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Film title card

Written here is the full transcript of DreamWorks Animation's Kung Fu Panda 2 filmmaker commentary.

This commentary features four of the film's filmmakers: producer Melissa Cobb, director Jennifer Yuh Nelson, production designer Raymond Zibach, and supervising animator and fight choreographer Rodolphe Guenoden. Descriptions shown between italicized brackets were written by contributors of this article.

Kung Fu Panda 2 commentary[]


[The screen opens up to the DreamWorks logo.]

MELISSA COBB
Welcome to the Kung Fu Panda 2 commentary. I'm Melissa Cobb, the producer.

JENNIFER YUH NELSON
I'm Jen Nelson, the director.

RAYMOND ZIBACH
I'm Raymond Zibach, the production designer.

RODOLPHE GUENODEN
I'm Rodolphe Guenoden, supervising animator and fight choreographer.

[The opening sequence begins with shadow puppets and a narrator telling the story of Lord Shen.]

COBB
So this shadow puppet idea, Raymond, can you talk a little bit about where that came from?

ZIBACH
Well, it's funny. We had that one shot towards the end of the movie where we needed something to kind of... We wanted to do a shadow play and have the cannon cast a shadow. But when it came to doing the opening, we were originally gonna do a tapestry. And I thought, well, it would be cool to do the shadow puppets telling the story, you know, the backstory, of Shen.

COBB
And who's doing the narration there?

NELSON
That's Michelle Yeoh. She does an amazing job as the Soothsayer's voice. What's really nice about her is she gives that sort of wisdom and the gravitas of that voice. 'Cause we wanted to make sure this area felt like a historical story. And that it has to have a sort of grand weight to it, so you know to pay attention to what's going on here. And her voice is so velvety.

ZIBACH
It's a great delivery, yeah.

COBB
Yeah, that sense of history is really strong. And what was the animation technique? It was sort of a combination of different techniques, right?

GUENODEN
Yeah, it was combination of After Effects and... But because After Effects is so smooth, you know, we had to add, actually, kinks into the animation to make it look like it was puppets held by somebody.

ZIBACH
I think when you came up with the fact that everything's kind of held more from, almost the head, like a real...

GUENODEN
Right.

ZIBACH
... shadow puppet is, with a stick, usually the anchor point is up high.

GUENODEN
Yeah.

ZIBACH
When you kind of got that pivot in it, it really started having the right feel, and added with the jitter.

NELSON
Feeling the actual hands holding the...

GUENODEN
Right.

NELSON
... puppets, yeah. That was crazy cool. And I think it really helped, too, when you went through and got the exact facial acting, when you were going through and doing that. That really took a real jump when you did that.

GUENODEN
Yeah.

[The screen changes from the shadow puppets to a foundry up in the mountains.]

COBB
And then that transition shot into the CG is really, pretty much a matte painting.

ZIBACH
Yeah, that... One of the first CG shots you see in the whole movie is a fully painted shot mapped on to some geometry, but it's a beautiful matte painting. And I think what really helps it is the dimensional camera move-in, and the use of effects in the smoke stack so it really looks like a real CG shot.

NELSON
Yeah, it's quite a cheat, but it works.

[Laughter.]

ZIBACH
It is. We kind of enter the movie on a matte painting and leave it on a matte painting.

[The scene shows wolves working in the foundry, forging and hauling metal while Boss Wolf talks to Shen. The title screen then appears.]

COBB
The wolves forging the metal, using that to bring the title in, that was kind of an idea that came up towards the end.

ZIBACH
It was another kind of last minute... "We gotta finally do something and put it up on the screen," and I love that you had the beat of showing Peacock getting more metal. And then we were like, "What are we gonna do for these titles, and how do we transition?" I was like, "Let's make 'em metal and just have the flash be... kind of it's what Peacock's after and it's also the title."

[Scene changes to two children in the Training Hall courtyard.]

COBB
So coming off the title, there's a couple of kids playing with the action figures there.

NELSON
One of which is your daughter.

COBB
That little pig right there.

[Laughter.]

ZIBACH
Nice job.

COBB
I don't know. And there's a little misdirect here with the reveal of Po.

[The scene shows some of the Training Hall's vacant training mechanisms before showing the Furious Five staring in awe at something.]

NELSON
Yeah, that was funny. The idea that you hear all these sounds of violence in the background. [Laughs.] Extreme violence, and the more violent the sound effect, the more you think something really, really extreme is going on, and then you see that.

[The screen shows Po stuffing bean buns in his mouth, and Cobb and Nelson laugh.]

COBB
And he says here "38 bean buns," but I think it's nine that he actually has in his mouth.

NELSON
It's only nine? Gotta be more.

[Laughter.]

COBB
It's hard to image how it would've looked with 38.

NELSON
We had to pull back on the amount of slobber, didn't we?

ZIBACH
Yeah. Definitely, we had an ultra-slobber pass that the effects was very proud of. [Cobb and Nelson laugh.] Had to cut it back a little bit.

NELSON
Beautiful effects, but it was a little bit too messy.

ZIBACH
Yeah. It was stringy and goopy...

NELSON
Yeah.

ZIBACH
It was stealing the show.

NELSON
Yeah.

COBB
We don't want people to get nauseous at the beginning of the movie. [Laughs.]

[The scene shows Po spitting out the bean buns from his mouth into the Five and the screen.]

COBB
So what about the 3-D effects on that dumpling?

NELSON
That's a super stereo moment.

ZIBACH
Yeah, it is.

COBB
I think it's fun just seeing the camaraderie between Po and the Five again at the top of the movie.

NELSON
Yeah.

[The scene changes to the Dragon Grotto.]

NELSON
This is a shot that you actually had painted forever ago.

