"JOHN:" "Elton John, up at Pinewood on" "What's the date?" "WOMAN:" "The 12th of" "JOHN:" "Twelfth of March." "It's me, split track, 20-- Thirty-frame center track." "There's the tone." "MAN:" "Quiet, please. JOHN:" "Here we go. HAHN:" "It was the spring of 1994 and we were just finishing The Lion King, which would go on to earn great reviews and about three-quarters of a billion dollars at the box office." "Not bad for a group of artists who were kicked off the Disney lot and an art form that was given up for dead just ten years earlier." "HAHN:" "I produced The Lion King and the cast-and-crew premiere was coming up fast." "It was tradition for all of us to get up on-stage and give warm thank-you speeches." "But this time I decided to film all the speeches instead." "HAHN:" "Whenever you're comfortable." "You are rolling?" "HAHN:" "Yeah." "Okay." "With all the many varied businesses this company is in, it is clear" "It becomes clearer every day that animation is its soul, heart, and most of its body parts." "You guys have done an unbelievable job over the last decade, culminating in Lion King, in pushing forward the company, the culture and the quality of artistry." "Congratulations from me, from anybody who is not on this tape, from our board, our shareholders and my children." "Congratulations." "Thank you." "Thanks, everybody." "Thank you to everybody for another absolutely incredible job on another marvelous movie on the way to the next great movie." "To an outsider, it looked like a perfect world." "Thank you." "But backstage, the tension had reached a peak." "HAHN:" "Thank you." "Okay?" "That was it?" "Yeah, perfect." "Even though it was the moment of our greatest success, the wheels were coming off the car." "This is the story of how we got there. HAHN:" "Let's back up to the early '80s on the Disney Studio lot in Burbank, California." "The animation band is spreading its holiday cheer to the employees with banjos and jew's harps, as was the tradition." "And that's me on the right, trying to play"Jingle Bells" on the bass." "Like so many of us, I grew up on a diet of Disney films." "And every four years, I'd make a pilgrimage to the drive-in theater to see their latest animated masterpiece." "When I was 20, I got a job at the studio delivering artwork and coffee to the animators and I felt like I won the lottery." "HAHN:" "This was the house that Walt built." "Walt Disney, the toast of Hollywood, the genius behind Disneyland and the producer behind the first animated feature, Snow White." "By the 1950s, Walt was losing interest in animation and his attention turned to live-action films, the new medium of television, and building the first theme park, Disneyland, and planning futuristic cities of tomorrow." "WALT:" "By far, the most important part of our Florida Project, in fact, the heart of everything we'll be doing in Disney World, will be our Experimental Prototype City of Tomorrow, Epcot." "Walt died in 1966, but the studio still made sweet, harmless, animated comedies for kids, supervised by his master animators, the Nine Old Men, and produced by Walt's son-in-law, studio head Ron Miller." "I'm Randy Cartwright and this is Ron Miller." "How are you?" "How are you?" "Good to see you." "This is Randy." "Great way to start the film." "Is this a new--?" "Your first commercial?" "Ha, ha." "Yup." "What is this for?" "Just home movie." "LASSETER:" "It's a documentary." "Home movie?" "Documentary of the animation studio." "Hi, Mom." "Well, we're off to a good start." "Here it is, April 9th, 1980." "This is the past to all you folks out there." "And we're gonna go inside and see what it's like." "Come on." "For some reason, the halls of the Disney Animation building always smelled faintly of swamp coolers and pencil shavings and old linoleum." "This is the infamous Rat's Nest." "Animation had been in this slow downward spiral for a long time, even since Walt Disney was alive." "As veteran animators retired, new kids, mostly from the Disney-sponsored school, CalArts, filled the hallways." "LASSETER:" "Why, Ruben, you're from CalArts also." "Right." "And who are you?" "LASSETER:" "Me?" "Yes." "LASSETER:" "I'm John Lasseter." "He's the cameraman." "He's leaving in a little while." "Could I show you animation?" "He's got six days." "Could I show you animation?" "This is animation." "Could I flip something for you?" "This is it." "Look at that." "Peter Pan." "Oh, looks up and..." "Ah." "CARTWRlGHT:" "Weird." "It's better than the magic we're making today, but we can't help that." "We were full of a lot of pent-up youthful creative energy that had to go somewhere, so it was channeled into things like long lunches, volleyball games, the annual caricature show, and my perennial favorite, the holiday show" "that starred Eddie Fisher and Doris Day, for some unknown reason." "I hate Zsa Zsa. CARTWRlGHT:" "This is one of our animators here." "This is Ron Clements." "He's working on a scene of the Widow from The Fox and the Hound." "Magically, here is Mr. John-ald Musker." "Thank you, thank you." "CARTWRlGHT:" "Another animator here at the magic factory." "LASSETER:" "This is Glen Keane." "CARTWRlGHT:" "Keane." "LASSETER:" "He is a directing animator." "KEANE:" "I've been here since 8:00 this morning." "LASSETER:" "Hi, Tim." "CARTWRlGHT:" "This is Tim Burton, another one of our people here." "Ron Miller knew that Walt's guys were retiring fast." "He had to raise a new crop of animators, but he was cautious about it." "He got burned five years earlier when he entrusted a charismatic animator named Don Bluth to lead the department." "But Bluth polarized the animators." "Some adored him as the messiah of animation and others..." "Well, others thought he was just another Walt wannabe." "Ironically, Bluth himself became disillusioned with the studio's Animation Department." "So on his birthday in 1979, he resigned and took half the animators with him to start his own studio." "The bombshell set back the release of The Fox and the Hound by six months and left Miller and the studio betrayed." "CLEMENTS:" "It was this interesting cross-generational thing where you still had a few of these legendary Disney artists who were now in their sixties and approaching retirement and then a bunch of young people in their twenties who were really, really excited and sort of passionate about this medium." "It was thrilling to learn from the masters." "But there was a feeling like that somehow we could be making better films." "Around that time, the studio did a survey that revealed a majority of teenage moviegoers wouldn't be caught dead near a Disney movie." "We were just waiting, waiting for something, anything to happen." "On Monday, we reported that Walt Disney Studios was on shaky financial ground, because of its troubled Film Division and weak earnings from the Epcot Center in Florida." "However, since that report, there have been dramatic developments." "In just four days, Disney stock jumped 16 percent, topping off at around $58 a share." "Analysts attribute the jump to two factors." "Splash, the youth-oriented comedy about a mermaid in Manhattan, stunned Hollywood by racking up over $6 million in its opening three days." "That's the best opening for any movie in Disney's history." "Another surprise, the resignation of Roy E. Disney as chairman of the board." "He's Walt's nephew and son of Walt's brother, the company's co-founder." "The real heartbeat of this company was, is and will always be the film business." "Because from the film business comes the ideas that then generate new things in the parks." "New promotions, new" "A kind of a sense of continuing newness about the company in general." "And when that began to fail" "And I actually, somewhere along the line, began hearing things like," ""Well, I don't think they really wanna stay in the movie business, because it's not doing very well and we don't really even need it anyway."" "And that gave me all sorts of problems, because I, you know" "I remember saying at one point, "Well, if you really think that way, then what you're doing is running a museum."" "SCHNElDER:" "People always talked about Roy as the idiot nephew." "That was his nickname." "Nothing could be really further from the truth." "He was smart, unassuming and powerful." "You could easily underestimate him, but you did so at your own peril." "In 1984, the corporate raider Saul Steinberg turned his sights on Disney." "He threatened to buy the company, break it up and sell the parts for a profit." "The board countered by paying Steinberg a premium to buy back his shares." "It was greenmail." "For years, Roy and his cousin-in-law, Ron Miller, sat across the boardroom table." "And now the two were at odds with how the board was handling the takeover threat." "ROY:" "And we finally came to the conclusion that we can't do anything on the inside, because I'm the lone voice of dissent on this board." "So I resigned from the board of directors." "And it got enormous amounts of attention." "I had a stack the next morning of phone messages that probably was three, four inches deep." "One of the messages in that stack was Eisner." "And I had known Michael because he'd come maybe a year before that on to the board at CalArts." "Michael wasn't an M.B.A. He was an English major." "He grew up in New York, where one of his first jobs was programming kids' television for ABC." "SCHNElDER:" "And Michael had an amazing track record coming from Paramount." "He'd had hits, Oscar nominations, Terms of Endearment." "He was a winner when he was hired to come in and run Disney." "He also was a man who liked to blow things up." "It was Frank Wells that gave Roy the idea of making Michael the chairman." "Frank and Roy were classmates at Pomona College in the early '50s." "ROY:" "I thought, you know, Frank's more of a businessman and Michael is a little nuts." "And the two together kind of in some ways made me think of Walt and my dad." "So we began saying, "How would you two like to take