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Talking ‘Pinocchio’ from the inside

As "Guillermo del Toro: Crafting Pinocchio" opens at the Portland Art Museum, co-director Mark Gustafson and animation chief Brian Hansen talk about the making of the Oscar-winning movie.


Pinocchio production puppets in progress at he Shadow workshop. Photo Netflix © 2022

The exhibition Guillermo del Toro: Crafting Pinocchio is running throughout the summer at the Portland Art Museum, featuring sets, props, and characters from the recent stop-motion animated version of Pinocchio, co-directed by del Toro and Portland native Mark Gustafson. 

The exhibition, which originated at the Museum of Modern Art in New York, settled into the Portand museum on Saturday, June 10, and will remain as a featured attraction through Sept. 17. The film whose artistry and craftsmanship it celebrates took home the BAFTA, the Annie, the Golden Globe, and the Academy Award for Best Animated Feature Film of 2022.

Oregon ArtsWatch’s S.W. Conser sat down in the KBOO Radio studios with Mark Gustafson and Brian Leif Hansen, animation supervisor for Guillermo del Toro’s Pinocchio. Mark and Brian have worked together on numerous stop-motion films, most notably Wes Anderson’s Fantastic Mr. Fox, on which Mark served as Animation Director and Brian was Key Animator.

This interview has been edited for space and clarity.


Animation Supervisor Brian Hansen (left) and co-director Mark Gustafson.

Oregon Arts Watch: So, gentlemen, tell us about Crafting Pinocchio. It opened earlier this year at the Museum of Modern Art in New York.


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Mark Gustafson: Yeah, it’s a very, very impressive show.  I mean, for me personally, what was interesting about it was, you do a movie and you build all these things in a very ephemeral way — they exist only to serve the film and the shots.  And then they go away, and you never really imagine that you’re going to see the puppets and the sets again.  So when I went to MoMA for the exhibit and saw it all put back together, it was very emotional.  It was almost like a dog you had that had died. You never really expect to see it again, and then here it is.  So I’m excited for people to see this.

Brian Hansen: I think people should come and look, literally behind the camera. When you look into the camera, you only see what the camera wants to see or what Mark and Guillermo want you to see. But this time, you have a chance to peek around the camera and can look at all the behind-the-scenes stuff.  We’re going to be there with photos and explanations. I think we’re doing four panels. I’m doing one, [Puppets Creative Supervisor] Georgina [Hayns] is doing one, [Lighting Cameraperson] Gavin [Brown] is doing one as well, on Saturdays and Sundays. And then, we’re going to be in the museum space and hang out and just explain and talk to people.

MG: It’s particularly interesting for me, because I went to art school there at the Museum Art School all those years ago.  So that space is very familiar to me, and it’s really interesting coming back to it in this context.

OAW: Yes, what is now Pacific Northwest College of Art was in the basement of the Portland Art Museum. And Mark, you are Portland-born and bred, and you swept floors at Will Vinton Studios before you started animating puppets and making your own films.

MG: It’s true. I’m a product of this town. For me, it was really great to be able to go through the ranks from the very bottom, literally sweeping floors. And then helping to sculpt little clay hands, and then eventually assisting animators, and then getting shots myself and being an animator for about twelve years, and then transitioning into directing. It’s really been useful because I can talk to everybody on the crew, and I sort of know everyone’s job. I’ve done it not as well as they are doing it, but that’s why we bring them in.  But in particular with animators, I understand the pain that they go through.

Directors Mark Gustafson (left) and Guillermo del Toro of “Guillermo del Toro’s Pinocchio.” Photo courtesy Jason Schmidt/Netflix

OAW: Some of it physical pain.

MG: Oh yeah, it’s exhausting. And you animate for eight hours. You’re pretty spent at the end of it if you’re doing it right, because you really have to focus and pour yourself into that character. And physically, maybe the puppet’s hard to get at. So you’re doing some sort of repetitive motion or holding yourself out over the top of a set, in an awkward way. So yeah, it’s physically and mentally quite difficult.


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BH: I think that’s another thing that helped the quality of the work, is that we try not to do that so much any more. Because the closer you can get to your character, the better performance you can get. So, set design is, from the get-go, designing sets that could be pulled apart in two-by-two pieces or two-by-four pieces. There are shots in Pinocchio where people were crawling on the sets, but most times they were not. And that’s why you get these really fantastic performances. 

MG: The reason you can do that is because you can just composite that section of the set back in afterwards. It’s much easier to do that now than it used to be.

BH: So we couldn’t really do it before. I had to crawl on the set. I had to come up through the hatch and animate and go back down again. But because of the digital revolution and the help we now have, we can just split the set apart. Take the pictures we want, stick the set back together, take another set of pictures, and then [composite] in the effects they can see.

MG: You make it sound so easy, Brian.  [laughter]

OAW: So you can just wheel around the bits of the set, and get them right exactly back where they were before?

BH: Well yeah, you can. And then you dress them back in and the set dressers make it all look nice again, after you’ve sort of torn it apart, and then you do the plates and VFX [Visual Effects] sticks it back together.

Gepetto and Pinocchio: Making the movie required many versions of each. Mackinon & Saunders, 2019-20. Gepetto: steel, foam, latex, silicone, resin, fabric, fiber, plastic; 4 x 4.75 x 14 inches. Pinocchio: 3D printed resin, 3D printed steel, steel, silicone, paint; 4 x 3 x 9.5 inches. Images courtesy Netflix.

OAW: Now you talked about puppets, and people still think of stop-motion animation as puppet animation. And I suppose at its heart that’s what it is, but it’s really evolved over the years.


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BH: I think the digital technology has moved it forward in a funny way because you can see the puppet much clearer and you’ve got instant playback. So for that reason, animating the emotion of the characters in a more seamless way is just easier. It’s possible now to actually have nearly complete control.

