BY ROB FELD
Adapting beloved, even classic
animated films to live-action
life is tricky. A potentially cultish
audience with a huge emotional
connection forged in childhood is
already accustomed to experiencing
these stories in a certain way,
with all the reality-bending attributes
animation brings to bear in
creating fantasy worlds and characters.
But as times and technologies change, Disney, which holds a
near monopoly on animated features old enough to be considered
a classic, continues to reimagine its catalogue for a contemporary
For the directors behind these tentpole adaptations, the question
of what live action can accomplish that their animated predecessors
couldn't has been paramount. An alternate form also makes different
aesthetic demands, leading the filmmaker further from the original
when, for instance, viewers might enter Bill Condon's upcoming
Beauty and the Beast with expectations created by Gary Trousdale
and Kirk Wise's 1991 version, and its Alan Menken/Howard Ashman
score. So how to approach the needs of a live-action update and what
can a director add to a classic?
"The answer for me, to 'Why remake a perfect movie?'" says
Condon, "was that the original always seemed to me to have its roots
in a history of live-action movie musicals. That score didn't feel like
other Disney cartoon scores. Ultimately, though, I had to trust my
own instincts about when to invent and when not to. For example,
in the animated film, LeFou is basically a human punching bag for
comic relief. But outside of Abbott and Costello, that's not as interesting
in a live-action context. So the essence of script development
was figuring how to make these into credible, real characters."
Sean Bailey, president of Walt Disney Studios Motion Picture
Production, believes Walt Disney himself would have made The Jungle Book photo realistically with CG technology, had it been at his
disposal, as Jon Favreau did for the studio in 2016.
"As we start to look back and consider these movies," Bailey says,
"we feel the bones of the stories are timeless for a reason. But I think
we have new things to say about gender and diversity to make these
stories truly timeless, but also made for the 21st century."
Disney has also turned 101 Dalmatians into live action under
Stephen Herek and Cinderella under Kenneth Branagh, and has in
the works The Lion King with Favreau, Dumbo with Tim Burton,
Aladdin with Guy Ritchie, Mulan with Niki Caro and The Little
Mermaid with no director yet attached. All either have or will meld
varying degrees of live action with CG technology.
"It's an interesting challenge," continues Bailey. "I've noticed a
big difference from the Walt era. With Lion King- or Beauty and the
Beast-era movies, there are certain things the audience wants to feel,
and certain moments and memories that they don't want compromised
or reinvented. But there are other elements where you are
given great latitude, and that's something we always talk a lot about
at the beginning."
Herek estimates his 101 Dalmatians followed 85 percent of the
original's narrative without having the dogs talk, as they did in the
animated version. He used real dogs and wanted to keep it "as real
feeling as possible," rarely using CG with the Dalmatians for anything
other than to create personifying expressions.
"One of my problems was, how do I get personality without having
the dogs speak?" says Herek. "We did discuss having them talk but I wanted to use their natural lines of communication, which dogs
do have. So that's where ILM came in with facial tics and a head cock
here or there. But my daughter grew on the movie and was 8 when
I made it. It was very important to me that she wouldn't look at the
movie and say, 'I hate that, it's nothing like the cartoon.'"
A factor giving them some leeway, the filmmakers have found, is
that memory functions imperfectly and that things one seems to remember
with crystal clarity are in reality quite different.
"Even if something has the label iconic, it's already been transmuted
in your own viewer's mind," says Kenneth Branagh, surprised
by how little he had remembered upon rewatching the original animated
Cinderella. "I began to think, 'Well, I suspect other people may
find that they have the same experience.'"
In Jon Favreau's case, the original Jungle Book was a lighthearted
musical, a far cry from the scarier, adventure adaptation he had
planned with photo-real jungle creatures, which raised the bar on
"The balancing act," he says, "is to make sure that you're able to satisfy
both the people who have a relationship with the original and to
just tell a story as though it was something that nobody has ever told
before. I personally had very strong memories of Jungle Book and, as
an audience member, would be disappointed if we didn't reference
those aspects of the memory."
Without referencing the original film, he assumed as a fan he
would be a good proxy for an audience, so he sat down
and listed the elements he remembered as an adult:
the snake, Kaa, hypnotizing Mowgli and coiling around
him; Baloo singing "The Bare Necessities" and paddling
down the river; the tiger running through the
burning woods; King Louie singing "I Want to Be Like
You"; and Mowgli's attitude. "I remember he wasn't really
a sweet kid," says Favreau. "He was more realistic,
more relatable when I was little."
Through the process, Favreau found the resulting
story unfolding not too differently from what was implied
in the 1967 original.
Condon, for his part, felt it important to reference
from the original Beauty and the Beast an iconic camera
sweep of Belle and the Beast dancing, up to the
painted putti on the ceiling. But more important was
to translate that sweep into another moment that distilled
the thrill of the move but offered something new.
So Condon designed the sweep upward to reveal the
cartouches on the wall coming to life as the orchestra
for the song.
"When you're aware of those iconic moments," says
Condon, "you either deliver in the way that is expected or you comment
on and change in a deliberate way to surprise the audience."
Branagh noticed in approaching Cinderella a different kind of
characterization than he had remembered in the animated original;
there had, in fact, been almost none given to the prince whatsoever.
"Part of what we love about a classic story is that we continue the
relationship with it in [our] own minds," he says. "What that creates
is a world of viewers who have particular versions that are just their
own. But I think once you've accepted that, you feel a little license to
bring something different to the new version. I felt freer to make the family element, essentially the backgrounds of the characters, more
So what adjustments does live action allow and what does it demand?
