Channeling Spider-Man
Issue: Volume 35 Issue 4 June/July 2012

Channeling Spider-Man

When Peter Parker and his arachnid alter ego jumped into theaters this summer, audiences saw a few changes in the depiction of Marvel’s classic comic-book superhero. Although much about Spider-Man is familiar in The Amazing Spider-Man, a new cast and crew aided by visual effects teams using the latest CG tools kept the material in this prequel fresh. They had big boots to fill: The first three films in the franchise, all directed by Sam Rami, cast a web on audiences in 2002, 2004, and 2007 to the tune of approximately $800 million each at the worldwide box office and received multiple awards for the visual effects.

Produced by Marvel Entertainment in association with Columbia Pictures, and directed by Marc Webb, the fourth film finds Peter Parker, played by Andrew Garfield in his first Spider-Man role, still in high school. Abandoned by his parents and treated as an outcast by other teenagers, Peter comes of age in a most mysterious way. He discovers a briefcase that belonged to his father. The briefcase leads him to Oscorp and to Dr. Curt Connors (Rhys Ifans), his father’s former partner. When Connors evolves into the Lizard, Spider-Man must counter the threat—and Peter Parker must grow up.

“Marc [Webb] had a vision of Spider-Man’s character and the world he would be living in that was very organic and naturalistic,” says Sony Pictures Imageworks’ Jerome Chen, who supervised the visual effects created at 15 studios for The Amazing Spider-Man, “not as stylized as what the audience was used to.” You see the result in the way Spider-Man moves, the texture of the suit he wears, his web, the detailed environments he inhabits, and the villain he must overcome.

Chen, who received an Oscar nomination for Stuart Little, followed Imageworks’ John Dykstra, the visual effects designer, and Scott Stokdyk, visual effects supervisor, who both received Oscar nominations for the first two Spider-Man films and won Oscars for the second. Stokdyk was also the visual effects supervisor for Spider-Man 3, for which he received a BAFTA nomination.

Webb joined the franchise after directing the critically acclaimed 500 Days of Summer ; The Amazing Spider-Man is his first feature film with visual effects, and the first film in the Spider-Man franchise shot in stereo 3D. “It’s hard for a director to pick up the fourth movie in a popular franchise, but he was a good choice,” Chen says. “In 500 Days of Summer, he focused on the love story, but he has also done probably 100 music videos. Everyone expected he was a neophyte to visual effects, but his animation notes were spot on. His music video background gave him a strong sense of movement and rhythm. And, he has a strong sense of art direction. Each music video has to look different, so he had many opportunities to explore. All that experience came into play for this film.”

spidey on ceiling
CG characters gave the director freedom to create interesting camera moves. Animators performed the characters inside accurate but rough geometry (above).

Precise Movement
Webb was particularly keen to rely on physical performances from his actors and stuntmen rather than on digital characters. “That was a key component in how Spider-Man’s movement language came to exist,” Chen says. “Andrew Garfield was an avid Spider-Man fanatic, a complete Spider-Man geek. He was specific about the poses Spider-Man would hit. If he attached to a wall or crawled on the ground, he extended his fingers. His palms didn’t hit the ground. He did specific things with his elbows, knees, how his back arched when he was in the suit that our animators had to pick up on. Our CG Spider-Man was an enhanced version of what Andrew could do, but with the same poses and feeling.” When the action or scope became too big for Garfield or a stuntman to do, the animators took over, but with a vocabulary and visual style linked to Garfield’s movements.

Animation supervisor Randall William Cook began the project, leading a crew of 43 animators. When the director added shots and the work expanded, Cook brought in David Schaub as an additional animation supervisor. The volume of shots increased as the director gained confidence in the animators’ ability to emulate Garfield and the stunt actors.

Schaub gives an example from a sequence in which Spider-Man fights the villainous 500-pound Lizard. “It’s natural for a director to be a little cautious at first,” Schaub says, “especially if their background is in live action. The initial plan was to use live-action performances and real photography wherever possible, but as the Spider-Man animation took shape and the camera got closer and closer, Marc got excited about the opportunities this gave him. Long after principal photography, he could change the action as well as the cameras, to make it more dynamic.”

As Webb realized the possibilities, the finale even changed. “Originally, there was going to be a quick shot of Spider-Man swinging toward the camera, and then going to ‘bullet-time’ for a final iconic pose,” Schaub recalls. “Marc wanted a more epic finale: a solid minute of animation with a continuous camera move off the gantry of a crane, over rooftops, and down a long alley, and it was a month and a half before the deadline. Jerome [Chen] asked us if it would be possible to deliver in time.”

It would have been impossible for one animator to achieve that much continuous animation that quickly, but by dividing the shot into four shots and assigning an animator to each, it became viable. “Each animator had a shot with a definitive beginning and end,” Schaub says. “Once we refined each bit of animation, we figured out how to stitch them together seamlessly. It was a great way to end the movie.”

