The Misadventures of Captain EO - Part One

by Jim Korkis, contributing writer

I've written about Captain EO before for MousePlanet and that material has been cut and pasted on many different sites over the years including one devoted just to Michael Jackson, usually without citation to me or MousePlanet. It is one of the disadvantages of sharing information on the internet and has prevented others from doing so.

However since writing those pieces, I have learned so much more especially after spending time with Terri Hardin at a Disneyana convention a few years ago and I felt it was time to do a fuller look at this Disney attraction.

Michael Jackson was still enjoying the fame of his hit album Thriller (1983) and the music video of it when his financial adviser, David Geffen, had suggested Jackson make a movie for Disney and contacted his long-time friend, Jeffrey Katzenberg, the new chairman of Disney Studios with the idea. Jackson had expressed interest to Geffen about exploring an acting career.

Soon afterward, Katzenberg took Jackson around the Imagineering facility in Tujunga, California, and opened discussions with him about appearing in a Disneyland attraction.

The Disney Imagineers had prepared a mock-up of a dark ride attraction that would feature Jackson. Supposedly, it was to be in 3-D. Jackson liked the mock-up, but didn't want to be involved with a ride.

There were also discussions about a 3-D film that might be housed in the Carousel of Progress building. That caught Jackson's interest. but he insisted that either George Lucas or Steven Spielberg be a part of the project to guarantee its quality and credibility and to "protect" him as he started to explore acting.

Imagineer Rick Rothschild drew up three different storylines. The first had Jackson as a Peter Pan-like character in a magical forest with mythological beasts and fairies. The forest would be threatened by an Ice Queen and Jackson would eventually melt her cold heart with the power of music.

The second proposal had Jackson hiding inside Disneyland after the park had closed for the night and his adventures there, including a dance number with the Audio-Animatronics figures from Pirates of the Caribbean, because he loved that attraction.

However, everyone involved was excited by the third concept, known at the time as Intergalactic Music Man, which evolved into Captain EO. It was only a one-page proposal, barely four paragraphs, and the basic concept was that Michael's music could heal things in an outer space setting. There was only a short general mention of his crew or the ruler of a planet.

The name EO comes from Eos, the Greek goddess of the dawn. The name was suggested by director Francis Ford Coppola at a meeting in Lucas' office in San Anselmo in April 1985.

Also in attendance at that meeting among others was Michael Jackson, producer Rusty Lemorande and visual effects technician Harrison Ellenshaw, to all revise and finalize the film's story.

Michael Jackson as Captain EO with Fuzzball, created by Rick Baker.

Ellenshaw remembered: "Francis started to talk about the main character that Michael would play. He didn't have a name or rank yet. Francis related how the word 'Eos' meant 'dawn and light' in Greek. And something like that would fit a character who comes to a dark, ugly planet ruled by an ugly evil queen, and change it all with song and dance and magical light beams that transform everything into great beauty. 'Eos' was shortened to 'EO', and then it was decided to give the character the rank of Captain."

It was just a quick proposal, not even what might be considered a treatment in the film business, and The Disney Studios was tasked with quickly coming up with a budget estimate because Eisner wanted the project fast-tracked. That is one of the reasons the original estimate was only $10 million for a proposed 12-minute film, despite some dissenting voices.

Rothschild became the show director. In addition to many other credits, Rothschild would later head the teams for other Disney 3-D attractions, including Honey, I Shrunk the Audience, It's Tough To Be A Bug, and Mickey's PhilharMagic at Walt Disney World.

Steven Spielberg was working on The Color Purple and unavailable to direct the film. John Landis was suggested because of his work directing Jackson in Thriller, but there was concern from some at Disney of not being able to control him because he had a reputation as a maverick and that he would go over budget.

George Lucas was already working closely with the Disney Company on Star Tours and was considering developing other projects for Disneyland's Tomorrowland.

One proposal he was developing with Imagineer Eddie Sotto was for a space craft to have crashed into the then-empty Carousel of Progress theater and there would be continuing droid battles in the style of traditional fighting matches while the crew were awaiting rescue. The outcome of each match would be determined by the reactions from the audience, and there would be a wide variety of droids.

