FINAL PRODUCTION NOTES September 28, 2009 “The ‘Toy Story’ films accomplish what timeless classics aim for. They are full of innocent characters who face an endless trail of adventures. We all know the likes of Woody, Buzz, Bo Peep, and Mr. and Mrs. Potato Head, and we wonder who we would be…if we were toys.” ~Tom Hanks, the voice of Woody TAKING THE TOYS TO THE TOP The Franchise On October 2, 2009, the creators of the beloved “Toy Story” films reopen the toy box for a very special double feature that includes “Toy Story” and “Toy Story 2” as they have never been seen before: in spectacular Disney Digital 3D™! The return of these Disney•Pixar classics to the big screen kicks off a Disney Digital 3D™ “Toy Story” celebration that culminates in “Toy Story 3,” a brandnew adventure coming to theaters June 18, 2010. “We’re so excited to be bringing these first two films back for audiences to enjoy in a whole new way, thanks to the latest in 3D technology,” says John Lasseter, the director of “Toy Story” and “Toy Story 2,” who now serves as chief creative officer of Walt Disney and Pixar Animation Studios and principal creative advisor to Walt Disney Imagineering. “Disney Digital 3D™ offers lots of great new possibilities for the art of animation, and we will continue to use this new technology to push the boundaries in telling our stories.” The “Toy Story” films and the host of unforgettable characters they introduced to the world hold a special place in the hearts and minds of audiences worldwide. Since “Toy Story” astounded moviegoers with its free-flowing images and warm-hearted humor in 1995, the film and its characters have become entrenched in the zeitgeist the world over, including Buzz Lightyear’s mantra, “To infinity and beyond,” which has become a 21st-century catchphrase. FINAL PRODUCTION NOTES September 28, 2009 “The ‘Toy Story’ films accomplish what timeless classics aim for,” says actor Tom Hanks, who voices the series’ cowboy hero, Woody. “They are full of innocent characters who face an endless trail of adventures. We all know the likes of Woody, Buzz, Bo Peep, and Mr. and Mrs. Potato Head, and we wonder who we would be…if we were toys.” “Toy Story,” the groundbreaking first collaboration between Walt Disney Studios and Pixar, has become one of the most influential animated films in history. Set in a whimsical world populated by walking, talking toys with rivalries, dreams and fears of their own, the movie pioneered the use of innovative tools and techniques for an entirely new form of animation. The first full-length animated feature to be created entirely by artists using CG technology, “Toy Story” was conceived and directed by Lasseter, a former Disney animator who had already collected an Oscar® for the short “Tin Toy.” “Toy Story” represented a major milestone in animated moviemaking. All 77 minutes of breathtaking animation, 1,561 shots and a cast of 76 characters that included humans, toys and a dog were meticulously hand-designed, built and animated in the computer. Four years in the making, the delightfully irreverent comedy-adventure featured a top-tier voice cast that included two-time Academy Award® winner Tom Hanks and comedy superstar Tim Allen. With an inspired score by Oscar®-, Grammy®- and Emmy®-winning composer, songwriter and performer Randy Newman, “Toy Story” crossed generational boundaries by combining an original, imaginative story and lovable characters with the exciting new capabilities of computer-generated animation. The first fruit of a long-term collaboration between Disney and Pixar raised the bar exponentially for future animated films. “Toy Story” blazed a wide trail in a brand-new medium, earning international acclaim. Originally released on Nov. 22, 1995, “Toy Story” became the highest-grossing movie of the year, with box office of nearly $192 million domestically and $362 million worldwide. The film was nominated for three Academy Awards® and two Golden Globes®. Lasseter received a Special Achievement Award (Oscar®) from the Academy of Motion Picture Arts and Sciences for his “inspired leadership of the Pixar ‘Toy Story’ team, resulting in the first feature-length computer-animated film,” and “Toy Story” was included on the American Film Institute’s list of 100 Greatest American Movies. “Toy Story’s” success has sparked an unrivaled winning streak of ten hits and counting for Disney•Pixar, including “A Bug’s Life,” “Monsters, Inc.,” “Finding Nemo,” “The Incredibles,” “Cars,” “Ratatouille,” “Up” and, of course, “Toy Story 2.” Picking up where “Toy Story” left off, “Toy Story 2” enjoyed the benefit of almost five more years of technological innovation. In between the two movies, “A 2 FINAL PRODUCTION NOTES September 28, 2009 Bug’s Life” had served as the proving ground for the next generation of CG technology, which added more realistic movement, flexibility in lighting and camera techniques, and startlingly detailed rendering to the CG artists’ palette. “Toy Story 2” made history by becoming the first film ever to be entirely created, mastered and exhibited digitally. The unprecedented success of “Toy Story” may have made a sequel inevitable, but “Toy Story 2” surpassed the original at the box office, becoming the first animated sequel to gross more than its inspiration. “Toy Story 2” broke openingweekend box-office records in the United States, the United Kingdom and Japan, and became the highest-grossing animated release of 1999, with more than $245 million in domestic box-office receipts and $485 million worldwide. The film was nominated for an Academy Award® and two Golden Globes® and won the Golden Globe for Best Motion Picture—Comedy or Musical as well as a Grammy® for Best Song Written for a Motion Picture, Television or Other Visual Media (Randy Newman, “When She Loved Me”). “With ‘Toy Story 3’ shaping up to be another great adventure for Buzz, Woody and the gang from Andy’s room, we thought this would be the perfect way to let audiences experience the first two films all over again,” says Lasseter. “We resurrected all the data, and it’s awesome to see how great these films look in 3D. They’re amazing. There’s a new generation of kids that has never seen either film on the big screen. Most of them have seen them on video at home or on DVD, which isn’t the same thing. “To see the movies back to back will be an amazing treat as well,” Lasseter adds. “This is certainly nostalgic for me and reminiscent of my youth when double features were the norm.” TAKING “TOY STORY” TO 3D Lead Stereographer Bob Whitehill Takes Pixar’s Team— and Toys—into Another Dimension Bob Whitehill, the lead stereographer for the “Toy Story” and “Toy Story 2” conversions as well as stereoscopic supervisor for “Up,” says the filmmakers’ top priorities were to make the films’ 3D versions “comfortable, consistent and captivating.” “First and foremost, our focus was to make films that are graceful and easy to watch,” Whitehill explains. “We also wanted to be consistent to the original intent of the film’s visuals in composition, lens choices and elements of that nature. And finally, we wanted the experience to engender a robust and dimensional visual experience that draws the viewers into the toys’ world, ultimately enhancing and strengthening the effect of the story. Story is always the main focus here at Pixar.” 3 FINAL PRODUCTION NOTES September 28, 2009 The filmmakers had to adapt the images for modern software and re-render them as if they had just finished creating them. “Through a technical process we dubbed ‘triage,’ we were able to bring the shots up to modern software fluency,” explains Whitehill. “We then re-created every single frame using two different cameras—one for the left-eye view and one for the right. The films are thereby a perfectly true representation of the world created in 3D.” Other recent 3D conversions have taken a slightly different tack, notes Whitehill. “Some take the final frames of the original 2D movie and split that image apart to create the stereo effect. Our process does not estimate what the 3D would look like; it captures the original compositions exactly.” MAKING WAY FOR “TOY STORY 3” Old Friends, New Story The October theatrical debut of the “Toy Story” and “Toy Story 2” double feature will mark the first time the “Toy Story” gang is seen in 3D, but certainly not the last. The all-new “Toy Story 3” follows them to the big screen in June 2010 and promises to be packed with more cutting-edge technical surprises as well as a heartwarming and inspiring story. Lee Unkrich (co-director of “Toy Story 2,” “Monsters, Inc.” and “Finding Nemo” as well as the editor of “Toy Story”) directs this highly anticipated film. “John took me aside and said, ‘We’re going to make ‘Toy Story 3,’ and I really want you to direct it,’” Unkrich recalls. “I jumped at the opportunity. These characters and this world are near and dear to me. And I really wanted to be part of shepherding them forward.” In this latest chapter, Andy is preparing to depart for college, leaving Woody, Buzz and the rest of his loyal toys troubled about their uncertain future. “We decided to set ‘Toy Story 3’ at a point in time that is just emotionally ripe,” says Unkrich. “It’s a very funny film, and it’s going to be a very emotionally satisfying film as well.” “‘Toy Story 3’ takes place in the summer between Andy graduating high school and going off to college,” says John Lasseter, executive producer. “The toys are actually at that place of being outgrown. And that’s where the adventure starts. “Toys are put on this Earth to be played with by a child—that’s the one thing they want more than anything else,” Lasseter continues. “The things that keep toys from being played with by a child are the things that cause anxiety in their lives— being lost, being stolen, being broken. And the thing that they fear most of all is to be outgrown. When you’re lost, you can be found. When you’re broken, you can be fixed. When you’re stolen, you can be recovered. But once you’re outgrown, that’s it.” 4 FINAL PRODUCTION NOTES September 28, 2009 “Toy Story 3” is a comical new adventure that lands the toys in a room full of untamed tots who can’t wait to get their sticky little fingers on these “new” toys. It’s pandemonium as Woody, Buzz and the rest of the gang try to stay together, ensuring “no toy gets left behind.” Meanwhile, Barbie comes face to plastic face with Ken (yes, that Ken). TOM HANKS, TIM ALLEN, JOAN CUSACK, DON RICKLES, JOHN RATZENBERGER, WALLACE SHAWN and ESTELLE HARRIS lend their voices once again. Joining the voice cast are veteran actors JEFF GARLIN, BONNIE HUNT, WHOOPI GOLDBERG, TIMOTHY DALTON, NED BEATTY and MICHAEL KEATON as the voice of Ken. “Toy Story 3” will be presented in Disney Digital 3D in select theaters. ABOUT “TOY STORY” A Star Is Born On November 22, 1995, the art of animation went “to infinity and beyond” when Walt Disney Pictures and Pixar Animation Studios, a Northern Californiabased pioneer in computer graphics, released the now-legendary “Toy Story,” the first full-length animated feature created entirely by artists using computer tools and technology. Set in a world where toys come to life when people are not present, “Toy Story” is a sophisticated “buddy comedy” featuring the voices of two-time Academy Award®-winning actor Tom Hanks, popular film and television comic and Golden Globe® winner Tim Allen and a wonderful cast of acting talents. Writer, director and Pixar co-founder John Lasseter, whose innovative work already included the 1988 Oscar®-winning short, “Tin Toy,” as well as “Luxo Jr.” (an Oscar nominee), “Red’s Dream” and “Knick Knack,” provided the vision for a team of 27 animators, 22 technical directors and 61 other filmmakers. “John Lasseter created warm and appealing characters through the medium of computer animation,” says Thomas Schumacher, who was Walt Disney Feature 5 FINAL PRODUCTION NOTES September 28, 2009 Animation’s main point person on the project. “The work came from his heart and spirit as much as it came out of a computer box.” “Toy Story” was a major milestone in animated moviemaking with its groundbreaking graphic style. Combining the skills of traditionally trained character animators with the most sophisticated “pencils” in the world, “Toy Story” introduced a unique look, with qualities of texture, color, vibrant lighting and detail never before seen in traditional animated features. Just as Disney’s experimental shorts of the 1930s served as a proving ground for that studio’s first feature, “Snow White and the Seven Dwarfs” (1937), so too did Pixar experiment with a series of award-winning shorts to prepare for its feature-film debut. Harnessing the very latest in computer technology and writing, perfecting their own proprietary software and assembling an outstanding team of artists, animators and technical wizards, Pixar set the stage for one of the most ambitious film projects in the 100-year history of the cinema. From start to finish, “Toy Story” was one continuous eye-popping visual treat after another. And finally, after four years of labor, the film was ready to go with a story conceived by a team that included future animation superstars Lasseter, Andrew Stanton (who went on to become an Academy