this job?"" "There's been a management shake-up in the Magic Kingdom of Disney." "Two Hollywood studio executives have been chosen to run Walt Disney Productions, the first time outsiders have been brought in at the top." "The Disney board of directors chose Michael Eisner of Paramount Pictures as chairman, and Frank Wells of Warner Bros. as chief operating officer." "ROY:" "The first goal, really, of new management is gonna be getting back in the movie business in a very serious way, in the sense of not only just making movies, but coming up with new ideas." "Their partnership really made the company special." "There was this perception that Michael was a shoot-from-the-hip, back-of-the-napkin kind of guy, and Frank was very organized and ran things in an orderly manner." "But in many ways, it was the opposite." "Michael was kind of the sane one." "And Frank, he did bold and crazy things, like swimming oceans, climbing the great summits of the world and calling at 3 a.m. to ask what Goofy's original name was." "Please welcome my mountain-climbing Disney teammate, Frank Wells." "I figured out from this employee forum what the difference is between chief operating officer and chief executive officer." "Chief operating officer is in charge of doing dangerous things, like when I have to fly here with Tinker Bell on a tiny wire." "Chief executive officer, he's in charge of funny." "Frank?" "Hi, Michael." "ROY:" "I came back to the company in 1984 and, rather cavalier way at the time, said to Michael," ""Why don't you let me have the Animation Department, because I may be the only guy right now, with all these new people coming in, who at least understands the process and knows most of the people."" "The state of the art at that moment was kind of waning and the enthusiasm of the studio itself towards it had not been real strong." "So I just felt a little protective about it." "MlNKOFF:" "And I was in John Musker's office." "And I think it was Steve Hulett came in with the memo saying that Ron Miller had resigned." "And we were shocked and it was a huge bombshell to go off." "But I thought it was, you know, terrific news, that maybe it meant that things were gonna actually get better at the studio." "And John, I think, felt the same way." "He seemed pretty excited about it." "But Ron was worried, in a sort of melancholy mood, said," ""It could always get worse."" "It was an invasion from Hollywood." "The parking lot was jammed with BMWs and Porsches." "And I remember interior decorators tearing down walls that hadn't been touched since 1939." "New Berber carpeting replaced decades-old linoleum." "I couldn't figure out what's wrong with linoleum." "I mean, Walt Disney walked on that linoleum." "Even the snack machines were being torn out." "Goodbye, vending machines." "KEANE:" "I had no experience with Hollywood at that time." "My experience was with kindly old men with cardigan sweaters." "And they would sit around and pat you on the back." "And here's these guys hollering foul language in the middle of story meetings." "And a splash of cold water, suddenly a wake-up to reality." "You're in the real world here." "Hello." "I'm Michael Eisner." "And welcome to The Disney Sunday Movie." "SAWYER:" "Michael Eisner is the irreverent kid from the Disney generation who has taken over the toy store." "The money alone is right out of Fantasyland." "His salary and stock options are worth tens of millions of dollars." "He may look every inch the company chairman when he is taping the introduction to The Disney Sunday Night Movie." "But in fact, he's having more fun than any other boy on the block." "Look, Mickey." "Some of our friends are coming." "Hey, Minnie." "So one of the first things that Michael did as CEO was to bring in Jeffrey Katzenberg, his colleague from Paramount, to run the Film Division of Disney." "Jeffrey got his start in New York politics, working in the office of Mayor John Lindsay, where his affectionate nickname was Squirt." "At Paramount Pictures, he studied in the shadow of Barry Diller and Michael Eisner." "And there his nickname was the Golden Retriever." "At Disney, he really had no nickname, because this was the place where he could step out of the shadows and make his mark on Hollywood." "ElSNER:" "I sought him out at Paramount." "We'd worked together." "He was just fantastic." "He was a worker." "He was committed." "He was obsessed." "He made relationships." "If we found somebody good, he would lasso him into our company." "He did it at Paramount and he did it at Disney and he did it great." "KATZENBERG:" "So I always remember my first day at Disney when I showed up and I went to Michael's office and he said," ""Come here, I wanna show you something."" "And I walked over and he was looking out his window." "And, you know, from his corner, he pointed down to the Ink and Paint building." "He said, "Do you know what they do down there?"" "And I said,"No."" "He said,"That's where they make the animated movies."" "I went,"Really?" He said,"Yes." And he said,"And that's your problem."" "The first culture clash happened on a much-anticipated film that was years in the making and millions over budget," "The Black Cauldron." "He's overwhelmed." "He'd be jumping up and down." "Jumping, clapping." "He'd be like:" "The younger guys were really impatient and anxious to show what they could do, but they felt like they were being held back by the remnants of the old guard." "While the older guys thought the kids were brats and should get back to work." "In the case of The Black Cauldron, we started with five books and had to condense them down into one." "KATZENBERG:" "In the first couple of weeks I was at the studio," "I saw The Black Cauldron." "It was a very dark movie and a very troubled movie." ""This is just way, way, way too violent and too scary." "You have to edit some of these things out."" "They said, "Well, you can't edit an animated movie."" "I said,"Well, of course you can." And they said,"No, you can't."" "TARAN:" "Hey." "No, you don't." "KATZENBERG:" "Honestly, you would think that" "I was causing World War Three at the studio, because I literally said,"Well, you get the film and bring it to an edit bay and I'm gonna show you how you edit an animated movie."" "I mean it." "Jeffrey was hands-on, elbows-on, sharp elbows-on." "You never knew if he was gonna hug you or kick you." "He said in an interview around that time, "We've got to wake up Sleeping Beauty."" "Then Joe Hale, the producer of The Black Cauldron, was furious." ""Who are these guys?"he said." ""Sleeping Beauty is awake."" "He was fired not long after." "Black Cauldron cost $44 million to make and made less than half that at the box office." "And, to add insult to injury, it was beat out at the box office by The Care Bears Movie." "Oh!" "That day, Disney Animation hit bottom." "This is Ron Clements again." "Hello." "Explain a little bit about Basil of Baker Street." "Well, Basil of Baker Street is about a little mouse that is just like Sherlock Holmes." "KATZENBERG:" "One of the first things Roy did was he arranged one day for us to be pitched the storyboards for the entire movie." "It's like going back to what animation really is supposed to be." "KATZENBERG:" "And for the better part of three hours, literally the entire movie was pitched to us." "You go through one storyboard, then they bring another and you'd sit there for hours and" "I couldn't remember what was in the first storyboard." "It was a very hard process for me to deal with." "I'd been used to dealing in the script area." "KATZENBERG:" "So when it was over, we all sort of said," ""Thanks very much," and,"Great job."" "And Michael said, "Walk back to my office with me."" "So we walked back." "On the way back to the office, he said,"What do you think?" I said,"l have no idea." And he said,"Neither do I."" "I said,"Well, here's the thing." "We have 175 people and we're paying them every day to come to work." "And we're gonna pay them whether they make this movie or they don't make this movie, so I guess we probably ought to make the movie."" "And he says to me, "Well, that's exactly my feeling too."" "The live-action business was booming and Jeffrey needed offices for his new stable of stars, like Bette Midler and Robin Williams." "He wanted the animation building." "The news came down from the head of animation, Roy Disney, announcing that the animators would have to move out of the building and off the lot." "What was going on here?" "I mean, this was the building where Walt Disney made Cinderella and Peter Pan, and we were having to vacate?" "All there was was this memo." "There was no meeting, no debate, just a memo." "I guess Roy didn't want the confrontation." "On our last day, 200 frightened people, the remnants of Disney's once great Animation Studio, gathered on the steps of the old Animation building for one last photo before we left." "gabriel:" "So to carry that forward into the new building, which was in Glendale, not a great area, but the building itself was such a gutted wretch of a building, with just cinder block and torn-up carpet and barbed wire around it" "and broken bottles on the crummy little parking lot." "CARTWRlGHT:" "So, Ed, what are you doing nowadays?" "I'm just emotionally under my desk." "Well, we were all pretty sure that we'd be fired in a week or so, so we decided to celebrate the apparent end of Disney Animation with a full-scale reenactment of Apocalypse Now." "[dramatic classical music PLAYING] We don't have long dark hallways anymore." "We got cubicles." "The warehouse was an open plan, so you couldn't really hide." "It opened the place to frequent and spontaneous communications in the hallways, in the men's room." "Come on in." "Come on." "The barriers were down." "After the move, Jeffrey called a meeting of all the animators, so the crew could air their questions and concerns." "So Jeffrey got up and said, "Give me your best shot." "Hit me in the solar plexus." "Ask me anything." "I've