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Treasure Planet: Production Notes

© Disney Enterprises, Inc. All rights reserved.


One of the greatest adventure stories ever told -- Robert Louis Stevenson's Treasure Island -- takes on a new dimension of entertainment and excitement in Walt Disney Pictures' thrilling new animated feature, "Treasure Planet." Redefining the state of the art for animation, the filmmakers take moviegoers on a daring and imaginative journey across a fantasy universe that combines expert hand-drawn animation, incredible 3D "virtual sets," along with superb acting and storytelling. At the center of the story is fifteen-year-old Jim Hawkins, who joins the crew of an intergalactic expedition as cabin boy aboard a glittering space galleon. Befriended by the ship's cook, a charismatic cyborg (part man, part machine) named John Silver, Jim blossoms under his guidance, and shows the makings of a fine "spacer" as he and the alien crew battle supernovas, black holes and ferocious space storms. But even greater dangers lie ahead when Jim discovers that his trusted friend Silver is actually a scheming pirate with mutiny in mind. Confronted with a betrayal that cuts deep to his soul, Jim is transformed from boy to man as he finds the strength to face down the mutineers and discovers a "treasure" greater than he had ever imagined.

As an added bonus, moviegoers in many cities around the world will be able to see special engagements of "Treasure Planet" in IMAX® Theatres and large format cinemas. Reformatted with meticulous detail especially for these venues, the film becomes the first to ever open simultaneously in 35mm and large format versions. Large format prints showcase the film's dimensional space settings to maximum advantage and immerse viewers into the beauty, grandeur and excitement of this fantasy world.

At the creative helm of "Treasure Planet" are Disney's acclaimed directing/producing/writing duo, John Musker and Ron Clements. This is the fifth film they have created for Disney and it follows such other distinguished features as "The Great Mouse Detective" (1986), "The Little Mermaid" (1989), "Aladdin" (1992) and "Hercules" (1997). A CalArts graduate, Musker joined Disney in 1977 as an assistant animator ("The Small One," "The Fox and the Hound") and went on to work as an animator and story artist before becoming a director. Clements, who began making super-8 animated films as a teenager, came to Disney in 1976 and served a two-year apprenticeship under Disney animation great Frank Thomas. He moved from inbetweener to assistant to animator/story artist with credits on such films as "Winnie the Pooh and Tigger Too," "The Rescuers," "Pete's Dragon," "The Fox and the Hound," and "The Black Cauldron." He first teamed with Musker in 1983 to write and direct "The Great Mouse Detective."

Overseeing the entire production in his role as producer was Roy Conli, a ten-year veteran of Disney's Feature Animation department, whose previous assignments include a co-producing role on the 1996 animated feature, "The Hunchback of Notre Dame" and a three-year stint running Disney's Paris-based animation studio (overseeing the production of "Hercules" and "Tarzan"). Conli's background also includes impressive and extensive credits producing and managing stage productions. Assisting him on "Treasure Planet" was associate producer Peter Del Vecho. Neil Eskuri served as artistic coordinator for the film with Tina Price on board as assistant artistic coordinator.

According to Thomas Schumacher, president of Walt Disney Feature Animation, "There are many sources for the animated films we make at Disney. Sometimes we turn to myth, legend and lore; sometimes they're based on wholly original stories; and sometimes we turn to great literature like we did with 'Tarzan' and 'The Hunchback of Notre Dame.' In the case of 'Treasure Planet,' we were inspired by the fantastic novel by Robert Louis Stevenson. It is the classic young man's adventure story; the classic pirate story; and the classic search-fortreasure story. John Musker and Ron Clements have invented great ideas for classics like 'The Little Mermaid' and 'Aladdin,' so when they came to us with the idea of adapting Treasure Island and setting it in a fantasy universe, we thought it would make a great film. There is something about classic material that just inspires this kind of reinvention. The source material offered us opportunities for comedy, big sweeping drama and fantastic adventure and not every story allows you to do that."

Schumacher adds, "This movie is very special for several reasons. First and foremost, it has some of the most brilliant acting ever in an animated film. The acting of the animators, who bring such truth and credibility to these characters, such charm and wit, reaches a new level of sophistication here. Glen Keane, who supervised the animation of John Silver, is a great actor who brings enormous depth and emotion to his characters. I can't think of any artist in animation who has had a greater impact on our movies than Glen. On top of that, the terrific stage actor Brian Murray gives one of the finest vocal performances ever heard in animation as the duplicitous Silver. John Ripa's great animation of Jim Hawkins combined with Joseph Gordon-Levitt's outstanding vocal performance is equally impressive. 'Treasure Planet' also marks a milestone for the integration of hand-drawn artwork and CG elements. For the first time, we have entire environments called 'virtual sets' where you see characters moving in space that is in fact threedimensional. The technology is used to create fantastic settings and, in the case of Silver, a character with great credibility."

An outstanding group of actors was assembled to provide the voices for the colorful cast of characters. Joseph Gordon-Levitt ("Angels in the Outfield" TV's "3rd Rock From the Sun") lends a wide range of emotion and dimension to Jim Hawkins, a lonely fifteen-yearold trying to find his place in the universe. Threetime Tony Award-nominated Brian Murray ("The Crucible," "The Little Foxes," "Rosencrantz and Guildenstern are Dead") gives an inspired vocal turn as John Silver, the affable rogue whose good-natured charm masks a ruthless obsession. Academy Award®-winning actress/screenwriter Emma Thompson brings great sense and sensibilities to the character of Captain Amelia, the no-nonsense, cat-like officer of the solar galleon, the RLS Legacy. David Hyde Pierce (who portrays Dr. Niles Crane on the long-running hit TV series, "Frasier") adds laughs, drama and a touch of romance with his vocal performance as the bookish astrophysicist Dr. Doppler who gets a chance to fulfill his fantasy when he finances a treasure-seeking expedition. Comedian/actor Martin Short provides the hilariously manic voice of B.E.N. (Bio-Electronic-Navigator), a bucket-of-bolts robot plagued with a missing memory circuit and two big no-nos (touching and talking).

Also featured in the vocal cast is veteran actor Patrick McGoohan, who voices Billy Bones, the last surviving member of Captain Flint's pirate crew and the key to locating the treasure. Emmy-winning actor Roscoe Lee Browne adds dignity and decorum to the character of Mr. Arrow, the straight shooting first mate to Captain Amelia. Laurie Metcalf (who voiced Andy's Mom in both "Toy Story" films) provides the voice of Jim's Mom, who has her hands full being a parent and running the Benbow Inn. Michael Wincott ("Along Came a Spider," "Alien Resurrection") speaks for Scroop, the unscrupulous spider-like pirate with a penchant for evil and treachery. Academy Award®-winning sound designer/sound editor Dane Davis ("The Matrix") provides the voice of Morph, Silver's playful protoplasmic pet who can shape-shift into anything or anyone.

From a technological standpoint, "Treasure Planet" is truly a hybrid film that takes the integration of hand-drawn animation and CG elements to a new level of sophistication. Most of the film's characters are drawn by hand, with the exception of John Silver (who is a highly complicated blend of hand-drawn and computer animation) and the robot, B.E.N., who is completely animated with the computer. Over 75% of the film involves some form of "Deep Canvas" elements ranging from painted props to detailed "virtual sets." This is a significant advance over "Tarzan" (1999), in which "Deep Canvas" was used for less than 10 minutes of the film. "Deep Canvas" involves painting 3D geometry in the computer with paint strokes that adhere to points in space. This process is typically limited to one-time usage for a specific scene and the paint cannot be altered or relit. "Virtual sets" take the "Deep Canvas" process to the next level by creating actual three dimensional environments that can be adjusted for any lighting situations and reused as needed. The camera can be placed anywhere in the set and travel through it once it is built.

One of the benefits of this new technology is that it gave the filmmakers greater choice in developing their staging. Musker explains, "For example, in the solar surfing sequence, we really wanted it to feel like an extreme sport and give it the sensation of skydiving and windsurfing with the camera rushing alongside Jim. This was the most liberating film we've ever made and we were free to choose camera angles that were never possible before."

Adding to this freedom was the contribution of layout supervisor Rasoul Azadani and his team. Working with "virtual sets" proved to be a real breakthrough in staging the film and allowed the layout artists to make bolder choices with regard to cinematography.

To create the cyborg character John Silver, Musker and Clements turned to Glen Keane, one of the top animators of all time and the supervisor of such favorite Disney characters as Ariel, the Beast, Aladdin, Pocahontas and Tarzan. Keane was charged with designing the character and animating the hand-drawn human portion of the character. He also storyboarded several key scenes in the film. Silver's mechanical arm, leg and eye were animated by Eric Daniels, a CG pioneer who played a key role in developing and perfecting "Deep Canvas." The two supervisors worked "arm in arm" to bring Silver to life in a new and dynamic way.

In practically all areas of the production (Layout, Background, Visual Effects, etc.), digital experts were integrated into the individual departments. On previous Disney animated projects, the CG department operated as a small unit that would handle a few elements or scenes for each film. Now that the software has gotten easier to use and the hardware to run it more powerful, artists in each area have begun using computers to a greater extent. Kyle Odermatt served as the Computer Graphics Imagery (CGI) supervisor for this film and coordinated with artists and digital experts in each department. Dave Tidgwell ("Mulan") was responsible for overseeing a team of forty in creating the wide range of visual effects (both 2D and 3D) that appear in the film (including fire, smoke, swirling black holes, explosions, cosmic storms, and hundreds of thousands of gold drubloons).

Conli observes, "Seventeen years ago, when John and Ron first suggested this project, this movie could not have been made. Back then, the Studio was using hand-painted cels and the artwork had a very flat look to it. With the advent of the CAPS system and 'Deep Canvas,' we found ways to intergrate handdrawn animation with 3D elements to give the film the dimensionality it needed."

