Matte World Digital Looks Back and Says Goodbye

After nearly a quarter century in business, Matte World Digital (MWD), a leading visual effects studio that specialized in the movie industry's pre-eminent illusion, has closed. The company, based in Marin County, California, and formed in 1988 as Matte World by visual effects supervisor Craig Barron, matte painter Michael Pangrazio, and effects producer Krys Demkowicz, literally shut down on August 8, 2012, when the studio's main computer servers were turned off. Barron likened what happened next to the death throes of the talking HAL computer in 2001: A Space Odyssey.

"Just like HAL, it audibly protested with warnings, announced the starting of backups and even made calls to my cell phone asking for help. Its final words, seemingly accepting its fate, were, 'Have a nice day. Goodbye.' Just a strange bit of comedy mixed with the sadness we experienced today." It was also ironic, given the company had begun when motion pictures were a completely photochemical medium and computers still considered the stuff of science fiction.

Barron and Pangrazio were colleagues during the golden age at Industrial Light + Magic (ILM), George Lucas' famed visual effects studio. With Pangrazio providing the paintings and Barron the effects camera work, they produced matte shots for such classic Lucasfilm productions as Star Wars Episode V: The Empire Strikes Back, Raiders of the Lost Ark, and E.T. The Extra-Terrestrial, before organizing their own company with an audacious stunt that recalled the go-for-broke setup in The Sting.

Their company would survive the transition from traditional film effects to digital technology, and work on more than eighty feature films, supporting the visions of such storied directors as Martin Scorsese, Francis Ford Coppola, James Cameron, and David Fincher. The company's eclectic list of projects ranged from an IMAX production in collaboration with physicist Stephen W. Hawking to Oscar-winning work on The Curious Case of Benjamin Button (2008). Despite Matte World Digital's expertise in digital 2D and 3D computer graphics (CG), the company never forgot its foundation in traditional effects and the living legends who inspired them.

"My career and company were shaped by the visual-effects masters I developed friendships with, including stop-motion creator Ray Harryhausen, matte painters Albert Whitlock, Peter Ellenshaw, Matthew Yuricich and Linwood G. Dunn—the optical effects genius behind Citizen Kane and other classics," Barron reflected. "Lin encouraged me to start my own company. He said there were two kinds of visual-effects shots—obvious fantasy, and realism that doesn't draw attention to itself. He believed that realistic effects, which have to blend perfectly, are the most challenging. Ironically, that work is often unsung, because it has to be invisible to the audience. That was the kind of visual effects that Matte World, and later Matte World Digital, would specialize in."

The Beautiful Equation

Matte painting was a vital creative resource from the birth of motion pictures through the technological revolutions that shaped the movies throughout the Twentieth Century. Matte painters helped produce some of the most iconic images in film history, including the climactic finale of King Kong atop the Empire State Building, the antebellum mansion of Scarlett's Tara, the enchanted wonders of the Wizard of Oz, and Charles Foster Kane's stately Xanadu. A matte painter could travel through time and space: Matthew Yuricich, a mainstay of MGM's matte department during the wide-screen era, produced the eerie alien landscape of Forbidden Planet (1956) and the visions of Imperial Rome in Ben-Hur (1959).

With painted brush strokes on a flat canvas (glass was preferred), the artist could create environments—entire worlds—that were prohibitively expensive, or impossible, to build or find as a location. Through various means, from original negative "in-camera" composite shots to the use of an optical printer (a device by which separately filmed elements could be re-photographed and combined into one seamless film image), live actors, locations, and sets could be integrated within the painting, sealing the illusion of reality, while allowing artistic control over the scene's look and atmosphere. Matte artists also specialized in the sublime—a painted ceiling topping off a partial soundstage set, artfully slanted rays of sunlight against a wall, mountainous cloud formations.

As director Alfred Hitchcock, who employed Albert Whitlock to create a "virtual" museum environment in Torn Curtain and a fabricated coastal town for The Birds, concluded, "The beauty of a matte shot is that you can become God." For his part, Whitlock himself considered the use of paint and film to create a scene "a beautiful equation."

