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Capone's full TRANSFORMERS: DARK OF THE MOON set visit report, including the truth about Michael Bay's use of 3D!!!

Hey everyone. Capone in Chicago here.

Last August, I posted a preview of what was/is going to be a much longer report from my day-long visit on the set of Michael Bay's TRANSFORMERS: DARK OF THE MOON, set for release July 1, 2011. Since the July 4 weekend, the city of Chicago turned into one giant playground for Bay and his hard-working team to pretend to destroy its streets, bridges, and building exteriors.

What's inspired me to post the full report now are two things. The first of which is all of this discussion about Bay shooting in 3D vs. conversion. I know exactly how they shot this movie because I saw the cameras and had long discussions with Bay and others about their 3D process. What's distressing about all of the negative reports about Bay "lying" about shooting in 3D is that clearly the people accusing him of this didn't read what I wrote in my initial preview piece, which was that one of the people I spent a great deal of time talking to on set was Manning Tillman, the 3D camera supervisor/operator (who also worked on AVATAR and TRON: LEGACY) on the PACE 3D camera rig, which was running pretty much non-stop. I'm hardly a Bay apologist, and, no, I don't expect that everyone in the world reads my work. But if you're going to accuse Bay of fabricating or stretching the truth, at least do your fucking research, people.

There was a 3D monitor (with a PACE logo on it) on set showing exactly what was being shot by the 3D camera. I often walked over to it, put on the glasses, and watched what was being shot in real time. Unless there were conversion elves inside the monitor, nearly everything was shot in 3D. I also mentioned in my initial report that Bay screened for me a 3D sizzle reel running about five minutes long. None of the material in that reel was material shot in Chicago, but it had all been shot fairly recently and it clearly was all shot in 3D. There simply wouldn't have been time to post-covert the amount of footage I was shown.

That being said, there were also non-3D cameras in use all the time. When I was first brought on set, I was taken right to Michael Bay, and the first thing he told me was that initially he was against the idea of shooting the movie in 3D (this has been reported, and this is true), and there was a brief time when only a handful of sequences were going to be shot in 3D. Bay had heard about how it slowed down the production process, it was limited in terms of camera movement, etc. If memory serves, he told me he spent one full day testing the camera and working out how to minimize the slowdown time and maximize is maneuverability. He also discovered its limits. "It doesn't work well with close-ups or when there's a lot of smoke in the air," he said. The decision to shoot 3D was made three days into shooting the movie, Bay told me, and the entire film had to be re-budgeted, but Paramount seemed pleased with the decision.

According to Bay, about 60 percent of the movie you'll see in the theater will have been shot in 3D. The rest will be either CGI (which is much easier to make look good in 3D) or post-converted. I'm fairly certain that nearly the entire film was shot using both 3D and standard cameras, giving Bay the option of either using the 3D footage or post-converting the regularly shot footage as appropriate.

And if you think that 60 percent doesn't sound like a lot, I hate to break it to you but most "shot-in-3D" movies you see aren't 100 percent shot in 3D. Some are, but not all of them. Plus, what will likely separate Bay's post-conversion work from some others you've seen is time. They will have roughly nine months to convert this footage. I keep hearing from some folks in the post-conversion industry that, if given enough time, converted footage can look pretty great. I don't know if the world has actually seen a properly converted 3D movie as yet. If I'm not mistaken, THE GREEN HORNET might be the first one we see where enough time and supervision was given to give us the proper quality control that seems so sadly lacking in other forced 3D movie. Bay swears we won't be able to tell the difference in going between the two types of footage. Time will tell, but I do know the man is obsessive about technical details (maybe on par with James Cameron, in that respect), so I kind of doubt he'd release a subpar-looking movie into the wild. I can't make any promises about the quality of the story or acting or anything else, but I have a strong suspicion the 3D will look astonishing.

The second, more newsworthy, reason for writing this report now is that the first TRANSFORMERS: DARK OF THE MOON trailer is going to be attached to prints of the new CHRONICLES OF NARNIA film (opening this Friday) and TRON: LEGACY (opening next week). However, I can also tell you that before either of those films open, the trailer will launch online at 4pm (PST) on Wednesday, December 8 on Apple Trailers. As a Chicagoan who witnessed so much of this movie getting made over the summer, I'll admit, I'm excited as all hell to see how the city will look getting all blown up and with big alien robots stomping all over it. Okay, let's dive into the report (some of which I'll pick up from my preview piece, filling in the many blanks).