Award®-nominated writer and director of Oscar®-winning movies “Finding Nemo” and “WALL•E”), the late Joe Ranft (writer and co-director of “Cars,” who also provided voices for characters in several classic Pixar films) and Pete Docter, writer/director of the Academy Award-nominated “Monsters, Inc.” and Disney•Pixar’s most recent feature film, “Up.” “As naïve as it may sound, making ‘Toy Story’ felt like an extension of school, where we were just making the film we wanted to make for us and our friends to enjoy,” says Docter. “When it actually came out, it was pretty stunning. My parents in Minnesota had heard about it. There were billboards and toys. We were being reviewed by Time magazine! It was overwhelming.” “We were blown away by ‘Toy Story,’” says Apple CEO Steve Jobs, a Pixar co-founder and CEO at the time as well as an executive producer of the movie. “We really felt strongly that the movie was going to be a success. But even we didn’t have a clue how much of a success it was going to be.” EVERYBODY IS AN AUTHORITY ON TOYS The Stars of “Toy Story” “Toy Story” focuses on the rivalry between Woody (voice of Tom Hanks), a traditional pull-string talking cowboy, and Buzz Lightyear (voice of Tim Allen), the coolest space action figure ever made. With the kinds of bells and whistles that 6 FINAL PRODUCTION NOTES September 28, 2009 make him any boy’s dream, Buzz is a pain in the neck as far as Woody’s concerned. Buzz suffers from the delusion that he’s not a toy but the actual intrepid defender of the galaxy, sent to save the universe from the evil Emperor Zurg. But Buzz is an instant favorite with six-year-old Andy as well as his toymates: Slinky Dog™, whose down-home southern drawl is provided by Jim Varney; Mr. Potato Head™, the cantankerous spud voiced by Don Rickles; Hamm, the know-it-all piggy bank voiced by John Ratzenberger; Rex, the insecure plastic dinosaur voiced by Wallace Shawn; and Bo Peep, the beautiful porcelain lamp voiced by Annie Potts. Woody plots to get rid of Buzz, but things backfire. When Woody and Buzz find themselves lost in the outside world with only each other to depend on, working together is the only hope they have of escaping Sid, the destructive neighborhood kid who enjoys torturing hapless toys. The cowboy and the space ranger form a friendship as they team up in an effort to return home to Andy and the rest of the toys. “Story and characters always came first. They drove everything we did.” ~ John Lasseter, Director Ralph Guggenheim, Pixar’s vice president of feature production at the time, and Bonnie Arnold, a veteran filmmaker of live-action films (“Over the Hedge,” “The Last Station,” “Tarzan”), served as the film’s producers. Ed Catmull, a Pixar co-founder who has gone on to become president of Walt Disney and Pixar Animation Studios, executive produced “Toy Story” along with Jobs. William Reeves was the supervising technical director. Based on an original story by John Lasseter, Pete Docter, Andrew Stanton and Joe Ranft, the screenplay for “Toy Story” was written by Joss Whedon (“Dollhouse,” “Buffy the Vampire Slayer”), Andrew Stanton, Joel Cohen and Alec Sokolow. The making of “Toy Story” was the culmination of a long-held dream for the Pixar team. With a string of award-winning computer-animated shorts and commercials behind them, the team felt the time was right for a feature-length CGI animated film. Lasseter pitched an idea to Disney that eventually led to the signing of a three-picture agreement. The germ of the concept was a single visual image: a toy accidentally left behind at a highway rest stop. “John Lasseter was a natural for us,” recalls Peter Schneider, the Broadway producer who was then president of Walt Disney Feature Animation. “We wanted to do a movie with John for a long time and had even tried on numerous occasions to hire him back to Disney.” 7 FINAL PRODUCTION NOTES September 28, 2009 The DisneyPixar partnership allowed each company to draw on the other’s strengths: Pixar’s amazing technology and creative team, and Disney’s understanding of story structure, experience in creating feature-length animated films and ability to attract top-notch talent. Using a new generation of state-of-theart software developed by Pixar and employing a team of top technical talents and artists specially trained for this unique form of animation, “Toy Story” combined technical artistry with a warm-hearted family story in the best Disney tradition. “Story and characters always came first,” says Lasseter. “They drove everything we did. You can dazzle an audience with brand-new technology, but in the end, people walk away from a movie remembering the characters.” Having already successfully experimented with the idea of bringing toys to life using computer animation in their Academy Award®-winning short “Tin Toy,” Lasseter and his colleagues decided to push the boundaries further by giving their first CGI feature film an all-star toy cast. “The choice of toys was made because we knew it would look great in computer animation. The story would be much more believable, powerful and interesting-looking than if it were done in any other medium,” says Lasseter. The project required Pixar to expand its animation, editing and postproduction staff from 24 people to well over 100. It took extraordinary leaps of the imagination and a wealth of resourcefulness for producers Guggenheim and Arnold, along with production supervisor Karen Robert Jackson, supervising technical director Reeves and supervising animator Docter, to pull together a cohesive unit and design a full-scale animation studio that met both the artistic and technical demands of this project. “The scope and diversity of talent we assembled was amazing.” ~ Ralph Guggenheim, Producer To gear up for Pixar’s first feature-length production, proprietary software was written and refined to meet the technical challenges of the film while the animation team honed their performance skills by studying acting, mime, life drawing and storytelling techniques. “The scope and diversity of talent we assembled was amazing,” producer Guggenheim says. “It ranged from modelers with architectural degrees to a digital painter accustomed to painting scenic backgrounds on huge canvases for the San Francisco Opera, to a computer scientist using her degree in computer-generated plants to landscape neighborhoods.” In order to make the toys seem like living characters, anatomy, movement and expression were carefully researched and tested. “Every step of the way, we 8 FINAL PRODUCTION NOTES September 28, 2009 saw something new,” says Lasseter. “I felt lucky to be able to come to work every day and look at things and say, ‘Oh, my, look at that. That’s amazing.’” “Toy Story” was inspired by classic buddy pictures like “48 Hrs.,” “Midnight Run” and “The Defiant Ones,” as well as Lasseter’s own affection for toys. “It was a genre that no one had really explored in animation before,” says the director. “The whole notion of a buddy picture is that you create two characters who are polar opposites and you put them in a situation where they have to work together and grow.” Once the story team committed to the premise of a buddy picture starring toys, its foremost task was the conception of its two leading characters. For several months in 1991, the Pixar story team held brainstorming sessions in a tiny room code-named “The Point” at the far end of the Tech building in Point Richmond, California. Put four grown adults in a room and ask them to reminisce about their childhood and the toys they played with, and you won’t find much resistance. In fact, a more likely scenario is that they’ll regress to a point where it would be hard to imagine they ever stopped being kids. “Everybody is an authority on their childhood and their toys. On that level, this was an easy film to write,” says Stanton. The team created sketches and scenarios that would eventually amount to more than 25,000 storyboards. “We knew we wanted an old toy and a new toy,” Lasseter says. “We started to analyze what a little boy would get these days that would make him so excited that he stopped playing with everything else. “Buzz Lightyear represents whatever cool, flashy toy you owned at one time. Woody represents whatever worn-out doll nobody else would want but you had an affection for,” continues the director, whose own pull-string Casper doll served as inspiration for Woody. During the casting process, Lasseter explains, “The most important thing we looked for was great actors. We don’t ask them to put on voices. We want them to be themselves. As I direct the actors, what I look for is believability. Since these films take years to make, we have the opportunity to adjust the personality and the design of the character so the voice and the animation work together.” From the onset, Lasseter wanted to cast Tom Hanks in the role of Woody. “Tom has the ability to make all kinds of emotions appealing. Even when he’s yelling at somebody, he’s likable. That was crucial because Woody behaves pretty badly,” Lasseter explains. “The most important thing we looked for in casting was great actors.” ~ John Lasseter, Director 9 FINAL PRODUCTION NOTES September 28, 2009 To help get Hanks enthused about the role, the filmmakers did an animation test with Woody, using Hanks’ voice from the “Turner and Hooch” soundtrack. Recalls Hanks, “The dialogue was ‘Not the car. Don’t eat the car. Not the car.’ And Woody was just flailing in hysterics. His little fists were pounding all over the place. It was really amazing.” Hanks’ comic gifts brought an added dimension to the character, especially when it came to expressing Woody’s uniquely sarcastic personality. “On the surface, Woody’s very loose, very relaxed about everything. He sees himself as Mr. Nice Guy. But underneath, he’s thinking, who’s my competition and what do I have to do to stay on top?” explains supervising animator Pete Docter. At first, Lasseter and his staff envisioned Buzz as a dim-witted, buttoned-up kind of superhero, but after their first recording session with Tim Allen, their perspective shifted. “After our first recording session, we analyzed the dialogue and realized that what Tim’s perfect at doing is the everyday guy,” recalls Lasseter. “We made Buzz more like a really good, well-trained cop.” In fact, all of the toys acted like adults doing their jobs and Andy’s room was their work place. “You have company men and those who question authority; you have the insecure types who know they might be laid off and corporate climbers seeking that next promotion,” says Lasseter. “This bedroom is a little urban microcosm. It’s got toys of different plastics and colors and sizes and recommended age groups all living on top of one another. So they get a little testy at times.” To convince veteran comic Don Rickles to play the cynical spud, Mr. Potato Head, Lasseter and Thomas Schumacher paid him a personal visit. “I brought along a Mr. Potato Head as a gift, but as I handed it to him, I accidentally knocked off the hat,” Lasseter remembers. “It looked just like him. I thought, ‘This is perfect casting.’” Actor and writer Wallace Shawn is the voice behind Rex, the 12-inch plastic dinosaur. Modeled after the most ferocious beast in history, Rex has the gentlest heart of all the toys. “Part of Rex’s personality came from taking what they did in modern dinosaur films and putting a funny spin on it,” Lasseter says. “We had the ability to animate him with all the articulation a real beast would have, but he’s a rigid plastic toy with weak, cheesy little arms.” The company is completed by the late Jim Varney, who voices Slinky Dog, a collapsible canine pulltoy with a springy midsection, and John Ratzenberger, as the voice of Hamm, a pigheaded piggy bank who thinks he knows it all. Widely known as mailman Cliff Clavin on the long-running hit TV series “Cheers,” Ratzenberger is the only actor to voice a role in all 11 of the Disney•Pixar films, including, of course, “Toy Story,” “Toy Story 2” and the upcoming “Toy Story 3,” as well as the recent hit “Up,” as the voice of Construction Foreman Tom; “A 10 FINAL PRODUCTION NOTES September 28, 2009 Bug’s Life,” as P.T. Flea; “Monsters, Inc.,” as Yeti the snow monster; “Finding Nemo,” as the Fish School; “The Incredibles,” as the Underminer; “Cars,” as Mack the truck; “Ratatouille,” as Mustafa, the head waiter; and “WALL•E,” as John, a human living aboard the spaceship Axiom. The film’s two primary human characters—Andy, the toys’ owner, and Sid, his maladjusted neighbor—were developed in the image of their creators. “John Lasseter is Andy,” said story co-creator Joe Ranft when the film was first released. “All of John’s toys were well taken care of and in perfect condition. He still has them in little display cases in his office.” Ranft, however, was more like Sid. “Sid started out essentially as a surrogate for us to regress to being 10-year-olds,” says Lasseter. “We took what we knew about setting off cherry bombs and bugging our little sisters and all the stuff we did to our toys as kids and rolled it into one character.” In fact, Combat Carl’s death scene is a near reenactment of something story co-creator Andrew Stanton once did to his own action figure. “We made an