Atlantis: The Lost Empire (2001)

1. Hi, my name is Don Hahn.

2. I'm the producer of The Lost Empire.

3. This is Kirk Wise, co-director of Atlantis: The Lost Empire.

4. My name is Gary Trousdale, other director of Atlantis: The Lost Empire.

5. And for the next hour-and-a-half

6. we'd like to thank you for inviting us into your living room

7. and/or room where you have your TV

8. so that we can talk a little bit about the behind-the-scenes of

9. what went into the making of this movie.

10. It's funny, we started on this movie,

11. it took us about four years, four and a half years to make Atlantis.

12. It all started over Mexican lunch, up in Burbank, California,

13. with a big plate of chimichangas.

14. I think the first impulse was to make a big, fun, action/adventure movie.

15. And so the movie gets off with a bang

16. with this big, fun, action/adventure sequence

17. which, oddly enough, was not in the movie

18. till about a year-and-a-half before the film came out.

19. Originally, the movie started with a sequence about

20. a bunch of Vikings searching for the location of Atlantis

21. aided by The Shepherd's Journal, this ancient artifact that Milo uses.

22. And instead, we thought the movie would open stronger

23. if we started it with the sinking of Atlantis and...

24. If we could actually see Atlantis.

25. Here it is. Here's Atlantis in its heyday.

26. And more importantly, it was a chance for the audience

27. to get to know Kida a little bit.

28. We show the sinking of Atlantis

29. through the eyes of this 4-year-old girl, Kida,

30. 400-year-old perhaps at this point in her life.

31. There she is now.

32. And so when she re-enters the story

33. as a young woman, when Milo encounters her,

34. the audience has been prepped for it.

35. Curious as to, "Whatever happened to that little girl?"

36. "To that kid with the tattoos?"

37. One thing I've always liked about this opening sequence

38. was the sound design.

39. Nothing like starting off with a bang, literally.

40. Gary Rydstrom and the gang up at Skywalker Sound

41. had to be real inventive on this movie

42. and kind of show a lot of creativity in sounds,

43. like flying stone fish and hovering crystals.

44. All this elaborate display of sound effects designs

45. to create Atlantis and make you feel like you were really in a different place.

46. Gary Rydstrom has an interesting job.

47. He uses all these incredible computer-aided tools

48. to create his sound effects,

49. but sometimes he just takes the top of a toilet

50. and drags it across the sidewalk

51. and combines it with an asthmatic Chihuahua

52. - and somehow he can actually... - So do I.

53. Somehow you get the sound of a stone giant or a flying fish.

54. I just did that the other day.

55. I had a toilet chained to an asthmatic Chihuahua.

56. Just on a personal note. Yeah.

57. Now we go to present-day, 1914, Washington, D. C.

58. And one of the reasons for picking 1914

59. is we always thought it was kind of a crossroads

60. of a lot of things happening in that era.

61. Pre-World War I.

62. You had agrarian man meets industrial age man.

63. And you had the optimism of exploration going on.

64. And it seemed like a really logical time to set the movie.

65. Especially in contrast to Atlantis,

66. in contrast to the magic and myth of Atlantis.

67. 1914 gave us a rusty, steam-belching, sheet metal and rivets world

68. to show in contrast to the magic of the Atlanteans.

69. It's modern enough that we can say it has high technology.

70. But it's far enough back

71. that it does just have a little bit of a once-upon-a-time feel.

72. A lot of the stuff that Milo is talking about in this sequence,

73. the Atlantean power source

74. and how so many cultures around the globe had knowledge of Atlantis,

75. was based on our own research into the subject.

76. It's absolutely true, every word of it.

77. Except for the false stuff.

78. Except for the stuff we made up.

79. Yes, except for the stuff we made up.

80. It's a little bit of history with very liberal doses of imagination.

81. Now this Viking shield that Milo holds up

82. is kind of a remnant of the original prologue,

83. which had a group of Vikings

84. searching for Atlantis using The Shepherd's Journal as a guide

85. and they were destroyed by the Leviathan.

86. We thought the movie opened stronger by showing Atlantis

87. and featuring Kida.

88. Milo being kind of an archeology buff

89. and a linguist cartographer,

90. he knows all about these different cultures,

91. we thought, "It's still not a stretch for him

92. "to pull the language off of a Viking shield, " so we kept it.

93. It's also a chance to plug Michael J. Fox,

94. because when we were casting Milo

95. and trying to find out the person to voice this character,

96. he had to be kind of vulnerable,

97. but also heroic by the time the movie was over.

98. Also, funny, but also kind of warm.

99. And that's a pretty short list of actors.

100. Yeah, it's kind of a tall order to fill.

101. And Michael really combines all of those qualities

102. and brought so much of his own personality to it,

103. so much of his own humor.

104. We would write dialogue for the character,

105. and try to find a way to make it fit Michael's voice.

106. But he would always come in with a very fresh spin

107. or interpretation of a line,

108. and rewrite it slightly or just tweak it slightly

109. when he spoke it, to make it his own.

110. Also, seeing the chalk drawing on Milo's vest, always reminds me,

111. every time we had a screening, we'd get these notes from people,

112. saying, "Well, actually, if he rubbed up against the chalkboard,

113. "the X would be reversed on his chest,

114. "and when he turned around,

115. "it would actually be coming from the right."

116. Which would render the next gag completely...

117. Oh, it annoys people so much.

118. That's when you just say, "No, it's a cartoon."

119. Cartoon license.

120. Never mind the fact

121. that the photograph whirs into life in the following scene.

122. - Just the fact that that chalk drawing... - That's okay.

123. - ... was backwards... Oh! - That's all right.

124. His poor pith helmet.

125. There used to be extended sequences of Milo taking his pith helmet

126. on his journey with him,

127. it was kind of symbolic of his grandfather...

128. Yeah, the helmet played a more important role for a long time.

129. It was a speaking part for a while, actually...

130. His name was Pithy.

131. "Dear Mr. Thatch, due to your absence,

132. "the board has voted to reject your proposal.

133. "Have a nice weekend. Mr. Harcourt's office."

134. They can't do this to me!

135. Oh, the names of these guys...

136. These are all named after our favorite MAD Magazine characters.

137. Yes, we gave them names in the best

138. kind of Don Martin and Dave Berg tradition.

139. Their names are Fonebone, Kaputnik, Potrzebie and Freenbean.

140. Our little secret.

141. Mr. Harcourt, you gotta listen to me, sir!

142. Uh, sir?

143. There was another character in the basement, too.

144. It was... Milo had this little rat he hung out with

145. and somebody to talk to in kind of a Disney convention.

146. - Disney convention.

147. I'm going there now, I gotta run.

148. - In Anaheim at 3:00. - Yeah.

149. Didn't quite make it to the final cut, though, 'cause it seemed...

150. Yeah, it felt like we were getting Milo an animal sidekick

151. kind of out of habit.

152. And we were kind of parting company with a lot of things

153. that we typically did on these movies.

154. And the animal sidekick was one of them,

155. and we just decided, you know, why not let Milo tell his own story,

156. rather than always having to cut back to a little animal,

157. you know, to make a sad or happy face,

158. to tell the audience how they're supposed to feel for Milo.

159. If you reject my proposal, I'll...

160. Whoa!

161. I'll quit!

162. There's Washington, D. C.

163. Extensive research went into making that shot.

164. We did. We went to Washington, D. C.,

165. I mean, not only to look around museums and things,

166. but also get a sense of what the town was like.

167. That is a Disney mainstay. Kind of our good luck charm,

168. David Ogden Stiers as Mr. Harcourt, the museum director.

169. You want to go on an expedition?

170. Here. Take a trolley to the Potomac and jump in!

171. Maybe the cold water will clear your head. Heinz!

172. I'm home.

173. There was once an extended sequence

174. at the beginning of this scene,

175. where Milo comes into his apartment late at night,

176. where you hear him, outside the door, walking up the stairs,

177. and talking to a lady out in the hallway...

178. Yeah, the neighbor lady who mistook him for the super.

179. We have to talk about this Helga scene.

180. Yeah.

181. This Helga scene, this scene of Helga

182. was animated by Yoshi Tamura and his crew in Paris.

183. And originally, she used to hike the dress over her knee a little bit,

184. which was considered a little too risqué by some,

185. so we toned it down a little bit.

186. Now she just brushes some dirt off her knee.

187. Well, here we approach Whitmore's house,

188. based on the Gamble House in Pasadena.

189. Yes, a lot of the same architectural details

190. as that house in Pasadena.

191. You also notice that we transition

192. between several scenes and sequences with wipes,

193. which is basically that kind of dividing line

194. that comes from the side or at kind of a 45-degree angle,

195. and literally wipes from one scene to the next.

196. And that's a very old movie device that goes all the way back to silent film,

197. and is actually kind of a little bit retro now,

198. but seemed to fit in this kind of 1914 adventure story that we were telling.

199. Whitmore's got all kinds of unusual and interesting artifacts

200. in his study.

201. He's collected things from the world over.

202. He's got an extensive shrunken head collection.

203. His art collection is, at best, esoteric.

204. I mean, it includes things like, the Holy Grail and Excalibur.

205. And the biggest fireplace that I've ever seen in my life.

206. Now, here's a story that you may not know,

207. but the original voice of Whitmore was none other than Lloyd Bridges.

208. Yes, a very early sequence featured Lloyd Bridges

209. as the voice of Whitmore, but he, sadly, passed away.

210. He did. But, boy, we got to meet him, and he was fantastic.

211. Really great, great guy.

212. And John Mahoney came in, then, and revoiced and replaced Whitmore.

213. We had to rewrite a lot of the material,

214. and gave us a great energetic character,

215. mixed with Shawn Keller, who gave us the animation of Whitmore,

216. to create this nutty, robber baron kind of forward-thinking kind of guy

217. that was gonna bankroll the expedition.

218. The Shepherd's Journal, you know, is an interesting device.

219. A lot of people say, "Oh, we're so happy you used the idea

220. "of The Shepherd's Journal in the movie,

221. "because it's an ancient document, "

222. and we said, "No, no, it's completely bogus. We made it up."

223. And they can't believe it, 'cause it seems like it's so real,

224. but it's actually something, along with Tab Murphy,

225. our screenwriter, came up with.

226. He came up with that.

227. Actually, a whole history of that book was written,

228. and, you know, there's a museum plaque dedicated to it.

229. None of it shows up in the movie, of course,

230. but it's helpful to have that in our minds, anyway.

231. Wins it a little authority.

232. At least somewhere.

233. - For what it's worth. - A little authority.

234. Speaking of a little authority...

235. You'll notice that Mr. Whitmore has a pair of coelacanths

236. swimming around in his aquarium.

237. It's an ancient fish that was presumed to be extinct at that time,

238. until they caught one in the 1930s off the coast of Madagascar.

239. They've caught, like, 15 or 20 since then,

240. but these pre-date that discovery by a good 15 to 20 years.

241. There's a beautiful and subtle special effect going on here, too,

242. where you get all of the moiré kind of ripple patterns from the tank,

243. playing across not only the fish and the tank,

244. but also across Milo and Whitmore.

245. And it's just a study in the subtle use of special effects

246. to make the characters feel like they're really in the scene.

247. So, finally, I got fed up and I made a bet with the old coot.

248. This was always a sure-fire laugh coming up here.

249. "... not only will I finance the expedition,

250. "but I'll kiss you full on the mouth."