Lucas brought in Francis Ford Coppola, Rusty Lemorande, and Anjelica Huston for Captain EO. Originally, actress Shelley Duvall was to play the evil queen, but she was claustrophobic and couldn't handle the make-up. Coppola, a longtime friend of Lucas, needed to repair his reputation after the recent box office failure of the Cotton Club (1984) movie, so he was brought on as the director.

Lucas had done the same thing for Spielberg after his disastrous film 1941 and Lucas used his influence to back Spielberg doing Raiders of the Lost Ark.

It was believed at Disney that even though Coppola was the director of record, and would bring some publicity to the project, Lucas would probably step in and do most of the directing, since he seemed excited about the project and was interested in science fantasy.

Coppola had no experience shooting in 3-D, and was learning on the job about necessary lighting and camera set-ups. Lucas backed Coppola completely, even approving extravagant spending on things, like the installation of a giant gimbal unit with elaborate hydraulics underneath that could shake the spaceship set on command. Normally, it would have been the camera that shook to create the illusion.

Captain EO opened in Tomorrowland at the Magic Eye Theater.

Coppola recalled: "Michael Jackson had an idea, and George Lucas had an idea, and Disney had an idea. The director was more someone who took all the fragments that everyone thought of and did the best they can. When I first thought about [Captain EO], I didn't know what sense to make of it."

Lucas was not on the set a lot because he was involved in so many other projects and was getting frustrated with the typical Disney politics surrounding his projects. Lucas had become used to working independently and not being answerable to others after his Star Wars success. He spent more time on the film in post production than he did during production.

Coppola had a different view of the situation: "Captain EO is like one of those little children's stereo reel masters that spins while the viewers see beautiful three-dimensional fairy tales making you wish you could just step in and sit down next to the white rabbit. I think it happens like that here."

There was three weeks of principal photography with Coppola at the helm. When he left, however, the second unit spent nearly six months trying to fill in holes in the story with additional filming to make the entire thing work.

Lemorande, who had produced and scripted a recently released science-fiction-themed film with comedy elements, Electric Dreams, was to script Captain EO with input from Coppola and Lucas. Lemorande had also recently produced the film Yentl, so he would be the on-site producer. He later did un-credited work as a second unit director and film editor. Lucas would be credited as the executive producer.

Lemorande said: "It was a collaborative process where a good deal of the storyline came out of the characters that were already created so really there is no single author to the piece. We were doing some construction at WDI, we were on stages at Laird Studios in Culver City, we had special effects at Disney Studio and at important moments in time we all came together."

Anjelica Huston, who would win the Oscar for her performance in Prizzi's Honor (1985) played a spider-like, H.R. Giger Alien-inspired version of the Evil Queen from Disney's classic Snow White and the Seven Dwarfs, suspended in the air by web-like cables. It was Jackson who suggested those references for the character because he wanted her really scary.

Terri Hardin, who did puppeteering for the film, sometimes stood in for Huston in full costume on the tangled overhead wires while the crew set lighting and staging. In the movie Star Trek: First Contact, the scene where the Borg queen is lowered on wires was inspired by Huston's similar scene in Captain EO.

During rehearsals, Huston had to sit uncomfortably high on top of a ladder so the proper line of vision for staging could be established.

At the first table reading of the script, Huston had become upset that in the script she was only playing the evil character because she had been promised she would be playing the beautiful queen, as well.

Hardin recalled, "Disney had cast a young [Black] girl to play the princess at the end of the film. Costumes were in production for what Disney hoped would be the love interest for Captain EO. I think if Francis Ford Coppola had his way, he would've told her he was going to go with the younger princess and that would be that.

"Disney, however, was worried that Huston may not do the part if she couldn't play the beautiful princess as well," she said. "As she was up for an Academy Award, they asked Francis to comply. The actress hired to play the young princess and all her costumes were released and new costumes were created for the new queen, Anjelica Huston. This is how show business works."