got rhino skin."" "And somebody piped up and said,"We don't think you know what you're doing."" "KATZENBERG:" "And I said, "Look, I'm here." "I'm not going away." "And I'm more than happy to learn and take the time and be educated by you." "The fact is that the last couple of animated movies made were not particularly good."" "CLEMENTS:" "The animation meetings were usually scheduled, a lot of times, at 6:00 in the morning." "And so, yeah, I remember driving to go to those meetings." "And then that sort of strange atmosphere at that time of the morning, and hardly anyone is awake or around." "ROY:" "He began calling meetings for 8:00 in the morning on Sunday." "And I think it was about the second one, I was just angry." "Because it's just such a total sign of disrespect for a lot of very talented people who are working their ass off for you." "And I said,"Jeffrey, we gotta have these meetings at some other time, because I promise you, if you have another one of these things at 8 a.m.," "I'm showing up in my pajamas."" "Aren't you proud of it, Mr. Disney?" "WALT:" "Why, I'm so proud, I think I'll bust." "ALLERS:" "I think it was right around the time of" "The Oscars were-- It was just around the corner." "And he said,"You know, I'm not interested in the Academy Awards." "I'm interested in the Bank of America awards," you know." ""What the money these things pull in."" "And it was just absolutely the worst thing to tell a room full of artists." "It was so discouraging." "ROY:" "Jeffrey, one day, he said to me," ""You really need to get your own Jeffrey Katzenberg."" "And I began thinking and thinking, "You know, it's right." "I can't do this by myself and I'm not that talented anyway."" "So the call I made was to Bob Fitzpatrick, who was in the Olympic Arts Festival at the time." "He says,"l think I have somebody." "I'll send him over to you." "His name is Peter Schneider."" "SCHNElDER:" "I was living in a small apartment with my wife and baby daughter, and she said to me, "Go get a job," you know." "I was naive." "I had no baggage, no preconceived notions." "I didn't care what had been done in the past." "I knew that I could do no worse than The Black Cauldron." "You know, you can't fall off the first floor." "Peter was given the title of vice president, which, to the insurgent population of animators, made him the Man." "And the main weapon to fight the Man was the dreaded caricature." "PRUlKSMA:" "Well, Peter was kind of a scary thing, you know." "A small frame, wiry, and, you know, full of nervous energy." "He was like,"Nyah."" "TROUSDALE:" "He looked like he was about 15 years old." "He had this perpetual smile that everybody caricatured." "It was like this kind of wide-eyed, predatory smile that really worried people." "PRUlKSMA:" "You'd go into his office, he would just sit all twisted up like a pretzel." "It was odd." "And he had a little button that closed the door behind you when you went in." "When the door closed, you'd kind of look back and see if there were scratch marks on it or something like that." "Ha-ha-ha!" "SCHNElDER:" "When I got to Animation, I knew I had a hundred days to change the culture before it changed me." "I was trying to empower people, to make them feel good about themselves, to value the work." "I brought in some of my own people who'd worked for me in theater." "Kathleen Gavin, Maureen Donley, Tom Schumacher." "Sticky buns." "ANlMATORS:" "Sticky buns." "SCHNElDER:" "I brought in Lakers coach Pat Riley to talk about winning and teamwork." "Peter picked apart every piece of the production process." "Why are we punching time clocks?" "Why are we making our own paint?" "Why can't we update our animation pegs?" "Why don't we have more computers?" "What about training?" "It had this feeling of a freight train leaving the station at light speed." "You betterjump on orjump off fast." "Most people got on and it was a wild ride, an exciting time." "There was this team-sport mentality." "You can't play the game unless everybody is firing off on all cylinders." "Even second string, you were hungry to be part of this, to jump into the game." "There was an openness, a permission, almost, to be critical about anything." "Anything but the Marketing Department." "Marketing thought that the title Basil of Baker Street was a real head-scratcher and they wanted to change it." "So Peter sent off a memo announcing that they were changing the title to:" "The Great Mouse Detective." "gabriel:" "The resistance was pretty fierce and we all started trying things to get it to be our way and it wasn't gonna change." "One of the artists got the bright idea to send out a fake memo, in Peter's name, saying that now all the Disney films will be renamed." "From now on, Snow White would become Seven Little Men Help a Girl." "And Pinocchio would be The Wooden Boy Who Became Real." "Peter saw the joke memo as undermining his authority and demanded to know who wrote the memo." "The artists saw it as good clean fun and kept the author a secret." "They even sent it up to Jeffrey's office for added amusement." "gabriel:" "Peter, I think his tires were slashed or somebody busted his window in his car in the lot." "Some, you know, really mature way to handle the situation." "Peter came in and put us all in the screening room and just tore us a new one." "TROUSDALE:" "That was the fabled triple-veiner that Peter had, where, I mean, he was, like, levitating and glowing, he was so mad." "gabriel:" "I think after that meeting, we all kind of respected him." "What I love is he didn't say," ""Shut up." "If you don't like it, there's the gate."" "He said, "We're gonna make great films."" "SCHNElDER:" "And Jeffrey just laughed it off and said,"Don't even worry about it."" "And I think that cemented my relationship with Jeffrey, in some weird way, and also cemented my relationship with the artists." "And as a bonus, the memo even ended up as a category on Jeopardy!" "TREBEK:" "And finally, In Other Words." "In Other Words came about as the result of a big foofaraw that occurred at the Disney Studios last year when the employees staged a minor revolt when they changed the title of Basil of Baker Street to The Great Mouse Detective." "In Other Words for 300." "TREBEK:" ""The girl with the see-through shoes."" "Marjorie." "Who is Cinderella?" "TREBEK:" "Who is Cinderella?" "Good." "The Great Mouse Detective was released in 1986 to good reviews and respectable box office." "But there was a new animation threat in town." "Steven Spielberg." "Steven loved the films of Walt Disney, so he jumped into the game, teaming up with none other than Don Bluth, the animator who kicked us when we were down." "That year, An American Tail quickly became the highest-grossing non-Disney animated feature ever, beating out The Great Mouse Detective by over $22 million." "ALLERS:" "Oliver" "That's funny." "SCHNElDER:" "When I first got there, Oliver and Company was being made." "It had two directors." "CARTWRlGHT:" "This is Rick Rich." "Hello." "CARTWRlGHT:" "This is George Scribner." "SCHNElDER:" "I fired Rick Rich, who was belligerent to me, and kept George Scribner, who sucked up to me." "It seemed like the right decision at the time." "People who like you get ahead." "Peter brought his theatrical background to the animation business." "He demanded that filmmakers pick their own teams based on talent and who they wanted to work with, not on some form of institutional seniority." "If you didn't have a strong point of view, you disappeared." "There was creative debate." "You had to defend your ideas." "It meant that more drawings went into the trash than went up on the screen." "Throwaway drawings." "The drawings we just throw away that don't mean anything." "MAN:" "Tore it in half." "These are the ones that we didn't even use." "Revisions." "Every line a writer changed, 100 drawings go in the trash. SAWYER:" "And because the family name is still the franchise, the company still produces a few of those Disney animated features, even though they cost a fortune to create." "The new one is an animated version of Oliver Twist, with Billy Joel and Bette Midler doing the singing and barking and growling." "But the finished film may well require a half-million frames, each one drawn by an artist at a total cost of more than $10 million, more than it can make back anytime soon." "Can you really afford to do what you wanna do in animation as much as you wanna do?" "The answer is no, but we're doing it anyway." "We have to do it in this company." "Have to?" "We have to." "That is our legacy." "WOMAN:" "The animation area, the full-length animation, you have made a promise to do one film a year." "Is that it?" "Well, Roy made it, so I'm-- We jointly made that one." "Yeah, it's our intent to make a new one every year." "Oliver will be the first in that group." "And Little Mermaid, the following year, is on schedule to be released a year from now." "And we think we can do it." "We're accumulating more and more and better artists and certainly more and more experience as we go." "Helping to feed the coffers in a big way was a machine called the VCR that could actually play movies from a cassette tape in your own living room." "PAULEY:" "The releasing of Pinocchio in video," "Disney was never gonna do that." "I thought that was carved in granite that they would be held in storage for seven years and then released carefully." "How was the decision made to put them out in video?" "I don't think there's been any more careful decision than we have reached." "And we have reached it so far only in respect to the one classic, Pinocchio." "It's out now this summer." "It's doing very well." "It's only after that that we'll slowly decide what to do with the rest of it." "And after all, a video release this summer hardly is gonna affect Pinocchio when it's released theatrically another seven years from now." "Pinocchio went out as a trial balloon and made millions." "It was like a license to print money, since there were no