The beautiful equation spanned the whole of the Twentieth Century, beginning with seminal effects artist Norman Dawn, who in 1907 used a "glass-shot" to magically restore a crumbling Mission for California Missions (the glass allowed for a photographic image to be taken of both the existing Mission and the new imagery that Dawn had lined up and painted on the glass). One of the last major Hollywood matte-painting shows was Bram Stoker's Dracula (1992), in which Matte World realized the hand-drawn dimensions of the iconic horror story. By then, the revolutionary changes that would transform not only matte painting but also the entire movie industry had already begun.

In 1970, as Matthew Yuricich recalled, an "efficiency expert" first evaluated his matte department, and other MGM departments, before the ignominious final cost-cutting preceding the final curtain. "All good things come to an end, and so did MGM," Yuricich lamented in The Invisible Art: The Legends of Movie Matte Painting, a 2002 book co- authored by Craig Barron and Mark Cotta Vaz. Universal Studios also closed the matte department headed by Albert Whitlock, despite the valiant efforts of Whitlock protégés Syd Dutton and Bill Taylor. The end of the studio system—which included shutting down in-house departments, selling off backlots, and auctioning decades of wardrobe, props, and production artifacts—left a void, particularly in the area of visual effects.

Then in 1975, a rebel group of effects artists banded together to help a young filmmaker named George Lucas recreate an all-purpose studio-effects shop, even reclaiming abandoned optical printers and resurrecting the wide-screen film format of VistaVision. That seminal ILM group wedded the old with new computer technology to realize the fantastic imagery for Star Wars, the film that ushered in the modern visual effects industry. Some Star Wars and ILM veterans would further expand the emerging independent visual effects industry by forming their own effects houses: Star Wars special photographic effects supervisor John Dykstra formed Apogee, effects camera and opticals ace Richard Edlund set up Boss Films, and stop motion master Phil Tippett founded his own studio specializing in stop-motion animation. Syd Dutton and Bill Taylor formed Illusion Arts, a company dedicated to matte painting effects.

The Sting

Barron, Pangrazio, and others of ILM's matte department had talked about forming their own matte-painting company. With a core group they found a "hole in the wall" space next to a Domino's Pizza outlet in Marin County. The new crew jokingly dubbed their endeavor "Matte World," and delivered three shots for the 1988 HBO feature Steal the Sky. Then came the big break-a fifty-shot assignment for an HBO Cold War period epic, By Dawn's Early Light. The catch was the producers wanted to visit the Matte World facility to make sure they could handle the job. The fledgling MW team knew they could do it, but a hole-in-the-wall space wouldn't be reassuring to their potential clients. Barron likened what happened next to the stunt in The Sting, wherein the heroes set up a phony gambling hall in order to look like high rollers.

They set up a fake studio facility, leasing warehouse space and filling it with rented office furniture. Functioning phone lines were installed in case one of the visiting producers needed to make a call (this was the pre-cell phone era), while an adjacent bicycle factory let them use their shop outlet for power. The space was dressed to look like a working studio, with rented movie cameras and lights and easels with matte paintings. Like actors in a play, company personnel and friends choreographed a bustling atmosphere, from a fake crew working the cameras and lights to a friend calling to keep the office phone ringing every few minutes. The "sting" worked to perfection—the HBO producers arrived, were impressed by the busy atmosphere, and awarded them the job on the spot. When the HBO team left, everyone in the fake studio applauded.

"Just then the HBO producer came back to give us a deposit check and, of course, to use the phone," Barron recalled in The Invisible Art. "Everyone froze, then started their 'busy work' again. Fortunately, the executive didn't notice. I always felt a little guilty about the deception, although the completed film was considered a big success and won us the Emmy for Best Visual Effects." (The Emmy award team was Barron, Pangrazio, Charlie Mullin, and Bill Mather.)

