatow-created television cult classic Freaks and Geeks, in which Segel played confused 1980s McInley High student Nick, and again in 2001, as underclassman Eric in Apatow's short-lived, but critically acclaimed television show Undeclared. In 2007, they teamed with producer Robertson on the box-office hit Knocked Up-in which Segel received acclaim by portraying one of the juvenile, yet lovable, best friends of lead Seth Rogen as slacker Ben Stone.

Several years ago, Segel had discussed with the filmmaker his interest in writing and starring in a comedy about brutal heartbreak caused by a woman who had crushed a hopeful romantic's spirit and abandoned their future. Segel believed there was comedy to be found in not only a couple's time together, but in stories of the many bad things that happen after a relationship conceivably ends. Says Segel, "I had to cut my first draft down to 120 pages, because originally it was 2,000."

During a courtside conversation at a Lakers game, Segel told Apatow the idea. Apatow provided Segel with direction and guidance, and the first-time screenwriter moved forward with drafting a screenplay. Segel recounts, "Judd said to me, 'If you can improv the way you do, then you can also write.' And here we are making a movie together."

While obviously impressed enough by the actor's past performances to keep hiring him, Apatow admits he was surprised when Segel handed him a finished script and asked him for his notes. He recalls: "Jason went away to Hawaii, and he actually wrote a hilarious script. From the get-go, everyone was shocked at just how good it was. He is just so funny as a guy desperately in love, jealous and insane."

Apatow's producing partner on the company's hits The 40-Year-Old Virgin, Knocked Up and Superbad, Shauna Robertson, was equally impressed with the work of the first-time screenwriter. She recounts, "Jason's quite a prolific writer. We were really excited about the script." The producer jokingly adds, "I said, 'If you can come up with a movie where I can wear flip-flops all the time, I'm in.' So Judd said, 'Pack your bags, you're going to Hawaii.'"

During the time Segel was polishing copy, Apatow's writing partner on Fun With Dick and Jane (and a former staff writer on Undeclared), Nicholas Stoller, was searching for a script with which he could make his feature film directorial debut. Stoller was given a copy of Forgetting Sarah Marshall and was impressed enough by the draft to work with Segel over the course of a year and a half. The pair developed the story about a couple who had everything, until she decides to leave...and he blames her for everything.

Provides Apatow: "Nick and Jason get along great and share the same sense of humor. They had both been destroyed by women in the past, which is helpful. Actually, that has been a requirement for everyone who works on the movie. People who have had their hearts trampled on understand the material."

Surprised at being given the opportunity to have a movie made from his first attempt at a full screenplay, Segel laughs, "Somehow, Universal gave us millions of dollars to make this film and to exorcise my demons from bad relationships."

Director Stoller felt lucky to be guided by producers with a reputation for eliciting humor and deep emotions from the raunchy side. He was, however, pleased that the script didn't delve into his past demons, stating, "How wonderful that we didn't have to edit my breakup stories, as well as Judd, Shauna, Jason and [executive producer] Rodney's."

With a screenplay that the producers, the director and leading man were comfortable with, it was time to find a cast of characters that could wreak havoc on a tropical island. For the task, the filmmakers would turn to a former teenage P.I., a '70s stoner and a British shock jock...as well as some tried and true Apatow players.

Forgetting Sarah Marshall Jason Segel, Kristen Bell, Mila Kunis, Russell Brand

Starring: Jason Segel, Kristen Bell, Mila Kunis, Russell Brand, Bill Hader, Kala Alexander

Directed by: Nick Stoller

Screenplay by: Jason Segel, Judd Apatow

Release Date: April 18th, 2008

MPAA Rating: R for Sexual content, language and some graphic nudity.

Studio: Universal Pictures

From the producers of "The 40-Year-Old Virgin" and "Knocked Up" comes a comic look at one guy's arduous quest to grow up and get over the heartbreak of being dumped -- if he can only make himself start "Forgetting Sarah Marshall."

Struggling musician Peter Bretter (Jason Segel, "How I Met Your Mother") has spent six years idolizing his girlfriend, television star Sarah Marshall (Kristen Bell, "Veronica Mars"). He's the guy left holding her purse in paparazzi photos and accidentally omitted from acceptance award speeches. But his world is rocked when she dumps him and Peter finds himself alone. After an unsuccessful bout of womanizing and an on-the-job nervous breakdown, he sees that not having Sarah may just ruin his life.

To clear his head, Peter takes an impulsive trip to Oahu, where he is confronted by his worst nightmare: his ex and her tragically hip new British-rocker boyfriend, Aldous (Russell Brand), are sharing his hotel. But as he torments himself with the reality of Sarah's new life, he finds relief in a flirtation with Rachel (Mila Kunis), a beautiful resort employee whose laid-back approach tempts him to rejoin the world. He also finds relief in several hundred embarrassing, fruity cocktails.

For anyone who has ever had their heart ripped out and cut into a billion pieces comes a hilarious, heartfelt look at relationships -- featuring Paul Rudd, Jonah Hill, Bill Hader and Jack McBrayer. Part romantic comedy, part disaster film, "Forgetting Sarah Marshall" is the world's first romantic disaster comedy.

The Forbidden Kingdom Jet Li, Jackie Chan, Michael Angarano, Collin Chou

Starring: Jet Li, Jackie Chan, Michael Angarano, Collin Chou, Crystal Liu Yi Fei, Li Bing Bing

Directed by: Rob Minkoff

Screenplay by: John Fusco, Ch'eng-En Wu

Release Date: April 18th, 2008

MPAA Rating: PG-13 for sequences of martial arts action and some violence.

Studio: Lionsgate Pictures

A discovery made by a kung fu obsessed American teen sends him on an adventure to China, where he joins up with a band of martial arts warriors in order to free the imprisoned Monkey King.

In "Forbidden Kingdom," American teenager Jason (Michael Angarano), who is obsessed with Hong Kong cinema and kungfu classics, finds an antique Chinese staff in a pawn shop: the legendary stick weapon of the Chinese sage and warrior, the Monkey King (Jet Li). With the lost relic in hand, Jason unexpectedly finds himself transported back to ancient China.

There, he meets the drunken kungfu master, Lu Yan (Jackie Chan); an enigmatic and skillful Silent Monk (Jet Li); and a vengeance-bent kungfu beauty, Golden Sparrow (Crystal Liu Yi Fei), who lead him on his quest to return the staff to its rightful owner, the Monkey King - imprisoned in stone by the evil Jade Warlord (Collin Chou) for five hundred years. Along the way, while attempting to outmaneuver scores of Jade Warriors, Cult Killers and the deadly White Hair Demoness, Ni Chang (Li Bing Bing), Jason learns about honor, loyalty and friendship, and the true meaning of kungfu, and thus frees himself.

88 Minutes what the movie's about

Throughout the story, bits of information begin to accrue that point Jack in many directions at once. As he tracks down one lead after another, it becomes clear that no one in his world is above suspicion. Without the support of his usual allies, Jack watches the clock run down as his chances of surviving get thinner.

For Pacino, putting together the pieces of the puzzle at the heart of 88 Minutes was the most satisfying part of the experience. "What Jon and I enjoyed most about working together was making this story believable. We were thinking on our feet. If this did happen, then what? Jon likes to have fun that way. He likes to play, and so we had this back and forth. We would say, 'Well, would he really do this? Would that really happen?'

"We were trying to make a thriller and at the same time make it logical and believable- always asking each other 'What if?' Extraordinary things happen in this picture. We might say, 'Well, that would never happen,' and then when we looked into it, we'd see it did happen."

"What might be the last 88 minutes of a man's life is what the movie's about," says Pacino. "Jack is a man who's had a life that not many of us would understand. He's a drinking person and he's also a man who has not found love. And he's not found happiness. He has not found pleasure, really. We discover a lot of things about him as that period ticks away, as his life is ticking away. And the plot takes a lot of twists and turns. It's open season. Everybody's a suspect and gradually you can understand why he feels that way."

For Avnet, however, the plot takes a back seat to larger questions. "I think the rule is that most people's lives begin a U-turn after an extraordinary accident or trauma," he says. "A lot of what the film is about on an emotional level is what do you do in that situation? What kind of person do you become? How do you live through an event that changes your life?

"Jack's life is what has basically determined his character," continues the director. "He has a sort of a shadow that enters the room before he does. He's been a victim, and he has a great deal of compassion for victims. The question for all victims is, can you recover? That's a very complicated one for most people.

88 Minutes shot in and around the Greater Vancouver, Canada area over 39 days.

88 Minutes: What attracted Pacino to the film

"This message is for Dr. Jack Gramm...You got the wrong man... You have 88 minutes to live. 88 minutes, Dr. Gramm. Tick tock."

"There's one thing in every story that is literally the guts of the movie," says Jon Avnet, the director and producer of 88 Minutes. "In this case, the guts of the movie are Al's character, Jack Gramm."

The Academy Award-winning actor's portrayal is a classic Al Pacino performance-mercurial, kinetic and charismatic. A respected forensic psychologist who is a frequent expert witness for the FBI and the Seattle police department, Gramm's powers of observation and deductive reasoning are pushed to their limits in the most intense hour and half of his life, as he tries to catch a killer before the killer catches up with him.

88 Minutes is the first collaboration between Pacino, the legendary star of such acclaimed films as The Godfather trilogy, Scarface and Heat, and filmmaker Avnet, whose numerous producing and directing credits include the Oscar® nominated Fried Green Tomatoes. Avnet acknowledges that two Hollywood powerhouses on the same set can be a potentially explosive combination.

"I wasn't sure whether our personalities would click or clash, since we're both kind of high-strung, opinionated people," says Avnet. "But, like any living person, I'm an admirer of his work. He may be the best working actor in the film business today. You'd have to be deaf, dumb and blind not to be aware of that, and not to wonder what it's going to be like to work with him."

Avnet's anxiety evaporated after their first meeting. "We hit it off pretty quickly. It was obvious to me he had a lot to offer and I think to him it was equally obvious that I knew what I was doing. The process of figuring out the best way to work together was a pretty interesting collaboration."

Randall Emmett, another of the film's producers, was sure the role of Dr. Gramm, the brilliant, impulsive and charming master criminologist, would be an ideal part for Pacino to sink his teeth into. "I think to find a character with this much depth and this much complexity in a real commercial thriller is a gem," he says. "We sent Al the script thinking, 'Wow, Al Pacino in this role would be magic.'"

