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THE aRT OF STAR WARS: EPISODE ITI REVENGE OF THE SITH Written by J. W. Rinzler The Ar of Star Ware Ep de I Rove work of fletion. Names, characters, place dents are the products ofthe author's imagination or are used fctitously. Any resemblance to actual events, locales. or persons living or dead. is entirely coincidental Copyright where in by La ed. All Rights Under Authorization, im Lad. Published in the Uni imprint of The Avision of Random om House Publishing C use Ie. New York el Rey is a registered trademark and the Del B colophon isa trademarkof Random House. Inc LIBRARY OF CONGRESS CATALOGING IN- PUBLICATION DATA IS AVAILABLE UPON REQUEST Printed in the United States of America THE aRT OF STAR WA DeSioN HAs ALWAYS BEEN A CHITICN, ELEMENT OF THE STAR WARS FILMS, Ona micro level, every aspect ofthe galaxy —from costumes, weapons, and vehicles to alien species and remote planets -must be ereated from serateh, On a macro level. even the very look and feel of the film involves an intricate design process. Color palette, composition, and lightingall havea profound impact on the emotional resonance of every scene. With so much of the film now ere ated digitally, the importance of design and pre-visualization has never been greater As the bridge between the original Star Wars Trilogy and the prequels, Episode III presented some unique design challenges, The film forced us to visualize many aspeets of Star Wars that have been known to the audience for over27 years but never before seen. We knew that Darth Vader was “more machine than man,” but wwe had never seen what that meant-or how it came to be. We knew that Chewbacca came from a Wookiee world and Princess Leia from Alderaan (the one planet ally destroyed by the Death Star in A New Hope). but had never realy seen either planet up close. And we knew that Anakin Skywalker and Obi-Wan Kenobi had a fateful confrontation on a volcano planet that—even with its near legendary status in Star Wars lore—had never been limpsed before All of these ideas began in my head, but they would never have found expression without the talents and insights of the many artists who have worked on the films. The group has evolved over the years. For Revenge of the Sith, it included artists and designers like Gavin Boequet. Trisha Biggar. and lan MeCaig, whose work spans, all of the prequels. Ryan Church and Erik Tiemens, who joined the art department on Episode Il, continued their extraordinary contributions on Episode III, Roundingout the group this time wasa number of gifted youngartists new to Star Wars. Collaborating with al of them has been one of my greatest joys in making Episode III. This book isa tribute to their amazing work-ofien taken for granted once the film is complete-but without which ‘ there would be no film at all. ) : raranoma pucTion Gronict Lucas MAKES MOVIES THEWAY HEMADE DOCUMENTARIES, When he was a graduate student atthe University of Southern California, he shot a short-subject documentary about a radio dise jockey known as The Emperor (1967) two years later, he made a making-of documentary about Francis Ford Coppola's The Rain People. For each, Lucas would conceptualize, shoot, edit, write, shoot, edit, and so on, until the films took on their final forms and stories He was able to continue this process to some degree while making his first three feature films, THX 1138 (1.972). American Graffiti (1973). nd Star Wars (1977). The latter's climax, for example, eame to include a threat to the Rehel hase only late in the editorial process. Many films have last-minute additions and changes, but usually these are born out of necessity. The difference between Lucas and most filmmakers is that his methodology requires that much of the movie be erafted in editorial. For him, the seript itself isa draft of the mo prineipal photography is another draft, and the rough cuts are subsequent drafts. As each element is completed. the story is honed, new scenes are introduced, and others discarded, Early in his career Lucas had to fight the studios in order to ereate movies this way, but with the suecess and independence he'd acquired by 1995, he began the Star Wars prequel trilogy with an unprecedented amount of control. By spring 2002, with the transition to digital moviemaking completed~and its consequential ercative freedom—Lueas began work on Episode III with an even greater potential for spontaneity. As his longtime sound designer and coeditor Ben Burtt points out, in the history of cinema, only Charlie Chaplin had a similar kind of mastery over big-budget movie. This exacting involvement begins in the art department, It is here that Lucas repairs every Priday during preproduction. From April 2002 to June 2003, it is where he will work with a growing number of incredibly talented conceptual artists as he simultaneously writes the script. Although he'll stick to pencil and paper. the artists will work almost exclusively in the digital format, Because the software programs are now so flexible. with the exception of storyboards and sculptures, nearly every preproduction artwork reproduced in Part [ofthis book INtTropuctTion {¥ wusrarar monster exists as a digital file, But this is only inverse proof of what Lucas often points out—that photography has become paintingas painting has become digital. Infact, the digital medium isthe hybrid descendent of both painting and photography Part IL is taken up primarily with the artistry of the sets, costumes, and ereatures. Part III centers once again on the creation of digital artworks, this time during the postproduction phase. Because ofthe way Leas works, not only does innovation and conceptual development continue during this period with earlier ideas, but new designs are continually introduced. The third part ofthe book thus sees the melding of prineipal photography. concept art. digital matte painting, and computer animation. Taken as a whole, Parts Ito II] are somewhat unusual in that they're in chronological order; The Art of Revenge of the Sith follows Lucas’s moviemaking style step-by-step in order to give readers a genuine