For Musker and Clements, the intention was always to do Treasure Island with a twist. They wanted to place the story in a fantasy universe with a science fiction element. Clements explains, "The idea was to really let go of our universe and create this fantasy setting that is neither past nor future. I've always been a big sci-fi fan and ever since I started working at Disney I wanted to find something in that genre that would translate into a Disney film. I didn't want to do something high-tech or too futuristic that would become dated. Treasure Island seemed like a natural because it could be timeless. We wanted our film to be as if Stevenson had written a science fiction fantasy. It's the future from an 18th century perspective. There are no computers, televisions or microwave ovens, but rather things that someone from that time period might picture the future as having. In our fantasy universe, there's atmosphere in outer space (called the "Etherium") that our characters can breathe. We came up with our own retro combination of elements with a strong emphasis on the past to give it a warmth the genre doesn't usually have."

Art director Andy Gaskill, who had worked with Musker and Clements on the Gerald Scarfe inspired styles for "Hercules," was brought on board to help visualize the world of "Treasure Planet." The directors suggested the "70-30" approach to the art direction, which meant that 70% of the inspiration for sets and props would be rooted in the past and 30% in the future. This meant that, on first viewing, audiences would see what might appear to be an 18th century ship design but a closer examination reveals rockets and other fantasy elements.

Another big inspiration for the look of "Treasure Planet" was the Brandywine School of painters, which includes such famous artists as Howard Pyle, N.C. Wyeth and Maxfield Parrish. Wyeth had provided the well-known illustrations for the 1911 Scribner's edition of the Stevenson classic. Influenced by that style, Gaskill and his team set out to capture the sense of fantasy, adventure and storybook quality suggested by those famous illustrations. This meant creating an oil-painting approach to the backgrounds, something that had not been tackled at Disney since "Bambi" sixty years ago. In order to achieve this, the background painters had to work in an entirely new way. Background supervisor Dan Cooper led a team of talented artists in this groundbreaking effort.

© Disney Enterprises, Inc. All rights reserved.

With regard to the film's design, production designer Steven Olds created the look of the RLS Legacy, the 18th Century inspired galleon which sails through space with its billowing solar sails. He also set the stage for the designs of other mechanical elements from Silver's arm to the longboats and solar surfer. Frank Nissen, a Disney storyboard artist, also served as production designer and had a major influence on the film in terms of conceptualizing the look. Character designs were created by such talented artists as Rick Maki, Buck Lewis, Peter De Seve, Peter Clarke, among others. The individual supervising animators brought their own artistry to the process and helped to flesh out the characters.

"Treasure Planet" was 4 1/2 years in the making. Principal animation on the film began in 2000 and the entire crew eventually grew to a maximum of 350 artists, animators and technicians.

In the nearly 120 years since Treasure Island first appeared in book form, it has remained a favorite among readers of all ages. The book has continuously been in print and the source material has inspired dozens of film versions. The earliest Hollywood versions of the film date back to silent productions in 1908, 1912 and 1918. In 1920, director Maurice Tourneur directed an ambitious feature length silent version that included an appearance by the legendary Lon Chaney. The 1934 MGM version was directed by Victor Fleming ("Gone With the Wind," "The Wizard of Oz") and cast Wallace Beery as John Silver and Jackie Cooper as Jim Hawkins. Walt Disney himself produced an outstanding live-action version of "Treasure Island" in 1950 under the direction of Byron Haskin and featuring Bobby Driscoll and Robert Newton in the lead roles. Among the other top actors who have portrayed the scalawag John Silver in film versions were Orson Welles (in 1972), Charlton Heston (in 1989) and Jack Palance (in 2001). Additionally, Boris Karloff played the part of Billy Bones in a 1960 TV version and Tim Curry played Silver opposite an all-Muppet cast in Disney's 1996 feature, "Muppet Treasure Island." A 1954 film, "Return to Treasure Island" gave the story a whole new twist when it starred actress Dawn Adams as Jamesina Hawkins.


Fifteen-year-old Jim Hawkins, a fatherless boy growing up on the planet Montressor, is searching for his place in the universe. A bit of a loner, he escapes his daily routine of helping his Mom run the Benbow Inn by soaring through the air on his homemade solarsurfer. His life takes a sudden and dramatic turn when a space cruiser crashlands near the Inn. A crazed turtlelike alien named Billy Bones emerges from the wreckage with wild talk and a warning about a fiendish cutthroat cyborg that is following him. Just as Bones expires, a band of pirates land and begin ransacking the Inn as they search frantically for the chest Bones had in his possession. The Benbow Inn is destroyed in the process.

With the help of a family friend, astrophysicist Dr. Delbert Doppler, Jim and his mother narrowly escape to Doppler's home. There they discover the chest contains a gold metallic sphere with odd engraved markings. Jim fiddles with the object and a 3D holographic image of the planets and stars fills the room. An avid reader of pirate tales since his childhood, Jim immediately identifies the luminescent tworinged green planet as Treasure Planet, the legendary hiding place of Captain Flint's treasure trove: the loot of a thousand worlds.

Determined to help his mother rebuild the Inn with the treasure, Jim answers the call to adventure. Doppler agrees to finance the expedition with his savings and the plan is swiftly set into motion. Shortly afterwards, Jim and Doppler arrive at the bustling crescent moon-shaped spaceport of Crescentia. Here they get their first glimpse of the impressive space galleon, the RLS Legacy, and meet the beautiful cat-like alien officer Captain Amelia. Along with her first officer, Mr. Arrow, the Captain runs a tight ship but must contend with a motley crew of assorted aliens hired by Doppler.

Jim is assigned by the Captain to work in the ship's galley where he meets John Silver, the charismatic cyborg cook who demonstrates how he uses his mechanical arm as an eggbeater, torch and ladle. He also meets Morph, Silver's devoted little protoplasmic pet who expertly adopts the shape and personality of any person or object. Jim suspects that Silver is the cyborg that Bones ranted about and he engages in a cat-and-mouse exchange trying to see if Silver reveals any clues to his true identity. But the shifty Silver is a quick-thinking con man and manages to outmaneuver the wary boy.

The voyage through the Etherium is eventful as the crew observes a majestic herd of Orcus Galactici (gigantic flying space whales), and faces destruction when a supernova star devolves into a life-threatening black hole. Along the way, Silver and young Jim form a bond. Silver discovers that Jim grew up without a father and assumes the role of mentor, initially just to keep the boy in check. In spite of himself, the hardhearted pirate develops a soft spot for Jim. He offers words of encouragement and tells the boy that he has the "makins of greatness" in him. He adds, "And when the time comes you get the chance to really test the cut of yer sails and show what yer made of Š well, I hope I'm there catchin' some a the light comin' off ya that day!" When Jim overhears Silver talking to his crew about plans for a mutiny and denying any feelings for the boy, he feels horribly betrayed.

Jim, Captain Amelia and Doppler manage to escape in one of the galleon's longboats and crashland on Treasure Planet. While Doppler tends to Amelia's wounds, Jim searches for a hiding place and encounters B.E.N. (short for Bio-Electronic Navigator), a rickety marooned robot who has literally lost his mind (or at least his primary memory circuit) and is desperate for company. The pirates give chase and Silver offers Jim a deal that if he turns over the map, an even portion of the treasure will be his. Jim scorns the offer and Silver gives him until morning to change his mind.

B.E.N., by chance, leads Jim to a vast underground network of machinery that makes up the inside of Treasure Planet. In fact, the planet is a gigantic machine built by an ancient alien race millions of years ago as a means of exploring the universe. The planet powers the portals that were used to travel all over the universe and Captain Flint had used them to steal treasure and acquire the "loot of a thousand worlds."

Silver and his band of cutthroats forcibly gain control of the situation and soon discover that the treasure lies hidden in the center of the planet's mechanical inner workings. They also discover that Captain Flint booby-trapped the planet to explode if anyone but himself reopened the portals. With the planet about to explode and Jim's life in jeopardy, Silver is confronted with the choice of either saving Jim or keeping the treasure he's been searching for his whole life. In the explosive finale to the story, both Jim and Silver are tested in ways beyond their wildest imagination and their futures literally hang in the balance.


Many literary scholars believe that Treasure Island ranks among the greatest adventure stories ever written and generations of readers seem to agree with this assessment. Robert Louis Stevenson's classic tale of pirates, hidden loot, seagoing adventure and a young boy's coming of age had all the right ingredients to capture the imaginations of readers of all ages. And with "Treasure Planet," the filmmakers kept true to that spirit and tradition of storytelling greatness.

Born in Edinburgh, Scotland in 1850, Stevenson studied to be a lawyer, but launched a writing career instead. He wrote a short historical tale by age 16 and, within a few years, he began contributing texts to various magazines. Short stories followed and his first published volume, An Inland Voyage (1878), an account of a journey he made by canoe from Antwerp to northern France, showed a knack for colorful storytelling. While traveling on an "inland voyage," Stevenson met his future wife, Fanny, an American who was 11 years his senior. His travels to California became the subject of another large-scale work, The Amateur Emigrant (1879-80).

While on holiday in Scotland in 1881, Stevenson entertained his twelve-year-old stepson, Lloyd, by drawing a map of an imaginary place called "Treasure Island." The map stimulated the author's imagination and he began to spin a tale to go along with it. Stevenson is said to have written a chapter a day and amused the family by reading it aloud. He drew on real-life occurrences (he had once overheard a conspiracy against his father while hiding in an apple barrel; the John Silver character was based on his close friend, W. E. Henley, an enthusiastic and exuberant man despite his handicap; etc.) in creating his tale. He was also inspired by his childhood readings (including such favorites as Robinson Crusoe and Tales of a Traveller), his father's lighthouse experiences and his impressions of visiting the California coast.

Stevenson originally referred to his story as The Sea Cook but it took on the new title of Treasure Island when it was serialized in the boy's magazine Young Folks between October 1881 and January 1882. Treasure Island became Stevenson's first novel to appear in book form when it was published in 1883. The book became a huge success and helped to establish the author's reputation for novels of adventure that often involved psychological depth, moral ambiguity and supernatural elements. His other great novels include Kidnapped (1886), The Strange Case of Dr. Jekyll and Mr. Hyde (1886), and The Master of Ballantrae (1889).