OAW: And Mark, you’re known for your adaptability, your wide range of animation techniques and expertise. You’ve crafted characters out of clay, out of wire, out of latex. You’ve worked with 3D printers and really intricate armatures. Just in the past few years — even aside from what you just said about computer generated imagery — the ball-and-socket joints, the paddles, the skeletons of these puppets have just gotten so intricate, so miniaturized.

MG: Yeah, it’s all been refined over time. It’s basically the same technique, but we’re just getting more and more detailed in terms of how we create these puppets. All the technologies are still serving the same end, though. I mean, you talked about all the materials. We still use all those materials, but it’s all in service of getting a puppet on the set that an animator can really manipulate and get a performance out of.

OAW: Part of the exhibition here in Portland is going to be screenings. But you said we’ve got puppets, we’ve got sets, we’ve got props. Is this going to be the same exhibition that was in New York, or has it evolved in some way?

MG: It’s expanded.

BH: Yeah, the Portland Art Museum has a bigger space, so we’ve been able to put another full-size church in there. And the boat [in which] Pinocchio and Gepetto end up inside the whale was also going to be in this exhibition, which wasn’t [at MoMA]. And another funny thing about the exhibition is that you see behind the camera — like truly behind the camera — you realize that what looks to be old wood is just a piece of plywood that’s painted to look like it. And quite a lot of it is made out of polystyrene and just painted to look like rock. So I think that’s part of the fun to go and have a look at that as well.

MG: Yeah, it really is a chance to appreciate the craft of the people who made all of this, because when it goes into the film, it does its thing. But it goes by so quickly, and you don’t get a chance to really appreciate the work that’s been put into it. So in the museum context, you’re able to walk right up to these sets and characters and study them and really get a much better understanding of what it is to make one of these films.


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Putting on a show in “Guillermo del Toro’s Pinocchio”: Count Volpe (left, voiced by Christoph Waltz) and Pinocchio (voiced by Gregory Mann). Image Netflix © 2022

OAW: You both worked on Fantastic Mr. Fox, which had Wes Anderson directing. And, Mark, you were the Animation Director on that. Pinocchio is a very different film. Fantastic Mr. Fox had a stagey look, which fits with the kind of controlled environments you tend to see in Wes Anderson films. A lot of the landscapes looked a bit like dioramas. So you had a few computer-generated effects, but it was mostly practical effects. Mostly what you see is what you get, and Wes didn’t mind the kind of staccato look sometimes. But here in Pinocchio — you talked about the church set, for example. But then there’s a bomb exploding in the church, and that’s marrying this incredible intricate practical set with the CGI effects of the explosion.

MG: Yeah, and part of what we tried to do, even on Pinocchio, was achieve as much in-camera as possible. We tried to have as much of it happening right there on the set as opposed to creating it digitally, particularly anything that was close to camera, because we wanted the language of all these textures and everything to be very genuine. And then when we did use digital elements, a lot of times we created an example in real life and then handed that over to the digital artist. Like, something like fire.  We created a look for fire where we animated it practically with our hands and gave it to the digital artist.  Same with the explosions and that sort of thing.

BH: And I had a real goal of keeping all the fire on the stop-motion animation side of it. But then the guys decided to blow the church up, in a full blaze, and I was like, “Well no, I can’t do that.”  So that has to go to digital.

MG: I will say, though — even Fantastic Mr. Fox, as much as we say, “Oh, it’s just this little craft show that’s happening in front of the camera,” there’s a lot of digital effects and stuff to polish things or remove rigs or expand sets. So almost every single shot in that film was touched digitally in some way.  And the same is true of Pinocchio.  One of the reasons is because the scope of the film is so big. We had these sets and we couldn’t get the skies far enough away to light them, without completely filling our stages instantly. And I think at one point we had sixty units shooting at the same time. So it really is a practical choice to go, “Nope, we’re going to just put the sky in later, because you can’t get the lights far enough away.” But, it was important that it all be of a piece.

Mackinnon & Saunders: Pinocchio production puppets with rigging, 2019-20. 3D printed resin, 3D printed steel, steel, silicone, fabric, paint. 4 x 3 x 9.5 inches. Image courtesy Netlix.

OAW: And you mentioned rigging. Before the age of digital effects, you could only do so much with a character because they had to be rooted to the ground or rooted to the back wall. And now you can get skipping and jumping because you have these big metal rigs behind a character that you can just erase when you’re going for the final screening.

BH: Yeah, but we still try to get as little as possible of that in there, because it creates shadows and it creates all kinds of complications for the processing of the film. But it is true, and I think another thing that brought stop-motion onwards is utilizing rigs. There’s now little winders on them so you can control the puppets in really fine detail where you’re not only relying on the ball-and-socket, [but] you can actually push the puppet just millimeters at a time, which you couldn’t really do before.

OAW: Brian, you were mentioning the boat and the dogfish. So much of this movie takes place in water.  Did you have any kind of template for the water effects before you went to computer-generated?


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BH: Yeah, there was a piece of fabric that George [Georgina Hayns] found, and we did some little bits of animation and it sort of displaced itself in little squares. And I think that was what inspired the look of the water as well. I never thought we [stop-motion animators] could handle the water because there was too much character interaction with it, so that was not a dream of mine. I always knew that I would have to go to the digital world. We tried to make it look like something that was not real, because if you do something that’s “real,” then the puppets lose their magic completely. They just look like puppets and fabric, and suddenly [the audience] realizes that it’s all a trick. But if you put them in “water” that’s sort of weird and artificial in a way, then that fits into their world and the whole thing sort of comes together.

MG: As long as you’re consistent, you just establish a look for the water; this is what water looks like. And there were a lot of cases where, for instance, with the cricket or on windows, you saw water droplets running down a face or on glass. And we actually did that practically in-camera just because it was such an intimate interaction with the character.

