The Story Behind Back to Neverland

by Jim Korkis, contributing writer

Last week, I talked about the now-extinct Magic of Disney Animation Pavilion at Disney-MGM Studios.

Perhaps the most popular part of the original roughly half-hour tour (or longer if the guests lingered at the different viewing stations), was the film shown to guests in the first theater titled Back to Neverland.

In the film, distinguished news commentator Walter Cronkite turns imaginative comedian Robin Williams into an animated character, one of the Lost Boys from Disney's animated feature film Peter Pan (1953), to demonstrate the different steps in animation.

Directed by Jerry Rees, the film was produced in Los Angeles so the iconic Earffel Tower in the background of the live-action opening scene was just a large-scale model to create the illusion this was taking place in Florida.

The film begins with Cronkite outside in an area designed to look like the soon-to-open Disney MGM Studios selecting a random guest, Robin Williams, who is dressed in a bright yellow Hawaiian shirt and wearing a Goofy hat. Williams tells Cronkite that his favorite movie was Disney's Peter Pan and Cronkite gives him a chance to become part of that film as an animated character.

Tinker Bell uses pixie dust to transport the duo to the interior of the Disney Animation studio where they find themselves surrounded by massive books of different genres. Cronkite explained that this is where animation begins with a good story. Those giant books of Cinderella, Pinocchio, Sleeping Beauty, and Peter Pan were the work of Production Designer Craig Sterns.

This revelation leads into a discussion of storyboards and one showing Williams' story of being a Lost Boy on Captain Hook's pirate ship.

Then they visit a sound studio where Williams records some of his lines and becomes just a disembodied voice. An animator (Bruce Smith) draws his character and his voice joins the image. Then Williams' character is colored (in the original version by hand on a cel and in a later revised edition by computer).

The next step was layout and background with the deck of Captain Hook's Jolly Roger pirate ship being drawn and Williams' character placed in the scene. Then music and sound effects are added to help create the mood.

The story begins with Captain Hook grabbing Williams with his hook in an attempt to find where Peter Pan is hiding and angrily bounces him off the plank overboard into the jaws of the crocodile. Williams is rescued by Tinker Bell, who covers him in pixie dust.

A newly confident flying Williams taunts Hook, who is unaware that Tink has also pixie dusted the crocodile who floats up in the air and is eager for a bite of Hook. The crocodile chases Hook out of the story and Williams is returned to the real world.

However, Peter Pan shows up and encourages Williams to return to Neverland and the two fly off to new adventures. And that's the way it is.

There is a revised version online with the computer coloring Robin's character.

Jerry Rees may be most familiar to people as the director of the animated feature The Brave Little Toaster (1987) but he had a varied career on many Disney projects. He was trained at California Institute of the Arts and was mentored by one of the famous Nine Old Men, Eric Larson.

Rees first worked as an animator on The Small One (1978) and then on The Fox and the Hound (1981). He then moved on to supervising and creating visual effects for Tron (1982). He got frustrated at Disney and left to direct The Brave Little Toaster.

Over the decades, he has directed 15 multimedia Disney Theme Park attractions in Florida, Paris, Hong Kong and Anaheim, as well as on board the Disney Cruise Line. These projects included Cranium Command and Sounds Dangerous. In addition, he has done projects for many other companies.

BRC Imagination Arts had been working for almost nine months on developing a film that could explain the animation process. Disney Legends Frank Thomas and Ollie Johnston, who had written the massive book Disney Animation: The Illusion of Life (1981) as well as being master animators at the Disney Studios for decades collaborated on the project.

One concept had noted film critics Gene Siskel and Roger Ebert explaining the process. Another had comedienne Carol Burnett talking about it with an animated Donald Duck.

BRC brought in Rees to give a different perspective on how to make it all work. Rees felt that the problem was that they were concentrating too much on the technical aspects of the process, like the number of drawings needed.

He pointed out that every animation studio did similar things when it came to technical aspects. He felt that what made Disney different was the emotion it got out of its animation. The important things were the storytelling and the characters.

BRC was impressed with Rees' passion and expertise and he was told that he had a week to prepare a pitch for Peter Schneider, who at the time was the president of Walt Disney Feature Animation. Artist Thom Enriquez madly started sketching out a storyboard based on Rees' ideas.

It was approved and then Rees was given a month to show it to Jeffrey Katzenberg, who was chairman of the motion picture and feature animation divisions.