About a week or so before my visit to the set, I was in the lobby of one of the higher-end hotels in Chicago waiting to be taken up to a suite to do an interview that was completely unrelated to TRANSFORMERS. I was going over questions in my notepad, when I looked up and saw Shia LaBeouf come into the lobby. He looked at me, staring a little longer than necessary, and I thought I knew why. I knew he was a fan of Ain't It Cool, because we'd met a few years earlier when he was promoting DISTURBIA, and he told me as much. I remember how excited he was at finding out my real name.

At that first meet, we talked about Quint's visit to the set of the first TRANSFORMERS, and how excited he was about heading to Austin in the days to come and meeting Harry. So in this hotel lobby, I was pretty sure he recognized me but couldn't place it. So I finally got up and re-introduced myself. He seemed someone relieved, and I mentioned to him that I was actively trying to secure the set visit and he gave me the name of the unit publicist. I never did contact that publicist because I was going through different channels to make the visit happen, and I don't even know if that run in had anything to do with the timing of my 10-hour visit to the set the following week, but it was a great coincidence.

When I did get on the Wabash and Lake streets set in August, it was like I was walking into the middle of a war zone. The location was an actual parking garage that I walk by regularly during any given week because it's located about a block from the screening room here in Chicago where local film critics see a great percentage of our weekly press screenings. There was a burned-out Chicago Transit Authority bus across the street, a flipped over school bus on the parking lot's ground level, and a few smoking car husks. The ground was littered with concrete debris, twisted rebar, a thick layer of fake ash, spent bullet casings.

The parking lot itself has a bit of a flat entrance way that leads to a ramp that takes you into a four-story garage. When I took the time to examine the garage, I realized that it was devoid of cars except for, I believe, four cars on the fifth and sixth partial levels. The crew had actually built the corner of two extra levels, just enough room for the cars (presumably the remainder of the level could be completed with CGI. I had a sneaking suspicion that those cars would not stay up there for long. By the end of the day ear plugs were my new best friend, and my clothes were covered in a thin layer of soot and fake debris.

Within the first couple hours of me being there, all of the people who I would be talking to on and off during the course of the day were introduced to me, including the film's producer Lorenzo di Bonaventura; Ian Bryce, one of the industry's best line producers, whose many accomplishments included the task of switching the entire production to 3D; John Frazier, the special effects supervisor; veteran visual effects supervisor Scott Farrar of Industrial Light & Magic; Brian Goldner, the president & CEO of Hasbro (who just happened to be visiting with this daughter the same day); stunt coordinator Kenny Bates; Colin Follenweider, stunt double for Shia LaBeouf, who has been in many civilian-shot set photos, misidentified as Shia; Simone Bargetze, stunt double for Rosie Huntington-Whiteley; the aforementioned Manning Tillman, the 3D camera supervisor/operator; and, of course, executive producer-director Michael Bay. Oh, and there may have been an actor or two floating around with names like Shia, Rosie, Josh, but it was pretty dusty so it was tough to tell. And while I was told I wouldn't be talking to any of the actors this day, stuff happened.

Strangely enough, one of the most important names to the TRANSFORMERS: DARK OF THE MOON production was someone who never came to the set, but his name was spoken more often than Bay's or anybody else. Chicago's soon-to-be-ex-Mayor Richard M. Daley was being hailed by all as the man who made it all possible. And while this isn't the first film to be shot in Chicago, this is the first to so completely disrupt the city's existence for such a prolonged period. Line producer Bryce explained that even THE DARK KNIGHT (the last film of this magnitude to shoot in Chicago) shot mostly at night or on the weekends, and only truly took over Lower Wacker Drive, whereas TRANSFORMERS caused the complete rerouting of bus routes and traffic patterns for weeks on end. And what was even more encouraging was that the city's residents didn't seem to mind because they were getting a show in return--guys base jumping off tall building and landing on Upper Wacker Drive, explosions, cars flipping end over end, and the occasional movie star run in.