costs for the old titles." "But that immediately upped the ante to get more titles into the pipeline." "So to find these new titles, anybody, artists, secretaries, janitors, could come in and pitch their ideas in a gong show." "Some ideas, like Pocahontas, were green-lit from a single drawing and a title." "Others, like Little Mermaid, were gonged at first, because it was too much like Splash, but came back later." "And there were all sorts of projects being green-lit." "A sequel idea called Rescuers Down Under, set in Australia." "Prince And The Pauper, starring Mickey Mouse." "And an old shelved project that Walt Disney himself considered back in the 1940s, Beauty and the Beast." "SAWYER:" "Not only does the ghost of Walt Disney, the creative genius, keep Eisner awake at night." "When he first came to the company, he discovered that executives routinely made decisions by asking," ""What would Walt have done?"" "ROY:" "To a certain extent, people, somebody, would surely have said," ""Walt probably wouldn't have done that."" "We needed to break that cycle and we needed to get out into the whole town." "The argument that says,"Some dead guy is trying to run your operation."" "You can't do that." "I don't think Disney is like the constitution." "I don't think we have to preserve it and put it in glass." "I think it's a growing-- And if it's not growing, it's gonna die." "Our name is a fantastic asset and it represents a terrific man who was very creative." "And I'd hate to be the person who shot himself in the foot and ended it." "I don't wanna leave that legacy." "I'd like to keep it going." "But I'd like to add to it." "I'd like to have new things." "What do you worry about?" "Shooting myself in the foot. michael:" "Disney's net profits tripled since 1983 and the stock price is up five-fold." "Disney people are proud to call themselves a Mickey Mouse operation." "According to most analysts, the magic returned with the appointment of Frank Wells as president of the company and Michael Eisner as chairman." "Under Eisner and Wells, the new Touchstone Movie Division became a production powerhouse, turning out such hits as Down and Out in Beverly Hills," "Ruthless People, The Color of Money, and what amounts to a farm club for feature filmmakers," "The Disney Sunday Movie." "1987 is off to a promising start with the addition of the Michael Jackson attraction, Captain EO, and the DisneylGeorge Lucas collaborative adventure, Star Tours." "The live-action movies, the parks, the merchandise were all on fire, but Animation, well, we still seemed like a stepchild." "KEANE:" "And I gotta say, I was very nervous about where we were heading, where was the future of Disney going." "It seemed to be being driven by a maniac at the wheel, in terms of Jeffrey, with his heavy foot on the accelerator, driving full speed in a very crowded city." "Action." "Aaaggh!" "An old development project called Who Framed Roger Rabbit shifted into hyper-drive when Steven Spielberg became interested." "You know, I have been influenced profoundly by the films of Walt Disney, especially the films from the '30s, '40s and right through the '50s." "And I really feel that this is a movie that we're making for Walt." "Back to the Future director Robert Zemeckis was signed to direct Roger Rabbit." "Bob and Steven made up the creative team on the film, while Jeffrey watched the purse strings." "We always wanted the Disney technique, the beautiful Disney animation, the great Warner Bros. characterization." "Yes?" "ZEMECKlS:" "And Tex Avery humor." "You know, dynamite-down-your-pants type stuff." "And the rabbit's like-- Doesn't wanna go back in and Hoskins..." "It was a trifecta of elements that Bob knew he couldn't get from the Disney Animation Department, so he turned to animation veteran Richard Williams to animate the movie in London, and Peter sent me to London to ride herd on the animation." "It was a real stomach punch for the guys back in Burbank, but the truth was nobody really thought much of Disney Animation back then." "The combination of Spielberg, Zemeckis and Dick Williams was like a talent magnet and animators from all over the world just flocked to the project." "So now there was a unit in Burbank and one in London." "And Peter would travel back and forth to rattle everybody's cage." "When he was in London, he'd say how great the guys in Burbank were doing on The Little Mermaid." "Then back in Burbank, he'd brag about how great the guys on Roger Rabbit were doing." "Nobody had attempted a movie like this before, and the budget just soared." "It got so heated that Jeffrey summoned us all to New York to tell us that we did not have one more dime to spend on this movie." "No more money." "Then we all took limos, helicopters to the airport to fly Concorde back to London." "He spent all this money on a meeting to tell us we had no money." "Animation..." "It was a very Hollywood moment." "Back home, Jeffrey was getting beat up by Michael about the costs." "ElSNER:" "We just had to put a financial box around all this creativity." "And without that, the end result would have been complete chaos." "KATZENBERG:" "It created a tremendous amount of friction and difficulty between Michael and I, not because he didn't believe in the movie." "He did." "Financially it just became so expensive." "And Michael, who is fundamentally conservative, just got very, very uncomfortable with it." "Cut." "Let's do it again." "KATZENBERG:" "And I was unable to control it." "Who Framed Roger Rabbit is one of those home runs that Hollywood hits every once in a while." "It's a movie like 2001 or Close Encounters or especially like E. T." "that's a technical breakthrough and a lot of fun both at the same time." "Roger Rabbit made headlines and won Oscars for technical innovation and returned just millions to the studio." "The top talent on Roger was shipped back to Burbank and put to work on Oliver and Company and Little Mermaid." "It was like an injection of fresh, young, international talent that would pay dividends for years to come." "Six months later, Oliver and Company opened on the same day as Spielberg's Land Before Time." "Come on." "Let's eat him!" "SCRlBNER:" "Well, by the end of the three or four months, we'd made 55, 56, 54." "And we beat Land Before Time and it was like" "I think a lot of people were like, "Hey, there's something" "There's something here."" "The chaos that Roy ushered in when he hired Michael was starting to pay off and suddenly everybody was happy to be associated with Toontown." "interviewer:" "This is the first fairy tale that Disney has done" "MAN:" "Take two." "in the last 30 years, three decades." "Why was Mermaid chosen?" "Well, I mean, it was chosen because we all went to a lunch about three or four years ago and all of us" "It was sort of a development-type thing." "And we were supposed to come in with our three ideas." "I don't know if you can use any of this, but this is sort of more the truth than, you know, what we may wind up saying later." "And basically they wanted to draw on different ideas." "And one of the ideas that Ron brought in was The Little Mermaid." "He had" " That was one of his three." "Jeffrey's friend David Geffen called him about a songwriting team, Howard Ashman and Alan Menken, that he'd worked with on the off-Broadway hit Little Shop of Horrors." "Peter had worked with them on the same show as company manager, so he brought them in to work on The Little Mermaid." "SCHNElDER:" "Howard was just coming off a terrible disappointment when his musical Smile crashed and burned on Broadway." "He came to Los Angeles to start over again." "Howard wasn't exactly the first guy who sprang to mind when you said Disney." "He was born into a Jewish family in Baltimore, where he grew up on-stage in the local Children's Theater Association." "He was gay, edgy, and loved musicals, especially Peter Pan." "When I was approached with an opportunity to work for Disney, period, I leapt at the" "I said,"What about Animation?" "What about working in that department?"" "That was what I really wanted to do here, much, much more than anything, really, in live-action." "Because I'm really a musical-theater person and I do see a very, very strong connection between these two media." "We had this character in the original treatment, the script." "It was a crab character that was kind of" " Would be" "Sort of look after the mermaid and try to keep her out of trouble and watch over her." "He was kind of a crusty, old, crotchety character The king's right-hand guy." "who worked for the king and was like the conductor in the undersea world." "Howard said, "Why not make him Jamaican?"" "And our first reaction was,"Jamaican?"" "I mean, it was like a total twist on what we were thinking." "He rounds up all of these fish and all of this stuff to convince Ariel not to try to become human." "And they more or less put on a show for her by playing all these instruments and themselves." "Okay, we hear it start." "He starts establishing the rhythm." "The clams pick it up, and oysters, and he's beating on lobsters, whatever." "It's all percussive and it's all the undersea world making the percussion." "[PERCUSSlVE music PLAYING OVER SPEAKERS]" "KATZENBERG:" "There was electricity in the air." "I mean, there was real genius at work and people knew it." "Howard, in a salesmanship way, I think, trying to treat it sort of a little more off-the-cuff, but I think he had written all the songs five minutes after he got the treatment, but said, "Now, here, say you had a song," "say it was called 'Part of Your World.'" "It could be anything, but say it was called 'Part of Your World'."" "And then he had a" " And Alan" "We were in Howard's apartment in Greenwich Village and it was" "Alan came over and played it on the piano." "And Howard sang it right there and it sounded great." "[ASHMAN AND MENKEN SINGING SOFT POP music]" "So really try to work with just the intensity." "It's like it's about all that emotion and