In 2013 when her autobiography was released, Huston was asked about the experience:

"I think the whole thing took about three weeks to shoot. It was a short film about Michael Jackson coming to my ugly hideous planet. I play, of course, a grand high witch … This was solidly in my witch period where I seemed to play every witch on the planet. But he comes to my planet and I'm cruel and evil, he sings to me and transforms my world.

"I had extensive makeup, a lot of prosthetics, it took hours to put on all my prosthetics every morning … When the camera turned around on Michael, he asked that I still be in makeup even though I was off camera. I was initially a bit irritated by that because it took so long and I knew that I wouldn't be on camera.

"But I did it and I remember from the moment he started to sing, I was sort of overwhelmed. I'd never seen a transformation like that. The power of his voice, the incredible sort of electricity that surrounded him when he began to sing was astonishing. Michael was a genius at what he did and capable of practically anything on stage. I think he was extraordinary."

Hardin's first job was to build the costumes for the Whip Warriors so that they could see clearly and move freely for the dance. Since Hardin had some experience handling a whip, Coppola asked her to stand in for one of the Whip Warriors during rehearsals and one day she chased a laughing Jackson around the set snapping a whip just inches away from his feet to the irritation of Coppola who told them both to stop.

In later years, Lemorande shared that he felt one of the factors that made Captain EO a troubled production was the resentment that Disney Imagineers had about "outsiders" being brought in to handle a Disney theme park attraction. In fact, the high hourly rates charged by Imagineering resulted in Katzenberg giving some of the work on the film to outside contractors. In addition, everyone working on the film had strong opinions about everything. as did others who just dropped by to have a look.

Tony-award winner John Napier, who had just been recognized for his work designing the set and the costumes on the Broadway musical Cats, was brought in to build a miniature theater in scale to demonstrate the interactive effects for the show.

His model greatly impressed Eisner and later, when Napier wanted to lift the ceiling of the theater to eliminate an interfering beam, Eisner quickly approved the additional expense. Although built specifically for Captain EO, Disneyland's Magic Eye Theater opened in May 1986 with the enjoyable film Magic Journeys, the original 3D movie from Epcot's Imagination pavilion.

Napier worked on the costumes that not only had to represent the evil nature of the dark planet referred to in the script as the "trench world" and its twisted metal and steaming vents, but still had to have the flexibility of movement for the dancers to showcase Jackson's style of movement.

He said: "What I am doing with the costumes is trying to make people able to move in these things, where they won't fall apart in these robotic characters. I put in a lot of detail that should work well in 3-D."

Most of the project was supervised by Katzenberg, but Eisner occasionally dropped by to see the work in progress and felt that it was "his" project and a demonstration of how he would revitalize Disneyland. Katzenberg tried to put a halt to ever-escalating costs but Lucas kept demanding more money and Katzenberg didn't want to damage that relationship so would reluctantly agree.

Jeff Hornaday, who had done the choreography for Flashdance (1983), and had recently worked with songwriter Paul McCartney and Jackson on the Say, Say, Say music video, seemed a natural addition as choreographer.

Hornaday recalled: "We wanted the dances to be a storytelling element, directly connected to a character. Working with Michael for me has been a unique experience in that usually a choreographer will devise sequences of dance and then give it to the dancers to do. Michael's talent and approach is so unique that you are limiting yourself by just giving him what you do.

"I'd have Michael dance improvisationally to the music and tried to expand it into something that 40 dancers could do," Hornaday said. "Michael was a composer, a co-choreographer, a dancer, a singer, an actor, a collaborator on every level and in each case he collaborated with an amount of passion unequaled by anyone else on the show."

The blonde-haired Helene Phillips was the assistant choreographer who is seen prominently in the 48-minute Disney Channel special titled Making of Captain EO, narrated by actress Whoopi Goldberg, used to promote the attraction. It featured clips from the film, behind-the-scenes filming and interviews.

An edited version, called Captain EO: Backstage, aired May 15, 1988 on ABC's The Disney Sunday Night Movie. Six minutes from the film were later used in the pre-show queue for the attraction.

Rick Baker, who had done the makeup for Jackson's Thriller music video, was brought in to supervise the makeup for Captain EO. Tom Burman, who had done work on the infamous Star Wars Holiday Special, did the makeup design for Huston's character. It took over three hours each day to apply that detailed makeup.