BH: And also droplets lend themselves really well to stop-motion. They’re moving in a stop-motion-y kind of way if you look at that droplet on the window, running.

Water, water, everywhere: Pinocchio and the sea. Image Netflix © 2022

OAW: Every time I see some interesting water effect in the 3D puppet world, I think of a company that used to be based in Beaverton back in the day. I loved those View-Master reels when I was a kid. They would have dioramas that made incredible use of various materials, fabrics, and chemicals to make these strange, real-world effects.

MG: Yeah, I remember just wanting to disappear into those worlds. You pick those things up, and it was a magic unlike anything else in my life. Seeing that dimension, it was just a fantastic magic trick. And that’s the beauty of stop-motion and working on a film like Pinocchio. You get to walk into that world because there’s all these miniature sets and puppets and props. And that’s why this exhibit at the museum is going to be so wonderful for people, because you’re going to be able to walk into that box.

OAW: Well, speaking of fabrics and some of the things you can see in the museum, Georgina Hayns started out back in England at MacKinnon & Saunders and she has done so much with the costuming over the years. She talked about how in Coraline she found people who could knit with little tiny needles, and now the costuming has become so sophisticated. How’s it working?

BH: It is incredibly important that all the things, like the water and the puppet, the animation, the way the puppets are animated, and the texture of the little clothes they’re wearing, need to be in the scale and live in the world. And there’s a tremendous amount of work going into finding that piece of fabric that fits — not only just in pattern but in the weave as well — the weave has to be tiny, so as not to stand out as human size.


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MG: And you have to animate it.  So there are those qualities you have to look for in the fabric.

BH: It needs to be flexible, stretch on all four sides, for it not to behave weirdly when you’re animating.

OAW: Brian, you started out in Denmark and, is this right: You trained as a chef before detouring into animation?

BH: That is true. I didn’t grow up in Portland and didn’t have stop-motion right on my fingertips as Mark had. So I had to do a little bit of a detour to finally be grown up enough that I realized I should try out this film business. And it probably took me a little bit longer than I planned because I signed up for the chefing business thinking that I’m just going to do this for a bit and then I’m going to move over soon.  But then being in the kitchen was quite exciting. So I think I stuck around for longer than I imagined when I first started out.  But then when I was like 24 I was like, “Oh no, now I need to try out the other thing.”

MG: But there’s a lot of things about cooking, that’s probably analogous to animation — weirdly.

BH: Yeah, exactly. You create this piece of art on the plate and then you’re done with it and it looks great and then you send it out the door. But then you need to create another piece of art, exactly the same, with the same high standards and qualities. So there’s a lot of things you do in animation [where] you make these performances, and then the next day you have to turn up and make another brilliant performance. So it becomes a little bit about, can I do it again, just as great as I did yesterday? That becomes a bit of a challenge as well.

OAW: And this is going back to when we were talking about the puppets. What you really have is multiple puppets. You have a dozen or more Pinocchios, and they had to look essentially identical. So you have rapid prototyping, a sort of 3D printing, but then you have all these replacement faces, replacement limbs.


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MG: It’s actually even more complicated than that. We had about 32 Pinocchios. But Pinocchio changes over time; there’s different looks to him in different parts of the film, and all of that has to be tracked.  Like, whoa, he’s missing a limb here, or it’s been changed out for a different limb, or whatever. And it’s the same with characters like Gepetto. There’s a young Gepetto, and there’s an old Gepetto…

BH: Gepetto with a broken leg, Gepetto with one of his suspenders off. And when he goes into the whale, he really gets messed up. So at that point, he has a dirty face as well. So once you have a dirty-face Gepetto, you can’t use him back in the woodshop. And we’re shooting on 60 stages at the same time.  So there’s what? Five or six Gepetto woodshops? And then there’s only one boat. Quite a lot of stuff is happening in the church, so we had two-and-a-half churches. So it becomes quite complex, sort of big giant puzzles.

MG: You can imagine what it is trying to track all these assets. There’s hundreds of thousands of pieces, literally. And you have to know where everything is and when it needs to be available, in order to keep this giant machine moving forward. Because what you don’t want is animators just sitting and waiting. You know, “I haven’t got a puppet,” “The set isn’t ready,” whatever. I mean, it’s unavoidable, it happens. But the more you can keep animators animating, the more efficient the production is, obviously.

OAW: Now, before you even built one set or one puppet, Mark, you and Guillermo del Toro were talking about this film for, what, twelve, fourteen years?

MG: Yeah, I think I first joined back in 2011 or something like that. And we did some preliminary work on it, and then as these things do in Hollywood, it just went away for various reasons. We would go out to pitch it, and we would go into all these studios, and the door is always open for Guillermo. So you’d go in and you would meet with the top people at the studios, and the pitch would happen, and you’d say, “Yes, well, it’s Pinocchio, everybody knows the story, but we’re gonna do this very different take on it.” And then you can see they’re excited about that, you see it in their eyes. And then you say, “And it takes place in Italy during the rise of fascism.”  And you just see the blank stare.

BH: And then Pinocchio dies.

MG: Yeah, in fact everybody dies. Spoiler alert!  And they’re like, “Oh, okay, great. Um, can we validate your parking?”  And then you don’t hear from them for years.  And then, thank goodness, Netflix came along. And Ted Sarandos just said Yes, right in the room. Just said, “Yes, let’s do it.”  And then they left us alone. They really left us alone, and they let us make the movie we wanted to make. Which is great.


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All the world’s a stage, and it’s showtime. Image Netflix © 2022

OAW: Well, going back to the original Pinocchio story, Carlo Collodi, the original author of Pinocchio — and also Felix Salten, the author of Bambi — they both started out as journalists. So their stories were very episodic. They tended to meander, repeat themselves, and occasionally go just completely off the rails. So in the middle of the 19th century, Italy was just being unified as a country. Collodi was politically active, and he started a couple of satirical newspapers. But he turned to children’s literature because he was passionate about the value of education. And virtually every calamity that happens in the original Pinocchio story is the result of Pinocchio avoiding his schooling.