Stevenson was plagued with ill health throughout much of his life, beginning with a bout of tuberculosis as a child that kept him largely bedridden in his early years. Despite his frailty and infirmities, he continued to travel and live life to the fullest. He also remained incredibly prolific, although much of that writing was done from his sickbed. Stevenson made his first South Seas voyage in 1888 and the following year moved with his family to Samoa. It was here that he died in 1894, at the age of 44, after suffering a brain hemorrhage.


The idea for "Treasure Planet" was conceived by Ron Clements nearly 17 years ago. The creative team at Walt Disney Feature Animation was looking for new ideas for projects and arranged a "Gong Show" to listen to and evaluate ideas from the animators. Clements' first pitch was Hans Christian Andersen's fairy tale, The Little Mermaid. That project was initially rejected because the Studio had just done the mermaid film, "Splash," but later greenlit based on the strength of his treatment. Clements' second idea, "Treasure Island in Space," was enthusiastically received but ultimately placed on the back burner.

After completing "The Little Mermaid" in 1989, Clements and Musker revisited "Treasure Planet" and began doing some preliminary writing and development work. When the opportunity to write and direct "Aladdin" came along, "Treasure Planet" was again sidelined. Following their assignment on "Aladdin," that film's co-screenwriters Ted Elliott and Terry Rossio took Clements and Musker's ideas and wrote a treatment and script for "Treasure Planet" in 1993. At that point, "Hercules" was on the fast track with Musker and Clements set to write and direct but "Treasure Planet" was set to be their next project.

Over the years, "Treasure Planet" remained a passion and priority with the filmmakers and they finally got their chance to work on the project full time once "Hercules" was completed. At that time, Musker and Clements wrote a new script and began collaborating with Rob Edwards (whose credits include "The Fresh Prince of Bel Air"), who is also credited with co-writing the final screenplay. The animation story for "Treasure Planet" is by Musker & Clements and Ted Elliott & Terry Rossio.

Clements recalls, "The intriguing thing about Treasure Island is that it contains elements that make you think of a cultural phenomenon like 'Star Wars' is today. Stevenson didn't create a lot of the elements that appear in the story, but he took things that were archetypal and that people really liked and put them all together in this adventure story. These elements had never really been combined in this way before and it really resonated with readers. It is the ultimate adventure story."

"One of the rules on this movie," adds Clements, "was NO magic. This was somehow a universe where there wasn't any magic. Everything that exists has some technological or scientific explanation regardless of how different it might seem from our world. There is a logic to everything that happens."

Musker adds, "In creating our version of the story, Jim was the hardest character to flesh out. We wanted him to be sort of introverted and have the typical problems of a teenage boy but not have that be off-putting in any way. We always pictured him as being at a crossroads in his life. He's a kid who has the potential to do great things with his life. But the potential also exists that he could go in the wrong direction and end up in a lot of trouble.

Like all the characters in the film, Jim has a missing piece. He's incomplete in a sense because he is missing a relationship with his father."


Beginning with their directing/writing debut on "The Great Mouse Detective" in 1986, John Musker and Ron Clements have been putting their own distinctive creative stamp on Disney's animated features. Over the next 16 years and four additional films ("The Little Mermaid," "Aladdin," "Hercules" and "Treasure Planet"), this dynamic filmmaking duo have played a major role in reviving the Hollywood musical and in bringing a new sense of comedy, style and excitement to animated features.

With "Treasure Planet," Musker and Clements add a new genre and new achievements to their acclaimed careers in the medium.

Clements describes the duo's creative process in this way: "We pretty much worked on this film in the same way we've worked in the past. We start by creating an outline together. John is the first to write and he comes up with reams of ideas and improvisations. I bring all his ideas together with mine and write a script. He'll take the rough draft of the script and tweak it and then it goes back and forth. Once we get into production, we divide the movie up into scenes. We both get involved in recording the voice talent and editorial meetings."

Conli observes, "It's magic how they work together. They're incredibly passionate about what they want and they're incredibly giving with all their collaborators on the film. They finish each other's sentences and they seem to have a telepathic communication between them. They usually think pretty much alike but when they don't they're very clear with one another about what they are thinking. There's definitely a healthy dialogue going back and forth. They really understand animation and have a great sense of storyboarding, but their brilliance is as filmmakers who have a great visual sense of storytelling using the camera.

"What's really interesting about them is that they listen to everyone," says art director Andy Gaskill. "Anyone can offer advice, a suggestion or an opinion after each screening. Ron and John encourage notes from the entire crew. Even though they have a very specific idea of the kind of story they want to tell, they still leave it wide open for other ideas. If they get one note that contradicts what they're doing, they may not take it seriously. But if they get ten notes that contradict, they'll look at it and want to explore other options. They're humorous, easy going and you feel like you can always say what's on your mind."

Glen Keane observes, "They really are the animators' director. They think like animators and they're sensitive to the animators' needs. Acting is paramount. They are willing to change a lot to accommodate better acting in the picture. They truly are the dream directors for animators."


Glen Keane ranks among the all-time greatest animators and he has been responsible for creating some of the most memorable animated characters in Disney history, including Ariel ("The Little Mermaid"), the Beast ("Beauty and the Beast"), Aladdin, Pocahontas, among others. He was just finishing up a tough assignment supervising the animation of Tarzan and completing a four-year tour of duty at Disney's Paris animation studio when John Musker and Ron Clements approached him in 1999 about doing the character of John Silver. Over the next three years, Keane would work "arm in arm" with CG expert Eric Daniels to create a true hybrid character ­- a cyborg sea cook with a mechanical side and a flesh-and-blood side.

© Disney Enterprises, Inc. All rights reserved.

Musker recalls, "We pitched the story to Glen early on and I think he was intrigued by two things -­ the idea of doing a character that was half CG and half hand-drawn, and the story idea of a guy who has to overcome this obsession. We described an image to Glen that really stuck with him. Silver's got the choice of Jim on the one hand and the treasure on the other. Literally, in the film, there's a scene where Jim is slipping away and Silver has to decide whether to hang on to the treasure or the boy. Glen latched on to this right away. Silver is this interesting combination of good guy, bad guy. He has a real complexity to him. He's the villain, but there's goodness underneath that and he's very conflicted."

According to Keane, "Every character gets really personal for me. And I never really have to force this to happen. It's more like, 'just keep your eyes open, Glen, and you're going to find the clues in your own life for the character.' The relationship between Silver and Jim is like a father and son. Every dad struggles to help his son realize his potential and that's certainly true with me and my son. My greatest goal is to see him reach his potential and that's the same treasure that Silver gets in the end of the film. For me, that's the treasure of being a father. And that's what I drew on. It's a very deep feeling."

Another powerful inspiration for Keane in creating the character was his high school football coach. He observes, "I was seventeen years old and I had been fighting for a starting position on the football team as a halfback. And there was another player who was competing for the same position and he was a heck of a lot bigger and the head coach's favorite guy. I worked really hard and I got the starting position on this game and I was very proud of it. The game started and I played three plays and got the ball once. Then the head coach took me out and put the other guy in for the rest of the game. I never played again and I was crushed. As a seventeen-year-old, that's your life. You want your chance to shine. I had it but the coach took it away. Afterwards in the parking lot, the assistant coach, Mickey Ryan, a great guy who spoke with his heart and always had a twinkle in his eye, put his hand on my shoulder and said, 'Glen, you're gonna do great things. You're gonna get that starting position. That wasn't right what happened.' And I could see that he really cared. There were tears in his eyes and I started to cry too. I lived that scene with Jim and Silver on the boat when Silver encourages Jim after a big setback. It was one of those things where you try to animate what you lived through and hope you can even get close to it."

In addition to designing the look of the character and providing an entertaining and emotional performance, Keane joined forces with Eric Daniels, a CG expert with a background in traditional animation, to create some of the most exciting animation ever captured on screen.

Keane explains, "In the beginning our biggest concerns involved the marriage of the CG and the hand-drawn animation. We quickly discovered that the biggest challenge in doing Silver was the same challenge we had with Tarzan and Ariel -- the acting. How do you get into his heart and his emotions? This is really where you had to be spending most of your time. If you were focused on the technical problems, it would show in the acting and the story. Eric Daniels had this great ability to take something really complex and make it simple. I never had to stop drawing and, even though I was enmeshed in the computer world, I still got just as much graphite over my face as ever before. I love that."

Typically, a scene with Silver would begin with rough drawings from Keane. He would tie down the acting and timing for a scene and draw in the mechanical side as well. For the latter, he broke the arm down into simple shapes and animated the gestures and movements. Once the animation was approved, the drawings would be scanned into the computer and Daniels would start to lay the mechanics of the robotic arm over them. The duo developed a great working relationship and a confidence in one another that reflected in the character's performance. Silver's key clean-up leads Bill Berg and Karen Lundeen are credited with doing an extraordinary job integrating the character's two halves and giving them an organic and unified feel. The film's clean-up supervisor was Disney veteran Vera Lanpher (who has supervised such major films as "Beauty and the Beast" and "The Lion King").

Keane offers high praise for the other members of the Silver animation team, especially fellow animator Marc Smith, who served as his right-hand man. "Marc is an amazing animator with a drawing style that fits very naturally with mine," says Keane. "His animation has great appeal and a lot of humor to it."

Eric Daniels was ultimately responsible for Silver's right side -- the mechanical half. He explains, "Glen and I spent many months designing the character in collaboration with Steven Olds. We were constantly coordinating with each other. I would drive around the city on field trips looking for various types of machinery. The more they felt like throwbacks to the past, the better it was. I was looking at heavy machinery from decades past, especially steam engines that were huge, heavy and cast-iron with lots of cotter-pins. We went to the home of legendary Disney animator Ollie Johnston to look at his backyard railroad and we visited Griffith Park's Traveltown to study their locomotives. Ultimately, Silver's leg was based on some ancient dry-cleaning machinery I came across.

