Plotting a Caper
Issue: Volume 37 Issue 6: (Nov/Dec 2014)

Plotting a Caper

In a comedy, perhaps more than any other type of story, timing is critical. And no characters express that timing better than the penguins who provided outrageous comedic relief moments in DreamWorks' three Madagascar films.

This year, the four penguins - Skipper, Kowalski, Rico, and Private - star in their own animated feature titled, appropriately, Penguins of Madagascar.

"I tried to break the joke-per-scene record at DreamWorks," says Simon J Smith, who directed the film with longtime Madagascar Director Eric Darnell. "If you're going to pay money to see a Penguins movie, you're going to come out with a big smile on your face. But it's a comedy with tiny portholes of emotion. The emotion is a huge bonus for us. The challenge was how do you get comic relief characters to carry the 'A' story. We needed to find the things they care about and have the audience care about."

The answer was simple - they care about each other.

"We showed the band coming together and how they operate together, and then what happens if the band gets broken up," Smith says. "We show a side of the penguins you haven't seen before. The wonderful theme - you can say this in many ways - is don't judge a book by its cover; don't let others' perceptions define you."

The film's conceit is that the penguins, who think of themselves as secret agents, are thrust into a 1960s Bond type of movie. When a covert operation sends them into Fort Knox, an octopus hiding in a vending machine captures them and confines them on his submarine. In Venice, our heroes escape for a moment. But octopi henchmen chase them through the canals, and things look dire until…a superspy, Agent Classified (his name is…you know...), sends his three undercover, high-tech North Wind agents swooping in to rescue them.

Can the penguins tame their ruffled feathers and join forces with the North Wind to save the world from the octopus? And, who is better suited to run the operation? The irrepressible penguin MacGyvers or the cold, calculating North Wind techies?

John Malkovich plays the villainous octopus; Benedict Cumberbatch plays Agent Classified, a wolf.

"I flew to the South of France where this unbelievable thespian John Malkovich lives, and pitched the story on an iPad," Smith says. "He said, 'I'd like to do it. I'd like to be an octopus.' And he made me an octopus. When we were recording him, he wrapped his arms around his head and around himself. He was absolutely brilliant. We used a lot of that footage as reference. Benedict was the same. Equally committed."

The style was set for Penguins through the previous three Madagascar films. Although the penguins had their own movie, it still needed to fit within the Madagascar world: snappy animation with squash and stretch, clean retro character designs with straights against curves, cartoony effects, and caricatured environments with wiggly lines, loss in detail as the image moves back in space, and transitional color where light and shadow meet.

"The style takes a while to get used to, but a lot of us knew it really well," says Visual Effects Supervisor Philippe Gluckman. "I've been working on the Madagascar films since the beginning, and the crew in India had done the TV shorts. So, in a way, our biggest challenge was working cross-site. It was the first time we took a film from start to finish in the India studio. Of course, the concept, storyboarding, art, and previs were done in the US, but we did a large part of the film, including the animation, in India. If we hadn't moved the schedule up, the film would have been entirely executed in India."

State-of-the-Art Previs

In May, DreamWorks changed the release date from March 2015 to November 2014. The accelerated scheduled caused some changes in the standard filmmaking process.


A new camera-capture room helped the crew design effective and efficient sequences.

"When we had six months chopped off our schedule, we often worked on the script and went straight to previs; we didn't board," Smith says. "I can't begin to tell you how brilliant the previs guys were. They brought a lot to the table."

At PDI/DreamWorks, "layout" consists of previs, rough layout, and final layout. Previs is the sandbox, and much of it takes place in what they call the "camera-capture" room located at the studio in Redwood City and set up for the first time for Penguins. The new camera-capture room would prove especially important.

"Starting with Megamind, we had been using a different camera-capture system for films," says Conan Low, head of layout. "But we could track only one or two things at a time. So, we used [that system] only for camera work."

In the new setup, people in the room also move objects in a scene in real time.

"We do almost a mini-production," Low says. "It's usually an iterative process with the director, and we take input from all the department heads. We rough out what characters do, figure out what the set needs to be, and work with the lighting and effects supervisors."

Smith was among those who took advantage of the new system. "Layout is close to my heart," he says. "A lot of people don't know that I created the layout department."

Smith had been directing commercials in London for many years when he saw Toy Story and, having always wanted to work on a feature, decided he wanted to be involved in making a CG feature-length movie.

"When PDI called, I told them I would only come to be head of layout," Smith says. "I loved camera work and editing, and we had done a lot of previs for the commercials, so layout seemed right up my alley. I knew I would be involved in every shot of the movie. They said, 'We really need a head of layout.' So, I created the layout department. I figured out the pipeline for Antz."

Antz was PDI/DreamWorks' first CG film, released in 1998. At the time, previs was essentially rough sketches and rough blocking of characters and camera moves. "It's like chalk and cheese from then to now," Smith says. "It's amazing what they do now in layout. Before, we couldn't even bend the characters' legs, and it was incredibly difficult to get any sort of emotion."

Today, previs starts in the 20-by-25-foot camera-capture room, which is equipped with 10 Vicon MX-F40 cameras, two Hewlett-Packard Z800 workstations running Windows on one and Linux on the other, Autodesk's Maya software, and a 12-foot screen that stretches across nearly half of one wall. Because the screen is a quarter the size of a movie screen, in that relatively small room the viewing experience is immersive.

Scattered through the room are several props fitted with the kind of reflective markers one usually sees worn by people in Lycra suits. The markers are set up in unique positional arrays so they can link to objects in the CG scene being projected on the 12-foot screen. If there are eight props with markers, people can move eight objects in the scene in real time.

