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Andrew Stanton (PIXAR) - transcript - Keynote, Screenwriting Expo 5 (2006), Understanding Story: or My Journey of Pain

UPDATE, March 2012:

New TED 2012 Talk by Andrew Stanton, covering much of the same material recorded here.

READABILITY TIP: For easier reading and to prevent eye strain, narrow the width of your browser tab to reflow the text into shorter lines. I recommend a words-per-line count of 12 to 15.

As soon as I found it on Google Video, I knew I would have to transcribe it.

Here is all of Andrew Stanton's keynote from Screenwriting Expo 5 (2006). He named it: "Understanding Story: or My Journey of Pain."

I have not transcribed the Q&A that followed the keynote. Perhaps I will tackle it one day. Not for a while -- this transcription consumed quite a few of my nights, and I'm happy to be done with it. And now that I can look at it from head to toe, I can see it was worth every coffee-fueled keystroke.

With Stanton's experiences and lessons to guide us, we cannot fail to become better storytellers.

Note: Andrew talks FAST, so this transcript is garbled in places. Where the dialogue is mostly clear, I've used what I think he is saying. Where it's mostly garbled I don't try to guess but instead use the placeholder '[garbled]'. I apologize to Andrew if I've made mistakes in transcribing. However, I'm confident nothing has been seriously mangled. I might've misheard some words, but I believe I've retained Andrew's intended meaning in all cases. If you spot any errors, let me know by email and I'll correct them.

At the end of this article you'll find my own summary of Stanton's storytelling advice.

Additional links to explore:

Alright, let's get started.

A tourist is backpacking through the highlands of Scotland, and he stops at a pub where he goes to get a pint of beer, and the only other patron there is an old man nursing a beer at the bar. And they drink in silence for a little bit. Suddenly the old man lifts his head and he goes, "You see this bar? I built this bar with my bare hands. Found the finest wood in the county. Used the carpentry skills you've seen the likes of not like since Jesus Christ our Lord and Saviour. But do they call me McGregor the bar builder? No!"

He puts his head back down. He start to listen again. He points to the window. "You see that stone wall out there? I built that stone wall with my bare hands. Picked every rock, placed it just so, through the rain and the cold, but do they call me McGregor the stone wall builder? No!"

He points at another window. You see the pier on the lake out there? I built that pier with my bare hands, drove the pilings against the tide through the sand, plank by plank, but do they call me McGregor the pier builder? No!"

He looks around. "But you fuck one goat..."

[audience laugher and applause]

Storytelling is joke-telling. It's knowing your ending, your destination, your punchline, and then building the telling of that story so that everything supports a satisfying conclusion.

David Mamet wrote:
"That's all that theatre is: storytelling. Theatre's no different from gossip, from dirty jokes, from what Uncle Max did on his fishing trip. It's just telling stories in that particular way in which one tells stories in theatre. To me, recognising the storytelling dimension of playwriting is the beginning mark of maturity. That's why I embrace it. Nobody in the audience wants to hear a joke without the punchline. Nobody wants to hear how feelingly a guy can tell a joke, but we would like to find out what happened to the farmer's daughter. That's what Ibsen did."
I read this enlightening observation by David Mamet just as I was getting my first opportunity to write a movie, and it's remained probably the most steadfast truism in screenwriting for me today.

Before I get started I need to put all of my story edification in context and explain the environment at Pixar. We're up in Northern California, just below Berkley, just above Oakland. It's a very unique place, and it's a perfect storm of art, science, and studio savvy that's beaten tremendous odds to exist, let alone thrive.


There's no politics. Basically there is -- we're employees. We're hired nine to five, Monday through Friday. So there's no agents, there's no deal making. Similar to the old studio system, we're a bunch of artisans at the top of their craft working under one roof on multiple pictures. There's no studio executives. An artist runs the studio: John Lasseter. The producers and production staff probably have the least power and the artists have the most. It's what I like to say, it's film school without the teachers.

It's a director-driven studio. We don't invest in ideas; we invest in people. We invest in the directors and the ideas they have, the ideas that they are interested in. So we'll back that vision. And we've formed what over time has turned into the term Brains Trust, which is really just the directors that have a story and anybody else we feel has a good creative input on the outcome of our pictures. And we get together and we review each others' work. We review it on a sort of a bi-annual basis of [garbled] production. And basically we will critique it, like being in a writers' room. And you'll sometimes be pretty harsh, but the directors are allowed to take what they want out of that and make the changes the way they see fit. So it's sort of like getting a second opinion from other doctors in a hospital.

Consequently, we only do in-house original ideas, based on the ideas that the directors have, like I said, or are interested in. So our ratios to story development... our stories being developed, being produced have always been one to one. It's not that we develop twelve and then we pick that one idea.

I was describing this on a panel at the Austin Screenwriting Festival with a bunch of screenwriters. In the middle of saying this, one of them -- a screenwriter [garbled] says, "What do you live in, fairyland?"

[audience laughter]

And I go, "Yeah. Yeah, we do." I live in fairyland, and so if you're gonna have questions I'm not gonna have any advice about how to get your script written or how to win and woo an agent or how to navigate the industry. I have no Hollywood survival skills that I [garbled].

[audience laughter and applause]

Pixar's made seven films to date, and I'll be focusing on the first five, mainly because I didn't work on the last two. So I don't have any great personal trench stories from them. The later panels will cover much more.

I have to admit, I'm a bit apprehensive standing up here and talking to you about storytelling. Even though I've spent fourteen years making movies I still feel like I'm just beginning to understand the roles, and I seem to forget them again and learn them again. At Pixar I spend most of my time feeling dumb and inadequate at my job, because I'm surrounded by much smarter and more talented people.

So rather than tell you what we know at Pixar about story, I thought instead I'd take you through the history of what we didn't know, or what I like to sort of call 'My Journey of Pain.'

[audience laughter]

OK, so we're gonna start our journey of pain back in 1992. In '92 --

[audience laughter]

-- there's about twenty-five of us, in all in the group. And all we did was shorts -- CG animated shorts and commercials. And that's pretty much all I thought we were gonna do when I was working with them at the time.

