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“We’re Making Fat Cells, Arteries, and a Heart:” Bill George on Innerspace


Today teenagers interested in the world of special effects are a few tutorials and some affordable software away from getting their feet wet. In 1977, the requirements were a bit more elaborate. It involved woodshop, sheets of styrene, and maybe a few surreptitious pictures taken at a screening of Star Wars.

That’s how a teenaged Bill George got his start – making models from scratch dedicated to George Lucas’s space opera. Four years later, George was working on the crew of Return of the Jedi. Now in his 33rd year at Industrial Light & Magic, George has been a part of the Star Wars, Star Trek, Indiana Jones and Harry Potter series, in addition to taking home an Oscar as a member of the effects team behind Joe Dante’s 1987 sci-fi comedy adventure Innerspace.

In that film, burnt-out jet pilot Tuck Pendleton (Dennis Quaid) and his exploratory pod are miniaturized and injected into the body of hypochondriac grocery story clerk Jack Putter (Martin Short) after an experiment gone awry. With Innerspace recently released on Blu-ray via Warner Home Video, George spoke to Filmmaker about his work as model shop supervisor on Dante’s film, his start in the business, and which vegetable looks the most like your lung’s villi.

Filmmaker: Where did you grow up and how did you fall in love with movies?

George: I grew up in a small town in Northern California called Gridley and I was just completely enamored with Lost in Space and Star Trek, the fantasy science-fiction worlds which were very, very far from the agricultural community that I lived in. After my parents divorced, my mom, brother and I moved to San Diego in the 1970s. When I was a senior in high school, Star Wars came out and rekindled that passion I had for science fiction as a kid. I was old enough that I had a car and I could drive around so I started going to conventions up in Los Angeles and building my own models. I started showing them at these conventions and before you know it I got a job offer to come work on Star Trek: The Motion Picture.

Filmmaker: That was your very first feature?

George: Yeah. 1979.

Filmmaker: Were you using pre-made Star Wars model kits when you started?

George: Star Wars was a huge surprise. (20th Century Fox) had no idea it was going to be as popular as it was and they were caught kind of with their pants down as far as the toys and models and such. When I first started making models, they did not have kits, so the only option you had was to build things from scratch. Of course that involved this process of doing undercover research to figure out what (the ships) looked like, because all you had in the film was a brief glimpse of the design.

Filmmaker: What type of undercover research?

George: There was some media you could get. There was Cinefantastique magazine and American Cinematographer, but, believe it or not, my brother and I would go into the theater with cameras with high speed film and we would take photographs of the screen. We knew the films well enough that we knew when effects were coming up. They turned out pretty well, surprisingly.

Back in the ’70s it was kind of the golden age because we had shop class and we had metal shop and wood shop and graphic art. So I had this basic training of how to construct things and that was really helpful. And then I started going to this place called TAP Plastics and they had sheet styrene and solvents and all of that kind of stuff. So I had access to that and was able to emulate what I was seeing in these behind the scenes magazines of how to build models.

Filmmaker: How old were you when you got the job on Star Trek: The Motion Picture?

George: I was 20.

Filmmaker: Were you in college at the time?

George: I was going to San Diego State and I was in my second year when I got the job offer. I talked to my parents about it and they said, “Well, this is a once in a lifetime opportunity to go work on this movie. You should do it and see how it works out. You can always go back to school.” And of course, I never went back. (laughs)

Filmmaker: It must have been surreal. In 1977, you start building models because of the impact Star Wars had on you. Then by around 1981 you’re actually working on Return of the Jedi.

George: It was a dream come true. I worked in LA for a couple of years before I got the job offer up at ILM and of course my dream was to work on a Star Wars film. I was first hired by ILM to work on The Wrath of Khan. ILM was expanding. They had previously done two features (simultaneously) — Dragonslayer and Raiders of the Lost Ark. They were poised to do three films at the same time — Star Trek 2, Poltergeist and E.T. Because they were going to be doing so many projects, there was a rush of hiring and I was one of the people who got hired for that growth.

Filmmaker: Did you have any input on which films you were assigned to?