After receiving an anonymous phone call telling him he has 88 minutes to live, Gramm turns his considerable resources toward tracking down the source of the call. At the same time, he is being taunted through the media by convicted serial killer Jon Forster, known as "The Seattle Strangler." Gramm's testimony in court sealed the Strangler's fate, but after two copycat killings take place within hours of when Forster is scheduled to die, he receives a stay of execution. Not only are Gramm's professional judgment and ethics suddenly called into question, but because of his connections to both victims, he is suspected by some of staging the murders himself. In the course of one morning, he is stripped of all his defenses and left to face his unseen assailant's threats in a state of pure, raw emotion.

"I'm always attracted to a story that has a hook you can pitch," says Emmett. "I started reading it and couldn't put it down. From first page to the last, it moved and that's what I'm always looking for as a producer-a story that really grabs you and has characters that you really feel for, and at the same time is a fun ride."

Avnet set to work tailoring the script to Pacino's talents. "Jack's inner demons are raging. Those are the kind of characters I think Pacino plays better than anybody. The movie's journey is not just the resolution of a plot, but the emotional evolution of a person who's been victimized. I think that will probably be the most surprising part of the movie. I think audiences will be surprised by who did what and how, but I think on an emotional level, Al's character and the revelation of who he really is will be quite powerful."

88 Minutes captures a single morning in the life of Gramm, who has trained as a physician, academic and attorney. As a professional "profiler," Gramm has carved out a prestigious niche for himself that puts all his skills and talent to use. But unknown even to those closest to him, he also uses his professional expertise to ward off his own deepest fears and regrets-until the day he becomes the hunted rather than the hunter and his carefully structured world begins to unravel.

That component of the story is exactly what attracted Pacino to the film. "I'm always looking for passion in a role," says the actor. "Something to make you feel. And this film has some scenes with quite a bit of emotion in them. The first goal with a movie like this is to entertain, to involve, to engage, to make people feel caught up. The movie is a thriller at its heart, but it has other interesting aspects. It's a simple story, but it speaks honestly about a couple of things. It's always fun if you can squeeze that into a picture."

After more than 40 years as an actor and almost 50 feature films, Pacino knows the people he chooses to collaborate with are integral to the process and outcome of the movie-making experience. He feels that he discovered a partner in Avnet. "Jon and I would meet on the set or go out to dinner and try to discover what the next day of shooting would be about. We would go into it together and invent. Jon did a lot of inventing right there while we were shooting. Even when I was not ready to do it, he would try to pull me out and get me to make suggestions, which I found very helpful."

Avnet says he was interested in 88 Minutes because the story is different from anything else he has directed. "I thought I could do something kind of compelling with it. The simplicity of the concept-a person gets a phone call telling him that he has 88 minutes to live-it's pretty easy to follow. If you got a phone call telling you had 88 minutes, 88 hours, eight days, eight months, what would you do? I think if most people got a call like that, they'd run around like a chicken without a head."

But when Gramm receives that call, he doesn't panic. Instead, the mysterious message galvanizes him and his investigative instincts kick in. As Jack rallies his best students and most trusted associates to help him, he channels his fear and anger into a breakneck race against time to discover who is behind the threats.

"He is a haunted character," says Pacino, "and there's this question of how much he really wants to live. I think he has a different relationship with death than most people. He's been threatened before, and he sort of assesses it and then tries to figure it out. He's in the business of evaluating threats. Once Jack's forewarned that his life's in danger, he becomes more concerned with finding out who it is than his life being in danger."

88 Minutes essentially unfolds in real time, as Gramm tears through the city of Seattle in search of answers. Avnet says he was less interested in the lightning fast pace of the story than the possibility of shooting a movie from the paranoid point of view of its main character. "Paranoia is not assuming that when you walk across the street you're going to get to the other side. It's assuming that when you're walking across the street, it's going to evaporate into an earthquake and you're going to be subsumed by it."

A forensic psychiatrist, Avnet observes, is often called upon to testify in cases to help determine whether someone is legally sane. "Jack is a professional paranoid," he says. "Imagine being thrust into a world where you're meeting people who have committed some of the most horrific and egregious crimes against humanity. And the one similarity between all these serial killers is that they can pass for sane. When they're caught, what does everyone say about them? 'Oh, they were so normal.' 'He was such a nice guy.'"

The disconnect between who these criminals appear to be and who they really are is so graphic, says the director, it's virtually incomprehensible. "So if your job is to hunt these people down, or to help convict them, or to find the truth about them, what's the nature of your perception process? It's not going to be normal."

But Pacino's character is even more deeply troubled by events that took place well before he emerged as one of the best known practitioners of forensic psychiatry. "That's one of the reasons I wanted to do it," says the actor. "Jon went deep into the character of Dr. Jack Gramm-why he is the way he is. What being victim to a horrific act does to people. Not just the people who die, but who they leave behind, the people who suffer and have to live with the loss."

"You should know what it feels like to be minutes from your own death.

To hear the ticking of the clock and know your time on earth is drawing to a close. 88 minutes ring a bell to you?"

When casting a film, Avnet says he looks for actors with a strong point of view who will not just inhabit their characters, but help shape them. That approach pays off when the cameras start to roll, as actors are called on to bring all their instincts, life experience and research to bear on their performances.

"I don't rehearse the scenes that much, but I really work on the character with the actor," he says. "We had lots of readings beforehand. We talked about things, discussed things. But I like that kind of nervousness that takes place before you have to perform. I like the edginess and the unknown. I think the art of directing on film is to allow the actors to actually have a moment of discovery on camera.

Avnet's cast on this project includes a quartet of talented women known as much for their brains as their beauty. Kim, the professor's graduate assistant and all-around girl Friday is played by Alicia Witt, who got her start as an actress at the age of nine in David Lynch's sci-fi epic, Dune. Much younger than Jack, Kim harbors unrequited affection for her teacher. As she dives deep into the mystery at Jack's side, the line between personal and professional begins to blur and her unresolved feelings complicate her actions.

To prepare for her role, Witt threw herself into researching forensic psychiatry. "I read a number of books about it, because my character is a doctoral candidate. It's a rough field. It's dark and it's a world of suspicion and mistrust and dealing with the most psychotic minds that exist. I wanted to get into that a little bit and just understand what it is to assess someone."

Avnet says he was impressed by Witt's willingness to go the extra mile. "She went through a laborious audition process and she was very responsive in that sense, and somewhat fearless. She's a great spirit and took a pretty challenging part. She didn't let the fact that she's so smart get in the way of the emotions of the character. Her vulnerability allowed her to come up with a performance that I think is pretty special."

Avnet's collaborative approach to dealing with actors added to her confidence on set, says Witt. "He watches very closely and he notices a lot more than most people do. And he knows how to talk to an actor to get the result he's looking for, without making you feel like he's judging you. He is so receptive to ideas and feedback and he's really, really wonderful about listening to what other people have to say."

Leelee Sobieski plays Lauren Douglas, one of Gramm's most gifted students. The 24-year-old already has a resume full of impressive work, notably a star turn as Joan of Arc opposite a galaxy of established stars when she was only 16. She has been friendly with Avnet since working with him on the 1999 miniseries "Uprising." The director sent her a copy of the script and gave her an afternoon to read it.

"In the end, I had about three hours to make up my mind," she says. "It was like, if you want to do this, you better really want to do this, and you better be able to decide now. Jon wanted that passion and conviction. He wanted to know that everybody was going to work hard."

"Jon didn't really have to say very much to me," the actress continues. "He would just give me a little kernel and I turned it into a mountain of stuff to work with. Nothing was ever predetermined. There wasn't ever a moment in the script where I said, okay, this scene is going to go in this direction. We just came up with whatever we came up with in that moment, on the day-like in reality."

Avnet says that Sobieski is a very intuitive actress. "She had a pretty complicated role to put together," he points out. "People are going to be really impressed by what she brought to the character. She did quite a bit of research into forensics and about serial killers. She really immersed herself in a way, and when the movie was over, it was kind of difficult for her to get out of the character."

Deborah Kara Unger, who plays Carol Lynn Johnson, a college dean and one of Gramm's many past lovers, has worked with directors as diverse as David Cronenberg and Norman Jewison. She found working with Avnet to be an extraordinary experience. "If the world of a film is like a chessboard, whether you're a rook or a knight, or a queen or a king, being directed by Jon is like being directed by Bobby Fischer. It was fascinating to be part of the dynamic of an end game that is so clearly thought out and yet only revealed to you in the moment."

Unger says the script is an exhilarating adventure for the reader and believes Avnet's experience as both a writer and a director were the key to making the transition from the page to the screen successful. "It's a very fast-paced, complicated world. Because Jon is the creator in both arenas, I was confident it would be actualized with precision. That's what Jon is skilled at."

Even with more than three dozen films under her belt, Unger was amazed by the experience of working with Pacino. "Al gave me a greater gift than I even anticipated," she admits. "He reminds you why you love what you do. It's just as easy as breathing air with him. It's effortless, because he is completely present."

Amy Brenneman, probably best known as the star of the CBS series "Judging Amy," plays Shelley Barnes, Gramm's longtime assistant. Shelley is Jack's lifeline to the world, but despite her devotion, she has an ugly secret of her own that threatens to derail everything she and Jack have ever worked for.

Brenneman says she had a very simple reason for taking the role. "I wanted to be Al Pacino's sidekick," she says. "That sounded like a fun time to me. What appealed to me was I just really dug this character. I thought she was a wonderful combination of raunchy and fun, but also this little girl in a way."

Director Avnet says that Brenneman will surprise a lot of people in this role. "She is just so smart, and so good and so fearless. Among the actors, she'll be the one who's most unexpected on a certain level."

Benjamin McKenzie plays Mike Stempt, another of Gramm's dedicated students. The teen heartthrob, who starred on the popular television series "The O.C.," was impressed by the presence of a big screen superstar. "They said, you know, Al Pacino's doing this movie," the actor remembers. "You don't really say no to that opportunity."

When Stempt confronts his professor with what he believes to be incontrovertible evidence of his guilt in the murder of a classmate, Gramm explodes-in unforgettable Pacino fashion. That proved a challenge for the young actor. "For someone like me, who was in college four years ago studying his films and his performances, it's hard to stay in character when you're two feet away from him in the middle of a scene and he's yelling at you," McKenzie admits.

As the mounting evidence against Gramm begins to make him appear more and more guilty, even his longtime associates at the FBI begin to doubt his reliability. Dispatched to bring the doctor in, colleague and friend Agent Frank Parks, as played by William Forsythe, gives in to Gramm's plea for one last chance to clear his name.