Disney had been trying to woo John for a long time to come back down there and make a movie for them. He loved what he had started creating at Pixar and wanted to keep it going. So he kept refusing, and finally they called and said, "Look, you stay up there and you can use Pixar. Just make us a CG films and you can make whatever you want."


And that's an interesting problem to have. We had a blank canvas with an infinite amount of choices. So, we found ourselves overwhelmed by the simple problem of how to start.

And I -- God -- I mean I fantasized my whole life about making a movie and never really thought it would really -- I'd be a part of anything like that. And it was interesting to suddenly go, I've never really thought too hard about how do you start writing a story and developing something. This is 1992, this is the age of laserdiscs. And I was a big film buff. I'd seen everything David Lean had done, except I'd never seen this movie, Ryan's Daughter. And it finally came out on laserdisc and I was dying to see it.

And there was this one scene. I don't know if it's gonna translate at all to you guys like it did to me. But it's like the clouds parted, and I started to understand how the basics of telling the story on film really worked, like how the strings worked behind things. I'll show you this clip -- we're gonna set it up.

If you haven't seen Ryan's daughter it's basically Rosy Ryan is the main character. Her father Ryan runs a pub. It's 1915 in Ireland. And she's always gotten everything she's ever wanted. She's spoiled; she fell in love with a school teacher, and when she was old enough she married him. And there's this kid she grew up with, sort of the town idiot and a mute. His name's Michael and he's always loved her. And we get to this point where she's still dissatisfied, even when she's got everything she wants, she's married to a school teacher, and she's confessing to the priest about this dissatisfaction. And he says, "Look. Be careful about nursing your wishes because you might get what you're wishing for."

And we cut to the bus stop, on that line, outside of town, and this is the clip...

[clip from Ryan's Daughter]

Suddenly, like John Nash in A Beautiful Mind, I felt like I could see the equations floating up there. The way certain pieces of information were told in a certain way to create interest and enquiry. It was so beautifully simple, but like most great art was deceivingly simple. It's all about audience participation. We actually do want to work for our entertainment, we just -- when we watch movies, we don't want to know that we're doing it.

David Mamet has quoted that directing film, he "put the protagonist in the same position as the audience through the cut, by making the viewer create the idea himself in his own mind." I'll elaborate on this much later in the keynote.


So when I started at Pixar, I was not a writer. I came from animation -- that's what I went to school for. But I'd always had strong opinions about what I wanted to see on the screen. Turns out, that's half the battle of screenwriting. I'd always considered writing such a lofty, erudite profession and felt that I'd never be a writer. Quite honestly, I kinda still believe that.

What enabled me to enter this craft was the realisation that screenwriting is not writing. A screenplay is not something to be held up and read as a finished piece, and it's not the end result of a creative endeavour. It's the beginning. It's an intermediary form. It's a means of documenting cinematic storytelling, of transcribing the movie that you picture in your heads -- what I would call 'cinematic dictation.'

I understand I'm probably underselling the art form by calling it that, but that utilitarian phrase helps free me up from my insecurities I still have about writing, sort of demystifies the process. It gives me the courage to face the job at hand everyday. So I use it.

So with blind eagerness and optimism, we had our blank [garbled] canvas. We set up [garbled] idea for our first movie. Now if you should ever find yourself in this situation I'd highly recommend that you write what you know. And if you don't know anything then research what interests you and know what you write.

Well, we completely lucked out with our first story. John Lasseter picked a subject matter that we were already authorities on: toys in our childhood [garbled] animated role and arrested development, always talking about our toys, always talking about our comic books, Saturday morning cartoons we grew up on. Very easy. Also, he felt that he'd just scratched the surface of the hidden toy world in his short Tin Toy from 1988.

Thus, Toy Story was born. Now, looking back on Toy Story, we had such impossible odds to overcome it should not have worked. But like engineers at NASA, put the man on the moon, do it, we were just too dumb and stupid to know you can't do it.

So we'd never written a movie before, but we came in with strong opinions about what we didn't like in animation at the time, and we felt vehemently that you could build a better movie. You gotta remember this was 1992, you've got Little Mermaid, Beauty and the Beast, Aladdin. Everybody out there in the industry and outside thought THAT is what an animated movie is. That's exactly [garbled] What is an animated movie? THAT is what it is. And we didn't feel like [garbled] something much broader than that.

So when we first pitched this movie idea to Tom Hanks, the first thing he said was, "You don't want me to sing, do you?"

[audience laughter]

And that really summed up our attitude too. We had no clout back then, so we had to keep our rebellious impulses private. And we made this list for ourselves. And it was: no songs; no "I want" moment; no happy village; no love story; and no villain. The funny story is that later on in the development of the story it was going really bad, and it was not good. And we were all scratching our heads as to what we did wrong. And Disney on their own asked one of the people on their side to sort of watch and give some comments, and it was a famous lyricist who I shouldn't mention, but his name rhymes with Jim Rice...

[audience laughter]

And he sent a fax that -- these were the things he actually suggested: 'there should be a song'

In a weird way, even though we were really having a hard time, he really boosted our confidence [garbled]. But even with these guidelines, we stumbled into one of the biggest pits that we fall into in almost all the movies, which is liking your main character. This has gotta be the most illusive lesson of all. And we seem to have to relearn it on every movie we make.

Liking your main character doesn't mean they have to be a nice person. This is a common mistake, and if you do it you end up with Clark Kent who's boring instead of Superman. But we made the opposite mistake with Woody, believe it or not.


Woody was a character who -- we knew his arc. We knew he went from selfish to being selfless. But we took that literally. This was how sort of naive we were. And we made Woody selfish in the beginning. And this is what you get:

[clip from Toy Story (test scene?)]

Not nice. We learned very quickly, that's not the way to do this, even though we need him to be selfish. We learned that 'like' means 'empathize'. You must understand them. People are more complicated and layered than one particular trait. We had to figure out how to put that selfishness deeper.