251. Imagine my embarrassment when he found the darn thing.

252. I always liked the fact that it's actually like

253. the photo was snapped like one second after the funny image

254. of two bristly, bearded old men having to kiss each other.

255. That is comedy gold.

256. And they wouldn't restage it for the photographer.

257. They absolutely refused.

258. "Can you do that again?" "No, absolutely not."

259. Your grandpa was a great man.

260. This was a really nice little scene that Shawn Keller did.

261. Shawn Keller, who has got to be one of our favorite animators.

262. He animated not only Mr. Whitmore in this sequence,

263. but he was also the lead animator on Cookie that comes up later in the film.

264. And he's a really unusual animator.

265. He's very fast, and he does most of the drawings in the scenes himself,

266. he needs very little help from assistant animators,

267. but he always is a very, very entertaining guy.

268. what you're proposing, you're gonna need a crew.

269. Taken care of.

270. You'll need engineers and geologists.

271. Got 'em all. The best of the best.

272. I like the fact that Vinny, in this shot, has his prison uniform on.

273. - His prison garb.

274. Once again, a picture's worth a thousand words.

275. - He busted out. Yeah. - Says a lot about Vinny.

276. Now, here's a little piece of subtle foreshadowing.

277. You'll notice that only half of Rourke's face

278. is visible in those dossiers.

279. - What would that mean? - So this is a character who will

280. - turn out to have a secret. - A hidden side.

281. - A hidden side. - Get it?

282. - I have a hidden side. - More ham-fisted symbolism

283. from the folks who brought you The Hunchback of Notre Dame.

284. Actually, I totally missed that one.

285. - I did, too.

286. - Really? Did we do that? - I was clueless.

287. Are we smart or was that an accident?

288. It could be either.

289. - Taken care of. - My clothes?

290. - Packed. - My books?

291. - In storage. - My cat?

292. And there's Fluffy.

293. Fluffy will be spun off into a television series of his very own.

294. People loved Fluffy so much. There was this big debate

295. after some early screenings of what happened to Fluffy,

296. because he didn't show up at the end of the movie,

297. and cat lovers everywhere were appalled.

298. No, I actually insisted that he...

299. Added him at the end of the movie?

300. Yes, we made sure he was at Whitmore's,

301. where Whitmore took good care of Fluffy.

302. That's right.

303. Boy, I am so excited...

304. Fluffy's Super Power Hour will be on ABC this fall.

305. Fluffy, Elvis and Bigfoot.

306. Carrots. Why is there always carrots?

307. I didn't even eat carrots.

308. This line of Milo, after he throws up off the edge,

309. was actually an ad-lib from Michael J. Fox.

310. Which killed us in the booth. We thought it was hilarious.

311. "Carrots. Why is it always carrots?"

312. I need to, uh, report in?

313. Yes, Mr. Thatch?

314. It's you!

315. Blondie, I got a bone to pick with you.

316. The late, great Jim Varney.

317. Yes.

318. Those of you who may want to look closer

319. as to what is actually written on Cookie's chuckwagon,

320. it says, "Today's special, shut up and eat. And no seconds."

321. Jim Varney was a dear man to work with.

322. And he gave us so many ad-libs and so much material to work with,

323. you could actually make a Cookie movie out of all the stuff that he used.

324. He had songs and jokes and just everything. He was fantastic.

325. We'd usually have about five lines to record,

326. and we'd book about three hours,

327. just because Jim would keep us so entertained

328. with stories and songs and jokes and anecdotes.

329. Really made the character come to life.

330. The reveal of the submarine

331. is probably one of the more complex shots

332. on the film, although it may not seem like it.

333. We used a technique called Faux Plane,

334. which allows you to take a traditional background

335. and bend it and shift it slightly.

336. It's almost not 3-D, not 2-D, it's kind of two-and-a-half-D,

337. which allows you to shift this perspective of the scene.

338. So, in the reveal of the submarine, the perspective shifts slightly,

339. and you also have three-dimensional computer-generated vehicles

340. and characters marching up and down on the kind of gangway

341. onto the left of the submarine.

342. And it made for a very complex, but very beautiful shot.

343. Whenever Don Novello would come into our sessions,

344. we would always send him the script pages a couple of days in advance.

345. He'd always come in with a lot of little notes in the margins,

346. which made us very, very happy,

347. because that meant he had some ideas.

348. Yeah, Don Novello is kind of a comedic equivalent of a jazz musician.

349. We would write a line, and then he would just

350. come up with endless variations and permutations

351. and just funny little riffs on the idea that were all his own.

352. We eventually learned that

353. it didn't really pay to write lines for Don,

354. just write kind of where you wanted him to go.

355. - Yeah, just the general area... - Topics.

356. Topics to hit upon and he'd fill it in.

357. It made our job easier.

358. Lieutenant, take her down.

359. Diving officer, submerge the ship.

360. - Aye! - Make the depth one-five-zero feet.

361. We're building up to the submarine drop shot,

362. which is one of my favorite shots in the movie.

363. This shot, I think, also began its life as a test, didn't it?

364. It did, yeah.

365. We tested it, probably, two, three years before the movie came out,

366. just as a motion test and then refined it into what you see here,

367. which is a gorgeous, probably the longest shot in the movie.

368. It probably runs a little over a minute.

369. That shot is also really a good example

370. of what a hybrid film Atlantis is.

371. We've got a digitally-created submarine,

372. inside is a traditionally-drawn Milo,

373. drawn in the old-fashioned way,

374. the way studios have been doing it for 70-75 years,

375. he's surrounded by a cast of digital extras

376. who've been animated by our computer graphics department.

377. There are computer-generated bubbles

378. that trail out of the submarine

379. as it passes camera,

380. but there are also hand-drawn bubbles

381. that come up towards the left side of the screen,

382. just as the shot finishes.

383. So it really shows you kind of what a hand-in-glove

384. operation Atlantis was,

385. the way we integrated traditional and 3-D animation.

386. You have disturbed the dirt.

387. Well, here's an interesting character.

388. Early on, there was an idea of a mineralogist-geologist.

389. They were headed to the center of the earth,

390. it made sense to have some sort of rock guy along

391. and he was a pretty straight character in the early concept drawings.

392. But then one of our storyboard artists, Chris Ure, came up with an idea

393. that was very similar to what's on the screen here.

394. Yeah, originally, he was just kind of

395. a stuffy and snooty professor-type.

396. You know, he had the same stature, he was a little guy, a little rotund guy.

397. But it was Chris Ure, the storyboard artist,

398. who came up with a big matted fur coat

399. and the odd contraption and headgear with the extendable eyeballs.

400. That all came out during the storyboard process,

401. and completely affected the personality of the character.

402. Then Tony de Rosa, one of our ace animators,

403. picked up those designs and made it into the animation you see here.

404. Dr. Sweet was also a little bit of a departure.

405. He's probably the first African-American character

406. we've had in our films,

407. mainly because, for the first time,

408. the plot kind of demanded that we have an eclectic team

409. of explorers along and it made sense to have

410. this character on board for the ride.

411. We thought it would also be more interesting.

412. We wanted the team to be kind of an international team

413. that Whitmore would have brought from all over the world.

414. His main priority would be that he wanted the best in the business.

415. He wouldn't care about age, race or sex,

416. and it also made the movie more visually interesting

417. to have a much more diverse cast of explorers.

418. Uh-huh, nice meeting you, too.

419. There's Mrs. Packard, voiced by Florence Stanley.

420. Hold on a second, Margie, I got another call.

421. Sir, we're approaching coordinates.

422. She had this wonderful, just wonderful, monotone, dry delivery.

423. It just made every word out of her mouth sound funny.

424. Welcome to the bridge, Mr. Thatch.

425. All the great gadgetry and brass gizmos all over the submarine

426. were inspired by a trip we took to a real submarine

427. that was moored outside Baltimore.

428. - Looked exactly like this. - Exactly like this. Yeah.

429. But way smaller and a lot more cramped.

430. Yeah.

431. Without the big glass ball in the front.

432. There's an effect coming up here, which I've always liked.

433. So I think I'll talk about it now.

434. It's when Milo stands in front of the screen here

435. and he's gesturing to some of the Atlantean writing

436. and the projector, the magic lantern projector still projects

437. imagery onto not only the screen, but onto Milo,

438. and it's a neat little trick that Chris Jenkins, our artistic coordinator,

439. and Marlon West, our effects supervisor, came up with,

440. and it allows the projection that's on the screen

441. to actually bend around Milo's shape.

442. The computer helps us define a volume for Milo,

443. and then the projection can actually play off of Milo,

444. as well as the screen, to make you feel like he's standing in front of the screen.

445. Milo, the fastest drawer in the west.

446. Milo's magic drawing board, we called those.

447. We sort of joked that this was like those old commercials,

448. where they show you a diagram of your stomach,

449. just to show you how an antacid works.

450. Early on, Gary did a drawing of a toilet tank, actually,

451. to explain how to get to Atlantis.

452. That was for our executives...

453. Go through the grease trap in your sink

454. and surface in an air pocket.

455. who could not understand why Atlantis would be dry,

456. even if you went down to get it with the submarine.

457. So the grease trap model worked to explain it to people

458. that we were pitching the movie to,

459. but then we ended up putting it in the movie

460. to actually explain to the audience what was happening.

461. This is our first glimpse of the Leviathan,

462. who is one of the stars of our show.

463. And he's an all-CG character that was designed

464. by a great production designer named Matt Codd.

465. It's a huge kind of bio-mechanical guardian of Atlantis.

466. Back to this drawing of the Leviathan

467. hovering over the top of the Viking longboat on the North Atlantic,

468. and that was the first time that the directors pointed to it and said,

469. "Oh, like that, please."

470. And he did some further drawings to kind of flesh it out

471. and figure what the details of the Leviathan were in the scale

472. and that became a road map for the CG or computer graphics guys

473. to actually build it.

474. It's a big, elaborate,

475. probably one of the most elaborate computer graphics characters

476. we've had in one of our films.

477. And it was a challenge,

478. because it had to coexist in the same scene

479. with a lot of traditionally-drawn elements

480. that were drawn with pencil and paper.

481. And so you have, once again, this hybrid movie,

482. which has a combination of traditionally drawn characters

483. and elaborate computer graphics characters, like the Leviathan,

484. existing side-by-side many times in the same frame.

485. We had four production designers on Atlantis

486. and they were largely people who had worked in live-action before.

487. Matt Codd, who designed the Leviathan and the submarine,

488. had worked on films like Men in Black and some of the Jurassic Park series.

489. Or people like Ricardo Delgado,

490. who had also worked as a live-action production designer,

491. but had a background in comics, as did Mike Mignola

492. and Jim Martin, who worked in live-action.

493. All these guys brought a lot of diversity to the look of the film.

494. I suppose we knew early on that if we wanted a big, action/adventure movie

495. with a lot of hardware and a lot of cool factor to it,

496. we needed to have somebody come in and help us to design those things.

497. And then, of course, the amazing Dave Goetz

498. helped to pull that all together into an art direction style

499. that looked cohesive, as though one person did it all.

500. The design of the special effects,

501. like the explosions and energy blasts, are particularly nice

502. and Marlon West was working hard to capture the flavor

503. of some of Mike Mignola's comic book work in the effects themselves,

504. so when there's a crackle of energy,

505. it's usually surrounded by what Mike Mignola used to call "Kirby dots, "

506. named after Jack Kirby, the comic book artist

507. most remembered for his work on the Fantastic Four or...