M-80 into a little backpack for him,” laughs Stanton. Lasseter loved the story and used it to introduce Sid in the film. FILLING WOODY’S BOOTS An Animated Gathering If a computer-animated feature were a live-action film, the technical scientists would be the crew, and the animators and voice talent would be the actors. Once the story was locked and edited to story reels, the cameras set and the action blocked, it became the animators’ job to breathe life into the characters. “Woody may only be a toy, but he had to be our main emotional guide,” observes supervising technical director William Reeves. “He had to have facial expressions as seemingly human as a live-action actor. And he had to be able to demonstrate every emotion under the sun.” “I wanted all of our artists to have some creative ownership of the film.” ~ John Lasseter, Director Unlike traditional Disney animation, where each animator focused completely on one character, the animators working on “Toy Story” shared duties for all the characters. Animation dailies were a spirited and open forum for critiquing shots and kept everybody aware of what everybody else was doing. As Lasseter explains, “I wanted all of our artists to have some creative ownership of the film, because I remember how it was when I was working on 11 FINAL PRODUCTION NOTES September 28, 2009 bigger projects as an animator. I always worked harder and did much better work when I felt I had a part in the creativity.” Some artists demonstrated a flair for animating certain types of shots. Doug Sweetland (most recently the director of the Disney•Pixar short film “Presto”) was assigned to animate many of Woody’s more manic outbursts because he is a bit hyperactive himself. Directing animator Rich Quade, who is more laid back, took over many of Woody’s and Buzz’s quieter emotional moments. To figure out how best to choreograph Woody’s movements, the animators studied footage of loose-limbed actors and characters and referenced videotapes of Tom Hanks recording his lines. They took a different approach with Buzz since his movements had to be stiff and methodical; after all, he is made of plastic. “The visual shorthand was ‘Think klutzy curves’ for Woody and ‘Think athletic angles’ for Buzz,” modeler Eben Ostby says. “It was much harder than I ever imagined it would be. It’s a test of every aspect of the actor’s toolbox.” ~ Tom Hanks, Actor The filmmakers held two recording sessions with Hanks and Allen together “which sparked a terrific chemistry and helped establish the fundamental relationship between Woody and Buzz,” says Lasseter. But logistics and scheduling constraints meant doing most of the sessions solo. “It was much harder than I ever imagined it would be,” Hanks says. “It’s a test of every aspect of the actor’s toolbox. You have to embody the physicality of what the character is going through. If Woody got dragged behind a car, by the end of it, I felt like I’d been dragged behind a car.” Lasseter notes that his actors gave him the best material when he simply painted the emotion and environment of a scene and left leeway for improvisation. To help with this process, the actors were given props to help them feel more like they were on a live-action set. “We got Tom a cowboy hat, which really helped him get into Woody’s character,” says Lasseter. At one point, Hanks used a rubber arm belonging to Lasseter’s son and mugged his way through a string of ad-libs that had the filmmakers in near hysterics. “It’s amazing to see what the animators have done,” says producer Bonnie Arnold. “Once we brought in the voices, the characters started to look like Tom and Tim. The model stayed the same, but the animators started to adopt their mannerisms.” 12 FINAL PRODUCTION NOTES September 28, 2009 PERFECT HARMONY Collaborating with Randy Newman Grammy Award-winning composer/songwriter Randy Newman (“Avalon,” “The Natural,” “Ragtime”) created three original songs for “Toy Story” as well as the richly textured and evocative underscore. The songs which he wrote and performs are: “You’ve Got a Friend in Me,” “Strange Things” and “I Will Go Sailing No More.” Unlike traditional Disney animated musicals where characters break into song, the songs in “Toy Story” play over the action to support the emotional moments of the film. “We use music in the same way that Simon and Garfunkel did so successfully with ‘The Graduate’ and Disney did memorably in ‘Dumbo’ with ‘Baby Mine,’” says Lasseter. “The songs became the one place in the film where Woody and Buzz really manifest their feelings explicitly. It’s where they voice stuff they don’t otherwise admit to people, or even to each other,” says Newman. “There is much more humanity in the finished picture than I anticipated,” confides Newman. “I don’t think I could have ruined the appeal of this film with six Casios and a nose flute.” BUILDING A CG WORLD A Pixel-by-Pixel Approach “Toy Story” marked art director Ralph Eggleston’s introduction to the world of computer animation. The “heightened reality” look he envisioned for “Toy Story” resulted in a stylized world with realistic textures. After discussions with the director, Eggleston, who has since served as art director for “The Incredibles” as well as production designer for “Finding Nemo” and “WALLE,” designed a color script of the film’s 28 major sequences. “The art direction had to support the story—set the mood of the scene with color and lighting. It’s like painting with lights.” ~ Ralph Eggleston, Art Director Eggleston and his art department designed the contrasting worlds (i.e., bedrooms) of Andy and his twisted neighbor, Sid; the space-age motif of “Pizza Planet”; and the moonlit Dinoco gas station where Buzz and Woody join forces to find Andy. Andy’s bedroom was conceived as a refuge—a safe and comfortable environment flooded with warm pastels in which the toys can spring to life. “It 13 FINAL PRODUCTION NOTES September 28, 2009 gives one the feeling of being underwater,” says Eggleston. In contrast, Sid’s bedroom is a horrific torture chamber for toys, complete with black-light posters, a rusty barbed-wire bed and a single, bare light bulb. The greatest challenge for the art and technical departments was creating believable human characters. The organic qualities of hair, skin and clothing render human characters among the most difficult objects to make convincing using computer-generated images. “I didn’t want to attempt super-realism,” says Lasseter. “But I also didn’t want to make them overly simplified, because they’d wind up looking too much like the toys.” Clothing, with its precise wrinkles and creases, also presented challenges for the modeling, shading and art departments. “We could make those stiff, shiny objects look utterly real,” Lasseter says. “But as soon as we attempted natural fiber, it was a quantum leap in visual complexity.” For “Toy Story,” the Pixar team pioneered the technology that helped them navigate human characters, clothing and hair. It has continued to grow, as showcased in the studio’s subsequent films. Every creature, toy, prop and setting in “Toy Story” had to be created in virtual space, from a single blade of grass to the 1.2 million leaves on the trees in Andy’s neighborhood. Each textured image started as a hand-drawn storyboard that went through a ten-step process before it was ready to be recorded on film. “‘Toy Story’ was a landmark in the world of computer animation, but it was just the beginning of a revolution in animation,” says producer Ralph Guggenheim. “‘Toy Story’ expanded the canvas for animated films. There are a variety of animation techniques, and they will continue to exist, but we broadened the horizon. The most amazing thing was that we were starting to scratch the surface.” 14 FINAL PRODUCTION NOTES September 28, 2009 ABOUT “TOY STORY 2” The Saga Continues Four years later, Guggenheim was proven correct with “Toy Story 2,” which took the art of computer animation to the next plateau. The film utilized state-ofthe-art technology to work its storytelling magic and create a world of infinite possibilities. “Toys are manufactured and put on this Earth to be played with by a child. That is the essence of ‘Toy Story 2.’” ~ John Lasseter, Director “Toy Story 2” picks up as Andy heads off to Cowboy Camp, leaving his toys to their own devices. Things shift into high gear when an obsessive toy collector named Al McWhiggin (owner of Al’s Toy Barn) kidnaps Woody, who turns out to be a valuable collectible from a 1950s TV show called “Woody’s Roundup,” and he meets the other prized toys from that show—Jessie the Cowgirl, Bullseye the horse and Stinky Pete the Prospector. Buzz Lightyear and the other toys from Andy’s room spring into action to rescue their pal from winding up a museum piece before Andy returns. The sequel reunited the same creative team that gave birth to the original, including Andrew Stanton, who received an Oscar® nomination as one of the screenwriters on “Toy Story.” Stanton currently serves as vice president, creative, at Pixar. He co-wrote and directed the Oscar-winning films “Finding Nemo” and “WALLE” (among other credits). “Toy Story 2’s” other screenwriters are Rita Hsiao, Doug Chamberlin and Chris Webb. Dan Jeup served as co-head of story (along with veteran Disney and Pixar storyman, the late Joe Ranft). Pete Docter worked closely with John Lasseter in developing the film’s story concept. Docter went on to direct “Monsters, Inc.” as well as Disney•Pixar’s tenth and most 15 FINAL PRODUCTION NOTES September 28, 2009 recently released feature film, “Up.” He has been nominated for four Academy Awards® including Best Animated Feature for “Monsters, Inc.” and Best Original Screenplay for “WALL•E.” Academy Award®-winning actor Tom Hanks climbed back in the saddle as the voice of Woody, and acclaimed comedian and actor Tim Allen once again provided the voice of Buzz Lightyear. Also returning were Don Rickles as Mr. Potato Head, the late Jim Varney as Slinky Dog, Wallace Shawn as Rex, John Ratzenberger as Hamm and Annie Potts as Bo Peep. New to the story were Estelle Harris as Mrs. Potato Head®, the devoted wife who keeps an eye out for her spud stud; the late Joe Ranft as the voice of Wheezy, a squeaky toy penguin who lost his squeaker; and the “Woody’s Roundup” TV show characters—Jessie, a cowgirl doll who sometimes gets the blues, voiced by Joan Cusack, and Stinky Pete the Prospector, voiced by Kelsey Grammer. At Al’s Toy Barn, audiences got to meet toynapper Al McWhiggin, voiced by Wayne Knight, and Barbie®, voiced by versatile singer and actress Jodi Benson (“The Little Mermaid”). Making his screen debut is the Evil Emperor Zurg, scourge of the galaxy and Buzz Lightyear’s archenemy, voiced by Andrew Stanton. Jeff Pidgeon once again voiced the Alien characters. In the human realm, John Morris returned as the voice of Andy, a toy’s best friend, and Laurie Metcalf reprised her vocal duties as Andy’s mom. WELCOME BACK, BUZZ LIGHTYEAR AND WOODY Revisiting Beloved Characters Creating a sequel to one of the most successful and beloved animated films of all time was a daunting undertaking, but for John Lasseter and the “Toy Story 2” creative team, working with characters that they knew and loved was well worth it. “The most exciting part about ‘Toy Story 2’ was that we got to see Buzz and Woody again,” says Lasseter. “By the end of production on the first film, they were our friends. Audiences loved them as much as we did, and their popularity went beyond the boundaries of the movie.” “In making a sequel, we were able to concentrate on the story since the main characters and the world already existed. For me, it’s the story that holds the audience, not the technology and not the look of the film.” ~ John Lasseter, Director Screenwriter Andrew Stanton says, “There are three balls that you have to juggle when you’re writing: plot, character and what I call drive. The hardest part is to come up with characters that are three-dimensional and worth spending time 16 FINAL PRODUCTION NOTES September 28, 2009 with for the entire film. In this case, I already knew who the characters were. With the main characters already established, we had the freedom to concentrate on the other two elements.” One of the ideas for the story came from Lasseter’s personal experiences as a toy collector. He explains, “My sons love to come to Daddy’s office and play with my toys. A lot of them are antiques and one-of-a-kind items. I found myself saying, ‘No, no, you can’t play with that one. Play with this one instead.’ And I began laughing, because toys are manufactured and put on this Earth to be played with by a child. That is the essence of ‘Toy Story 2.’” Adds co-director Lee Unkrich (who’s since been tapped to direct “Toy Story 3”), “One of the things we were really proud of on this film was the amount of heart it has. It is as action-packed as the first film and has as many jokes. But at the same time, there’s a richness to the characters that was only hinted at in the first film. It taps into primal human emotions that people of all different ages can relate to.” According to producer Helene Plotkin, “One of the great themes of this film is that it’s better to have loved and lost than never to have loved at all. Basically, what Woody and Jessie and all of the characters discover is the value of life. As long as you love someone and you’re affecting others, life is worth living.” “In making a sequel to ‘Toy Story,’” says Lasseter, “we were able to concentrate on the story since the main characters and the world already existed. We built upon that foundation and created a new adventure equal to the first. For me, it’s the story that holds the audience, not the technology and not the look of the film. With ‘Toy Story 2,’ we concentrated on making a good story. “We continue to make movies for ourselves,” notes Lasseter. “And the movies that I am most affected by are the ones that make me laugh hysterically but also move me. I was tremendously affected by Frank Capra and the way his films grab your heart and your emotions. We tried to do that with ‘Toy Story 2.’” Just as Lasseter and the story team enjoyed revisiting their friends, so too did the animators. The late Glenn McQueen (supervising animator) observed at the time, “It was like slipping on a pair of shoes that have been in the closet for a couple of years. They fit perfectly, they’re already broken in, no chafing, no bunions. Buzz and Woody are like our Mickey Mouse. And our animators had a lot more experience, so the animation is better on this film than it was on the original.” Directing animator Kyle Balda studied traditional animation techniques while attending CalArts, but was attracted to computer-generated imagery. “The thing I really like about animation is the motion,” says Balda. “Computers let you concentrate wholly on that aspect. Working on the sequel to ‘Toy Story’ gave us the added advantage of having an entire film to look at for reference. We also had a 17 FINAL PRODUCTION NOTES September 28, 2009 lot to live up to. You had to make sure that these characters remained consistent from one show to the next.” He adds, “‘Toy Story 2’ was a real animator’s film. You got into the heads of the characters. From an animator’s point of view, it gave us a chance to really explore a lot of different things.” PLAY IT AGAIN, RANDY Setting the Mood with Music Acclaimed songwriter/composer Randy Newman, who wrote the songs and score for “Toy Story” and “A Bug’s Life,” provided another colorful score and two original songs, including the beautiful ballad “When She Loved Me.” This time, the filmmakers used acclaimed recording artists, including Sarah McLachlan, to perform the vocals. “The film has a simple and beautiful message about life and love and relationships,” McLachlan says. “I immediately wanted to do it.” For the theme to “Woody’s Roundup,” the filmmakers wanted a retro cowboy song that introduced all the characters like TV theme songs of the period. “We worked with Riders In The Sky, who are probably the best in the world at the classic cowboy sound,” says Lasseter. Veteran crooner Robert Goulet recorded a new rendition of the “Toy Story” signature song, “You’ve Got a Friend in Me.” “To hear him do my song was a real treat,” says Newman. “He’s got a style all his own. It’s fun to hear the song with the word ‘babe’ thrown in.” As for the score itself, Newman observes, “For this film, we had a magnificent 100-piece orchestra. It’s really rewarding to finish something that seemed so gigantic at the start and then hearing it played back so well.” ADD FIVE YEARS OF CG INNOVATION AND STIR A New and Improved Toolbox Computer animation had come a long way in the few short years since “Toy Story” made motion-picture history as the first feature-length undertaking of its kind. Pixar had devoted considerable resources and manpower to creating and improving tools and applications to support the needs of the animators. The 1998 film “A Bug’s Life” made great strides in the art form that informed and influenced “Toy Story 2.” Supervising technical director Galyn Susman explains, “From the very beginning, our real challenge was figuring out how to preserve the charm of the 18 FINAL PRODUCTION NOTES September 28, 2009 first ‘Toy Story’ while incorporating the attention to detail and the rich visual imagery that was introduced in ‘A Bug’s Life.’” Among the most impressive technological and artistic advances on display in “Toy Story 2” was the way the human characters were designed and animated. New software made it possible for the characters to interact with objects and each other in a way that was previously difficult or impossible. As a result, the characters were more fully integrated into the world around them. A special team of experts was assembled to work on Al McWhiggin, the Cleaner, Andy and his mom, as well as the host of other humans who populate the “Toy Story 2” world. Advancements in the depiction of skin and hair made the characters appear more real, although the art direction and style of the film still opted for a more stylized version of reality. “Since the beginning of computer graphics, the Holy Grail has been to create a human that looks realistic,” says Mitch Prater, the lead technical director in charge of creating the human skin shader. “In ‘Toy Story 2,’ all of the humans basically have my skin. I actually stuck my face on the scanner as a starting point. I studied it up close in very fine detail. From there, I had to write a lot of code for the shaders—controls for how the skin would be applied, what coloration it would have, whether it had stubble or blotches or not.” Another innovation came in the depiction of both human and animal hair. Andy’s dog, Buster, has nearly four million hairs. “Animators finally had a fairly simple procedure for moving hair,” adds modeling supervisor Eben Ostby. “That was a really big breakthrough and added to the believability.” Animation cinematography improved as well, allowing the filmmakers to use camera motion and depth of field to tell their story. “In the original ‘Toy Story,’ we tended to opt for cutting versus a moving camera,” says director of photography Sharon Calahan. “The second time around, we did the opposite. The result is more similar to techniques used by live-action filmmakers.” “Toy Story 2” takes its principal characters well beyond the secure confines of Andy’s room to dangerous and uncharted territories. In the film’s opening sequence, the audience even gets a glimpse at Buzz Lightyear’s intergalactic travels. Production designers Bill Cone and Jim Pearson oversaw the ambitious creation of 18 different sets, including a 10-block-square section of the downtown area, the interiors of Al’s Toy Barn and his Art Deco apartment, and the labyrinthine interior of the airport baggage area. Art direction for the film included inventing an entire line of merchandise for the “Woody’s Roundup” TV show, complete with 1950s vintage lunchboxes, thermoses and mechanical banks. “We learned a lot about lighting and shading from ‘A Bug’s Life,’” Cone says. “We spent a lot of time making the world bumpier and dirtier.” 19 FINAL PRODUCTION NOTES September 28, 2009 Pearson observes, “Another thing that ‘A Bug’s Life’ did so successfully, and which helped us immeasurably on this film, was the definition of organic objects. ‘Toy Story 2’ has such a rich look because we were able to give new life to things like rocks and pebbles and grass.” Lasseter’s philosophy, then and now, is to hire the best talent and let them do what they are really good at. “I don’t tell them how to do their jobs,” he says. “I tell them what is needed and then let them put their own creativity into it. That’s the way to get people invested and really enjoy what they’re doing. “I love what I do,’ he adds. “I have the best job in the world. And I believe that the corporate culture of any place—the morale, the emotion—comes down from the top. So that gives me license to be the biggest nut, the biggest kid here because I have so much fun with what I do. If you’re having fun and you love what you’re doing, the work that ends up on the screen is going to reflect that.” ABOUT THE VOICE CAST TOM HANKS (Woody, “Toy Story,” “Toy Story 2”) holds the distinction of being the first actor in 50 years to be awarded back-to-back Best Actor Academy Awards®—in 1993, as the AIDS-stricken lawyer in “Philadelphia,” and the following year, in the title role of “Forrest Gump.” He also won Golden Globes® for both of these performances, along with his work in “Big” and “Cast Away.” Born and raised in Oakland, California, Hanks became interested in acting during high school. He attended Chabot College in Hayward, California, and California State University in Sacramento. At the invitation of Artistic Director Vincent Dowling, Hanks made his professional debut portraying Grumio in “The Taming of the Shrew” at the Great Lakes Shakespeare Festival in Cleveland, Ohio. He performed in that company for three seasons. Moving to New York City in 1978, Hanks performed with the Riverside Shakespeare Company until getting his big break when he was teamed with Peter Scolari in the television comedy series “Bosom Buddies.” This led to starring roles in Ron Howard’s “Splash,” “Bachelor Party,” “Volunteers,” “The Money Pit” and “Nothing in Common.” In 1988, the Los Angeles Film Critics Association recognized Hanks’ performances in both “Big” and “Punchline,” giving him their Best Actor Award. Roles followed in films such as “A League of Their Own” and “Sleepless in Seattle.” In 1996, Hanks made his feature-film writing and directing debut with “That Thing You Do!” The film’s title song not only reached the Top 10 on many 20 FINAL PRODUCTION NOTES September 28, 2009 contemporary music charts, it was also nominated for an Academy Award ® for Best Original Song. After re-teaming with Ron Howard to make “Apollo 13,” Hanks served as an executive producer, writer, director and actor for HBO’s “From the Earth to the Moon,” an Emmy®-winning, 12-hour dramatic film anthology that explored the entire Apollo space program. In 1998, Hanks starred in Steven Spielberg’s war drama “Saving Private Ryan,” for which he received his fourth Oscar® nomination. The following year, he starred in “The Green Mile,” which was written and directed by Frank Darabont and is based on the six-part serialized novel by Stephen King. In 2000, Hanks reunited with director Robert Zemeckis and screenwriter William Broyles Jr. in “Cast Away,” for which he received yet another Oscar® nomination. Also in 2000, he worked with Steven Spielberg again as executive producer, writer and director for another epic HBO miniseries, “Band of Brothers,” based on Stephen Ambrose’s book. The miniseries aired in the fall of 2001 to wide critical acclaim, leading to an Emmy Award® and Golden Globe® for Best Miniseries in 2002. In 2002, Hanks starred in “Road to Perdition,” opposite Paul Newman and Jude Law, under Sam Mendes’ direction. It was followed by Spielberg’s stylish caper, “Catch Me If You Can,” opposite Leonardo DiCaprio, which was based on the true-life exploits of international confidence man Frank Abagnale Jr. Hanks teamed with Spielberg for a third time in “The Terminal,” opposite Catherine Zeta Jones. He followed this role with the Coen brothers’ dark comedy “The Ladykillers.” In 2004, Hanks starred in the film adaptation of the Caldecott Medalwinning children’s book “The Polar Express,” by Chris Van Allsburg, which reunited him once again with director Robert Zemeckis. In 2006, Hanks played Robert Langdon in the film adaptation of Dan Brown’s novel “The Da Vinci Code,” helmed by Ron Howard and also starring Audrey Tautou, Paul Bettany, Ian McKellen and Jean Reno. With his production company, Playtone, Hanks executive produced the critically acclaimed HBO miniseries “John Adams,” staring Paul Giamatti, Laura Linney and Tom Wilkinson. The series went on to win an Emmy® for Outstanding Miniseries and a Golden Globe® for Best Miniseries. In 2008, Hanks starred in “Charlie Wilson’s War,” opposite Julia Roberts and Philip Seymour Hoffman, directed by Mike Nichols, which Playtone also produced. In 2009, he starred in “Angels & Demons” for Ron Howard, reprising his role as Harvard symbologist Robert Langdon. 