And the answer was: selfishness disguised as selflessness. So we made him a benevolent leader that really did want to do everything right, but it was conditional. And the minute that his job was threatened then a selfishness started to rise that maybe even he didn't know about. It was a big lesson.

Our next obstacle was understanding opposing goals, or as some books and terminology call it 'unity of opposites': directly opposing desires between two people in a relationship. It's all about conflict, right? It's not about getting [garbled]. And we needed strong ones that would allow compromise.

In the early years of Toy Story we didn't understand this, so we just made Woody and Buzz yell at each other, and we thought if they were funny enough you'd keep listening. And you didn't. And after a while it got really annoying, you got a headache.

So, I remember that we knew Woody's goal -- we were never unclear about that. He wanted to get Andy back, and he wanted to restore the toy world order the way it was. But Buzz eluded us for a long time. And I remember going back home for Christmas back east with my parents, and I was so frustrated at not being able to solve this. I suddenly got a call from John Lasseter and Joe Ranft, Head of Story on that.

And they pitched me this possible goal for Buzz that directly opposed Woody. And this is what we got ...

[Toy Story clip]
Sheriff, this is no time to panic.

This is the perfect time to panic! I'm lost! Andy is gone! They're gonna move from their house in two days, and it's all your fault!

My-- My fault? If you hadn't pushed me out of the window in the first place--

Oh, yeah? Well, if you hadn't shown up in your stupid little cardboard spaceship... and taken away everything that was important to me--

Don't talk to me about importance. Because of you, the security of this entire universe is in jeopardy!

WHAT? What are you talking about?

Right now, poised at the edge of the galaxy, Emperor Zurg has been secretly building a weapon with the destructive capacity to annihilate an entire planet! I alone have information that reveals this weapon's only weakness. And you, my friend, are responsible for delaying my rendezvous with Star Command!

YOU... ARE... A... TOY! You aren't the real Buzz Lightyear! You're an action figure! You are a child's plaything!

You are a sad, strange little man...
[end clip]

Suddenly, each character had a clear goal that directly opposed the other. Now, one thing I want to clarify up front about writing, at least as I understand it, is that writing is rewriting. And I can't speak for other writers, but for me, what I've learned after working on six pictures now, is that I never get it right the first time, the second, or the third. Somewhere around the tenth or eleventh I seem to get it right. So I write early and often.

My personal motto is: be wrong as fast as you can. So the lesser in talent you are, the greater in tenacity you must be to persevere.

So we all started to understand how the big pieces were working in making a movie with Toy Story on some of this stuff. The next level, the scenes themselves, were the next story obstacle.

The hardest scene we had, the hardest knot to untie, was a scene that we always called 'under the crate,' or 'the night before the execution.' This was the scene that was supposed to get to the core of Woody, to the point of the movie.

But so far, we had gone on intuition, with the truth of the moment of an old toy being replaced by a new one. And we just really hadn't done our homework yet. We really hadn't thought of the punchline for our joke. So trying to figure out Woody in that scene brought us to yelling at each other for hours in my office. And I just couldn't write a single line of dialogue until we truly understood what made Woody tick.

It was a long and arduous meeting. And finally when we cracked it, it was this massive epiphany for me. The end result was so satisfying for me and infectious, it really sealed my faith that, as hard as it was, this was definitely what I wanted to do with my life: write stories and create characters.


So, when you watch this scene which you all know, pay attention to how this scene is structured. In the beginning, Woody for very selfish reasons is trying to build up Buzz so that he can get out of the crate. But in doing so, he ends up breaking himself down, and winds up exposing the core of his own problem, which is his lack of self worth. Woody inadvertently plays therapist on the set...

[clip from Toy Story]
Psst! Psst! Hey, Buzz! Hey. Get over here and see if you can get this tool box off me... Oh, come on, Buzz, I-- Buzz, I can't do this without you. I need your help.

I can't help. I can't help anyone.

Why, sure you can, Buzz. You can get me out of here. And then I'll get that rocket off you and we'll make a break for Andy's house.

Andy's house, Sid's house. What's the difference?

Oh, Buzz, you've had a big fall. You must not be thinking clearly.

No, Woody, for the first time I am thinking clearly. You were right all along. I'm not a Space Ranger. I'm just a toy. A stupid little insignificant toy.

Whoa. Hey. Wait a minute. Being a toy is a lot better than being a, a Space Ranger.

Yeah, right.

No, it is. Look, over in that house is a kid who thinks you are the greatest, and it's not because you're a Space Ranger, pal. It's because you're a toy. You are his toy.

But why would Andy want me?

Why would Andy want you? Look at you! You're a Buzz Lightyear! Any other toy would give up his moving parts just to be you. You've got wings! You glow in the dark! You talk! Your helmet does that-- that-- that "whoosh" thing. You are a cool toy. As a matter of fact, you're too cool. I mean-- I mean, what chance does a toy like me have against a Buzz Lightyear action figure? All I can do is... "There's a snake in my boots!" Why would Andy ever want to play with me when he's got you? I'm the one that should be strapped to that rocket.
[end clip; 23.34]

You often hear the term --

[audience applause]

You often hear the term 'You should have something to say in a story' but that doesn't always mean a message. It means truth, some value that you yourself as a storyteller believe in, and then through the course of the story be able to debate that truth. Try to prove it wrong. Test it to its limits. This is the stuff I really geek out on. I call this 'story physics.'

In that scene we just played, Woody finally earns his coveted place as Andy's favourite in the eyes of the audience because he admitted the truth about how and why Buzz is more deserving of that role. I find that such a great ironic equation. It's like the adage, if you wanna buy that car you have to be willing to walk away -- if you love something you gotta set it free and see if it comes back to you.

Pixar received an Academy Award nomination for that Toy Story script. It was our first script, and it's the first animated movie ever to be nominated in that category, so you'd think we'd be a little confident after that.

But you'd be wrong. Because our second course in humility was just being served.