then not letting it all out." "Not letting it out." "Not letting it out, but having it here." "That stuff." "Really, it's" "Am I still a little too loud?" "You're great." "Better that time?" "You're great." "But you're right, it gets a little bright here." "The intensity is better than-- Is better than noise." "Than Ethel Merman, right." "But you're not doing Ethel Merman." "It's inner intensity, though." "ASHMAN:" "In almost every musical ever written, there's a place, it's usually the third song of the evening." "Sometimes it's the second, sometimes it's the fourth, but it's quite early." "And the leading lady usually sits down on something, sometimes it's a tree stump in Brigadoon, sometimes it's under the pillars of Covent Garden in My Fair Lady, or it's a trash can in Little Shop of Horrors." "But the leading lady sits down on something and sings about what she wants in life and the audience falls in love with her and then roots for her to get it for the rest of the night. KEANE:" "I heard"Part of Your World," Jodi Benson singing that, and it just captivated me." "I thought,"l have to do that."" "And I went and told those guys, "I really wanna do Ariel."" "And they said,"Whoa, I don't know." "This is supposed to be a pretty girl." "Can you do that?"" "I said,"Look, I have to do Ariel." "I can feel it in my heart."" "MUSKER:" "We were previewing for schoolkids." "And so the kids" "During that screening, a lot of the movie was in black and white." "Certainly"Part of Your World," a lot of it was in story sketches." "KATZENBERG:" "And the movie comes up on its feet and we get to"Part of Your World"" "and it's just not connecting." "The audience is restless." "I came out of that and just said, "Don't think this is working."" "MUSKER:" "So Jeffrey was bound and determined to cut"Part of Your World."" "It was just like, "Guys, face reality, you know." "It's not working, it's not there." "We gotta do something."" "And we pleaded our case." "He wouldn't listen to us." "Howard pleaded his case." "KATZENBERG:" "Howard Ashman said, "Over my dead body." "I'll strangle you."" "MUSKER:" "But finally Glen Keane went to Jeffrey and said," ""Jeffrey, you cannot cut this." "You're crazy." "This is the heart of the movie." "It's her whole dream." "And to cut that will really gut our emotional involvement with our heroine."" "KATZENBERG:" "He persuaded me that the issue wasn't the song, but other things that were not firing up yet in the sort of rhythm of the movie." "And ultimately he was right." "Not only did it stay in the movie, but it's one of the more memorable moments in the movie." "michael:" "The sparkle is coming back to Sleeping Beauty's castle." "Over the last five years, the Disney Animation Department has grown from a low of 150 artists to its current level of nearly 550, doing animation the old-fashioned way, from character sketch, to pencil test, to ink and paint, to the screen." "What The Little Mermaid represents, I hope, is kind of a renaissance period for the artists themselves." "SCHNElDER:" "Jeffrey started discovering Animation as a place where he could be artistic, a powerhouse in the editing room, and where he could be the frontman to the press." "I think he realized something very important to his future." ""I'm good at this." "This is fun, it's mine and it doesn't include Michael."" "The press on Little Mermaid was just spectacular." "And the box office, well, was even better than Oliver and Company." "And there were loads of toys, books, puzzles and lunch boxes that just flew off the shelves." "Animation had a big hit on its hands." "SCHNElDER:" "Jeffrey and Michael started focusing on," ""Oh, if we have more titles, it'll be better financially."" "And I always fought for," ""Can you take some of those resources and put them back into the business?"" "Which was where CAPS came from," "CAPS being the Computer Animation Postproduction System." "One of the technology guys, Lem Davis, thought we could use computers to paint the characters in our films and digitally assemble all the artwork." "That gives us not only the opportunity to do some really good art, but it also gives us the opportunity to really begin to explore what these computers and graphics things can do for us in kind of shorter pieces where we can get really a little crazy." "And I'm looking forward to all of us getting a little crazy." "Roy went to Frank Wells with a proposal to spend $10 million on a computer system that might not return a dime, but would revolutionize the look of our films." "ROY:" "So I just walked down the hall and stood there in Frank's doorway." "Frank looks up and says, "What are you doing here?"" "And I said,"I'm just here to make sure you sign that check, Frank."" "Frank's check was handed to Alvy Ray Smith, the co-founder of a small computer-graphics firm that experimented with character animation and made Listerine commercials on the side to make ends meet." "It was called Pixar." "The CAPS computer was thrown into production on Rescuers Down Under." "It was unchartered territory." "The crew from Disney and Pixar worked around the clock, sleeping on pallets, nursing those computers with duct tape and chewing gum, and the deadlines and quotas never stopped." "No, you don't want to hear my thoughts." "You don't want to hear my thoughts." "SCHUMACHER:" "What I remember most of that period was feeling so brokenhearted that we had attempted to make a feature film using the CAPS system before anyone had even made a short with it." "We had never tested the system before we committed to a release date to make a movie." "KlMBALL:" "And it's 3:00 in the morning." "Peter Schneider walks in and looks over at me and goes," ""Well, is it working yet?" "Is it working yet?" Ha-ha-ha." "And it's like, "Oh, I don't need this pressure."" "gabriel:" "My first film, Rescuers Down Under, came out." "Phone rings at like 8 in the morning." ""Mike?""Yeah.""Jeffrey."" ""Yeah." "So, what's going on?" "What's the numbers?"" "He said,"Made 5 million." "It's over."" ""Well, excuse me, what?"" ""It's over." "Forget it." "Move on."" "SCHUMACHER:" "Jeffrey pulled all the TV advertising." "And I said,"Jeffrey, I just can't believe that." "You've pulled it?" "There's no advertising, nothing?"" "And he said,"Tom, the movie just doesn't work." "It's over."" "And I started to cry on the telephone." "And then he said,"lt's okay." "We're gonna move forward and we'll do something else." "Are you okay?"" "I said,"I'm all right." He goes, "Okay, we'll start again tomorrow."" "And then he hung up the phone." "Rescuers was the very first digital movie produced in Hollywood." "And without it we would never have achieved what would come later." "Beauty and the Beast was up next and the budget and schedule were cut way, way back." "SCHNElDER:" "We asked Richard Williams to direct the film, but Williams declined and recommended one of his proteges, Richard Purdum, to direct instead." "Purdum was a very successful commercial director based in the U.K." "MAN:" "Yeah." "KEANE:" "And then the horse rises up right underneath him." "Yeah." "KEANE:" "Now he's riding on the rear end of the horse, hanging on to the horse's tail, and one of the wolves grabs up right onto the tail, yanks the horse, and the horse rears up and throws the guy off" "and the guy lands on the back of the wolf, riding on the wolf." "It was my first job as producer and I wanted to get everything just right." "So I recruited a commando story team of Disney artists and we moved to London to set to work on a non-musical version of the story." "After about six months, we took the first 20 minutes of the film to screen for Jeffrey." "WOMAN :" "Has my niece given you an answer?" "MAN:" "Um, not yet." "I think she's playing the coquette with me." "WOMAN:" "Forgive her." "HAHN:" "It wasn't perfect, but what was the worst that could happen?" "They weren't gonna scrap it and start over again." "That would be just insane." "It didn't work at all for us, so we literally scrapped it, the first 20 minutes of the movie, and started all over again." "SCHNElDER:" "Richard Purdum worked for a few more months on Beauty and the Beast, and when it became clear that we would never make his version of the movie, he resigned." "I recruited two young story artists to be the acting directors and moved the entire project back to the warehouses in Burbank." "The spotlight kind of turned on me and Gary, which struck us as incredibly odd, because" "The spotlight turned on us like when you turn on the kitchen light and the roaches are on the floor." "We were like,"What?" We didn't get away in time and they caught us." "So we were made kind of the acting directors of Beauty and the Beast, which meant-- We had to act like directors." "Meanwhile, back in California, Jeffrey threw his annual beach party." "SCHNElDER:" "And there was Tom Cruise and Bette Midler and Robin Williams, all on the beach at Jeffrey's house." "And I remember being there with Howard Ashman, because after Little Mermaid, Howard asked to go work on this other thing he was desperate to do for Disney called Aladdin, at exactly the same time Beauty and the Beast" "was sort of falling apart in London." "Jeffrey buttonholed Howard, as only he can, and convinced Howard to write the songs for Beauty and the Beast even though Howard didn't really want to." "wise:" "Well, we got a phone call from our boss." ""We want you to meet with Howard and Alan and the whole creative team and Beauty and the Beast is gonna become a musical." We couldn't believe it." "So we ended up setting up shop at the Residence Inn, upstate New York, in Howard's neck of the woods." "And we started hashing stuff out and throwing around ideas." "Initially it was very, very collegial." "It was very upbeat." "We were having a lot of fun." "But one of the things that was a sticking point, something that we didn't agree on, was how to open the movie." "And Howard felt very passionately that the movie should open with a fully animated prologue that