"Glen and I came to this assignment with different sets of requirements," adds Daniels. "He was keeping an eye on the character and how best to express his actions in silhouette. It was very important to him to have a really large forearm and not such a large upper arm. It makes for a really interesting silhouette. For me, it was important that Silver not look like a guy in a suit. He couldn't have metal encasing his real arm. It had to really look like that was his arm. And in order to do that, we had to open up as many negative spaces as possible so that we could see through it and know that there wasn't an arm in there. I also wanted to see it be as believably functional as possible. We didn't want a character like Inspector Gadget where a hatch opens and an impossibly huge piece of machinery comes out. Our challenge was to make it not seem cartoony. I remembered a jukebox my uncle had and I was fascinated by the way the platter full of 45s would rotate on one axis and an arm would come down on a completely different axis and pluck it out and put it into a new place. I wanted Silver to have a turntable of devices inside his forearm and I wanted the correct module to rotate into place so that it was in line with the hand. Then it would pivot at the wrist and one hand would go away and another device would come out. Silver's arm is basically a cross between a Swiss army knife and a jukebox."

In the film, Silver's arm functions as an egg catcher (based on a cherry picker and an olive picker), a shrimper (based on a lawn sprinkler) and a blowtorch. Daniels and Keane worked out the intricate choreography of making each device pop into place and operate in a believable manner.

"Glen would draw the arm as if he had CG software in his head," says Daniels. "He could draw that arm from any angle and it would match up almost perfectly. It was really amazing. He had a simplified way of drawing the arm and broke down the components into familiar shapes. In most cases, he and his team would be extremely specific about what they wanted the arm to do. Other times, we would be free to reinterpret the mechanical movements to make it work better. I loved it when I could surprise Glen."

Daniels concludes, "The biggest challenge was trying to make the mechanical side look like it belonged to the drawings. There's a certain way that traditional animation moves that computer animation rarely does. So we had to try and incorporate the sense of movement that traditional animators have into our work. They had to draw a lot more solidly than they normally would and we had to make the metal arm bend and stretch and do impossible things in order to have it look natural, smooth and effortless. Overall, this project was a dream come true. I've been tinkering with machines and studying them my whole life. And I've been doing traditional and 3-D animation for a long time. This film gave me a chance to bring all of these things together and an opportunity to work with some of the best artists in the business."

Keane adds, "Whenever the computer intersects with my world of animation, it always pushes me to draw better, to act better, to be better at my craft. It's always challenging me and that's why I feel like I'm a better artist and a better actor at the end of this picture than I was at the beginning. And, personally as an artist, that's a great accomplishment."

The other major part of the equation to making Silver a great character was the contribution of actor Brian Murray, who provided the voice.

Keane observes, "Brian has a great stage presence and there's something about stage actors that fits so well with animation. They have a broader approach that allows you to really take the most advantage of animation as a medium of exaggeration. His expressions were always pushed out there a bit further, but never to the point where they were no longer sincere. There's always this great sincerity in Brian's acting that you believe his character is real, but there's also this humor to every reading and a melody that provides a nice texture. He'd say something really fast, and then there'd be a pause, and then a bold laugh, and then a little laughter. There was always a lot of variety and texture. You could close your eyes and see immediately how it was going to be performed.

"I did some caricatures of Brian the first day I met him," recalls Keane. "I had them up at my desk throughout the whole film. He had kind of an Irish way of talking where he exposed his top teeth. And so the teeth became a very important part of Silver. We put a gap in his teeth to make it seem less perfect."

Keane explains, "Silver is one of those characters that feels like there's not enough space on the screen for him. As an animator, it's so enjoyable to draw a character like that. I think of him as being like a sculptural drawing. This helped us marry the solid CG three-dimensional object onto the traditional drawn part. There was a great satisfaction in doing this and accomplishing something that no one knew if we could do for sure. And at the beginning there was a big question mark about blending computer animation and hand-drawn in the same character."

Keane acknowledges that his characters have gotten more complicated as he has gotten better at his craft. "It used to be all about, 'Can I draw it?' Can I actually describe what I'm trying to feel in my drawing? Now it's not so much the skill in drawing but more about identifying those emotions. The relationship between Silver and Jim reflects a much deeper, more complex relationship in my own life too."


The pivotal role of Jim Hawkins was entrusted to John Ripa, a gifted supervising animator who had previously worked as part of Keane's team on Pocahontas and as the supervisor for the characters of baby and young Tarzan (providing a lead-in to Keane's work on adult Tarzan). A team of sixteen animators, under Ripa's leadership, lent their talent and support to the process.

For the final design of the character, Ripa spent a lot of time trying to get into the mind of Jim Hawkins. He explains, "Jim is fifteen years old and at a point in his life where he's not really sure who he is. He has a feeling of low selfworth and doesn't realize his potential or feel like he has anything to offer. I read books on child development and made notes about what teens are feeling. I also watched every teen angst film I could get my hands on. James Dean was very inspirational. There is something about his eyes that I found fascinating. His acting choices were brilliant and gave him a sense of vulnerability and defensiveness at the same time. It was interesting to see the angle of his head and study what he did with his eyes. There is a lot of subtlety in his performance that I kept coming back to time and again.

"To help me understand Jim better, I came up with a whole backstory for the character," adds Ripa. "It was something that was never intended to be used in the film. But as Glen was storyboarding the song sequence, set to John Rzeznik's very emotional song 'I'm Still Here,' he began asking me questions like, 'What happened when Jim's father left?' I don't know how much of an answer he expected but I told him, 'He wakes up in the morning, and he senses something's wrong, and he runs downstairs. His mother's crying at the table and she's silhouetted by the window. The door's open behind him and he knows something is wrong. He hears the ferry whistle and knows that the ship is taking off. He races to the dock and sees his father on the ship.' I imagined him hanging out at the dock wishing that one of the stars would increase in size and turn into a ship and his father would come back. At some point, he stops going and his pain turns to anger and other emotions. Glen ended up using a lot of this backstory in the song montage. As an animator, some of the most interesting parts of creating the performance come from feeling you know who the person is. Some animators prefer more cartoony and broader characters, but I really enjoy trying to figure out his eyes and what's going on inside his head. To me, Jim became very real."

Adding to Jim's distinctive look is the design of his hair. Ripa gave the character a haircut that had contemporary elements including a ponytail that became an important part of his silhouette. Ripa also extensively researched Jim's costume and mixed and matched styles from different periods. Borrowing heavily from the Brandywine school of illustration, he outfitted Jim in traditional Pirate shirt, pants and belt. The coat has a 1940s feel to it and the boots are a combination of pirate and snowboarding attire.

One of the keys to making the relationship between Silver and Jim so real was the close rapport that developed between Keane and Ripa during the course of the production. Ripa recalls, "Glen has always been like a mentor to me and I've learned incredible amounts of things from him on the films we've done together. On 'Treasure Planet,' we had a lot of fun working together and it was great to be so open with him. Sometimes we would wrestle and joke around just to let loose. We were always aware of each other's character and how they worked and related together. Their relationship is really the key to the film and what drives the story. Glen and I would discuss scenes and act them out. On one occasion, we actually roughed out a 30-foot scene on the same desk at the same time. He would do a big bold pencil scribble of Silver on the drawing board and then step back. We'd talk about what happens next and act it out. Then I'd draw Jim on a separate piece of paper right on top of his drawing. We blocked out the whole scene that way. It was very comfortable and very spontaneous.

"Joseph Gordon-Levitt did a really outstanding job as the voice of Jim," says Ripa. "He was fun to work with and you felt he believed in the character the same way we did when we were animating the scenes. If a line felt too forced, he would come up with a different approach and really improve it. His overall attitude and approach was really inspiring and it was great to watch his poses and body language. Little things he'd do with his hands and the way he positioned his head provided a wealth of inspiration and information."

Just as the character of John Silver becomes a mentor to Jim Hawkins and Keane mentored Ripa, actor Brian Murray became a mentor to Gordon-Levitt. The two actors recorded many of their key scenes together adding a spontaneity and chemistry to the performances.

Gordon-Levitt notes, "Brian was certainly a mentor to me. He just has such control over his voice, which is something that I really aspire to have. His voice is this great instrument and he can control his throat and diaphragm. He has a precision that is so admirable. I absorbed so much just from working with him and listening to what he does. In the scenes we did together, my performance seems thicker and richer with more oomph. And I think that's largely his influence."


In addition to Keane's extraordinary work on John Silver and Ripa's powerful animation on Jim, a team of top character animators brought life to the colorful cast of humans and aliens in "Treasure Planet."

Ken Duncan, the talented animator who supervised Jane in "Tarzan" and Megara in "Hercules," took on the double duty of animating the courageous Captain Amelia and the unscrupulous spider-like Scroop.

Clements explains, "At first, we had thought of Ken for the character of Amelia, but he really wanted to do Scroop because he's this really cool villain. In the end, we were having trouble casting the role of Amelia, so Ken ended up animating her as well. He's a top animator and his work on these two very different characters shows his great range."

Musker observes, "We actually wrote the character of Captain Amelia with Emma Thompson in mind. In addition to being a great actress, she is also a very talented wordsmith and she always wanted her pages ahead of time so that she could fine tune them. She would come to the recording sessions with lots of variations and she would bandy them about. She'd say, 'I rather fancy the word footling, that sounds like a word that she would use, right?' This is the first action adventure character that Emma has ever played and she was pregnant during several of the sessions. She was happy that she could do all this action and not have to train for the part."

"Emma Thompson is a goddess in the acting community," adds Schumacher. "To have her in one of our films is such a great pleasure. She has so much strength, so much charm, so much wit and such a fantastic command of the language."

Overseeing the character of Dr. Doppler, the bookish astrophysicist who finances the expedition, was supervising animator Sergio Pablos. A native of Spain, Pablos had previously supervised Tantor, the germaphobic elephant in Disney's 1999 feature, "Tarzan."

"I had a blast animating Doppler," says Pablos. "He is a character that provides both comic relief and romantic interest. He had several layers to him and this complexity appealed to me. Doppler is rich and dedicates his time to studying but when the map to Treasure Planet appears, he jumps at the chance to go out there and do something. As a character, he has no social graces. He's very awkward in social situations and is like a fish out of water. He often gets tongue-tied and says the wrong things. Although he would never want to be the center of attention, he always manages to get himself in the thick of things. David Hyde Pierce was great at improvisation and really made the character his own. We would be cracking up in the booth during his sessions and he would always make the lines sound a lot funnier than they were on paper."