MG: Yeah, and when we first thought about making this film, we thought, “Well, why would you make this again?” But then we recognize that this conceit of, “If you’re obedient and a good boy, you’ll become a real boy” was something we weren’t that interested in. And we thought, what is the virtue of a righteous disobedience? What is it like if this character questions authority, asks “Why?” And that was one of the reasons to place him in this fascist regime, where everyone is expected to walk in lockstep. And we said, No, Pinocchio’s gonna be that one character. He’s gonna be less of a puppet than anyone else in the film, even though he’s a puppet. And we also decided that we were gonna tell the story a little bit more from Gepetto’s point of view. We wanted to understand why he made Pinocchio. And his journey really is: He asked for a miracle because he’s lost his [flesh-and-blood] son, and we show that. So you understand it, not just intellectually, but emotionally. And then when Pinocchio comes along, he’s basically prayed for a miracle, [but] he doesn’t recognize it as a miracle because Pinocchio is so different. But [Pinocchio] is this blessing in his life. And so, Gepetto’s whole arc is to come to understand that he can love this thing. It’s right there, it’s just not in the form that he was expecting. And I think that’s something we can all maybe learn a little something from.

OAW: Well, throughout this version of Pinocchio, we keep seeing more and more authoritarian slogans: Credere, Obbedire, Combattere — Italian for Believe, Obey, Fight. And, as you said, education — true education — promotes critical thinking, which is threatening to the propagandists.

MG: It’s not dogma. You know, it’s an idea. Ideas are good. Dogma — mmm — not so good.

OAW: And this is del Toro coming back to fascist Europe. Both of his features, Pan’s Labyrinth and The Devil’s Backbone, took place during the Spanish Civil War of the 1930s, when the fascist Franco regime was taking over Spain.

MG: Yeah, he has a thing about fascism. [laughter] He does not like it.

BH: No, he doesn’t like it. He shows it from all its bad sides all the time, consistently. Another funny thing that happens in Pinocchio is [that] lots of the shots [are] exact replica of shots in his other films.  The bomb drops [and] there’s the crucifix there as a statement. So yeah, he reuses a lot of what he thought worked really well in his other stuff. He takes it and reuses in new stuff as well, which is quite interesting.


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OAW: Well, we’re seeing authoritarianism taking root across Europe again, from Hungary to Poland to Turkey to Russia.

MG: Maybe a little bit here too.

OAW: Maybe we have to worry about it on “this side of the pond.”

MG: Yeah. Now, I think you have to remain vigilant because this folk wisdom starts to take root and people are ready to surrender their freedoms when they find a personality that they can get behind. You know, this film is about fathers, and for instance in Italy, that regime with Mussolini was a very corrosive example of a paternal relationship [that] was horrible. He was a big father figure. He ruled the country like a really mean dad.

OAW: Well, you’re talking about this version of Pinocchio being fairly dark, but the 1940 Disney version of Pinocchio could also get very dark. Audiences thought so at the time, and I think the Disney studio kind of dialed back after that.

BH: Yeah, it’s funny how stop-motion movies always have this weird story told about them being dark, because all the Disney characters are dying all the time in the old Disney…

MG: Bambi’s mom. Who’s over that?


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BH: Gruesome! [laughter] So just because characters are dying, I don’t think you can deem it dark for that reason, because you know it’s a part of life.

MG: I think some of that darkness comes with nihilism. If you feel for these characters and you’re along on the journey and their loss has meaning, then I think that there’s a kind of strange joy in that, because it’s the truth. And that’s the thing that you compare everything to — when you’re thinking about story and character — is the truth. Does this actually ring true, or are we doing this because it’s convenient for the story? So you always come back to character.

Blue is for the Underworld: Wood Sprite (voiced by Tilda Swinton) and Pinocchio (voiced by Gregory Mann). Image: Netflix © 2022

OAW: And you mentioned color earlier. In both the Disney version of Pinocchio and the current version, color is often a character all its own. It’s setting the mood for every scene. It’s very intricately thought out.

MG: Yeah, we did a whole mood board for the film, a color script. For instance, we reserve the color blue, for the most part, for the underworld. There’s not a lot of blue in the rest of the film. So you feel it when you go there, it’s like, “Hello, this place is different. I wonder why?” Well, it really has a blue kind of palette to it. And then we reserved red for fascism. And so as fascism is rising over the course of the film, we introduce more elements of red throughout.

OAW: So this was del Toro’s first major foray into stop-motion animation, but he’s been fascinated throughout his film career with otherworldly creatures.

MG: That’s for sure, and I think that the creatures that are in this film are just pure Guillermo. I mean, you wouldn’t mistake them for creatures that anyone else would create. Again, the wings with the eyes in them.

OAW: There’s a death character.  And there’s — is it the Forest Sprite?


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MG: The Wood Sprite. Yeah, and they’re sisters. So one of them is essentially Life. And the other is Death. So that’s why they were voiced by the same actress, Tilda Swinton.

OAW: They have this sort of Old Testament look to them, with the wings and the eyes everywhere.

MG: Yeah. That’s something that Guillermo’s fascinated with. Some of that is from the Mexican culture, he’s sort of borrowing these images. And it was really interesting. You take a character like Life, she’s the Wood Sprite, she brings Pinocchio to life but she does it very sort of offhandedly. It’s like she doesn’t really think about the consequences. And she’s like, “Okay, well, let’s do this thing, you’re alive.” And then that creates these ripples of problems. When you get to death, the other character, she’s much more thoughtful. And she wants to talk to Pinocchio about his situation and really make him think about his decisions. So in our film, life is a little bit more irresponsible than death.