"It's like moving pieces on a chessboard," Smith says. "I used it mainly for scouting locations and to set up sequences, especially action sequences. Boarding can get you only so far."

The room comes into play as soon as the studio launches the film, and then stays active through the process.

"We get the script pages or a storyboard, and take the first pass at putting the story in the computer," Low says. "The art department has worked with the modeling department for the initial pass, so we get a rough indication of texture and color. We bring in the virtual set with the characters, and then invite in the creative leads, and we walk through the set together with the virtual camera. When we go through a first pass of blocking characters, we make sure the animation we're doing is something the production rigs can do. And, we work with lighting and effects. The great thing is that the room removes the barrier to entry. No one has to know how to use Maya. Anyone in the room can move the props. We just have to set it up, which is a five- to 10-minute process."

Chasing through Venice

Designs for the chase through the Venice canals provided the perfect opportunity to put the room in play.

"It was brilliant for the Venice chase," Smith says. "The modeling department had built amazing sections of real-looking, but Madagascar-style, areas in Venice, and then we picked our places. We couldn't go everywhere, so we mapped out two canals that would work and scattered out, piece by piece, the general choreography of gags - a physical gag here, a verbal gag there, a stereo gag here. Nothing can compare with being on location and working out the choreography, screen direction, and the lighting."

To help with that mapping, Low's crew had linked one of the props in the room to a gondola.


A prop in the camera-capture room was linked to the gondola, letting the crew experiment with moving it down the canal.

"We wanted to know how wide to make the canal," Low says. "So we put a prop linked to the gondola on a chair with wheels and moved it around the room. We looked at the set through a [virtual] 35mm lens to see if the canal was wide enough to maneuver or too narrow."

In addition to moving physical objects in the scene and experimenting with camera lenses and positions, they could also change the lighting.

"We are lighting now in previs," Low says. "We can give a road map for where the key light comes from in the environment, given a time of day. For Venice, we figured out that when we had light from one spot and the characters moving in one direction, we could have the building department build only the side of the set we were shooting. It helped refine the scope of what they had to build. And, we could see what the lighting did as we moved through the set. So, we could strategically place buildings. Rather than 20 lighting scenarios, we came up with five."

In another, pivotal scene, the penguins and the North Wind agents move around a campfire while trying to look at virtual holograms displayed on a transparent dome. Again, the camera-capture room helped the crew design the sequence.

"It was critical to set up a clear line with the characters so the audience felt grounded in the set," Low explains. "It was great to use the props to place the characters and figure out where the cameras should be."

That sequence is one of Smith's favorites.

"It has the best acting I've seen DreamWorks do," Smith says. "There are such lovely subtleties to the acting. It's fun in places - so 'Penguin.' And then there is this tone at the end you don't see coming."

The sequence Smith is most proud of, though, was one the crew dubs "skyfall," in which the penguins dive out of a cargo plane. It was the first scene in layout.

"The jokes were in there, but it wasn't as dynamic as it needed to be," Smith says. "If the penguins were going to throw themselves out of a plane and survive, it needed to be special. So, I decided to make it all in one shot to keep you in the moment with the characters and not break the spell. Once we did that, the magic started to come from the screen. Comedy is like balancing a Ping-Pong ball on a straw. You have to keep blowing to keep it up in the air. If you run out of breath, you've lost it."

Rough Layout, Final Layout

Once the director, layout artists, and other department heads have honed a sequence in previs, the layout team assembles clips of the footage they've shot, addresses notes from the directors, and delivers a package to editorial.

"We used to just work in shots," Low says. "But as the traditional 2D layout has gotten more complex with tools and cinematic desires, we started doing a version of the film with digital assets to make a visual road map of the film. Rather than providing one shot, we provide footage and coverage."

Once editorial has refined the cuts, the footage moves back to the layout department, and previs moves into "rough layout."


Skipper times his Cheezy Dibbles crunches for comedic effect in Penguins of Madagascar.

"In previs, we might have 100 cameras," Low says. "In rough layout, we focus on that one camera editorial has used. This is when we build the shots. We have other departments add their data and provide the road map for downstream departments."

Once the layout department has published the rough layout, "final layout" begins. At this stage, artists replace the previs and rough assets with final assets.

"I think 'layout' is a dreadful word for the department," Smith says. "It's not 'lay about' or 'laying around,' it's people who are really invested in the movie. They make the mold that everyone pours the details into. It's like a 3D blueprint that gets filled in."

And for this film, that blueprint was especially important.

"We didn't have time to board any of the third act," Smith says. "Within the group, Rico, Skipper, and Kowalski think Private is just cuddly. But, the third act proves whomever you are, no matter how big or small, anyone can do anything. We figured most of it out in layout by shooting different angles and piecing it together. We had props, figures of the penguins, the set, and the villain, and moved them around on the big screen. We could move the camera up and down, and reposition the characters. We could move a hand up three feet and that would move the camera up three feet, or make it three miles and zoom up for a massive view of the city. It was brilliant for working out an original approach."

The camera-capture room was an integral piece that helped the Penguins crew push the film out the door six months earlier than planned. But, it took a concerted effort on everyone's part.

"People really believed in the film," Smith says. "That's what carried us through. Everyone was amazing. We tried to keep the mood fun because that ends up on the screen. And, it's much more fun to be fun. It's the toughest schedule we've ever done, and a miracle we finished on time - we were lighting as we were mixing it - but…I've been on enough films to know…I think we have something special on this film."