A Bug's Life was for me probably the most difficult story to tame and get working correctly. Why? Well, hindsight is 20-20. And looking back, I've come to understand a crucial factor that at least for me I need when I'm writing a story. And at some point in your tumultuous journey in screenwriting you need to uncover your key image.

And what I mean by that is, your touchstone. This is not a rule; this is just me. But -- and it could come from anywhere. But something that epitomizes the emotional core of your story. It reminds you what it's about, of the value trying to be expressed. It keeps you on track.

For Toy Story it was the simple imagery of an old favourite toy on the bed, being knocked off and replaced by a brand new favourite toy, all the jealousy and insecurities that would naturally be stirred up by that [garbled] evoked.

And Toy Story 2 was Woody at the crossroads of his toy existence, looking down that ventilation shaft that elicited the fear and anxiety of facing death.

For Monsters Incorporated it was the simple image of a giant furry paw holding the tiny hand of a little girl. It was an actual sketch. I couldn't find it so I used this clip. It conjured up the childhood issues of overcoming your fears and the trials of an adult adjusting to parenthood.

For Finding Nemo it was the discovery of a sole surviving fish egg in the sand. It represented the moment your child is born and you hold it and you're barraged with a sea of overwhelming conflicting emotions: love, sadness, joy, but most of all, fear.

And A Bug's Life had no key image.

[audience laughter]

[garbled] I tell you, without that emotional key image it was always a tremendous chore to figure out our course and to stay on it. You were always attacking things from your head and not your heart. You were always finding yourself confused and asking, "Why is this moment here? Why is my character doing this?" You had nothing to reset yourself and put you back in the centre and look at it from an emotional point of view.

Our next big pitfall on the film was, we had the wrong guy. The main character of the film, you know, was Flick. He was an industrious member of the ant colony. But we originally had a character called Red. He was a red Ant. He was the ringmaster of a pathetic unemployed circus bug troupe. And the big difference was that it was Red who convinced his troupe to pose as warriors to gain food and shelter for their own gain.

And our problem was that no matter how charming and charismatic we made Red, you couldn't ignore that he was a liar, and therefore kinda unlikeable. And no scenario was strong enough to convince the audience that Red would stay in place the minute the stakes got raised and it was a life-and-death situation. [garbled] put the lives of the entire ant colony in jeopardy. It was tough.

So then one day I had an eleventh-hour idea. I wrote a memo to the story crew. I said, "What if the main character was one of the lowly slave ants assigned to finding warrior bugs that made an honest mistake." Suddenly there was tension, real consequences. This was his family he put in jeopardy, something he was organically handcuffed to. He couldn't just walk away from the problem like Red could. This character would have to face his mistakes.

The other thing that can -- I picked this movie to talk about -- that can affect your writing, particularly your rewriting when you're already starting to cast... is casting. It's not about the marquee value. It's about voice quality and acting, for us. I know we can get famous actors on our films but that's not why we picked them.

Everybody knows the term, "The camera loves them." Well, we like to use the term, "The microphone loves them." There are some voices out there that just makes you want to animate to them. And it's not necessarily an A-level actor. Sometimes it's not even an actor; it's somebody in our own building. And that's what you're looking for is that voice that has that kind of appeal, just like that face that you have to shoot.


So we do what I guess you could kinda call private casting calls. We'll take an audio clip from an existing movie and then we'll take maybe a character model that we're developing and we'll animate to it. And we'll put it to that audio to see how it feels. Sort of do a little casting call. And I want to give you an example of how you go through a lot of different personalities and it would definitely dictate how you would go with their dialogue.

So, one of the people we were considering was Al Pacino...

[clip animated to Pacino from the movie Glengarry Glen Ross]
You, Williamson. I'm talking to you, shithead. You just cost me six... thousand... dollars. Where did you learn your trade, you idiot? What you're hired for is to help us, not to fuck us up!
[end clip; audience laughter and applause]

The other person we were considering was Alec Baldwin...

[clip animated to Baldwin from the movie Heaven's Prisoners]
My wife had to be buried in a closed casket. I want you to think about that for a minute. Now, I'm gonna find those two men, and when I do, I'm gonna squeeze them extra hard, and if your name comes outta either one of their mouths, I'll be back here to feed your sorry fuckin' ass to the shrimp.
[end clip; audience laughter and applause]

Then we tried Kevin Spacey, and that really clicked with us, because it wasn't just being mean and intimidating. It was a unique slant on it. It was -- he's a master of condescension. And that suddenly gave us an angle that made it special, that made it different from the other villains. And this is a clip from the actual movie. I don't think we ever did a voice [garbled]...

[clip from A Bug's Life]
So, where is it...? Where's my FOOD!

Isn't it up there?


The food was in a leaf sitting on the--

Excuse me?

Are you sure it's not out there?

Are you saying I'm stupid? Do I look... stupid... to you? Let's just think about the logic, shall we? Let's just think about it for a second. If it was up there, would I be coming down here, to your level, looking for it?
[end clip]

So it actually affects the rewriting. For as much as we all had Hopper lines, we rewrote them all to match that kind of condescending tone.

One little bit of trivia. A lot of people don't know that the original person we tried to get for Buzz Lightyear was Billy Crystal...

[clip animated to Billy Crystal in When Harry Met Sally]
Right now everything is great, everyone is happy, everyone is in love. But you got to know, one day, believe it or not, you'll go fifteen rounds over who's going to get this coffee table. This stupid, wagon wheel, Roy Rogers garage sale coffee table!

I thought you liked it.

[end clip; audience laughter; 31:50]

[garbled] So then our journey of pain continued on with Toy Story 2.

We had major reservations on this movie. Some of us were even adamantly against it. Why? Well, because history had shown that most sequels were either inferior to the first film or just sucked. There were only two sequels at the time that we felt were as good or better than the original. And that was Godfather 2 and The Empire Strikes Back.