At top, Imageworks’ Arnold software produced final shots with realistic lighting.

Creating a Unique Superhero
Cook—a Disney-trained animator who was animation director on the Lord of the Rings trilogy, for which he received three Oscars—helped establish the animation style for the CG Spider-Man and the Lizard. As Chen points out, Garfield’s performance gave the animators a starting point. And then, the animators moved Spider-Man into superhero action.

“Andrew [Garfield] created a unique pattern of movement and body language that helped define the character, and we could emulate it wherever appropriate,” Cook says.

The challenge was to make him believable. Not realistic because he’s doing things that are not real. “We’d look at gymnasts, ballet dancers, and athletes who attain physical things you and I can’t do, and we’d think about how to distinguish Spider-Man’s performance from the characters in every other superhero movie out there,” says Cook.

Animators created distinctive superhero moves for the CG character with some particular behavioral characteristics that still preserved Garfield’s performance as the young Spider-Man. “When he swings down the street,” Cook says, “rather than being totally in control, there are times when he goes into a free fall. We hope this is a bit vertigo-inducing for the audience. And, when he hits the bottom of the swing after a free fall, there’s a lot of reaction. Yet, he still has an acrobatic quality, which is sympathetic to the comic book, to the poses drawn in two dimensions, and to Andrew’s approach to the character.”

One animator in particular, Michael Beaulieu, who had been a comic book illustrator and is a Spider-Man fan, helped the animators hit the comic poses with the CG character. “The way we choreographed the character in and out of the poses makes the comic book [poses] seem like snapshots taken of those performances,” Schaub says. “In many of the action sequences, we’d ramp down to slow motion so that the iconic poses really paid off. We also animated the focal length of the lens to push the perspective like the artwork in comic books. We’d hit the pose, and then get the comic book composition with extreme foreshortening using a really short lens.”

In the slow-motion shots, the secondary motion became especially important. “He’ll be flying through the air toward the camera and shoot a web,” Schaub says. “With the force of that action, you can see his body mass ripple, the thigh muscle jiggle. You’ll even see a jiggle in the cheeks. Having that nuance helps sell the fact that there’s a real mass, which is something really obvious when you evaluate athletes in slow motion.”

Each of the CG Spider-Man’s muscles had controls the animators could use to hand-animate the muscle masses. “We didn’t expect to see him as close as we did, so we set up those controls as additional features,” Schaub says. Fine details, such as frayed threads in the seams of Spider-Man’s CG suit and piling on the surface of the fabric, also added realistic details.

Final render of Lizard dynamic muscle lizard

The Lizard (top) then the artist sculpted each scale on the Lizard's skin (center); dynamic muscle and skin sims kicked in after animation (bottom).

Leapin’ Lizards
The Lizard, however, which Cook describes as like a dinosaur from the hips down and a bodybuilder from the hips up, had a full simulation system. As the story goes, Connors had lost an arm in an accident. Hoping to grow the arm back in much the same way that lizards can regenerate a tail, Connors develops a serum based on lizard DNA. The serum works. His arm grows back. But, he becomes a nine-foot-tall lizard with a human brain.

“He doesn’t look like Rhys Ifans, but we had to put Rhys’s character into it,” Cook says. “He’s angry and powerful, but he’s also intellectual, haughty, and athletic. He has a broad range of action and emotion and intellectual intent.”

His intent, in fact, is to turn the population of New York City into lizards like himself.

“The Lizard is the most complex character we’ve created at Imageworks,” says David Smith, digital effects supervisor. “His design mimics a large Komodo dragon, a massive creature with heavy musculature, all of which responds dynamically. He has his own muscle structure and skin sliding over it. We gave him a tremendous amount of animation controls for flexing and breathing, and facial controls for a full emotional performance in his face. All those things are normal for us. But, his leathery skin had to bend and fold in a unique way.”

Animators moved his limbs and joints, and could tense muscles as well. Once they had positioned the 500-pound reptile, simulation kicked in. “We had dynamic simulations of the muscles inside the creature and skin simulations that rode on top,” Smith says. “And then we added a lab coat that gets torn up when he transforms and after his run-ins with the police.” Cloth simulation moved the coat.

Modelers built the Lizard in Autodesk’s Maya, and then the artists sculpted each scale on the Lizard individually using Pixologic’s ZBrush. Because the scales don’t lift off the skin like fish scales, they didn’t have to move independently. Instead, the artists sculpted the scales in the direction they needed to bend and fold.

“To get fine detail throughout, the final ZBrush-painted model had 128 million polygons,” Smith says. “Then, because it would take forever to render, we transferred the ZBrush model to [Autodesk’s] Mudbox, which converted it to vector-based displacement.”