508. "The Comic Book King," some would say. "King Kirby."

509. Fantastic Four, Mighty Thor,

510. and he always drew huge blasts of energy

511. with all these little black dots in the middle,

512. which on a static page would give you

513. the feeling of activity and motion and kind of a crackle

514. and Marlon West and his guys turned that into reality.

515. How do you make that move?

516. So they devised a way to get

517. these flat, graphic, static shapes

518. and animate them in a way that was convincing.

519. It's, I guess, the number one thing you're looking for.

520. In working on Atlantis, we looked at a lot of great action-adventure films

521. and paid particular attention to how the camera was used.

522. And how a lot of excitement could be added to an action sequence

523. by the insertion of handheld camera shots.

524. And duplicating that type of live-action feel in animation is a tricky business

525. and Ed Ghertner, our head of layout, and Tom Baker, our scene planner,

526. had to do a lot of tricks and juggle a lot of numbers to get that same feeling

527. in the animation of this particular sequence.

528. Bubbles are always interesting with us, too.

529. I remember, early on, we thought, "Gosh, we're gonna be underwater

530. "for a 10, 20-minute chunk here at the beginning of the movie

531. "and how do we get all these bubbles to make it look realistic?"

532. But our computer graphics and effects guys,

533. again, came up with a great way

534. to attach a tail of bubbles to a lot of these vehicles,

535. like you would attach a tail to a kite

536. and have those bubbles appear as contrails behind all of our vehicles.

537. Here's another amusing bit of action,

538. when one of those Aqua-Evacs

539. is forced into the ceiling of the grease-trap cavern and explodes,

540. one of the pieces of debris flying towards the camera

541. looks remarkably like a toilet seat.

542. That's because it is a toilet seat.

543. - That would explain it. - Oh, dear.

544. It could be a horse-collar, too, I suppose.

545. That's possible, too.

546. When we surface in this air pocket

547. in this vast underground grotto,

548. there used to be a protracted sequence here, actually,

549. where they off-loaded their vehicles on a series of barges

550. and then they were attacked by squid-bats,

551. these flying squid things that hung from the ceiling of the cave

552. and our explorers had to quickly set up a perimeter

553. of wires and defenses and put high-voltage through the wires

554. to try to defend themselves and make it into the caves.

555. And it just seemed like a real stage weight.

556. It was yet another monster attack after the previous monster attack,

557. just seemed a little too much

558. and it really felt like once they make it through this ordeal,

559. you kind of want to get the journey started.

560. So that we could get to more monster attacks.

561. Yeah, but that's different...

562. We have more monsters to find.

563. This was a place for the audience,

564. we thought, to catch its breath,

565. so that sequence was replaced with this little eulogy...

566. The funeral...

567. This eulogy and funeral that Rourke gives.

568. I think it's a nice little moment.

569. I love the lighting

570. and there's some really nice subtle animation on the characters.

571. chances for survival rest with you, Mr. Thatch.

572. You and that little book.

573. We're all gonna die.

574. Okay, people. Saddle up.

575. Now, part of this expedition is the explorers had to make it to Atlantis,

576. not on foot, but in vehicles

577. and some of the vehicles you see only in a few shots

578. when they're loading up the submarine

579. and then they get tragically lost in loss of the Ulysses submarine,

580. but many of them make it to this scene, where you see not only the Digger,

581. which is the star, lead vehicle,

582. but also vehicles that correspond to some of the different characters.

583. Vinny, Sweet, they all have vehicles

584. that reflect their characters and also reflect the period.

585. The 1914 rusty sheet metal and rivets look of the explorers.

586. We thought everything they would have would be state-of-the-art,

587. but state-of-the-art for 1914.

588. So, even the Digger, which is a big piece of

589. quote-unquote hi-tech machinery,

590. looks more like a steam locomotive with tank treads.

591. Matt Suzuki, who was one of our

592. really brilliant computer graphics and visual effects guys,

593. helped design some of these vehicles

594. and came up with some early drawings for what the Digger looked like

595. - and some of these other staff vehicles. - Trucks.

596. Taking all the reference from the Henry Ford Museum

597. and books on Model As and Model Ts

598. and combining them with his imagination

599. and coming up with the barrel truck or the fuel truck.

600. Even the chuckwagon that Cookie drives

601. with his little mechanical mule named Gertie that he...

602. He's got a throttle that he works by hand,

603. but he also whips it for some reason.

604. And a big bug.

605. This sequence through the caves used to be a real monster parade.

606. Almost every five minutes, they would have some sort of encounter

607. with some sort of giant monster.

608. The big bug is a survivor of an earlier version of the movie,

609. where Milo stumbled upon the Atlanteans

610. that were actually hunting these cave bugs

611. and he disrupted the hunt and ended up riding the thing

612. for a little while by himself before he was thrown off

613. and almost into the arms of Kida.

614. Ultimately, it just became a question of screen time.

615. We decided to devote more screen time to Milo's story

616. and make this sequence about his relationship with the crew

617. and how they slowly warm up to him.

618. Atlantis is very much inspired

619. by those great adventure stories from the earlier part of the 20th century.

620. The work of Jules Verne and H. G. Wells,

621. and even Edgar Rice Burroughs,

622. these great tales of explorers finding vast underground worlds

623. and fascinating artifacts in an underground city.

624. And so this sequence was really a chance for us

625. to evoke that atmosphere from those stories.

626. Very early on, the title,

627. Journey to the Center of the Earth came up

628. and we read Jules Verne's book and it had some interesting stuff,

629. not least of which was the idea

630. that Atlantis might be down under the earth somewhere.

631. It's cold down there.

632. We used to have a joke that I always kind of miss,

633. where when they go through this ice cavern,

634. we cut to Mrs. Packard and Moliere and Vinny,

635. and one of them said, "Where are we?" And Mole said, "It's an ice cave."

636. Mrs. Packard would say, "I've seen nicer."

637. Thank you, folks, we'll be here all week. Thanks.

638. - Enjoy your steak. - Try the veal.

639. Thanks.

640. road flare.

641. Hey, too bad we don't have some nitroglycerin, eh, Milo?

642. Here's another example of a great Don Novello riff,

643. where we gave him this scenario, where he's stopped and ready to dig

644. and he may have to blow his way through the next tunnel,

645. but he doesn't have enough dynamite.

646. And he just came back with this really funny riff on road flares

647. and all the other stuff he had in his bag.

648. Yeah, and then the amazing Russ Edmonds,

649. the animator for the character of Vinny,

650. brought it to life. And it's funny, sometimes you think

651. animation is moving drawings around as much as you can,

652. but really great animators know when not to move drawings

653. and the character Vinny was an exercise in restraint.

654. The character of Rourke is that way as well.

655. Russ really understood the value

656. of underplaying Vinny's scenes, rather than overplaying them,

657. because the humor comes

658. from Don Novello's understatement and subtlety.

659. Hey, what'd you do?

660. Well, here's a little tribute.

661. We can talk about John Pomeroy here,

662. because this little scene of acting with Milo is John at his best.

663. It's a great riff by Michael J. Fox

664. and then John turns it into this wonderful, affable Milo scene,

665. where he's bragging in a Don Knotts way

666. about what he does for a living.

667. When we were working with Michael J. Fox on the soundstage,

668. talking about this sequence,

669. we compared it a little bit to a Don Knotts scene,

670. like in Andy Griffith, where Barney would puff himself up

671. and act like an expert on any particular topic

672. and Michael just ran with that, right down to

673. the very famous Don Knotts sniff and cinching of the pants,

674. which were very much inspired by him.

675. A lot of the grotto, where the fireflies reside,

676. started out with some early drawings by Ricardo Delgado

677. and then was refined by various designers along the way

678. and gave us a foundation for this next action set piece that's coming up,

679. but, first, we made camp for the night

680. and it's a chance to stop the expedition and learn a little bit more

681. about some of the characters that are along for the ride.

682. This is in the best Western movie tradition.

683. In all those great movies

684. about wagon trains making their way across the untamed West,

685. there's always a campfire scene,

686. where everybody gets to sit around and eat some chow

687. and learn a little more about each other.

688. And make flatulent sounds.

689. That was just a Blazing Saddles reference.

690. - That's true, yeah. - There's our homage.

691. could not resist.

692. Hey, Milo, don't you ever close that book?

693. Yeah, you must've read it a dozen times by now.

694. I know, but this... This doesn't make any sense.

695. This sequence is a nice example of just the art direction of the movie.

696. You can really see the comic book influence,

697. particularly Mike Mignola's influence on the design of the characters,

698. this flatness and angularity, and that same influence

699. is also in the design of the shadows on the characters

700. that are on the dark side of the characters

701. that aren't lit by the campfire.

702. Again, very, very sharp-edged.

703. Rather than blended and shaded.

704. You're just in it for the money.

705. Mrs. Packard smoking was always interesting,

706. because she's not the first or last Disney character to smoke,

707. but we were sure that she didn't glamorize smoking necessarily.

708. I don't think she's going to be

709. the spokesmodel for Philip Morris anytime soon.

710. Philip Morris, the voice of Dr. Sweet, that is.

711. - What a segue. That was great.

712. Not to be confused with Philip Morris,

713. Phil Morris, the voice of Dr. Sweet.

714. - That was a beautiful segue. - That was weird.

715. - No kidding. - Nope.

716. I got a sheepskin from Howard U,

717. and a bearskin from old Iron Cloud.

718. Halfway through medical school, I was drafted.

719. One day I'm studying gross anatomy in the classroom,

720. the next, I'm sewing up Rough Riders...

721. I love the fire in this sequence.

722. It's another tip of the hat to well-done effects.

723. It doesn't look like a wood fire, it looks like a petroleum fire or something.

724. The way it whips around and it's just well done.

725. In an oversized Sterno can.

726. Yeah, we figured there wouldn't be

727. any wood underground for a campfire,

728. so they would have to have a portable campfire, so...

729. "Go out and collect some firewood, would you?"

730. "Yeah, okay, where?"

731. So they actually had to design a little portable campfire

732. that we figured was fired by some sort of fuel...

733. Wax or oil...

734. some sort of petroleum product in kind of a big portable Sterno can.

735. He was like a father to me, really.

736. My parents died when I was a little kid, and he took me in.

737. What?

738. Some of the most unsung heroes of the animation process,

739. because you never really see their drawings on the screen,

740. are the storyboard artists.

741. We had a very small, but very expert team of storyboard artists

742. working on this movie.

743. This section in particular, we worked with writers early on,

744. and certainly Tab Murphy was a guiding light

745. to developing the structure for the story,

746. but later on, the task of getting the movie up on its feet,

747. goes to the story artists, and in particular, Chris Ure,

748. in this sequence, who had to craft a sequence

749. that was entertaining, but also expositional,

750. where characters got to tell us about their past and where they come from

751. and interact for the first time in this movie and yet still be funny.

752. So you have these little walk-ons by Mrs. Packard,

753. telling us that she sleeps in the nude,

754. which we recorded several different versions of.

755. And you get the sense of these characters bonding

756. and that's really the craft of the story artists,

757. to create characters out of this plot.

758. Forget your jammies, Mrs. Packard?

759. I sleep in the nude.

760. You're gonna want a pair of these.

761. She sleepwalks.

762. Well, as far as me goes,

763. I just like to blow things up.

764. Here's another great example of Don Novello and his gift of gab.

765. We would sell roses,

766. carnations, baby's breath, you name it.