OAW: And people who take their kids to go see this version of Pinocchio might say, “What’s with the dead rabbits?” Well, they appeared in the original Collodi story.

MG: That’s right.

BH: Yeah, the original book — there’s so many things, that no one film could hold all of it. It goes all over the place. And the episodic [narrative] you talked about, how it was written for a newspaper first, it’s really very apparent when you read the book because it’s just little chunks of the story. And then in the middle, I think he ended the first section of the episodes with Pinocchio actually hanging from the tree, dead. But then it was so popular that people wanted more. So he had to extend his vision for Pinocchio.

Guillermo del Toro on the set, 2022. Photo courtesy Jason Schmidt/Netflix.

OAW: And Mark, I get the sense that one of the reasons why you and Guillermo del Toro clicked was that so many of the strange characters in his other feature films — The Shape of Water, Pan’s Labyrinth, Hellboy — these strange creatures, they aren’t just computer generated. Almost always, they’re crafted from real-world materials. They have that give-and-take of real-world materials. The term of art here is “practical effects.”


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MG: That’s right.  Yeah, he’s a big proponent of practical effects. And, you know, I didn’t even know he knew who I was when I got the phone call from him. But apparently he was very familiar with my work, and he’s got an amazing memory, and he could go through my entire catalog of work — stuff that I forgot I had done — and he would say, “Oh yeah, remember that thing you did?”  I’m like, “Really?  I did that?”  He goes, “Yeah, you did that.”

BH: And it’s amazing working with him because he would mention daily ten new things that I had to [research]. It was quite good that we were working remotely, due to the pandemic, so you were sitting in front of your computer. You could look up whatever new thing he brought up as a reference, [things] I didn’t know. So you could Google it every time something new came up, and find out what he was talking about.

MG: So you didn’t seem like an idiot. [laughter]

BH: Yes. Because he has read everything; he’s seen everything. I don’t even understand how he could have seen all the films he’s seen. It’s such a wild library of references.

OAW: This project was obviously a group effort in the fullest sense. And one of the things that sets Guillermo del Toro apart as a director, as a filmmaker, is the care he takes to credit everyone involved in the project.

MG: Well, it’s because he feels it. He started out as a mold maker and he did stop-motion animation as a kid. So he understands what all these people are doing and going through. So he really appreciates the art and the craft of it. When he came to the studio, he would pick up some little prop or something and he would just be almost in tears. He would say, “This is it.  This is the film.” And that really makes the person who built that feel real pride, and that ripples down, out through the whole project.

BH: Yeah, and that’s what the MoMA exhibition and now the PAM exhibition is all about. It’s showing all those little things that go into building this one thing.


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ShadowMachine: Columbina production puppet, 2019-20. Steel, wire, paint, fabric, brass. 3.5 x 3.5 x 9 inches. Photo courtesy Netflix.

OAW: I was going to mention one of the main players in Pinocchio is the cinematographer Frank Passingham.

MG: Brilliant. Yes, he’s a brilliant guy and he has a lot of experience in stop-motion. You can look at his resume, it’s very impressive. But yeah, he had these moving Gobos, which are filters that are in front of the lights, and we would program them so that they would just drift slowly during the shot, frame by frame.

OAW: It would change the color.

MG: It would change the color and change shadows very, very subtly. And where you see it most — or feel it, I should say, because you don’t really see it — is on big landscapes. Because in a miniature world, typically the light is sort of dead. It’s not moving. And in the real world when you walk outside and you look, you may not be aware of it, but the clouds are going and the light’s shifting. So there’s something happening in the environment at a very subtle level. And he brought that to the film so that you feel it more than see it, but the world is alive.

OAW: I understand that Frank Passingham was saying to everybody: “Watch The Godfather.” The Godfather was his go-to movie for cinematography. 

BH: Yeah, he had a lot of color reference and mood reference from that film and other things as well.

OAW: Part of it is that so many of the people who were brought aboard this crew were not just animation people. There was an idea of, let’s bring the wider world of film, feature film, into this world of Pinocchio.


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MG: Well, Guillermo really wanted us to approach this as you would approach a live action film, so that influenced a lot of our decisions. We knew that right from the beginning. And it complicates things. But in a pretty interesting way, it also limits some of the choices that you can make, which I think is a good thing. You don’t want to be able to do absolutely everything. And we curated our crew very, very carefully, because we’ve been through this before, and we knew that this was going to be our family.  We’re going to spend years with these people, and we wanted to spend it with people that we love and respect, and that we wanted to be around. And I think spending that time to do that very carefully really paid off, because we all really cherished one another and still do. Everybody really was sad when this was over. It went on for years. Usually, people are at one another’s throats [with] something like this but I think we got on quite well. [laughter]

OAW: And the pandemic definitely changed the schedule.

MG: It did. Yes. Like everybody else, we had to adjust and figure out and get on our feet, but I think we did it pretty quickly. We were one of the fastest productions to get back up and actually shooting.

BH: We just started, there were like four animators going on sets and then everybody’s running out the door. But most of the scenic people and the people who are building the props and, to a certain extent, the people doing the costume stuff, carried on doing all those things in their basements and garages.  Because Portland is a great place where everybody has a little workshop in their upstairs, downstairs kind of place.

MG: Even animation tests.

BH: Even animation tests.  We moved a few sets back home to people who had room for it, and carried on [with] some of the animation tests as well. And then later on when we knew more about how the pandemic worked, we started coming into the studio in a safe way, and props would be dropped off at a shelf and stay there for 24 hours. And then somebody else came and picked it up for paint and stuff. So there was a whole giant organization behind that, getting everybody carrying on working and doing stuff there, because I think it was important to keep on working. You know, sitting and waiting for the Covid to get you would be a terrible time to spend.