After sharing the screen with Pacino in 1990 in Dick Tracy, Forsythe looked forward to a reunion with the Oscar® winner. "It's always great to have somebody in there that can make the level of work go a little notch above the norm."

The basic premise of 88 Minutes reminds Forsythe of the acclaimed western High Noon. "That's the classic example of a film where you've just got this set amount of time. That's always exciting. It adds to the pace. Every scene takes you to another place. Then suddenly when it looks like it's building to this one moment, where it looks like it's very clear what's going to happen, it gives you a left hook from hell."

Pacino is quick to give his castmates equal credit in the filmmaking process, noting that the members of the tight ensemble all contributed their ideas to the storyline, fleshing out their characters and refining the complex plot's myriad twists and turns.

"We would all go out at night and that was our rehearsal period, over dinner," says Pacino. "They were all really committed to this thing and that made it really fun. We were making up a story. The cast was very up for it and they enjoyed the adventure. And Jon is a very spirited guy, so he'd get you going. Nobody was sticking to the lines. We were analyzing them. I felt as though we weren't rehearsing, we were discovering and we were a part of something evolving. "

88 Minutes Al Pacino, Alicia Witt, Amy Brenneman, Leelee Sobieski

Starring: Al Pacino, Alicia Witt, Amy Brenneman, Leelee Sobieski, Benjamin McKenzie, Deborah Kara Unger, William Forsythe, Neal McDonough, Stephen Moyer, Michael Eklund, Michal Yannai

Directed by: Jon Avnet

Screenplay by: Gary Scott Thompson

Release Date: April 18th, 2008

MPAA Rating: R for disturbing violent content, brief nudity and language.

Studio: TriStar Pictures (Sony)

He has 88 minutes to solve a murder. His own

Famed forensic psychiatrist Dr. Jack Gramm has built a reputation for successfully profiling serial killers, including Jon Forster (Neal McDonough), who was sentenced to death primarily on the strength of Gramm's expert testimony. One night before Forster is scheduled to be executed, the city of Seattle is rocked by a killing that matches his crimes exactly-and the victim is one of Gramm's students.

Gramm is determined to prove the murder is the work of a copycat, but he soon finds himself contending with Forster's well-orchestrated public relations campaign to discredit him, a second copycat killing and a series of mysterious phone threats, starting with one that tells him that he has just 88 minutes to live.

Convinced that the threat and the murders are connected, Gramm turns to his assistant Shelly (Amy Brenneman) and his top graduate students for help in getting to the bottom of the mystery. As he is drawn deeper and deeper into the case, dark secrets from his past begin to emerge, forcing him to consider that the conspiracy is coming from his inner circle. Even his former contact at the FBI (William Forsythe) begins to doubt him, as Gramm's list of possible suspects lengthens and his remaining time dwindles.

Then She Found Me Helen Hunt, Bette Midler, Colin Firth

Starring: Helen Hunt, Bette Midler, Colin Firth, Matthew Broderick, Ben Shankman

Directed by: Helen Hunt

Screenplay by: Helen Hunt, Vic Levin, Alice Arlen

Release Date: April 25th, 2008

MPAA Rating: R for language and some sexual content.

Studio: THINKFilm

Poetry A Dictionary of Modern Painting

Adapted from Elinor Lipman's novel of the same name, Helen Hunt makes her feature directing debut with "Then She Found Me," a touching story of schoolteacher April Epner (Hunt) and her very unlikely path towards personal fulfillment.

Following the separation from her husband (Matthew Broderick) and the death of her adopted mother, April is contacted by her apparent birth month (Bette Midler), who turns out to be a local talk show host Bernice Graves.

As Bernice tries to become the mother to April that she was never able to be, April seems to find solace in the arms of the parent of one of her students (Colin Firth), only to find that the mystery to life's questions cannot be solved by a simple revelation.

Harold and Kumar Escape from Guantanamo

Starring: Paula Garces, Kal Penn, Paula Garcés, Neil Patrick Harris

Directed by: Jon Hurwitz, Hayden Schlossberg

Screenplay by: Jon Hurwitz, Hayden Schlossberg

Release Date: April 25th, 2008

MPAA Rating: R for for strong crude and sexual content, graphic nudity, pervasive language and drug use.

Studio: New Line Cinema

Tagline: What would NPH do?

Follows the cross-country adventures of the pot-smoking duo as they try to outrun authorities who suspect them of being terrorists when they try to sneak a bong on board their flight to Amsterdam.

"Harold and Kumar Escape From Guantanamo" marks the triumphant return of these two hilarious, slacker anti-heroes. The movie stars John Cho as Harold and Kal Penn as Kumar, two stoners who can't seem to get a break. Their last adventure found them traveling across country to find a White Castle hamburger in order to satisfy a weed-induced case of "the munchies."

This time, the boys get themselves in trouble trying to sneak a bong onboard a flight to Amsterdam. Now, being suspected of terrorism, they are forced to run from the law and try to find a way to prove their innocence. What follows is an irreverent and epic journey of deep thoughts, deeper inhaling and a wild trip around the world that is as "un-PC" as it gets.

Baby Mama Costume Design Of The Film

“Massage the area daily to help you prep for the great stretch of delivery.” -Lamaze Teacher

“Excuse me, can I just spray a little Pam down in that area before the baby comes out?” -Angie

For costume designer Renée Ehrlich Kalfus, creating a wardrobe for the characters was simplified by having the writer of the film on set every day. “Michael, being not only the director but the writer, knows his story cold,” she remembers. In just a 45-day shooting schedule, Kalfus and her team created costumes for the 57 days contained within the story, including a wardrobe that grew with Angie's expanding prosthetic belly and Kate's softening up.

For Fey's character, Kalfus and McCullers discussed clothing to fit the modern career woman. “We talked about that precision-type person,” says the designer. “Kate's very exacting, but has a softer edge.” A vice president of Round Earth Organic Market, Kate's clothing is corporate, but with a twist-created by mixing dark skirts or pants with a print blouse.”

As for Poehler's character, says Kalfus, “Angie is from the suburbs of Philly, and is somebody who obviously keeps up with pop culture. Michael said, `Wouldn't it be fun if there were some hip-hop influence?'” The trick was to make a woman in a prosthetic belly grinding on the dance floor very hip.

Angie is from a working-class background, yet has higher aspirations for herself. “She's got this creative side,” describes the designer. Angie wants to get into fashion school, and she makes homemade, on-the-cheap, reconstructed clothing,” Kalfus brought in a high-end designer's version of hip-hop clothes for Angie, which Poehler tried on. Even though she looked great, Poehler decided that Angie, a girl of few means, would not don designer clothes. “Amy really went into the inexpensive stuff,” Kalfus says. “Everything that Angie wears is $14.”

The design team came up with a key inspiration for Angie's clothes: singer Gwen Stefani, known for her witty, brightly colored clothing. “I thought about Gwen as a real icon that Angie would go after,” says Kalfus. “Like Angie, she's from a suburban upbringing, and she's meshed hip-hop and creativity.” Poehler incorporated Stefani as Angie's icon into the story. “Once I presented the idea to Amy, she just ran with it,” recalls the designer.

The other actors in the film were collaborative in the design process, including Steve Martin, who came up with the idea that his character of Barry should wear a ponytail and expensive business suits. “He said, `I think I have these really fabulous suits; I'm a rich man,'” says Kalfus. “So we put him in great suits and fabulous shoes with no socks, some espadrilles in hemp, with all the right `politically-correct' fabrics. He put on the wig for our first fitting, which was really great, and it worked.”

Furthermore, Sigourney Weaver brought a take to her character that was not in the first drafts of the script. Originally conceived as a steely businesswoman, Chaffee Bicknell was more complex to Weaver; she came to Kalfus with the idea of showing a maternal side to this powerful woman. “Sigourney had an idea that Chaffee was really selling the baby idea-that there was this fuzzier, softer side to her,” explains Kalfus. So in the end, Chaffee is seen with minimal makeup, wearing expensive cashmere sweater sets, fine linen blouses, silk pants and very good shoes, and sporting tiny baby-themed pins worth thousands of dollars.”

Production wrapped, prosthetic stomachs and dressing pads removed, the cast and crew of Baby Mama returned to their day jobs on 30 Rock, SNL and scattered to the winds. Reflecting on the comedy, producer Lorne Michaels says, “The film is analogous, on a certain level, to Planes, Trains & Automobiles, or any of those movies where two people who shouldn't be together are forced to learn a little something.” Concludes first-time director Michael McCullers of the project he began several years ago and into which another member of his family was born: “I hope the audience enjoys the contrast of these two characters, and the warm, but messy, relationship they share.”

Baby Mama Improv On The Set

“This whole thing is very important to me, and I'm sorry I yelled at you.” -Kate

“I'm sorry I farted into your purse.” -Angie

Baby Mama filmed for nine weeks in Philadelphia, where the comedy is set, and in New York. For Tina Fey, it was the first time the Philly native felt her accent served the story. “I'm excited my natural Philadelphia accent is finally appropriate,” she says.

First-time director McCullers had spent a good deal of time on the sets of the Austin Powers films he co-wrote with Mike Myers; there, he absorbed a great deal about film production. His long-term collaboration with Myers and his stint as a writer for Michaels on SNL also gave McCullers ample experience working with writers/performers such as Poehler and Fey. “I'm used to writing for performers, then having performers write for themselves-and the give-and-take between a writer and a performer or director,” he reflects. “You get these people because they're funny, and you want to see them be funny. If everybody in the scene can do that, it starts becoming exponentially funnier.”

Not only did Poehler and Fey make their additions to dialogue prior to filming, they pitched each other ideas throughout the shooting day, and then improvised on set- all encouraged by the director. Of Fey and Poehler's methods, McCullers states: “Sometimes working with them is just saying `Action,' and then I watch and see what they do, then I laugh at it, then I say, `Cut.' Every day on the set, they added a little something that made it better, which is a luxury for me.”

Concurs producer Michaels: “I don't think you can do a comedy that's specifically for a comedian without tailoring it for that person's style.” For his lead's signature styles, he adds, “They've known each other a long time and they work in different ways. There's a little bit of wildness in Amy, which I think the audience knows and senses. But when the wildness in Tina shows up, it's perfectly complementary.”