21 FINAL PRODUCTION NOTES September 28, 2009 TIM ALLEN (Buzz Lightyear, “Toy Story,” “Toy Story 2”) recently wrapped production on his feature-film directorial debut, the indie comedy “Crazy on the Outside,” in which he also stars opposite Ray Liotta, Sigourney Weaver, Julie Bowen, Jeanne Tripplehorn, J.K. Simmons and Kelsey Grammer. Allen plays a newly released prisoner who tries to persuade a single mom / parole officer (Tripplehorn) to date him. His struggle to rebuild his life is further complicated by his loving sister (Weaver) and her sarcastic husband (Simmons). The film is scheduled for release in January 2010. Allen also completed shooting the comedy “The Six Wives of Henry Lefay,” in which he plays a man whose wife and five ex-wives fight over his will when they believe he is dead. Elisha Cuthbert stars as his daughter, and Jenna Elfman, Andie MacDowell and S. Epatha Merkerson also star. Allen was last seen on screen in the critically acclaimed drama “Redbelt,” written and directed by David Mamet. In 2007, he starred opposite John Travolta, Martin Lawrence and William H. Macy in the hit comedy “Wild Hogs.” The movie revolves around a group of frustrated, middle-aged suburban biker-wannabes who hit the open road in search of adventure, only to encounter a group of real Hell’s Angels. Allen honed his talents as a stand-up comic throughout the ’80s, providing the perfect lead-in to his highly successful ABC television series, “Home Improvement.” For his work on the show as Tim Taylor, Allen garnered a Golden Globe® Award and an Emmy® nomination while being honored with the People’s Choice Award for Favorite Male Performer in a Television Series for an unprecedented eight years in a row. While passionately ensconced in his hit sitcom, Allen still found time to expand his talents. While the Taylor family was still at the top of the prime-time charts, Allen revisited his comedy roots with a successful national concert tour that finished with a sell-out performance at Caesar’s Palace. He found time to pen his first book about the male perspective, “Don’t Stand Too Close to a Naked Man,” which topped The New York Times’ Best Seller List. This was followed by his second bestseller “I’m Not Really Here,” which focused on midlife, family and quantum physics. Allen made his film debut in 1994, playing the holiday icon in the blockbuster hit “The Santa Clause,” which earned him another People’s Choice Award. Allen next starred in “Jungle 2 Jungle” with Martin Short and “For Richer or Poorer” with Kirstie Alley. In 1999, during the eighth and final season of “Home Improvement,” Allen was honored with the TV Guide Award for Favorite Actor in a Comedy Series, and in a tearful farewell, hung up his tool belt to shift his film career into high gear. 22 FINAL PRODUCTION NOTES September 28, 2009 To the delight of moviegoers, Allen next starred in the popular comedy “Galaxy Quest,” opposite Sigourney Weaver and Alan Rickman. Representing the average Joe, Allen next starred in “Joe Somebody” opposite Jim Belushi in 2001. That same year, he partnered with Rene Russo in the Barry Sonnenfeld ensemble comedy “Big Trouble.” In 2002, in an interesting departure from playing mythical icons and everyman figures, Allen took on the role of Critical Jim, a professional hit man, in the comedy “Who Is Cletis Tout?” opposite Christian Slater. He helped kick off the holiday season that year by reprising his role as the big man in red in the longawaited sequel “The Santa Clause 2.” In a brief return to television in 2003, Allen’s old “Tool Time” pals, Debbe Dunning and Richard Karn, joined him on stage for the live ABC special event “Tim Allen Presents: A User’s Guide to Home Improvement.” In 2004, Allen starred opposite Jamie Lee Curtis in the family comedy “Christmas with the Kranks.” The film, directed by Joe Roth, was an adaptation of John Grisham’s bestselling novel “Skipping Christmas.” In 2006, Allen starred in Disney’s “The Santa Clause 3,” in which he once again reprised his titular role in the “Santa Clause” series. That same year, Allen starred in the family comedy “Zoom” as a former superhero who is called back to work to transform an unlikely group of ragtag kids into superheroes at a private academy. He was also seen in Disney’s update of the family classic “The Shaggy Dog,” in which Allen played a lawyer whose devotion to his career comes at the expense of his family. JOAN CUSACK (Jessie, “Toy Story 2”) has received two Academy Award® nominations—one for her comic portrayal of a Staten Island secretary in “Working Girl” with Harrison Ford and Melanie Griffith, and the other for her role as Kevin Kline’s jilted bride in the critically acclaimed “In & Out.” She was the recipient of an American Comedy Award for Best Supporting Actress in a Motion Picture for her role in “Runaway Bride,” opposite Julia Roberts and Richard Gere. She also recently received a Daytime Emmy Award® nomination for her work in “Peep and the Big Wide World.” Cusack recently appeared in “My Sister’s Keeper,” starring Cameron Diaz and Alec Baldwin; “Acceptance,” based on the Susan Coll novel; and “Mars Needs Moms!,” an animated film co-starring Seth Green. She is currently working on “Progress Notes,” an NBC comedy that she will produce and star in. Most recently, Cusack appeared in “Confessions of a Shopaholic” and “Kit Kittredge: An American Girl.” She has starred in such films as “Friends with Money,” “Ice Princess,” “Raising Helen,” “School of Rock,” “Arlington Road,” “High Fidelity,” “Cradle Will Rock” and “Where the Heart Is.” She has also 23 FINAL PRODUCTION NOTES September 28, 2009 starred in three films with her brother, John Cusack: “War, Inc.,” “Grosse Point Blank” and “Martian Child.” Her filmography includes comedic femme fatale roles in “Addams Family Values,” “Nine Months,” “The Cabinet of Dr. Ramirez,” “Corrina, Corrina,” “Toys,” “Hero,” “My Blue Heaven,” “Men Don’t Leave,” “Broadcast News,” “Say Anything” and “Sixteen Candles,” among others. She made her screen debut in “My Bodyguard” at age 15. Cusack’s appearances on the small screen include a regular role on “Saturday Night Live” during the show’s 1985-86 season and a starring role alongside Anne Bancroft in the BBC production of Paddy Chayefsky’s “The Mother.” She also starred in the sitcom “What About Joan.” Cusack’s theatrical work includes the premiere of “Brilliant Traces” at New York’s Cherry Lane Theatre, “The Road” at La Mama and “Cymbeline” at the Public Theatre in New York. She portrayed Helena in “A Midsummer Night’s Dream” at the Goodman Theatre in Chicago, and was directed by Joanne Akalitis in “’Tis a Pity She’s a Whore.” Cusack studied acting at the Piven Theatre Workshop. While at the University of Wisconsin in Madison, where she graduated with a degree in English, she appeared with the improvisational group “The Ark.” KELSEY GRAMMER (Prospector, “Toy Story 2”) has excelled at the highest levels in theater, television and film as an actor, producer, executive producer and director. His role as Dr. Frasier Crane on “Cheers” developed into the cornerstone of the Juilliard-trained actor’s career. Grammer continued playing the celebrated character in two different television series (“Wings” and “Frasier”) over a span of 20 years, tying the record for longest-running character on television. Portraying Crane, Grammer has won four Emmy Awards®, two Golden Globes® and a SAG Award. He has received an unparalleled 16 Emmy nominations, eight Golden Globe nominations and 16 SAG nominations. This fall, Grammer stars and serves as executive producer in the new ABC comedy “Hank.” In his latest film project, a remake of “Fame,” Grammer stars as the orchestra maestro at the prestigious New York City High School of Performing Arts. Grammer’s upcoming releases include the comedy “Crazy on the Outside” and the animated feature “Bunyan and Babe,” an independent film based on the popular American folktale of the same name. About 15 years ago, Grammer created Grammnet, a television production company that has produced such hit shows as the Emmy®-winning “Medium” for NBC and “The Game” and “Girlfriends” for the CW. Other Grammnet producing credits include the NBC productions “The Innocent,” “Kelsey Grammer Salutes 24 FINAL PRODUCTION NOTES September 28, 2009 Jack Benny,” “Fired Up,” “In-Laws” and “Gary the Rat.” For PAX, he produced “World Cup Comedy.” For FOX, he starred in and produced “Kelsey Grammer Presents: The Sketch Show.” Most recently, he took on the roles of director and executive producer on the just-finished comedy pilot “Alligator Point,” for Lifetime. Grammer has directed single episodes of “Everybody Hates Chris,” “My Ex Life” and “Out of Practice.” He also directed several episodes of “Frasier,” one of which earned him a DGA nomination. Also an accomplished voice-over artist, Grammer plays the character Sideshow Bob on “The Simpsons,” a role for which he won an Emmy® in 2006. He has also lent his voice to the feature films “Anastasia” and “Teacher’s Pet,” the television series “Father of the Pride” and “Gary the Rat,” and the Emmynominated telefilm “Animal Farm.” Grammer’s other feature film credits include “An American Carol,” “Swing Vote,” “15 Minutes,” “Down Periscope,” “Even Money” and “X-Men: The Last Stand.” Grammer starred on FOX’s “Back to You,” for which he also served as executive producer. Other made-for-TV movie credits include “A Christmas Carol” for NBC, “Benedict Arnold” for A&E and “Mr. St. Nick” for ABC’s Hallmark Hall of Fame. Grammer was born in St. Thomas in the U.S. Virgin Islands and was raised in New Jersey and Florida. As a teenager, he began acting in plays at Pine Crest Preparatory School in Fort Lauderdale, where his stage success inspired him to apply to Juilliard. He developed an interest in Shakespeare and began his professional acting career at the Old Globe Theatre in San Diego. He spent three years performing in “Shakespeare and Shaw.” Grammer continued in regional theatre and finally made his way to New York with roles in the Off-Broadway productions “Sunday in the Park with George,” “A Month in the Country” and the Obie Award-winning “Quartermaine’s Terms.” He also scored on Broadway in “Macbeth” and “Othello.” Before long, Grammer had appeared in two miniseries, first as Stephen Smith in “Kennedy” and next as Lieutenant Stewart in “George Washington.” He then landed the role of Dr. Frasier Crane in “Cheers.” The show’s creators originally wanted John Lithgow for the brief recurring role, but the actor was unavailable. Grammer’s former Juilliard classmate Mandy Patinkin suggested him to the New York casting director and he got the job, parlaying six episodes into a career that would span two decades. After “Frasier,” Grammer would return to the stage and receive critical acclaim as Professor Henry Higgins in “My Fair Lady.” He also performed the 25 FINAL PRODUCTION NOTES September 28, 2009 title role in “Richard II” and played Lucio in “Measure for Measure” at the Mark Taper Forum in Los Angeles. Grammer lives in the Los Angeles area with his wife, Camille, and their two children, Mason and Jude. DON RICKLES (Mr. Potato Head, “Toy Story,” “Toy Story 2”) is one of comedy’s most famous funnymen. For over 50 years he has appeared in top showrooms in Atlantic City and Las Vegas, as well as concert halls throughout the U.S. and internationally. He is considered among the world’s top entertainers and has even become a bestselling author with the 2007 release of “Rickles’ Book.” His second book for Simon & Schuster, “Rickles’ Letters,” was released in 2008. Throughout his career, Rickles has been highly visible on television. In addition to frequent appearances with such TV talk show hosts as Larry King, Jay Leno, David Letterman and Regis Philbin, he was awarded an Emmy® in 2008 for his performance in the highly acclaimed, John Landis-directed documentary “Mr. Warmth: The Don Rickles Project,” which debuted on HBO in December 2007. The show itself was also honored with an Emmy for Outstanding Variety, Music or Comedy Special and is now available on DVD. Rickles has also made his mark in theatrical motion pictures such as the Martin Scorsese-directed “Casino,” which starred Robert De Niro, Sharon Stone and Joe Pesci. He also appeared in the cult classic “Kelly’s Heroes” after roles in “Run Silent, Run Deep” and “Rat Race.” Rickles was recently seen in the TNT television movie “The Wool Cap,” which starred William H. Macy. Additionally, he has starred in live stage productions and, along the way, had two bestselling comedy albums. After meeting Rickles in a small Los Angeles nightclub in 1957, Frank Sinatra became one of the comic’s biggest boosters. Rickles soon became the “in” comedian among the Hollywood stars, who flocked to his nightclub engagements to become the targets of his “insults.” In 1959, Rickles signed on for his first Las Vegas appearance. He clicked immediately and has headlined there every year since. In the mid ’60s, even though he had attained some success in nightclubs, Rickles was still far from a national name. He had been working in clubs and doing television and motion picture acting assignments for more than 15 years. All that changed on the night of October 7, 1965, when Rickles made his first appearance on Johnny Carson’s “The Tonight Show.” His freewheeling performance that night became the talk of the show business industry and caused nationwide comment among the press and public. Until then, Rickles’ TV appearances had been limited to acting assignments on situation comedy and dramatic shows. A fine actor who graduated from the 26 FINAL PRODUCTION NOTES September 28, 2009 American Academy of Dramatic Arts in New York, Rickles had frequently received rave reviews for his acting ability. But now the door was wide open for him to appear on TV as a comedian. The next important breakthrough for Rickles occurred during the summer of 1967 when he appeared on “The Dean Martin Show.” Rickles, in his first guest appearance on a major primetime variety show, scored a big success. Immediately after taping his first appearance, Rickles was signed for a second guest shot on that program. Celebrities were invited to sit in the audience to become the targets of Rickles’ barbs. As he walked onstage, the comedian did not know exactly whom he would be confronting. Among others he faced that night were Danny Thomas, Jackie Cooper, Bob Newhart, Lena Horne, Dean Martin, Ernest