For the character of Morph, Silver's protoplasmic shape-shifting mate, the filmmakers turned to Mike Show. The animator had previously supervised all five of the gospelsinging muses in "Hercules."

Show recalls, "The design for Morph was pretty easy -- just a blob with two eyes. The challenge was in figuring out how to move him around. The directors wanted it to look like a lava lamp and I remember sitting with them in a room staring at a lamp. The character really took off when I started to animate him and experiment with how to keep him blobby but still give him a personality with expressions that would read. In the film, Morph turns into Jim, Amelia, Silver, Scroop and a couple of dozen other things. He's basically a blob held together by gravity just enough so that you can read the expression on his face. He never really comes to a standstill. He jiggles all the time.

"Personality-wise, Morph is a happy little guy, very innocent and playful," adds Show. "He's like a toddler who likes to play but has a short attention span. When something serious is happening around him, he basically doesn't understand and goes off to play. He does pick up on people's vibes, however, and he reflects the tone of what's going on in each scene. Morph turned out to be a combination of a puppy, my son and a lava lamp all smooshed together."

At the opposite end of the animation spectrum from the amorphous Morph is B.E.N. (Bio-Electronic-Navigator), the only character in "Treasure Planet" that is completely animated using computers. Oskar Urretabizkaia, who had supervised the computer-generated Hydra character in "Hercules," spent two years building this rambunctious robot character in the computer and served as the supervising animator. Assisting him were animators Mark Austin and Doug Bennett.

Austin, who led the animation of Aladar in Disney's "Dinosaur" and also animated flocks of Mantabirds (Manta-ray-like winged creatures) and sixty space whales (Orcus Galacticus) for "Treasure Planet," notes, "In the early versions of the script, B.E.N. was this quiet, nervous hermit character who kept to himself and didn't like people that much. But as the character evolved and Martin Short was signed to do the voice, things took a very different direction. He suddenly became a very complex character with lots of wild erratic movements. He talks so fast and can go from a regular speaking voice to a shout without any warning. His movements are very broad and extreme."

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John Musker adds, "Martin Short provided the right combination of improvisational humor and warmth. In one of the early sessions, he adlibbed a line, 'Touching and talking, that's my two big no-nos' and that helped us to define the character. He talks too much and he touches too much. He's kind of like the long lost relative who is so overcome with emotion that he becomes like flypaper and can't stay away. He's a compulsive toucher, which is a nice contrast to Jim, who has this kind of wall around him and is uncomfortable with physical contact. B.E.N.'s part kept getting bigger as the film progressed and we all loved Martin's stuff so much."


Ron Clements had a clear concept for "Treasure Planet" from the very start. In an early presentation, he described the art direction in this way: "It's important to point out that this movie takes place in a fantasy universe. It's not the past; it's not the future. It's a time and place unto itself. Esthetically, everything has a very 18th Century feel to it. But the technology is pretty advanced. They have interstellar galleons, intelligent robots and they do amazing things with solar power and artificial gravity. And most importantly: you can breathe in outer space. Space is called the 'etherium' in this movie and it's filled with atmosphere. This is how we can have these big open deck ships sailing with the wind blowing in your face."

With these ideas in mind, art director Andy Gaskill was charged with creating a universe unlike any other. He recalls, "Initially, Ron established something he called the 60/40 rule, whereby the film would look 60% traditional and 40% futuristic or high-tech. We soon modified that benchmark to be 70% traditional and 30% high-tech. For example, from a distance, Jim's house looks like an English halftimber cottage, but as you get closer, you realize that there's all this metal work and pipes and things that are clearly contemporary. That 70/30 formula became an easy way of gauging the effect we wanted.

"A major influence for us on this film was the Brandywine painters," adds Gaskill. "This refers to a style that is oriented towards fantasy, adventure and storybook illustration. N.C. Wyeth did the illustrations for the 1911 Scribner's edition of Stevenson's Treasure Island and that became a great reference for us. We analyzed his paintings and studied the graphic qualities of his work. We also looked at other Brandywine painters like Howard Pyle and Maxfield Parrish to study the composition of their scenes and the sense of scale they used. One of the things that's very characteristic of their work is that their surfaces are never tightly finished. They're always a bit loose and sometimes have shadowy areas with just a swash of brushstrokes and not a lot of detail. It takes a good painter to do that and it was kind of intimidating at first to try to make this film look like a Brandywine illustration.

"Another great reference for us was the swashbuckling films of the '30s," notes Gaskill. "Films like 'Captain Blood' and 'The Adventures of Robin Hood' owe so much to the Brandywine illustrators. The mantle for fantasy and adventure seemed to transfer from them to Hollywood during this period."

Associate art director Ian Gooding, whose primary focus was to oversee the use of color in support of the story, used the Brandywine painters' warm palette approach. Many of the scenes in the film feel like they're bathed in light to focus on the action and storytelling.

With regard to the backgrounds and overall look of the film, the creative team chose an oil painting approach, once again influenced by the Brandywine style. This is the first Disney film since "Bambi" to use an oil painted background style and the first film from the Studio to ever have all of its backgrounds painted in the computer.

Conli explains, "For us to do oil painted backgrounds in the past would have meant having hundreds of paintings drying on racks somewhere. Before you can shoot a background, it has to be dry and oil paints can literally take months to dry. And then to shoot them through glass would have been a nightmare. When we discovered we could achieve an oil painting look from a digital standpoint by painting in the computer, we were very excited."

Background supervisor Dan Cooper guided a team of traditionally trained painters in creating the backgrounds for the film. He explains, "This is the first film that we've painted completely in the computer. It's still a stroke for stroke process but instead of using a paintbrush, we use a stylus. To create this same oil paint look by hand would be nearly impossible since the paints take six months to a year to dry. With the computer, we can get that look completely and it's instantly done. From an artistic standpoint, our painters are using the computer to apply their brushstrokes directly onto the system instead of having their handpainted art scanned in. It's really the purest and most direct process we've ever had."


Creating a fantasy universe as a backdrop to an intergalactic adventure story required considerable imagination and an exciting new approach to blending the traditional and 3-D worlds of animation. Expanding upon the "Deep Canvas" technique that was invented for "Tarzan," the film's technical team developed something called "virtual sets" to add depth and dimension to the production. Nearly 75% of the film's sets were constructed as 3-D environments which could be lit and reused for different scenes.

"We knew going into the production that we were going to have a lot of detailed sets and that several of those sets were going to be used over and over again," explains Conli. "A third of the film takes place on the solar galleon, another third takes place on Treasure Planet, and the first third involves the spaceport and other settings. Virtual sets allowed us to keep each scene visually interesting and dynamic."

"Other films have used digital backgrounds before," adds Gaskill, "but what makes 'Treasure Planet' unique is the way we combined digital painting technology with 3-D modeling techniques. Our backgrounds became really fluid and we could move through them but still make them feel like they were paintings. In the case of virtual sets, we actually constructed 3-D sets in the computer and the camera could move freely within that set. It opened up all kinds of avenues for staging shots. Once the sets were built, it became like a real live-action set that you could re-light and use over again. You could also place the camera anywhere you wanted to and make any kind of moves including dolly and trucking shots. It gave us tremendous freedom."

Rasoul Azadani, who has worked on all of Musker & Clements' previous films during his 17 years at Disney, headed up the Layout department for "Treasure Planet." He observes, "This film was really a breakthrough with regard to cinematography. We ended up building most of the key environments as 3-D virtual sets, which gave us a lot of freedom to move in and around them and change the lighting to suit the action and mood. Among the virtual sets we built were the kitchen galley where Jim first encounters John Silver, the longboat room, the stockade and Jim's bedroom. Even the RLS Legacy was built as a 3-D set.

"Deep Canvas' was a breakthrough because it allowed us to paint brushstrokes on geometric objects in space," adds Azadani. "That gave us dimension and a very painterly look. With virtual sets, the entire set is built in the computer and the painting is done in the same way with brushstrokes. We paint the objects in a base color which can be adjusted for lighting and mood. 'Deep Canvas' was limited to fixed lighting and would typically be used for one particular shot whereas with virtual sets, once they're built they have unlimited possibilities."

Dave Tidgwell was responsible for overseeing a team of 40 effects animators and technicians in creating all the visual effects in "Treasure Planet." This includes animating everything from the movements of the Legacy itself and Jim's solar surfer to such diverse effects as exploding stars, cosmic storms, swirling black holes, lightning, fire, rain, water, steam and hundreds of thousands of gold drubloons.

"This is probably the most ambitious animated film the studio has ever done from a visual effects standpoint," says Tidgwell. "Almost every scene has some effects in it ranging from something as simple as shadows or tones to something as substantial as an imploding planet. Our big challenge was figuring out how to fit our effects into the style of the film. How do you make a supernova look like it was created by a Brandywine painter? The directors wanted the film to have a real painterly look and the effects had to feel like they were part of that world. Another major challenge for us throughout the film was figuring out how to combine the hand-drawn and 3D elements. We had the ability to make our effects seem very realistic but they had to blend in with the character animation."

Overseeing the CGI department on "Treasure Planet" was Kyle Odermatt. Unlike previous films where the CGI team was a separate unit that would handle an element or two, this film integrated CG experts into each department and put the tools more directly into the hands of the artists.

"I think the thing that John and Ron wanted from the first day I talked to them was a dimensional place that they could create," recalls Odermatt. "They wanted it to have impact and they wanted it to have hybrid characters that had never been done before. And I'm very proud that those things, which seemed rather daunting at the time, proceeded along a development path and moved into a production path that was no more of a hiccup to the normal process than any of the challenging elements we've tackled in the past. We always make it hard for ourselves because we want to achieve lofty goals. And that was true of all the digital elements in this film. We worked very closely with (associate producer) Peter Del Vecho to educate all the members of the creative team. Digital production requires lots of patience. With a hand-drawn element, if I have an idea, I can draw it for you in two minutes. With a digital element, I can have an idea and the first worthwhile thing that a director might be able to see might be six weeks later. There is a certain leap of faith involved."