Now, I know, I know: Aliens, Road Warrior, Terminator 2. But they're still -- even if you list the other ones that are probably better, it's a small club to join. And artistically, this was all we were willing to consider. We wanted to make sure that it felt as worthy as those two with sequels.

Now, I need to give you a little backstory on the soap opera that preceded any writing involvement that I had on the picture. We had what I'll call the A-team that made Toy Story and went on to make A Bug's Life. But we didn't have the manpower to make Toy Story 2 simultaneously. So got another building. We hired a B-team, and we started making Toy Story 2. We were in separate buildings and never looked at each other.

And when we finally finished A Bug's Life, and we had about ten months out before Toy Story 2 was supposed to be released. And we went over and we looked at what they had to do. And it was not working.

All our films don't work, but at this point we had run out of time and it was still really not working. And we had to make a real crucial decision at this point: do we just scrap it, or do we start over? And we only had ten months left. Usually these things take two-and-a-half, three years to produce.

And so we just all held hands, and we disassembled the B-team, we combined it with the A-team, and we went off to make Toy Story 2 in about eight to nine months.

Now, up to this point in our short history of writing screenplays, just to give you context... Toy Story took about 36 months to write and finally get it right, like all the passes, all the rewrites, blah blah blah. A Bug's Life: about 38. Toy Story 2: three months.

[audience laughter]

Now, how were we able to rewrite 75% of the picture in three months? Well, we were able to do that -- and I only kinda saw this in hindsight, because we were working too fast to think about it at the time -- was... the characters were already known. This is one of the biggest insights for me: that's where most of your time is spent. For as much as you need to be rewriting plot again and again, it's all in the means to try to figure out who your characters are, how they see the world, how they make decisions, how they react to things.

And you can't do that separately from the plot. Sometimes you have to rewrite the plot again and again until you find these character insights.

There were three preconceived key structural changes. What I mean by that, it's a fancy quick term to say, we had been peeking over the fence and looking in there and we were all griping on our side at the B-team going, "Oh, they should have done this, they should have done that." But there were a couple of ideas that actually worked, I think were pretty good, that we did apply the minute we got the chance. And they were the opening, adding an evil Buzz, and figuring out Woody's decision: that moment at the vent when he looks down and... that key image, that emotional core.

And then the last was... most of those three months were actually spent on the three characters that were new, that we didn't know, which were the Roundup Gang.

The Roundup Gang -- the key in making the Roundup Gang was making them represent all aspects of not being played with. So each of them had a role. You had Jessie, who was -- we liked to say was a bipolar Elly May. That was Joe Ranft -- he sort of caught that in a perfect... right on the nose. She shared Woody's past. But she was very afraid. She'd had sort of a bad consequences with that.

The Prospector was a kind and wise uncle on the outside, but he'd never ever been touched, played with [garbled] kept him in the box. So inside he was bitter an vengeful.

And Bullseye was sort of the pet, the child. He was the innocent, still eager to please [garbled]. He was the swing vote.

So once we had each of their POVs figured out, writing the scene to introduce them actually was fun. Realise, it's really all about character...

[clip from Toy Story 2]

I feel like I could talk the rest of the keynote just on the subject of character, because it fascinates me so much. And it intimidates me tremendously. You're basically giving birth to the illusion of a real person and all their complexities. When I'm having trouble with a character, often I'll find myself going over to the shelf with all my books, and I'll refer to this book: it's called the Spoon River Anthology by Edgar Lee Masters. I know it's kind of obtuse, but it's actually a book that every page a fictional epitaph of somebody that died in that town. And you get their POV of how they lived, or the private life they had that nobody knew about.

And it just reminds me that there's an infinite amount of stories lurking around every person. There's a quote that Fred Rogers -- Mr Rogers -- would carry around in his wallet, and it would say, "There isn't anyone you couldn't love once you've heard their story." And it's really true. They're all sitting around you; you just have to find them and draw them out.


Another piece of literature that -- this is gonna seem weird -- gets me out of my funk is a passage from a novel. It's from American Pastoral by Philip Roth. And the main character has this speech about meeting people. And I was gonna read this passage. He said:
"You fight your superficiality, your shallowness, so as to try to come at people without unreal expectations, without an overload of bias or hope or arrogance, as untank like as you can be, sans cannon and machine guns and steel plating half a foot thick; you come at them unmenacingly on your own ten toes instead of tearing up the turf with your caterpillar treads, take them on with an open mind, as equals, man to man, as we used to say, and yet you never fail to get them wrong. You might as well have the brain of a tank. You get them wrong before you meet them, while you're anticipating meeting them; you get them wrong while you're with them; and then you go home to tell somebody else about the meeting and you get them all wrong. Again. Since the same generally goes for them with you, the whole thing is really a dazzling illusion empty of all perception, an astonishing farce of misperception. And yet what are we to do about this terribly significant business of other people, which gets bled of the significance we think it has and takes on instead a significance that is ludicrous, so ill-equipped are we all to understand one another's interior workings and invisible aims? ... The fact remains that getting people right is not what living is all about anyway. It's getting them wrong that is living, getting them wrong and wrong and wrong and then, on careful reconsideration, getting them wrong again. That's how we know we're alive: we're wrong. Maybe the best thing would be to forget being right or wrong about people and just go along for the ride. But if you can do that -- well, lucky you."
[audience laughter and applause]

I mean, isn't storytelling meeting people? I mean, the story starts, we make our first impression of the characters we meet and then proceed further into the story to discover if we guessed correctly, hoping both that we'll be right in our assumptions but also that there'll be more to them than meets the eye, that somehow these characters will surprise us and force us to reassess our impressions of them in the end.

So, after all that experience on Toy Story 2, even more pain awaited us on Monsters Incorporated. Now you'd think we'd remember lessons we've learned on earlier projects, but somehow every new story seems to camouflage all of its problems in completely new ways.

Now, remember how I mentioned on the research early on: know what you write. Another way to put this is: know your world. The more you know, the more believable your story can be. Now in all previous films, research was possible: Toy Story, you could go to toy stores, we can talk about our childhood, we could go back to our attics and find some of our stuff; A Bug's Life, you could get down in the grass, you could talk to entomologists; Toy Story 2, you could talk to collectors, you could go to store chains and look at the aisles.