showed the Beast in his prince form, except he would be a little boy." "He'd be a naughty little boy." "And to Gary and I, we could not get past this Eddie Munster image, you know, of this hairy little kid in Little Lord Fauntleroy pants." "To Howard, it seemed incredibly moving and tragic." "TROUSDALE:" "He was also very opinionated and very articulate and very intimidating." "And so we were scared of him." "It's like,"Okay, we gotta do this."" "wise:" "And so, you know, like the stupid, naive, 26-year-old kid that I was," "I opened the meeting with," ""We think that the little Beast boy is kind of a cheap shot."" "And I think the word"cheap" really set Howard off." "TROUSDALE:" "And his mouth was a very tight line and his eyes were getting kind of bigger." "wise:" "I just saw the clouds darken." "I just saw his face darken." "And he just ripped into us like I've never been ripped into before." "And no one leapt to my defense, may I just add." "Thank you very much." "And the Oscar goes to:" "Alan Menken, Howard Ashman for"Under the Sea" from The Little Mermaid." "MENKEN:" "Oscar night, we won at least three Oscars between the two of us." "He said,"When we get back to New York, we really have to talk."" "And so that was, what, a Monday night." "I think he was back by Thursday morning." "I came in and he just told me." "I said, you know,"What is it?" And he said,"Well, I guess you know."" "I didn't, or I didn't let myself." "He said,"l guess you know." "I'm HlV-positive."" "I think, or he maybe said, "I'm sick," or something." "And I" " It was not what I wanted to hear." "It seems like something falls out a little bit there." "FRlEDMAN:" "On,"sing you off to sleep"?" "Or should I have been up on that?" "MENKEN:" "Yes. MENKEN:" "You're very strong." "Something needs to take off there" "Well, I know David had felt that it had to build back in." "I mean, I remember you saying that." "That you didn't feel you should jump right into tempo." "TROOB:" "Right." "Do you want it to get faster sooner?" "You're asking-- No." "He's building into it." "This is not a tempo question." "David-- I know." "The melody, it's neat." "It's really pretty." "Oh, good, good." "So you don't have to scream to get over it." "Well, we're separate tracks, aren't we?" "True." "I just if wonder what you're hearing in your cans" "Yeah, I'll play it up and play it down." "We'll see which is better." "Great." "Great." "And similarly we should get at least one on this build section. ROY:" "He was an amazing influence on everybody." "And I don't want to compare him to Walt, but on the other hand, he had that kind of influence on everybody." "Before Beauty and the Beast was finished, we threw a big dog-and-pony show for the New York press where we showed some clips from the film and Alan sang some of the songs." "KATZENBERG:" "I don't think we could have ever imagined a more enraptured reception to the movie and the songs." "And we all were very excited about the idea of sharing this with Howard." "We wanted him to hear the news." "SCHNElDER:" "And then we all jumped in a cab and we raced downtown to St. Vincent's." "We rushed from the press presentation, which, as rough as it was, was a huge success." "We were high from it and we came into the cold shock of Howard dying in a hospital room." "His mother pulled back the sheets to show us the Beauty and the Beast sweatshirt that he was wearing." "He was 80 pounds, had lost his sight and barely had a whisper of a voice." "We shared with him what happened that day and how amazing it was." "And how he was there in every way." "Then, when it was time to leave, we said our goodbyes." "Before I left, I bent over and whispered," "Beauty and the Beast was gonna be a great success." ""Who'd have thought it?"l said." "And Howard lit up and whispered,"l would have." COOK:" "Gary Kalkin, who was running Publicity at the time, had a brilliant idea, a scary idea, a dangerous idea that perhaps an unfinished work-in-progress screening of Beauty and the Beast could be a part of the New York Film Festival." "So we actually screened an unfinished version of the film and I think we were all on pins and needles." "We all were sitting there holding our breath, because we didn't know what kind of reaction there would be." "And there was almost-- When the movie ended, it was almost a pause where you went,"1001, 1002,"" "and then all of a sudden the place just erupted." "wise:" "I remember just being absolutely slack-jawed, stunned, knocked over, goggle-eyed with astonishment." "They applauded like they were at a live Broadway show." "And I had never seen anything like that in my life." "It was an emotional roller coaster back home." "Beauty and the Beast had thousands of drawings left to go." "Aladdin was grinding through intense story changes that left three of Howard's songs on the cutting-room floor." "And Tim Rice was brought in to finish up the lyrics on the new songs." "The work was intense, the hours were long and there was only one thing that could stop it all: margaritas." "I tried very much to put myself into this character." "It was a way for everybody to decompress after the long hours and hideous meetings with Jeffrey." "By this time, we spent more time with each other than with our families." "I mean, this was our family." "So we'd take a long break, have some chips and salsa, and with a little cheerleading from Peter, we'd get back on the horse." "It's great." "This crew is the best crew." "It's fabulous." "Not very sincere, was it?" "WOMAN:" "No." "HAHN:" "Credit was always an issue, and it seemed that everyone was either taking credit or not getting credit or not giving credit." "And the people who really deserved the credit were being overlooked." "ROY:" "You know, maybe I was more sensitive to that in a way than others might have been, just because I went through it with Walt and a lot of the guys that worked for him and watched watch them be outshone by so much" "and not given the kind of credit that they thought they deserved and certainly and in fact that they did." "It is easy to get out there on the stage of life and have people shining flashlights at you, and you're going,"Wow, yeah, I'm pretty good, aren't I?"" "MAN:" "And, action." "Hi, I'm Jeffrey Katzenberg, chairman of the Walt Disney Studios." "At Disney, when we set out to make an animated feature, the first thing we look for is a very special story and unforgettable characters." "And that's just what Beauty and the Beast is, a great story with unforgettable characters." "MAN:" "Cut." "ElSNER:" "I didn't care about credit." "I didn't care about any of that." "I had plenty of my own adulation from places I didn't even want it." "The more Jeffrey promoted himself, as long as he promoted himself around an animated movie, I let it happen." "Roy went nuts." "Hello, my name is Roy Disney and it's my pleasure to introduce the home-video debut of one of the greatest triumphs of my uncle Walt's filmmaking career:" "Snow White and the Seven Dwarfs." "SCHNElDER:" "There's always been that question, ever since Walt died:" "Who's the next Walt Disney?" "The media demands a central charismatic figure." "And we demand it to sell our product." "Hello, I'm Michael Eisner, chairman of The Walt Disney Company." "All of us here at Disney hope you enjoyed the tour and that it gave you new insight into the magic of motion-picture and television production." "We hope you come back and see us real soon." "Whoa, whoa, what is now going on in the studio?" "KATZENBERG:" "Frank, of all of us, was the most selfless, and so he was able to navigate a course between strong and growing personalities and egos." "And I always found Frank the peacemaker, you know, that he was like a marriage counselor." "ROY:" "He was very much of a mediator." "SCHNElDER:" "He was the person you ran to when you had problems." "ElSNER:" "Interesting thing about Frank, he carried in his wallet a piece of paper that said, "Humility is the ultimate virtue."" "You get it from the top and you get it from the bottom and are often left floating somewhere in the middle trying to establish a sense of direction and purpose." "It was a delicate balancing act that began to wobble on the night of the Beauty and the Beast premiere." "But I am delighted to be the first, because I am so enormously proud of all of you and what you pulled off, not just Beauty and the Beast, but over the last seven years." "It is absolutely a fabulous change from 200 frightened people, seven years ago, wondering if they were gonna have a job tomorrow." "SCHNElDER:" "At the cast-and-crew screening, there's tradition of everybody getting up and speaking and saying how great everything is." "It's now been seven years since I was converted to the faith and I've been preaching the gospel of animation ever since. SCHNElDER:" "Until that night, I don't think I was aware to the extent of the animosity between Michael, Roy and Jeffrey." "Then about 1983, I got a call." "I was in Middlebury, Vermont, at my son's camp." "I got a call from Roy Disney, who said," ""Would you be interested in coming to The Walt Disney Company, because I'd like to keep it together." "It seems that it's gonna be broken apart."" "And I said,"Well, yeah, that sounds like a good idea."" "ROY:" "Yeah, and I was sitting right in the very first row in the corner seat, looking up at him, saying, "Announce it, Michael."" "SCHNElDER:" "And Michael stood up and said," ""As part of the reward of this extraordinary growth, the amazing things you've all done," "Frank and I have agreed to build a new Animation Building on the Disney lot."" "It was the first time Jeffrey had ever heard that." "KATZENBERG:" "In the moment, I was enraged by it, because I felt," ""Wow, what are these guys doing here?"" "It was inappropriate." "And the subtext to that was much, much deeper than just the faux pas of announcing a building, you know, without having ever even discussed it with me." "And it just showed very deep-seated unhappiness and