Blood on the Floor

But even while Matte World began producing traditional original- negative paintings for such films as Terminator 2: Judgment Day (1991), Batman Returns (1992), and Bram Stoker's Dracula (1992), ILM was leading deeper forays into the frontier of the digital realm. ILMer Chris Evans, who later became a key artist at Matte World, had already had a hand in history, producing the first matte painting in the digital realm—a magical stained-glass effect for Young Sherlock Holmes (1985).

By the early nineties, Matte World and Illusion Arts were still wary of "digital" matte painting. In a 1992 article for "American Cinematographer," Barron wrote, "Early tests have produced mixed results, and the high-tech composites have so far resulted in somewhat degraded images—the kind of degraded images that the best matte painters have found unacceptable."

In 1992, Matte World showcased the playbook of traditional techniques on Tim Burton's Batman Returns. For a classic shot of millionaire Bruce Wayne being summoned via the Bat-signal to assume his secret identity as Gotham City's masked crime fighter, the company created a completely in-camera effect using a physical miniature of the Wayne mansion and a wintry landscape dressed with baking soda for snow, a painted night background, and Bat-signal artwork projected onto fiberfill clouds. For another Bat-signal shot, the company used a skyscraper painting, a projected signal, and sculpted clouds affixed to glass on a motion-control mover to provide realistic movement. In a shot of Cobblepot Mansion, birthplace of the film's villainous Penguin, Matte World produced an illusion of depth and scale by filming the mansion gate and house on separate motion control tracks, and added a rear projection of a dark figure in a mansion window. Artist Bill Mather also produced a classic glass-painted scene of the Gotham City skyline, complete with a rooftop shaped like Batman's famous bat-eared cowl.

But 1992 was the year Matte World acknowledged the future was fast approaching—the company changed its name to Matte World Digital. By then, Barron had also assumed sole ownership of the business.

The transition to digital technology came with shocking suddenness throughout the visual-effects industry. Changes expected to arrive over the course of years, happened within months. Hardest hit was the photochemical art of optical compositing, which was replaced by digital compositing. Matte painters had to put their brushes, oils, and glass canvases away, and adapt to computer hardware and software paint programs. Instead of a solitary and traditionally secret craft, where each artist was master of their shot, a matte effect now required technical directors and new layers and lines of command. Some couldn't make the transition. Like all revolutions, there was "a lot of blood on the floor," as the saying went during this tumultuous period.

But many matte painters acknowledged there were advantages in the digital realm. For one, they didn't have to worry about dropping the heavy glass canvases. The computer technology was also opening up new creative possibilities. "The computer is…so much faster, you can scan in photographs of a cloud and click it off if you don't like it," Caroleen Green, a veteran of ILM and MWD explained in The Invisible Art. "You can do hundreds of layers to make that perfect cloud, whereas in traditional painting if I were painting a slide [projection] of a cloud and ruined the gradation I'd have to start all over again."

Matte World Digital's last traditional matte painting was the Carpathia rescue ship rendered by Chris Evans for the 1997 epic Titanic. The painted rescue ship was an element in a final image that included live action of water, lifeboats, and smoke for the rescue ship's smokestack, CG icebergs, and a digitally painted dawn sky.

MWD carried on with the same philosophy it had begun with, an approach summed up in a 2009 in-studio publication: "Regardless of the technological changes, the challenge for creating a Matte World Digital visual effects shot remains the same as it was twenty years ago—make it look real and make it seamless."

The Digital Realm

Matte World Digital not only transitioned to digital 2D and 3D effects, it brought its own innovations to its work. For Martin Scorsese's Casino (1995), the company helped recreate the Las Vegas Strip, circa the 1970s, including the neon-lit dome of the Tangiers' casino. The multitude of shimmering lights was realized with the first-ever use of "radiosity" software, which emulated the true nature and dynamic range of light on the environment, including bounce light and ambient gradations.