Rees had suggested using the authority of famed newscaster Walter Cronkite presenting the facts to play as counterpoint against the unbridled childlike enthusiasm of comedian Robin Williams experiencing the joy.

Both performers had previous connections to Disney. Cronkite had recently redone the new narration for Epcot's Spaceship Earth in 1986 and Williams had starred in the live-action film Good Morning, Vietnam in 1987.

"I committed that it was going to be those two people," Rees recalled. "It was not the case that I was going to write a generic script and then do an overlay if we got them. I wrote the script for their particular voices.

"Casting Robin was considered a huge risk because he was considered an adult comedian who grabbed his crotch when he performed. I pointed out that Cliff Edwards who had done the voice of Jiminy Cricket was an adult nightclub entertainer, but Walt still picked him to get that 'edge'. Katzenberg and Eisner were both looking to push more of an edge into the Disney Brand and so were receptive to using him."

It fell in place because Williams was a huge fan of Cronkite and, ironically, Cronkite was a fan of Williams, and they really wanted to work together. When Rees went to meet with Cronkite in New York and show him the storyboards, for a variety of reasons the Disney executives dropped out of attending and it ended up just Rees and Cronkite in this gigantic empty conference room.

"I'm very curious to meet this man," Cronkite told Rees about Williams.

Rees revealed that Cronkite and Williams made each other laugh and one of his regrets was not having the microphones turned on all the time during the scene with the huge books.

Apparently, when the two performers were in the shadows waiting to make their entrances, the crew couldn't hear what they were saying exactly but there would be frequent bursts of loud laughter. The two performers developed a friendship that continued beyond this project.

Animator Bruce Smith and Robin Williams on the set of Back to Neverland. Image by Vincent Davis and used with permission from the collection of Mark Kausler.

"Walter and Robin were exactly who you hoped they would be," Rees said.

In 2009, roughly three months after the death of Cronkite, during the end credits of Williams' Weapons of Self Destruction comedy tour for HBO, he said, "I want to do something special. I want to dedicate it to a friend of mine, a man I knew, very interesting guy, an incredible man, Walter Cronkite, and we worked together on a Disney project years ago.

"He was a very eloquent and elegant man but Walter had another side. Basically, he liked his jokes like he liked his ocean…a little blue. So I would like to do a joke for Walter as Walter in his memory."

Williams then proceeded to tell an off-color joke that Cronkite might have told him behind those books. It wasn't hugely offensive or obscene but there is a something funny about straight-laced Cronkite in his distinctive rhythmic voice trying to tell a dirty joke. It can be found on YouTube for those who are curious.

To help sell the project to Williams and Cronkite as well as Eisner, Rees brought in famed voice artist Corey Burton, who did spot on imitations of both of them for a scratch track. In fact, when Eisner heard it, he thought it was them.

Burton was cast as the voice of Captain Hook. He proved so proficient at capturing the tone and rhythm of the original voice of the character done by the late Hans Conreid that Burton continued to provide Hook's voice in a variety of Disney projects including the television series Jake and the Neverland Pirates and the Epic Mickey video games.

Later, when hand-coloring cels was updated to using computer color, that section of the film had to be updated, as well. Rees used an approved body double for Walter Cronkite, whose body and voice had changed over the years, and had Burton do the voice of Cronkite. With appropriate shadows and angles, the newly-shot footage blended in smoothly with the original film.

Rees wrote what Williams had to say. Actually, the line during the metamorphosis scene where Robin transforms into Mickey Mouse and gleefully proclaims "I'm a corporate symbol" was written by Steve Moore. It was on the storyboard and everyone figured it would be only a matter of time before Disney eliminated it.

While going through the storyboard along with an entourage of Disney executives, Williams burst out in uncontrollable laughter at that gag so it stayed in the final film and always got a big laugh from the theater audiences.

"I hope you don't mind if I mess around with this," Williams told Rees when looking over the script. Rees assured him that he could do whatever he wanted as long as he got the sense of what was needed to be communicated and landed on the lines that were Cronkite's cues.

Some of the recording was done in New York while Williams was appearing with Steve Martin in a 1988 Broadway production of the play Waiting for Godot directed by Mike Nichols. Some of the post-production was done at Skywalker Ranch, where Rees was working on another project.

Rees not only recorded Williams but videotaped him. At the recordings was Robin's wife Marcia. During one session where Robin had ad-libbed so much that they were running out of the assigned time, they asked her if they could extend the time. She assured them that he was having so much fun and was so revved up that if they left before he got it out of his system he would just end up going to a club and might get into trouble, so the session continued.