767. Yeah, this was actually an example

768. where we wrote just generally,

769. "And then Vinny talks about his past," and Don came up with the rest.

770. So he would come up with things

771. and we would throw things from the booth that he could riff on

772. and it was a lot of fun.

773. of gas or what. Boom!

774. I love the idea that we really don't talk about Moliere's past.

775. No, it's all classified.

776. God knows what he did in his past,

777. but it's not pretty and we don't talk about it.

778. It involves holes.

779. His pajamas, by the way, are the same colors as the French flag.

780. He's very patriotic.

781. A lot of people have been asking

782. about the little stuffed animal he holds as well.

783. Yes, that's Mole's teddy mole.

784. It's like a little teddy bear, but it's shaped like a mole.

785. - These guys were fun. - Yeah.

786. The design of these masks was a kick.

787. We were trying to make them look otherworldly

788. and possibly not even human.

789. For the first few times you see the Atlanteans,

790. you're supposed to think, "What are those guys?"

791. We even had the animators

792. give them a very stylized form of movement,

793. a very quick and darting, almost animal-like movement.

794. Some of the animation in this movie was done in our Paris studio,

795. which is always amazing

796. 'cause these movies aren't made solely at our studio in Burbank,

797. they're actually a collaboration

798. between a number of people around the world.

799. And those masks in particular were really hard to draw.

800. I remember Juliet Stroud-Duncan, who cleaned up these masks,

801. went through pure agony

802. trying to get the perspective to work properly on them.

803. I've always loved this shot,

804. where the camera is actually with the swarm of fireflies

805. as they're bearing down on Milo.

806. Yes, we called that "The Late Night Firefly Cam."

807. I'm gonna kill him.

808. Thatch, go back to bed.

809. Get some water on that fire!

810. Again, more beautiful design work by the effects department,

811. were all these flames.

812. And more integration of three-dimensional computer graphics.

813. Vehicles, two-dimensional characters,

814. lots of visual effects, both hand-drawn and computer-generated,

815. all in the same frame.

816. Yeah, great examples throughout...

817. The shadow work on the vehicles

818. is done in 3-D, the 2-D flames,

819. there's practically still smoke that's just manipulated in the camera.

820. Oh, it just makes your head hurt.

821. Yeah, once again, we're constantly cutting back and forth

822. between traditionally-animated elements

823. and computer-generated elements

824. and often combining the two in the same scene.

825. And these guys in the back of that truck,

826. those soldiers back there, they were all digital as well.

827. This section coming up, where they crash into darkness,

828. was always an opportunity to do something funny

829. and it was Jim Varney that gave us a funny little riff one day

830. about being bit by one of the fireflies.

831. All right, who's not dead? Sound off.

832. Danged lightning bugs done bit me on my sit upon.

833. Somebody's gonna have to suck out that poison.

834. Now, don't everybody jump up at once.

835. We also had early roll calls in here.

836. In fact, there was a character in the film named Zoltan,

837. who was a mystic who was along for the ride

838. and for many years after he was cut from the film,

839. he still was in the scene telling everyone he was okay.

840. - "Zoltan, Zoltan, here!" - "I'm all right."

841. - Who is Zoltan? - Who the heck is Zoltan?

842. So if he did survive, he was killed off in this scene.

843. There's also a thing going on with the costumes of the characters.

844. They started out well-clothed with flak jackets and overcoats

845. and as the movie goes on, they slowly strip away layers,

846. so they're down to less and less.

847. It was a visual metaphor that

848. our art director and Gary and I came up with.

849. We always talked about this movie as being like peeling back layers.

850. The closer that our heroes get to the city,

851. the more kind of outer layers of their physical being,

852. like their clothing, are stripped away,

853. so, too, are the more outer layers of their characters

854. and you get to know really what's behind them.

855. Milo turns out to be much more of a hero than even he took himself to be

856. and Rourke and Helga obviously turn out to be much more sinister

857. than they had initially let on.

858. So it's again all about revealing layers and secrets within secrets.

859. This is an interesting scene, 'cause we were trying to...

860. In test screenings, Kida would pull back her mask

861. and all the kids in the audience would go, "Oh, that's that little girl from..."

862. Hear everybody murmur in the audience.

863. This was also a chance to set up some of the rules of the crystals,

864. that they actually had healing powers

865. and to hear a little Atlantean spoken again

866. to get the idea that these guys were living, breathing Atlanteans.

867. Very nice animation by Randy Haycock.

868. Hey, wait!

869. Now, coming up here is probably one of the main reasons

870. we did the movie in CinemaScope,

871. which is when you get to places like Atlantis,

872. you wanna really feel like you're there and it was a chance to have

873. the audience strap in alongside the explorers

874. and feel like they were actually there in Atlantis

875. and get that big widescreen,

876. big canvas look at what Atlantis looked like

877. and here's our first look.

878. This shot was actually done several times.

879. Earlier versions of the reveal of Atlantis seemed a little insignificant,

880. so the directors, late in the process,

881. said, "You need to go back in and create a reveal of Atlantis

882. "that has a little more awe and wonderment to it, "

883. and this was the result.

884. Lisa Keene, the head of our background department,

885. came up with this idea of Atlantis sitting on a table of water

886. and surrounded by waterfalls all the way around it

887. and it's like its own little eco-system,

888. where the waterfalls go down into the lava fields,

889. creating steam that goes up through the top of the cavern

890. and precipitates back down again

891. and creates its own little terrarium of weather down there

892. to keep the Atlanteans alive along with the crystals.

893. That also solved a lot of light problems for her.

894. Being head of the background department,

895. she was concerned about, "Where's the light and color coming from?

896. "We're in a cave all the time.

897. "Is there just a big blue glowing crystal that's gonna paint everything blue

898. "or can we do something else?"

899. And we said, "Sure, you can do something else."

900. We didn't tell her what,

901. so she went off and figured it out on her own.

902. This was her way of dealing with the problem.

903. What Milo's actually saying here is interesting.

904. First, he's repeating like a parrot

905. Kida's own Atlantean back to her, just to reassure her that he understands it

906. and he's trying to tell her that he's a friendly traveler,

907. but he doesn't quite have the grammar right.

908. She corrects his grammar for him.

909. Oui, monsieur!

910. Hearing the similarities in Atlantean

911. to other languages he's familiar with,

912. Milo tries Latin and he tries French, and then ultimately, English.

913. And he realizes that Atlanteans are these universal translators.

914. They can instinctively hear a language

915. and because their language is a root dialect

916. that all other languages sprung from, they have this ability to adapt on the fly

917. and speak any language that is spoken to them.

918. It's their superpower.

919. It's their superpower. Yes, indeed.

920. The language of Atlantis, if that's a root dialect,

921. we also wanted to take the architecture of Atlantis

922. and make it a root style or visual vocabulary

923. for what Atlantis might look like.

924. So we often talk about telling the story of architecture in reverse.

925. So if you took some of the great civilizations of the world,

926. the Mayans, the Egyptians,

927. whoever, the pyramid-building societies around the planet,

928. and devolve them one step,

929. you might get something that looked like Atlantis.

930. So you see remnants of Cambodian temples,

931. and Tibetan and Egyptian monuments

932. all put into the architecture of Atlantis.

933. The other thing you get in these beautiful scenes moving up to Atlantis

934. is another chance to take a breath and feel like you're really there

935. and James Newton Howard really helps us with that.

936. He created a score that wasn't just Western music,

937. in terms of violins, violas, cellos, brass,

938. but also went out and sampled a lot of world music sounds,

939. like Balinese... Indonesian gamelan orchestras,

940. and for these scenes going into Atlantis

941. had really exotic Tuvan throat singers chanting over the top of the score.

942. He went over to London and got a lot of exotic voice samples

943. to mingle them with the score

944. and give a sense that you were transported to Atlantis

945. not just visually, but also musically.

946. Here we have Leonard Nimoy, Spock himself,

947. as the voice of the old king of Atlantis.

948. You could say he's a teacher, but he's got no pupils.

949. - Very good. - Thank you.

950. Oh, boy, but in all seriousness...

951. One of the ideas that we had,

952. which we never really spell out for the audience,

953. was that the king was blinded

954. by that incredibly bright light that he looked at during the prologue,

955. as he was trying to shield Kida's eyes from it

956. and so the king is actually blind.

957. Mike Cedeno, the lead animator for the king,

958. actually spent time at the institute for the blind

959. studying people who are not sighted,

960. how they get around, how they move around,

961. how they deal with people.

962. Somebody who's not sighted, how is their body language

963. when they're conversing with people who are?

964. So he spent a lot of work on this.

965. There's also an idea of tattoos on the Atlanteans.

966. Part of getting a sense of a race of people that have been separated

967. from the surface world for many thousands of years

968. was trying to make them look different and exotic.

969. Some of that comes from their clothes, but some of it comes

970. from the dark color of their skin against their white hair

971. and some of it comes from the tattoo patterns,

972. which, although we don't talk about it in the movie,

973. creates some sense of hierarchy,

974. so the king is covered with these elaborate tattoos.

975. It was Mike Mignola who hit upon the ornamentation design

976. that you see in the carved stonework all around Atlantis

977. and in the tattoos themselves on the Atlanteans,

978. that it's part circuit board, part crop circle.

979. That was his design conceit.

980. at the edge of a crumbling city!

981. Cree Summer did the voice of Kida

982. and she really had one of the biggest challenges from our voice cast,

983. because she had to speak Atlantean,

984. but she also had to speak English

985. as though it were her second language.

986. So she would drive around Los Angeles in her car

987. with tapes in her cassette player

988. and listen to Marc Okrand's Atlantean dialect

989. to try to figure out how to speak Atlantean in a really natural way,

990. but then she would also have to speak English in a slightly affected way,

991. so it sounded like it wasn't really her first language

992. and she did a really spectacular job with it.

993. Again, Leonard's voice just gave the king so much authority and gravity.

994. And when he's playing this character

995. who's haunted by this terrible memory of the past, you really believe it.

996. Well, if he's hiding something, I want to know what it is.

997. - Someone needs to talk to that girl. - I will go!

998. Someone with good people skills.

999. Corey Burton did the voice of Moliere,

1000. and he was always good for comic seasoning.

1001. In this scene, Moliere is hopping up in the bottom of the frame

1002. and leavening this scene.

1003. Corey could give us so much strange, fun, cartoon energy,

1004. and the kids loved him.

1005. In all of our test screenings, little kids in the audience just loved Moliere.

1006. Okay, Milo, don't take no for an answer.

1007. "Look, I have some questions for you,

1008. "and I'm not leaving this city until they're answered!"

1009. Another great example of John Pomeroy animation.

1010. He captured a lot of the little nuances and gestures

1011. that Michael J. Fox would do during his recording sessions.

1012. John was usually on hand with a sketchbook.

1013. And would even have a videotape camera rolling,

1014. just so if there were any particular ways that Michael might use his hands

1015. or express some sort of idea, just in his body language alone,

1016. John could capture that in a drawing and incorporate that into his animation.

1017. This little section is kind of a tribute to the background painters.

1018. This whole area in Atlantis had to be very gorgeous

1019. and lush and seductive visually.

1020. And Lisa Keene and her team of background artists worked

1021. with Dave Goetz, the art director,

1022. to try to come up with this lush, tropical look for Atlantis.