competitiveness and ego." "It was all about respect." "That night, Jeffrey was looking for the respect he thought he'd earned from Roy and Michael, and it just wasn't there." "Lightning has struck twice with Disney's Beauty and the Beast." "I'm hard-pressed, had to go to the thesaurus to find all the applicable adjectives:" "Enchanting, bewitching, captivating, charming..." "Beauty and the Beast opened to huge box office and probably the most glowing reviews of any animated feature since Snow White." "I've seen Beauty and the Beast twice with my children." "I'm going to be back for more very soon." "It's a winner." "I was amazed how much I enjoyed this movie." "I had heard reports that it played at the New York Film Festival to a standing ovation Right." "and I questioned those reports." "I did too." "I said,"l can't see the New York Film Festival standing up and applauding anything." Yeah." "Then I saw this movie and I heard it interrupted by applause again." "And the winner is:" "Before the Oscar nominations came the Golden Globes." "Beauty and the Beast," "Walt Disney Pictures, Buena Vista Pictures Distribution." "When they announced our name," "I was sitting at what had to have been the furthest table from the stage, back with the busboys and the valet-parking guys." "But this was a validation from Hollywood that we'd never really seen before." "And maybe, just maybe, this meant that animation was no longer at the kids' card table in the kitchen." "We'd won the Bank of America award for Jeffrey and now the Golden Globe for the artists." "The icing on the cake was yet to come." "Oh, thank you very much." "A lot of animators just tossed their hot dogs and popcorn in the air at home." "So you've made some people very, very happy." "I'm pleased to announce Good." "that the motion pictures selected as the Best Picture nominee of 1991 are:" "Beauty and the Beast, Don Hahn, producer." "Beauty and the Beast got six nominations, including a nomination for Best Picture." "Now that really sets a record here, because in the history of Disney," "Disney has only had Best Picture nominees twice, once for Mary Poppins and once for the Dead Poets Society." "So that was a great honor for Beauty and the Beast." "COOK:" "When we first heard that Beauty was nominated, it was like an electrical charge that went through the entire studio." "wise:" "I just came unglued." "I did a dance around the house in my underwear." "And my phone just rang for the rest of the day." "Congratulatory messages and telegrams and boxes of candy were showing up at my door." "It was nuts." "I was queen for a day." "We came to the Oscars in our rented tuxedos and fancy ball gowns and all I could think of was, "How did we get here?"" "And the Oscar goes to:" "The Silence of the Lambs." "Well, we didn't win that night, but, boy, did we get invited to the ball." "The next day, it was back to work." "Hi there." "LASSETER:" "Hi, Ron." "CARTWRlGHT:" "This is Ron Clements, once more." "He moved out of his tiny little room." "What are you working on right now?" "LASSETER:" "Aladdin." "These are sketches from Aladdin, another Academy Award winner." "Who knows, you know?" "You'll know better a few years from now." "KEANE:" "By the time Aladdin came, the animation marathon was really beginning to tell on the physical strength," "I mean, just in terms of endurance." "Now there was this, "Okay, how are you in the long run?" "Can you keep going?"" "Many of the artists had physical problems with their carpel tunnel syndrome." "And I remember on one day, it was the Day of Atonement." "Jeffrey came to the studio and asked everybody to sit down with him and just tell him what it was like to work with him." "And he said,"Just be honest with me."" "People started to share what working at Disney Animation was really like." "Some people couldn't have a family, because they really had no way of being able to raise kids in this kind of pressure." "For me, holding a coffee cup, my hand would shake, was just shaking so badly, because I'd been animating the whole night before." "It was the only time that I had seen Jeffrey with a tear in his eyes from just being moved by what he was pushing the artists to do." "And he said,"This is not right." "You have to have a life."" "Nothing changed." "In fact, it got busier." "And it would have been easy to blame Jeffrey or Michael for pushing hard, because they were, but, you know, the truth is that the artists were pushing just as hard." "The rewards were pouring in, so we all kept trying to top ourselves." "Suddenly, there were bonuses and the parking lot was just full of BMWs and Porsches." "We were getting a new building and people were getting lawyers and agents and appearing on talk shows." "You always look into somebody's eyes and if you're going to make a mistake in the drawing, don't let it be in the eyes." "gibson:" "Right." "KEENE:" "That's where everybody's reading it." "DURAN:" "It's interesting, because that was also, personally as an artist, when our salaries went up." "When everybody became rock stars." "When it looked like you couldn't stop it." "Even with the sacrifice, the cold dinners, the nights away from family, we were living the dream." "Raises." "More money." "Cut that." "Disney became the place to be for animation." "Alumni like Tim Burton and Henry Selick returned to the studio to make a stop-motion movie, The Nightmare Before Christmas." "And Peter tried to hire John Lasseter away from Pixar, but John insisted on staying with the struggling start-up company." "So Peter struck a deal with John to direct a computer-animated co-production with Disney, the first of its kind, a buddy picture called Toy Story." "There was already a satellite studio in Florida and now production started on A Goofy Movie at another studio in Paris." "Rehearsals began on the new Broadway production of Beauty and the Beast." "Five years earlier, the care and focus was on one picture at a time, and now there were five movies and a Broadway show in very active production." "Everybody was spread too thin." "I don't care what I am." "I'm free!" "Offer void where prohibited by law." "Ha-ha-ha!" "Master, I don't think you quite realize what you got here." "Aladdin opened on Thanksgiving weekend, 1992." "It was the first animated feature to gross over $200 million." "SCHNElDER:" "These movies became the heart and soul, once again, of The Walt Disney Company." "The entire company rallied around them, sold merchandising, put them on TV, made specials about them, became characters in the park, became rides in the park." "It was an extraordinarily heady period of time." "We could do no wrong." "Everything we touched turned to gold." "Every movie was bigger than the last movie." "MUSKER:" "And it was great just to see people" "The stigma of animation being just a kids' medium kind of get peeled away by these various films. HAHN:" "While we celebrated the success of Aladdin, the next movie was bearing down on us." "It was a coming-of-age story that everyone called Bambi in Africa." "MlNKOFF:" "I remember having seen a documentary called" "The Eternal Enemies:" "Lions and Hyenas." "I mean, it was so incredibly powerful and dramatic and intense." "And I thought, "Wow, if this movie could capture, you know, a tenth of the power of this documentary, then it would be terrific. FOWLER:" "He's just saying hello." "He's saying hello to you, by the way." "You notice that they are very contact-oriented." "He just walked under this man's leg just then." "WOMAN:" "And in this case, the yellow caution tape really does mean caution." "MlNKOFF:" "We'd been working on it for a couple of months, and then Jeffrey calls a breakfast meeting." "And in the meeting, we have the whole crew from Pocahontas and Lion King." "And Jeffrey says, "Pocahontas is a home run." "It's West Side Story, it's Romeo and Juliet with American Indians." "It's a hit." "It's got hit written all over it." "Lion King, on the other hand, is kind of an experiment." "We don't really know if anybody's gonna really wanna see it."" "And after that meeting, absolutely no one wanted to work on Lion King." "SCHUMACHER:" "No one had any faith in that movie, which is, actually" "If there's a lesson in The Lion King, it's"nobody knows nothing."" "We start with Simba in a secluded glade." "He's kind of contemplating life, when he looks up and sees the stars and is reminded..." "KATZENBERG:" "The kernel of that idea is something that actually originated with me." "It was really about that moment in each of our lives in which we sort of have to grow up and take responsibility." "We have to take our place in the circle of life." "It's allegorically a young person born with a future that's to be fulfilled, who has to go through a lot of difficulties to get there, and most especially, who has to learn to believe in himself" "before he can become what he is fated to be." "It became more and more this Shakespearean tale about the responsibilities of leadership." "And in a really strange way, it seemed almost autobiographical, all about the brinksmanship that can arise in this competitive male environment." "SCHNElDER:" "I came out of a story meeting and ran right into Frank Wells." "And he asked me, "How are things going on The Lion King?"" "I said,"Great." "We're making a movie about ourselves."" "It's a Disney fantasy, your life." "At the moment." "I never thought I would be a CEO of a company." "I never thought I would run Disney." "I'd like to freeze everything right now." "I'd like to just freeze." "I'd like to stay my age." "I like my age." "I like my wife's age." "I like my children's age." "I like the way Disney is going." "This is your big night. ElSNER:" "Yes, it is." "I'd like to freeze my life right now." "It was Easter Sunday, 1994." "And a single event in Nevada's Ruby Mountains would set in motion an unimaginable chain of events." "The helicopter had flown approximately a mile down the canyon before it crashed into a rugged hillside at approximately 