Texture artists painted gunk and crud into the cracks and crevices between the scales to give the CG surface a more organic quality, and the creature team layered fine hair on top. “The hair isn’t like peach fuzz,” Smith says. “It’s more a fine flaking or breakup that gives the surface a nice wash to break up the lighting just enough so that it doesn’t have a polished CG look.”

For lighting, Imageworks used Arnold to illuminate the characters and the city. “One of our challenges was to increase the depth and dimensionality for the environments because they shot the film in native stereo,” Smith says. “And, because the Red Epic cameras capture so much detail.”

New York, New York
The modelers and layout artists worked in tandem with the Imageworks crew on Men in Black 3 to create the digital buildings they needed in New York City. “We had extensive builds from projects in the past, but we do a lot of flying through and right next to buildings in this film, so we had to lift everything up a notch,” Smith says.

Using data scanned from locations in New York and from set photography, the modelers created fine detail for important buildings. “I think we had 38,000 reference stills,” Smith says. “We had 100 percent CG shots of Spider-­Man’s upper chest to the top of his head and the building he clings onto; we get very close to the buildings.”

Geometry created for previous shows moved to the background; new buildings and sometimes upgraded previous buildings took center stage. “The modeling artists are very fast,” Smith says. “They know what’s efficient in our Arnold renderer and what kinds of things can benefit from true geometry rather than displacement. We also added room interiors, so we have full interiors for all the rooms in upward of 400 buildings. The more accurate the geometry, the more interesting the renders.”

Lighting artists used Imageworks’ Katana to place light sources in the environment and then rendered the result with the studio’s in-house version of Arnold. “The artists placed nearly every actual light source with the exception of some room interiors,” Smith says. “They placed up to 10,000 light sources. The end product is so beautiful. Light spills out from the storefronts onto the sidewalks. We see reflections of the lights on the cars, and from the cars back onto the buildings. It’s all calculated in the renderer.”

Further bringing realism to the environment were a variety of simulations: subtle simulations that added ash, dust, bugs, and other particles, as well as more typically dramatic explosions. “On previous shows, it would be unlikely to have more than 100 fluid simulations,” Smith says. “This one had 1200 effects passes with fluid simulations. We needed physically accurate volumes to play accurately in stereo 3D.”

Some of those volumes put the particulate matter—ash, bugs, dust—into the air. “We noticed small details, like dust, in the practical photography,” Smith says. “The Red camera picks up that detail. So, we have little bits of things everywhere illuminated with dramatic lighting.” To create the simulations, the team used Side Effects Software’s Houdini tied into a proprietary network that feeds data into Arnold for rendering. In addition, they called on Maya and Imageworks’ in-house software.

Spinning the Web
Houdini also helped the crew create Spider-Man’s unusual web. “Marc [Webb] had a different take on what Spider-Man’s webs look like,” Chen says. “The webs in the previous movies were biological; they came from Spider-Man himself. But in the comic book, Peter Parker is a mechanical genius who makes web shooters that use synthetically created bio-cable. When the web-shooter in our film fires, something almost like gunsmoke comes out. The web is a glass-like filament with tremendous detail so the edges catch highlights.”

For reference, the effects team found sculptures made by artists using glue guns. “We found spider-web-like things and even chandeliers,” Smith says. “The thing that was neat about glue-gun art was its reflective/refractive quality.”

Animators dictated the speed and timing of how the web would move using a core strand in Maya. “From the main core strand, we send it through a Houdini pipeline that added geometric detail,” Smith says. “The end splays out and grabs onto things. Lighting, rendering, and compositing gave it a final look.” Compositors worked in The Foundry’s Nuke to pull the final shots together.

In addition to Imageworks, Pixomondo played a large role, creating, in particular, a sequence during which Spider-Man, in one of his first heroic actions, saves a boy from a burning van after an attack by the Lizard. “Pixomondo sent us their rendered bridge and water,” Chen says. “And we shared composites between the two studios. As long as we shared lookup tables, the shots more or less matched. With 15 companies working on the movie, lots of facilities had to share assets, but Imageworks did everything centric to Spider-Man, the Lizard, New York, and Oscorp.”

The challenge in this film was to give the franchise a fresh look, one that fit within the Spider-Man universe, yet was distinctive enough to win kudos from super-hero-­sophisticated audiences. Visual effects played a huge role in making this more organic Spider-Man—and the film as a whole—believable.

“If Andrew Garfield moves a certain way, you have to study that and understand what makes it memorable,” Chen says. “You have to convey the same cues digitally. But, you also have to look at the entire movie—how it’s edited, the feeling of the whole visual vocabulary. You have to spot through lines [plot lines] and even talk about the colors of the digital city. Your effects have to fit in all that. If they stand out, they take you out of the movie.”

Barbara Robertson is an award-winning writer and a contributing editor for Computer Graphics World. She can be reached at