Early on in the production process, Odermatt and his team did a test of a cyborg character to show the directors how it might look in the film. Even before Glen Keane and Eric Daniels were on board, the CGI team took original drawings of Captain Hook (from the 1953 Disney classic, "Peter Pan") from the Studio's Animation Research Library, scanned them into a computer and erased the arm. A CG model was created to show that the concept was valid. Odermatt recalls, "It was a test that completely convinced everyone that a cyborg John Silver was possible."

Thomas Schumacher concludes, "The lines are very blurred between the departments now because everybody is interacting with everyone else's stuff. The computer now plays a large role in what everyone is doing. The sense of art, the sense of legacy, the history of the hand-made quality is very much alive inside 'Treasure Planet,' but it requires people to collaborate in ways that they frankly have never done before. This is a wonderful thing and I'm so proud of the jaw-dropping beauty of this movie."


No adventure tale is complete without a grand musical score to accentuate the action and enhance the elements of drama and comedy that accompany it. To help "Treasure Planet" strike all the right chords, the filmmakers enlisted the talents of composer James Newton Howard. This is Howard's thirdscore for a Disney animated feature, following previous credits on "Dinosaur" and "Atlantis: The Lost Empire."

Producer Roy Conli describes the composer's work as "romantically transcendent and very much in the tradition of Erich Wolfgang Korngold's great swashbuckling scores for films like 'Captain Blood' and 'The Seahawk.' The score is a huge orchestral piece that pays homage to the great sea adventures of the 1940s. James is one of the few composers who can write to comedy, adventure, romance and emotion."

Howard notes, "This is probably the culmination of a lot of things I've attempted in the past. This movie fits in with the rich tradition of Korngold, Tiomkin, and Steiner and the swashbuckling films they helped to create. There was an expectation on this film that the music had to really perform on a classic level. Animated films are at once exciting and terrifying for any composer because there is a ton of work and you realize this is a very musicdriven medium. The scary thing is you know how good it could be and you strive towards achieving that. A large part of my job is to help clarify and emphasize the emotional point of view at any given time."

In addition to a great score, the film features two songs by singer/songwriter John Rzeznik (one of the founding members and lead singer of the Goo Goo Dolls), who marks his solo artist debut on this project. The first song, "I'm Still Here (Jim's Theme)" accompanies a montage of images in which Jim and John Silver develop a friendship. For this rock ballad, Rzeznik drew on his own memories of adolescence and infused the song with a great understanding of the character and emotional feeling. He observes, "Jim became a real person to me. He goes on an adventure to find his real identity, and though he winds up with a few scars, he becomes a man. It's a great story and the animation is absolutely mind-blowing. I found it easy to relate to Jim because I felt a lot like him when I was his age."

Rzeznik's second song, "Always Know Where You Are," is heard at the end of the film and into the end credits.

JAMES NEWTON HOWARD (Composer, Original Score) has scored more than seventy feature films and earned five Academy Award® nominations. "Treasure Planet" is his third score for a Disney animated feature, following "Dinosaur" (2000) and "Atlantis: The Lost Empire" (2001). His other notable Disney scores include music for all three of M. Night Shyamalan's hit films, "The Sixth Sense" (1999), "Unbreakable" (2000) and "Signs" (2002).

Howard began his music studies at age four. He continued training at Santa Barbara Music Academy of the West and at USC School of Music as a piano performance major. He completed his formal education with orchestration study under legendary arranger Marty Paich. He subsequently began his industry career performing as keyboardist for superstars Melissa Manchester and Elton John. He toured with the latter during the 1970s and early 1980s. In addition, he worked with such legendary artists as Barbra Streisand, Diana Ross, Rod Stewart and Bob Seger.

Howard's work has been nominated for two Grammy awards, two Golden Globes, three Emmy awards and five Oscars®. He won an Emmy in 2001 for composing the main theme to "Gideon's Crossing." His Oscar®-nominated scores include "The Fugitive," "The Prince of Tides" and "My Best Friend's Wedding." His songs "Look What Love has Done" (from "Junior") and "For the First Time" (from "One Fine Day") have also been nominated for Academy Awards®.

His evocative music has enhanced such films as "America's Sweethearts," "Big Trouble," "Snow Falling on Cedars," "The Devil's Advocate," "Liar, Liar," "Space Jam," "Primal Fear," "Restoration," "Falling Down," "Wyatt Earp," "Dave," "Alive," "Glengarry Glen Ross," "The Man in the Moon," "Dying Young," "Grand Canyon," "My Girl," "Pretty Woman," "Flatliners" and "Everybody's All-American." For television, Howard has composed themes for "Gideon's Crossing" and "E.R."

JOHN RZEZNIK (Singer/Songwriter) is the lead vocalist of America's premier rock band, the Goo Goo Dolls, and his songwriting efforts for "Treasure Planet" launch another exciting phase of his phenomenal career. For the film, Rzeznik wrote and performed two songs in his first outing as a solo artist. Born and raised in Buffalo, N.Y., Rzeznik founded the Goo Goo Dolls with bassist Robby Takac in 1985. Since their inception, the band has released seven studio albums including the 1995 album A Boy Named Goo that spawned the #1 single, "Name," and the 1998 Grammy nominated album Dizzy Up The Girl, that has sold a staggering six million plus worldwide and garnered such hits as "Iris," "Slide," "Black Balloon," and "Broadway." In April of this year, the band released the much-anticipated Gutterflower, which debuted at #4 on the Billboard Top 200 charts. The band is currently on tour worldwide.


BRIAN MURRAY (John Silver), a threetime Tony Award-nominee and a veteran actor of the London and New York stage, lends his distinctive voice to the charming rogue John Silver, the colorful hero/villain at the center of the intrigue in this animated retelling of Robert Louis Stevenson's classic adventure.

For Murray, the role of Silver was a dream assignment. He explains, "I read Treasure Island when I was eight years old and it's one of my favorite books in the world. And Silver is such an interesting kind of anti-hero. I also grew up without a father and I can remember reading the book and identifying with Jim. When Jim is in the apple barrel and overhears Silver, it's such a terrible letdown to him. Ron and John and all the filmmakers have done such a great job capturing the spirit and flavor of the book. I was knocked out when I finally got to see 'Treasure Planet.' I think it's a classic because it works on so many levels."

As for working with his co-star, Murray says, "I'm used to acting with other people, but I was also resigned to the fact that it didn't happen that way with animation. After a couple of recording sessions, the directors decided to have Joey (Joseph Gordon-Levitt) and me record together. I knew the moment that he was in the studio with me, there was a giant leap forward. We could make eye contact and react to one another. It was a tremendously important decision and the chemistry between the two characters is stronger as a result. We had a great time."

As for the character of Silver, Murray observes, "He's so beautifully done. Glen and Eric did an amazing job and it's all so seamless. I met Glen at two of the recording sessions and he would tell me how much he liked what I was doing. I would get messages from him throughout the production saying how happy he was with the performance. Watching the character on screen, I was completely amazed and it didn't seem like me at all. For the first time in my life, I was able to disassociate myself from the character. Seeing myself on screen usually makes me cringe, but I really liked watching this guy. I'm a really big Disney fan and there are some films they've made that make me cry unashamedly. This was one of them. It also made me laugh. The wit in it is brilliant."

Murray was born in Johannesburg, South Africa and grew up in England. He began his acting career in London performing in the West End prior to joining the Royal Shakespeare Company. His RSC roles included Romeo in "Romeo and Juliet," Lysander in "A Midsummer Night's Dream," Cassio in "Othello," and Edgar in Peter Brook's "King Lear."

He has performed on Broadway in "The Crucible" (for which he was nominated for a Tony), "Uncle Vanya," "The Little Foxes" (another Tony-nominated role), "Racing Demon," "Black Comedy," "A Small Family Business," "Noises Off," "Sleuth," "Rosencrantz and Guildenstern Are Dead" (another Tony-nominated performance) and starred in "Da."

Off-Broadway he has appeared in "Spread Eagle" at the WPA Theatre, "The Knack," New York Shakespeare Festival's "Hamlet" (Claudius) opposite Kevin Kline, "Long Day's Journey Into Night," "Entertaining Mr. Sloane," "Mud River Stone" and "Travels With My Aunt" at Minetta Lane, in which he played nine different roles and earned both Drama Desk and Outer Critics Circle awards. He won a Drama Desk Award in 1997 for playing Ben Hubbard in "The Little Foxes" opposite Stockard Channing, and picked up a third Obie in 2001 for his performance in Edward Albee's "The Play About the Baby." He also is a recipient of a Obie Lifetime achievement award and the Lucille Lortel award for the body of his work.

Murray's Broadway credits as director include the productions "The Circle" with Rex Harrison, "The Show Off," "Blithe Spirit" with Richard Chamberlain, "Hay Fever" with Rosemary Harris, "Waltz of the Toreadors," and "Arsenic and Old Lace" with Jean Stapleton.

The actor made his film debut in 1959, playing Chunky Grogan in the acidly droll British caper film "The League of Gentlemen." His other film roles have included Lynch in "A Portrait of the Artist as a Young Man" (1979), Terry Manchester in "Bob Roberts" (1992), and he appeared in "City Hall" (1996). On television Murray has appeared in "Illusions" (1983), "Hamlet" (1990, playing Claudius) and "Twelfth Night, or What You Will" (1998, playing Sir Toby Belch).

Murray resides in Manhattan. He is currently starring in a pre-Broadway production of Alfred Uhry's latest play, "Edgardo Mine."

JOSEPH GORDON-LEVITT (Jim Hawkins) brings a wide range of emotion to his vocal performance as an intense fifteen-year-old who is swept up in the adventure of a lifetime when he sets sail with a mutinous crew in search of Treasure Planet.

A Southern California native, Gordon-Levitt's professional career began at age six when he was discovered singing in a children's choir. After appearing in a peanut butter commercial, he landed his first dramatic TV role in "Stranger On My Land" (1988) opposite Tommy Lee Jones.