Barron took particular pride in the company's back-to-back projects for director David Fincher. For Zodiac (2007), based on the serial killer who terrorized the San Francisco Bay Area in the 1970s, MWD recreated the San Francisco of the period, including the city's Embarcadero Freeway, which had since been torn down. To show the rising of the Transamerica Pyramid building that was then under construction, MWD employed a time lapse effect and CG lighting techniques.

But in 2008, the year of MWD's twentieth anniversary, came the work that was, arguably, the company's greatest achievement: The Curious Case of Benjamin Button. The challenge included creating digital matte paintings showing the degradation over time of a New Orleans train station, for which MWD employed Next Limit's Maxwell rendering software—an architectural visualization tool—revamping it to include real-world lighting effects. For New Orleans city scenes from eighty years past, MWD invisibly added period buildings to replace modern structures. For an establishing shot of New York City in the Thirties, the company created a 3D period cityscape that allowed for full movement of the virtual camera and added smoke, moving cars, and the ambient play of light. When the director asked for a low-altitude helicopter shot over Paris, reference photos from a higher helicopter shoot was worked out using a flight simulator, and a high-resolution CG model was created for a completely virtual aerial fly-over.

The Curious Case of Benjamin Button won Craig Barron an Academy of Motion Picture Arts and Sciences Oscar for Best Visual Effects, and he received a similar honor from the British Academy of Film and Television Arts (BAFTA).

Hugo and The Last Days

After the company's acclaimed work on Benjamin Button, there were other major projects, including Tim Burton's Alice in Wonderland (2010), and Joe Johnston's Captain America: The First Avenger (2011). But another revolution was underway, and there would be more blood on the floor. In addition to rising costs of technology and R&D, studio cost-saving measures and competition from an increasingly global effects industry was making it difficult for a small company to survive. (Such pressures had already claimed companies like Orphanage, Illusion Arts and Asylum.) In August of 2012, the very month Matte World Digital closed, Digital Domain CEO John Textor gave a talk at the annual SIGGRAPH computer graphics conference in which he questioned whether the visual effects industry could survive in the United States.

Matte World Digital's last major feature was Martin Scorsese's Hugo, the 2011 release based on The Invention of Hugo Cabret, the illustrated novel by Brian Selznick. The story, set in Paris during the 1930s, featured Georges Méliès, the former stage magician who pioneered movie magic but was now forgotten, eking out a living selling toys at a souvenir stand in a Paris train station. Ironically, Barron once sought out effects artist Larry Butler, who had not only met Méliès, but escorted him around London at the request of producer Alexander Korda, who was helping bring the cinematic illusionist back to public attention, the very true-life scenario explored in the novel and Scorsese's adaptation. Barron would recall his delight in shaking Larry Butler's hand, thereby shaking the hand of the man who shook the hand of Georges Méliès.

"Hugo was a wonderful experience, a chance to work for Marty again and to create with visual effects the Paris of the 1930s, as well as Georges Méliès' famous studio made of glass," Barron reflected. "Hugo represented the culmination of the Matte World Digital aesthetic of creating historic CGI environments that look realistic and tell a great story. The film is also poignant in its portrayal of the father of visual effects and narrative film technique, who is depicted as closing his studio at the end of the film. And while I certainly do not see myself as a Georges Méliès, I do understand that through no fault of your own, the industry you love can last longer than the business you created."

The closing of Matte World Digital brought an outpouring of emails and Internet postings from colleagues, friends, and former employees. In an email passing along the latest unsolicited reaction from a former employee, Barron concluded, "I suppose we have to say Matte World Digital failed to go on—but what a beautiful failure we had."

As matte painter Matthew Yuricich, who passed away in May of 2012, once lamented, "All good things come to an end."

Barron took solace and strength from the memory of those he had worked with during a nearly quarter century in business. "They were a dedicated band of underdogs. Often flying by the seat of their pants, but I knew the crew could do anything. The word 'impossible' did not exist at Matte World Digital, and I had the honor to lead them."

This site will remain on the Internet as a Matte World Digital archive. Visit the home page or film credits to see more than two decades of visual-effects work, from glass mattes to the digital age.