Poehler and Fey relished the opportunity to continue their creative collaboration on set. “The people that Michael included are used to collaborating and, in many ways, SNL prepared us for that,” says Poehler. “You get used to taking the best idea and the best joke and the best version, and you get used to pitching to each other. That comes from mutual respect, boundaries and a shared language that you only get from working together so much.”

Shepard, no stranger to improvisation from his work on Punk'd, found improv opposite Poehler a bit of a challenge. “Amy's the funniest scene partner because she's a heavyweight comedian in this super-adorable, cute, little blond package,” he says. “You let your guard down a little bit, and the next thing you know, she sucker punches you out with some comedy.”

Malco also came up with “new funny line after new funny line,” according to McCullers. But it was Malco's songwriting that was especially memorable. “His character has an iPod throughout the movie,” explains Fey. “You hear Romany singing to all these songs, but he was just making them up as he went along-songs that were very catchy with the crew.”

Greg Kinnear called upon talents that took him back to his training as a comic writer and performer. Commends McCullers, “Surrounded by all these comedians who can really improvise, Greg was game to go along with them and add his own stuff.” As Fey's character's love interest, Kinnear surprised her. “I never knew Greg was so good at pratfalls and physical comedy,” she says. “He's got very good comic timing and a very light touch.”

Kinnear also had praise for Fey's improvisational ability. “It's amazing to me that she hasn't been acting that long, and clearly when you see 30 Rock, you know she has great talent and confidence,” he offers.

Fey, who acts opposite Steve Martin in many of his scenes, describes his contributions to Baby Mama, such as his idea to use a smudge stick, part of the Indian American tradition of burning herbs to bestow positive energy, on a potential site for a Round Earth store. The improv would get odd, but so was the hippie-turned-entrepreneur's outlook on life. Fey remembers, “We did this scene where we're having a meeting about bananas, and Steve was just staring over a variety of bananas and says `That's our banana!'”

While Sigourney Weaver is well known for her dramatic roles, starring in comedies such as Ghostbusters and Working Girl and having a theater background served her well as she watched her co-stars improv. “Amy and Tina are constantly trying different lines, and helping each other,” she says. “It's very free and generous, and it's always in character. The script is a base, and they run with it.”

Speaking of improv…in the midst of directing Baby Mama, McCullers even welcomed his own baby-his third child (and third born during the production of one of his films)-into the world. “He had a baby in the middle of this movie,” says Kinnear. “So he really gets into the roles as a director,” the actor laughs. “I had never seen that sort of commitment before.”

Baby Mama Casting The Film

During the period that Kate is concentrating on having a baby, she has been handed her most important assignment at work: planning and developing Round Earth's flagship store. While assuaging fears of local small-business owners, whose livelihoods would be threatened by a massive store in their neighborhood, she meets Rob Ackerman, the owner of the Super Fruity juice shop. Rob is played by Greg Kinnear.

After reading McCullers' script, Kinnear was eager to work on the project.

Remembers Kinnear: “I thought the script was strangely sweet. The female leads are a little bit like the female odd couple, in a way that is very funny, and I think the situations that the characters are forced into are very unusual.”

About the casting of Academy Award-nominated Kinnear, Fey compliments: “We keep saying, oh my God, we got all these real movie stars to be in this movie.”

The chemistry between Kate and Rob is not quite immediate, considering their adversarial relationship. Kinnear describes Rob as “a Philadelphia lawyer who is doing quite well for himself who finally tosses it all away in order to follow his dream and open a fruit juice/smoothie store.” He laughs, “How would that not turn a woman on?”

Having watched a date literally walk out on her after telling him about her desire to quickly become pregnant, Kate is more cautious as she starts seeing Rob. “Trying to have a baby is a very personal process for her because nobody around her seems to know, particularly me, what exactly is going on,” Kinnear explains.

Without telling Rob, Kate has patronized the pricey Chaffee Bicknell Surrogacy Center, headed by Bicknell herself. She advises Kate on the advantages of paying another woman to carry Kate's fertilized eggs to term. According to Chaffee, surrogacy is simply another example of outsourcing. “Chaffee is a baby broker,” Poehler offers. “She puts together surrogates and people who want to have babies, so she is in charge of changing people's lives. She's a very powerful woman.”

“Michael had noted in the script that the perfect person to play this part was Sigourney Weaver,” Lorne Michaels remembers. The filmmakers were ecstatic when the three-time Academy Award-nominated actress, who has starred in such landmark films as Alien, Working Girl and Gorillas in the Mist: The Story of Dian Fossey, agreed to play the part of the imposing Chaffee.

“I've loved everything she's done, and Working Girl was a huge influence on this film, with the idea of that kind of class difference,” says Poehler. “We were thrilled that she wanted to do it.”

“Chaffee spent the '80s on Wall Street and the '90s with the Clintons,” explains Weaver of her character. “And now she's started something that is very timely: a lucrative business of matching women who want, or families that want, to have children with surrogate mothers.”

While Chaffee's $100,000 fee ensures that all needs of her clients and surrogates are addressed, she continually becomes pregnant the old-fashioned way. “It's particularly disturbing and ironic that my character, at an advanced age, seems to get pregnant through positive thinking,” Weaver laughs.

Weaver agreed with Fey and Poehler and appreciated acting in a comedy in which the women are not just supporting players. After receiving the screenplay, she felt it was “wonderful to read a female-driven comedy. It was a very touching idea about having a family and what a family is.” Of her co-stars, she adds, “It's so great to have these very pretty, very funny women driving the story. I think it's finally about time. My hat is off to them.”

The idea for Angie to become a surrogate wasn't hers, but that of her commonlaw husband, Carl (played by comic actor Dax Shepard), a guy she's been with for 12 years-though he won't admit to more than three or four. Armed with a Camaro, pet iguana and no profession, Carl is always strapped for cash. Explains Poehler, “Carl is one of those schemers who thinks he's a little smarter than he is.”

“I've known Dax's work for a while, and I thought he was really funny,” says McCullers of his casting Shepard. “When we were thinking of someone to play Angie's blue-collar husband, he was at the top of our list.”

“Dax is a perfect Carl, because he's really funny and he specializes in white trashery. I think he would admit that himself,” adds Fey. “You could also see he's charming, and you could see why Angie would like him.”

Shepard echoes Weaver's excitement to work with two successful female comics. “This is finally a chance for a new wave of comedic women. Tina and Amy come in here, and they just one-two punch it out of the park. We all fell in love with them together as a pair on “Weekend Update,” and I thought they brought the best out of one another here,” he says.

Kate's ever-observant doorman, Oscar, played by Romany Malco, relates to Kate that he is quite familiar with the idea of a “baby mama”-the mother of a child for whom someone else pays the bills. Malco was McCullers' first choice for the part. “I saw Romany first in The 40-Year-Old Virgin, and he was just hilarious,” remembers the writer/director.

“I liked that Oscar was a guy with a lot of integrity,” Malco says of the character. “I loved the relationship between Kate and Oscar, this doorman who's like her best friend, and her confidante in a way.” But Oscar also ends up serving as Angie's conscience, according to Malco. “Amy Poehler's character comes in and gravitates to him as well, and in this way, he's like the pillar amidst this wreckage.”

“Romany is amazing, and we worked together on Blades of Glory briefly,” remembers Amy Poehler. “Oscar and Angie are very similar. They are blue-collar people, so they understand the idea of not fulfilling their true potential. They both have been hurt and cheated by the system at the same time, so you have to believe that they're friends.”

Another person who provides counsel to Kate is sister Caroline. She is an “übermother,” a stay-at-home mom of several children who relishes the role. Played by Maura Tierney, the star of numerous films and the popular television series ER, Caroline is unlike Kate in that she accepts chaos as a part of everyday life. According to Tierney, “Caroline is the opposite of Tina's character, this uptight, driven woman who's having difficulty having children.” But Caroline is still close to Kate. “She really is a very accepting, loving big sister,” the actor adds.

Meanwhile, Rose, Kate's self-absorbed mother, is not so understanding of what she calls Kate's “alternative lifestyle” (being single at age 37), though she tries her bizarre best to comfort a daughter in despair at not being able to conceive. Cast to play Rose was legendary character actor Holland Taylor. “I'm trying to fluff Kate up and say, `Come on now, be proud of what you are-which is not a mother,'” says Taylor. “It's horrible.”

The performer, recently nominated for an Emmy for her role on the hit sitcom Two and a Half Men, finds that good comics are often very fine actors. “I don't think you can be a great comic without being a good actor,” she explains. “But you can be a good actor without being a great comedian.”

Another powerful male in Kate's life is her boss, Barry Steingart, CEO of Round Earth Organic Market. Barry is a former hippie, now turned ultra-capitalist, who maintains an Earth-friendly credo, all the while working toward killing his competition in the natural foods business.

To play Barry, producer Michaels turned to an actor/comedian with whom he has a long history: Steve Martin, who has the distinction of having hosted SNL more than any other performer. “Steve is an enormous fan of 30 Rock and of Tina's, and we were on the phone and I said, `There's this part,'” Michaels remembers. “He read the script, agreed to do it and made it really good. For Amy and for Tina, both of whom are fans, it was exciting to work with him.”

While a demanding boss, Steve Martin's Barry is not your average CEO. “In the middle of a business meeting, Barry makes me get up on the table with him and sit in sort of a yoga position and touch foreheads-because he thinks that's how you transfer success to people,” explains Fey. “It's such an honor to be able to do scenes with Steve.” “I continue to be nervous around Steve Martin because he is one of my idols,” agrees Poehler. “I can't quite really believe that I got to do a scene with him.”

Baby Mama About The Production

Michael McCullers knew Tina Fey and Amy Poehler from their time spent working together on Saturday Night Live. McCullers, who had co-written such comedies as Austin Powers: The Spy Who Shagged Me and Austin Powers in Goldmember, shared an office with Fey when they were both neophyte writers; they often partnered to create sketch-comedy pieces with Poehler for the show. In fact, the concept for the story was a group effort between McCullers and the two actors.

The three met several times over a period of a few months, discussing ideas for a film that would also mark McCullers' debut as a director. Remembers McCullers: “Somewhere in those meetings Tina said, `What about a sort of Baby Boom, the Diane Keaton movie?' And we hit on the idea of a surrogate mother. The simplest form of it was Amy having Tina's baby, and that made us laugh.” The comic writers felt that would result in a situation with great comedic potential.