His first regular TV series role was in "Dark Shadows" (1991), playing David Collins/Daniel Collins. Following that he played Pierce Van Horne, son of John Forsythe's Congressman character in "The Powers That Be" (1992, also featuring David Hyde Pierce), and from 1993 to 1995 he had a recurring role as George on "Roseanne." Then in 1996 he won the role of Information Officer Tommy Solomon opposite John Lithgow's High Commander Dick Solomon on "3rd Rock from the Sun," earning laughs and critical acclaim playing the oldest and wisest of a group of alien researchers inexplicably inhabiting the body of a teenage boy. He remained with the series through its conclusion in 2001. In 1998 and 1999, Gordon-Levitt and the entire cast of "3rd Rock" were nominated for the Screen Actors Guild Award for Outstanding Performance by an Ensemble in a Comedy Series.

Gordon-Levitt's movie debut came in 1992 in Robert Redford's "A River Runs Through It" (1992) and was followed by roles in "Holy Matrimony," "The Road Killers" and "Angels in the Outfield" (all 1994). In the last half of the 1990s he had roles in "The Juror" (1996) opposite Demi Moore, "Sweet Jane" and "Halloween H20" (both 1998), and the "Taming of the Shrew" re-adaptation "10 Things I Hate About You" (1999) playing Cameron James.

His TV guest appearances include such popular series as "Family Ties," "China Beach," "Dr. Quinn, Medicine Woman," "L.A. Law" and "That '70s Show." His most recent film credits are "Picking Up the Pieces" (2000), "Forever Lulu" (2000) and the upcoming anthology film "10029" starring Janeane Garofalo. The actor made his theatrical debut last summer in the Off Broadway production of Austin Pendleton's "Uncle Bob."

Gordon-Levitt is particularly proud of his role in the upcoming independent theatrical release, "Manic," in which he stars opposite Don Cheadle and Zooey Deschanel. He plays the lead role in this dramatic film, which is due for release by IFC Films in spring 2003.

EMMA THOMPSON (Captain Amelia) gives a witty and commanding vocal performance as the fearless feline captain of the Legacy, who sails into danger and an unlikely relationship with bashful Doctor Doppler.

Thompson was born in London to Eric Thompson, a theatre director and writer, and Phyllida Law, an actress. She read English at Cambridge and was invited to join the school's long-standing Footlights comedy troupe, which elected her Vice President. While still a student she co-directed Cambridge's first all-woman revue "Woman's Hour," made her television debut on BBC-TV's "Friday Night, Saturday Morning," and debuted on radio performing on BBC Radio's "Injury Time."

Throughout the 1980s Thompson appeared frequently on British TV, including widely acclaimed recurring roles on the Granada TV series "Alfresco," BBC's "Election Night Special" and "The Crystal Cube" (the latter written by fellow Cambridge alums Stephen Fry and Hugh Laurie), and a hilarious one-off role as upper-class twit Miss Money Sterling on "The Young Ones." In 1985 Channel 4 offered her her own TV special, "Up for Grabs," and in 1988 she wrote and recorded her own BBC series simply called "Thompson."

Thompson continued to pursue an active stage career concurrently with her TV and radio work, appearing in "A Sense of Nonsense" touring England in 1982, the self-penned "Short Vehicle" at the Edinburgh Festival in 1983, "Me and My Girl" first at Leicester and then moving to London's West End in 1985, and "Look Back in Anger" at the Lyric Theatre, Shaftesbury Avenue in 1989.

Her feature film debut came in 1988, starring opposite Jeff Goldblum in the comedy "The Tall Guy." She then played Katherine in Kenneth Branagh's movie directing debut "Henry V" and went on to star opposite Branagh in three of his subsequent directorial efforts, "Dead Again" (1991), "Peter's Friends" (1992) and "Much Ado About Nothing" (1993).

In 1992 Thompson appeared in her first Merchant-Ivory production, causing a sensation with her portrayal of Margaret Schlegel in the team's adaptation of E.M. Forster's "Howards End." Sweeping the Best Actress category wherever it was considered, the performance netted her a BAFTA Award, Los Angeles Film Critics Award, New York Film Critics Award, Golden Globe and eventually Academy Award®. Her other films include "The Remains of the Day" (1993, Academy Award® nomination for Best Actress), "In the Name of the Father" (1993, Academy Award® nomination for Best Supporting Actress), "Junior" (1994), "Carrington" (1995), "The Winter Guest" (1997) and "Maybe Baby" (2000). She has also starred in three features directed by Mike Nichols: "Primary Colors" (1998), "Wit" (2001, a Golden Globe-nominated performance) and the forthcoming "Angels in America."

In 1995 Thompson adapted for film and starred in Jane Austen's "Sense and Sensibility," directed by Ang Lee. She won an Academy Award® for her adaptation, and for her performance won a Best Actress award from BAFTA and was nominated for a Golden Globe and an Academy Award®.

DAVID HYDE PIERCE (Doctor Doppler) lends his comic timing and dramatic skills to this bookish canine astrophysicist who is a good friend of the Hawkins family and has a secret longing for adventure. When the map to Treasure Planet falls into his hands, he scares up a rough and ready crew and embarks on the adventure he has dreamed about his whole life. This is Pierce's third voice for a Disney animated production, following roles as Daedalus in the TV series "Hercules" and the harassed stick insect Slim in the Disney/Pixar film, "A Bug's Life."

Pierce studied acting at Yale University with Bart Teusch, Austin Pendleton, Lynne Meadow, and Nikos Psacharapoulus, and worked for two seasons at Mr. Psacharapoulus' Williamstown Theatre Festival in Massachusetts. After graduating in 1981, he moved to New York and made his professional and Broadway debut in 1982 as the waiter in Christopher Durang's "Beyond Therapy." He went on to create roles in the Off-Broadway productions of Mark O'Donnell's "That's It, Folks!," Richard Greenberg's "The Author's Voice" and "Maderati," Harry Kondoleon's "Zero Positive," and Jules Feiffer's "Elliot Loves," before returning to Broadway in Wendy Wasserstein's "The Heidi Chronicles."

In addition to his work in new plays, Pierce also appeared in "Hamlet" and "Much Ado About Nothing" at Joseph Papp's New York Shakespeare Festival, "Holiday" and "Camille" at Chicago, "The Seagull," "Tartuffe," "Cyrano de Bergerac," and "A Midsummer Night's Dream" at the Guthrie Theatre in Minneapolis, and Peter Brook's production of "The Cherry Orchard" in New York, Moscow, Leningrad and Tokyo.

In 1991 he came to Los Angeles, where he appeared in Terrence McNally's "It's Only a Play" at the Doolittle Theatre. He was recently featured in the Reprise production of "The Boys from Syracuse," directed by Arthur Allan Seidelman. Pierce teamed with Seidelman once again in the Geffen Playhouse presentation of "Six Dance Lessons in Six Weeks" with Uta Hagen.

Pierce's film credits include "Bright Lights, Big City" (1988), "Crossing Delancey" (1988), "The Appointments of Dennis Jennings" (1988, also featuring Laurie Metcalf), "Little Man Tate" (1991), "The Fisher King" (1991), "Sleepless in Seattle" (1993), "Addams Family Values" (1993), "Wolf" (1994), "Nixon" (1995), "Isn't She Great" (2000), "Wet Hot American Summer" (2001) and "Full Frontal" (2002). The actor's other animated voice credits include Drix, the uptight partner to Osmosis in "Osmosis Jones" (2001).

Pierce recently wrapped production on Fox Searchlight's "Down with Love," playing opposite Renee Zellweger and Ewan McGregor. His television credits include a short but happy stint on Norman Lear's political satire "The Powers That Be," and a long but happy stint playing Dr. Niles Crane on "Frasier."

MARTIN SHORT (B.E.N.) brings his manic energy and a sense of hilarity to the short-circuited robot who's been out in the sun too long. When Jim and his shipmates crash land on his planet, B.E.N springs into action and serves as their overly accommodating tour guide through the perilous abandoned exteriors and interiors of Treasure Planet.

Born in Ontario, Canada, Short began his career on Canada's "SCTV Comedy Network," where his work garnered an Emmy Award. Short's proven ability as a comedic chameleon and his host of hilarious impressions brought him to the attention of "Saturday Night Live." After only one season, Short was instantly recognized for his standout performances and on-the-mark impressions of such characters as Ed Grimley, Jackie Rogers Jr., legendary songwriter Irving Cohen and lawyer Nathan Thurm. With the tremendous exposure he gained on "Saturday Night Live" he was on the Hollywood fast track and quickly crossed over into feature film work.

Short made his big-screen debut in "ˇThree Amigos!" where he worked alongside former SNL colleagues Chevy Chase and Steve Martin. Over the years he has continued to land plum comedic roles in theatrical releases such as "Innerspace," Tim Burton's "Mars Attacks," "Jungle2Jungle" and "The Big Picture." Perhaps his most memorable role was that of the scenestealing Franck the wedding planner in "Father of the Bride" and its sequel.

Not limiting himself to acting, Short has also written, produced and starred in three highly acclaimed comedy specials for television. For these efforts, which included "Martin Short's Concert for the North Americas" for Showtime and "I, Martin Short, Goes Hollywood" for NBC, he won two Cable Ace Awards and an Emmy Award, respectively. Short's work in television also includes his costarring Emmy-nominated role in the NBC miniseries "Merlin," one of the highest-rated programs in the network's history. Following that he costarred in the critically acclaimed "Alice in Wonderland" for NBC as the Mad Hatter.

A veteran of the theater in Canada and on Broadway, Short has received accolades for his varied work on the stage, earning a Tony Award nomination, and a Theatre World Award and Outer Critics Circle Award for the 1993 Broadway production of "The Goodbye Girl." Most recently Martin won the 1999 Tony Award for Best Actor in a Musical for his work in the Neil Simon / Cy Coleman Broadway production of "Little Me." He also starred in Lawrence Kasdan's "Four Dogs and a Bone" at the Geffen Playhouse in Los Angeles.