As I mentioned before, I was brought to meet Bay immediately. Of course, I've heard the stories about how he behaves on set, and I saw quite a bit of the yelling. Again, you can say what you want about his movies, but you have never seen anything quite as fast paced and kinetic as a Michael Bay set. Things are always moving, and he manages to keep the energy up at an exhausting pace. He also likes to work on the fly, changing up shots at the last minute because he's evaluated the look of the set and sees an opportunity to get a better scene out of it. And the crew reacts instantaneously, keeping things safe but still feeling a little dangerous.

And lest you think Bay might dial back his method or personality just because there was a reporter on set, think again. His well-documented way of peppering his speech with some of the great four-letter words that make life worth living was in full effect on this day, but it became clear that getting yelled at by Bay is just part of the day's work; some even consider it an honor. He even yelled at me once, and I had to hold back from smiling. But it's clear, the yelling is not a sign of him being angry. In fact, he was an attentive and gracious host to me, always making sure I was nearby when shooting was going to take place so I could see over his shoulder at the monitors, answering every question, and volunteering his thoughts on all manner of topics. If I wasn't nearby, he'd have someone find me before rolling to make certain I could look through his monitors. He also talked a lot about people's reaction to him and, in particular, TRANSFORMERS 2. More on that in a second.

Right off the bat, the first shot of the day I saw was Rosie Huntington-Whiteley's stunt double, Simone, diving over a jersey barrier. Although I never spoke to her, Victoria's Secret model Huntington Whiteley was around most of the day, and it's tough to imagine a woman more beautiful. But what was incredible to me was that they found a stunt woman with the same body type (the tight gray pants hid nothing) and of equal beauty, often doing stunts in heels. After this shot, Rosie was brought in to replace Simone for some close ups and a scene during which a big explosion near Rosie sends three large trash dumpster into the air landing with a crash just few feet behind her.

Around this time, I met producer Lorenzo di Bonaventura, and we chatted a bit about how I had just seen him at Comic-Con the month before on panels for SALT and RED. He pointed to Rosie and commented on her ability to step into such a high-profile role right off the bat. "We had a bit of a learning curve with her, but she's really stepped up," he added. Right after he said that, Rosie walked toward us to watch the playback of the explosion sequence, and Lorenzo started talking to her. Even with dirt on her face and clothes, the combination of stunning good looks and that lovely British accent had me a little loopy. It's probably best we didn't speak.

During some of the rare downtime, I started to notice who some of the people standing around actually were. In addition to the crew, there was an abundance of police, fire fighters, private security, even CTA employees whose job appeared to be keeping the portion of the adjacent 'L' track platform clear of onlookers. They weren't so much worried about photos or video being taken as they were about seeing people at all. The city is supposed to have emptied out at this point in the story, so two dozen looky-loos would be kind of conspicuous.

Perhaps the coolest thing I saw all day was when on set was a fairly lengthy (close to 10 minutes, non-3D) sizzle reel of footage shot in the first three weeks in Chicago. You can say what you want about Bay or the TRANSFORMERS movies (lord knows I have) or any of Bay's other films, but dammit, the man knows how to make explosions and action look about as badass as anyone. And this sizzle reel was unstoppable, even without a single robot to be seen. Bay showed me this personally and stood right next to me while we watched it. He knew it looked great, and it absolutely did. The footage also revealed a few things about plot and characters that I'm not going to spoil. But there are some moments that look more like BLACK HAWK DOWN than a TRANSFORMERS movie, with the cavalry coming in at such a massive scale it's almost impossible to wrap your brain around it. Also, the reel was the only time I got a glimpse of Patrick Dempsey, Tyrese Gibson, Frances McDormand, or John Malkovich. Bay was pretty open about plot details that probably shouldn't be shared, including showing me the entire animatic on his iPad for the sequence he was shooting that day.

When Hasbro president & CEO Brian Goldner arrived with his daughter later in the day, I took the opportunity to watch the sizzle real again. During a sequence that shows some newly tricked-out Transformers vehicles barreling down Chicago's streets, Goldner was clearly excited. Bay leaned over and whispered, "He's looking at it from a toy perspective. Those cars are called Wreckers, they don't try to hide what they are and are fully loaded with weapons."

One of the busiest people on the set was definitely stunt coordinator Kenny Bates, who I talked to about some of the crazy stuff they did on Wacker Drive in recent weeks, especially the base jumping off the top of the Trump Hotel & Tower, the second-tallest building in Chicago after the Willis Tower (formerly the Sears Tower), where additional base jumping occurred earlier in the shoot. In talking about the base-jumping sequence, Bay explained to me later that, in the story, the base jumping was necessary because the alien ships shoot down any aircraft that comes within range. Bates also talked about trying to let the actors do as much as possible within safe reason. He was a little distracted while we spoke, because clearly something big was about to happen.