ZIBACH
This location, I just, I don't know, for some reason it was so early on, but I wanted to make sure that we had that mystical kind of beat. And I think when... when Phil pitched the idea of a dragon statue, I was like, "Let's build that out and do the grotto, and... I know exactly where it should go." Because we had this spot in the main painting of the first film. So I loved fitting it in to the world, especially for the to of the Jade Palace.

[The scene shows Shifu catching a water drop from the ceiling of the grotto.]

NELSON
Remember, Rodolphe, that this whole water drop thing was actually your boards off the first movie.

GUENODEN
Yeah. [Zibach laughs.] It was actually the ultimate test for Po to be the Dragon Warrior. It was Oogway that was giving him the test.

COBB
Yeah, it was a great scene.

GUENODEN
Yeah.

NELSON
Yeah.

GUENODEN
I still have that stack of paper.

ZIBACH
Yeah.

[Laughter.]

ZIBACH
So many cool ideas didn't make it into the first one and ended up in the second one, including character designs and...

NELSON
Yeah.

COBB
Yeah, the wolves.

ZIBACH ... and beats like this.

NELSON
Yeah, 'cause this one... I think it was cut out of the first movie because there really wasn't the room for it.

ZIBACH
Right.

NELSON
It needed more, you know, than what we had the time for in the first film. It was nice to give it this level of weight in the second one. Just really hinge a lot of the movie on this whole test.

COBB
Yeah, and this idea of Shifu being now more like Oogway, more the spiritual leader of the Valley, I think is...

GUENODEN
It totally fit, yeah.

NELSON
Yeah, it's a really cool use.

ZIBACH
Setting up the green theme for later and the knowledge side for Po, I think this whole sequence has just about everything, you know, to kick off the movie in a great way.

COBB
Do you wanna talk a little bit about the water imagery, and how you were using that through the movie?

NELSON
Yeah, it's the whole yin and yang between Po and the peacock and the liquid movement. The water theme is something that I know you put a lot into, visually.

ZIBACH
It always seemed like a great idea to try to somehow really have the themes kind of oppose each other. In the first one, Tai Lung was kind of bringing cool blue and Po was always going towards gold. But I don't think we ever had them clash the way we build and set them up to clash in this movie. So, even down to the materials are actually doing it, too, and Po, in the end, is going right up against Peacock's firepower.

NELSON
Yeah. And it was just such a beautiful image for this. It's sort of... was all about that whole inner peace feel and the clarity and the simplicity of it. There was the worry, with all the beautiful water droplets going on in this... I was thinking, "Gee, I hope the kids don't have to go pee in the middle of the movie."

ZIBACH
That is funny.

[Laughter.]

ZIBACH
I was also worrying if it was gonna end up too loud, you know? If we were really using real sound, we'd be drowning out everybody. I think it looks beautiful.

NELSON
Such gorgeous water.

ZIBACH
Yeah.

GUENODEN
I love this scene. I wonder if people notice that it's actually Oogway's staff that Shifu has. It's been fixed.

ZIBACH
Yeah.

COBB
Yeah. Repaired since the first movie, right.

NELSON
Yeah. Repaired very beautifully.

[The scene changes to the Musicians' Village being raided by wolves.]

COBB
And this location is a really great environment.

NELSON
I was just looking at that original concept art for this, and we originally had it like an outpost in the middle of a field.

ZIBACH
Yeah. We were just looking at some art the other day and it was kind of on a flat land area of the Valley, maybe towards the end of the Valley, or the river entrance. And then, I think early on we realized it's gotta be more epic. It's Po living his dream.

NELSON
It's the opening of the movie.

ZIBACH
Yeah.

NELSON
We gotta have a location that was pretty crazy epic.

ZIBACH
And perilous, you know, at the cliff edge.

[Po and the Five make their appearance at the top of the cliffs.]

COBB
Yeah. And there are some shots in this sequence that are right out of Po's dream from the first movie...

GUENODEN
Right.

ZIBACH
Yeah.

COBB
... but rather than 2-D, they're executed in CG this time.

ZIBACH
Yeah.

NELSON
Exactly. And that's the whole idea, trying to re-live Po's dream in real life. Now's he's got it. He's actually doing what he always wanted to do.

[Po and the Five leap from the cliffs.]

ZIBACH
This one right here? That's one. Now he's in it with...

NELSON
It's the exact same composition.

GUENODEN
He's still the geek, you know? Still the geek and enjoying it.

NELSON
Yeah.

GUENODEN
That's what I like... The great challenge was to actually find Po, but the Po that we had left from the original movie.

NELSON
Exactly.

GUENODEN
He has evolved a little bit but still has got the same personality.

COBB
And in terms of his kind of fighting style, Rodolphe, how do you feel like that's evolved when we see it in this scene?

GUENODEN
Well, that's one of the... I mean, that's the sequence that we, you know, we tried to show that he's still improvising into his fighting. He's still not... He's not Bruce Lee, but...

[Laughter.]

NELSON
Yeah.

GUENODEN
And it still takes a lot of work. When he's fighting or when he's running away, he's always bug-eyed. He's all bug-eyed and out of breath, and I think it makes him super cool. [Laughs.] I love some of Philippe's shots that actually set this tone for, like [breathes in quickly and repeatedly] when he's heavily breathing, and...

ZIBACH
Yeah. The teamwork side, I just love that you really felt connected between...

GUENODEN
Yeah.

ZIBACH
... all of them and they somehow have formed this unit.

NELSON
It's a beautiful piece of choreography all through this. This was just added in animation, wasn't it? This area?

GUENODEN
Yeah, yeah.

COBB
And you did a lot of 2-D reference for all of this action through this area.

GUENODEN
Remember we were discussing it very early that you wanted them to be... you know, shown as a team and everything, and... "It would be so cool if he was calling out the names of the fights, but also doing some of the moves of their own styles as the same time as calling them."

NELSON
Yeah.