Like Branagh, for many of the filmmakers it has been a drive
to dig deeper and reveal things previously left open to the audience's
"What is essential when you don't express characters through
paint or drawing, but with live actors," says Condon, "is a type of psychological
nuance; more knowledge when we first meet them about
how they got there, and behavior that's recognizably human. You
couldn't just take the original performances or a number like 'Be Our
Guest' and make them work in a live-action context. I think what we
did feels like the same number but it's actually very, very different."
The filmmakers seem to concur
that when an audience encounters
what at least appear to be fleshand-
blood characters (even if they're
actually photo-real CG), its need to
more deeply understand situations
increases. All worked to fill in the gaps
of backstory and relationships.
In Beauty and the Beast's first number,
"Belle," Condon worked to establish
the way Belle's town functions; that the boys go to school while
the girls wash their clothes. He also felt it was imperative to share
what the Prince/Beast had done to deserve his curse, and how Belle
and her father Maurice wound up in the town where they were such
Stephen Herek's 101 Dalmatians built a boss/employee relationship
between Cruella De Vil and Anita, and presented Cruella's obsession
over fur more fully.
So, too, did Branagh seize the opportunity to fill in the blanks.
"Everything that's to do with how Cinderella's character was formed
had an opportunity in this live-action version," he says. "Live-action
human beings could convey a presence of familial love and devotion
that was going to pay off emotionally many times throughout the movie.
We just care differently than we do in even the most glorious of animated
films when they absolutely look, talk, walk and speak like us."
The divide between the human element, which reads as "real" to
an audience subconsciously, and the computer-generated features
and augmentations has thus been a tension to manage. The essence
of humanity is imperfection while the nature of computers, especially
when coupled with the diligent efforts of designers, is quite the
opposite. To better service the live-action effort, therefore, directors
have attempted to maintain the feeling of natural imperfections in a
variety of their films' aesthetic components.
Favreau used living scene partners, puppeteers and even jumped
in himself to bolster the performance of his child actor in the green
screen studio, rather than forcing him to act opposite tennis balls on
sticks. The trick to visual effects, he claims, is its interactivity with
the live elements, be it emotional interaction or the way light hits the
subject in the plate. Favreau also contrived lens aberrations—water
splashing the virtual lens and imperfect framings.
"When you have a digital camera, you can capture everything perfectly,
and that's one of the tip-offs to a lot of CGI work," he says. "We
would often miss the important part of the shot because that's what
would really happen if you were filming this thing in the actual environment.
If you're shooting for a beautiful sky, you're probably sacrificing
the foreground to silhouette. We looked at a lot of beautiful
old pre-DI cinematography, like from The Black Stallion or Never Cry
Wolf. So much of my input was to ugly-up the shot."
Branagh approached the same idea by shooting on film instead
of digital for the "under-the-skin quality" he feels it imparts, and by
allowing production designer Dante Ferretti to deliberately build
asymmetries into the architectural fabric of his sets, like on a door
frame or underneath a balcony.
But the effort also impacted his approach to performance. Branagh
preferred not to rehearse much and would often use takes where he
found himself caught off-guard. Inside his elegant settings, he liked to
capture a human dimension that was more unguarded than expected,
so often first takes were used, and sometimes even rehearsals.
With Glenn Close as Cruella De Vil in 101 Dalmatians, Herek says,
"It was trying to find that line between being way over the top but also
keeping it somewhat rooted in reality. But Glenn is so good. She had
just come off Sunset Boulevard on Broadway; she gave it a theatrical
quality. I think she brought a lot of Norma Desmond and we brought
in the same designer to do her costumes, Anthony Powell. So every
time she made an entrance, before she even said anything—her hair,
the lighting, the long ferile snout of her iconic car coming around a
corner—she had a bigger-than-life quality."
But while the technology could in ways be something to combat,
there's no question a live-action fantasy film was dependent on it
for its verisimilitude. Toward that end, Condon guided his legendary
lighting designers Jules Fisher and Peggy Eisenhauer to utterly
obsessive ends, for example, challenging them to light a lavish dining
room as the Beast's household staff would have in an era with no
"They said that most of the light would have to come from the reflective
surfaces of the dishes and the utensils and the glassware," recalls
"They came with a ton of sophisticated equipment and figured out
where the reflections would go based on shiny objects that weren't
there," he continues, echoing Favreau's note on interactivity. "So,
there's moonlight refracted off of reflective surfaces and there are
butter dishes that have candles in them, which are half open to create
foot lights, with other objects creating shadows. Light goes against a
punchbowl filled with a pink liquid that then refracts into the chandelier
and creates a little pink spot. That's how crazy it was. You could
have done it with CG light later, but you wouldn't have had that same
feeling of 'Oh, my God, this is like you're here. Somehow this is something
Studios are increasingly relying on remakes of prior titles to fill and
ensure their pipelines, so it stands to reason there will be more transference
between animated and live-action properties, though after
Carrie Fisher's and Peter Cushing's CG appearances in Rogue One:
A Star Wars Story, what live action means could prove increasingly malleable. But Star Wars points particularly to what Favreau identifies
as making these fantasy-based films ripe for reinvention: mythic
journey and iconography.
"There's something really magical about the iconography of Disney
that we share, not just as an American culture, but globally," he says.
"Walt was a bit of a Johnny Appleseed in pulling stories from everywhere
and making them feel emotionally charged, allowing there to
be great laughter but also sadness and fear, experienced as a kid with
your parents or people close to you.
"Simultaneously, though," he adds, "how do you make these old
stories relevant? And how do you take advantage of the new tools and
techniques that are available? Hopefully, you want to reference and
add to the older film, not replace it, and then maybe open the door for
a younger generation, if they like what you did, to go seek out what
was done 25 or 50 years ago. Ultimately, you want to keep that tradition
connected to the things you yourself loved."