Again, without giving away too much, the scenes I watched pretty much only involved Rosie, Shia, Josh Duhamel and his Nest team. ILM's Scott Farrar was perhaps the man Bay communicated with the most on this day, since clearly a Decepticon was going to be a big part of the finished sequence. One of the nicest guys I met this day, Farrar explained to me how ILM has to recreate the lighting environment for each outdoor set, get the reflectivity right on the robots, and make sure the needs of the special effects team are met during the shoot, sometimes resulting in everything changing once they arrive on set. The crew is currently shooting plates for the coming sequence involving the parking garage and cars. A crane camera extends as high as it can possibly go, and Farrar laughs and says something like,"Now you have an idea how tall this robot will be."

Bay explains the general beginning of the film having to do with alien spacecrafts descending on Chicago, messing up the city, and sending the downtown residents fleeing. Later that day, Farrar showed me an animatic of what the spacecraft would look like going through the city and eventually latching onto the side of a building. It gave me a chill.

At this point, Bay took me aside to give me a chance to ask question about the production in general, and it resulted in our longest uninterrupted talk of the day. Right off the bat, Bay admits there are many flaws with TRANSFORMERS: REVENGE OF THE FALLEN. He said the writers' strike forced the production to use what he called a "too-crowded script" on TF2 that he was unable to make changes to, and that he believed this new film would make up for the faults in that film. "[TRANSFORMERS 2] was fun, but this will be better," he said. He also explained that at some point they realized that trying to stop onlookers from photographing or filming the production shooting was pointless. "It's not like they can see the robots, so really all they're getting are actors, crew, some stunt work. The most important thing, they're missing," he explained.

In the final moments of preparation for the sequence involving the cars, Bay makes sure fires amongst the debris are lit and carefully explains to everyone the order and timing of the events about to transpire. Then Bay spots a crew member taking a photo of something on the set with his phone, and he slightly loses his shit as he shuts the guy down. "There are shots on the internet from my own crew," he yells to everyone within ear shot, with good reason.

What happened next can only be described with the carefully chosen words "Holy shit." Not wanting to spoil much, the sequence is essentially a robot climbing up the side of the parking structure. Tiny explosions go up the side of the building, representing the robot's hands pulling him up the side (Bay yells, "Scratch, scratch" to mark off the timing of the explosions). When the robot is at the top of the building--where the cars are--all hell breaks loose.

First, a couple of cars simply roll off the building into the alley next to it. They break through the wall and fall five or six stories. Then, the loudest, biggest explosion happens sending another car right for the sidewalk where we're all standing. While all of the cars are on wires, they are not being held up by them, simply being guided to where they are supposed to land on the ground. But for that split second, when you see a car in the air hurling in your general direction, your legs get a little weak. It was one of the most exciting things I've ever been a party to, and when all the destruction stopped, a loud applause erupted among the onlookers. And as much as Bay would have rather not have them watching the filming, his smile gave away the fact that he was clearly happy that he had dazzled them. It was some of the best live theater I've ever seen.

For a large part of the day, I'd been maneuvering myself around the few actors on set, choosing, instead, to meet some of the stunt crew. One of my favorite talks of the day was with Colin Follenweider, Shia's stunt double who is eerily an almost carbon copy of LaBeouf. He's also an extremely nice, modest guy who was strapped to a wire at one point and hurdled from the ground across the distance of the parking lot and back, screaming and twisting, to simulate being caught on a cable attached to the robot climbing the building. At one point, Josh Duhamel's stunt double is attached to the same wire, doing a scene where his character attempts to cut the wire and free Shia.

Up to this point, Shia LeBeouf hasn't been in a single scene, even though he's been on set most of the day. He's kept pretty much to himself, sitting off to the side, largely unbothered by the onlookers. Josh Duhamel has also been on set a while and finally gets to be in a scene where he leads his Nest team into the alley where the cars dropped earlier. The scene is a brief incidental shot, but D.P. Amir M. Mokri wants to wait until the sun comes out from behind the clouds before Action is called. Bay wants to roll and yells, "This is just some transition piece of shit. Let's go!" At some point, Bay informs me that most of the men in the Nest team are/were real Navy SEALs.