GUENODEN
I mean aficionados will probably notice, but a regular audience just sees them as fighting together and being totally... intertwining their fighting. It was cool. I was happy to do that.

COBB
It's one of those shots that, like, you wanna frame through, though, because there's so much going on, you almost can't see it all.

GUENODEN
Yeah.

COBB
It's really exciting and then you stop, frame by frame, and you're like, "What's going on there and there?" It's really fantastic.

NELSON
I think that's one of those things that's really cool about it, that it is authentic. You actually took the time and made those moves something cool.

GUENODEN
Right, yeah. I looked at each of the styles and tried to get Po to do, you know, some of the moves from the original styles and... and, you know... a sparkling in there, and Pierre animated the CG shot. Yeah.

ZIBACH
When martial arts experts come up to you after the fact and go, "I'm so happy you showed off what we've known forever now in an animated film for kids, with the integrity of the moves." They're always pretty stunned, yeah.

[Scene shows Po having a vision of his mother.]

COBB
Yeah. And then there's a flashback there which is now in a different kind of 2-D than the opening of the movie. Wanna talk a little about that, Jen?

NELSON
That was actually a tricky thing, 'cause there are multiple types of 2-D in this movie, or animation in this movie, and the opening would have that historical feel and that's why there's that puppet theater look.

ZIBACH
Yeah.

NELSON
It's ancient. But whenever we go into Po's mind, it has to be that sort of sharp anime, sort of stylized feel that we had in the first movie. But we're also asking that look to do a lot more acting than we ever had in the first movie, a lot more emotion. So, there are a lot more frames involved. It wasn't so much still frames that we could morph in between. This had to be more fully animated this time. And that little flashback, since, Rodolphe, you actually animated it yourself, it had to have an enigmatic question that was raised, but not tell too much.

GUENODEN
Exactly. That was a really tough line to get, is not reveal too much but still be emotionally, you know, involved, indicating a lot, you know? So, yeah. Thanks to you, you know, we finally got there.

[Laughter.]

GUENODEN
Because I always try to follow your storyboards and in the animation, I kept, like, going beyond the storyboards and too far away from the boards and I had to really stick with what you had done.

NELSON
I gotta say that's gut-wrenching, though, when you have this gorgeous animation and I go, "It's beautiful, but it's too much."

[Laughter.]

[Scene shows Po arriving at the noodle shop greeting Mr. Ping.]

COBB
And then we go to the noodle restaurant and now it's "Dragon Warrior Noodles and Tofu."

NELSON
Oh, my gosh. You've completely pimped out that place.

ZIBACH
Dad, he's the king of marketing.

[Laughter.]

COBB
So what's up with those posters, if you notice in the background? What do those say on them or what are they doing?

ZIBACH
Well, he's got a new sign above the entrance to his noodle courtyard. At least that's what we call the location. And it says "Dragon Warrior Noodles and Tofu." And then each one has, like, I think "Dragon Warrior" written on the poster. And, you know, he's got his... usually a graphic of a bowl of noodles or something. He was really trying to tie it together with Po so that if people love Po, they'll come to his place and eat his food. I love that.

COBB
And what about James Hong, working with him?

NELSON
Oh, my gosh, James is such a peach. I think he was the first actor we recorded. And he came in, and he came in many times as we were building this story between Po and his dad. And he has such sweetness in his delivery, but also has so much wit to it. So you're dealing with moments that could come off as being overly emotional, overly saccharin, but they always are so real because of his performance.

ZIBACH
Right.

NELSON
It always has that little bit of an edge to it, which makes you just, you know, go with him. And there's always that love for his son that permeates everything that he does. Mr. Ping is probably one of my favorite characters of all time.

ZIBACH
Yeah, absolutely.

COBB: Yeah, and this is a great scene that was I think one of the really early scenes supported by Phil Craven, our head of story, and has really remained intact through the three long years, right?

NELSON
Completely. It hasn't changed. I mean, he did a pass of this and it stuck. We did many different changes on it and we always came back to the original version. And the... it's just so sweet. And these moments here where the baby Po was just having so much fun in the kitchen and the bonding with his dad, they were all in those boards.

[Scene shows flashback sequence of Mr. Ping and baby Po.]

GUENODEN
Remember the days when we were first introduced to the model of Po, of baby Po?

ZIBACH
Yeah.

GUENODEN
Like, everybody just went instantly, "Awww."

NELSON
Yeah.

[Laughter.]

GUENODEN
The biggest fan... The entire studio, we spread it... The news spread so, so fast, everybody was just a fan.

ZIBACH
We thought it would bring about world peace.

GUENODEN
Yeah.

[Laughter.]

ZIBACH
If we could all just look at baby Po...

GUENODEN
Send baby Po into a battlefield and everybody stops the war.

[Laughter.]

COBB
So funny. And that's obviously Nico Marlet, who designed the baby. I don't know if you want...

ZIBACH
Yeah, he took... Well, he took our kind of research trip, and we went and saw, you know, and you got to hold a little tiny baby panda.

GUENODEN
Yeah.

ZIBACH
We took all those photos and gave them to Nico and it took a little bit to get the eyes just right, but, I mean, he is the most charming character. And how Nico worked with modeling and how we were able to get that design through again.

NELSON
To keep him so round. He's literally like a ball shape.

GUENODEN
It's the way you draw it.

[Laughter.]

GUENODEN
In the boards.

COBB
Little circle.

NELSON
Like a dumpling shape.

ZIBACH & GUENODEN
Yeah.

COBB
Yeah. And it's beautiful just like how fuzzy, like, the surfacing on him.

ZIBACH
Yeah.

COBB
You know?

ZIBACH
Originally, I painted some of the first digital paintings of him over Nico's drawings and I was thinking of those kind of fan brush watercolor ink paintings 'cause they're so soft. I'm like, "How can we get that softness out of CG fur?" I think Wes Burian in surfacing did an amazing job. Yeah, baby Po... he's so cute.