In the fall of 1999 Short brought his comedic and musical talents, versatility and improvisational genius to the television genre when he hosted King World's daily one-hour talk/variety entertainment program "The Martin Short Show." The show garnered seven Emmy nominations, two of which were for Best Show and Best Host.

In 1994 Short was awarded the Order of Canada (the Canadian equivalent of British Knighthood) for his contribution to Canadian culture, and was inducted in the Canadian Walk of Fame in June 2000.

Back for his third season, Short currently stars as wide-bodied innocent and star-interviewer extraordinaire Jiminy Glick in "Primetime Glick" for Comedy Central, on which he recently dismissed David Duchovny mid-interview to take a private call on his cell phone.

PATRICK McGOOHAN (Billy Bones) is heard as the scalawag pirate who has a secret to get off his chest in the opening scenes of the film.

McGoohan was born in New York, the son of Irish immigrants. Soon after his birth, the family returned to Ireland, gifting Patrick with a transatlantic accent that sounds simultaneously familiar and exotic to English-speaking audiences of all stripes. Settling in Sheffield, England, McGoohan worked in a variety of occupations before becoming a stage manager and then actor. He has appeared in 180 stage productions, including the Orson Welles production of "Moby Dick" in London's West End and Hugh Whitemore's "Pack of Lies" on Broadway.

McGoohan became a household name in the United Kingdom when he starred as agent John Drake in the hit TV series "Danger Man." From 1960-1 McGoohan appeared in thirty-nine half-hour episodes of the series; in 1965-6 the show was resuscitated in color in an hour-long version (retitled "Secret Agent" in the U.S.) and McGoohan appeared in forty-five additional episodes. Growing justifiably tired with the series, McGoohan abruptly quit after a two-hour finale, and proposed his own show idea to ITV. The resulting series, "The Prisoner," for which McGoohan originally planned only six episodes but which eventually stretched to seventeen, is universally regarded as classic. The setup is simple: A secret agent, never named, retires from duty and is abducted by an organization that is also never named‹they dub him "Number Six" and demand his secrets; he insists he's not a number, and refuses to talk. Surreal, claustrophobic, paranoid and ultimately too subversive for much of its audience, the series was executive produced by McGoohan, who also wrote and directed many episodes.

Subsequently McGoohan relocated to Los Angeles and appeared in guest-star roles in the TV series "Rafferty," as well as eight episodes of the series "Columbo" for which he also directed six episodes.

McGoohan has appeared in such films as "The Dam Busters" (1954), "The Three Lives of Thomasina" (1963), "All Night Long" (1963), "Ice Station Zebra" (1968), "Mary, Queen of Scots" (1971), "The Man in the Iron Mask" and "Silver Streak" (both 1976), "Brass Target" (1978, "Escape from Alcatraz" (1979), "Baby Š Secret of the Lost Legend" (1985), "Jamaica Inn" (1985), "Of Pure Blood"(1986) and "Braveheart" (1995). The actor had one of his most popular roles in the 1964 Disney TV production of "The Scarecrow of Romney Marsh" (released theatrically as "Dr. Syn, Alias the Scarecrow").

ROSCOE LEE BROWNE (Mr. Arrow) gives a rock solid performance as the voice of Captain Amelia's loyal first mate on the Legacy. Faced with a mutinous crew and a rough ride through the Etherium, Arrow is steady in the face of danger and disaster.

Browne has a long list of accomplishments in and out of Hollywood. He is a poet; a former international track champion (two-time U.S. Indoor 1000-Yard champion, winner of Best 800 Meters cups in Paris, Berlin, Oslo, Stockholm, Bologna, Dublin, Belfast and other cities, and best 800 Meters in the world in 1951); an Emmy Award-winner; an OBIE winner; a Tony nominee; and narrator or two Oscar®-nominees.

The multi-talented actor launched his theatre career with the inaugural season of the New York Shakespeare Festival in Central Park. Since then, off and on Broadway, and in theatre festivals throughout the U.S. and Europe, he has appeared in plays from Shakespeare, Shaw, Genet, Brecht, Giraudoux, Kaufman, Lowell, Sartre, Albee et al., to contemporary masters Derek Walcott and August Wilson. He has appeared in four of Walcott's works ("Dream On Monkey Mountain," "Pantomime," "Remembrance" and "The Odyssey"). For his performance of Makak in "Dream" he received the L.A. Drama Critic's Award for Best Actor. He has appeared in two of August Wilson's works ("Joe Turner's Come and Gone" and "Two Trains Running"); for his performance of Bynum in "Trains" he received a Tony nomination and the Helen Hayes Medallion for distinguished work in the theatre.

During his seven seasons with the Shakespeare Festival, Browne created and directed "A Hand Is On the Gate," a chronicle and celebration of the African American experience in poetry and song. His actors for the evening included himself, Gloria Foster, James Earl Jones, Cicely Tyson, Moses Gunn, Ellen Holly, Leon Bibb and Josephine Premice. The true stars of the evening remained all the unsung and uncelebrated African American poets. The evening was hailed and moved on to Broadway and an enduring acclaim.

Browne's TV work includes the role of Frederick Douglass in Steve Allen's "Meeting of Minds" and guest appearances on "Barney Miller," "A Different World," "Falcon Crest," "The Cosby Show," "Law & Order" and "SeaQuest DSV." Browne's films include Wyler's "The Liberation of Lord Byron Jones," Rydell's "The Cowboys," Glenville's "The Comedians," Poitier's "Uptown Saturday Night," Hitchcock's "Topaz," Glimcher's "Mambo Kings," and Campbell Scott's "Hamlet." As narrator in various symphonic works he has appeared with the Boston Pops, L.A. Philharmonic, Hollywood Bowl Orchestra and with the St. Louis, Pittsburgh and New Orleans Symphonies. He was also narrator of Heyerdahl's Oscar-nominated "The Ra Expeditions," the motion picture "Babe," and holds a place in the heart of all Star Wars babies for narrating the LP "The Story of Star Wars."

With Jeanne Noble, he created and directed Delta Sigma Theta's fabled "Roses and Revolutions." He has won the NAACP Image Award for Best Actor (for which he is a three-time recipient). Annually, with Anthony Zerbe, he tours the U.S. in their show "Behind the Broken Words."

LAURIE METCALF (Sarah) brings the voice of reason and despair to the character of Jim's distressed mother. As single parent to a troubled teen and the proprietor of the Benbow Inn, she has her work cut out for her. The actress has previously provided the parental voice of Andy's Mother in the Disney/Pixar features "Toy Story" and "Toy Story 2."

Metcalf is a founding member of the Steppenwolf Theatre in Chicago, which celebrated its twenty-fifth season this year. Among her Steppenwolf credits are "Balm in Gilead," "Libra," "Coyote Ugly," "The Miss Firecracker Contest," "Wrong Turn at Lungfish," "True West," "Cloud Nine," "ŠAnd A Nightingale Sang," "Loose Ends," "Arms and the Man," "Little Egypt," "Love Letters," "Killers," "Absent Friends," "Waiting for the Parade," "You Can't Take It With You" and "The Glass Menagerie."

Metcalf's other Chicago credits include "Fifth of July," "Getting Out," "Who's Afraid of Virginia Woolf," "The Man Who Came to Dinner" and "Member of the Wedding." In New York she has appeared in "Educating Rita," and "Bodies, Rest and Motion." Laurie has recently completed a run of "Looking for Normal" at the Geffen Playhouse and "All My Sons" at the National Theater in London.

Her film work includes "Desperately Seeking Susan" (1985), "Making Mr. Right" (1987), "The Appointments of Dennis Jennings" (1988), "Stars and Bars" (1988), "Miles from Home" (1988), "Uncle Buck" (1989), "Internal Affairs" (1990), "Pacific Heights" (1990), "JFK" (1991), "Mistress" (1992), "A Dangerous Woman" (1993), "Blink" (1994), "Leaving Las Vegas" (1995), "Dear God" (1996), "U-Turn" (1997), "Scream II" (1997), "Bulworth" (1998) and "Runaway Bride" (1999).

Metcalf co-starred on the ABC hit television shows "Roseanne," "Norm" and is currently working with Nathan Lane on "Charlie Lawrence" for CBS.

MICHAEL WINCOTT (Scroop) lends his deep and distinctive tones to this sinister spiderlike pirate with mutiny in mind.

Wincott's film credits include "Talk Radio," "1492: Conquest of Paradise," "Romeo Is Bleeding," "The Crow," "Dead Man," "Along Came a Spider," "Before Night Falls," and "The Count of Monte Cristo."

DANE A. DAVIS (Morph) gives a voice to Silver's shape-shifting pet, who imitates everyone around him while retaining the personality of a puppy, toddler, or occasionally lava lamp.

An accomplished sound designer and supervising sound editor, finding himself in the role of voice actor was a natural extension of Davis' creative talents. He is credited as sound designer and/or supervising sound editor on over 80 films in the last two decades, including "8 Mile" (2002), "Ghost Ship" (2002), "The Good Girl" (2002), "Thir13en Ghosts" (2001), "Swordfish" (2001), "Exit Wounds" (2001), "Dogtown and Z-Boys" (2001), "The Matrix" (Academy Award® winner, Best Sound, 2000), "Go" (1999), "Your Friends and Neighbors" (1998), "Boogie Nights" (1997), plus the upcoming features "The Matrix Reloaded" and "The Matrix Revolutions."

Davis is President of Danetracks, Inc., an Academy Award® winning audio post production facility in West Hollywood specializing in sound design and sound editorial for feature films.

AUSTIN MAJORS (Young Jim) will be familiar to viewers of "NYPD Blue" as Theo Sipowicz, son of Dennis Franz' Detective Andy Sipowicz. Majors has appeared on "NYPD Blue" since 1999, and began his fourth season this fall. He has also had a guest-starring role in the series "Providence" and recently recorded the lead role for a new animated pilot, "Inspector Badger."

Majors has appeared in numerous commercials, including spots for Pepsi (opposite Cindy Crawford), IBM, Bounty Paper Towels, Quaker Oats, Kraft, and Tylenol.

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