Bay never lets up the entire day. He movies like lightning and mostly deals with the stunt coordinators and camera positioning and less with the actors. At one point, he even grabs a handheld camera himself and runs being Duhamel's Nest team through the debris to the car wreckage. It's fascinating to watch his spontaneity, and even more so watching his crew react in kind. The ideas pop in Bay's head, and they make them happen…fast.

Filming the sequence more or less in order, Bay sets up a sequence involving the Nest team taking up position and unloading on the unseen robot. This scene will lead to the first time Josh and Shia's characters see each other in the film. Because of all the smoke in this portion of the film, the 3D camera isn't always used. "My style has had to change a bit with the 3D. I can't be as jarring with those cameras," Bay said. "The 3D camera technology is still so archaic and not at all practical [laughs]." This began a discussion with Bay about his favorite handheld cameras that went way over my head.

The 3D camera operator, Manning Tillman, told me how shooting in Chicago lent itself to some fantastic 3D images: "The architecture of Chicago is so layered, it made it really easy to establish the depth of field in most shots." Tillman showed me something I'd simply never seen before--a handheld 3D camera, which weirdly resembled an old-fashioned 3D still camera. It was clear that this little camera was a major deciding factor in Bay going full 3D with his third TRANSFORMERS movie.

For the first time since the cars had fallen off the parking garage, I walked onto the set proper next to the smashed vehicles. Work was being done setting up the next shot, and Bay found himself surrounded by his cast and crew, holding court, telling stories about previous shoots and relaying stories he'd been told by military types he'd known in his life. It was this level of camaraderie that I think keeps his key players coming back time and again.

It was right around this time, just as the production was in danger of losing light, when I found myself standing on a largely empty main set, while Bay, Shia, and Rosie set up a small sequence by the overturned school bus. I looked on the ground and saw literally hundred of spent shells from the automatic weapons being discharged for several hours prior. Then I heard a voice say, "Are you the press person on set today?" I looked to see Josh Duhamel standing in front of me. I'll be honest, I'm not much of a fan of Duhamel's film choices, but he could not have been nicer if I'd paid him to be.

He started asking me question about the city, telling me how excited he was that the plot of this third TRANSFORMERS film was more streamlined than the second, even talking about his wife, Fergie. And his good looks are downright intimidating, and certainly got the crowds watching him going whenever he gave them a wave. Now, you have to remember, this was in August and in he's in full battle gear, so the guy is sweating balls. But it was clear that he likes talking to new people, folks he didn't see every day on the job. I got the same vibe when I met Vince Vaughn right around the same time.

The final sequence I saw shot that day was staged under the front end of the school bus (which read Bay City School District on the side). Shia is rescuing Rosie from the robot, and the two run toward the bus, slide in the debris-ridden ground and take cover under the bus's front end. At first Shia and Rosie were going to do the sliding themselves, but Bay changes his mind about that and brings in the stunt doubles for a quick shot of them sliding under the bus and then running through its broken windows into the bus. For the close-ups, however, the actors are needed to do some mild sliding. During one take Shia cuts his hand. A single Band-Aid is all that is required to stop the bleeding, but everyone held their collective breath when he realized he was hurt since on his hand, one of which had been severely damaged a couple years back in an accident. Shia's biggest concern is that the Band-Aid will show on camera. Another take, this time Rosie twists her ankle, perhaps because of the silly heels she's wearing. But she recovers and they continue on into the bus.

It was clear that things were winding down for the day, so I said my goodbyes and within in few steps I went from a version of Chicago that had been partially leveled by alien invaders to the city that I woke up in that morning. Surreal is a horribly overused word, but there's no other one to describe the day. I'm not sure how the final film will turn out, but I cannot wait to see just how completely fucked up my city becomes in Michael Bay's hands. I'm not sure if I should say this, but Bay made it very clear to me that he does read the comments about any story concerning him on many website, including this one (as can be evidenced by his recent comments concerning his use of 3D), so Talkbackers, your voices will likely be heard today.

As I did in my preview piece, I especially want to thank Gabriela from Paramount who arranged the visit and did her best to keep an eye on me so I didn't get crushed by falling vehicles. Thanks for reading, everyone.

-- Capone
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