Borgnine, Don Adams, Ricardo Montalban and Pat Boone. Rickles proceeded to ad lib for an hour, which was eventually edited down to 20 minutes for the show. For weeks afterwards, people throughout the country repeated his lines. Rickles has since starred in primetime series for ABC, CBS, NBC and FOX. During the ’70s and ’80s, he also hosted or co-hosted seven television specials. In 1980, Rickles became the toast of British society as a result of an appearance at Grosvenor House in London during a fundraising gala. The guest of honor was Princess Margaret, who laughed heartily at the barbs directed at her, as did many other British theatrical, political and social leaders when it came their turn to be zinged. Afterward, the Princess invited Rickles and his wife to her table so that they could become better acquainted. The British press for days afterwards headlined what Rickles said and did. Another TV appearance of note came in 1984 when Rickles received one of the highest honors an entertainer can be afforded. He was invited by President Reagan to perform at the televised Inaugural Gala, where he poked fun at the President, the Vice President and other dignitaries gathered for the occasion. Over the course of his career, Rickles has received numerous accolades and awards, including Caesar’s Palace’s first-ever Laurel Award and the U.S. Comedy & Arts Festival’s 2007 Pinnacle Award, acknowledging his body of work. In April 2009, TV Land honored him with the “Legend Award.” Rickles was born in New York City. As a teenager, he performed in high school plays and at neighborhood dances before starting to work in small nightclubs. His “insult” style of comedy evolved naturally. Two years after his discharge from the U.S. Navy in 1946, he was working in nightclubs. Never a great joke teller in the traditional sense, Rickles suddenly found himself talking directly to the audience and throwing off-the-cuff lines at them. The laughs came and the rest, as they say, is history. Rickles is also well known for his many charitable involvements. Among his proudest moments was the dedication on February 7, 1982 of the Barbara and Don 27 FINAL PRODUCTION NOTES September 28, 2009 Rickles Gymnasium at Sinai Temple in West Los Angeles. The gymnasium was built with funds raised by Rickles and many of his star friends during a special performance at the Ahmanson Theater in the Los Angeles Music Center. Rickles and his wife, Barbara, live in the Los Angeles area. They have a daughter, Mindy, a son, Lawrence, and two grandchildren. JIM VARNEY (Slinky Dog, “Toy Story,” “Toy Story 2”) provided the easygoing country drawl for this flexible fellow. Always ready to spring into action, Woody’s loyal puppy pal is the first to volunteer for Buzz’s rescue mission. After all, his friendship with Woody stretches back a long time. Varney began entertaining at a young age because his remarkable ability to memorize poems and entire passages from books delighted his family. It was not a surprise when just prior to graduating high school, Varney was offered an acting apprenticeship by the prestigious Barter Theater, a nationally acclaimed professional company whose former players included Helen Hayes, the Barrymores and Gregory Peck. He did later earn his G.E.D. though. At age 18 he left for New York City to seek fame and fortune, and spent time performing standup comedy at clubs and playing a variety of featured roles in dinner theater productions. In the early 1970s, he auditioned for a local commercial and won the part of “Sgt. Glory,” a character created by the Nashville-based Carden & Cherry Advertising Agency. The series of commercials that followed proved to be extraordinarily popular and ran for almost five years in Tennessee. Varney continued to pitch spots and work the comedy club circuit. Then in 1980 he got another call from Carden & Cherry Advertising. This time they wanted him for a new character—Ernest P. (for Powertool) Worrell. The public’s response to this characterization was immediate and positive. Before long, Ernest became a pitchman for everything from dairy products, soft drinks and car dealerships. His major motion picture breakthrough came in 1987 when he starred in Touchstone Pictures’ “Ernest Goes to Camp.” He went on to star in the successful sequels, “Ernest Saves Christmas,” “Ernest Goes to Jail,” and “Ernest Scared Stupid.” He also appeared in “Daddy and Them” and provided the voice of Jebidiah Allardyce ‘Cookie’ Farnsworth in Walt Disney Pictures’ “Atlantis: The Lost Empire.” Varney won an Emmy Award® for his television series “Hey Vern, It’s Ernest!” In 1992, the Tennessee State Senate honored Varney for his outstanding contributions to the State, particularly to children’s charities. The actor passed away in 2000. WALLACE SHAWN (Rex, “Toy Story,” “Toy Story 2”) is one of the 28 FINAL PRODUCTION NOTES September 28, 2009 film industry’s most recognizable character actors with a long list of movie and television credits. He has appeared in more than 50 films in a career that began, and continues, as a writer. Shawn, a New York City native, was once a schoolteacher who taught Latin and drama in New York and English in India. A lifelong writer whose playwriting career began in 1967, Shawn translated Machiavelli’s play “The Mandrake” for a Joseph Papp production in 1977 and was asked by the director to appear in it, marking his acting debut. Since then, he has appeared in “Uncle Vanya,” “Carmilla” and many other plays. In 2005, Shawn co-starred opposite Ethan Hawke in the enormously successful Off-Broadway run of David Rabe’s “Hurlyburly.” In 2007, he starred in an Off-Broadway production of his play “The Fever.” The National Theater in London produced Shawn’s “The Designated Mourner,” featuring Mike Nichols and Miranda Richardson. Those two stars reprised their roles in the BBC Films adaptation released to critical acclaim in the summer of 1997. Shawn’s play “The Fever” was produced as a cable film for HBO starring Vanessa Redgrave, which premiered in 2007. His play “Marie and Bruce” was produced as a feature film starring Matthew Broderick and Julianne Moore. Other playwriting credits include “Aunt Dan and Lemon.” In the spring of 2006, Shawn had two plays open in New York: Off Broadway was “The Music Teacher,” an operatic play co-written with composer brother Allen Shawn, and on Broadway, his translation of Bertolt Brecht’s “Threepenny Opera,” which was staged with stars Alan Cumming and Cyndi Lauper. Shawn’s most recent play, “Grasses of a Thousand Colors,” premiered in the summer of 2009 at the Royal Court Theatre in London, starring himself, Jennifer Tilly and Miranda Richardson. This original production was the centerpiece of the theater’s yearlong celebration of Shawn’s work, during which all of his plays were performed. Casting director Juliet Taylor saw Shawn in “The Mandrake,” then recommended and ultimately cast him in Woody Allen’s “Manhattan.” Allen later used Shawn in “Radio Days,” “Shadows and Fog,” “The Curse of the Jade Scorpion” and “Melinda and Melinda.” He also appeared in four films by Louis Malle: “Vanya on 42nd Street,” “My Dinner with Andre,” “Atlantic City” and “Crackers.” Shawn was seen in Amy Heckerling’s “Clueless,” Rob Reiner’s “The Princess Bride,” Blake Edwards’ “Mickey and Maude,” Stephen Frears’ “Prick Up Your Ears,” James Ivory’s “The Bostonians” and Rebecca Miller’s “Personal Velocity.” Other film credits include “The Haunted Mansion,” “Kit Kittredge: An American Girl,” “My Favorite Martian,” “Scenes from the Class Struggle in Beverly Hills,” “The Hotel New Hampshire” and “The Moderns.” 29 FINAL PRODUCTION NOTES September 28, 2009 In addition to having a very recognizable face, Shawn has a distinctive voice that he’s lent to roles in the animated feature films “The Incredibles,” “The Goofy Movie” and “Teacher’s Pet” as well as the animated television series “Family Guy.” Shawn has appeared regularly on such highly regarded television series as “Murphy Brown,” “The Cosby Show” and “Taxi,” along with special appearances on “Desperate Housewives,” “Sex and the City” and “Ally McBeal.” He’s played recurring roles on “The L Word,” “Gossip Girl,” “Crossing Jordan,” “Clueless” and “Star Trek: Deep Space Nine.” Shawn’s movies made for television include “Monte Walsh,” starring Tom Selleck; “Mr. St. Nick,” starring Kelsey Grammer; and “Blonde,” with Poppy Montgomery playing the legendary Marilyn Monroe. JOHN RATZENBERGER (Hamm, “Toy Story,” “Toy Story 2”) was born in Bridgeport, Connecticut, and as a masterful improvisational actor gained international fame in the role of Cliff Clavin on the NBC phenomenon “Cheers.” During more than three decades of moviemaking and theater, Ratzenberger has enjoyed success as a screenwriter, director, producer and multi Emmy®-nominated actor. He is also an accomplished entrepreneur and longtime philanthropist. His career began in earnest in the early 1970s when he formed the improvisational theatre duo “Sal’s Meat Market,” which performed to standingroom-only crowds throughout Europe for 634 straight performances. In between his theater touring in Europe, Ratzenberger was a producer and screenwriter for the BBC, Royal Court Theater, Hampstead Theater Club, Royal Academy of Dramatic Arts and Granada TV. Projects he wrote include “Five Minutes in America,” “The Golden Dreamboat,” “Friends in Space,” “Crown Court” and “Winner Take All.” On the silver screen, his first motion picture role was in the Golden Globe®nominated film “The Ritz” (1976), directed by Richard Lester and starring Rita Moreno and Jack Weston. He went on to appear in over 22 major motion pictures over the next few years, including “Gandhi” and “The Empire Strikes Back.” He also starred in the Granada TV series “Small World.” In all, Ratzenberger has acted in 38 major motion pictures, including “Determination of Death,” “Superman,” “Superman II,” “One Night Stand,” “Tick Tock,” “That Darn Cat,” “She’s Having a Baby,” “Protocol,” “The Falcon and the Snowman,” “Ragtime,” “Reds,” “Outland,” “Yanks” and “A Bridge Too Far.” In 1982, Ratzenberger accepted a writing assignment for CBS in Los Angeles. On the day he was scheduled to return to London, he auditioned for a role on the upcoming series “Cheers.” At the time of his audition, the character of the postal carrier did not exist. “Do you have a bar know-it-all?” he asked the series’ creators. They didn’t know what that meant, so the actor gave them five hilarious 30 FINAL PRODUCTION NOTES September 28, 2009 minutes of improv. They loved what they saw and thus was born the lovable mailman and trivia king Cliff Clavin, now an American icon. In the history of television, only a handful of series have achieved the worldwide success of “Cheers,” on which Ratzenberger portrayed Cliff for the show’s entire 11-year run. To this day, thanks to daily syndication, Cliff continues as one of America’s most loved characters. As one of Hollywood’s most versatile vocal talents, Ratzenberger is the only actor to voice a role in all of the Pixar films: P.T. Flea, the excitable circus ringmaster in “A Bug’s Life”; the lovable snow monster Yeti in “Monsters, Inc.”; the ever-changing school of Moonfish in “Finding Nemo”; the philosophical character Underminer in “The Incredibles”; Mack the truck in “Cars”; Mustafa, headwaiter in “Ratatouille”; John, a human in “WALL•E”; and the construction worker in “Up.” Ratzenberger has appeared in numerous TV movies, including a starring role as miner Tom Foy in “The Pennsylvania Miners’ Story” and roles in “A Fare to Remember,” AMC’s award-winning “Remember Wenn,” and “How I Spent My Summer,” “Going to the Chapel,” “Combat Academy,” “Under Pressure,” “Timestalkers,” PBS Masterpiece Theatre’s “The Good Soldier” and the BBC’s “Song of a Sourdough” and “The Detectives.” Ratzenberger has guest-starred on a variety of series, including “8 Simple Rules … for Dating My Teenage Daughter,” “That ’70s Show,” “Touched By an Angel,” “Sabrina, the Teenage Witch,” “Caroline in the City,” “Sister, Sister,” “Murphy Brown,” “The Love Boat,” “Magnum P.I.” and “Hill Street Blues.” He portrayed Cliff Clavin in a guest spot on “Frasier,” in eight NBC specials as well as “The Simpsons,” “Blossom,” “Wings,” “The Tortellis” and “St. Elsewhere.” Ratzenberger executive produced and created “The World’s Most Incredible Animal Rescues.” He integrated life and art in Home and Garden TV’s series “American Hobbies and Pastimes with John Ratzenberger,” serving as host, creator and executive producer. One of the first reality shows, it gave an adventurous look at unusual hobbies while visiting with “regular” Americans in their homes. He also created, executive produced and starred in Fox’s situation comedy pilot “Locals.” Ratzenberger executive produced the series “And Now You Know,” in which he focused his camera on “people who know how to fix things.” Ratzenberger continues to direct, produce and write. He currently heads up his own production company, Fiddlers Bay Productions, located in Los Angeles. He has directed more than 50 episodes of various series, including multiple episodes of “Cheers,” “Down Home,” “Madman of the People,” “Pearl” and “Sister, Sister.” Ratzenberger also directed single episodes of “Evening Shade” and “Sydney.” 