McCullers believed that a surrogate situation was “a great reason to get two unlikely people together. There's often a big class difference between these women, and the process introduces a stranger into your life in the most intimate way. Someone's having your baby, and you can't get rid of them.”

“The whole topic is fraught with so much, especially when you get into the areas of adoption and surrogacy and fertility clinics,” adds Fey. “It's one of the ways of the future to making babies-and brings questions about the ethics and repercussions.”

Too, the chance to work with longtime friend and collaborator Poehler was welcome for the actor. “We're very excited to be doing something together that is a story about two women who are not somebody else's girlfriend in a story...they're really the center. To work with Amy is great, because we've known each other and worked together so long, I feel we have a very nice shorthand with each other-a nice give and take.”

Poehler responded to the project because of the “instant chemistry” she felt the three of them had. “Tina and I were very excited about the idea of doing a film together,” she comments. Of the surrogacy humor, the performer felt it was “very much like The Odd Couple,” with the biggest question being, “How are these two people going to get along? It's an unlikely marriage.”

McCullers crafted the story around his leading ladies. For their part, Fey and Poehler were more than happy McCullers was willing to write Baby Mama himself. “It's such a nice gift to have somebody else write something for you to be in,” Fey laughs. “At Saturday Night Live, you write your own stuff and come up with your own ideas. This just seemed like a giant Christmas present.”

“Michael knew our voices very well, and instantly, we knew he could write for the both of us,” adds Poehler. “I was very pleased by the idea of doing a two-handed female comedy.”

With a working draft, he would bring the project to his former SNL producer Lorne Michaels; fortunately, he found the filmmaker was impressed with more than the comedic potential of the story. A man who has launched countless careers in comedy through his legendary weekly television show, Michaels saw Baby Mama as a vehicle for Fey and Poehler to shine. At the time they met, Michaels was working with Poehler on SNL, where her wide range of memorable characters include a spot-on impersonation of Hillary Clinton and the one-legged reality-show contestant Amber. He was also helping to launch and executive produce Fey's acclaimed sitcom 30 Rock. Michaels continues to serve in both capacities today.

“It was a great chance for the two of them to work together,” he states. “They're comedy pros at the peak of their powers. They've worked together on SNL, and they've known each other a long time. There's a really good chemistry between the two.”

While their best-known partnership was co-anchoring “Weekend Update” on SNL, the two comedians' collaborations go further back-to when they met at an improv class in Chicago in the early '90s. Later, they were in the same Second City touring group, and more recently, appeared together in the 2004 film Mean Girls, produced by Michaels and written by Fey.

Michaels and his partner in Michaels/Goldwyn Productions, John Goldwyn, felt that the McCullers' script offered a strong story about two strangers brought together in a very intimate way. “To be thrown together by this device, by their need for each other, was a really good hook for a comedy,” he tells. “The story has to be solid, and Michael did a really good job on that.”

Michaels was confident that McCullers could handle the transition from writer to director on this project. “Michael came to me from Mike Myers, whom I obviously worked with at the show and in doing the Wayne's World pictures,” the producer says. “Mike just gave him the highest recommendation, and Michael came to work at SNL. He and Tina have a high regard for each other, and this seemed the perfect way for this group to work together.”

While films starring two female comedians are now relatively rare, there were more funny female partners starring in popular movies when Poehler and Fey were growing up. “Lily Tomlin, Bette Midler, Teri Garr, Shelley Long did these great movies,” Poehler says. “Tina and I have worked together for a long time, and we've always been the two women in the group of guys. It's nice and interesting to see female leads carrying a film.”

Poehler describes her character, Angie Ostrowiski-a free spirit with no regular job, but with a very creative streak-as Kate Holbrook's exact opposite. She states, “Angie is someone who never realized her full potential-a good-hearted person, but someone who is really good at lying and manipulating and charming people. What Angie is good at is getting pregnant, so she decides to let Kate buy her, and she'll have her baby for her.”

Fey knew that her former writing colleague had nailed the comedy for both parts, creating the female-driven comedy for which she was hoping. In McCullers' script, Angie unexpectedly shows up at Kate's door and moves into her home. The two women find they are not ideal roommates, let alone partners in caring for Kate's baby residing in Angie's womb. “Angie's messy, leaves her shoes everywhere and thinks Kate's food is weird, because it has vegetables in it,” says Fey. “She just wants to drink Dr. Pepper, and and I suspect that she's smoking the whole time she's pregnant. They eventually wear each other down.”

McCullers crafted Kate, on the other hand, to want Angie to have the perfect pregnancy. Fey continues, “Kate, being a real yuppie, wants to drag Angie through the entire upscale pregnancy: a lot of baby yoga, high-end shopping, Lamaze and birthing classes. And, Angie doesn't want to do any of it.”

After McCullers finished the script, Poehler and Fey fine-tuned their characters. Recalls producer Michaels, “What's so great about Amy and Tina is that they're writers as well, and have a lot to do with creating their own characters. They're unique, really fresh and not typical romantic-comedy women being funny.”

With the two main characters developed and the lead cast on board, it was time to find the rest of the players of the world of Baby Mama. That meant recruiting a number of seasoned comic talents to complete the rest of the cast.

Baby Mama, Tina Fey, Amy Poehler, Greg Kinnear, Dax Shepard, Romany Malco, Maura Tierney

Starring: Tina Fey, Amy Poehler, Greg Kinnear, Dax Shepard, Romany Malco, Maura Tierney, Holland Taylor, Sigourney Weaver

Directed by: Michael McCullers

Screenplay by: Michael McCullers

Release Date: April 25th, 2008

MPAA Rating: PG-13 for for crude and sexual humor, language and a drug reference

Studio: Universal Pictures

Tagline: Would you put your eggs in this basket?

Successful and single businesswoman Kate Holbrook (Tina Fey) has long put her career ahead of a personal life. Now 37, she's finally determined to have a kid on her own. But her plan is thrown a curve ball after she discovers she has only a million-to-one chance of getting pregnant. Undaunted, the driven Kate allows South Philly working girl Angie Ostrowiski (Amy Poehler) to become her unlikely surrogate. Simple enough...

After learning from the steely head (Sigourney Weaver) of their surrogacy center that Angie is pregnant, Kate goes into precision nesting mode: reading childcare books, baby-proofing the apartment and researching top pre-schools. But the executive's well-organized strategy is turned upside down when her Baby Mama shows up at her doorstep with no place to live.

An unstoppable force meets an immovable object as structured Kate tries to turn vibrant Angie into the perfect expectant mom. In a comic battle of wills, they will struggle their way through preparation for the baby's arrival. And in the middle of this tug-of-war, they'll discover two kinds of family: the one you're born to and the one you make.

Iron Man Who's Who?

Ages 38, 34, 42, 57

Holy, moly, people, why not them? A single movie that gathers four fo Hollywood's finest actors, who among them have collected seven Oscar nominations - we're already waiting in line. The ocassion for this titanic team-up is one of those big fat Hollywood superhero movies, albeit one that promises to pulse with inttelligence and sophistication worthy of its tony cast.

The Main Man

Directed by actor-turned Jon Favreau - and due in theaters next May - Iron Man boasts a main character who's a far cry from the usual Marvel Comics mutant teenager or irradiated geek. He's Tony Stark, a playboy billionaire weapons manufacturer who becomes a born-again-do-gooder in high-tech duds after a brush with death forces him to reevalutate his life. The adultness of the hero is what engaged Favreau. "I just turned 40 years old," says the Elf director, "It's nice to be able to deal with a character - and cast members - with whom I can see eye to eye, as opposed to an adolescent fantasy."

Who's Who?

Bridges is Stark's mentor, Obadiah Stane, Paltrow is Pepper Potts, Stark's loyal secretary. And Howard is Jim Rhodes, Stark's right-hand man (who in future movies might just don some armor himself). But Downey is the mand behind the mask - and having a blast. "I'm on Planet Iron Man," he says, "And, with all due respect to Earth, it's the greatest."

Back From the Brink

For Downey, who says he lobbied hard for the part, Iron Man completis his remarkable comeback from personal and professional near-oblivion. "I'm not as prone to sel-centered reckless abandon as I used to be," says the actor. "Part of it is about rolling with the right crew. And I'm certainly rolling with a good one right now."

Smart People: About The Music

The final touches were added to SMART PEOPLE by composer Nuno Bettencourt, a highly regarded guitarist who makes his debut as a composer on the film. Bruna Papandrea, a friend of Bettencourt's, had given him a copy of the film and without even being asked, Bettencourt had found himself inspired to write some music. Later, the filmmakers listened to his cues and felt instantly that this was the right musical direction for the film. “Music is your emotional bed and I always felt that at the end of the day, the score needed to echo the interior humbleness of these characters and situations,” says Noam Murro. “Nuno got that straight off the bat.”

Bettencourt found his initial inspiration in the subtle details of the opening moments of the film. “There are all these sort of slouchy moments, with the way Lawrence walks, the way he parks his car and the way he can't remember people's names. It reminded me of `The Odd Couple' in a way and I could already hear the music,” he says. “Of course, a dysfunctional family is something I always connect with and I definitely connected with this one.”

Rather than creating big, orchestral compositions, Bettencourt's approach was more restrained and chamber-like, reflecting the characters. “I wanted to match the subtleties in the story telling with the music,” he explains. “There are only six main characters and most of the time there are only two or three of them in a scene. It hit me right away to follow a rule that there shouldn't be more instruments than characters in any scene.”

He also determined that he would always work against the grain, contrasting the film's moods with the music. “If the scene was heavy then I kept the music light or if there was a moment of romance I changed the tone and rocked it out a little,” he notes. “Just when things start to get a bit miserable, the key was to play it a bit funny, musically. Everybody knows that's part of any family - that misery is often funny when you look back on it, and that's there always love in there somewhere.”

Bettencourt also wrote several original songs for the film with his wife Suze Demarchi, a songwriter and former lead singer of an Australian band. “We experimented and strategically placed Suze's and my original songs whenever we needed to lift some of the characters. I think the songs work really beautifully and play well lyrically and we had a great time doing it. It brought us closer.” Naturally, Bettencourt had some nerves about making his feature composing debut, but he remembers the day they were allayed. “Noam came by to hear the score and he had this horrible look on his face and he looked like he was crying at one point and I thought, my God, is it that bad? And then he got up and he kissed me,” recalls the musician. “And it turned out that he really loved it.”

