Inside the Star Wars Empire

by Bill Kimberlin

  All of these elements led to the birth of digital filmmaking, not in Hollywood or New York, but in the Bay Area, and I think George deserves credit for that. The goal is to always understand the present, not to predict the future.

  * * *

  1. Rebecca Solnit, River of Shadows: Eadweard Muybridge and the Technological Wild West (New York: Viking, 2003).

  What’s It Like?

  I was part of a crowd one time that was watching a feature film being shot in San Francisco. After a while a guy in the crowd turned to his wife and said, “Oh, I get it. They film just a little bit at a time and then they put it all together.” A lot of people probably think that the camera crew just follows the actors around filming them until they have a two-hour movie. That is, if they think about it at all, which most don’t. And why should they? It would just spoil the fun.

  Still, I am often asked, “What’s it like to work in the movie business?” Well, it is a lot like the construction business. You gather a group of skilled workers together for a given project and you create a skyscraper in one case, or a motion picture in the other. People work in specialties just like any other business: soundman, cameraman, script writer, computer graphics artist, supervisor, director, editor, etc. You either work freelance or for a studio of some type, large or small.

  I went to film school to get started. They had equipment you could check out and an audience to show your work to, and hopefully learn from. That’s the thing—you need a group of like-minded people to make films. It’s a collaborative process. No matter how many big-shot movie directors you hear talking about making their latest film, just remember they had a lot of help. When you see a lousy film by an otherwise great director, chances are he changed his crew. He was no longer working with the writer, cinematographer, editor, and producer he worked with on his better films.

  My experience was that I made documentaries and then, in 1970, got a job at a small production company that did everything from processing film to shooting and editing them for clients. I started in the sound department and worked my way up to film editor while making my own movies on the side. Eventually I was invited to screen my only feature film, American Nitro, at ILM, and about one minute into it, someone in the audience yelled out, “Has George seen this?” I was working there about a month later. Lucas at the time was an important director who was building his own studio. It turned out that I would go on to work in special visual effects on a lot of famous motion pictures, from Star Wars to The Gangs of New York.

  Movie productions can be a lot like battle zones. There are days of intense boredom shockingly interrupted by incoming mortar rounds landing in your camp. In my case, the incoming ordnance that set off our firefights were cases of motion picture film. It all has to be screened, organized, and cataloged so it can be retrieved instantly. The director watches all the film with his team of editor, producer, cinematographer, and script supervisor. He notes the scenes and takes that he especially likes, and those are sent to his cutting room, where his editor and assistants are assembling a rough cut of the film shot so far. They are guided by the film script only in a general sense, as the story may have been seriously altered during shooting. Sometimes the script is thrown out entirely and the movie is made in the cutting room.

  Occasionally the director will schedule a screening room and project his first rough edit to see how it hangs together. This is the moment of truth: Is it working or not?

  These are confidential closed screenings with very few people attending because the film is in its most raw state, with no music, no visual or sound effects, rough unpolished dialogue, and a continuity that may need weeks or months of further editing to make it work. The slightest rumor of troubles with a picture at this point could send ripples back to the studio that financed the movie, returning as a tidal wave of trouble for the director. So it is a delicate time for all the creative workers involved.

  Just to give you an idea of what these early versions of films are like, I remember being at the ILM studio one time looking through boxes of old archived film footage when I ran across the work print and soundtrack from the original Star Wars. This was a reel of picture and a reel of sound from one sequence in the first film. It comprised some of the opening scenes inside a spaceship with Princess Leia trying to escape some stormtroopers. I threaded it up on my KEM film editing machine to have a look. This was not the finished movie—it was the final edit but the music, sound mix, visual effects, color grading, etc., were all not present. It just had the raw sync soundtrack that was recorded when the images were shot. You could hear the actors but the dialogue was intended to be replaced by rerecording the same actors later in a sound studio. That is why Hollywood movies sound so good and your home movies don’t.

  Watching it was an eye-opener. Without the final polish it looked awful, worse than amateurish. The prop guns made fizzing and popping sounds when fired, with fake-looking sparks spitting out the front of them. The actors were yelling and it was hard to hear what they were saying, and on top of that you could hear George from somewhere behind the camera yelling, “Look to your left! Look to your left!” It was like seeing the picture of Dorian Gray as a dissipated wreck while Dorian the man lived on as a perpetually fresh-faced young fellow. It is no wonder that directors are very selective about who sees these early primitive cuts. A whole production crew can get soured on any given movie if word leaks out that “the part I saw looked terrible.”

  The original Star Wars crew was no exception, and I could see why it was rumored that they didn’t expect much from it. A similar thing happened to George at a major screening of American Graffiti. The film was almost finished but the head of the studio pronounced it “unreleasable.”

  Famously, Francis Coppola was just short of being fired on the original Godfather because the early rushes looked bad to the studio and his crew was primed to revolt, having been egged on by his first cinematographer who, thank God, Francis fired on a Friday knowing the studio couldn’t find a replacement director until Monday, by which time Francis had regained control.