MG: Bad for morale. [laughter]


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BH: Bad for morale. So the fact that people could keep on working on their jobs was great. And Netflix was also really great. They paid everybody. That was everybody. Even stage crew that couldn’t do any work were paid through the several months we were at home.

MG: You know, I will say this. With the pandemic, it was actually slightly useful from a story point of view.  Because we had to open up the schedule and it allowed us to really work on the animatic, on the cut, on the story in more detail without the production right on top of us. Because normally we’ve got to start [shooting] and we haven’t quite ironed everything out. Well, we were able to sort of iron things out and, you know, I didn’t have to rush off to launch a bunch of shots or talk to animators or designers. I could focus on the story.

OAW: And the animatic is sort of a moving storyboard, a storyboard on film so you can get the rhythm.

MG: Exactly. It allows you to see the film before you shoot it. You work on the animatic from day one to almost the last day. It just goes on and on because you’re always finessing.

OAW: Another sort of tie-in between live action film and this film is that Guillermo del Toro said he was looking for subtle poses and facial expressions rather than the broad gestures that so many people associate with puppetry.

BH: Yeah, he said he wanted to portray characters as they were in the real world. So, you wanted to put mistakes into the film as well. If you’re reaching out for a pen on the table, you might not get it in the first go. It might roll away from you, and then you move your hand forward and you’ll take it. Also, quite often in animation, for ease, things are lined up. So if [a character is] going to reach forward and take a cup, the cup is placed right within reach of the hand. Guillermo would always ask us to place the cup across the table, so I would have to move [the puppet’s] body and potentially the chair a little bit to get the cup.  And that’s built into the film from the very beginning.

MG: And then even beyond that, just the performances themselves. We were looking for something that was much more subtle and sophisticated, looking for and not being afraid of the quiet moments, reaction shots. So there are scenes where there is no dialogue, when you have to just play it out on the faces and mostly in the eyes of the characters. You see it there.


Oregon Cultural Trust

OAW: In this book that’s been put out about the movie, you can read about “The Eight Commandments of Pinocchio Animation.” And the first few are — as you mentioned — “animate silence,” “animate mistakes.”  “Animate throwaway physical truth,” that’s an interesting one. “Don’t always make eye contact,” that’s another one.

MG: Exactly. I think that’s a really important one because in real life, you don’t stare into people’s eyes. When you talk to them, you always glance away. It’s a sign of confidence or dominance or weakness. And it’s another tool that you use in a performance.

OAW: Could you help explain “animate throwaway physical truth”?


BH: So, Guillermo — every time we talk about this — he talks about the time where Gepetto is gone to look for Pinocchio and he turns up at the circus site. But the circus is gone and there’s only a balloon floating around, and he gets entangled in this balloon and has a sort of an internal and external fight with the balloon for a second. And it doesn’t really bring the story forward. There’s a lot of improvisation that’s happening on the spot while you animate, because when you’re animating stop-motion, you’re animating from frame one to frame 250. So there’s a little bit of relying on the animators’ intuitive performance skills. So the things that happen to the characters don’t necessarily bring the story forward, other than maybe give you another emotional clue about what state the character’s in.

MG: I think if you’re always looking at every moment to simply move the story forward, you’re going to be missing out. You’re going to be basically solving a math problem and not making a movie, because a movie isn’t about connecting every single dot. Guillermo likes to say when he talks about continuity, the only continuity that matters is emotional continuity. That’s the one that matters to the audience. So, that’s what you really have to track.

BH: Yeah, you have to sort of limit those moments to special character moments where you feel that it’s necessary. You know, Gepetto goes to [see] what’s in the attic when Pinocchio first appears. He has this little moment where he grabs a weapon, but he’s looking at the trapdoor and up to the attic, and he’s afraid what’s up there. So he wouldn’t look down to see where the axe — his weapon — is and we see this from the back. So he reaches once and tries, and then [reaches again and] gets it because he’s not looking. And I think that’s a perfect place to put that in, because you naturally wouldn’t have your eyes on the axe, because you’re afraid of what’s in the attic. And I think there’s a similarity between Guillermo and Wes, that they are live-action directors and not animation directors. Because in animation you could quite easily get blinders on, and you only see the detail and the beauty and full animation, and you become sort of abstracted from the whole. And I think if you come from a live-action background you don’t have that narrow detailed view of things. You just go, Well, we’re trying to tell a bigger story here.


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MG: Yeah, but practically speaking you are working on one frame at a time. So there’s just no escaping that it’s a bizarre time-travel magic trick that you’re trying to pull off. And we would always tell the animators, “You know, this one frame means nothing without the frame before it and the frame after it.”  You have to keep that in mind. And then that shot is only as important as it serves the scene that it’s in.  And then that scene is only as important, you know, it just goes outward like that. But practically speaking, you are working on one frame and you’re still trying to get at Truth. And that is not easy.

ShadowMachine: Death production puppets with rigging, 2019-20. 3D printed resin, 3D printed steel, steel, silicone, fabric, paint. 19.5 x 16.75 x 36.5 inches. Photo courtesy Netflix.

OAW: So unlike live-action film, there’s not as much room for improvisation, although maybe a little.

MG: There’s a little room.

BH: When the animators start the process of preparing a shot, they would quite often go away and shoot a little live action video of the action, and then they would use that as a sort of reference and a timing tool. But apart from that, Guillermo and Mark were very open for any sort of new idea that just pops into your head as you’re going. The animator would have complete freedom because they are the actors, they are the ones that are performing in the moment.

MG: I think that the balloon struggle is a good example, where that was not in the script at all. There was a balloon involved in the scene and I thought it would be amusing, you know, because I get frustrated trying to do anything around the house. I’m just useless. So I’ll take my rage out on some inanimate object. And so I thought, that was something maybe people could relate to. And it tells you something about where Gepetto is emotionally at that moment. He’s just angry; he’s frustrated. He’s going to take it out on this balloon.