Whether it was in the music, the design or the performances, Noam Murro was ultimately most focused on nailing the delicate but reverberating shifts that lie at the heart of SMART PEOPLE. He sums up: “It's a story that constantly shimmers between drama and comedy, and hopefully, you wind up with a sense of having really seen both the laughter and sadness in these people, this one fragile family. In the end, that's all you can really ask for.”

The production of Smart People

To capture the very particular ambiance of a top shelf university, the production of SMART PEOPLE took place largely in and around the campus of Carnegie Mellon, which was recently named by Newsweek as one of the “New Ivies” and has long been one of America's most selective leading colleges. The setting of Carnegie Mellon in Pittsburrgh, Pennsylvania was especially attractive to Michael London and Bruna Papandrea, who had developed a great affection for the Northeastern city when they shot a screen adaptation of Michael Chabon's The Mysteries of Pittsburgh there earlier that year. London talked to Mark Poirier about incorporating the location into the screenplay, not just idly but weaving the school and the town into the very fabric of the story.

“I tend to gravitate towards movies that have a sense of place, that aren't set in some generic `movieland,'” says London. “So it's not just that we shot SMART PEOPLE in Pittsburgh; we reset the movie in Pittsburgh. We took Carnegie Mellon and we made Dennis' character a teacher at Carnegie Mellon. Dennis really feels like a Pittsburgh character to me and that all becomes part of the experience.”

The filmmakers were also excited by the visual uniqueness of Pittsburgh, a city that Lawrence Wetherhold jokes is “the Paris of Western Pennsylvania.” “A great thing about shooting in Pittsburgh is that it's a painting you haven't seen before,” says Bruna Papandrea. “Up till now, not a lot of films have been shot here.”

Noam Murro was taken with the visual possibilities inherent to Carnegie Mellon's campus, which sits on 140 acres about three miles outside of downtown Pittsburgh. “It's not he traditional Ivy League campus, with red brick with ivy growing on the walls. It gave us a much fresher, more interesting look for the film,” he says. “Additionally, Carnegie has a strong English Department and is also renowned for their Drama and Engineering Departments, so that suited the storyline of SMART PEOPLE. Most of all, it felt like the University that Lawrence would teach at.”

The campus not only provided authentic locations, from offices to lecture halls, but a bevy of enthusiastic students who served as extras, production assistants and interns during the shoot. Production designer Patti Podesta, whose work has ranged from the backwards universe of Memento to recreating the Ambassador Hotel of 1968 in Bobby, worked closely with Murro to take full advantage of the rich academic atmosphere. Moving off campus, she especially enjoyed delving into the details of the Wetherholds' on-hold lives to create their well-worn home. After scouring the city, Podesta chose a house in the area known as Friendship, drawn to its genteel neighborhood feel. Over a period of two weeks, the house was completely remodeled and refurnished in a manner befitting a family that has been stuck in a mire of grief and missed connections over the last decade. When cast and crew arrived in Pittsburgh, they hit the ground running, shooting the film in just 29 tightly scheduled days. Murro set an electrifying pace and kept things moving at a rapid-fire speed.

“Noam brought to the project an abundance of energy and was able to make very quick decisions on scenes and move through the schedule,” says Papandrea. “I worked with Sydney Pollack for years and what always amazed me was that, even though he had been making movies for 40 or 50 years, he still did it with the energy of a 30 year old. Noam has that same energy - no amount of work is too much. He has an amazing mind and it was incredible to watch him on set.”

Smart People In Love

The crusty veneer that surrounds Lawrence Wetherhold in SMART PEOPLE begins to crack apart when he does the one thing he never expected he would ever do again - fall in love, for the first time since his wife died ten years ago. The recipient of his affection is a former student who once had a school-girl crush on him back when he was her impossible-to-please professor. But now Janet Hartigan is very much an adult, a lonely Emergency Room doctor who finds herself boggled by a man who seems to have built impenetrable steel walls around himself. Their love story - awkward, eccentric and almost over before it starts - is the stuttering engine that drives the transformation of the Wetherhold family.

Golden Globe-winner Sarah Jessica Parker took on the role of Janet much to Dennis Quaid's delight. “I thought she was amazing,” he says, “with a character that's very different from anyone she's played before. As Dr. Hartigan, she's someone who's also emotionally closed off, although not as much as Lawrence is. They're really two people who don't seem to have a clue, or a chance, to pull off this relationship, and yet they do.”

Parker had previously worked with producer Michael London on The Family Stone, which led to him sending her SMART PEOPLE. “Sarah just seemed like the right color for this film,” remarks London. “I knew she was looking for something challenging, and she has a wonderful gift for prickly characters. She can make them feel real and accessible in a way few actors can.”

It was the unusual turbulence in the romance between Lawrence and Janet that first attracted Parker. “I liked that it was a real adult story about two people doing their best version of attempting a relationship - one that neither of them is really well equipped to deal with,” she says.

Working with Quaid became the icing on the cake. “He has a quality that reminds me of people who are just starting out in the movie business. He seems so fresh and delighted by things, not cynical about the process,” Parker comments. “He's really surprising and I grew very fond of him.”

Ellen Page, Sarah Jessica Parker and Dennis Quaid in Smart People

If Lawrence Wetherhold has a hard time relating to his students, he's even more bamboozled when it comes to fatherhood and family. To make matters even more complicated, he's just received another “surprise” visit from his slacker brother, Chuck, whom Lawrence makes a point of reminding everyone, especially Chuck, was adopted. The two couldn't be more different - where Lawrence is pompous, uptight and officiously responsible, Chuck is a laid back, pleasure-seeking, unabashed flake - and yet they must come to rely deeply on one another.

To bring out the humor and unexpected humanity in a grown man who lives his life like a child, Michael London immediately thought of Thomas Haden Church, with whom he had worked on Sideways in a serio-comic role that garnered Church an Academy Award® nomination. “I was hearing Thomas's voice in the role of Chuck the minute I began reading the script,” recalls London. “It turned out that Noam was equally excited and receptive to the idea.”

Church was lured in by the script. “I thought it was, well, very smart. I really liked the style and the story,” he says. “And I liked the way the character of Chuck evolved. He seems like this clueless, hapless bohemian, but then, as with Lawrence, you start to see the layers stripped off.”

The more he got to know Chuck, the more he began to see who he is and why this lackadaisical free spirit manages to spur changes in those around him. “What I like about Chuck is that he's got nothing to hide, there's no duplicity. He has a candor that I think the rest of the family are largely avoiding, and really needs,” Church explains.

Dennis Quaid notes that Church's performance struck close to the bone for him. “He reminded me a little of my own little brother, and just the way brothers are in general, the way they can get under your skin and annoy you - yet how much they also make you laugh,” he explains. “Thomas is very creative and improvisational - I'd love to work with him again on anything.”

Unexpectedly, Chuck forms the closest bond in the Wetherhold family with his unusual niece, Vanessa, a prim and proper Young Republican who uses her lashing wit to withering effect. Vanessa may be a stunning master of extra-curricular activities and high test scores but when it comes to making even a single friend, she's been a disheartening failure.

At once a desperately lonely, sheltered child and the whip-smart, world-weary head of her household, Vanessa turned out to be most challenging of all the roles to cast, sending the filmmakers off on a months-long search for the right young actress. “Vanessa is, for me, one of the significant chambers that pumps blood into the heart of this movie. The difficulty was in finding someone who had the spunk of a young girl who also possessing the soul of a 40 year old. That is a really complicated thing to pull off,” observes Noam Murro.

Early on Murro thought of one actress who he thought had the right stuff for the role: Ellen Page -- the young Nova Scotian who first came to the fore as a savvy teen who turns the tables on a pedophile in the indie drama Hard Candy and more recently has won hearts, accolades and awards for running away with the title role in Juno. But at first, Page was unavailable. Then, at the eleventh hour, her schedule shifted and she met with Murro. He knew instantly she was what he had been looking for all along. He recalls: “Our meeting took place in a Burger King at Newark Airport. I came in from Pittsburgh and Ellen flew in from Canada. I saw her small figure and frame walking towards me and I just knew in that instant that she was the genius I was looking for. I feel very blessed to have had this chance to work with her.”

Page had found the Wetherhold family fascinating in Mark Porirer's screenplay. “There's so much passive-aggressive bitterness and child's play in their interaction with each other. They have such a lapse in communication, and yet they all really want the same thing,” she says.

She also found a lot of empathy for what prickly, difficult Vanessa is going through. “She's in the middle of this whole role reversal with her father, where she's maintaining the household and doing the cooking, and all she does is clean and study and practice for her SAT's. There's no sense of normalcy or being a regular teenager in her life, which is what makes her such an arrogant and angry person,” she says. “I got where she's coming from completely. It's kind of heartbreaking, but I also believe she'll get through it.”

Vanessa is forced into unexpected moments of fun and relaxation by her hedonistic Uncle Chuck, which results in a perilous misunderstanding between them. Page especially loved getting the chance to work so closely with Thomas Haden Church in creating their unusual, and unusually honest, rapport. “Thomas is hilarious, extremely smart and has fantastic instincts,” she says, “and he was always trying new things.”

Church was perhaps even more impressed by his young co-star. “Ellen is so gifted it's hard to fully comprehend it,” says Church. “She has nuances to her performance that I think are very rare. I said to Dennis, `I think this must be what Leonardo DiCaprio was like as a teenager.'”

Meanwhile, for the role of Vanessa's older brother, James, who keeps his well-adjusted life of remarkable accomplishments a secret, Noam Murro knew right off the bat who he wanted to cast: rising young star Ashton Holmes, whom David Cronenberg had cast as Viggo Mortensen's son in A History of Violence. “When I saw `The History of Violence,' I loved the film and I loved Ashton. I couldn't see anyone else in this role,” says the director.

Holmes was excited to find that young James broke the mold; far from being the usual young male rebel, he is actually the one reasonably well-adjusted person in the Wetherhold family. “James is an intellectual but he doesn't lack the emotional core that his dad lacks,” Holmes observes. “I think his mom must have given him some of that emotional fiber that he definitely didn't get from his father.”

To navigate the tricky relationship between James and Lawrence, Holmes delved into long conversations with Dennis Quaid about the long-buried father-son bond between them. “Dennis envisioned Lawrence as someone who's just really touchy and bitchy all the time. He's very aloof as a dad and he isn't as involved in his kid's day-to-day life as a normal dad would be, but he still cares in his own way,” he says. “I was really impressed with Dennis' commitment to that character.”

