The Making of Star Wars: The Empire Strikes Back (Enhanced Edition)

by Rinzler, J. W.

  “George renovated it to his specs,” says Weber. “Everybody in the creative group was up in Northern California and the business was to be in LA, which was merchandising, publishing, some of the marketing, too, because they had to deal with the studios every day.”

  “I was still working either on the lot at Universal Studios or in San Anselmo when the Egg building came in to being,” says Alsup. “That was during a period of time when Lucasfilm was growing. I thought the building was attractive, but I wasn’t there enough to feel at home. The Egg Company was the beginning of bringing in, unfortunately, unfriendly authoritarian nonfilmmaking executives. Our original, delightful, casual Lucasfilm was fading into a big-deal corporation.”

  “There was this us and them,” says Bloom. “There’s production and then there’s corporate. But it was very nice, you know. All the production people used to joke, ‘Well, it’s all about us, because without us there would be no corporate.’ ”

  “What changed is that the LA office kind of exploded and a lot of people got hired down there and they were then the ones who were pretty much telling me what to do,” says Lucy Wilson. “And all of a sudden I didn’t have access to George anymore and that was a big surprise. The person that I used to be able to say hi to and chat with—I couldn’t talk to him unless I had an appointment. And I never had a reason to have an appointment, because I wasn’t doing anything that serious. So here was this big thing that I was part of, but, in a way, I was less a part of it than I had been before.”

  “George became more and more isolated from the day-to-day interaction with people,” says Burtt. “And for people like me, who started out with a different ambience in the company, I found that hard to live with. But nothing stands still and the success of the company after Star Wars led to a lot of changes.”

  Interiors of the newly designed and restored Egg Company building, or Lucasfilm South, in Los Angeles, where much of the company’s merchandising, publishing, and marketing was handled.

  Production coordinator Miki Herman, Jim Bloom, and Kershner in front of a wall of storyboards at ILM.

  FOCUS ON ILM

  According to a cost breakdown report, ILM had upward of 600 shots to complete, 265 for the snow battle. Edlund’s count was lower, at “roughly 440 shots.” Either way, ILM was going to be hard-pressed. On the other hand, the effects facility already had about 66 shots in the can—a significant improvement over Star Wars, for which, at the same point in the postproduction cycle, ILM had completed 1 or 2 shots of its 360. Another comparison with Star Wars is significant: When principal photography wrapped on that film, they had about 138 scenes to complete—Empire, as stated, had 204.

  “The system that we have is capable of a very high rate of production in that we can program a shot in, say, 15 minutes, if it’s very simple,” Edlund says. “A really complex shot may take two hours to get the motion program down. Then we can photograph a black-and-white test, develop it in-house, and look at it immediately. If it looks good, then we go on.”

  “We had a whole production plan about how we were gonna go about doing the movie and what would be the most difficult stuff—and, of course, that all turned out to be totally backward,” says Warren Franklin. “That’s part of the whole process of visual effects, which is what keeps it exciting: You don’t really know how certain things are going to be done.”

  Storyboard changes naturally persisted, and ILM’s in-house notes tell an ongoing story of odds and ends coalescing. On September 4: “High-speed camera is going out for anodizing in a few days … New design for Rebel cruiser approved … Body for big walker being built … Will wait till slug is finished to determine look of asteroid tunnel shot … snow chipmunk puppet for snow planet sequence has been drawn up.”

  “I got to work at ILM because when we came back, Gary and I moved our offices into the ILM building itself,” says Alsup. “And that was extraordinary fun being right there with these creative special effects people.”

  The new plant at this point consisted of the main offices in front, followed by a long corridor that branched off on the right to a projection/conference/meeting room equipped for VistaVision and four-perf film projection. A camera room, the art department, and the film editing room were located farther down the hall; an L-shaped stage had three motion-control camera tracks. In the back of the building were the stills lab, optical compositing department, model department, and engineering shops. In the reception area hung a colored plaque showing a figure in top hat and tails waving a wand.

  But the building still had drawbacks: The air-conditioning in the front offices wasn’t working and, Herman notes, the “music is too loud in various departments. Please turn it down a bit and occasionally give it a rest.”

  “It was kind of a madhouse,” says Tom Smith, who had been hired to help run the facility. “People wearing dirty clothes and a wildness everywhere; people crazed from overwork. In fact, that was one of the big challenges, dealing with all these eccentrics. Jim Bloom really did most of the managing, although I did some managing, and I got to see how it all worked.”

  “Even when we moved up here, I maintained my contact with the union in LA,” says Peterson. “I thought, Well, it’s gonna be a one-shot deal. We’re gonna come up here, do Empire, then move back to LA. But within six months or so, I started to realize, Hmm, that’s not necessarily gonna be true; we’re gonna be here for a while.”

  “I remember saying to Dennis Muren, ‘Well, geez, should we top ourselves after Star Wars?’ ” says Steve Gawley. “I think we ended up saying, ‘Well, let’s just have fun.’ And I think that really showed in the work.”