But how do you research a made-up world? You can't really. That's the rub with fantasy pictures. Fantasies should equal rules. For me, magic isn't a five-letter word, it's a four-letter word. I'm not a big fan of magic, and I like to use it as sparingly as possible. Movies are all about caring and worrying. And why should I care and worry about what's going to happen next if anything is possible at any time?

Alexander Mackendrick, the filmmaker, had a great quote that: "Drama is anticipation mingled with uncertainty." But you can't set somebody up for anticipation and mingle it with uncertainty unless you know the parameters that your in. Life is one big biosphere of cause and effect. You need to give us all the rules so we can know what that cause and effect is.

Having said that, you know, you can have as fantastical a story as you want. You can take tremendous licence. There's a Grimm's fairytale that literally starts out: There once was a bird and a mouse and a sausage that lived in a house together. And you go, "Okay... Go on..."

[audience laughter]

You're willing to believe that a fowl and a food product can cohabitate [garbled]. And that's fine, but you have to stay consistent with those rules after that.

You remember our key image in the first few years of writing on Monsters Incorporated, they always had this emotional touchstone at the centre of their story. Which was great, but we still could not get the film to work right, at the beginning, like the major structure of it. And it wasn't until we added this: Scream, their child produced fossil fuel. Now the story began to have momentum, consequence, and tension. It didn't directly create these elements, but it corralled everything emotional and gave it parameters to work within.

It was a logical resource of their world; it dictated how their cities were built, how their jobs were performed, why a monster would become power hungry and greedy, and how a monster could accidentally be insensitive to a child being scared.

The next big mistake was the glasses. With an early version of Scully, he was a former scarer who had an industrial accident. He had been trapped in a bedroom and actually witnessed the aftermath of one of his scares and saw how a child cries and the parents had to take care of him. And then he never wanted to scare again, and he was embarrassed about that. So he made up an excuse that he was exposed for too long to a toxic child and nearly blinded. And the glasses were a front and a metaphor for his fear of scaring children.


Well, it was just too complicated, like it was me trying to explain to you right now. And the idea was really -- it was generated from a misguided belief and a fear that we thought nobody's going to like a main character that scares kids. And that's really where that idea was born from. But we realised it was just taking us away from this kid/monster relationship too much -- it was too much sacrifice going on.

So we found a new way to make Scully's scaring children acceptable to the audience: we never showed him doing it. We would show him go behind the door, you'd hear a roar, come back out. And we never showed it until the one time we wanted it to be distasteful. So, it's amazing when you put yourself in a corner what you'll come up with.

Ok. By this time, I find myself starting to use this metaphor all the time, that still holds true for me, at least. I've come to believe that a perfect metaphor for creating stories is an archaeological dig: You pick a site where you believe your story is buried, and you dig. And you uncover a few bones. And from those few artefacts you extrapolate what kind of story you've uncovered. But then you find a couple other bones, and you're forced to rethink what you have. And you hopefully have the guts to throw out all your previous work and recognise the truth of what you actually have. And if you keep digging hard enough, at some point the story tells you what it wants to be.

So, we're going to go on to my most personal story wounds, which is Finding Nemo. This is the first time I had to write outside of the same gang of guys that I'd always worked with. And it was a little scary. I had read somewhere that all creative endeavours are exercises in closing the gap between intention and effect. And I knew I'd have to have strong intentions to survive going out on my own without the gang.

So I chose a very, very personal subject that I had deep feelings about, and ironically it filled the gap between intention and effect of fatherhood: I had issues with my Dad, and worried about creating issues with my son.

Many journalists have asked me the question: Would Nemo have worked as well in 2D? And my response is always: I can't answer that. I thought of Nemo because of the medium. Without my knowledge of 3D it would have never been born. Any good storyteller is gonna make sure that their story and the medium they choose to tell it in complement one another.

For Nemo, it was paramount for me that we pay closer attention to reality than ever before. I read this quote recently in an article, [garbled] interpretive and not realistic. And I really agree with it. There's something about animation because it's based in exaggeration and caricature that compels us to tell stories that are a little larger than [garbled]. Having said that, there are many shades to work in when creating a heightened reality.


For Nemo I knew we had to play closer to the reality side than ever before. So for me, the water had to be as believable as possible. Like this video of water. But we then hit a big -- oh, I'm sorry, that's our computer-created water. This is the actual footage we [garbled] reference.

So you can see, in doing our research and development for Nemo we came across a problem that we'd never encountered before: We made water that looked so real, we knew nobody would believe we'd done it. So we had to pull back, and make it ever so caricatured, or what we like to call 'hyper-realistic.' And why are we striving for realism with water? What does this have to do with storytelling?

Well, even though these were talking fish with eyeballs swimming around, I felt the physics had to be absolutely accurate for the story to succeed. There would be very little drama if you didn't believe that the ocean and all the perils that are associated with it truly existed.

Like Toy Story, there's no villain. And in Finding Nemo there's no villain. Sid and Darla are obstacles. There are no personal agendas of theirs to thwart the goals of our main characters. They're just doing their daily routines and getting in the way. The ocean is the antagonist of Nemo, and the representation of life and all its fears, the very thing Marlin has to battle to overcome to emotionally connect with his son again, not just physically.

I'm also on a mini crusade beseeching all of you to just say no to flashbacks. Finding Nemo originally had flashbacks throughout. And I had read in every book and all the lectures, "Don't ever do flashbacks." I said, "Yeah yeah yeah, but I'll be different."

And the opening tragedy that -- you know, at the beginning of the film, wasn't there. It wasn't told up front, originally. It was doled out in pieces throughout the story. We had one little flashback at the very beginning, which was Marlin's first view of his wife Coral before they married. And we see how they met. Then, a little later into Act One, we had the second one where the happy newlyweds are moving into their new anemone home and watching their view of the moon from above. And later into Act Two they were watching a nervous father try to be -- try to help Coral moments before she's going to give birth to the eggs.