1023. And they had to really struggle with the painting style,

1024. because it was posterized.

1025. That style that Dave Goetz wanted to achieve,

1026. which was not heavily rendered, but had facets to it.

1027. And in some of these scenes,

1028. it's some of the most beautiful background work in the movie,

1029. because it creates a real feeling of a romantic ruin

1030. in this lush paradise that you've never seen before.

1031. Nice gobos, too.

1032. Gobos being the shadow patterns that are cast on the characters

1033. as they walk underneath a bit of foliage or framework or something.

1034. The light's shining through it.

1035. It's all done with smoke and mirrors, actually.

1036. - It's all fake. - Sometimes people say,

1037. "What's the most challenging part of making a movie?"

1038. Or, "What was the most difficult sequence?"

1039. It's easy to point to the big, action set pieces

1040. and say, "Those were the hardest things."

1041. But a lot of times, a scene like this,

1042. where two characters are having to just act together

1043. is a real difficult challenge.

1044. And here you have John Pomeroy, who did Milo,

1045. and Randy Haycock, who did Kida,

1046. strutting their stuff and doing what animators do best,

1047. and that's creating great character performances on the screen

1048. with pencil and paper.

1049. Well, I'll tell you, it wasn't easy.

1050. If it weren't for this book, we never would have made it.

1051. Now some people can't believe

1052. that a culture can forget its own written language in 8,000 years.

1053. I forget my kids' names from week to week.

1054. And that's what we based this on, actually,

1055. - is Gary forgetting his kids' names.

1056. Like when Napoleon went into the Valley of the Kings

1057. and kind of discovered this amazing Egyptian thing,

1058. they obviously had no sense of what their culture was

1059. in terms of their writing and their hieroglyphs.

1060. People didn't write in hieroglyphics anymore,

1061. and they didn't know how to read them, either.

1062. And that was just a passage of maybe 2,000 or 3,000 years.

1063. Yeah. Yeah, that's it. How was my accent?

1064. Boorish, provincial...

1065. - And you speak it through your nose. - Yeah, gotta work on that.

1066. Here, let me show you something.

1067. A lot of these vehicles and a lot of the look of the Atlantean vehicles,

1068. again, come from our production designers

1069. and from Dave Goetz, who put a layer of art direction on top of them

1070. that made them all hang together.

1071. And they all have that kind of undersea vernacular to them,

1072. based loosely on fish and barracudas

1073. and guppies and things like that.

1074. Mike Mignola had some strong feelings, anyway,

1075. about the look of the Atlantean culture

1076. and felt like if it were supposed to hang together as a unique civilization,

1077. it would have its own look to it.

1078. And a lot of his early drawings gave us inspiration

1079. for things like the stone giants or these blind, flying, stone fish,

1080. and a lot of the look of Atlantis.

1081. Yeah, you got that right.

1082. This little section here of crashing the speeder bike

1083. is, I think, somewhat autobiographical

1084. for you guys. Didn't you have childhood experiences...

1085. - That was me. I remember...

1086. - My minibike experience. - I started up a minibike,

1087. and, of course, you know, turned on the gas instead of the brake,

1088. slammed it right into a wood fence.

1089. That's always good for a laugh. So, we put that in the movie.

1090. This scene coming up,

1091. of Milo and Kida climbing up to the top of this giant stone head,

1092. is a real tour de force,

1093. where everybody in the process had to weigh in and do their best work,

1094. not only character animators here but also scene planners,

1095. layout artists, background artists.

1096. Everything is at play here,

1097. including a lot technique and scene planning,

1098. that helps warp the background in the distance

1099. around a geometry that makes it seem like it's spinning around.

1100. And it's a combination

1101. of two-dimensional artwork in the distance,

1102. and three-dimensional computer-generated artwork

1103. in the foreground.

1104. And when all that works together,

1105. it creates a really interesting, sweeping camera move

1106. to, kind of, point out the fact that Milo is suddenly realizing

1107. he's in this place he's always dreamed about.

1108. The actual layout of the city of Atlantis,

1109. and by layout, I mean how it would look if you looked at it on a map,

1110. we based on the writings of Plato,

1111. a series of concentric rings and waterways that connected the city.

1112. You can see remnants of those rings and waterways in certain shots.

1113. Milo has this book bag with him most of the movie,

1114. and it was Marshall Toomey, who heads the clean-up department,

1115. who often cursed the book bag

1116. because sometimes it was on his right shoulder

1117. and sometimes on Milo's left shoulder,

1118. sometimes it was large, sometimes it was small.

1119. So, it's little details that make it difficult for our artists to follow through.

1120. Here's the only sign in the whole movie

1121. that can be translated directly into English,

1122. the sign above the tattoo parlor, which oddly says "Eat fish."

1123. I think it was supposed to be a fish stand

1124. and instead it turned out to be the tattoo parlor.

1125. We did a rewrite but we didn't tell the sign painter.

1126. Anne Marie Bardwell, who animated Audrey,

1127. did a great job here, just capturing what the audience is feeling,

1128. when they watch Cookie demonstrating his tattoos.

1129. Amusement and revulsion.

1130. Yeah, all at once.

1131. A lot of the creatures of Atlantis were designed by Ricardo Delgado,

1132. but also by Shawn Keller,

1133. who animated Cookie and Mr. Whitmore.

1134. He gave us a lot of really strange-looking creatures

1135. to populate the city.

1136. This is the last scene that was animated for the movie.

1137. And by "last," I mean really late in the process.

1138. We were actually mixing up at Skywalker Ranch.

1139. And the transition between these two scenes,

1140. where they're eating at the Atlantean dinner table,

1141. and then cutting to the Stormtroopers getting ready for the ambush.

1142. They never quite seemed to transition from one to the other very smoothly.

1143. - It was always too fast. - Too abrupt.

1144. And so we just hit upon the idea one day that,

1145. "What if Mole pops up and chews his food and lets out a big burp?"

1146. And it may seem silly,

1147. but it gave a nice period to the end of the sentence,

1148. where they are finishing their food.

1149. Tony de Rosa animated it in about two days.

1150. It was in color by the end of the week.

1151. - Yeah. - Yeah.

1152. This is another beautiful sequence

1153. from an art direction standpoint.

1154. I love the whole atmosphere here.

1155. Initially, the fireflies weren't a part of this.

1156. And at one point, we decided we wanted this to be a little more of a...

1157. We wanted to create a little more romantic atmosphere.

1158. So we gave Kida that staff with the globe,

1159. and we thought to ourselves,

1160. "What if they keep fireflies in that globe?

1161. "What if that's the way they light these little gourd houses?

1162. "The fireflies can actually be tamed and be used as a light source."

1163. So that gave us an excuse to add tones to the characters

1164. and have these little fireflies floating around this kind of moonlit pool,

1165. even though there's no moon.

1166. Pretty good! Pretty good.

1167. Good, swim good. Pretty good. I swim pretty good.

1168. Good. It is a fair distance to where we are going.

1169. Hey, you are talking to the belly flop champ.

1170. And there's the famous blowing-up-shorts gag,

1171. which every guy in the audience can relate to.

1172. Ed Gombert.

1173. That was Ed Gombert's gag.

1174. Again, every male who's ever been in a swimming pool,

1175. this is an autobiographical moment.

1176. That was his bit,

1177. where Milo's trying to make an impression.

1178. Well, here's a spot where we instructed our effects crew

1179. to take the characters into a darker and darker area.

1180. They're going from kind of the moonlit pool

1181. into this subterranean, this underwater grotto that's dark.

1182. The only light source in here is Kida's little necklace.

1183. All this shadow work, which was all done in our Paris studio.

1184. That Marlon West, our effects coordinator here,

1185. actually keyed a lot of the other shadow effects

1186. for the rest of the movie off of these effects.

1187. It's really nice. It creates a great atmosphere here.

1188. We've not only got Milo and Kida swimming in this little air pocket,

1189. this little dome, which, by its very nature of its construction,

1190. forces the two of them together.

1191. So it's literally just two faces being forced close together,

1192. which gives it a nice kind of romantic quality.

1193. But the light from her crystal bouncing up around that little dome

1194. and underlighting their faces is another really nice touch.

1195. - The pool light. - Yeah.

1196. These two characters spend so little time together

1197. that this sequence had to serve as a number of masters.

1198. It was the exposition of the history of Atlantis, but also it had to be romantic.

1199. And like you said, the air pocket forced them together.

1200. The lighting had to be romantic.

1201. You had to feel like they were connecting a little bit.

1202. But the romance is purely sub-textual.

1203. This is about two characters solving a mystery together,

1204. a mystery that they're both interested in.

1205. And rather than the scene being about two characters falling in love,

1206. I think there's a little bit of...

1207. They've both got bigger things on their minds right now.

1208. Exactly. Yeah.

1209. I think right now, they've sort of fallen in like, not in love.

1210. Like these! Don't you get it?

1211. I like how Milo swims with his glasses on.

1212. It's kind of like Dancing with Wolves. Swims with Glasses.

1213. I think it's also inspired by real life.

1214. Yeah.

1215. Gary being a long-time glasses wearer...

1216. this important would have been in the Journal, but...

1217. Well, you know, you get out of the pool,

1218. and you're blind until you can stumble around and find those things.

1219. True.

1220. And he had to do a lot of translating.

1221. You have a nice swim?

1222. Okay, everybody's bad now.

1223. This really gave headaches to some of the boys upstairs.

1224. Well, we wanted Milo to feel betrayed here,

1225. and we wanted the turn on the characters

1226. to come as much as a surprise to him as to the audience.

1227. And here Milo was finally being accepted as one of the cool kids,

1228. and it turns out that the cool kids wanna go rob a store.

1229. - In a manner of speaking. - In a manner of speaking.

1230. I'm no mercenary.

1231. But it was very disturbing to some people that,

1232. "You've made us like all these other characters,

1233. "now they're bad."

1234. - And you said, "Yes, exactly." - Yes, that's right.

1235. They had to be bad to be redeemed in the scene later in the movie.

1236. Don, that was your favorite scene, as I recall.

1237. I felt very uncomfortable about that.

1238. - Also autobiographically speaking.

1239. Even when we added the funny anvil clank

1240. when Kida kneed that Stormtrooper, it hurt.

1241. I thought it was some kind of a battery, but we're both wrong.

1242. It's their life force.

1243. That crystal is the only thing keeping these people alive.

1244. You take that away, and they'll die.

1245. Well, that changes things.

1246. - Helga, what do you think? - Knowing that, I'd double the price.

1247. Helga kind of hints here at a sub-plot that's really not on the screen,

1248. but the idea of selling the crystals

1249. to the highest bidder on the surface world

1250. was, at times early in the movie, discussed,

1251. the whole pre-World War I plot.

1252. That if they did find this huge power source underground,

1253. it would be a commodity to be sold on the surface

1254. to whatever world power was willing to bid for it.

1255. That became less of a plot point in the movie,

1256. but it's hinted at a little bit in this scene.

1257. It's hinted at here and hinted at a little later.

1258. Yeah, we used to really sledgehammer that one.

1259. But that was back when Rourke and Helga had a thing going also.

1260. Yes. In one early version of the story,

1261. Rourke and Helga were having an affair,

1262. and Rourke was actually a German agent in disguise.

1263. - Oh, boy. - It was pretty melodramatic.