  The film had to be completed by March 31, 1980. Editorial, however, needed the “bulk of effects material mid-January.” Two technical roadblocks stood in the way of that deadline: The “Empire camera still has bugs, but nothing fatal,” and the Quad optical printer’s progress had stalled.

  “For us in the optical department, which is where we’re putting everything together at the end, the most vivid memory I have is sitting around waiting for the printer to be built,” says Franklin. “It was over in the corner of the room for the longest time; but we needed it to finish the project because we were doing these composites in VistaVision format, which we really couldn’t use in the final film. George would wander in and look at this thing over in the corner, so it was becoming a really pressurized situation—we were way far behind and we were trying to build all this new equipment at the same time.”

  “It did become very obvious after a while that some crews were taking a long time, because they were designing equipment,” says Lucas. “Right from the very beginning of ILM, I was always saying, ‘Look, I don’t care if you have to use a black curtain and put ships on sticks. I’m not interested in getting a technical award. All I really want to do is get the movie made and I don’t care how we do it as long as it looks good.”

  For the director, the worst was over; the burden was now on ILM, though he would be advising them. “Kersh will be here Friday,” Miki Herman’s notes read. “Decisions should be run through George. George will be here at four o’clock daily. See Miki if you have questions for George.”

  “The pact was: We would never congratulate ourselves on having done a great special effect,” Kershner says. “In Star Trek, they do a 10-minute sequence in which they’re looking around going, ‘Ooh, aaah, isn’t the ship beautiful?’ We’ll literally throw away those shots. As a result, the story becomes paramount.”

  “A special effect without a story is a pretty boring thing,” says Lucas. “I’m worried about the shots, what they look like, what the quality of the work is—is it telling the story?”

  Kershner’s contract had noted that he “shall receive credit on all positive prints of the Picture (herein called ‘screen credit’) as the Director thereof in first position at the end of the Picture, subject to waiver by the Directors Guild of America, Inc.” Yet the official request for having the director’s credit at the
end of the movie—the waiver—seems to have been neglected as the months ticked by.

  Kasdan had also made a move to receive a director’s credit, as reported by Daily Variety on September 26, which stated that he would “direct his own original screenplay, Body Heat [1981], for 20th Century–Fox.” “Alan Ladd asked, ‘What is it that you want?’ ” Kasdan says. “And I said, ‘I have a story, which is called Body Heat; I’m going to write it and I’m going to direct it.’ And he said, ‘Well, I’ll make a deal for you to write it for me.’ ”

  The first ILM logo, by Pangrazio, for which Jon Berg posed (above). After being sent to Black Falcon, the logo was later modified by Drew Struzan (below). The logo hung in the front office.

  Gawley, Tippett, Ease Owyeung, and others joke around—pulling Jon Berg to some horrible fate (and keeping the idea of fun paramount at the effects facility).

  Edlund and Howard Kazanjian at ILM (on the wall is an enlarged still from a Kurosawa film).

  Stage technicians, or grips, William Beck and Edward Hirsh sprinkle microballoons to simulate snow on the Hoth miniature.

  Jon Berg and Johnston. “From the prototype, we built the finished walkers,” says Berg. “Tom St. Amand worked for many months to get the parts manufactured.”

  MECHANICAL HANNIBAL

  “For Empire, I think George had more confidence and he really wanted to raise the level of the work,” says Franklin. “The shots in the snow were very ambitious; no one had really tried to matte things over snow before.”

  Consequently, preparation for the walker shots had taken 10 months. “Once we had that prototype, we found out what the problems were,” Berg says. “Then we shot a lot of videotape and some film to find out how the thing would look most effectively and believably. A thing that’s 50 feet tall is going to move awful slow. So we shot a lot of test footage to work out our system for making it not only a machine but also a character. It is very anthropomorphic in its design.”

  While Muren had started planning in August, intense work on the walker shots would last through the end of the year and well into 1980. After the bluescreen tests had proved disappointing, the solution for many of the walker shots was to use, ultimately, about 15 different background paintings as snowscapes. Ralph McQuarrie created the first landscape for a key shot of five walkers stalking toward the Rebel base. Mike Pangrazio, whom Muren had recruited from the matte painting department and who was being mentored by McQuarrie, then took on snowscape duty; his largest panel would be 35 feet wide (Pangrazio had started in late 1978, just after his 21st birthday).

  “I animated on four or five shots that contained three walkers,” Doug Beswick says. “For the five-walker shot, the two background ones were just mock-ups, photo cutouts that move infinitesimally on a track. The legs of the cutouts had some small articulation to them.”

  “We could retouch a photo in 20 minutes, or take four days to build a model,” says Muren. “The choice was clear. But there was still real aversion to our final approach of using painted backgrounds, because people associated them with Green Acres [a 1965 sitcom] and The Beverly Hillbillies [1962]. But that’s just because they didn’t have the right artist to do it. One of the big issues was that Mike Pangrazio insisted on working from transparencies or photographs. He didn’t want to use his imagination. He said, ‘Every time I try to create something, it doesn’t look real. It looks interesting and takes on a style—but as a result, it usually looks artificial.’ ”

  “There were the technical problems with getting scale snow to look correct and not fly around,” Peterson says. “But there was a material called microballoons, which I’d encountered while we were doing Mount Hekla for Galactica. It’s an industrial material, hollow glass spheres measuring 26 microns—and there’s 10,000 microns per inch—so they’re incredibly small. You can’t actually see them. If you have a few of them, you can feel them with your fingers. So it’s a very good scale material for miniature snow. But the world makes only so many microballoons a year—they only came from 3M—so we bought just box after box after box of the stuff. Eventually, I had a person call from a company and say, ‘We wanna buy some of your microballoons.’ [laughs] We had bought up the United States’ supply for that three-month period.”