COBB
Then, you know, the big question: adoption.

NELSON
That was a tricky thing because it's a hot topic. It's something you have to do right. And you don't want to pander, you don't want to, you know, do something that's inaccurate. And also we want to make sure that we're not just saying "birth parents" or "adopted parents." It's all families.

ZIBACH
Yeah.

NELSON
And so we wanted to make sure that we treated it right. But it's something that was very carefully thought through for the entire three years, every single moment, trying to make sure the relationship between him and his dad is real. And the revelation of what the truth was is real, and that was just very, very tricky.

[Scene changes to an aerial view of Gongmen City.]

COBB
And then Gongmen City, amazing location.

NELSON
Oh, my gosh.

COBB
Inspired a little bit by our trip to China, of course.

ZIBACH
Yeah. It's kind of a combination of all the great things we saw and then things that we thought we were gonna need, you know, to make an impressive place that Peacock would take over. I think, in the end, I couldn't be happier with the way it turned out. That the fact that the technology could let us have this? It's all built, none of it is matte painted. You're actually able to go anywhere in this place, to me, and have it look the way it does, you know. All the work that the art department did as far as detail and then surfacing and modeling, it's... to me, it's a marvel. But then, you're able to art direct on top of that something that's got such a strong statement, and have it hold up and...

[Scene shows Shen confronting the Kung Fu Council masters.]

ZIBACH
This sequence is one of my favorites.

GUENODEN
Yeah, it's one of mine, too.

COBB
And those three masters are all re-used from the first movie.

ZIBACH
Yeah, right. They were... I think a couple had already been drawn and, I think... Well, the wolves were already started. A croc had been modeled. Rhino was kind of built off of the rhinos from the prison, but we did a whole new head. But they were all characters that we already knew and it was great to kind of have them in this movie and model them, final, and put them in this sequence.

NELSON
Yeah, Master Croc and Master Ox used to, originally, be members of Tai Lung's posse.

ZIBACH
Tai Lung's henchmen.

COBB
Yeah, they were designed for Tai Lung.

NELSON
But then we thought, "Tai Lung is too badass to require a posse."

[Laughter.]

ZIBACH
Yeah. They were all supposed to kind of square off, each one against one member of the Five, so that Po and the Five might have all been fighting at the same time. But I think to make it more Po's story, it was simplified and made Tai Lung stronger in the end, like you said.

COBB
There's some great cameo voices for those masters.

NELSON
Yeah. Dennis Haysbert plays Master Ox, and Victor Garber plays Master Rhino, and of course Jean-Claude Van Damme plays Master Croc. That was truly one of my peak experiences in life.

[Cobb laughs.]

COBB
How was he to record with, Jen?

NELSON
He was super nice and he did one of those... He did a kick towards the camera for the EPK. That was pretty awesome. I actually had a picture taken with him. I had a geek-out moment.

COBB
He was pretty cool?

NELSON
He was pretty cool.

[They laugh.]

[Scene shows Po, Shifu, and the Five hearing about Shen's return in the Valley of Peace.]

COBB
And then the news comes back to the Valley of Peace. We see the Five find out about what happened.

NELSON
Yeah, that was... That's the thing, because you're basically hearing something pretty dark, but we wanted to make sure that it stayed light.

ZIBACH
Mm-hmm.

NELSON
Until you get to the emotional beat when Po and his dad actually talk. The first half is the set-up for the journey, the mission. But the real meat of that sequence is when Po goes down to talk to his dad.

COBB
Yeah, 'cause the thing was pulling the pieces of comfort away from Po. First his adoption issue and then possibly threatening kung fu and to kind of unsettle him a little bit at the beginning of the movie.

ZIBACH
Yeah.

NELSON
It's also supposed to leave you with a bit of a hanging unfinished business between the two of them that should be a little distracting for Po as he's going on this journey. We don't want Po and his dad to have a bad time. We want them to make up. We want them to be good. And to see them leave with that hanging moment and that rather heart-wrenching moment where Dad says "Noodles" is like...

GUENODEN
Mm-hmm.

ZIBACH
Yeah.

NELSON
That was a funny moment, though, when Jeffrey kept asking, "I need longer before he says, 'Noodles.' Let that moment hang longer." We're like, "No, we can't hold on for that long." But we did and it actually helped.

COBB
Yeah, no, it's really great acting by James Hong right there, too.

ZIBACH
I think every screening I've been in, or public screening, little kids always say "noodles."

COBB & NELSON
Yeah. [They both laugh.]

ZIBACH
When [Tigress] says, "We'll be back before you can say 'noodles,'" they say it, actually, before the dad does. I love that.

[Scene shows Mr. Ping giving Po his travel pack, with his Furious Five action figures on top.]

COBB
Yeah. And Po's brought his action figures along.

NELSON
Yes, that's a little thing. You notice that all of the Five are action figures, and they're all in that basket and that comes handy later.

ZIBACH
I think that's a really funny beat to bring that back from the first film and then actually use it as a tool later on. I love that.

[Scene shows Po departing with his father.]

ZIBACH
I really like the color signature going from that red one to the gold sequence and Po basically, you know, he's attained everything in that Valley. Now he's gonna have to leave it and that's... The palace, you know, over his shoulder and his dad, and that kind of line that's drawn through them while they're talking. I think that's really strong just as a cinematic, you know, kind of visual, reminding you of what's important to Po...

NELSON
Yeah.

ZIBACH
... before he has to leave.

COBB
Yeah, and then through the montage you're kind of intercutting Po's point of view with the peacock, and there's some kind of interesting split-screen stuff that happens in there as well.

[Scenes show a montage of Po and the Furious Five traveling across China, and then interchangeably switching off with Lord Shen preparing his wolves and cannons.]