31 FINAL PRODUCTION NOTES September 28, 2009 The actor enjoyed a great run on “Dancing with the Stars” during the spring of 2007. He continues to dance when he can, but has given up his dreams of becoming a professional ballroom competitor! Ratzenberger wrote “We’ve Got It Made in America: A Common Man’s Salute to an Uncommon Country.” His philosophy—“Wake up in the morning, put your hand to something useful, and take care of yourself and your family”—is at the heart of each selection in the book. It’s a collection of essays and remembrances that come from his years on the road, visiting factory towns throughout the country for “John Ratzenberger’s Made in America.” In 2004, Ratzenberger began starring in this Travel Channel series, which was an immediate hit. He created the show to bring viewers the stories of the best products made in the U.S.A. It honors American men and women who invent and build the goods that are the backbone of our economy. The series reached a milestone in television with the launch of its fifth and final season in 2008. In his latest live-action feature film, “Village Barbershop,” written and directed by Chris Ford, Ratzenberger stars as a barber who has given up on life, but then meets a young cocktail waitress who rekindles his desire to live. Through his charity, Nuts, Bolts and Thingamajigs Foundation, Ratzenberger has committed his resources to introducing America’s youth to the pleasures of “tinkering,” getting away from their video games and TV sets and into the backyard to build things. The goal is to create the next generation of artisans, inventors, engineers, repairmen and skilled workers—in short, a self-sufficient, self-sustaining society. His tag line has become “Little hands build big dreams. Give children tools and watch them build America.” Nuts and Bolts recently merged with the Fabricators & Manufacturers Association of America, which works on multi-level platforms to promote American manufacturing, including grants and scholarships to nonprofits that provide day or overnight camps to children who want to learn the manual arts. Ratzenberger is an outspoken advocate for American-made products and the companies that keep Americans working. In 2007, he embarked on a year-long commitment with the Association for American Manufacturing and U.S. Steelworkers to create a Presidential Town Hall Tour. The Town Hall series brought attention to issues that American voters were demanding to hear about—a real commitment from presidential candidates to ensure a strong manufacturing industry. During the town hall events, Ratzenberger encouraged voters to ask the presidential candidates what specific policies they would enact to strengthen the American manufacturing base, which he sees as vital to the nation’s economic and national security. That same year, the actor was invited to address Congress and its Manufacturing Caucus, for which he prepared his oft-quoted speech “The 32 FINAL PRODUCTION NOTES September 28, 2009 Industrial Tsunami Heading Our Way.” He continues to work with politicians on both sides of the aisle to ensure that the American manufacturing industry has a voice in Washington. During his free time, Ratzenberger is an avid sailor, fisherman and billiards player. He enjoys international travel, fencing and collecting antiques. He plays the drums and belongs to a bagpipe band, as part of the Emerald Society. Sports such as karate, yoga and skeet shooting keep him active. He has one son and one daughter and lives outside of Los Angeles, but spends as much time as possible on his boat, cruising up and down the East Coast. ANNIE POTTS (Bo Peep, “Toy Story,” “Toy Story 2”), widely known for her role as Mary Jo Shively on “Designing Women,” has starred in many television shows and series, including “Two and a Half Men,” “Any Day Now,” “Law & Order: SVU,” “Ugly Betty,” “Joan of Arcadia,” “Boston Legal,” “Men In Trees,” “Huff,” “Dangerous Minds” and “Love and War.” Her film credits include Larry McMurty’s “Texasville,” “Ghostbusters,” “Pretty in Pink,” “Who’s Harry Crumb?” and of course “Toy Story” and “Toy Story 2.” JOHN MORRIS (Andy, “Toy Story,” “Toy Story 2”) has worked professionally since the age of six. Starting his professional acting training early on at Kids On Camera in the Bay Area, he went on to study with the Young Conservatory at ACT, at UCLA, earning a BA in Theater, with a specialization in Musical Theater, and, most recently, at the Kalmenson & Kalmenson Voiceover Workshop for Actors in Burbank. He has appeared in national commercials for Chevron, Isuzu, Sega Genesis, Boeing and Levi’s and has voiced the principal characters for several CD-ROM and video games. He has performed in professional theater productions at Berkeley Rep, American Conservatory Theater and, most recently, worked on an Equity staged reading in New York. Television credits: “Unsolved Mysteries.” Past film credits include: “Copycat,” “The Nightmare Before Christmas,” “Nick and Norah’s Infinite Playlist.” His upcoming films include “Toy Story 3” and “Jack’s Back,” due out in 2010 and 2011, respectively. LAURIE METCALF (Andy’s Mom, “Toy Story,” “Toy Story 2”) is an original member of Chicago’s Steppenwolf Theater, now in its 33rd season. She first appeared in New York in Lanford Wilson’s “Balm in Gilead” at the Circle Rep Theater in 1984, for which she received Drama Desk, Obie and Theatre World Awards. Since then, Metcalf has had the pleasure of working on productions by amazing playwrights such as Martin McDonagh, Terrence McNally, Don DeLillo, 33 FINAL PRODUCTION NOTES September 28, 2009 George Bernard Shaw, Tom Stoppard, Garry Marshall, Sam Shepard, Tennessee Williams, Harold Pinter, Arthur Miller, David Mamet and Neil Simon. In 2008, she starred on Broadway opposite Nathan Lane in David Mamet’s comedy “November,” for which she received a Tony® nomination. The actress won three Emmy Awards® for her role as Jackie Harris on the television series “Roseanne.” She was recently nominated again for her work on “Desperate Housewives.” Film credits include “Desperately Seeking Susan,” “Leaving Las Vegas,” “Bulworth,” “JFK,” “Internal Affairs” and “Uncle Buck.” ESTELLE HARRIS (Mrs. Potato Head, “Toy Story 2”) is best known as George Costanza’s cranky mother on the popular sitcom “Seinfeld.” She is also a highly respected theater actor, which is how she got her start. Harris began her professional career in the early 1970s performing in dinner theatres while she and her husband, Sy, were raising their children in Long Island, New York. Her vitality, perseverance and talent paid off, and she started doing numerous television commercials while continuing to sharpen her skills in theaters all over the country. Her critically acclaimed stints as Lola in “Come Back Little Sheba,” Miss Adelaide in “Guys and Dolls,” Mrs. Strakosh in “Funny Girl” and Yente in “Fiddler on the Roof” led to a bicoastal career in the mid-1980s that furthered her progress in television and films. She played Easy Mary in “Night Court” and appeared on several other TV shows including “Married with Children” and “Mad About You.” In 1993, Harris auditioned for the part of George Costanza’s mother in “Seinfeld” and was immediately hired. Her first appearance was in the infamous Emmy Award®-winning episode entitled “The Contest,” which made her an immediate hit. Harris was soon paired up with Jerry Stiller and went on to become one of the most hilarious mothers on television. Harris recently acquired a whole new fan base of children when she played the recurring character Muriel on “The Suite Life of Zach and Cody.” She has also been seen in television series such as “The Parkers,” “Half and Half,” “Cybill,” “Star Trek: Voyager,” “Moesha,” “Providence” and “ER.” On the feature film side, Harris starred in the mockumentary “The Grand,” starring Woody Harrelson and Dennis Farina; “Good Advice,” opposite Charlie Sheen and Angie Harmon; “What’s Cooking,” with Alfre Woodard, Julianna Margulies and Mercedes Ruehl; and “Playing Mona Lisa,” with Elliot Gould and Marlo Thomas. She’s been seen in television movies such as Showtime’s “Fallen Angels,” directed by Peter Bogdonavich, and “The West Side Waltz,” co-starring Shirley MacLaine, Liza Minnelli and Kathy Bates. Other feature film credits include “Out to Sea,” “Odd Couple 2,” “Lost and Found,” “My Giant,” “Once Upon a Time in America,” “Stand & Deliver,” “This 34 FINAL PRODUCTION NOTES September 28, 2009 Is Your Life,” “Perfect Alibi” and “Addams Family Reunion.” Her distinctive voice has also brought Harris considerable success in animated films such as “Brother Bear,” “Tarzan 2,” “Teacher’s Pet” and “Home on the Range.” She’s been heard on many cartoon series and specials, including “Dave the Barbarian,” “The Proud Family” and “Kim Possible.” On stage, Harris recently appeared in “Pippin” and “The Vagina Monologues” in Los Angeles. She recently completed a production of “The Tale of the Allergist’s Wife” which was recorded and will be syndicated on National Public Radio. Her Off-Broadway credits include “Enter Laughing” and “The Prisoner of Second Avenue.” Raised in a small coal-mining town in Pennsylvania, Harris has been married for more than 40 years. She is the proud mother of three and has three grandchildren, all boys. She enjoys “garage sale-ing” and adores her dogs, ZsaZsa and Valentino. R. LEE ERMEY (Sarge, “Toy Story,” “Toy Story 2”) is a Golden Globe® nominee and Boston Society of Film Critics Award winner for Best Supporting Actor in Stanley Kubrick’s “Full Metal Jacket.” After more than 25 years in the business, Ermey is one of the most successful and talented actors in film and television today. His numerous roles in feature film include “Switchback,” starring opposite Dennis Quaid and Danny Glover, “Dead Man Walking,” “Seven,” “Leaving Las Vegas,” “Murder in the First,” “Life,” “The Frighteners” and “Sommersby.” Ermey was critically acclaimed for his role opposite Jared Leto in “Prefontaine.” Ermey served 11 years’ active duty with the U.S. Marine Corps. He rose to the rank of staff NCO, served two years as a drill instructor and a tour of duty in Vietnam. Medically retired in 1971, he used his G.I. Bill benefits and enrolled at the University of Manila in the Philippines, where he studied drama. Francis Ford Coppola was filming “Apocalypse Now” in the area and cast Ermey in a featured role. He has since gone on to star or appear in approximately 60 films. Ermey is no stranger to prestigious television, either. He has starred in numerous telefilms including HBO’s “Weapons of Mass Distraction,” TNT’s “The Rough Riders” and “You Know My Name,” starring Sam Elliot, as well as Showtime’s “The Apartment Complex.” Ermey co-starred in the feature “Saving Silverman” with Jason Biggs, Jack Black, Steve Zahn and Amanda Peet. He appeared opposite Jeff Bridges in “Scenes of the Crime” and Harvey Keitel in “Taking Sides.” Ermey appeared in “Run Ronnie Run” and was seen in the remake of “Willard” with Crispin Glover. He starred in both the remake of “Texas Chainsaw Massacre” and its prequel 35 FINAL PRODUCTION NOTES September 28, 2009 “Texas Chainsaw Massacre: The Beginning,” playing his now-infamous character, Sheriff Hoyt. More recently, Ermey appears in the feature film “Solstice.” The actor has a primetime cartoon in development about a banished drill instructor who moves to San Francisco with his liberal family for a new job as a Marine recruiter. Ermey plays the drill instructor, who is a modern-day Archie Bunker type. Ermey also hosts his own History Channel show, “Mail Call,” which focuses on military technology past, present and future, and recently completed its 100th episode. He is now working on a new show for the History Channel called “Lock ’N Load with R. Lee Ermey.” JODI BENSON (Barbie, “Toy Story 2”) has given voice to immortal characters in such animated classics as “The Little Mermaid” and “Thumbelina,” playing the title role in each. Her film credits include “Enchanted,” “A Christmas Carol,” “Lady and the Tramp II,” “Flubber” and “101 Dalmations II.” She has voiced characters in major video games such as “Kingdom Hearts,” “Onimusha 3” and “A Bug’s Life.” On stage, Benson played Polly Baker in “Crazy for You,” receiving a Tony Award® nomination for Best Actress. Other major theatrical credits include “Smile,” “Welcome to the Club” and “Marilyn: An American Fable.” On the small screen, Benson has lent her vocal talents to such animated series as “Batman Beyond,” “Grim & Evil,” “Camp Lazlo,” “The Wild Thornberrys” and “Hercules.” ABOUT THE FILMMAKERS JOHN LASSETER (Director, Original Story, “Toy Story,” “Toy Story 2”) is chief creative officer of Walt Disney and Pixar Animation Studios and principal creative advisor to Walt Disney Imagineering. He is a two-time Academy Award®-winning director and oversees all films and associated projects from Walt Disney and Pixar Animation Studios. Lasseter directed “A Bug’s Life” and executive produced “Monsters, Inc.,” “Finding Nemo” and “The Incredibles.” He returned to the director’s chair in 2006 with “Cars.” In 2004, Lasseter was honored by the Art Directors Guild with its prestigious Outstanding Contribution to Cinematic Imagery Award and received an honorary