Each of the actors' deep commitment added up to the essence of a real, complicated family of difficult but yearning individuals, notes Murro. “The key was that each of the cast really understood their characters,” he says, “and they understand that this is not one of those movies where there is a huge arc to each of them. What happens to the Wetherholds is what happens to a lot of us in real life - that is, we don't change in really big ways.”

The casting of Lawrence Wetherhold was so key to Smart People

The casting of Lawrence Wetherhold was so key to SMART PEOPLE that it happened early on, while it was still in the earliest stages of development. It was always clear that the character Mark Poirier had so carefully crafted would require an actor of great versatility, as well as courage. After all, Wetherhold is not an easy man in any sense of the word. He can be devastatingly bright or overwhelmingly bitter, haughtily self-important or deeply vulnerable, an unapologetic curmudgeon or a fragile man in need of love- no easy group of characteristics to explore in a singular performance rife with both comedy and poignancy. But when Dennis Quaid's name came up, everyone was intrigued by the idea, including Quaid.

Quaid's roles have truly run the gamut -- from a high school baseball coach in The Rookie to a high-powered attorney in Traffic to a 1950s husband hiding his homosexuality in Far From Heaven to an out-of-touch United States President in the comedy American Dreamz.

Yet, Lawrence Wetherhold was like no role he'd done before. And, despite his rather towering set of flaws, Quaid was rather touched by him. “He's a true curmudgeon and a grouch,” Quaid readily admits. “But he's also someone who's really dead inside at the beginning of the story. He might be extremely intelligent by his own account, and by others, but at the same time, he's an emotional idiot. He doesn't know how to just live life, how to embrace life.”

“Lawrence is someone very different from myself, except for the grouch part,” Quaid jokes. “He's very sedentary and lives entirely in his head and I'm much more of an extrovert, so it was hard at first to envision myself in the role. But the story was so good and that's what really attracted me. It's a very human comedy and it got to me.”

When Quaid later met with director Noam Murro, the actor still wasn't quite sure if he was right for the role, but their conversation sparked his interest even more. “I listened to Noam's ideas and they intrigued me. He really knows a lot about human behavior and in talking to him I started to think about how sometimes people do have very inappropriate reactions to life and I decided I wanted to explore that through Lawrence and not be at all conventional,” he explains.

Delving into both the humor and the heartache of Wetherhold's emotional disasters ultimately became the M.O. of Quaid's performance. His preparation included gaining 25 pounds to mirror Lawrence's lumpy, gone-to-pot physique and even giving up smoking just prior to production so that he would arrive on the set as irritable and edgy as possible!

Once the character began to come to life on the set, the filmmakers were amazed that Quaid had ever balked at the role. “I thought it was really perfect casting,” says Michael London. “We could have cast a sort of obvious East Coast, Ivy League, snobby type but that would have been a lot less interesting because we've seen that so many times before. Instead, Dennis brings something new, a more populist American presence that broadens the scope of the film.”

About The Genesis Of Smart People

SMART PEOPLE is the story of an entire family coming-of-age, kicking and screaming the whole way. The head of the family, Lawrence Wetherhold, is having a colossal mid-life crisis. He's a venerable professor who can't connect with his students, a brilliant writer who can't publish his book, an aloof father who can't comprehend his equally smart children and a lonesome widower who can no longer remember the details of how love works.

Things are at a standstill in the Wetherhold household . . .until two events shatter the angstridden peace and change everything. First, Lawrence's adopted brother Chuck - a perpetual, overgrown adolescent - comes back into his life, looking for a place to crash while he gets his life together for the thousandth time. And then, against all odds, Lawrence does the unthinkable: he falls in love. As chaos breaks out on all fronts, Lawrence's brainy, blustering, well-armored defenses also began to break down - confronting him with the grouchy shadow of a man he has become and the parent, teacher and lover he once wanted to be.

The story of the Wetherholds first came to life in the mind of Mark Poirier, an acclaimed young American novelist and short story writer who is just starting to break into screenwriting. Poirier's two critically praised novels, Goats and Modern Ranch Living, explored the humor and anguish hiding within the surreal fabric of modern life in the Southwestern U.S.

But with SMART PEOPLE, Poirier wanted to delve into another insular, quirk-filled world with which he is quite familiar: academia. (Poirier has both attended and taught writing at Bennington College, Johns Hopkins University and Stanford, among others.) It's a realm that has been satirized and dissected in various ways throughout movie history - but Poirier was interested a different aspect of the academic universe: its family life and the volatile emotions and darkly funny situations that often hide behind the overblown self-importance and heady anxieties of the intellectual world. In the intellectually gifted Wetherholds he perceived a family at once funny and moving in their predicament of knowing so much - yet not really knowing one another at all.

The characters also cut close to the bone for Poirier. “When I was a kid, people used to call me `Old Man,' because I was very sort of grouchy and unhappy and a lot like Lawrence,” he explains. “Vanessa, his daughter, is also sort of an extreme version of who I was in high school - someone who was achieving a lot, but for all the wrong reasons. And Lawrence's son James and brother Chuck are the people I always wished I could be, you know, to be that cool and to dare to do what you really loved.”

Poirier's screenplay soon attracted the devoted attention of leading producers Bridget Johnson, whose films include such major critical and box-office hits as Jerry Maguire and As Good As It Gets, and Michael Costigan, who broke into producing with Brokeback Mountain and this year executive produced American Gangster. They in turn sent the script to Noam Murro, a native-born Israeli and one of the ad world's leading lights who had cut his creative teeth on award-winning spots for such companies as Nike and Adidas, and was named DGA Director of the Year in 2005. Murro was ready to break out into feature films, and searching for a story that would hit home, when SMART PEOPLE did just that.

“The story had a really specific and original voice, and when you read something with that strong of a voice, it's hard to ignore,” says Murro.

It was the semi-sweet mix of the sardonic and the heartbreaking in the piece that really set it apart for Murro. “I liked that it was about very serious themes, yet it addressed them very unassumingly,” he continues. “There's a wonderful poignancy to these characters, but at the same time they can be painfully funny. It's a story that invites you in without feeling too heavy. Although it's about a family that never really woke up from grief, the story doesn't take itself too seriously and, therefore, I think it allows you to get closer to some kind of truth. These aren't perfect characters - they're all quite damaged in various ways, but for me, that was a great place to start.”

Early meetings confirmed that Murro and the producers were on the same page. “Noam is extremely focused and really knows his own mind,” says Bridget Johnson. “We were always very confident that he would bring a unique visual style to the film, and that he would be great with the characters and the actors.”

Meanwhile, Mark Poirier was equally thrilled to hear that Murro was going to helm his story, having already encountered his work. “When I was teaching at Bennington College, I taught a course called `The Short Short Story' and we looked at some of Noam's ads and discussed how they are really like short films,” he recalls. “Now, I was very excited to be working with him.”

Murro and Poirier spent the next twelve months intensively collaborating on a new draft of the script, finding a very strong creative rapport. Meanwhile, Bruna Papandrea and Michael London of Groundswell Productions came on board. London, who had previously brought Rex Pickett's novel Sideways to the screen in an Oscar-nominated production directed by Alexander Payne and who also produced the family-angst comedy The Family Stone, immediately responded to the story.

“It had all the elements that attract me - films about families and real people, that are both funny and sad,” he comments. “Right away, I was sold on the script and on Noam. Watching his ad work, I could see straight away that he had his own voice and sensibility. His work was funny, human and interesting, all the qualities needed for SMART PEOPLE.”

London continues: “Michael and Bridget had spent years giving birth to this project and we found ourselves in the luxurious position of receiving it. I loved the script and the director and now it was a matter of getting the right cast together.”

Smart People Dennis Quaid, Sarah Jessica Parker, Thomas Haden Church, Ellen Page

Starring: Dennis Quaid, Sarah Jessica Parker, Thomas Haden Church, Ellen Page, Ashton Holmes, Christine Lahti

Directed by: Noam Murro

Screenplay by: Mark Poirier

Release Date: April 11th, 2008

MPAA Rating: None

Box Office: $4,092,465 (US total)

Studio: Miramax Films

Tagline: Sometimes the smartest people have the most to learn

Into the life of a widowed professor comes a new love and an unexpected visit from his adopted brother.

Professor Lawrence Wetherhold (Dennis Quaid) might be imperiously brilliant, monumentally self-possessed and an intellectual giant - but when it comes to solving the conundrums of love and family, he's as downright flummoxed as the next guy.

His teenaged daughter (Ellen Page) is an acid-tongued overachiever who follows all too closely in dad's misery-loving footsteps, and his adopted, preposterously ne'er-do-well brother (Thomas Haden Church) has perfected the art of freeloading. A widower who can't seem to find passion in anything anymore, not even the Victorian Literature in which he's an expert, it seems Lawrence is sleepwalking through a very stunted middle age.

When his brother shows up unexpectedly for an extended stay at just about the same time as he accidentally encounters his former student Janet (Sarah Jessica Parker), the circumstances cause him to stir from his deep, deep freeze, with often comical, sometimes heartbreaking, consequences for himself and everyone around him.

Rodolphe Guenoden - Kung Fu Panda

RODOLPHE GUENODEN (Supervising Animator / Fight Choreographer) began his work on DreamWorks’ animated adventure “Sinbad: Legend of the Seven Seas” as a story artist before segueing over to the animation department as the supervising animator on the character Proteus. Guenoden joined DreamWorks as the supervising animator on the character Tzipporah in the studio’s first traditionally animated feature “The Prince of Egypt.” He later went on to supervise the animation on the character Chel in the comedy adventure “The Road to El Dorado” and serve as an additional storyboard artist on the hits “Madagascar” and “Over the Hedge.”

Prior to joining DreamWorks, Guenoden worked at Amblimation as a supervising animator and story artist on “Balto.” He also worked as a senior animator on “We’re Back! A Dinosaur’s Story” and an animator on “An American Tail: Fievel Goes West.”

Hailing from Noyon, France, Guenoden attended C.F.T. Gobelins in Paris, France.

John Powell - Kung Fu Panda

British-born composer JOHN POWELL’s (Composer) list of film credits exemplifies his ability to transcend genre. Since moving to the United States less than ten years ago, he has demonstrated his unique talent by scoring over 38 feature films. His versatile talent can be heard in animated films, comedies, action films and drama.