look at how visual history of planets, characters, costumes, s the film comes together. In this way, the nearly three-ye es, vehicles~all the elements of the entire film-is plainly revealed. While a few concepts will be seen bursting into existence in one artwork, and ending up in the film more orless unaltered, the majority of concepts will be seen ‘morphing into other eoncepts, combining with still others. separating. and migrating until they fit into Lucas's final vision. The Art of Star Wars: Episode III Revenge of the Sith isalso a companion book to The Making of Star Wars: Revenge of the Sith. Because both books are organized chronologically, they can be used complementarly The two books combine to present the efforts of a thousand artists, artisans, and technicians all working in conjunction with George Lucas. Hopefully those who see the film will review these pages afterward to geta longer ust saw in passing. look at the fantastic imaginings the rents PaRT I PREPRODUCTION 10 PaRT I Principal PHOTOGraPHY 44 PaRT IIT DIGITAL SHOT Creation 170 NoTes & INDEX 223 ‘ePRODUCTION About a month before Star Wars: Episode II Attack of the Clones is released on May 16, 2002, writer-director George Lucas starts work on Episode III. As he has done for each of the prequel trilogy films, he begins by providing a few story ideas to his concept art department located on the grounds of Skywalker Ranch in northern California. As of the summer of 2002 though its ranks will grow, this department con sists of concept design supervisors Erik Tiemens and Ryan Church, and art department supervisor Fay David. On June 7. they present Lucas and producer Rick McCallum with the first of what will become a three-year avalanche of brilliant and imaginative concept art for the last and most climactic Star Wars film. Then €F¥STAL WOTLD (han toward their destruction on Mufasta,” —Tiew (]) Misa tHe vorcano ruaner ¥ Just 7, 2008 After Lucas chooses reference photos and concept art reated for earlier Star Wars fil the voleano planet, Church and Tiemens b to explore what will bea key-ifnot the most important—environment for Episode IL “Gm omens From the very beginning. we were painting scenes that had a context, I thought, What ifa bunch of bad guys were attacking Padmé and the clones, who are trying to get back to their ship 1. also thought it'd be cool to have Wookiees versus clone troopers—actuallyit was with troopers a this point [below]."—CuURCH het i ffete igo serpt. The contexts for these lethal es betven the Separatisis—led by Count ‘and his armies of battle droids~and the Peeters ys Palgtine, his Jedi gener ¢-tome from the minds of the painters, a8 red by story fragments provided by Lucas. ig one of the first meetings. he mentic fbstKashyyyk, the Wookiee homeworld, will Fost likely appearin the film, so that planet 3 possible locale fora Clone War. Jot yan, 008 Because Lucas has noted that in these seven ar battles the Separatist mies, Church sets to wo nd view yessels, The Re "Helle the nek of one lizard [right] and the beady ofanocher above. Then George b uptheidea trvperone [below [was realy inspived by pictures of Gl accompanied by German shepherds ‘¢remun enearune. versions 0 meeting, Leas asks for a lizard to be ereated. based. on an old Star Wars trading card by Al Williamson. This assignment g0es to coneept artist and sculptor Robert Barnes. Tiemens is asked to work on the lemur people. When the first ones are presented at the July 10 gathering, Lucas asks for more variations and costume designs. Duin allthese meetings, Lucas earries with him an “OK” stamp. If stamped “OK,” a concep approved for further exploration. A much more rarely used stamp is “FABULOUS,” reserved for those concepis that Lucas deems perfect asi tion-and beyond~the artistsand Lucas Tevisitand refine the details of approved planets ereatures, and soon. Ultimately. some concepts are combined, while others are abandoned. Freelance concept atist Stephan Martiniére, who began in June to help in the creation of new cnvironments."I would tell them about a scene an animal, ora character.” Lucas explains, “and they would do a bunch of designs. I would oka yme or modify or change them, and we build ‘we goto the next thing. And so, every week, they get more to design designing costun sets; some of them ar And then I'm writ ome of these ome of them are designing ng props or cars, dgeworld [above & right] he iden of bridges. Iw meric planet,"—C1u We're revisit ‘looks like ase [be Open it up (left digital paintings and pin them to ¥ camueorat artic Lucas then examines them ud, The whole process can take ere from twenty minutes to more than nthe quantity and the St leomplesity ofthe ideas being presented sso tins ah inkhole Street Level” receives jan the first Fasviovso of E di bad guys on the lf jilore macuines ar wan given to acertain Se anoveral vehicle rmodel-maker John the next stage: thr Myidea forthe paddle-wheel ship was to give it an older, nautical feel."—Tremens ‘A-cione Tank Moet. goe jounston concer) Aucust 2-30, 2008 As his ideas become more defined, Lucas begins to assign names tothe planets, Crystal world becomes Mygeeto, and the sinkhole world, Utapau-a name Lucas used in his first draft of 1 it will figure in the film, but not to what extent or purpose, Lucas directs them to place flying saucers nan Alderaanian environment, to make the cities high-tech, and to locate them ina Swiss Alps-style s to.explore the idea of a gas planet. He approves the high-speed elevators, but nat for Utapau, Td always wanted to incorporate something where you look into the water and see iron ores [above], Ulsimately, this idea was transposed to Utapau,"—Tiewexs “These preliminary visuals serve as inspiration for George's writing Rick McCatium “a Vehicle concept o concept” will becom fi Lemur concerr 1s (e Planer Musrarar Decewnen 2003-Fiantany 2004 ding on what had been established tn 4-31, 2008 ' October 18 painting of ‘comments that attion ofthe film, because Padmé is st inlovewith himand he has not yet gone cover tothe dark side Hired to help crest eneatu swcomee Derek Thom frames"pivotal moments from a proposed sequence~at the October 25 m point, the a stil script. Many of thera will note aft dduring this time, everyone was trying WoOKIeeS Live acain ream ee. 1 Lucas as changed the beginning ofthe film. as it now opens during a giant Coruscant, New plot points require an enorm ‘enemy vessel in wh tists holding ah hostage, Anakin and Obi-Wan have to traverse many perilous pitfalls also known as” wanted to have these organisms living inside the \._ fuel which attack Anakin and Obi-Wan."