"He gave us a wealth of material. We would toss items to him and he loved getting input to play with," Rees said. "Especially during the metamorphosis scene. That could have been over 10 minutes just by itself. We had to be brutal to edit that segment to just a few sections.

Bruce Smith who appears in the film as the animator sitting at the desk is a well-known character animator, film director and television producer. He is the creator of the television series The Proud Family (2001) and supervising animator of Kerchak in Tarzan (1999), Pacha in The Emperor's New Groove (2000), and Dr. Facilier in The Princess and the Frog (2009) making him the first black animator to handle a major black character in a Disney film.

Smith was working at Baer Animation doing work on Who Framed Roger Rabbit (1988) when he was brought in to do freelance work on this project.

"Bruce Smith had done some test animation of Robin's character because the voice work had been recorded earlier and flipped it for him when we shot the live action. Robin was just delighted with it. He thought it was magical that it had his personality. He had a great deal of respect for animators. When we were filming the live action scenes, I invited the animators to come and just hang out," Rees said.

The live-action filming was done at the Raleigh stages in Hollywood. Originally founded by Adolph Zukor as the Famous Players Fiction Studio in 1912, these Hollywood stages are the oldest independent studio in continuous operation. The commissary is another Hollywood original: the historic Studio Café was originally built as a set for the Frank Sinatra Western Johnny Concho (1956).

"The film editor, Don Ernst, who later worked on Fantasia 2000 and became a producer at Disney was supervising aspects of the shoot, and Jerry Rees was directing the live action," Kausler recalled. "All I can remember is that we had to be very quiet when they were doing takes. Robin was very respectful of animators and toned down his comedy when speaking with us to very gentle ribbing. Walter Cronkite didn't mix very much with us at all."

Some of the Williams animation, including his trademark cupping his hands over his crotch when talking to Captain Hook, was done by Rees' wife, Rebecca.

"We were really fired up recreating the Peter Pan characters, had a great time doing it, and Jerry Rees was really responsible for it all, was well-prepared and we all treasured his opinions," Kausler said. "My main memory of working on it was just how good a director Jerry Rees was. He knew the Peter Pan feature backward and forward, knew every Frank Thomas, Ollie Johnston and Woolie Reitherman scene, and even did a lecture on the follow-through action on Captain Hook's coat-tails that I've never forgotten. We studied a lot of the Peter Pan feature frame-by-frame with Jerry.

"I got to do a medium shot of Peter Pan toward the end of the picture that Bruce Smith wanted to do very badly, but I was lucky enough to get the assignment and enjoyed animating the Panster, he said. "I also had fun with a big take that Captain Hook did on seeing the crocodile."

We all took turns animating all the characters, I did a nice close shot of Robin and Tinker Bell that I enjoyed," Kausler said. "Tink was a lot of fun to draw. We were on a tight deadline, so we all pitched in and did any scenes that came our way. I worked again with Jerry Rees later when we were boarding the MGM Betty Boop feature that got its plug pulled."

Frans Vischer animated the improvisational sequence in which Williams' character swiftly changed into many forms, including even Walter Cronkite. This scene led directly to Robin being cast as the Genie character in Disney's next feature, Aladdin (1992).

Co-director John Musker told Rees that Williams'work was so impressive that he and co-director Ron Clements wrote the part of the Genie specifically for him. They had animator Eric Goldberg do a sample reel of animation using a bit of one of Robin's old stand-up comedy routines to convince Robin and Disney executives. In the bit, Williams joked about schizophrenia and Goldberg had the Genie grow another head and argue with himself.

As a shout-out for the inspiration, at the end of Aladdin when the Genie gets his freedom, he returns in a similar yellow Hawaiian shirt and Goofy hat that Robin wore in the live-action segment at the beginning of Back to Neverland.

Disney Legend Ken O'Connor, who did pioneering work on perspective in Disney animated films like Clock Cleaners (1937), provided the color keying for the film and was pleased to be asked to contribute. He mapped out the emotional flow of the entire film with color and did the work in his well-equipped home studio.

On opening day of the attraction, he was one of the Disney Legends to put their hands in a cement block to be installed in the Animation Courtyard of the attraction that has since been removed. The other Disney Legends were Frank Thomas, Ollie Johnston, Ken Anderson and Ward Kimball.