Powell’s ability to compose in a variety of genres stems from the wide array of styles present in his early musical studies. By the time he reached his late-teens, he had already been exposed to soul, jazz, rock and world music, as well as having a deep classical music background from the age of seven courtesy of his father, a musician in Sir Thomas Beecham’s Royal Philharmonic Orchestra in London. In 1986, he began studies in composition at London’s Trinity College of Music. During his time there, his skill was recognized with both the John Halford and the Boosey and Hawkes Bursary Music College Prizes.

While at Trinity, Powell studied composition, percussion and electronic music, and experimented within the new medium of performance art. He joined the group Media Arts and, with longtime collaborator Gavin Greenaway, composed music and sound for the group’s performances. Although the group disbanded, Powell and Greenway continued to create many mixed-media installation pieces with artist Michael Petry in the following years.

Powell’s first foray into professional composing came soon thereafter, when he landed a job writing music for commercials and television at London’s Air-Edel Music. There, he met other composers including other Air-Edel alumni, Hans Zimmer and Patrick Doyle.

Later, with Greenaway, the two co-founded London-based commercial music house Independently Thinking Music (ITM), where they collaborated on more than 100 scores for commercials and independent films.

Powell shifted his focus away from commercials to longer form composition with the opera “An Englishman, Irishman and Frenchman,” also co-created with Greenaway and Petry. After a series of successful performances at the Germany state-funded art gallery, Powell moved to Los Angeles to take on more film projects.

Arriving in the States in 1997, he immediately scored two DreamWorks TV projects: the second season of Steven Spielberg’s “High Incident” and the pilot “For the People.” He also arranged songs composed by Stephen Schwartz for DreamWorks’ animated feature “Prince of Egypt” (1998).

It was Powell’s hair-raising score for John Woo’s Nicolas Cage/John Travolta blockbuster “Face/Off” that garnered critical acclaim. He composed one hour and forty-five minutes of riveting music, which utilized unresolved harmonies, tragic melodies and thundering percussion to build a heightened state of tension.

He has since scored a wide variety of films in different genres, including animated hits “Antz,” “Chicken Run,” “Robots,” “Shrek,” “Ice Age: The Meltdown” and “Happy Feet,” in addition to the actioners “Mr. & Mrs. Smith,” “The Italian Job,” “The Bourne Identity” and “The Bourne Supremacy.” His interest in musical diversity continued in the creation of scores for “Drumline,” “I am Sam” and “Alfie” (with Dave Stewart and Mick Jagger). He also scored the superhero blockbuster “X-Men: The Last Stand” and “United 93.”

Last year he completed the final segment in the Bourne trilogy, “The Bourne Ultimatum.” He also scored “Stop Loss,” “P.S. I Love You” and “Jumper,” directed by Doug Liman (“The Bourne Identity.”) This year he scored the animated “Horton Hears a Who!,” starring the voices of Jim Carrey and Steve Carell.

Powell is the recipient of two Ivor Novello Awards for “Best Original Film Score” from the British Academy of Composers and Songwriters for “Shrek” in 2001 and “Ice Age: The Meltdown” in 2006. He was nominated for a Grammy in 2008 for his work on “Happy Feet.”

John Powell lives with his wife Melinda and son in Los Angeles, CA.

Hans Zimmer - Kung Fu Panda

HANS ZIMMER (Composer) is one of the film industry’s most prolific composers, with well over 100 film scores to his credit.

In 1994, he won both an Academy Award® and a Golden Globe Award for his score to the animated blockbuster “The Lion King,” which also spawned one of the most successful soundtrack albums ever. Zimmer’s music for “The Lion King” continues to draw applause in the award-winning stage production of the musical, which earned the 1998 Tony Award for Best Musical, as well as a Grammy Award for Best Original Cast Album.
Zimmer has garnered six additional Academy Award® nominations, the latest for his “Gladiator” score, for which he also won a Golden Globe Award and earned a Grammy Award nomination. He has also been Academy Award®-nominated for “The Prince of Egypt,” “The Thin Red Line,” “As Good As It Gets,” “The Preacher’s Wife” and “Rain Man.” He earned his eighth Golden Globe nomination for his score for the worldwide blockbuster “The Da Vinci Code.” He had previously earned additional Golden Globe nominations for his work on “Spanglish,” “The Last Samurai,” “Pearl Harbor,” “Spirit: Stallion of the Cimarron” and “The Prince of Egypt.” He holds nine Grammy nominations.

Zimmer scored two of the biggest hits of 2007: “Pirates of the Caribbean: At World’s End” and “The Simpsons Movie.” His long list of film credits also includes the recent “Vantage Point,” “The Holiday,” “Pirates of the Caribbean: Dead Man’s Chest,” Gore Verbinski’s “The Weather Man,” the DreamWorks blockbuster “Madagascar,” the Warner Bros. hit “Batman Begins” (co-written with James Newton Howard), “Matchstick Men,” “Black Hawk Down,” “Hannibal,” “Crimson Tide,” “Thelma & Louise,” “Driving Miss Daisy,” “Mission: Impossible II,” “A League of Their Own,” “Black Rain,” “Backdraft,” “True Romance” and “My Beautiful Launderette.”
His upcoming feature scoring projects include “The Dark Knight,” the sequel to “Batman Begins,” the big screen adaptation of the stage hit “Frost/Nixon” and “Madagascar: The Crate Escape,” also for DreamWorks.

Erik Aadahl, James Baxter - Kung Fu Panda

Sound designer ERIK AADAHL (Sound Effects) hails from the San Francisco Bay area, and attended USC’s Cinema-Television School as a film production major.

Aadahl served as sound effects editor on a string of action films, including “Daredevil,” “X2,” “The League of Extraordinary Gentlemen,” “Elektra,” “Fantastic Four” and “The New World.” He also worked as sound designer on “I, Robot” and “Hide and Seek.” Most recently, he sound designed the international blockbusters “Superman Returns” and “Transformers.”

Erik has been nominated for four Emmys and has won two Golden Reel awards.
“Kung Fu Panda” marks Aadahl’s animation sound editing debut.


JAMES BAXTER (2D Animation) was born in Bristol, England in May, 1967, and he and his family moved to Bishop’s Stortford six months later. He started experimenting on little animation tests with a 8mm camera at age 16.

After a one-year art foundation course at Cambridge College of Arts & Technology, James attended the West Surrey College of Arts & Design. He studied animation for one year before leaving to work on “Who Framed Roger Rabbit?” with Richard Williams in London. James started as an in-betweener and finished as an animator.

In 1988, James moved to Burbank, California, to work at the Walt Disney Company. There he worked on “The Little Mermaid,” “Rescuers Down Under” and “Beauty and the Beast,” as well as the short, “Tummy Trouble.” James took a two-year break to work in London at Passion Pictures and in San Francisco at Colossal Pictures, working on commercials for both. In 1992, James returned to the Walt Disney Company and served as a supervising animator on “The Lion King” and “The Hunchback of Notre Dame.”

James made the move to DreamWorks SKG in 1996 and animated and supervised animation on six feature films, including “Prince of Egypt,” “Spirit: Stallion of the Cimarron” and “Shrek 2.”

Since the beginning of 2005, James has been running his own studio, James Baxter Animation, in Pasadena, California. James Baxter Animation has produced several projects, including the hand drawn animation for the feature film “Enchanted” in 2007.

Kung Fu Panda marks Ethan Van der Ryn’s animation sound editing debut

Veteran sound editor ETHAN VAN DER RYN (Sound Effects) has enjoyed a fruitful and varied career, having won two Academy Awards® for his editing of Peter Jackson’s “The Lord of the Rings: The Two Towers” and “King Kong” and an Oscar® nomination for the recent runaway hit “Transformers” (all shared with Mike Hopkins). His work on all four of Jackson’s last films (“King Kong” and “The Lord of the Rings” trilogy) garnered BAFTA nominations, and the Motion Picture Sound Editors bestowed two Golden Reel awards to Van der Ryn for Best Sound Editing — Effects and Foley for his work on James Cameron’s “Titanic” and Steven Spielberg’s “Saving Private Ryan”; additional Golden Reel nominations were given to his work on Jackson’s “King Kong” and “Rings” trilogy, as well as the period action film “Pearl Harbor,” the superhit “X-men” and the special effects-laden “Dinosaur.”

Van der Ryn racked up his first motion picture credit working as assistant sound effects editor on Dennis Hopper’s “Colors.” He continued to edit sound on a myriad of titles, everything from thrillers and action films to family fare and Shakespeare. His impressive resume includes editing credits on: “Cadillac Man,” “Avalon,” “The Godfather: Part III,” “Terminator 2: Judgment Day,” “Bugsy,” “Single White Female,” “Toys” “The Getaway,” “Miracle on 34th Street,” “Nine Months,” “Jumanji,” “One Fine Day,” “Beverly Hills Ninja,” “Volcano,” “Armageddon,” “Halloween H20: 20 Years Later,” “A Midsummer Night’s Dream,” “Dogma,” “The Haunting,” “The Legend of Bagger Vance” and “The Ring Two.”

“Kung Fu Panda” marks Ethan Van der Ryn’s animation sound editing debut.

Kung Fu Panda: Nathan Loofbourrow

New Jersey native NATHAN LOOFBOURROW (Character TD Supervisor) knew that he wanted to work in the emerging field of computer animation after seeing the film “Tron,” when he saw how computers could play a significant part in the filmmaking process. Loofbourrow began his career working on video games at Z-AXIS and Radical Games. He went to work for PDI in 1998, and transferred down to DreamWorks Animation in 2001 to help construct the studio’s 3D pipeline.

Prior to “Kung Fu Panda,” Loofbourrow served as a character technical director of the groundbreaking hit “Shrek” and as Head of Character TDs on “Sinbad: Legend of the Seven Seas” and “Shark Tale.” In between projects he also worked with the character setup departments on “Shrek the Third” and “Bee Movie.”

Loofbourrow received his BS in Mathematics and Computer science from Carnegie Mellon University and his MS in Computer and Information Science from Ohio State University. He served as a Member of the Executive Board for the Animation Guild from 2004 to 2007. He also delivers guest lectures at universities throughout the world.

Kung Fu Panda: Dan Wagner

DAN WAGNER (Head of Character Animation) has worked on a majority of DreamWorks animated films since serving as an animator on the character of Older Moses in DWA’s debut feature “The Prince of Egypt” and on Tulio in the studio’s second film “The Road to El Dorado.” Next up, he worked as supervising animator on the title character in “Spirit: Stallion of the Cimarron” and on the character of Eris in “Sinbad: Legend of the Seven Seas.”

Wagner then served as an animator on PDI/DreamWorks&#