—THowrsow © says. ‘She has more y person ever had it Sian Dahlset, who wil work up more costume concepts. We wanted to bring Anakin forward to Di Vader—even the shape of his hair was meant t Vader helmet fabovel.”—McCtc 4 key ame 0, yooa & rape showed me lapping fabrics, so when they walk the fabrics interact, ereating interesting shapes.”—JUN ‘A wustararconcerr % a ausrararconeerr 07 ‘@ Novewatn it, 2002 Lucas respond ably to Jim murmme = peas ' Qe a Lucas makes it lar, 8 of January 10:thto of the ast shots of the film will take place on Imperial Star Destroyer. The artists theref undertake the ereation of early concept paint by Peter Episode IT's ttle: Re Parts ofthe early antechamber [below] were Palpatine’sofice."—Cuvrc ‘¥ vaper enammer 2 mae ‘¥> nena room ‘Here isthe blockade runner in its peacetime Alderaan version. without weapons or bulky armor. [also got todo the interior, hich meant looking at frame-grats from A New Hope. Jaecen Jastany 10-31, a Also on January 10. Lucas re ship seen inthe 1977 Siar Wars film~the Rebel blockade runner (aka the Tantie 1V)—will, reappear in Revenge ofthe Sith. Within the ship, inaddition to reconstructing the familiar corridor through which Darth Vader strides, Leas requests a new meeting room. He also approves ofan idea whereby the ship could be reverse-engincered from its Episode IV Rebel version to an earlier peacetime version of itself ‘A nenet pLoekane runner conrerence room We found out the blockade runneris in then vwhen George told wat Bail comes to Cor he Reb Neale design fr Pade coxumcnare when Goede thas approred-thoughLcatakes"Padme in white” (ve theft ore meting and gives the costume to Bail Ongana’s aide en ihe a thd th rough dais ype ‘informs the artists that he'll need nerf tm Noo. The fra gpd pal Pape Canket are ech hc Earth arial, vo acs elite the Kast The Phantom Hence snes on ol el anand in ely Boop gal et only cer exile med during principal rors in Syiney-which is only > worse This is my favorite painting that I've ever di the whole prequel trilogy. was there when Padme wwas born asa character, and now I was burying her. The flowers are tears. "-McCAIC development of videomaties, beet Ben Burt will use both 3-D an a-D st tocreate this film-before-the-film, Thus ‘Thompson, McCaig. and Jun begin drawing “We had an outline,” Thompson says. "We knew the opening sequence was an Indiana Jones thing ‘ona spaceship. Beyond that, the ideas came out ofthe storyboarding process. We had a great first meeting with Ben and just started hammering tocovera huge amount of action: drawing in rudimentary form'be moments.” When Lucas reviews storyboards, an impromptu brainstorming session occurs inthe art department, and scenes begin to take form. ‘The real call to begin was when Ben [Burt] started on videomatics and we needed toga |him something to start editing with~andie help George start seeing on paper what ideas were working out and what wasn. —Tnowrson > cenerat.crievous scuspure signing had to Anni 4-35, 2003, During the month of April, Chureh Wesigns the lion's share ofa large naiber of vehicles. admitting thathe'd be happy to dawssleek eraft all day long. Formnany ofthe speedérs and other craft, issues tend to be practi¢a: landing gear. doors, guns, and their relative overall sizes. Lucas is very specific because these details have toat once conform tothe Siar Wars word. ‘operate gracefully, and offer something new Once the basics are worked out-which often involves John Goodson ereating a model—colors must be decided upon, Usuall schemes, known as “color passes.” is given to Lucas, who then comments upon how the colors ‘will work with those of the background, insignias that might be needed, and the appropriate amount of weathering, me TX Ee — ving finished his first draft on April, fog8.Lacas holds a crucial meeting with me designer Trisha Biggar, much of which isdevotedio discussion of Senatorial leafs. Lucas specifies that he'll need four flstumes for women—Mon Mothma, two Bensors tobe played by Luas's daughters (Amanda and Katie) anda fourth~along our fr men, whose identities will be mined later. In addition, a Jedi costume is needed for Lucas’s son, Jett, Lue: Temple circu a card the big swondfight i ZL The first draft ofthe seript tates that Obi-Wan maims Anakin atthe end oftheir duel on Mustafar so Lucas asks for visuals that show possible expositions. Production also needs to. know more about the specifies of the duel and the locals. Toward those ends, Thompson presents one possible interpretation ofthe scene, while others work onthe look ofthe “collection arms,” and their relation to the voleanie environment Costume designer Trisha Bi que. began work on Revenge neary aye the firstday of prineipal photograpy dina number of buildings, the costa department employs cutters, buyers, archivist, costume makers, and runners. Bg also oversees the costume props departmeni headed by Ivo Coveney. Although each began as a sketch, the realization ofthe gu requires a different skill set, as Biggar exp For example, we see Padmé at home witht Senators visting her; for that, she's ina gel ddevoré velvet costume, which isa very una color of green. There's a hint almost of br burnished metal. The process called der means we burned out our own pattern on velvet tobe able to put another eolor behind I put purple behind that and enhanced ti purple with purple silk sash. Natalie wr hat with her hood up, so it was avery sh looking outline, but very rich fabrics” Hiieittmare proms-anp more iifarau esorerica Max a6-Juxe 3, 2008 Dsthe preproduction phase nears its end theartists concentrate om details such as sand characters’ eyes. Lucas approves these, and also