ZIBACH
It's always fun to do [a] montage... You know, we did a big one in the first movie when he's training and then to echo that again here but now it's contrast against Peacock.

NELSON
Yeah. I remember Guillermo... that was a Guillermo thought, and I thought it was a really good one, where he said, "Treat it like an action scene. It's not a montage, it's an action scene." You go from a heavy emotional beat to a very quiet, intimate talking scene, and that moment really needs to have the excitement and has to have the momentum of these two freight trains coming together to face off.

COBB
Yeah, you definitely get a sense of the epic scale of China and the fact that they're going on a big journey through that whole area.

ZIBACH
Yeah, and Peacock's power is growing.

NELSON
Yeah.

ZIBACH
It's great.

NELSON
And Po can't even run.

[Laughter.]

ZIBACH
Gets winded.

NELSON
Yeah.

[Scene shows Po and the Five sleeping on a boat, and later Po sparring with Tigress.]

COBB
So this moment on the boat after Po wakes up, there's just some great animation there from Dan Wagner.

NELSON
Oh yeah, it was just that one held shot where Po is trying to find inner peace. And we just locked off the camera. And there were thoughts of moving the camera around but, you know, it's just gotta be all about the animation in that shot. And Po's acting in that shot, Dan just did that. He just did that in a pass and it was perfect.

[Chuckling.]

COBB
Yeah, just hilarious.

NELSON
Yeah.

COBB
And the idea of sort of finding another side of Tigress, potentially…

NELSON
Yeah, 'cause if we don't have Shifu, we gotta have somebody that is Po's main relationship in the movie, and, really, it has to be Tigress. And in the first movie, we get to see her being really hard, and he earns her respect. But in this movie, you get to see their friendship grow, and you get to see the softer side of her that we barely got a peek of in the first movie when you see her sad when she was a little kitten.

COBB
Yeah.

NELSON
When Shifu turned his back on her. This scene is really all about, you know, having a heart to heart with the scariest person in the world.

[Chuckling.]

NELSON
And the little peek into Tigress, showing that side of her, and really realizing that people's expectations of who she is are not jiving with who she probably is inside.

COBB
Yeah, and Angelina Jolie brought a lot to that, I think.

NELSON
Yeah. 'Cause you think of her as being really hard-core, because, you know, she's...

COBB
She's pretty tough.

NELSON
She's pretty tough. But she's also very sweet, and I think this side of her allowed her to explore Tigress as much more multi-dimensional. And this sequence is... is almost... is probably the quietest, most intimate that we get for a long time. It's just about Po trying to talk about this awkward subject.

ZIBACH
Yeah.

COBB
Yeah, the beginning of sort of an interesting relationship and dynamic between Po and Tigress in the movie that kind of evolves.

NELSON
Yeah.

COBB
I don't know where it's going. I'm just saying.

ZIBACH
I loved setting all of that against the softness of the misty, kind of pre-dawn.

NELSON
Yeah.

ZIBACH
And... it's hard-core for when it needs to be with her. And then they've got this relationship that's kind of getting worked out here and Po's working out his trouble. I just love it.

NELSON
I love...

ZIBACH
It's a nice set to do it in.

NELSON
Yeah. It's that whole thing of guys don't talk about their feelings until it's beaten out of them.

[Laughter.]

NELSON
So that's what this scene's kind of about, you know. The only way these two martial arts masters can talk about it is if they spar.

ZIBACH
Yeah.

NELSON
And she's, she's cool.

COBB
Yeah, and I love her reaction when he says that he just found out that he was adopted, this really great moment of, like... She's trying to be constructive.

[Chuckling.]

ZIBACH
Yeah.

NELSON
That was William's shot, right?

ZIBACH
Yeah.

NELSON
Yeah. William Salazar, and it's just amazing animation.

COBB
Yeah, it's really subtle, really great stuff.

NELSON
And just that held look where her eyes dart over and back again. And between that and Dan's shot here of Po sort of saying his problem here.

ZIBACH
Here's the eyes of that... My favorite.

NELSON
Yeah, I love that.

GUENODEN
The eyelids opening on that... the punctuation of it, for that scene.

NELSON
Yeah. Again, these are all tiny, subtle things that are added in animation. And you can't ask for it anywhere else but in animation. And it's just brought by the animator on the shot. You don't talk about it, you just do it, and you show it and go, "Oh, my gosh. It's alive."

COBB
Right. Everyone laughs.

[Chuckling.]

NELSON
Yeah.

COBB
There's a great line from Mantis here about his dad, his daddy issues.

NELSON
Didn't we have that in the first film?

GUENODEN
We tried.

NELSON
We tried?

ZIBACH
Yeah.

[Chuckling.]

GUENODEN
We tried to hint on the fact that, yeah, that's what happens for those kind of bugs, but... it never made it.

[Chuckling.]

GUENODEN
And I was so glad the day that that joke was put back in.

ZIBACH
Yeah.

NELSON
Yeah.

COBB
And Seth Rogen's delivery is always just spot-on.

NELSON
Always spot-on. And someday maybe we'll be able to see that female mantis.

[Laughter.]

COBB
Get him a nice romance.

ZIBACH
We did design her. We did.

NELSON
We got the design, so maybe we'll have to see her someday.

[Scene shows the Gongmen City tower in the distance.]

GUENODEN
I just love that shot...

COBB
So this tower location is incredible.

NELSON
Oh, my gosh, with that water.

ZIBACH
Yeah.

[Scene shows Shen and his gorillas inside the tower.]

NELSON
And this whole interior is so beautiful. I think it's a testament, though, to how gorgeous it is by how you actually used the atmosphere and fuzzed some of it out.