1264. It seemed like a good idea at the time.

1265. That's when you say,

1266. "Well, thank goodness these things do take four and a half years."

1267. Spread out! Search everywhere!

1268. You're not applying yourself, son.

1269. There's got to be something else.

1270. Well, there isn't. It just says,

1271. "The heart of Atlantis lies in the eyes of her king."

1272. Well, then maybe Old King Cole here...

1273. We spent a lot of time trying to figure out

1274. the entrance to the crystal chamber

1275. and the clues that might be laid out to lead you to the crystal chamber.

1276. In fact, in a really, really early version, Milo was given a dollar bill

1277. way back in the museum at the beginning of the film,

1278. and on the back of the dollar bill was a little pyramid

1279. with the eye of God on the top of it.

1280. And that used to be a hint to make it to the crystal chamber.

1281. None of that remains in the movie.

1282. Well, we learned that the pyramid with the eye

1283. didn't end up on the dollar bill

1284. - until sometime in the 1940s. - Many years later.

1285. But it's kind of vaguely here,

1286. the idea of the dot in the center of the A.

1287. Yeah, that's kind of the descent into that idea.

1288. Big, Atlantean ampersand.

1289. And no one will know what a Herculean chore it was

1290. to make sure that the tattoos on the king's head didn't slide around

1291. as he moved.

1292. My hat is off to the cleanup crew, Marty Korth and his crew,

1293. for trying to keep those tattoos straight.

1294. We were talking about Marshall Toomey's anguish

1295. about Milo's book bag, but...

1296. - Nothing compared to the tattoo. - Hurry. Get on.

1297. It was the tattoos on the king's head

1298. that almost made him kill us.

1299. That will be the last tattooed character I think you'll see for a while.

1300. Ed Ghertner, our head of layout,

1301. came up with this idea in the visual development process

1302. of a kind of elevator and hydraulic-powered thing

1303. that could descend you down into the crystal chamber.

1304. - He called it "the aqua-vator." - Aqua-vator.

1305. Everyone laughed it off and dismissed it immediately.

1306. And then later in the process, it came back...

1307. - We brought it back. - ... as the perfect solution

1308. to descend our team of heroes and villains to the crystal chamber,

1309. which lied right beneath their feet all the time.

1310. Thatch, tell her to wrap it up.

1311. We got a schedule to meet.

1312. The idea for the crystal chamber was kind of based

1313. on the idea that,

1314. although Atlantis was this huge world power,

1315. at its core was this very ancient crystal

1316. that this cave was built up around.

1317. And the palace was built around that,

1318. and the city was built around the palace.

1319. Again, the layer inside of layer inside of layer.

1320. The nesting doll theory that we had that, at the heart of all of this is

1321. this heart, this heart of Atlantis, this crystal power,

1322. that's hidden down in this very ancient cavern within Atlantis.

1323. - Now move it! - I don't know how to move it.

1324. This sequence in the crystal chamber, where Kida transforms,

1325. was storyboarded by Todd Kurosawa.

1326. And Todd's boards are very layout-friendly.

1327. His staging is really, really strong. So we pretty much stuck to the staging

1328. that Todd had in his boards for this sequence.

1329. What were some of the early inspirations

1330. for the king stones that orbit around the crystals?

1331. Didn't Hank Mayo do some early visual development?

1332. I believe he did.

1333. Almost like coffins of kings around this big place.

1334. Yeah, one of the early visual development ideas by...

1335. I think Marcelo Vignali did some drawings,

1336. and Hank Mayo did some drawings,

1337. that suggested that maybe literal sarcophagi of the kings

1338. would be guarding this ancient power source.

1339. And, eventually, that became these floating, stone effigies

1340. of the kings' faces. They're not necessarily coffins.

1341. They're just stylized representations of those ancient kings.

1342. And, in a way, they kind of contain their spiritual energy

1343. and serve as guardians for this crystal.

1344. This is another example of the mixture

1345. of hand-drawn animation and computer graphics

1346. in a way that the audience will never know and should never know.

1347. But the crystals are created with help of a lot of computer graphics,

1348. and yet the characters and a lot of the ripples in the water

1349. are drawn by hand.

1350. The rotating masks, or king stones, that rotate around the crystals

1351. are developed digitally with computer graphics animation.

1352. Now you see those ripples that are drawn by hand,

1353. but then the distortion of the water itself is done by the computer,

1354. so that you could get the rocks or the sandy bottom

1355. distorting underneath the water. It has that little bit of water ripple.

1356. Early on in the process, we try to take a day out of our schedule

1357. and record some music,

1358. really early, about a year away from the movie's release,

1359. just to experiment with the sound of the score.

1360. And this is one of the scenes James Newton Howard wrote early on

1361. to give a sense of what the Atlantean musical voice would be.

1362. Sometimes you record that music with the idea that you may discard it later.

1363. It's just an experiment, but in this case,

1364. the music was pretty stunning and bowled us all over,

1365. and, of course, stayed in the movie in every way.

1366. I love sequences like this that really just give the animation

1367. and the effects and the music just center stage.

1368. This is really just about the magic that those elements can do.

1369. And it's not about dialogue, and it's not about jokes.

1370. It's just about pure visual magic that you can achieve in animation.

1371. Wasn't this one of the first Kida scenes animated,

1372. that slow scene, where she turns around into camera?

1373. It was an early one, it was early in the process.

1374. I love the little glint on his glasses.

1375. It's little things like that that just make it that much better.

1376. It took a long time to develop the look

1377. of Kida when she was transformed into the crystal princess.

1378. Chris Jenkins, our artistic coordinator, and Ann Tucker,

1379. who was kind of our Jaclyn-of-all-trades

1380. when it came to creating effects.

1381. They were the ones that had to come up

1382. with a look for the crystalline Kida,

1383. where she would appear to be made of glass and semi-transparent

1384. and yet still work in with this flat, graphic, 2-D world

1385. that we spent the last hour trying to convince you, the audience, of.

1386. There was tremendous debate about the crystals themselves.

1387. Because the idea of Atlantean crystals is not original to us.

1388. It comes probably from Edgar Cayce, who was a 20th-century writer,

1389. who prophesied about Atlantis

1390. and wrote a lot of things about the history of Atlantis as he saw them.

1391. But in our storytelling process,

1392. it was difficult to communicate the idea of the crystals clearly

1393. at times along the way to everyone.

1394. Well, it's always tough to take

1395. what is essentially kind of a mystical idea

1396. and boil it down to a set of rules.

1397. We were constantly struggling back and forth

1398. between how much to explain and how much not to explain.

1399. Because if you explain too much,

1400. it starts seeming like an internal combustion engine,

1401. and it loses mystery. It loses...

1402. - Spirituality and magic. - Yeah, exactly.

1403. And if you explain too little,

1404. - it becomes too vague and confusing. - Too confusing.

1405. So it was always a constant struggle.

1406. It's always funny, 'cause people say,

1407. "Well, don't you think it was too sophisticated for small children?"

1408. And it was always just the opposite.

1409. It's the children that buy it.

1410. Kids are able to just take it on face value.

1411. And it was often the adults that would say,

1412. "Well, I really wanted to know more."

1413. And, as storytellers, you didn't really want to tell them more,

1414. because it loses its mystery, as you said.

1415. - It becomes smaller. Mmm-hmm.

1416. Let's move, people.

1417. That was an order, not a suggestion. Let's go!

1418. I like this scene of Audrey.

1419. Anne Marie Bardwell did a great job on getting Audrey to turn

1420. and side with Milo without speaking a word.

1421. And I think that's what's great about animation.

1422. You can do that. You can just communicate without words.

1423. I remember talking with Anne Marie

1424. before she started animating this scene.

1425. She's going to do the right thing,

1426. but she's not going to be happy that she has to do it.

1427. So she really had to play with several emotions at once.

1428. One was struggling with a moral dilemma.

1429. And two...

1430. Giving up what she wants.

1431. Resenting the fact that she had to do what was right.

1432. And everyone has been in that position before,

1433. where they know they have to do what's right,

1434. even if they're not happy about doing it.

1435. That would be under the heading

1436. of eating your vegetables at dinner.

1437. Yeah.

1438. and you pick now of all times to grow a conscience.

1439. We've done a lot of things we're not proud of,

1440. robbing graves, plundering tombs...

1441. There's a really interesting string of references here

1442. to Darwin and P. T. Barnum,

1443. things that I'm sure go over your average six-year-old's head.

1444. But were certainly appropriate

1445. for the time that this movie takes place in.

1446. Yeah, and kind of fun for the older members

1447. - of the audience to enjoy. - P.T. Barnum was right.

1448. And by the way, when he says, "P. T. Barnum is right, "

1449. that quote he's referring to is, "There's a sucker born every minute."

1450. And Rourke believes that the other explorers are suckers

1451. for falling for Milo's guilt trip and not taking the money.

1452. This scene visually explains the idea of the crystals

1453. as a power source, kind of the Atlanteans' plutonium.

1454. And if you take the crystals away, their individual crystals fail,

1455. and, in fact, the whole system of recirculating water

1456. and weather and everything else in Atlantis starts to atrophy

1457. - and go away and wind down. - It's all gonna wind down.

1458. And they might not die instantly, but nature's gonna take its course,

1459. and they're gonna be doomed down there.

1460. And, of course, in the early version of this,

1461. Mike Mignola wanted everybody to turn into desiccated skeletons,

1462. like, flying around on these stone fish.

1463. And that was the height of cool but...

1464. That would've been something.

1465. That would've been a little creepy.

1466. These zombie warriors going to war on flying stone fish.

1467. In Mike's words, he said, "That would be cool."

1468. they have some sort of healing energy.

1469. I've seen it work.

1470. Some really nice voice acting from Dr. Sweet here.

1471. Phil Morris gave us a great deal of humor as Dr. Sweet,

1472. but here he shows a much more sensitive side

1473. and a lot more kind of deeper feeling.

1474. And it's really nice. Just a nice, nuanced performance.

1475. One of our principal collaborators

1476. was our editor, Ellen Keneshea,

1477. and Ellen is a real unsung hero of the process.

1478. She works virtually on a daily basis with the directors

1479. refining the cut of the movie in its story sketch phase,

1480. but also every step of the way as the movie comes to fruition.

1481. But this is an area of the film

1482. where she really had a hand in creating this flashback

1483. and this story of the Atlanteans' history,

1484. using material from the rest of the movie

1485. to kind of retell that history visually.

1486. It's a real tribute to what Ellen brought to the film.

1487. And she's still on speaking terms with us, which is...

1488. - Remarkable. - Unbelievable.

1489. but it's power proved too great to control.

1490. This used to be an elaborate musical number.

1491. But we changed the lyrics,

1492. and had to rewrite them and eventually cut it out of the show.

1493. There's that bracelet.

1494. We learned a long time ago, actually, from Howard Ashman.

1495. From Howard Ashman, speaking of musicals.

1496. If you want the audience to remember something,

1497. show it to them three times.

1498. So you saw the bracelet once in the prologue,

1499. you saw it again in the flashback,

1500. and you see it again when Kida opens her hand towards the end.

1501. We struggled a lot with what the king should say

1502. as his last words.

1503. Return the crystal.

1504. Save Atlantis.

1505. Save my daughter.

1506. He, at one time, offered this very long kind of philosophical...

1507. You know, "We are the products of all of our ancestors' hard work."

1508. And, as an idea, it was nice,

1509. but in practice it just seemed a little heavy-handed and preachy.