signs off on Grievous's seeret hang NCIPaL PHOTOCTaPHY At Twentieth Century Fox Studios in Sydney, Australia, principal photography for Revenge of the Sith begins on June 30, 2003, and finishes on September 17. after fifty-eight days of shooting, During this time, although, the Skywalker Ranch concept art department contin- ues to function in a limited eapacity, production's out- put is multiplied exponentially, requiring the efforts of hundreds of craftspeople, costume creators, and, technicians, along with the participation of more than a dozen departments—the largest being the Australia art department, which oversees set design and con: struction. All of these interrelated groups, covering the full spectrum of disciplines, actually began their preparations months before—but as of Shoot Day 1 everything takes on a much more urgent life. Note: The dates given signify the dayor days when each set or cos tumesowits brief but eciting ime before the cameras-though ital ‘actually ook weeks or months to prepare. Ses are the combined efforts ofthe Australia art department eam, under the direction of produc: tion designer Cavin Bacquet.Allcostumes are the combined work of the estume department unde the direction of Trisha Big Likewise the ereatures were made under the supervision of Dae Ese. {rievouls's Starniciier coekrrr Un Terior Deval, Tape FeDeraTio > queen oF sanoo, Heabpress & cosTume wersnacasTie-mucies) M6 Juxp So-JlLy 1, 2008 Production designer Gavin Boequet and supervising at director Peter Russel had opened ‘asmall-seale Episode IT ant department at Elstree Studios, London, back in October: Staying in constant communication with and producer Rick McCallum, they worked there until January 2003, after which produetion took up residence in Sydney. As head ofthe at department, Booquet oversees not only the Araftspeople, art directors, and assistant art nic painting departments -emingly insignifi before the camera receives mount of care and effort the cruiser interiors, though shot on for only ‘wo days, took approximately six weeks to build p decided to make them very grungy, with a worn, battle-scarred look. "Gavin BOCOUET fives me his concepts and sketches and I input that data into AutoCAD te working drawings for construction. Tha file can also be sent 10 ation where they havea router, [The shapes are then put on a that can automatically cut them out as dictated in the drawing. HstanT ART oIRECTOR JACINTA LEONG VATOT DOOTS& WaLLway Ser "George can comein on a Saturday and change something, and by Monday momingit Ube done. Large orsmall."—PeveR RUSSELL Juv a4 & 7-9, 2003 As they do with nearly all the sets, Boequet and his team buildup the particulars ofthe veranda from the general look ofthe concept art, producing arch designs, seating areas, statue designs, floor patterns anda of the other detailed clements—each time getting approval from Lucas before proceeding to the next step. Set decorator Richard Roberts provides fabric samples, and every related department chips in, Boequet has to workout for example, how the veranda relates to Padmé's apartment, and. he says, “how she's goingto getdown the stars; justthe logicofhow = that would work.” ‘a sana tints, veranna ser a eae Le ‘am couumn ano arcu concerts Padmé ended up with Ears Corridor > conrrot rane nerait.m anreeuamner Ante Room of this concept ar. rselves—but there's a> yarrine room euatr ym conversavion Pr &conTrol.panets Locarion Plan Que is Jan MeDiarmid, in his Darth Sidious makeup, wears ed robes fori Senate dur hich he informs that he ha crushed the Jedi rebel Empire. The creature created the Sidious makeup. is housed atthe fareastern end of the studio. Itemploysa foam » ication supervisor, chief ani matronie engineer, chief mould maker, pro thetic makeup artists, har technicians, ‘sculptor, and a runnet~and isall supervised by Dave Else while its smooth running isthe responsibility of Rebecea Hunt. With to the Neimoidians, Else moidians, [belie up. us The first thin Il wore big hats also be the case for Episode II. would, the question of where to put the servo worked very losely with rfluke [a robotic and sound systems com. pany] to create a custom-designed computer rol system, sured tha ip synching was perfect, whilst our puppeteers the -edom of improvising on set AvcUsT, 2003 ‘Working again from the dozens of approved concept paintings, Boequet andhisteam 4 view sereen concert ‘A view sereen concer, cotorvariarion bring the voleano planet interiors to three dimensional life. The relationship between these interiors and the exteriors yet to be created will become one ofthe behind-the-scenes puzzles Putting together the pieces shot on different sets, both real and digital, in order to create one smooth-flowing, cohesive environment will require the problem solving talents of many departments 16 innit Jory-Aveust, 2003 Of the myriad starshipe. airspeeders, and fighters created on paper during the last year, d to be realized as life-size models: Bail Organa’s airspeeder, the Jedi starfighter (which will double as Anakin’s and Obi-Wan's), and general Grievous's secret fighter. The rest willbe created digitally in postproduetion. only three n > yeotsrarnicitrer ‘ay eo starmteirer ITaL SHOT Creation After principal photography wraps, the Skywalker Ranch art department's mission statement changes. Though relatively dormant during the three-month production period, with only the occasional call for an opera box ora droid design, it now expands, as many other departments suddenly need their services: animaties, computer and practical model makers, view-paint, digi-matte painting, and so on. Tiemens and Church therefore divide their time between Skywalker Ranch—where they still ereate conceptual designs while interfacing with the animaties group~and ILM, where Tiemens works with the digi-matte artists, and Church with the CG vehicle modelers. Also at ILM, Aaron McBride aids CG creature makers, while Alex Jaeger concentrates on CG vehicles and hardware. Meanwhile, shot by shot, Lucas slowly begins to cut together Revenge ofthe Sith—with editorial ultimately driving the need for new artwork. Note: Thre-Letter acronyms are used to designate scene locales subsequent single digits indicate whether its the fst, second, or third scene to tak place in that locale, The ellowing numbers refer tothe shot. > ces oruscant rapme's arartmenn-view oF pinine Hat From vera eT ee We had to show what was outside Palpatine's imei anfachaiBer. Th beript Saya’ height painting department will eventually make it photo-real. They use their 5 but new stuff they custom: tch the shapes: if there's it." CHURCH > raurarine-sorrice.twiLicir exetorama You don’t get the eamera way back very often during film. Everything ese is just talking heads against backgrounds, So every wide shot is a signature shot."