Interestingly, Robin would indeed play Peter Pan several years later in Steven Spielberg's movie Hook (1991).

"Our just-completed Back to Neverland film, starring Robin Williams and Walter Cronkite, was playing in the theater," Rees remembered. "As guests walked out of the theater, the first thing they saw when they looked through the glass was Kirk [Wise], Gary [Trousdale], Rebecca [Rees] and Darrell [Rooney] storyboarding Cranium Command. The guests had no idea that they were looking at the birth of an Epcot attraction, of course. But the boards were there for everyone to see."

The pre-show for the attraction, a five-minute animated short, was directed by Gary Trousdale and Kirk Wise (who would both go on to co-direct Beauty and the Beast). Animator Steve Moore worked on the animation in the Cranium Command pre-show and Rees was the overall director.

Don't expect the Disney Company to release Back to Neverland in the next quarter century either as an extra on a BluRay or on television as part of a special. This treasure is locked deeply in the vault.

According to the New York Post from November 14, 2015, Robin Williams' will prevents Disney from using his name, taped performances or voice recordings for 25 years after his death.

Disney has acknowledged that it has enough left over material from Williams' 1991 recordings for Aladdin that never made it into the final movie to make an entire additional movie. Since Williams unfortunately died on August 11, 2014, the earliest that any of this wonderful material could possibly be released is in 2039. It is assumed the same restriction applies to Back to Neverland, since it is owned by the Disney Company.

While most Disney fans felt that Disney had done an amazing job at capturing the Disney animation experience and delighted in the new animated short explaining animation, it was actually all the work of outside contractors who truly loved Disney and did their best to re-create the magic.

Production Credits for Back to Neverland (1989)

Producers: Walt Disney Studios, BRC Imagination Arts

Cartoon Characters: Tourist/Lost Boy, Peter Pan, Tinker Bell, Captain Hook, Crocodile.

Vocal Talent: Walter Cronkite (Host), Robin Williams (Host), Corey Burton (Captain Hook)

Directed By Jerry Rees.

Assistant Director: Doug Miller.

Produced By Bob Rogers, George Wiktor.

Animation Producer: Mark Kirkland.

Associate Producers: Marci Carlin, Annamarie Costa.

Animated By Bruce Smith, Steve Moore, Rebecca Rees, Mark Kausler, Frans Vischer, Tanya Wilson.

Written By Jerry Rees.

Story: Jerry Rees, Bob Rogers, Steve Moore, Thom Enriquez.

Edited By Don Ernst.

Production Designer: Thom Enriquez.

Director of Photography: Reed Smoot.

Layout: Darryl Rooney, Brian McEntee.

Backgrounds: Ron Dias, Andrew Philipson.

Effects Animators: Kathleeen Quaife-Hodge, David Blum, Chris Casady, Jim George.

Key Assistant Animators: Franci Allen, Jerry Brice, Don Parmele, Lee Crowe Sperling, Louis Tate, Cristi Vittelo.

Assistant Animators: Nancy Avery, Lisze Bechtold, Victor Cook, Betty Doyle, Mark Fisher, Karen Hardenburg, Thomas Mozzocco, Chris Rutkowski, Raul Salais, Stan Somers, Alan Sperling, George Sukara, William Tucker, Terry Wozniak, Alan Wright.

Checkers: Annamarie Costa, Cathy Burrows-Fulmer, Jackie Banks.

Scene Planning: Glen Higa.

Litho Negs: Judith Bell.

Animation Camera: Nick Vasu Inc.

Camera Operators: Tom Baker, Mark Henley, David Link, Chuck Martin, Marlyn O'Connor, Ron O'Jackson, Donna Vasu, Bingo Fergeson, Gary Miller.

Ink & Paint Supervisor: Judi Cassell.

Xerox Supervisor: Girard Miller.

Paint Lab: Grant Hiestand.

Inkers: Donna K. Baker, Kris Brown, Margret Craig-Chang, Sharon Dabek, Beverly Felix, Deborah Goddard.

Painters: Calif Brown, Janice Carlberg, Elena Cox, Shigeko Doyle, Rebeca Garcia, Peter Gentle, Linda Gerlach, Mary Grant, Mary Jane Hadley, Linda Praamsma, Lydia Swayne.

Paint Checker: Saskia Raevouri.

Art Consultant: A. Kendall O'Connor

Make-Up Artist (Live Action) Dale Bach-Siss