George: Back then you pretty much got assigned to one (at a time), but we all ended up working on different things. The Wrath of Kahn was the main thing I was hired for and I ended up working on the Reliant and some of the Genesis planet stuff.

Filmmaker: What do you miss most about the days when you were primarily working on practical effects?

George: There certainly are factions out there (who believe differently as to) which is better. For me, it was kind of time to move on. I love making models — I still do it as a hobby — but as far as for a living, I was ready to do something else. I was a little bit tired of leading the model shop. And the fact that I’ve been at ILM 33 years is because every project is different and over the years I’ve done different (jobs). Otherwise I think I would’ve gotten really bored.

Filmmaker: What’s an aspect of digital effects work that you prefer?

George: A lot of the tools are the same, but as far as the types of projects we work on, there’s a huge variation in that. For instance, right now I’m working on a couple of theme park rides for Disney, which I really enjoy. The last film project I did was Unbroken with Angelina Jolie and talk about something different. That was a World War II drama, very different from the space battle-type projects I’ve done a lot of at ILM. That’s one of the things I really like is getting into the mindset of whatever project and director I’m working with to make sure that the work we do at ILM meshes with their (vision).

Filmmaker: I imagine that the technology required now for your job evolves quickly as well.

George: That’s a good point. You just can’t sit still or you’ll become obsolete. There is a constant learning process. For me, I also love leading a group of creative people. We’re pulling something from nothing and it’s not an exact science. You really have to think on your feet and you never know who is going to provide the solution. We have a lot of old timers here that have a lot of experience, but sometimes it’s the newbie who’s looking at things from a fresh perspective that gives you the ultimate answer to a question.

Filmmaker: Let’s backtrack to the practical effects days of Innerspace. Had you worked on any of Joe Dante’s other movies?

George: I worked on Explorers, which was a very, very fun project. I did a lot of ship construction and prop design. A lot of it was shot up in the (San Francisco) bay area. The scene where the two kids are cornered by that big spider was shot at ILM and I got to puppeteer the robot arms that were pulling things out of their pockets. I’ve always liked Joe Dante’s movies. When I found out Innerspace was happening I was super excited because I was also a big fan of Fantastic Voyage from the ’60s.

Filmmaker: Did you look at movies like Fantastic Voyage or The Incredible Shrinking Man for reference?

George: Not really. We didn’t want it to look like Fantastic Voyage. They made their cell walls stained and we didn’t want any of that. We wanted it to look a lot more pleasant. One of our tricks was to use organic (material), like the villi inside the lungs were made from green onions. We went and bought a ton of them and stuck them in clay and made a mold and cast it in latex rubber. Then we shot them underwater so everything was moving all together in these waves. We used gourds, cucumbers, just about anything from the grocery store we could use because they had an organic, alive feeling. Up until that point most everything I’d built was hard-surface — spaceships, landscape miniatures, that kind of stuff. Then all of a sudden we’re making fat cells, arteries, and a heart. Everything was new and different.

Filmmaker: Was there a process of trial and error in learning which materials to use and what would photograph well?

George: There was a lot of research and development. (Tuck’s) ship was described in the script as a miniature submarine, so the basic idea was that everything was like it was underwater. There’s interstitial fluid between the cells. There’s fluid in your blood vessels. It was like a submarine movie, but instead of being underwater it was inside the body. I worked with John Fante, who was our lead camera guy, and Harley Jessup, who was the (visual effects) art director, and we’d try anything. Harley found this stuff, diamond dust, that goes into women’s cosmetics. It’s a very, very fine glitter. We put just a little bit of that into the water and then any time the miniature sub’s lights passed through it, you’d get this really amazing sparkle that gave a sense of volume to the water.

Filmmaker: How many versions of Quaid’s vessel did you construct?

George: There were two full pods. One was maybe a foot across, and then another one that was 2 1/2 or 3 feet for some of the tighter shots. Then we built some larger sections with things like the grabber arms and thrusters. We ended up with probably a half dozen different bits and pieces of Tuck’s sub to do all the work.

Filmmaker: What went into building the blood vessels and arteries?