—Lucas Goiben anv par coruscanr Avcust-Deorwate 2003 While Fay David is visitng the set in early August producer Rick MeCallum asks, "Can alk to you about matte paintings?” Their conversation leads toa conversation with Lucas, which leads to certain Coruseant locations being designated as future digi-matte painting environments: Padmé's veranda (CP\). day and evening: the Chancellor's office, twilight (CCM) and day (CCO); and the Jedi Temple (CIC). day and evening. As soon a she returns California, David meets with Church, Tiemens, digi-matte painting supervisor Jonathan Harb and digi-matte artist Yanick Dusseault. Harb actually attended concept art department meet ings as early as January 2003. After lying from New Zealand where he'd just finished working ‘on The Lord of the Bings, Dusseault was intro: duced to Lucas in March. Following the August meeting, the ILM Episode III digi-matte painting department is kicked into gear. > cno, coruseanr nar orcansOm PeMPLE besten anv vestrucrion -bewween morning and lte-afternoon eng sessions: Lucas passes two to three rs nearly everyday. from October 2003 to ember 2004, in the animaties department. with the aid of a dozen or soa led by previsualization supervisor artists— [Gegoire—he directs many scenes that will Ieallor primarily computer-generated, slowly ereating low-resolution three imensional sequences. After Lucas creates factory edit of exch scene. he turns it over IpILM. where itis made photo-real. As he Js these sequences and decides where the era should go. art requirements become fdent. Church and Tiemens therefore take pat behind Lucas ashe directs. “George was ing up with shots onthe ly,” Church says. por emrte rane nas neter a for temite sar view > temtestamies y > rempte starue wone was looking over George's ulderas he was direct Eric Carney where Yoda and Obi-Wan sneak into the Jedi to the entrancebut there was there—becase nol de yet. Soran back o my desk and drew up this ng had be idea during the meeting. and they slapped it into the animaties. Later Aaron [MeBride] refined it to take 110 the nex level Cuurci Although the interior oft center= where Darth Vad from map tomachine- to principal photoges is tackled in post. ‘ooked at some early Ralph Mi ‘oncept paintings, and he'd DreeMnen 2003-JAxuAny 2004 While working with the animatics group and Luca necessarily > caprrat suipaver wvceero mg fr) . on Tatooine Yoda is doing hs frst shtick, which we see lat in mad, but he’s usin \Ges on Kasur in Empire. He's co the Fo the burning W lights Inthe background, there's wrecka means the pers aren Among the first edited sequences Lucas + Ww ULM are hase festurng Ya, Ma then are fyi ores sl Jedi Matt eile siting or walla One looming onthe Mito, hoe vil feguig matnese-a comple repuracariy werk. on Yoda's ok We went through a transition fr Kashyy akind of cl with elear water, to Ge haze where then es them ‘opera-goersand shave tobe designed, which pr artis McBRive ANUARY- APRIL 3004 bn December 8, 2003, Lucas turns aver the pening space battle (OSB) to ILM. Itconsists fore thana hundred shots, bnt lasts only sf minutes, “Our iggest challenge here ‘sweadability.” Lucas says. Indeed, the sequence features a potentially confusing array of eraft and action. By January 29, ILM’s layout department has finished its job of blocking utthe action. Meanwhile, concept artists and thers work to make the OSB dazaling but tulience-friendly. The charge is led by the four ‘oncept artists, visual effects supervisor John Knoll, animation supervisor Rob Coleman, 3D supervisor David Meny, compositing supersisors Eadie Pasquarello and Pat Tubach, 3D sequence supervisor Neil Herzinger stimation sequence supervisors Seott Benza and Gen Metntosh, modeling supervisor Pam Choy: ‘iew paint supervisor Elbert Yen, and lead 3-D. artists David Weitaberg, Willi Geiger and Jean-Paul Beaulieu, ‘a er crussersurrace pera ‘Once we started the opening shots as the stafghters {flyover the Jedi cruiser deck, we needed to have an ‘iden of what that looked like up close."—JAECER Ths is lighting scheme we wanted atthe very space battle-an evoeative look with haze and this sunrise, so you can see the ave ofthe planet and the sun reflected onthe goceships. "—TIEMENS a) el 1 4 NN 5 Aveust 2003-AraiL 2604 As CG scenes are refined, soare the movie's vehicles, A Republic assault ship becomes Separatist assault ship, which becom gum Indeed, a its Clone War escalates, that planet also receives the newly designed P-38, Y¥ vrarau riewrer eoncerr cam) intoa position, and then we advance half second or second, and change the position. ‘The compater helps us put the ‘in-betweens.” orthe frames between the two poses. We're also blending animated characters with live-action characters, which means that Yoda has to have exactly the same physicalityas Ewan So another team puts on digital loth ‘another group makes sure the lighting on Yoda ‘matches the lighting on Ewan. We have ten animators working on Yoda so it becomes my responsibility to make sure that they produce ine cohesive performance. Allin ll ifeveryone Sf “We've brought Yoda toa 4 place where he ean hold his oun, because of our ability os onimatar-actors to creat a sreen presence —Ros Covewan does their job right, Yoda will be accepted as . areal living breathing creature. \X * Ganectiors Hotbine XN force: vona’ | ‘¥> csc: coruseanrsenare ‘crammer sequence: ‘yp cscsequence. me > si ~@> 3 —O> 5b -O> BA Os 27 -—O>53 —O@> 542 é JAsAY ALY 2004 is Massas