A little deeper into Act Two, then we go to hundreds of fish eggs quivering in their sleep in a cosy grotto as their proud parents watch them dream. And then we get into Act Three and there's the attack by the barracuda that takes Marlin's family and leaves only Nemo.

And the last revealing flashback was played out during the fishing net sequence at the end, and we intercut between the net going down and this tragic thing happening. And it was cool. It was very cinematic and it was an interesting way to watch the film.

One of the unfortunate by-products was that you didn't like Marlin. You never related to his overprotective, fearful nature at the beginning of the movie because you didn't understand where it came from, because you didn't know that information until the very end of the movie.

So finally, after years of badgering, my peers finally convinced me to condense the story -- the backstory -- to just the day of the tragedy and tell the beginning at the beginning. And BOOM! You suddenly cared about Marlin. I didn't have to change any lines, I didn't have to change any readings. He suddenly wasn't annoying any more. He was somebody you empathized with -- it's back to the same problem we had with how do you like your main character on Toy Story. D'uh.

So, another interesting element of story on Nemo was music. Nemo was in constant in threat of becoming an ABC after-school special. And that's because the issue of the father and son was so direct it could easily have become sappy and treacly. And one crucial element that always managed to always anchor it was music. It helped anchor the integrity of the film.


And not just music but music as a character. I had the composer Thomas Newman in mind from the very conception of this film. I knew that his music would be so important, it would have to practically be considered one of the movie's main characters: one of the legs of the table. For me, Tom's music was, I would say, the keeper of the emotional truth.

Music's not just special to Nemo; it's one of the most powerful tools in any filmmaker's toolbox and shouldn't be only considered at the end of production. I'm kind of a geek in this sense. I have to have music playing when I write. I even make fake soundtracks of what I think the end result will be, just so that I can sort of project myself to what I'm seeing in my head and I can dictate that cinema in my head.

It was even referenced directly in the script at times. So to show you how effective it can be at directing your emotional focus, I'm gonna play you a clip from Nemo without the score first...

[clip from Nemo, first without music track then with music]
Nemo! Where's Nemo? I gotta speak with him.

What? What is it?

Your dad's been fighting the entire ocean looking for you.

My father? Really?

Oh yeah. He's travelled hundreds of miles. He's been battling sharks and jellyfish and all sorts of--

Sharks? That can't be him.

Are you sure? What was his name? Some sort of sport fish or something: tuna, uh, trout --


That's it! Marlin! The little clownfish from the reef.

It's my dad! He took on a shark!

I heard he took on three.


Three sharks!?

That's gotta be forty eight hundred teeth!

You see, kid, after you were taken by diver Dan over there, your dad followed the boat you were on like a maniac.


He's swimming and he's swimming and he's giving it all he's got and then three gigantic sharks capture him and he blows them up! And then dives thousands of feet and gets chased by a monster with huge teeth! He ties this demon to a rock and what does he get for a reward? He gets to battle an entire jellyfish forest! And now he's riding with a bunch of sea turtles on the East Australian Current and the word is he's headed this way right now, to Sydney!

Wow! Ha ha ha!

Oh, what a good daddy!

He was lookin' for you after all, Sharkbait.
[end clips; audience applause]

Now you remember earlier in the keynote I said I'd elaborate more on audience participation and their unconscious desire to work for their entertainment. Well in Nemo, one of my co-writers, Bob Peterson and I, would analyse this issue at great lengths. We ended up with what we like to call 'The unifying theory of two plus two.' And what I mean is that good storytelling never gives you four, it gives you two plus two.

If you construct your story correctly it compels the audience to conclude the answer is four. This works for every aspect of filmmaking down to a molecular level. Most obviously it works with editing -- of course you know the Eisenstein where they show the face, then they show the food, then they show the same face, and they show the woman, and you interpret that either as lust or as hunger.

But it also works in doling out plot lines, just like we saw in the Ryan's Daughter clip. It works with dialogue, where you don't say what you actually mean. It works with relationships: how to get something, because your adding what somebody says with somebody else.

There's a great comedy sketch by Mike Nichols and Elaine May. I'm just gonna play the very beginning of it. But... it's just amazing how two plus two works so economically and so quick...

Hello, Arthur? This is your mother... Do you remember me?
[audience laughter]

And whenever Bob and I are trying to introduce characters, we always wanted to do it as smart and economical as that skit. We'd always say, "It need to have that 'It's your mother, remember me' get-ability. You just right away got it like doing two plus two.

There's a great quote about this very subject.
"I think that for a movie or a play to say anything really truthful about life, it has to do so very obliquely, so as to avoid all pat conclusions and neatly tied-up ideas. The point of view it is conveying has to be completely entwined with a sense of life as it is, and has to be got across through a subtle injection into the audience's consciousness. Ideas which are valid and truthful are so multi-faceted that they don't yield themselves to frontal assault. The ideas have to be discovered by the audience, and their thrill in making the discovery makes those ideas all the more powerful. You use the audience's thrill of surprise and discovery to reinforce your ideas, rather than reinforce them artificially through plot points or phony drama or phony stage dynamics put in to power them across." -- Stanley Kubrick, 1960.
In other words, don't let the strings show. Movie-making is all about manipulation, but it's only truly successful if your audience has no idea that you were manipulating. Always try to work with two plus two.

So, I'm gonna slowly wrap up here. All of us at Pixar have learned quite a bit making these movies, but even moreso about ourselves as a studio. And even though we've never sat down and made any sort of mission statement, there are certain philosophies that we've come to adhere to over the years.

One is: Tough for kids. We need to make these movies for us. We don't second guess who our audience is or what they want. What I always say is that we're filmgoers first and filmmakers second. It's better that you're in touch with the audience part of yourself than the filmmaker part of yourself. The only consideration that we make is we don't exclude five-year-olds as studio executives.