degree from the American Film Institute. He received the 2008 Winsor McCay Award from ASIFA-Hollywood for career achievement and contribution to the art of animation. Under Lasseter’s supervision, Pixar’s animated features and short films have received a multitude of critical accolades and film industry honors. He received a Special Achievement Oscar® in 1995 for his inspired leadership of the “Toy Story” 36 FINAL PRODUCTION NOTES September 28, 2009 team. His work on “Toy Story” also resulted in an Academy Award® nomination for Best Original Screenplay, the first time an animated feature had been recognized in that category. “Finding Nemo,” released in 2003, became the highest-grossing animated feature of all time and won the Oscar for Best Animated Feature Film. As creative director of Pixar, Lasseter enjoyed the critical acclaim and boxoffice success of “The Incredibles” in 2004. The film was recognized with a record-breaking 16 Annie Award nominations and several “Best Of” awards by The Wall Street Journal, American Film Institute, National Board of Review and many others. Lasseter also has written, directed and animated a number of highly renowned short films and television commercials for Pixar, including “Luxo Jr.,” “Red’s Dream,” “Tin Toy” and “Knick Knack,” which was produced as a 3D stereoscopic film. “Luxo Jr.” was a 1986 Academy Award® nominee and “Tin Toy” became the first computer-animated film to win an Oscar® when it received the 1988 Academy Award for Best Animated Short Film. Prior to the formation of Pixar in 1986, Lasseter was a member of the Computer Division of Lucasfilm Ltd., where he designed and animated the computer-generated Stained Glass Knight character in the 1985 Steven Spielbergproduced film “Young Sherlock Holmes.” Lasseter attended the inaugural year of the Character Animation program at California Institute of the Arts and received his B.F.A. in film there in 1979. While attending CalArts, Lasseter produced two animated films, both winners of the Student Academy Award® for Animation: “Lady and the Lamp” in 1979 and “Nitemare” in 1980. His very first award came at the age of five when he won $15.00 from the Model Grocery Market in Whittier, California, for a crayon drawing of the Headless Horseman. PETE DOCTER (Original Story, “Toy Story,” “Toy Story 2”) is the director of “Monsters, Inc.” and “Up,” Disney•Pixar’s tenth and most recently released feature film. Starting at Pixar in 1990 as the studio’s third animator, Docter collaborated with John Lasseter and Andrew Stanton in developing the story and characters for “Toy Story,” Pixar’s first full-length animated feature film, for which he also served as supervising animator. He served as a storyboard artist on “A Bug’s Life,” and wrote initial story treatments for both “Toy Story 2” and “WALL•E.” Docter’s interest in animation began at the age of eight when he created his first flipbook. He studied character animation at CalArts (California Institute of the Arts) in Valencia, California, where he produced a variety of short films which have shown in animation festivals around the world, and won a Student Academy 37 FINAL PRODUCTION NOTES September 28, 2009 Award®. Upon joining Pixar, he animated and directed several commercials, and has been nominated for four Academy Awards® including Best Animated Feature (“Monsters, Inc.”) and Best Original Screenplay (“WALL•E”). Docter currently resides in Piedmont, Calif. with his wife and their two children. ANDREW STANTON (Screenplay, Original Story, “Toy Story,” “Toy Story 2”) has been a major creative force at Pixar Animation Studios since 1990, when he became the second animator and ninth employee to join the company’s elite group of computer animation pioneers. As Vice President, Creative, he currently oversees all features and shorts development for the studio. He wrote and directed the Academy Award®-winning feature film “WALLE,” for which he also received a Best Original Screenplay Oscar® nomination. Stanton is currently working on a future feature film project. Stanton made his directorial debut with the record-shattering “Finding Nemo,” an original story of his that he also co-wrote. The film garnered Stanton two Academy Award® nominations (Best Original Screenplay and Best Animated Feature), and “Finding Nemo” was awarded an Oscar® for Best Animated Feature of 2003, the first such honor Pixar received for a full-length feature. Stanton was one of the four screenwriters to receive an Oscar® nomination in 1996 for his contribution to “Toy Story,” and went on to receive credit as a screenwriter on every subsequent Pixar film. Additionally, he served as co-director on “A Bug’s Life” and was the executive producer of both “Monsters, Inc.” and the 2006 Academy Award®-winning “Ratatouille.” A native of Rockport, Massachusetts, Stanton earned a Bachelor of Fine Arts in Character Animation degree from California Institute of the Arts (CalArts), where he completed two student films. In the 1980s, he launched his professional career in Los Angeles animating for Bill Kroyer’s Kroyer Films studio, and writing for Ralph Bakshi’s production of “Mighty Mouse, the New Adventures.” LEE UNKRICH (Editor, “Toy Story,” Co-Director, “Toy Story 2”) has played a variety of key creative roles in nearly every animated feature film produced by Pixar Animation Studios since his arrival at the company in 1994. Unkrich initially collaborated with John Lasseter, Pixar’s Chief Creative Officer, as a film editor on “Toy Story” and supervising film editor on “A Bug’s Life.” He made his directing debut in 1999 as co-director of the Golden Globe®-winning “Toy Story 2.” Additionally, Unkrich co-directed “Monsters, Inc.” and served as co-director and supervising film editor of the Academy Award®-winning animated feature film “Finding Nemo.” 38 FINAL PRODUCTION NOTES September 28, 2009 Prior to joining Pixar, Unkrich worked for several years in television as an editor and director. Unkrich graduated from the University of Southern California’s School of Cinema/Television in 1991, where he directed several award-winning short films. A native of Cleveland, Ohio, Unkrich spent his youth acting at the Cleveland Playhouse. He lives in Marin County, California, with his wife and three children. DR. ED CATMULL (Executive Producer, “Toy Story”) is co-founder of Pixar Animation Studios and president of Walt Disney and Pixar Animation Studios. Previously, Catmull was vice president of the Computer Division of Lucasfilm Ltd., where he managed development in the areas of computer graphics, video editing, video games and digital audio. Dr. Catmull has been honored with five Academy Awards®, including a Technical Achievement Award, two Scientific and Engineering Awards, and one Academy Award of Merit for his work. In 2009, the Academy of Motion Picture Arts and Sciences awarded Catmull the Gordon E. Sawyer Award for his lifetime of technical contributions and leadership in the field of computer graphics for the motion picture industry. He also received the ACM SIGGRAPH Steven A. Coons Award for his lifetime contributions in the computer graphics field, and the animation industry’s Ub Iwerks Award for technical advancements in the art or industry of animation. Dr. Catmull is a member of The Academy of Motion Picture Arts and Sciences, the National Academy of Engineering, the Visual Effects Society and the University of California President’s Board on Science and Innovation. Dr. Catmull was honored with the Randy Pausch Prize from Carnegie Mellon University’s Entertainment Technology Center in 2008 and was selected as the recipient of the IEEE Computer Society’s 2008 Computer Entrepreneur Award. Dr. Catmull earned Bachelor of Science degrees in computer science and physics and a Ph.D. in computer science from the University of Utah. In 2005, the University of Utah presented him with an Honorary Doctoral Degree in Engineering. WILLIAM T. REEVES (Supervising Technical Director, “Toy Story”) served as supervising technical director on a number of Pixar’s feature films, including “A Bug’s Life” and the Academy Award®-winning “Finding Nemo.” Reeves led the preproduction teams for “Cars” and “The Incredibles,” and was the Global Technical Supervisor on “Ratatouille.” In 1980, Reeves joined the computer division of Lucasfilm as project leader of the systems group and a member of the computer graphics group. In 1982, Reeves moved on to work full time in the graphics division as project leader of the 39 FINAL PRODUCTION NOTES September 28, 2009 modeling and animation group. During this period, Reeves invented a new image synthesis technique called Particle Systems that has been used to model fire, fireworks, trees, grass and flowers. His research was used in the feature film “Star Trek II: The Wrath of Khan” and published by ACM SIGGRAPH in 1983 and 1985. In 1986, Reeves left Lucasfilm, along with the majority of the computer division, to join Pixar Animation Studios as Head of Animation Research and Development. Between 1986 and 1991, he devoted his time to enhancing Pixar’s computer animation software to raise it to the level where it could be used to create a full-length feature animated film. Reeves’ extensive short-film credits at Pixar include “The Adventures of Andre and Wally B,” “Red’s Dream,” the Academy Award®-nominated “Luxo Jr.” and “Knick Knack.” In 1988, Reeves received an Academy Award for Best Animated Short Film for his work as technical director on “Tin Toy.” In 1997, Reeves was awarded a Technical Academy Award® for his invention of Particle Systems. In 1998, Reeves and three others garnered another Technical Academy Award for their development of the Marionette animation system, the body of software Pixar has used for modeling and animation since 1988. Reeves studied mathematics at the University of Waterloo in Canada and received a Bachelor of Science degree in 1974. He then went to the University of Toronto, where he received a master’s degree in computer science in 1976 and a Ph.D. in 1980. In 1986, Reeves and Alain Fournier published a paper presenting a simple computer graphics model of ocean waves that led to extremely realistic images. With co-authors David Salesin and Rob Cook, Reeves published a paper in 1987 detailing a new shadow algorithm to efficiently compute anti-aliased shadows. RANDY NEWMAN (Composer, “Toy Story,” “Toy Story 2”) is an Oscar -, Grammy®- and Emmy®-winning composer and songwriter whose numerous film credits include “James and the Giant Peach,” “A Bug’s Life,” “Monsters, Inc.” and “Cars.” Newman has been nominated for 17 Academy Awards,® including two each for “Ragtime” (1981), “Monsters, Inc.” and “Toy Story.” He won his first Oscar® in 2002 for the song “If I Didn’t Have You” from “Monsters Inc.” The song also earned him his second of five Grammy Awards®. Newman’s song, “When She Loved Me,” written for “Toy Story 2,” won a Grammy for Best Song Written for a Motion Picture, Television or other Visual Media. Newman’s other film scores include “The Natural,” “Avalon,” “Parenthood,” “Seabiscuit,” “Awakenings,” “The Paper,” “Pleasantville,” “Meet ® 40 FINAL PRODUCTION NOTES September 28, 2009 the Parents” and “Meet the Fockers.” He has also written songs for television, including the Emmy Award®-winning “Monk” theme song “It’s a Jungle Out There.” The multi-talented Newman co-wrote the screenplay for “Three Amigos!” with Steve Martin and Lorne Michaels, and also wrote three songs for the film. Born in 1943 into a famously musical family, Newman began his professional songwriting career at 17, knocking out tunes for a Los Angeles publishing house. His uncles Alfred, Lionel and Emil were all well-respected film composers and conductors. Randy’s father, Irving Newman, a prominent physician, wrote a song for Bing Crosby. In 1968, Newman made his recording debut with the lushly orchestrated album “Randy Newman.” Before long, his extraordinary and evocative compositions were being covered by a wide range of top artists, from Pat Boone and Peggy Lee to Ray Charles and Wilson Pickett. Critics raved about Newman’s 1970 sophomore effort “12 Songs,” and increasingly the public started to take notice of his sly, satirical songwriting in albums such as 1970’s “Live,” the 1972 classic “Sail Away,” and the acclaimed and provocative 1974 release “Good Old Boys.” His 1977 album, “Little Criminals,” included the left-field smash hit “Short People.” In the 1980s, Newman divided his time between film composing and recording his own albums, including 1988’s “Land of Dreams,” another breakthrough work marked by some of his most personal and powerful music. The ’90s saw the release of Newman’s comedic take on “Faust,” which included performances by Don Henley, Elton John, Bonnie Raitt, Linda Ronstadt and James Taylor; the compilation “Guilty: 30 Years of Randy Newman”; and a new 1999 album, “Bad Love.” Newman’s most recent studio album is “Harps and Angels,” produced by Mitchell Froom and Lenny Waronker and released in August 2008. #### OSCAR® and ACADEMY AWARD® are the registered trademarks and service marks of the Academy of Motion Picture Arts and Sciences. SCREEN ACTORS GUILD AWARD® and SAG AWARD® are the registered trademarks and service marks of Screen Actors Guild. 41