rater tarns out to be more practical to create with a model than a(CG ronment. The majority of the miniatures rated bythe ILM model shop are scanned ‘4 rouis wassa eraver pracrieatm ‘4 Pous Massa vancar, neraiteD ser rest sing a process called Zenviro, which ereat i digital environments out ofthe models. which n turn enables Lucas to place his camera nyse this nwt \ fhe archae Tae wherever he wants (f digi-matte paint right. But then it was revised to dawn, rep san see the rivers in the ekground, which relate to the funeral the vent, bu very NOViWHEH 2008-IU11 2004 While Leas continues o create rough cuts with hiveditors Ben Burt and Roger Barton, the middlesequenes of Revenge ofthe Sith undergo many revisions. Seenes are added. deleted. and changed around. As clone troopers carry out Order 66, the number and identities of the Jedi killed vary as do the planets and their environments, Ring world and Saleucami combine to become Cato Neimoidia while Felucia’s sequences are shortened, Late inthe game Saleucami is reborn by taking one of Felucia’s discarded ind repurp by Jaeger: “George had the idea of turning the buildings on Saleucamright-side-up ‘and making that Cato Neimoidia, so it’s now hammock world. This is where Plo Koon gets blasted in his stafighter."-Cuuncit Along time ago, d done the old, gilded world of Cato Neimoidia. knew George was going to start shooting it 0 I wanted to give him the reverse angle But this is all out ofthe movie now."—Cuunci was in animatics while George was working on the fly-in to Utapan with Grog [Rizzi Church says, “and originally Utapa had these mounds, which were starting look like nosis’ towers, andthe colors were starting tolook like Naboo’s and Kashyyy id a quick concept of ridge world—whose ridges ‘enhance the feeling of depth, because all these cone-point-perspective lines eonverge. I threw ina huge gas planet, which George went for, and the high mackerel clouds.” It was then ‘matte anist Brett Northeutt’s turn, ilding millions of polygons’ terrain in 3ds Max and ended up ‘combining texture photographs ofa local ranch, southwestern deserts, and even of the 1 parkinglot, Once the painting was ‘comiplete and projected onto the 3-D geometry I rendered this shot from a virtual camera Jovy lying closer to the surface center scot added some cloud shadous erepin Bre the dunes to Jory 2004 Rallied by Coleman, lead animators Jamy Wheless, Virginie @Annoville, Tim Harrington, Paul Kavanaugh, Virgil Manning, Scott Benz, ‘and Glen Melntosh strive to ereate fluid performances for CG vehicles, droids. aliens humanoids, and creatures. Havi conceptual existence more than two years 3 the lizard now known as Boga is one ofthe major challenges for this department—and Melntosh in particular. “Before diving into the CG animation, { created some rough sketches, Melntosh explains, “a colored render. and profile to help define the Bo erisms. I think ifhe stretched and tail out, he'd be almost fifty feet Jong! The tricky part has been making him fast ‘enough to catch Grievous's speeder. while maintaining the weight and physics of a creature with that much mass! As the ship heads back toCo Yoda, and Bail Organa receive a me summoning the latter to ap \weraan cruiser er cockpit of perhaps three ly see three windows, butt On April 3 and 28, two key meetings take place n the Skywalker Ranch art department: Their purpose isto forever pin down the geography fustafar. To create what they hope ae the most cohesive and fantastic landseap jossible~and ones that te together all the concept art and principal photography Tiemens, MeBride, and Dusseault creat a series of paintings on top of Euisung Lee's nimaties derived from earlier concept paintings, “This was in part done by combini dramatic elements,” Dusseault explains, “such loding oceans of lava, razor-sharp rock formations, and by basically reinventing hell inferno, For the eyelorama, Erik, Aaron, and I rebuilt the entire sequence—every shot~all th exteriors, Working with rough 3-D models, we tried to find every angle tat would match the photographie plate—and then bridge all that together.” To their relief, Lucas approves their workat the second meeting, and over the next everal months Mustafar makes the jump from concept to photo-real Lucas finishes the first rough cut on May 18, ter reviewingit, however, he asks that Grievous hecome more eunning than fearsome, villain who makes others fight for him—unless ‘cornered. Coleman consequently asks his animators to make the droid general's head more “birdie.” As the clock continues to tick. the difficulty of nailing down the right voice for Grievous further delays matters—so much so ‘that it is not until September that Melntosh, finishes his animation studies. "Having the sketches for George to review before the bulk of the scene was fleshed out actually helped ‘me and the animators learn about Grievous's character,” MeIntosh says. "For Grievous's big fight with Obi-Wan, Greg Kyle (chief animator for Grievous in the UTC sequence) and I studied various types of swordfights. After that I did a bunch of sketches exploring how we could take advantage of Grievous's unique design.” We're making him more and ‘more slimy. He's a manipulative coward. He's Dracula Droid.” ‘Lucas “His physical transformation from sniceling villain towarrioris the result of his resolve to finish off Obi-Wan."—MclxrosH Jose Serraain 200 The idea heh zein Palpatine’s offic says “is that it bout nd aliens and warriors fighting each other. Richard [Miller] created the seulpture ofthis. He's very thoughtful and careful, and I worked with him to achieve a modello look jpevetorama. piot-marre ranting cj. coruseanr JeD1 GunsHiP eveLorama, concer raunin¢ den shafts piercing the buildings By mid-2004 the digl-matte pain department consists of thirty or so people about threetimeswhat it would be normally for even alarge visual effects film. “Rickand Ceorge shout spreading the word~they ‘a deep bench,” says department Jonathan Harb, who at ists from as faraway as Japan, Sweden, 4. ppc gan. peveruiserarioce crasi England, New Zealand, Canada, and China, I recruit people maintenance and who have very br he adds, notin hat “just the omitted shots of this film equal the quantity of shots usualy necessary fora good-sized visual effects show.” Indeed, a8 si months remain on Siar Wars: Episode Il Re Sith, many vistas remain to be completed, This book must now come to an end, but the finished movie will contain the last ofthe artworks~the culmination of the tho ated in the three-year imagin inspired crew~as em te _ si eee — ) . 