ZIBACH
Yeah, 'cause in order to be able to focus on parts of it, you know, you actually have to take some away, and lighting did an amazing job. We have probably a better feel for atmosphere and light in this movie than the first one. Probably 'cause we even built more, and our sets are a little more layered because we were very aware that we were gonna be in 3-D.

NELSON
Mm-hmm.

ZIBACH
And then lighting just doing an amazing job putting all of that together and with all that complexity, being able to focus on what you need to focus on. That's a pretty tall order.

[Scene shows Shen standing in front of his cannon.]

NELSON
Isn't that the whole symmetrical composition you were trying to go for? Differentiate?

ZIBACH
I love that for the bad guy, to always kind of be on axis, and he's always gonna be kind of driving forward straight on the line to the viewer, you know, so this one is perfect. You put a cannon in the middle and that's the line that he's gonna stand on, you know. But then Sooth takes you off that and I love it.

NELSON
Yeah, so even though the composition is straight on, I know in animation we always had to... You were the policeman for making sure we didn't get it too symmetrical.

GUENODEN
Yeah.

ZIBACH
Yeah.

GUENODEN
Because he's got such a long neck, such a round head that if he's facing camera, he just looks like a lollipop

ZIBACH
Yes. Yeah.

[Laughter.]

NELSON
Yeah.

GUENODEN
I was always, "No, no. Roll the head axis. Turn it slightly." You know, just like any actor would have to find his best profile for a shot, we would have to find his.

[Scene shows Shen talking with the Soothsayer.]

COBB
Michelle is great through here. It's a really funny little exchange between the two of them.

NELSON
Yeah, it's really, really funny. And I think the key to her is just making sure that... She carries a lot of weight as far as, you know, serious compositional stuff that she's gotta do. But in order to make sure she doesn't come off as stodgy, I think Joel Crawford came up with this pass...

COBB
Yeah, a lot of great gags.

NELSON
... where he just came up with this character for her where she's a goat. And the fact that she's a goat lightens her character, so she can go to dark places, but you still enjoy watching her. It's not like, "Oh, no, she's coming on." It's dark and dreary...

COBB
There were passes where she was pretty dreary.

NELSON
Yeah, that was before Joel's pass of the scene, and she was very much a straight soothsayer.

COBB
Yeah.

NELSON
Then he made her a little bit peckish.

[Laughter.]

ZIBACH
Yeah.

NELSON
And also he was playing with how they would have a little bit of that repartee where she was playing with his mind, more, in that pass. I think that really showed off very well.

[Scene shows Shen pinning Boss Wolf down to the ground.]

COBB
And the boss wolf, great character.

NELSON
Great character.

COBB
Danny McBride's voice, I think, is really... was a great idea.

NELSON
I think it was interesting for him. He evolved as well, 'cause at one time, he was more of like, the lug, just a straight lug...

COBB
Mm-hmm.

ZIBACH
Mm-hmm.

NELSON
More of a scary dude. But him being too scary undermined the peacock being scary, and it was like they canceled each other out a little. And to make him more "the idiot."

[Chuckling.]

NELSON
The sort of goodhearted guy that does bad things.

ZIBACH
Right.

NELSON
I think he's a little bit more redeemable. But his voice, Danny's voice, is just amazing for that.

COBB
Yeah, that's funny.

[Scene shows Po and the Five arriving in Gongmen City's harbor.]

COBB
So you see a lot of the city through this sequence, obviously which is beautiful.

ZIBACH
These two first shots, I love these shots.

GUENODEN
I love this.

NELSON
I wanna loop those shots forever.

GUENODEN
It's gorgeous.

ZIBACH
Yeah.

[Scenes show Po and the Five sneaking through the city.]

COBB
I do know, from the beginning, one of the ideas was that maybe Po wouldn't be so good at stealth mode.

NELSON
Yeah, 'cause you don't want him to be, like, super-super confident all the time, because then he's not Po anymore.

ZIBACH
Yeah.

NELSON
He can do kung fu, because otherwise you don't have a Kung Fu Panda movie. But something like stealth mode, that's just not him. And this sequence was actually really, really challenging. We were crazy...

COBB
A lot of passes on this sequence.

NELSON
A lot of passes, because it's just purely about having fun with him going from point A to point B. That's all it is. But trying to find the most fun way, and we worked a lot of that through layout and animation, trying to get through these sets in the funnest way possible.

ZIBACH
Marc Scott's team in lighting, he actually lit that first wide shot and then... this sequence came through pretty hot and heavy at the end, and look how much stuff is in it. They did an amazing job lighting this sequence.

[Scene shows Po disguising himself with a kite and a fan.]

COBB
And Po has his little drag moment here, towards the end.

NELSON
Oh dear.

ZIBACH
Clever use of a kite.

COBB
A nice... yeah. Nice setup there.

NELSON
I think we should bring up the fact that these crowds...

ZIBACH
Yeah.

NELSON
... played a big part in this movie. We have a whole city to populate, and every shot has people walking and doing stuff, and...

ZIBACH
New characters, sheep and antelope, were added to our crowd characters to get a new feel in the new city.

NELSON
Yeah, we couldn't do any of this in the first film.

ZIBACH
Yeah. It's definitely more ambitious than the first film.

NELSON
Yeah.

COBB
Yeah, and you feel like he's really gone someplace new compared to the Valley, which was so small. This is like this huge metropolis.

ZIBACH
Yeah.

NELSON
Yeah.

ZIBACH
Well, there's stuff in here that... when we're looking at different shots, I feel like we're back in Pingyao.

GUENODEN
Yeah.

ZIBACH
You know?

NELSON
Yeah.

ZIBACH
That was an inspiration where we stayed overnight in a banker, an old banker city, which was really cool. And shots in here remind us, I think, exactly of what it was like to be there.

COBB
The gates through the town...

GUENODEN
The picture of the stone... You can actually feel the warmth of the stone.

ZIBACH
Yeah.