  “It took a full day for each shot, four to six hours,” Beswick says. “The time on the screen lasted four to six seconds. That’s one second an hour. The increments for the walker movements were so small, they could hardly be gauged!”

  “If somebody said that I was going to be doing stop-motion animation, I’d probably commit suicide!” says Johnson. “It’s a very taxing medium to be in. Phil Tippett and Jon Berg obviously gave it a great deal of thought before they got into it.”

  “It’s long, tedious, difficult, strenuous …,” Berg says.

  “I thought, in order to relieve as much of that tension as possible, the animator should only be involved with animation,” says Muren. “He shouldn’t have to worry about the camera or the lights or anything else. That means that the setups are done in such a way that he can easily walk into them and walk out without tripping over anything. That leaves him free to concentrate his attention on the things that will help the animation.”

  The principles of stop-motion of course go back to George Méliès, Willis O’Brien, Ray Harryhausen, Jim Danforth, and Ladislav Starevich (or Wladyslaw Starewicz). Tippett and Berg had also worked with Jim and David Allen, “another very fine animator,” Muren says. “I’ve got an extensive stop-motion background, having come up through Cascade Films and having been associated for a long time with Phil Kellison, who worked with George Pal on the Puppetoons [1932]. A lot of the guys here—Jon Berg, Phil Tippett, Ken Ralston—came up through Cascade and we’ve all been friends and doing stop-motion for 15 years.”

  To capture most of the painstaking work, Muren and his crew utilized “a field-usable motion-control system,” says Edlund, “with a reflex VistaVision camera, a special Mitchell gear head, and tape data storage recorder. We have Jon and Phil, two animators who have knocked their heads against a wall for years and years, and have really learned their art; they are truly adept men.”

  “We came up with two methods,” Muren says. “One is to shoot with black-and-white film, develop it instantly in-house, and see the result 15 minutes after the end of shooting. The other approach is to use the Lyon-Lamb Video Animation System, which involves a videotape that is played back at 24 frames per second electronically. We used a Sony system similar to this at Cascade 10 years ago, but it ran at 30 fps.”

  To meet its nerve-racking deadlines, as of October 3, ILM had to have “Camera crews work alternating Saturdays beginning this week through Thanksgiving.”

  Johnston, Tippett, Tom St. Amand, Nilo Rodis-Jamero, Berg, and Doug Beswick pose with the three final full-sized walkers.

  Berg works in a setup similar to that of shot M-137, coming up through the trapdoor among the carefully positioned lights and bounce cards.

  A detailed diagram, completed after the fact for recreation (if necessary), outlines the setup for shot M-137, which Muren had photographed on September 14. The shot would last only a few seconds and featured a walker and a set backdrop, with Chris Anderson as operator on the Empire camera. For this fairly typical setup, which would later include Wedge in his snowspeeder, Muren filmed three takes and exposed 30 feet; four days later, he exposed another 50 feet; and on September 26, an additional 46 feet of the background only. The set, which would be used for two more stop-motion shots, was torn down on September 27, with the lights left in position for the next setup.

  McQuarrie works on a giant backdrop painting for the Hoth battle.

  Matte painter Michael Pangrazio created most of the large background paintings for shots of the walkers during the battle of Hoth.

  Tippett and Johnston work on a stage miniature for the Hoth battle.

  Some shots required a walker not much larger than a quarter.

  Animator Sam Comstock holds the tiniest wal
ker made.

  Tippett and Berg stop-motion animate a shot with all three walkers (the background walkers are cutouts). Originally, the plan had been to photograph the walkers against 4 X 5 Ektachrome transparencies shot in Norway; when these didn’t work as planned, Pangrazio copied select Ektachromes onto large scenic backings.

  Tippett at work with the walkers.

  He consults a Lyon-Lamb Video Animation System from time to time to check the work.

  Tippett at work with the walkers.

  COSMIC CUT

  On October 15, an internal memo outlined Empire’s planned promotions with licensees—including Coca-Cola, Kenner, General Mills, Topps, and Nestlé—which would be rolled out from May to December 1980. Lucas’s ranch project moved forward as well, winning approval from the Marin County Planning Commissioners for “a creative retreat where filmmakers can meet, study, collaborate, write, edit, and experiment with new filmmaking ideas.” The San Francisco Chronicle reported that the final okay had been granted for this “last stage in a complex series of Marin governmental approvals that have taken more than two years [sic].” Lucas hoped to start construction in the spring of 1980. “He also states that the complete project, which is a longtime dream, will be built in stages and will require five years or longer to finish.”