1510. And we thought maybe his last words should be more personal.

1511. More about his daughter, rather than an abstract idea

1512. about what we owe our ancestors.

1513. This scene is another tribute to animators as actors with a pencil.

1514. There's a scene in here in particular,

1515. where Milo recaps the whole adventure up to a certain point.

1516. It's a real perfect tribute to what an animator does.

1517. In taking a voice as inspiration,

1518. taking a voice actor like Michael J. Fox as inspiration,

1519. and turning it into a performance.

1520. In this case, John Pomeroy turned this scene

1521. into this recap of Milo's life up to this point.

1522. And he took the videotape that we shot of Michael J. Fox

1523. on the set when we were recording it.

1524. He took stills and videotape of himself

1525. of John acting out this scene in his bathroom late at night at home

1526. and tried to print out stills of that.

1527. And then, ultimately, had to sit down with a blank piece of paper

1528. and draw it all and create this performance,

1529. and it's one of the most powerful scenes in the movie.

1530. John Sanford, our supervisor of story,

1531. not only supervised the story process but boarded a lot of the movie himself,

1532. including this scene where Milo comes out

1533. and basically says, "I'm going after Rourke."

1534. And he did it to a piece of music,

1535. a piece of temporary music he found from another movie

1536. that gave him a lot of inspiration and kind of a motor for the scene.

1537. It was a real building piece of music.

1538. It gave a sense of urgency

1539. that he was, like, mounting up the posse and going after the bad guy.

1540. And this scene, which was actually added

1541. fairly late in the process of the movie,

1542. gave a real engine to the last part of the movie

1543. and got the team of explorers and the audience all whipped up

1544. about the last act of the movie.

1545. There was a time when, for inspiration,

1546. we were looking at rallying speeches

1547. and inspirational speeches from great movies throughout time

1548. to see what...

1549. How does a leader motivate his followers?

1550. How does a politician motivate the people?

1551. How does a general motivate his troops?

1552. And Ellen Keneshea, our editor,

1553. put this compilation of inspirational speeches together,

1554. and what the speech finally came down to was,

1555. "I'm going after Rourke." Her point was,

1556. "Film is a visual medium. You wanna see it. Don't say it."

1557. Yeah, it was very funny. We had Braveheart cut back to back

1558. - with JFK cut back to back with Patton. - With Patton.

1559. And, finally, just to kind of put a fine point on it,

1560. Ellen, the last scene she cut in was from The Wild Bunch,

1561. where William Holden gets up, cocks his rifle, and says, "Let's go."

1562. And that's kind of where it went.

1563. That's ultimately what the sequence became.

1564. Milo says, "I'm going after Rourke."

1565. And it replaced about 10 minutes of dialogue.

1566. I always liked the intercutting here as a filmic device,

1567. where the good guys are on their way, the bad guys are trying to escape,

1568. and the checkerboarding of the editing.

1569. Building towards the big, climactic battle in the third act.

1570. There was discussion

1571. about what could euphemistically be called the level of activity

1572. that we would portray in a Disney animated film.

1573. We knew that we were making an action adventure,

1574. and, as such, that meant a lot of activity.

1575. A lot of guns going off, a lot of stuff blowing up.

1576. - Okay, I said it, all right? - Exactly. Fine.

1577. Well, it's a drama,

1578. and to have a drama, you wanna have dramatic bits.

1579. And it's hard to have a drama,

1580. where people are just talking at each other in a harsh tone of voice.

1581. You wanna actually physicalize that

1582. and show a level of action that makes it threatening sometimes.

1583. We always, inevitably, would show this movie to test audiences.

1584. And, quite often, we would ask the kids in the audience,

1585. "What was the scariest part of the movie

1586. "or the most intense part of the movie?"

1587. And they would cite either this climactic battle at the end

1588. or sometimes the Leviathan fight.

1589. Then we would say, "Well, what was your favorite part of the movie?"

1590. And they would say, "We liked the fight at the end."

1591. Or, "We liked the Leviathan."

1592. So sometimes scary or dramatic can be really fun for the audience,

1593. and certainly, in this case,

1594. we wanted to create a lot of cinematic fun for the audience.

1595. But as you said, it is supposed to be dramatic as well,

1596. and there has to be a level of threat

1597. and a level of intensity that you're gonna buy.

1598. These characters aren't just gonna have the seat of their pants lit on fire

1599. and run around for a bit.

1600. They could actually get really hurt or killed.

1601. And that's something that, if you don't take it that far,

1602. you're not gonna feel for the moment.

1603. Kevin Harkey, one of our storyboard artists,

1604. is brilliant at storyboarding action sequences.

1605. And this was his sequence,

1606. and he gave us just a really amazing job

1607. at choreographing this fight.

1608. On the written page, a fight like this might have said,

1609. "The heroes and villains lock in a perilous battle in a volcano shaft."

1610. Period.

1611. And what does that look like?

1612. Well, Kevin and a lot of people helped execute that on the screen here.

1613. Also, cinematography plays a big hand in it,

1614. and the directors worked closely with Ed Ghertner and a lot of people

1615. to create a sense of cinema and flying around

1616. and being right in this volcano shaft strapped in alongside the explorers.

1617. It's also a great example of Gary Rydstrom's sound design.

1618. He took what could have been just a cacophony of guns and mortar shells

1619. and really created something that flows really nicely.

1620. He tied the effects you hear

1621. specifically to the action that you see on the screen,

1622. and really carved out little spaces where you could hear the dialogue

1623. or isolate a certain effect so it had more impact.

1624. Just really artfully done.

1625. I also like Dave Goetz's contribution here.

1626. As art director, he's picking colors.

1627. You might think, "It's just obvious. They're underground."

1628. Well, there's a lot going on here.

1629. The bright red balloon for the villain

1630. plays well against the cool walls of the volcano shaft.

1631. Just the color choices here are pretty dramatic.

1632. Some of the choices that Kevin Harkey made,

1633. as far as the way Milo kind of throws himself

1634. into these ridiculously dangerous situations.

1635. He would sometimes ask himself, "Okay, what would Jackie Chan do?"

1636. "Well, Jackie Chan would leap off that flying fish

1637. "and grab onto the balloon and swing down on a rope

1638. "without any regard for his safety or what the consequences would be."

1639. So it was an inspiration.

1640. This section here was a living nightmare

1641. for Ed Ghertner and Tom Baker

1642. and the other scene planners and cinematographers

1643. and Chris Jenkins, our artistic coordinator,

1644. because the balloon kept going up and down

1645. throughout the sequence.

1646. It was losing altitude. It was starting to sink.

1647. And then Helga went over the side, and it would start to go back up again,

1648. - and then it started to go down. - Keeping track of the shots

1649. where it's supposed to be rising and supposed to be falling...

1650. Which direction is the background supposed to be going?

1651. just made people crazy.

1652. There were some really early iterations of this fight

1653. that actually took place on the ground after the balloon crashed.

1654. But it made it much more dramatic to stage it up in the air and...

1655. - To give Rourke an ax... - Yeah.

1656. - ... to grind. - Yeah.

1657. Thank heaven.

1658. The crystal didn't treat Rourke as nicely as it did Kida.

1659. Kida became this beautiful crystal princess,

1660. and Rourke, consumed by his own evil,

1661. becomes this hideous, faceted, energy-leaking beast.

1662. Because he was not pure inside as she was.

1663. No, he was not. No.

1664. He was consumed by wrath.

1665. Rage and evil. Wrath and evil.

1666. Plus, he's also not of Atlantean royal blood.

1667. Well, there's that. I mean, that's the fine print kind of thing.

1668. Under normal circumstances, the movie might be over right here,

1669. because the villain is defeated,

1670. - but not in this film. - But wait.

1671. There's more.

1672. Don't answer yet. We have a volcano.

1673. Well, it's a chance for Milo to strap on his heroism

1674. and show you that he really was made of the right stuff.

1675. This is a real talent display of hand-drawn effects,

1676. computer-graphics effects.

1677. Once again, showing the hybrid nature of the film.

1678. And a great moment for Milo, too.

1679. This is, again, Milo throwing himself into the face of danger

1680. and really being the hero.

1681. And you ain't seen nothing yet.

1682. Now you want a hybrid scene, here you go.

1683. This is, again, our deep canvas digital background that's painted.

1684. Painted kind of semi-traditionally,

1685. and then, in between, in the computer,

1686. augmented with traditional two-dimensional effects

1687. with a three-dimensional pod

1688. that a two-dimensional character is riding.

1689. And lots of music. I think there's lots of music.

1690. There is. We certainly have some, yeah.

1691. So the restoration of the crystals and Kida in particular to Atlantis

1692. sets us up for the big climax of the movie,

1693. where we kind of reanimate not only the power of Atlantis,

1694. but also these cool stone guardians.

1695. And the guardians, they're an idea that came from Mike Mignola.

1696. Yeah, we had all this great ancient statuary

1697. broken up and littered across the landscape of Atlantis.

1698. Kind of Easter Island style.

1699. Yeah.

1700. And it was Mike who suggested, "What if these are just the very tops

1701. "of these gigantic, large statues?"

1702. "Wouldn't it be cool if they could get up

1703. "and fight the biplanes?"

1704. Early on, we thought, "Yeah, they would be running around,

1705. "and swatting bi-planes out of the air, and fighting also."

1706. But, eventually, they calmed down.

1707. And we kind of hit upon the idea that they're the Atlantean defense system.

1708. Yes, they were the Atlantian missile shield.

1709. And when Kida's returned to the city,

1710. she kind of feeds the spiritual energy back into those king stones,

1711. and they all go up, and in turn, fire that energy into the stone giants

1712. and awaken the ancient, ancient Atlantean defense system,

1713. which we hinted at in the prologue.

1714. But all that stuff you see falling off,

1715. all the water and the trees and the bridges

1716. and all the debris that comes cascading off of the giants

1717. is done by hand.

1718. That's two-dimensional on top of a three-dimensional character.

1719. Again, it points out the use of the right tool for the right job,

1720. in this case, the computer was the right pencil, so to speak,

1721. to pick up, and create those characters with,

1722. 'cause they were very complex characters,

1723. covered with carvings and a lot of detail to their costuming,

1724. and the textures on them.

1725. So they were animated by our computer graphics guys.

1726. We always thought of this

1727. as being kind of the finale to a really great fireworks display.

1728. Just when you think a great fireworks display is over,

1729. - there's always one last kaboom. - Kaboom.

1730. And this energy dome and the wall of lava that hits it

1731. was our fireworks finale.

1732. Yeah, it kind of reprises the beginning of the movie, too,

1733. where you see this is their normal line of defense

1734. against attack by outsiders.

1735. And in kind of a bookending sense,

1736. we first saw Atlantis threatened by a wall of water,

1737. and then, again, we see Atlantis threatened by a wall of fire.

1738. So it's kind of this elemental, fire and water, symbolic, biblical thing.

1739. Oh, yeah, yeah. That was on purpose. Yeah.

1740. Here, Atlantis looks like a delicious dessert item.

1741. - Baked Atlantis, my favorite. - That's right.

1742. Until the outer layer cracks off here

1743. and reveals the beautiful restored city.

1744. This is the walls of the outer circle of Atlantis

1745. break away here, and the water floods out.

1746. And this kind of ties in to Plato's concentric circle idea, again,

1747. where the water level lowers...