OAW: Well, the movie PinocchioGuillermo del Toro’s Pinocchio — impressed enough people. Across the board, all the awards for Best Animated Feature. In the past, the Academy Award nominations for animation have tended to avoid adult themes. And in fact, at the 2022 Oscar ceremonies, actress Lily James came onstage as a Disney Princess and she told the audience that “animated films make up some of our most formative movie experiences as kids.”

MG: Yeah, that’s pretty frustrating. I mean, it’s just another medium to tell stories, and they can tell any kind of stories. Nothing against kids’ films. They’re great, we need them. There are some fantastic kids’ films. We didn’t necessarily want to make a film for kids. We were making this film for ourselves. And I think that you can feel that. We’re not pandering at all. There was never a discussion about, Oh, I think the audience needs to see a skateboard here. We made choices based on what was best for the characters and the story that we wanted to tell. And if that meant the character has to die or there should be something unpleasant, that stuff has to live in the film as well, in order to feel the joy that you feel when something wonderful happens, when characters really connect. But it has to be in the context of darkness. The awards thing is a whole different animal. I spent five months wandering the earth meeting people and trying to convince them that Pinocchio was the best thing since sliced bread.


Oregon Cultural Trust

BH: It was actually quite nice.

MG: Because I believed it.  [laughter]

BH: But also, they believed it as well. I’ve never been with something where everybody who came out of these screening rooms was so excited. They were genuinely so excited about it. It won so many prizes because it is a good film, and it really captures people. And I think what was surprising is that in L.A., they invite like film people, people who know [the industry]. And one time I was standing at a table after they came out of a screening, and we had the puppets in front of us. And I was talking to this quite famous filmmaker for four minutes, and then suddenly it dawned on them that these were the puppets that were in the film. And they just came out of the screening. They should have known. But it’s just like they believed so much in the puppets, that they didn’t realize they were just nine inches tall.

MG: After one of these screenings, I was approached by, of all people, Terry Gilliam. And he came up to me and he was like, “How did you do it? How did you do it? He just peppered me with questions for probably twenty minutes about the puppets and what we did. He said, “This is the third time I’ve seen it on the big screen, and I still can’t quite figure it out.” And that was Terry Gilliam, one of my heroes in cinema.

OAW: So you brought ambassadors with you?  [laughter]

MG: Yes, exactly. That was useful for us on our tour. We had a Gepetto and we had a Pinocchio. And you really saw who the stars were when you pull those things out and set them up. People’s eyes just lit up.

BH: Yeah, I’ve been at these panels and stuff. There was a whole cinema of people, and I took Pinocchio and I just walked down the middle aisle, at the end of it when people were sort of leaving. I would walk down the middle and just hand Pinocchio around to people. And people were going berserk, not quite Beatles berserk, but it was close. They were quite excited to see the little guy.


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OAW: Brian, how do you like being in Portland? We’ve really developed this reputation now for stop-motion. There’s Laika Animation, there’s Bent Image lab, House Special, now ShadowMachine.

BH: Yeah, so I came over here to work at Laika, which is, like with Will Vinton, a big part of why we made Pinocchio here, because there was already all this amazing talent here. And I never expected to stay this long. I’ve been here for ten years now, but the projects just keep on coming. So it keeps me here. And ShadowMachine is working on new stuff, and there’s a new Guillermo del Toro film on the horizon as well. So I think I might stick it out for a little bit longer.

OAW: One of the things you hear about the people who work in stop-motion is that there are nomads. They move from project to project, whether it’s here on the West Coast; in Toronto, Canada; Paris, France; Bristol and Manchester in England.

BH: Yeah, it’s been an absolute joy traveling around and working in different places on different films. Quite often with the same crew, because as you say, people are moving around, it’s like a traveling circus. Sometimes there’s different clowns on the teams. You know, literally. And then you don’t see them for two seasons and then suddenly they show up.

MG: In a little car. They all pile out. [laughter]

BH: So that’s been really great. And right now I’m working with people who worked on my first job, 25 years ago. And now I landed here in Portland and I’ve been here for ten years, which is also nice because you don’t have to put everything in a suitcase and move to the new town and set up, buy new pots and pans and stuff. So yeah, it’s good both ways.

MG: It is gratifying to see that Portland has become this hub, coming from that seed of Will Vinton Studios so many years ago and then morphing into Laika, which is sort of a powerhouse. And now with ShadowMachine here, this is the place to be for stop-motion.


Oregon Cultural Trust

OAW: And thanks to Guillermo del Toro, there is a stop-motion studio in his hometown of Guadalajara, called “Taller del Chucho.” It translates as “Mongrel’s Workshop.”

MG: Yeah, he’s a real patron of the arts. And he has a soft spot for stop-motion. He loves young artists and trying to nurture them and help them along with their projects, and he really would like to see this industry grow in his hometown. So he’s definitely giving back and lending his name and his resources to creating an opportunity for a very talented pool of people in Guadelajara. I mean, we worked with that team. They did the black rabbit sequence. We sort of separated that off because it seemed like it was different enough from the rest of the film. And it was something they could just own and have and do. And they did a fantastic job. It’s just beautiful. And it seems to fit the psyche of the Mexican mind, this sort of darkness. It’s all about death, but not being that afraid of it, you know, the way we are here. Your mortality is important. It’s to be celebrated. And that’s what we did in Pinocchio as well. We said, “Yeah, you’re going to die. We’re all going to die.” But what’s important is all these connections that we make in the meantime, you know, and that we take advantage of life.

OAW: And Brian, I feel like there’s more respect for adult-themed animated films where you hail from, in Europe. French films especially. You worked on the stop-motion film Ma Vie de Corgette, which was a very sad and dark film.