NELSON
Yeah, the way the light was playing. That slight rosy color, you really captured that

ZIBACH
Mm-hmm.

[Scene shows Po and the Five sneaking through the city in a dragon costume while taking out wolves.]

COBB
And this beloved sequence of the wolf getting pooped out

[Laughter.]

NELSON
Remember the meetings, the animation meetings with that pooping moment?

ZIBACH
Oh yeah.

NELSON
And, you know, there were the passes where it was too poopy and one not poopy enough. And, and... yeah.

GUENODEN
There was a time when we should have had that football, do you know? When we actually hold it and...

[Laughter.]

ZIBACH
Yeah.

NELSON
Too much straining in that pass.

[Laughter.]

COBB
Yeah, everyone's idea of what a poop is like when it comes out is a little bit different.

ZIBACH
Ohhh...

[Laughter.]

COBB
But it led to the whole subsequent pooping montage that's about to occur.

NELSON
Yeah. And all the swallowing of wolves and pooping them out. [They laugh.] Whose shot was it when Monkey gets pooped out?

ZIBACH
Michelle.

NELSON
Michelle's shot. And the fact that I'm talking through the shot when we're launching it, that replacing Monkey for one of the wolves as being pooped out.

GUENODEN
That's one of the ideas that we came up with as we were launching the shots, yeah. And it totally works, yeah.

NELSON
Very funny. Yeah, and it was just so good. All of these little additions every step of the way just builds it.

[Scene shows Po and the Five escaping away from the dragon costume.]

ZIBACH
I love that even the dragon costume that they're in... it actually worked in real space. We didn't have to build a whole hero one for them to be inside of.

NELSON
Yeah.

ZIBACH
I think that adds to the believability of everything, is that we're not cheating. You know, you can actually go and shoot this city.

NELSON
Yeah.

ZIBACH
You could be in that costume running about.

COBB
Yeah, I really found that costume point of view in 3-D, particularly, as you're running through the city, it was really fun.

NELSON
Remember as you were animating it, too, it was a question of making that costume a real character.

ZIBACH
Right.

NELSON
So it behaved like a character. It wasn't like a guy in a suit.

ZIBACH
Yeah.

NELSON
It was a large dragon sneaking through town.

COBB
Yeah, with his little eyes switching back...

ZIBACH
So funny.

NELSON
Yeah.

ZIBACH
Yeah. The googly eyes.

COBB
It's great.

[Scene shows Po and the Five in Gongmen Jail.]

COBB
So this scene went through a lot of different versions.

NELSON
Oh, my gosh!

COBB
Had some trouble with this one.

NELSON
This one was trauma. [They laugh.]

ZIBACH
It was a fight club, it was a tavern as far as locations go, let alone what was happening within it.

NELSON
Yeah, because it really had to just fulfill the same story point, which is the... meeting these people that you thought was hope. And it's taking away everything that Po could hang his hope on and go, "Okay, I gotta do this myself." That's what this scene was supposed to be. And that story point could be fulfilled in many different ways. And that's why we boarded it in every way possible. They were in tutus doing a little stage show for wolves...

[Cobb laughs.]

ZIBACH
Oh, my...

NELSON
Oh, my goodness, there were so many different ways of doing this. They were fighting for money because they had fallen down to gambling. It just went all over the place. And, really, the only thing that showed them giving up completely and clearly was them sitting in jail, not fighting.

GUENODEN
Yeah.

ZIBACH
Yeah, and fighting to stay in.

COBB
Right.

NELSON
Yeah, and it just seemed so simple afterwards.

[Scene shows Po trying to get Storming Ox and Croc to leave their cell.]

COBB
And this choreography through here of the fight with the jail cell door, I think really gave it some...

NELSON
Yeah. It's a nice thing to have that sort of line in the sand where you have to keep them in our get them out. And any of these fight scenes, you gotta have a clear objective. Otherwise, you don't know who's winning at any given point.

[Scene shows Tigress flipping Po around in mid-air.]

ZIBACH
That's brilliant.

NELSON
That's a Dave Pate shot.

ZIBACH
So funny.

COBB
Just hilarious.

NELSON
It's so crazy and I think Joel boarded that one.

COBB
Yeah.

NELSON
And Dave Pate took it and said, "No, I'm just gonna follow exactly what the board did. As a complete single panel as that was, I'm just gonna do that." And all you see is a little jiggle in the butt and that's it.

[Chuckling.]

COBB
The music in this sequence is really fun, too. It has kind of a retro...

NELSON
Yeah.

COBB
... kind of kung fu feel.

NELSON
Originally, we had a version of music that was much more traditional. And it just gave the scene a real, sort of...

GUENODEN
Tone.

NELSON
... tonally down. And this is supposed to be a fun conversation where he's trying to assert his point that kung fu is not dead. And I think Hans [Zimmer] was there late one night...

COBB
It was very late, I think.

NELSON
It was very late. We were sitting there, kind of being a little punchy after a while. He said, "I got an idea." And he played this and it was just...

ZIBACH
It was cool.

NELSON
Oh, man. Wasn't this Lauren's cue?

COBB
I think it was, yeah.

NELSON
I think it was Lauren's cue.

COBB
She just really brought this whole kind of fun energy to the scene.

NELSON
Yeah, it's very retro martial arts movie.

ZIBACH
Yeah.

[Scene shows Boss Wolf and two other wolves finding Po and the Five in the jail.]

NELSON
That shot right there with boss wolf is Rodolphe.

[Chuckling.]

ZIBACH
I could tell.

GUENODEN
That was terrific.

ZIBACH
I wasn't even in animation and when I saw this shot in lighting, I was like, "That's Rodolphe."

NELSON
It looks just like him.

[Laughter.]

NELSON
They filmed you doing this.

GUENODEN
Yeah.