7,200 feet." "This is the only helicopter crash and the first fatality in the company's history." "There are some griefs that have to be shared." "Likewise, there are some joys so overwhelming that they should be shared as well." "And while we all give Frank's death and grieve it, we all share the joy of having known Frank." "That is why we are here today, to remember" "To remember and to celebrate, to pay tribute to one man who had magic and to share the magic with him through his whole creative life." "The songs and music you have heard and will hear today are not the songs of music of sorrow or of death." "They are the songs that Frank Wells enjoyed" "These are the songs that Frank enjoyed during his life." "I would now like to introduce the man who thought up Frank and me for this job, Roy Disney." "That was it? My speaker's off." "This is a fantastic, wonderful, unbelievable human being." "Okay? Okay." "SCHNElDER:" "Frank was the peacemaker amongst all these tremendous egos." "And when Frank died, there was no one to talk to." "KEANE:" "Nobody knew what to say." "It was a very strange quietness that overcame the studio, just wondering,"Now what?"" "And that is a little baby cub." "And he is just the cutest thing." "And this guy is gonna grow up to be 750 pounds." "Ever since Frank's death," "Jeffrey was lobbying for Frank's job as president of the company, but Roy wouldn't have anything to do with it." "He already felt uncomfortable with the amount of press that Jeffrey was getting." "KATZENBERG:" "I was out front on these movies." "I was selling the films." "The more successful they were, the more attention came to me, the more I was able to get attention for the films." "MAN:" "He's getting restless, so shoot away." "KATZENBERG:" "Yeah, okay." "MAN:" "That's it." "KATZENBERG:" "There we go." "Great, good." "Pancho, good." "Pancho." "KATZENBERG:" "At the time, I think many people felt, well, am I doing this for me and my own career?" "I think Michael became very competitive with me at some point in this." "He was uncomfortable with the amount of attention and recognition that I was getting for it." "I think Roy was extremely uptight about it. MlNKOFF:" "Jeffrey was gonna come in with a reporter from The Wall Street Journal and he was gonna follow us around to show how the movie got made." "And Jeffrey performed for the journalist and we created what looked like a slice of how the movie actually got made." "And in that article, Jeffrey was proclaimed the guy who was saving Disney Animation." "ROY:" "I think that was kind of a last-straw kind of a thing for me." "I was just incensed by that." "TURNER:" "This is the vaunted Walt Disney Company's animation machine in action:" "collaborative, confrontational, extravagant, exacting, and under the meddlesome, protective hand of Mr. Katzenberg, wildly successful." "The studio that invented the animated movie in the 1930s, but stumbled badly in the past decades, is back with a vengeance." "It has produced an unparalleled string of blockbusters, from The Little Mermaid to Beauty and the Beast to Aladdin." "In fact, counting ancillary activities like merchandising, video sales and theme-park attractions," "Disney's animated movies are simply the most successful products in the history of the entertainment business." "It was the president of Walt Disney Studios versus the king of the jungle in Las Vegas Sunday night." "And luckily, Jeffrey Katzenberg can live to laugh about it." "KATZENBERG:" "You know, the final moment that was literally" "And I knew it, the day it happened." "the straw that broke the camel's back is there was an article that Rich Turner wrote in The Wall Street Journal about Lion King." "And it was so interesting, because when I got up in the morning," "I read the paper, you know, very early in the morning and I remember saying to Marilyn before I left for work, I said," ""Well, this is over." "This is the nail in my coffin."" "[audience GASPING AND LAUGHING]" "It is now 22 minutes before the hour." "I'm over 50 years old and every time Disney comes out with a new animated movie, I rush off to see it." "And all this week, we're gonna be looking at the magic that has created the new Disney animated feature." "It is called The Lion King." "So you all test this, these things." "Tell me, give me a little-- Give me a taste." "What is the test on The Lion King?" "First of all, we don't believe in research." "I never have." "Really?" "Never." "That being said, it's the highest-tested film we have ever had." "I'm very proud to be part of it." "And to be proud part of that great tradition of Disney animated features." "Hakuna matata, which of course, in Swahili, means"500 million worldwide."" "Actually, hakuna matata, in Swahili, does mean"no worries."" "And, boy, judging from the success of The Lion King, it is safe to say that at this point, Disney Studios, which made the movie, has hakuna matata." "ANNOUNCER:" "We're live from Los Angeles." "REPORTER:" "And here coming up on the red carpet is Matthew Broderick." "About four years ago, we all decided we were gonna make it, and so, you know, you fall in love pretty soon after that." "So four years ago, I would say, "Well, yeah," but now, it's great." "By the time The Lion King premiered in Hollywood, the press had picked up on the tensions and Jeffrey waved off all interviews on the red carpet." "KATZENBERG:" "I had lunch with Michael and, you know, he said to me," ""I'm not interested in having you take this job." "Even though I said I was and promised you that you were," "I've changed my mind."" "And I said to him,"Fine, I understand." "But, you know, in changing your mind and deciding to do it, you know, it really says to me I have no future here."" "ElSNER:" "Jeffrey was a very good executive." "He just played it wrong." "Had he been happy to stay at the studio, stay in his job, not push everybody against the wall at a moment when somebody had died, he would have gotten the job, had he just had the patience to wait." "HAHN:" "Whenever you're comfortable." "You are rolling?" "HAHN:" "Yeah." "Okay." "With all the many varied businesses this company is in, it is..." "The cast-and-crew premiere was coming up fast." "It was tradition for all of us to get up on-stage and give warm thank-you speeches." "But this time, I decided to film all the speeches instead." "an unbelievable job over the last decade, culminating in Lion King, and pushing forward..." "Soon after, Michael complained of chest pains and was rushed to the hospital where he underwent quadruple bypass surgery." "All right, I gotta just-- Mind on other things." "Ten years after he ushered Frank and Michael into the company, and with Animation at the height of success, the wheels were coming off the car." "You're not rolling, I hope." "MAN:" "Anytime." "Well, I just wanna personally say thank you to everybody for another absolutely incredible job on another marvelous movie on the way to the next great movie." "Ten years ago, when we arrived here at Disney and Roy took Michael and I in hand over to the second floor of the Animation Building, and with Ron and John, walked us through those initial storyboards for The Great Mouse Detective," "there's not a chance in the world that with all the imagination I could muster that I could envision ten years later being here and having the kinds of movies, collaboration and pride that I feel having been a part of this extraordinary team" "called Disney Feature Animation." "For me, it is what makes coming to work every day so special." "And to all of you, I'm not sure I can ever tell you how much it means and how much I love being part of your family." "And how proud I am to have been a part of these movies with the best in the world." "Thank you." "After the opening of The Lion King, he resigned." "ElSNER:" "Go to any institution, any university, any hospital, any corporation, any home, any house." "You know what?" "The human condition overshadows bricks and mortar every time." "And it's about fear and envy and jealousy and comfort and love and hate and accomplishment." "Every institution has it." "Were we a bunch of artistic, emotional people running around, screaming and crying and ranting and raving?" "No, it was an organized group of people working together, saying," ""Let's put on a show."" "After all that drama, the late nights, the cold pizza, the bruised egos and all those hours away from family, in the end, nobody will remember who did what to who, but they will remember the characters who leapt from a pencil onto the screen" "and into the hearts of the audience, and that's how it should be." "I just don't think anything is quite as magical as a Disney cartoon fairy tale." "There's just nothing like that." "And now the grand finale." "Hello, out there." "Hi, how are you?" "Hi." "Hello." "Hello." "Hi." "Hi, and..." "Oh, hi." "Hi." "Hi." "Hello." "Hi." "WOMAN:" "Can you say hi?" "Hello, this is simply not good enough." "MAN:" "Linda, do you have enough air?" "WOMAN:" "Yeah?" "Try me." "Just it feels great to be here." "We were both riotously drunk and we were thrown in jail." "Game!" "Okay, Goofy, let's see what you got." "Oh! I knew something was up." "Hello." "Hi." "Hello." "Hi, Mom." "Hi." "Let me out of here." "Let me out." "Hi." "We're going 130 kilometers per hour here through the French countryside and I'm not wearing any pants." "Disney, number one." "I love it here!" "And I wanna..." "MAN:" "All right. MAN:" "Okay, ready?" "Burgess Meredith first? Come on, Aladdin." "I don't know what I'm saying." "Just go with me!" "I'm kind of a little self-conscious." "It's about time it's coming out." "See here." "Oh, my breast." "Roger has no weak spots." "I started in 1945." "Yes, I called you the kiss-ass of cleanup." "Oh, dear, I've said too much." "I'm gonna ask you a question before I continue." "Am I allowed to mention Jeffrey Katzenberg?" "Tell him just to put a sweater on. [CARTWRlGHT SINGING traditional POP music]" "I'm stuck for the rest of it."