BH: Yeah, just to start with Ma Vie de Corgette — which also got an Oscar nom — that was made for nearly no money, which just proves that you could tell a story on all kinds of levels. You don’t have to be in a particular box to tell a story. And the reason there might be more different kinds of animation in Europe is that it’s presenting art. Most times there’s state funding, and the whole funding system is also very complex. So it’s like state television, and state-funded and it’s regionally-funded a lot more.

OAW: There might be several countries pitching in.

BH: Yeah, there might be several TV stations. Like if there’s a production in Denmark, there would always need to be a TV station from Sweden and a German TV station, and there’d be different kinds of state funds. So it’s more of an art piece than you see most times. Here in the States, there’ll be a more corporate decision to make. There’ll be one company that makes this film, and it’s mostly to earn money, which is less important when you’re supported by state organizations. So you don’t need to actually think so much about your earnings. Therefore it’s easier not to be afraid of opening the scope to deal with death and loss of parents and stuff like that.

Fashioned by McKinnon & Saunders, an oversized cricket production puppet with rigging, 2019-20. 3D printed resin, steel, silicone, paint, printed eyes; 3 x 4 x 11 inches. Photo courtesy Netflix.

OAW: And another crew that you worked with was outside of Manchester. That was Georgina Hayns’ hometown team, MacKinnon & Saunders.


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BH: They’ve been involved in nearly everything Laika made; they’ve even been building puppets for Laika. At busy times for the puppet crew, Laika couldn’t do all the things. So they [MacKinnon & Saunders] have been building puppets for all the stop-motion that I’ve worked on, I think, apart from maybe the French one. And they’re true masters. They’re so dedicated to creating puppets that work really well.

MG: And they’re lovely people.

BH: Yeah, and they’re lovely people as well. Pinocchio is a very complicated piece of engineering, and [Puppet Maker] Richard Pickersgill did an amazing job of putting all the parts together so they actually could move. A puppet would normally have clothes to hide joints, but because Pinocchio is naked there’s no place to hide. So all the physical things that you see are really tiny little joints that can move all over the place. His elbows can go up, his shoulders can go up and forwards and backwards. And it’s put into this very tiny skeleton, which is very impressive.

OAW: Yes, this version of Pinocchio is not clothed. He’s also nearly monochromatic, he’s wooden. And it’s interesting that this design for both Pinocchio and the Cricket, they don’t use their eyes quite so much. They use poses and gestures more.

MG: When you don’t animate everything to within an inch of its life, you make the audience lean in and fill in the gaps. That’s really important to do at the right time and to know when to pull back. I think a film is a conversation between the audience and the film itself. That makes the audience have to engage more. You’re not just feeding it all to them. And then it’s more powerful, it’s more emotional.

OAW: That’s all storytelling, in a way. Even in books and oral storytelling, it’s giving the audience just enough that they can discover something on their own.

MG: What you leave out is equally as important as what you put in.


All Classical Radio James Depreist

BH: It’s quite amazing that I was three weeks into the process when I realized, “Oh, God, he doesn’t have any eyeballs. How is that gonna work?” Pinocchio doesn’t have any eyeballs. He just has holes. How is that going to work? And I look back at other stuff that didn’t have eyeballs, pupils. And I got calm again, ’cause there’s actually quite a lot of characters that don’t have pupils that work really well. And I think that is maybe also part of Pinocchio’s success. They don’t deliver a complete finished character, so there’s so much room for your own interpretation of him. You invent half of him really, because he’s quite plain, and there’s not many signs in his face about what kind of mood he’s in. So I think as an audience, you project your own things onto him, and then therefore he becomes perfect.

MG: Yeah. And the fact that he was unfinished and naked, that was important to us. That was who he was, that’s how he was going to go out into the world. This nudity is sort of shocking to us, but he doesn’t care, you know. He’s like a little kid; he’s just going to rush out there. And he was carved by a guy who was drunk at the time. So he was, you know, he’s very flawed.

BH: So the whole thing starts with Guillermo seeing [illustrator] Gris Grimly’s rendition of his Pinocchio and Guillermo becomes instantly curious and asks him two questions like, “Why is he so unfinished? Why does he have nails in his back?” And Gris Grimly says, “Oh, but Gepetto made him when he was drunk.” And Guillermo goes, “Why was Gepetto drunk?”  “Oh, because he lost his son.” And then I believe that that’s where Guillermo was like, “Oh, there might be a story here that’s worth telling again.”

MG: That was the key, when Guillermo saw that Pinocchio. We obviously changed the design a bit. We had to; we refined it and we made it work in three dimensions, and we made it work for us, animating. But essentially, it is that image that Gris created. It was like, Yep, that’s it. And then everything spun out from there.

OAW: Well, Guillermo del Toro will be in town during part of the run of the exhibition. Crafting Pinocchio runs from the 10th of June to the 17th of September, and both of you will be in attendance at various times, at various events. People will have to go on the Portland Art Museum website to look for those.

MG: I’m very excited for people to see this.

BH: Yeah, the crew who made Pinocchio is going to be at the exhibition on Saturdays and Sundays, doing talks and generally just showing how it’s done. So that’s exciting.


Seattle Opera Pagliacci


Pinocchio: Animation Art Days

  • Events begin June 25 in the Portland Art Museum’s Kridell Grand Ballroom.  Details are available here.
  • PAMCUT’s Discovering del Toro Film Series, which includes multiple screenings of Pinocchio, is running through June 25. Dates and showtimes can be found here.
  • More information about the current exhibition Guillermo del Toro: Crafting Pinocchio can be found here.
  • The Portland Art Museum’s full calendar of events can be browsed here.

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Photo Joe Cantrell

S.W. Conser

S.W. Conser is a Portland-based storyboard artist and audio producer who hosts the long-running public-affairs show Words and Pictures on KBOO-FM. His work can be found online at


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