NELSON
Helped the animation get that, and it's exactly your facial expression, the way you bob your shoulders. Oh, my goodness.

[Chuckling.]

[Scene shows Po chasing Boss Wolf in rickshaw carts.]

COBB
This is one of the early scenes, one of the early ideas for the big city rickshaw chase, sort of a car chase idea.

NELSON
Yeah, the idea of having a car chase in ancient China with no engines was quite challenging, but made for a cool idea for an action sequence. But we cover, pretty much, half the city.

ZIBACH
Yeah. The city was built for the rickshaw chase, in a lot of respects. We figured out all the technology to create the city, you know, because of this.

NELSON
Yeah, you and Damon would sit there and you plotted out every single block that we could use...

ZIBACH
Yeah.

NELSON
... every eyeline that we were gonna see. It was insanely complicated. And making sure that we had all the elevations to make all these moments work...

ZIBACH
Yeah.

NELSON
I mean, look how vast that city is.

ZIBACH
Yeah, it's huge.

NELSON
It's huge. And that's all practical.

ZIBACH
Yep.

NELSON
That's not matte painting.

ZIBACH
Nope.

NELSON
It's a real city. And that's something we never could've done in the first movie.

ZIBACH
No. And I think for... and it pays off in stereo again, where you really just believe the whole thing. I mean, it all works.

NELSON
Didn't, on the first movie, when Tai Lung and Po is on that firecracker cart, there was like one city block and we could barely get that.

ZIBACH
Yeah. Yeah, the technology's gotten better, computers have gotten fast... You know, just in three years, you know, what happened with the technology allowed us to go crazy, really.

NELSON
Yeah.

[Scene shows Tigress power-punching Po to give him a speed boost.]

NELSON
This is a moment I very much enjoy. I think it's one of those, again, one of those cranky weekend thoughts where I needed to have Tigress hit Po in the butt and create a firestream for the inertia.

ZIBACH
Yeah.

COBB
Yeah, that's great. Like a sonic boom moment there.

NELSON
Yeah, and that beautiful effect from afar of that firestream is amazing.

ZIBACH
Yeah. And the close-up shockwave with the air bending, then refracting, you know, what you're seeing, it just really adds to that moment before they jettison Po down the street.

NELSON
Yeah. Didn't Lawrence have to look at a bunch of shots of planes?

ZIBACH
There was a lot of sonic boom footage we were looking at. That was really fun.

NELSON
Yeah. Just beautiful research gone to a butt-hit.

ZIBACH
Yeah.

[Laughter.]

[Scene shows Po and Boss Wolf thrown through the air above the city.]

GUENODEN
That's Philippe, again, that animated that. Philippe Le Brun.

NELSON
Yeah.

COBB
Yeah, this is a great animation thing here, too. Just...

NELSON
Yeah.

[Scene shows Po slamming Boss Wolf into the ground.]

GUENODEN
I love the timing of that hit, there.

ZIBACH
Yeah. Bang!

[Laughter.]

NELSON
It's like pancake batter hitting a counter. It's like, splat!

ZIBACH
Everybody in the theater always goes, "Ooh!"

[Laughter.]

ZIBACH
Everybody feels that. The timing's perfect.

GUENODEN
For it all be in wide, as well.

NELSON
Yeah.

[Scene shows wolves swarming Po and the Five.]

COBB
There's some great crowd work here with the wolves...

ZIBACH
Yeah.

NELSON
Yeah.

COBB
... the wolf army and the movement of those characters.

NELSON
Again, we never could have had this in the first movie.

ZIBACH
We didn't have anything.

NELSON
This many characters in a shot and you can't tell which ones are crowd and which ones are main.

ZIBACH
Yep.

NELSON
They're all very carefully integrated, and it just gives that sort of threat that they're surrounded.

[Scene shows the wolves chaining up Po and the Five.]

COBB
This was tricky to figure out how to actually lock these guys up because they're all such strange creatures.

ZIBACH
I think I had Jason build, like, four or five different sets of manacles and they were all chained together at one point...

NELSON
Oh, my gosh.

ZIBACH
... and it just got too crazy, so...

NELSON
Wasn't it a case of "If we chain them together, it would be the complexity of an entire battle sequence"?

ZIBACH
Yeah, so that was out.

[Chuckling.]

ZIBACH
Now the gorilla just has a stick with a hook on it and he grabs Po. And then sort of everybody else follows, so they didn't have to be all chained together.

[Scene shows Shen sparring with himself in the tower.]

COBB
This is a beautiful moment to see, really, what that rig is capable of...

NELSON
Yeah.

COBB
... and the cloth and... cloth and feathers working together.

NELSON
The peacock fighting, all that beautiful choreography that you did, it's just so gorgeous.

GUENODEN
Yeah, we had to cut it down a lot, but...

NELSON
Yeah.

GUENODEN
... just to hit more of a story point, but, yeah, it was fun just to make a showcase of his elegance and still, you know, being very fierce and dangerous, but...

NELSON
This was actually a tough call because we actually animated a pass of that sequence before.

ZIBACH
Yeah.

GUENODEN
Mm-hmm.

NELSON
And it was a talking sequence where they were just talking, standing and talking...

ZIBACH
Yeah.

NELSON
... and it didn't feel like it was interesting. You know, it was beautifully animated, but just was not interesting. And it didn't show the issue. It didn't show his fear very well.

COBB
We showed his fear, at one point, by having him practicing in the mirror, seeing how he looked.

ZIBACH
Right.

COBB
And then decided to go with a little bit more action slant on it.

NELSON
Not badass enough.

COBB
Yeah. It wasn't very cool.

[Laughter.]

ZIBACH
It definitely makes it more of a cage. Like he's ready for a fight and he's practicing and it builds that moment when Po is gonna get there.

NELSON
Po's headed into trouble.

ZIBACH
Yeah.

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