Ben 10: Alien Swarm is the second live-action film from Cartoon Network based on their popular animated series Ben 10. The film is directed and executive-produced by Alex Winter, who also directed Cartoon Network’s first Ben 10 live-action movie. We take a look behind the scenes at what it took to pull off 600 vfx shots, nearly triple the number of the first film.
“The original Ben 10 series was really geared towards younger kids & our first live-action film, Ben 10: Race Against Time, reflected that sensibility,” recalls director Alex Winter. Ben 10: Race Against Time, which scored over 13 million viewers during its Thanksgiving weekend premiere in 2007. “The new animated series, Ben 10: Alien Force, is aimed at an older audience. So we really wanted to bring a more grounded reality to this film. There’s also a lot more action and thus, more visual effects.”
Leading the charge was the project’s overall Visual Effects Supervisor, Evan Jacobs, who also served as VFX supervisor on Ben10: Race Against Time. “This time around we had many, many more shots and a great deal more complexity as well,” Jacobs said.
To tackle the challenges posed by the film, Jacobs decided to spread the work across several visual effects vendors; Zoic Studios in Culver City, Atlanta-based Turner Studios, Ghost VFX in Demark and Super78 in Hollywood.
“The producers approached us very early on to design the hero aliens that Ben transforms into as well as the villainous Queen and her chips,” Super78’s Creative Director, Brent Young said. “From working on the first film we saw how much the fans know these characters and there are things they expect to see,” says Young. “Still, Alex really wanted to stay away from anything cartoony so we worked hard to find that balance.”
Once the assets were designed, they were handed off to the other vendors to be integrated into the live-action photography.“The scope of the project and the tight schedule really required using multiple vendors, but we really wanted to make sure we kept a continuity of design across the CG characters,” relates Jacobs. “Centralizing the asset build allowed us to do that.”
Zoic Studios was responsible for the opening sequence of the film with complex effects including a massive swarm of alien computer chips, along with one of the most popular alien heroes from the series, Big Chill.
“The fans of the animated series know and love Big Chill so we definitely wanted to be faithful in bringing him into the real world,” Zoic’s VFX Supervisor, Andrew Orloff, relates. “He’s very wraith-like, with these big wings. Oh, and he’s blue, which was a little tricky to make photo-real.”
Zoic was also responsible for interpreting two well-established effects from the animated series; Kevin, who is capable of absorbing any material he touches, and Gwen’s energy powers throughout the film. “Kevin presented some interesting challenges,” recalls Orloff. “We wanted to bulk him up so he looked heroic but unlike Ben, he isn’t changing his DNA, so we were careful to keep him looking like our actor.”
Turner Studios, another alumni from the first film, was responsible for the largest portion of the effects work including the massive Plumber’s Lab computer displays, the car chase and Humongosaur sequences as well as the all CG animated battle between Nanomech and the Queen in the finale.
“The scope of this project was daunting but our team was really motivated to deliver,” related Sean McPherson, VFX Supervisor for Turner Studios. “Alex gave us a lot of creative latitude, particularly in the early design phase. Our artists really got invested in the imagery and the characters and so they went the extra mile, pushing to keep the quality high.”
Even computer-screen shots, often considered trivial these days, were complicated when the production chose the Atlanta Aquarium to serve as the location for the Plumbers’ communication center. “When we were planning the film, we imagined a typical tech center room full of flat screen monitors,” recalls Jacobs. “The Aquarium has this permanent lighting installation that’s like a wall of backlit light-ribbons that Alex wanted to use as a gigantic monitor wall.”
“There are four long scenes in the comm center and the ribbon wall plays quite prominently,” said McPherson. “We tried several approaches but ultimately, we decided to bite the bullet and build and track the wall in 3D. Then our designers had to fill it with content!”
Meanwhile another team at Turner Studios was working on the Humongosaur sequence, the centerpiece action scene in the film. The chips’ capabilities have evolved since the Big Chill opening and now are capable of forming solid geometric masses. The chips chase Kevin and Gwen down forming progressively more daunting shapes from spheres to spiked balls and ultimately a gigantic spiked sphere. Just in the nick of time, Ben arrives and transforms into Humongosaur, an eighteen-foot tall dinosaur-like alien.
“I spent the early part of my career working in miniatures and practical effects and I always like to find ways to do things as practically as possible to keep things grounded in reality,” said Jacobs. “In a film like this, you often don’t have those opportunities, however. The Humongosaur sequence was particularly troubling because it’s really a CG hero fighting a CG villain.”
Storyboards and pre-visualization proved invaluable in the planning and execution of the Humongosaur battle. Turner Studios’ animators provided pre-vis as well as ‘post-vis’ temps for editorial. “Since we were mostly working with empty background plates, Alex and Evan had a lot of options in editorial to re-work the fight choreography,” recalls McPherson. “The sequence continued to evolve throughout post-production as we found the most effective way to tell the story. Still, that early pre-vis we did, served as the backbone of the storytelling.”
Turner Studios was also responsible for bringing Ben’s new alien form, Nanomech, to the screen. Turner Studios animation Supervisor, Derald Hunt, oversaw the finale involving an intense microscopic battle between Nanomech and the biomechanical Queen inside the neuron forest of Validus’ brain.
“Alex really wanted the brain environment to be chaotic almost like a fight in a tornado,” recalls Hunt. “We worked on the choreography for quite a while to get the energy he was looking for. We wanted to match the style of the live-action photography with our CG cameras and keep things messy and imperfect. It was important that the all CG sequence feel like part of the same film.”
The last company to come on board was Denmark-based, Ghost VFX. “In the finale of the film our heroes find Validus hooked up to hoses, surrounded by ‘chip zombies’ – he’s basically become an alien chip factory,” said Jacobs. “We hadn’t intended to see the chips inside the hoses but once we got into editorial it was clear that the shots would need some kind of enhancement. Since both Zoic and Turner Studios were booked up at that point, we turned to Ghost.” The Ghost team also took on shots of an alien chip infecting Max.
Spreading out the visual effects effort across different cities and time zones meant 24-hour-a-day productivity. “Ghost would deliver shots for review overnight,” Jacobs recalls, “Then mid morning we’d get shots from Turner Studios out of Atlanta and finally Zoic would send their shots at the end of our day in Los Angeles.”
With all that material flooding in, it could have been very difficult to keep track of everything so the production utilized online collaboration tools. “We used a system called Invisually for most reviews and notes,” said Jacobs. “This allowed us to get almost immediate feedback to the vendors from the director, editorial and myself, even when none of us were in the same location. Then we’d schedule Cinesync sessions to go over things in more detail when necessary.”
“It was tremendous undertaking with the limited resources a television project like this has,” said Winter. “The entire visual effects team faced every challenge and delivered the roller coaster ride I was aiming for. When we previewed some of the movie at the San Diego Comic-Con earlier this year, the fans went nuts which is really gratifying.”