4 = a = Bie 2 s RO N ~~ — mene a \ = “ie FUN = x aa oo ACKNOWLEDGMENTS ‘SPPCIAL THANKS TO: Rick MCCALLUM, FOR HIS ADVICE, HUMOR, and for giving me the OKstamp to write this book. And to David C for inspiring all the artists, taking them down the road they hadn't traveled; Robert E. Barnes, whose grotesque sculpture truly tricked me: Ryan Chureh, for his insights into his art and the process; Fay David-very simply, this book could not have been finished without her help: lain MeCaig, who arrived on the seene like a tornado John Go 1n, for the great stories about the special effects of yesteryear; Erik Tiemens, who links up this story wth the rest of art history: and'T. J. Frame, Warren Fu. Alex Jaeger. Sang Jun Lee, Aaron MeBride, Michael Murnane Derek Thompson, Danny Wagner. and Feng Zhu, who patiently spoke about each of their artworks. In Australia, thanks to: Trisha Biggar, for explanations of her craft; Colette Birrell forhelp with all things art department: Gavin Boequet, who united hundreds of artworks and gave me a master's class on production; Dave Elsey and Rebecca Hunt, for their responses to follow-up e-mails; and Peter Russell, who instructed me in the finer details of set construction At Industrial Light & Magic: Rob Coleman, who early on kept reminding me this was an animated movie Jonathan Harb, Yanick Dusseault. Toshiyuki Maeda, Brett Northcutt, and Johan Thorngren, who gave their time and notes to the book: and everyone in the animation department, whose biweekly meetings with George were invaluable: and to Christy Castellano for tracking down those elusive assets. At Lucasfilm, thanks to: Amy Gary, for changing tothe fore: Tina Mill, who gathered together every image with humor and precision, and Seott Carter for photographing key artwork; lain R. Morris, for his magnificent art direction and helping out alittle withthe design!; Howard Roffman, for as always providing learned council; and Sue Rostonifor being my companion-in-arms, At Del Rey: Steve Safel for having confidence; Keith Clayton, Erich Schoeneweiss, Dave Stevenson, and Sylvain Michaelis fortaking the words and the images and bringing them together And special thanks to George Lucas, who allowed me to observe his three-year interactions with, and directions to, the artists, designers, and animators~and who agreed to write the foreword even while in the home stretch of finishing his movie Part I: Quotes are from personal interviews conduct ‘dwith Robert Bares, Byan Chreh, Fay Dai, TJ. Feame. Warren Fu, jb Goodson, lex age. ain MeCaig Michael Patrick Murnane, Sang Jun lee. Erik Tiemens, Derek Thompson, Danny Wagner, and Feng ‘hain the Skywalker Ranch rt department fom March to October 2003. Other sources ince per sonal noteswtenduringart department meetings frm July 2002 June 2008, andar department supervisor Fy David's notes fom April 20030 Jute 2008 Part I Qu “Trisha Biggar. Gavin Boequet, Matt Connors, Dave ‘Bey Clive Memmott, and Peter Russell conducted «hur principal photography at Fox Studios Australi, from July to September 2003, Additional quotes from Trisha Biggat. Greg Hajdu. and others ‘one from clectonic press kit interviews conducted by documentary diretor Tippy Bushkin atthe same pace during the same time period, Additional quotes from Dave Else ae from emails dated june 2004. are fom personal interviews with Part IIL: Quotes are fom personal interviews with Ruan Chureh, Rob Coleman, Fay Davi, Yanick Dusseault Jonathan Harb, Alex Jager. Toshiaki Maeda, Aaron MeBride, Glen Melntosh, Brett Northeut, Erik Tiemens, Johan Thorngren. and Jamy Wheless conducted at Industrial Light & Mage, in August 2004. Additional Rb Coleman quotes are froman interview conducted by Tippy Bushkin in August 2008 a Fox Studios, Australi, ‘Quotes from George Lueas are from personal inter- siews conducted in March 2003 and June 2004. and notes taken during art department meetings, on the set. and at ILM from July 2002 t0 October 2004, Rick McCallum quotes are from many per sonal interviews conducted from April 200210 Oriober 204. A Alderaan 1,11. 28,29. 34. 40. 41.42.50, 81, 104. 132, 135, 201, 207 Alleneck. Charles 199 Anakin 16,17, 23,44. 45: 47-54: 56:57 58: 59.60. 61, 62, 63. 7.82, 84. 85, 88, 101, 102, 105. 107. 115,421, 124. 129, 182,139,185, 188, 189, 218 Anderson, Kristen 155 ARC-170 30, 121 B Bail Organa 81.85. 104.1 159.166.173.207 Barnes, Robert E, 23.32.54. 62.115, Baron N. Papanoida 206 Beaulieu, Jean-Paul 193 Benza, Scott 193 Biggar, Tisha 32, 98, 68, 27. 150.159. 206 Bocquet, Gavin 20,38, 63.76, 146, 148.149. 150.152. 1540155; 158,162, 168, Boga (see also lizard ereature) 141,170,205 Bridge world/planet 12. 24. 41.46. 55,8699. 160 Brotherton, Phil 217 Buck. Mark 215 Cato Neimoidia (ee also Neimoidian and ring planet) 50,51, 202 Cave monster (see also seal kitty) 92. 94 Chewhacca (see also Han Solo, Kashyyyk and Wookiees) 18, 52, 90. 28 Choy. Pam 193 Church, Ryan 11,12, 13.16. 18.19.20, 21,24. 15,26, 29. 30, 31, 34, 36,37. 40. 41 46-47, 48.50.51. 59:60, 61, 68.74. 80, 86, 87. 88. 90.95. 96. 98.99. 100. 102, 104. 108, 109, 120.193, 115, 6.107.118. 120, 121,122,129. 130. 131, 132,183,135, 139. 140.1426 143, 170, 172.175.177.179. 180,182, 184, 186, 187, 188, 189, 190. 191.193. 194. 197.202, 204. 207. 208. 209,21 214, 216,217, 219, 220 Clone Wars 18, 25,34. 46. 47. 86, 160. 198 Goleman, Rob 193.199. 205, 212. 217 Connors, Matt 160 Coruseant 18, 56. 57. 60.76.77. 104.108. 110, 111,120, 129, 138, 142.170.172.173. 114.175.176.178, 188, 193,199. 207, 1B, 219, 220 costumes and costume concepts 23.32. 38, 42.43. 52. 63. 64, 65,81, 82, 83.85, 190. 100, 101, 104. 105, 107. 118.126, 27. 134.135. 4 150. 57.159. 190. 191,206 Creature. 38. 39.54.65 Caystal world/planet (see also Mygeeto) 12. 