1748. And this was a Mike Mignola idea, too, I think.

1749. Which was the water level lowers,

1750. revealing a city that's bigger and more beautiful than you ever imagined

1751. that was actually submerged under the water.

1752. And that waterline reveals it.

1753. And then you have the lovely, sweet scene

1754. of Kida and Milo getting together again.

1755. And, more importantly, this is kind of the moment for Kida,

1756. where she comes to some sort of closure

1757. about the disappearance of her mother.

1758. Somewhere, in whatever netherworld her consciousness was in,

1759. when she merged with the crystal,

1760. she encountered her mother, and her mother left her a gift.

1761. This was a relatively late addition to the story.

1762. And even if it's not spelled out 100%, I think it's a really nice moment.

1763. I think it's good to...

1764. - It's a bit of closure. - Yeah, to give Kida some closure.

1765. This kind of sets us up for our... It's almost a curtain call here,

1766. where this unlikely group of survivors, these explorers that made it together,

1767. get to go out and see Atlantis revealed for the first time.

1768. And it almost sets us up for a bow in this next scene,

1769. when you say goodbye to all these characters.

1770. In fact, it sets us up so well that here we are.

1771. We call this our Wizard of Oz ending.

1772. This is where Milo gets to say goodbye to the Tin Man

1773. and the Cowardly Lion and the rest of the gang.

1774. And what is that big thing that holds all the treasure?

1775. - That's a narwhal. - Narwhal.

1776. Yes, it's a big narwhal transport plane.

1777. And this is yet another Don Novello riff on a line of dialogue

1778. that was probably three words long, like, "I'll miss you, too, Milo."

1779. But he came in and gave us a good 20 minutes

1780. on how his florist shop was gonna close for August and...

1781. Truly a brilliant comedian.

1782. but I wanted you to have this.

1783. It's the bacon grease from the whole trip.

1784. This is the one

1785. sound-alike line that we have for Cookie.

1786. Yeah, believe it or not, this one line of dialogue about the bacon fat

1787. was done by a talented actor who came in.

1788. Steve Barr, wasn't he? Was that his name?

1789. Yeah, Steve Barr who came in and gave us a Jim Varney sound-alike

1790. after Jim passed away, but that's the only line that isn't Jim.

1791. This is the payoff to the movie.

1792. Early on, there was an idea

1793. that Milo had some sort of guarantee from Whitmore

1794. that he would get to come back and have his research funded.

1795. - A seat on the board. - A seat on the board.

1796. Some sort of contract with Whitmore to fulfill Milo's dreams in academia.

1797. In this scene, Milo would've ripped up that contract or given it up,

1798. which is pretty much what still happens here.

1799. Milo, instead of going up for a hero's welcome on the surface,

1800. he decides to keep Atlantis a secret,

1801. give up the very thing that he's wanted the whole movie,

1802. - and make that big sacrifice. - Yeah.

1803. Now, let's go over it again, just so we got it straight.

1804. - You didn't find anything? - Nope. Just a lot of rocks...

1805. This was really fun to design the costumes for our explorer crew,

1806. when they were all cleaned up and attending a formal dinner.

1807. Mole's sweater is a little tribute to Charles Schulz.

1808. Zigzag pattern.

1809. There's Fluffy.

1810. Yes, Fluffy the cat makes a return.

1811. It's pretty apparent, but all of the explorers have a little crystal shard

1812. somewhere on their person.

1813. Yes, they've refashioned their crystals into articles of clothing.

1814. Vinny's is an earring.

1815. Audrey's is a choker. Cookie has it as a tooth.

1816. At least he's in a better place now.

1817. And then Whitmore finds this little special package at the end,

1818. a little memento from their journey to Atlantis.

1819. Yeah, this was kind of inspired by

1820. that last scene in It's a Wonderful Life,

1821. where Jimmy Stewart reads the note from the angel.

1822. We wanted a moment kind of similar to that.

1823. This last sequence here is one of the most complex

1824. and highly debated in the movie.

1825. Highly debated because of the music and the tone of the ending.

1826. Obviously, it starts out with a memorial for Kida's father

1827. and then turns into a celebration.

1828. But not necessarily a typical happy ending celebration.

1829. And James Newton Howard wrote the music for this ending

1830. in a very heartfelt way that he felt that a movie would end,

1831. not necessarily an animated movie.

1832. Now, there's much debate about whether the ending music

1833. should be different than what it ended up here.

1834. We ended up going back to James' original instinct.

1835. Now, this scene you're watching right now

1836. is perhaps the most complex scene in the movie,

1837. or in fact Disney history.

1838. Even though it seems like just a simple pull-back.

1839. It's just a simple pull-back,

1840. which we now call the Don Hahn pull-back.

1841. Don works one into every movie.

1842. Thank you, ladies and gentlemen.

1843. He'd start close on

1844. traditionally 2-D animated characters and effects,

1845. and you pull back to the next block,

1846. and you see the building they're standing in.

1847. But you keep pulling back and keep pulling back,

1848. and now there's all these CG flying fish.

1849. And all the layout levels and the moving backgrounds,

1850. and now we're in the next state, and we keep pulling back.

1851. Yeah, it's a real tribute to everybody,

1852. 'cause it's a gorgeous background,

1853. beautiful scene-planning, layout,

1854. computer graphics, traditional animation,

1855. all thrown into one big stew in this last curtain-call shot,

1856. ending with the title, The Lost Empire.

1857. Well, there it is, The Lost Empire.

1858. And the movie is about a journey,

1859. but I think the making of the movie was as much a journey as the story itself.

1860. And animation is a lot like this story.

1861. You get together a team of the best and the brightest experts,

1862. in all of their respective fields,

1863. you kind of go out on this adventure,

1864. and try to accomplish what sometimes feels like the impossible.

1865. But it is a feeling of accomplishment,

1866. especially a movie like this, which was probably,

1867. for us anyway, one of the most ambitious movies we had ever made.

1868. And for a lot of people at the studio, they felt the same way.

1869. Not only the CinemaScope format,

1870. but doing a movie that was a non-musical,

1871. doing a movie that had a challenging art direction style.

1872. Well, this much of an integration of

1873. two-dimensional and three-dimensional artwork.

1874. You know, in the past, it had always been

1875. a clear delineation between the two,

1876. and we tried like crazy to make it so that you couldn't really tell

1877. where one dropped off and the other picked up.

1878. Along the way, too, you get a lot of happy accidents.

1879. I think, certainly our cast, we were so lucky to come across our voice cast.

1880. Probably one of the best ensemble casts we've ever had for our films.

1881. Absolutely.

1882. And they came to us in different ways,

1883. like Phil Morris, who did the voice of Sweet, was kind of...

1884. - He drove in a car. - He drove in a car.

1885. - Others arrived by boat. - Some by airplane.

1886. - No, no, no. - Some by surrey.

1887. And here's Mike Surrey.

1888. Mike Surrey, who animated Rourke.

1889. No, I mean, some of them came in and were placeholders,

1890. like Phil Morris, who did Sweet's voice, was kind of a placeholder,

1891. and he came in, and he made us laugh so much,

1892. we said, "This guy is Dr. Sweet."

1893. Stop the presses, let's go with him.

1894. And then Michael J. Fox, of course,

1895. who just deserves mentioning again and again,

1896. for breaking what we jokingly referred to as the Leading Man Curse.

1897. Typically, the leading men in our movies

1898. are always the least interesting.

1899. Everybody's always more interested in

1900. the talking warthog or the singing teacup.

1901. And while those are great, it was wonderful in Atlantis

1902. to have Milo take center stage.

1903. And the audience really warm up to him, and really like him.

1904. It really was. So, a chance to work with those actors,

1905. and just as importantly, to work with the animators who brought them to life.

1906. It's always amazing, as long as we've done this, to see

1907. those first tests of Milo, or the first tests of Audrey or Vinny or Moliere.

1908. When they move on a piece of paper, it's still magical, after all these years.

1909. One of the things that was unique about Atlantis is that

1910. the units for animators were relatively small

1911. compared to other movies we've worked on.

1912. Milo obviously had the largest crew working on his character,

1913. because he's in virtually every scene in the movie.

1914. It was about 12 animators, all led by John Pomeroy.

1915. Some of those,

1916. Tony de Rosa, Shawn Keller, Anne Marie Bardwell.

1917. They were one-man or one-woman operations.

1918. And it was our philosophy all the way through, in all the departments,

1919. to have the leanest, meanest, best people we could find

1920. in animation, layout, background all the way through,

1921. to try to make the movie, 'cause we knew that it was tough,

1922. and we knew we needed the best people in all those places.

1923. The other thing, too, was we work with collaborators

1924. from throughout the industry.

1925. James Newton Howard was as brilliant as they come,

1926. and a guy who was operating at the top of his game

1927. when we were making this movie, and gave us such great musical voices

1928. for the story on the screen. Sometimes we say he deserves story credit,

1929. 'cause he really helps us capture the emotions of moments,

1930. and take us to another place emotionally,

1931. that maybe we can't do with just the visuals on the screen.

1932. And then Gary Rydstrom,

1933. we spent four, five weeks up at Skywalker Ranch

1934. in Marin County, California, which was glorious in the first place,

1935. but also to work with that team

1936. of sound designers at Skywalker was equally glorious.

1937. I would find myself sitting in the theater

1938. with these guys who are the best in the business,

1939. and looking around this facility that George Lucas made,

1940. and thinking, "This can't be happening."

1941. "What am I doing here?"

1942. "What's wrong with this picture? What am I doing here?"

1943. But they were so creative

1944. in all the sound effects that they came up with for us.

1945. And just their use of all the speakers in the theater,

1946. to really envelop the audience, and really

1947. pull them into the story, there's no one like them.

1948. There's armies of unsung heroes when you make these movies.

1949. Production people, assistant production managers,

1950. people like Kendra Halland, our associate producer,

1951. Igor Khait, our production manager,

1952. and hundreds of others that just help wrangle

1953. the behind-the-scenes of making these movies.

1954. You can imagine putting 600 people into a room,

1955. and giving you a bunch of papers and pencils and computers and mouses,

1956. and asking them to make a movie, how chaotic that can be.

1957. And somehow, all those people bring order to the process.

1958. Also, just being able to bring a culture to life

1959. was something that, you know, you try to transport the audience

1960. to a different place when you make these movies,

1961. but to be able to get Marc Okrand to write a language,

1962. or to be able to get the great production designers like

1963. Mike Mignola, Ricardo Delgado, Matt Codd, Jim Martin,

1964. those guys who helped design the look of Atlantis,

1965. and give you a really unique culture to go visit was really special.

1966. You know, just to close, we thought we'd play a tribute

1967. to our good friend Jim Varney

1968. and kind of send you off with

1969. one of the really wonderful sweet songs

1970. his old grandpappy used to share with him

1971. - from the hills of Tennessee. - Here's to you, Jim.

1972. An homage to the late Jim Varney.

1973. So there it is, four-and-a-half years of labor,

1974. love, passion by 600 people,

1975. - and the Walt Disney Records people.

1976. It all boils down to 90 minutes of animated fun.

1977. At a theater near you.

1978. Hope you enjoyed the DVD.

1979. This is Don Hahn, the producer of The Lost Empire.

1980. - This is Kirk Wise, co-director. - And Gary Trousdale... Never mind.

1981. Here to say goodnight, and God bless.