George: The artery raceway was so many departments coming together and contributing to the success of that sequence. A lot of what drove and still drives what we do is the camera and the engineering department devised a special camera rig with a waterproof housing. Then we had water going through the raceway with blood cells in it and the blood cells had to be transparent and neutrally buoyant so they wouldn’t sink or float, which was a real technical challenge. And because we’re zipping along in the blood stream, there also had to be a current. So the stage guys had to rig a large pump that pushed a huge volume of water through it.

Being in the artery raceway, you also have to ask yourself, “Where’s the light coming from?” The trough that it was built in was plexiglass and then we built a clear urethane tube that went inside. So you could light the plexiglass from the outside and you’d get this soft glow. But we didn’t want it to be so bright that it looked like the sun was shining through his body. (laughs)

Filmmaker: The highlight of the miniature work comes in the finale when a henchmen named Igo is shrunken down and injected into Martin Short’s character in order to take out Quaid’s hero. What were some of the challenges in that sequence?

George: We used a new system that had been developed called pin-blocking. It was a way of match-moving a live-action element and then taking moving footage and tracking it to that (live-action) movement. We used it for the thrusters and also for putting the footage of Dennis Quaid inside the miniature pod. For that big end sequence we kind of pulled out all the stops.  There was a lot of miniature work, blue screen with rod puppets, some of it was shot in the water tank and some of it was shot dry-for-wet, and then the backgrounds all had to be shot. But a lot of it was super, super low tech, like we needed to move this giant esophagus so we just got three stagehands and they grabbed ahold of it and we said, “Okay guys, move rhythmically.”

Filmmaker: That sequence ends in Martin Short’s acid-filled stomach. How was that set devised?

George: That was shot in a Doughboy pool that we built a base around. The stage guys rigged up these things that would (make) giant, roiling bubbles. Then we put micro-balloons in the water so it always had this nasty froth on the top. You had to use every part of your brain to make this stuff work. It was disgusting and funny, but very technical.

Filmmaker: Was the ILM team involved with the practical effects after villain Kevin McCarthy gets shrunken down to child-size? There’s a great scene in a limo which combines forced perspective and puppetry where McCarthy and his mini-henchman grapple with Short and Meg Ryan as their car careens through San Francisco.

George: Those puppets were all built at ILM in our creature department and that scene was shot on our main stage. We built a double-scale front and back of the car. It was really elaborate, but a very fun sequence, because even though it took a lot of set up, once we started shooting it was all happening live right there in front of the camera. It wasn’t shooting elements and then comping them together.

Filmmaker: Did you have a video tap for a monitor or any sort of playback?

George: As I recall I don’t remember any video playback. Certainly we could look through the (viewfinder) and line things up. The background out the window was I think front projected — it was either front or rear projected — and it took up the entire length of our stage. In fact, I think some of the interior of the car went outside the stage because they needed so much throw in order to project the images behind them. Back then, you’d shoot a bunch of (stuff) and then there would be a (usable) little snippet here and a snippet there. When (McCarthy is poking Short in the eyes), it’d just be, “Okay, try it again. A little higher. A little lower.” You just go and you go and you go and you burn through a lot of film and if your editor is good they’re going to be able to pull out little moments that work.

Filmmaker: Any other Innerspace stories you want to share before we wrap it up?

George: We had a lot of challenges on the show, and one of them was that we wanted (the miniature sequences set inside Short’s body) to look realistic and we wanted it to look beautiful. We didn’t want it to be gross — and trust me, things get gross pretty quick for people. It was a mandate every day to try to make it look clean and healthy and alive. There’s a scene in the film where Tuck has first been inserted (into Short) and he doesn’t know where he is yet and he uses his laser gun and cuts the artery and he goes inside it. We tried really hard to make sure that it didn’t look too painful. So Harley Jessup and I are at one of the preview screenings up in Sacramento and right when that scene happens there were these two teenage girls in front of us and they turned to each other and they go, “Ew, gross.” We were like, “Well, I guess we failed on that one.” (laughs)

Matt Mulcahey writes about film on his blog Deep Fried Movies

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