  The difference between the rough early assemblage of a movie and the final polished version released to theaters is, to borrow a phrase from Mark Twain, “the difference between the lightning bug and the lightning.”

  That is partly why George Lucas called the division of Lucasfilm that I worked for “Industrial Light and Magic.” Because moviemaking is a craft at its base, which with the right collaboration of artists, can become art. But it takes a kind of magic to make it all happen—that rare mix of technology, money, business acumen, talent, and luck.

  So that is the general landscape of one part of the movie business. The director John Huston once described it as “an adventure shared by desperate men that finally comes to nothing.” That may be a little grandiose, but it still has the ring of truth to it. There is a story that when Huston was directing Marilyn Monroe, she was so distraught about something at one point that he had to remind her, “Marilyn, it’s only a movie.” It’s true, we aren’t saving lives here, we are just making entertainment.

  One other thing about the movie business that most people don’t know is that many famous film directors don’t actually know how to make a movie. This is something that movie critics never seem to understand. There is a certain amount of craft to moviemaking, technical stuff that not many directors know about. I am not saying that great filmmakers are not great just because they are not expert in cinematography and editing. What I am saying is that there is a difference between directors and filmmakers. If you gave George Lucas two months and a hundred pounds of film, he could deliver you a movie. He could write, shoot, and edit it himself. Steven Spielberg can direct brilliant movies, but he once said that when he tried to edit something himself, he was all thumbs and chasing the splicing tape under the editing table.

  Part of this is because Lucas was one of the first big-time directors to come out
of a film school. John Ford didn’t go to film school. Like Sergei Eisenstein before him, George picked up on using the strengths of pure filmmaking to bring a fresh experience to movies. He used cutting and sound as dramatic elements, much as Eisenstein had used rhythmic editing in the famous “Steps” sequence in The Battleship Potemkin. This was movie school stuff brought to Hollywood pictures.

  This slightly different way of doing things had benefits. Before the spaceships had been shot for the original Star Wars, George used old World War II dogfight footage from a battle-for-the-Pacific-type documentary and cut in the footage almost like a musician “samples” other music for their compositions. The footage added excitement and helped to block out the needed action. It also made it easier to test-screen the movie, eliminating “scene missing” titles for the audience. Even as late as The Phantom Menace, he was having us send him clips from famous movies that we pulled off of videos in a library of classic movies that I had put together. He wanted to scrape them for ideas. It was the filmmaker in him. He knew exactly what he could get away with and he actually cut some of this stuff into what was by this time a digital movie, as temporary ideas. Several years earlier he had shot the whole Young Indiana Jones TV series in 16mm. Nobody in Hollywood would do that because they didn’t know that, technically, 16mm was perfect for television.

  By the time I got to Lucasfilm, it was the early 1980s and everyone was still working with film. Jedi was shot on film, so we used what were called “work prints” to edit and project. The main elements of filmmaking had not changed much over the past seventy-five years or so, and I knew a lot about film because I had been working with it every day for the past twelve years. It was said at the time that if a person were to load up one of the old studio cameras from the silent film days, film a scene, and then project it, except for advances in film emulsions and camera lenses, the projected image would look every bit as good as any modern-day film, possibly even better.

  If there was a “golden era” in our pre-digital blockbuster factory, it was probably while I was there during the 1980s through most of the 1990s. We were holed up in warehouses creating major movie entertainment, while Silicon Valley seemed to prefer garages for their work. We used old tilt-up industrial buildings that we expanded as if we were constructing the home of the haunted armaments widow who was afraid that if she stopped building her Winchester Mystery House, she would die. Like her, we dared not stop building and expanding. There were actually abandoned second-floor doors that now only opened to air. We simply nailed them shut. There was just no time for architectural nuances—those were for George and the Ranch. We had to just keep going, nonstop. It was somewhat frantic, yet it could be compelling as well.

  We were characterized by men, models, and machines. We did it by hand. We built stuff, and flew stuff, and blew stuff up. Once, to get an effect, my boss, Ken Ralston, trained a high-speed camera on a fat yellow pumpkin which he then exploded with a double-barrel shotgun blast. We literally made these movies using whatever was available to us. The model shop would buy plastic model kits by the truckload and scour them for usable parts. It was called “shopping it.” If it could be found in a store, we grabbed it.

  Back then we were, of course, exposing our images on celluloid that was coated with a light-sensitive emulsion. We then edited that celluloid film by feel and by rhythm as much as anything else. You may not have realized what you just did in editing, but when you screened it and your physical splices ran through a film projector, you could hear a click at every edit, which brings an unintentional beat that you could sense. That beat revealed a pace and structure that lay underneath, unseen and independent of the finished movie, with its soundtrack, that you would later watch. But during assembly it was a clue to creating a compelling experience for the audience.

  To some extent, these are just little creative accidents that you become aware of in any physical process of making art. It’s not that they are totally lost today in digital filmmaking or computer graphics—they are just different now. New things are discovered, but these were some of ours.