13. 19.24. 26, 28.39. 41.50 D Dagobah 182, 183 Dahislet,Stian 63, 65, 81,192.03, 126, 127 Darth Vader (see also Vader) 12. 63. 68.78. 7 102, 104.113, 129, 178.179 David, Fay 83. 64. 93.129, 170, 178.198. 198, 309 ovis, Fin 25 Death tar 28,66, 142.146 dligi-matt painting 170,172,204. 220 Dunean, John 217 Dupuis. Stephen 2x7 Dusseault Yanick 172.474. 17 aio, 218, 220 5-178. 201.209, E Flsey. Dave 156.157 F Felueia 51. 75-86. 87. 202 Frame, J. 28,30, 31, 40.59. 51.80. 98. 99- 121,129, 139. 186 Fu, Warren 58. 59, 68. 72.78.79. 80. 86. 89, 98.99. 101,105 funeral (Padmé’s) 104. 106, 107.136, 200,208 G Geiger. Willi 198 general. droid (see also Grievous) 68. 69.70. 11.72.78, 5:76.78. 79.80. 86. 90. 96.98; 104. 5,120,129. 138. 141 148.184, 212 Goodson, John 26. 3 Gracie, Jan 161 Grievous (see also general). 79. 80. 90.96. 115. 116.117. 120. 128, 124.129. 140.14) 144, 167,198,205, 212 Guyett, Roger 208 H Hall, Nelson ang 08.120, 121, 128 Han Solo 52. 9° Harb, Jonathan Hersinger, Neil 193 I Imahara, Grant 215 J Taeger Alex 50.58.59. 61.67. 72-75, 80. 89 98. 104. 155,158. 170.183, 198.194 195.196.197.198. 200, 207 Jedi etrouit room 130,131 Jedi riser hangar and embarkation center 129,180,175 Jedi starfighter 20, 21.26.31. 129. Jedi Temple 74.130. Jun (see Le, Sang un) K Kashyyyk (se also reef pl 36.37. 40. 52. 56.90. 196. 204.217 Kelly, eter 199) Kelly, Jean-Paul 217 key frame 53. 47. 74.75. 86 Knol, John 193 Kyle. Grog 212 L Lee, Euisung 209 Lee, Sang Jun 32,33. 38.39, 42.52. 53.62.64. 65.74 81. 82, 83. 85, 90. 91. 100, rol, 10g. 107.192, 13.14.115, 118, 1g, 126,127, 128,135,136, 140.141 199. 191, 206 Jacinta Leong 146.147 lemur people 22.23.32, 33, zs lisard creature (see also Boga) 23. 54. 62. 86. 117, 118, 122, 40, 14,204,205, lizard wrangler 118.140 Lucas, George 11,12, 16, 17,18, 20,28, 25,26, 128, 29.31, 32,34, 40. 42. 45> 50:52 135-56. 58. 60, 63, 64. 66. 68. 75.76. 79.81.83, 86, 90, 93. 98. 100, 101 108, 104, 106, 108,112, 114.15, 18, 120. 122,127, 128, 130,132. 135, 198,139,141, 142.146. 148,170,172, 177, 1Bo, 182, 186, 188, 190, 193.198. 202, 206, 207, 209, 212, 214.217, 220 Lynch, Michael 215 M Maeda, Toshiyuki 218, 220 Martiniére, Stephan 12,13, 24 Maurer, Perse 215, MeBride, Aaron 170. 209.21 MeChaig, lain 43. 44. 45-54-55: 63. 64.65, 68. 70, 81, 82, 83. 84. 85, 90.92.93. 941 100, 101, 105, 106, 107. 4.1 23, 124,126,127. 134.135, 141 McCallum. Rick 11,29. 42,76. 146,172. 190 MeDiarmid, Ian 156.157 Melntosh. Glen 170.193. 199. 204. 205, 212 Memmott, live 149.154 Meng, David 193 7.186, 190.195, adel 26.31, 93. 99. 108. 120, 12, 184, 186, 188, angi Mufasta Ge also Mustafar) 16,17 Murnane, Michael 93. 95.122 Mustafar (see also Mufasta) 16,25, 38, 39, 58. 59.63, 64. 65, 24.82. 85. 88, 89, 03, 128, 129, 138,133,162, 164, 208, 209, 210, 216 igeeto (se also crystal world/planet) 28,29. 38,39, 48, 50. 180 198, 200, 208. My N Naboo 56, 57.77: 104. 105, 106. 129.136, 139, 144,159: 174 182.200.201.204 Neimoidian (see also Cato Nemoidia) 50.51 64.65, 128 Northoutt. Brett 204. 208, 220 0 Obi-Wan Kenobi 16,17. 43. 45; 58:59:60. 61 ‘14. Bo, 86, 92, 93.95, 96. 102. 16. 18, 194,130, 133, 41, 167.177, Opera house 188, 189. 190,191, 206 Otenberg, Randy 215 B Padmé 19, 32,36, 43. 45:56: 57:61, 63.76, 7.82, 83, 84. 85, 9B. 104.105, 106, 129.134.1385. 7-159. 170. 172 irq. 208 Palpatine, Supreme Chancellor (Emperor) 18, 6,127,128, 138,42, 59: 172, 188, 189, 216 Pasquarello, Eddie 193 Polis Massa 66, 67, 112.113, 129, Portman, Natalie 150,157,159 Q Queen Organa 81, 84.106, 132 R Rabinovitch, Daren 217 Rebel blockade runner 104,154. 207 Reef planet 14 Ring planet (see also Cato Neimoidia) 12, 40.52 Rizzi, Greg 204 Russell, Peter 146, 148. 160,168, s Saleucami (se also bridge world and Felucia) 46. 50.86, 180, 181, 202 Satjanwatcharaphong, Gritsad ary ‘sculpture 32, 62.77. 95.195: 123, 216 Seal kitty Gee also eave monster) 123 Separatist eruiser, 60, 61, 98. 108. 114,129, 138.146. 194 Separatist general (see also general and Grievous) 68 Sidious. Darth (see also Palpatine) 156,157 Sinkhole planet (see also Utapau) 11,15, 18, 19.25, 28. 46, 54 62, 93,95; 118,122,123, 214 ‘Stevens, Gert 144.147. 152. 160. 163 storyboards 114. 124.132 T ‘Tarkin, Grand Moff 100, 108 Thompson, Derek 46. 47.53: 54+ $5: 60: 65; (68. 69. 70. 72.74. 75; 80. 81. 86.114, 24, 128.132, 141 Thorn world 51 Thorngren, Johan 218.219 Tiemens, Erk 4,18, 12. 14.15.16. 19. 133, 23,25, 26, 27, 28.29. 30, 34. 35 36,37. 40.41, 50.56. 57: 66. 69.7 78.75. 76-77, 85, 88. 89. 93. 95, 102. 103,106, 108. 117.108, 138.139.142.143. 155,158. 18.75. 177.478, 181, 182, 183, 184. 185, 187,193, 200, 201, 208. 209, aif. 216,218 ‘Trade Federation 108, 18,144, 146. 160. 168, 193 Tubach, Pat 193 U Utapau (se also sinkhole planev/world) 28, 46.54.86, 98.95. 17.118, 119, 122, 128,130. 148, Bo, 197, 204.212, 214 155-200 y Vader see also Darth Vader) 63, 102. 103. 129. 119 Vehicle concepts 21, 26,30, 120, 121 Veranda, Padmé’s 76,148,149 Ww Wagner. Danny 122,123 Weiteberg, David Wookiee (see also Chewbacca, Han Solo. and Kashyyyk) 18, 19, 30, 34. 36,3752 53.90.91 121,129, 186, 20 Y Yen, Elbert 198 Yoda 63, 81,90. 91. 124. 129.142.177.182 ab 186. 199, 207.2 L Zhu, Feng 28,30, 40. 44.50. 66, 67, 90. 94. 95101, 104. 105 1 43,113,122, 190, 133,140 & Selected List of Concept Artists’ Materials Drawing: no. 2 pencil. mechanical pencil 0 30r95, Bor ablead: Bc black ball point pen. Gel Roll Down and black pen, Pilot H-TEC-C 0 30r0 pe, back fountain pen: Pantone Tria marker inks with cotton wipes, Prisma: color markers many artists cool ray), Carré hard pastels Paper Letraset marker paper, Bienfanggraphies360 marker paper, Arles watercolor pape. just pina {85 by inches copy paper. various toned papers (Gtonehenge gray and buff) Highlights paints white gel pen. white out pen gouache, arylic, Windsor & Newton sable and University white ynthetic brushes (rounds and at, vations sizes) Key Frames and storyboards Cal-Erase blue and pen ils. cheap plastic mechanical pencil ball point pen. black Sharpie, Prisma color gray markers Software Painter. 88 9, Photoshop > (mostly ver scanned drawings)

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