The other thing is: no formulas. Sort of the same thing in Toy Story, we sort of wanted to break the mold. We don't want to make the same thing twice. If we were to be starting to make a movie today, I'd say, well, I don't want to make anything with wise-cracking wildlife creatures crammed with A-list actor voice casting, because it's already an anachronism this year.

So, when you have a formula appearing, don't do it, stop. Everyone keeps defining the frosting and then replicating it to death, and no one seems to be trying to get the recipe to the cake. Brad Bird has a great saying, which is: "Animation is a medium, not a genre." And it's true. We're making movies, and we work hard at making them as original as we can from the last one. Yes, audiences want to enjoy themselves as much as they did on the last film, but they want to get there in a new way every time.

The Catch-22 always in entertainment is that the audiences want the same success but different. And the only way you can do that is to be original, and the only way to be original is to dare to be stupid. And that's only possible if you're in some sort of creatively safe environment where you're willing to take risks.

Look, the truth is that at Pixar we're not that good at getting it right. But we're really good at banding together and fixing our mistakes. And invariably we discover something fresh for having had the guts to go and do something really stupid and make that mistake.

Tenting all of this is probably the only mantra I've ever heard said by everybody from the top down throughout my sixteen years, which is: just make good movies. This is always practically the ultimate solution to any of the problems: what is best for the movie. Not what's best for me, not what's best for you, what's best for the studio, what's best for my career. If you do what is best for the movie then you will make a better movie, and then everybody benefits. It's easy to follow, hard to do.

Finally, I want to end on a quote by Walt Disney.
"Fun and wonder are the important elements, in addition to quality in production and performance, which are most responsible for the success of Disney productions. Fun in the sense of cheerful reaction: the appeal to love of laughter. Wonder in that we appeal to constant wonder in men's minds, which is stimulated by the imagination."
This is the element of that quote that is the most overlooked and the least understood by those trying to succeed with animation. I don't mean financially; I mean artistically. If you don't have a natural love for this medium, and a burning desire to further the art form, then even a good story's going to end up being hollow.

So, I want to thank you for joining me on my 'journey of pain.'

[sound effect of heart monitor flatlining...]

[59:26; extended audience applause]

[59:54; Q&A commences]


My summary of Stanton's key points on storycrafting:
  • Storytelling is knowing your ending and then building the story towards that satisfying conclusion, like how a joke builds towards the punchline.
  • The audience must like (empathize with) the main character, but this does not mean the main character must be a nice person.
  • Opposing Goals, or 'unity of opposites': Set up directly opposing desires between the main characters (protag/antag).
  • Be wrong as fast as you can, and persevere through the storycrafting process: writing is rewriting.
  • Story Physics: Find the truth in your story and debate it, try to prove it wrong.
  • Find your Key Image: the touchstone that epitomizes the emotional core of your story and keeps you on track.
  • Ensure there are powerful reasons why the Protagonist cannot simply walk away from the Problem.
  • The audience wants to know that they were right in their assumptions about the characters, but also they want to be surprised. They want to discover there is more than meets the eye.
  • Stories are about caring and worrying about the characters. The story world must follow it's own rules -- if anything can happen at any time then the audience has no reason to care or worry.
  • Story is anticipation mingled with uncertainty.
  • The Unifying Theory of Two Plus Two: Don't give the audience the answer; give the audience the pieces and compel them to conclude the answer. Audiences have an unconscious desire to work for their entertainment. They are rewarded with a sense of thrill and delight when they find the answers themselves.
  • Appeal to the audience's sense of fun and wonder: fun in laughter and a cheerful reaction; wonder in the stimulation of the audience's imagination.


  1. Thanks for posting that, incredible stuff all the way.

  2. Wonderful. Thanks.

  3. My pleasure, folks.

    I'd love to see the voice test scenes they showed during the keynote. Here's hoping they turn up on Youtube one day so I can link them in the article instead of having a transcription.

  4. Some help with the transscription: the pixar list: no songs; no "I want"-moment; no happy village...

    "I want": the musical number at the beginning of every disney movie where the protagonist sings about his goal in this story.

    Cheers, Ben

  5. Thanks, Ben. I've added your "I want" clarification.

    I never thought about it before, but now that you (and Andrew Stanton) point it out for me, it seems obvious -- the "I want" thing. Little Mermaid comes immediately to mind...

    I wanna be where the people are
    I wanna see, wanna see 'em dancin'
    walkin' around on those
    Whaddya call 'em? Oh, feet

  6. Thanks for writing this up. It was a great read.

  7. DP/30 - Andrew Stanton
    on Google Video

    "David Poland sits down for a chat with the co-writer and director of Wall-E and Finding Nemo, Andrew Stanton."

  8. Thanks for this. I had heard it on UT, but I like better to read it - gives time to think and reflect.

    Much of the stuff resonates with my experience. Liked very much his archaeology metaphor. As a coincidence I'm at the moment working as a script consultant for some archaeologists who are trying to write an animated short to dramatize and communicate their findings - and I'm trying to make them understand the process. This will come in handy.

    The main news for me in this talk was that they don't develop a bunch of ideas and cherry-pick the best. Interesting.

  9. @TC - I've just finished reading Stephen Kings' book 'On Writing'. He too uses (repeatedly) the metaphor of an archaeological dig for storycrafting. It's a very helpful and non-intimidating way to approach the task.

  10. Thanks for posting this beautifully lucid and original take on storytelling.

  11. Hey! I just thought I'd leave a comment and let you know that the book of epitaph's is actually called the Spoon River Anthology by Edgar Lee Masters. It's sometimes performed as a group of monologues on stage, because it's really interesting how they all fit together and speak about each other, but they never actually address one another. They're all really great poetic pieces for anyone looking for classical dramatic or comedic monologues.

  12. @Liv, thanks, I fixed the typo.

  13. Thanks for this transcription!

  14. Hey,
    I just wanted to thank you for your transcription. I read this several times already and I learn something new every time.

  15. This is amazing! Thank you for the hard work.


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