  Since Jedi was the third Star Wars film in the original series, we would often go back and use elements from the two earlier films to build scenes for the new one. We were just copying what we had learned working for George: Films are made in the editing room, and you can do any damn thing you can get away with. We kept all kinds of things that had been expensive to shoot originally, like explosions and clouds. We had rented a huge auditorium called the Cow Palace in San Francisco during the making of The Empire Strikes Back to shoot large explosions. High-speed cameras were mounted on the floor, looking to the rafters, while firebomb explosives were dropped toward them from the ceiling far above. The idea was to capture pure slow-motion explosions in all their colorful glory. The extreme slow motion gives the explosions scale. They looked huge. Hundreds of them had been shot with these cameras, and they were now all carefully filed away in our film vaults for reuse in current projects.

  In another case a Learjet was rented that had a belly-mounted VistaVision camera. This was used to get huge puffy clouds that all kinds of model aircraft could be made to seem to fly through. We used these expensive-to-shoot elements over and over again. Later, when I ran the ILM feature editorial department, I remember selling $50,000 worth of cloud elements to Disney. So the payoffs of this kind of filmmaking could extend for years.

  I had finally gotten far enough to be actually working on big-time movies, and although I was just a minnow compared to the directors, I still had some things in common with them. I also knew how to make a movie, and I was delighted one day when George was at the KEM editing machine reviewing a shot and someone said, “That cut crosses the arch” (a slight continuity error in an image sequence), and George replied, “That’s film school stuff—we’re making a movie here.” Once you learn the rules, then you can break them. That’s what filmmakers do, and that’s what was starting to happen for me working in the movie business.

  Hollywood

  When Lucasfilm sneaked Star Wars: Return of the Jedi in early 1983, it was done a little differently. They arranged with a large theater to run it without any advance notice. Once the audience was seated, an announcer walked up to the front of the theater and apologized that the film they had bought tickets for was unavailable, so there would be a substitution. There was an audible moan of disappointment. “However, in its stead we are going to run the new Star Wars film.” The entire audience erupted in a cavalcade of cheering the likes of which I had never experienced. It was hard to imagine another sentence in the English language that could have been uttered, at that particular time in history, that would have elicited as great a response. The only one I could think of was the old Ed Sullivan introduction, “Ladies and gentleman, the Beatles.”

  After Jedi was finished, we boxed everything up and were about to be laid off when an opportunity arose for some of us to go down to Los Angeles and supervise the making of the 70mm prints. Key cities across the United States would have a few theaters that could run 70mm. These were the prestige outlets in cities like New York, Chicago, Los Angeles, and elsewhere around the globe. These prints were actually made from blow-up negatives and were not superior in any way except for their soundtracks. Every standard 35mm projection print carried a soundtrack that was composed of a squiggly and jagged-looking photographic image that could be read by the optical sensors on projectors. It was an ancient and inexpensive system, but it could only produce a limited dynamic range from the lowest volumes (whispers) to highest volumes (explosions). Every sound had to be compressed into a range optical sound could handle, but it worked pretty well until the print got old and scratchy, at which time the sound got a little muddy and scratchy as well.

  With 70mm prints there was enough room to use multiple magnetic sound stripes to carry full stereophonic and even surround sound. This presented the opportunity for filmmakers to fully exploit the raw power of filmmaking. Hu
ge screens, full symphonic scores, thunderous sound effects—who could resist? Of course, only major studio releases were afforded this opportunity; Joe Blow filmmakers had to make do with an optical track until the advent of digital sound.

  They flew us to L.A., rented us hotel rooms and cars, kept us on salary, and gave us per diem (spending money). It was like a paid vacation, Hollywood style. We buddied up with some of the lab guys at Deluxe who were making the prints. They all drove beautiful new European sedans, like the 700 series BMWs. In Northern California you can drive anything you want. One of us had an old Edsel, the famously failed Ford car named in honor of Henry Ford’s only son. In fact, we nicknamed this guy “Edsel.” I drove an old Alfa Romeo, one of about 600 ever imported. But in Southern California you needed an elegant ride. It had to be freshly new and obviously expensive. Without an impressive car you were like a mobster without a pinky ring. You were an outcast.

  Whether they could afford them or not, they had them, and we would drive around Hollywood at night seeing the sights. Brother, did they know L.A. Whether to take the surface streets or the 405 freeway, and the exact time to switch from one to the other, was in their DNA.

  We did the all-night hamburger joints with no indoor seating and Cantor’s twenty-four-hour deli on Fairfax. We did them all. On my own, I did Musso & Frank’s on Hollywood Boulevard. It’s the oldest restaurant in Hollywood, opened in 1919. Chaplin, Fairbanks, Pickford, Swanson, Cagney, Lombard, Gable, Howard Hughes—they all dined and socialized there. Everybody went to Musso’s and still does. Their menu goes on forever. If you can think of it and it’s vaguely Italian, it’s on their menu. Bouillabaisse Marseillaise with Shrimp, Lobster, Mussels, Clams, and Cod? Got it. Flannel cakes? How many you want? With a long, ancient oak bar, red leather banquettes, and old-time waiters in black suit and tie, it’s a time capsule from the past.