Jackson also wanted Baker to create the puppets and creatures but Baker was only interested in creating the puppet that sits on Michael's shoulder, Fuzzball, who was originally named Flutter.

Bruce Schwartz (who had been recommended to Baker by Jim Henson) was the puppeteer for the character. Originally, the character was not red but when it was decided that the ship's crew should represent all the colors of the rainbow, Fuzzball was painted red, which Baker disliked.

The only time that Fuzzball was not a puppet or an optical effect was for a brief scene where a spider monkey (painted red) was used to scamper up Michael Jackson's arm to his shoulder.

The rest of the characters were built at Lance Anderson's shop. Lance Anderson had been a creature designer for Ghostbusters (1984).

Puppeteer Camilla Henneman recalled that she split her time between the Baker and Anderson shops. "I was in charge of fabrication for the creature called the Geex. The Geex was a birdlike creature that had two heads with separate personalities, Idy and Ody (also sometimes spelled Idee and Odee or Odie). It also had three legs. When the Geex's entire body had to be seen walking Idy and Ody were played by suit performers, Debbie Carrington and Cindy Sorenson, whose legs were tied together like in a three-legged race. Much of the action was performed with a half body puppet puppeteered by Terri Hardin."

Hardin said: "What really landed the part for me was the fact that I could lift and perform these heavy suckers. Each bird head weighed 15 pounds each and the body added to this weight by quite a lot. Many had auditioned before me without success. When I hoisted it up and made it live with little effort, I got the job. The heads of this costume had very little animation ability, so most of the scenes [with exception of the walking ones] the puppet was used. 90% of the performance of Idy and Ody is my work.

"First day of shooting finally arrived. I had one final fitting to adjust the Idy and Ody puppets," Hardin said. "The builder, Lance Anderson, had put a hinged rod up the back of both of their necks and when I went to move the heads, they wouldn't move right. These rods restricted my movement of the heads. I asked him if he could take the rods out and he said that they were essential to the build of the character."

Actor Tony Cox performed in a full body suit for Hooter built by Marc Tyler. The character had been inspired by the blue elephant looking creature Max Rebo in Return of the Jedi (1983). Lemorande had always loved elephants, and even had an imaginary miniature elephant as a friend when he was a kid. The elephant would play its trunk like a bagpipe because Lemorande used to have a bagpipe.

Hardin recalled, "Tony was able to animate this creature very well. There was only one scene Hooter was just not able to do. That scene was the 'Push the red button' scene. This scene called for Hooter to jump up and hit the button with his trunk. The costume restricted Tony's head so he couldn't jump AND move his head to push the button. A duplicate trunk was made and I was puppeteer who operated it to hit the button on cue when he jumped."

Major Domo was a peg legged robot, performed by Gary DePew as the suit performer and puppeteered by Steve Sleap as an upper body puppet.

Major and Minor Domo were constructed by Ken Myers, Al Coulter, Frank Carisosa and other crew at Lance Anderson's shop. Other puppeteers for various characters included Tim Lawrence, Tom Hester, Al Coulter and Lisa Sturz.

Next Week in Part Two: A look at the filming process and the premiere at Disneyland and the Captain EO Tribute.



  1. By carolinakid

    I wasn’t a fan of either the attraction or Michael Jackson post the Thriller album, once all the radical cosmetic surgery, skin bleaching and general weirdness became more obvious and public. I saw it once at Epcot and never had a desire to see it again.
    The article was interesting as always, Jim.

  2. By Montecitokid

    I want to thank Jim Korkis for such a well-written and researched article.

    Captain Eo was my favorite Disney adventure. I love the trumpets, bassoons, strings and the full orchestra during the first 40 seconds of the movie. As we zoom from deep outer space and the planet sparkles at 43 seconds in 3D. The planet turns and the special effects begin when the voiceover says, “A small group struggles to bring freedom to the countless worlds of despair. A rag tag band led by the infamous Captain Eo”. Then a wonderful explosion! I was hooked! I then went on to see the movie probably over 100 times at Disneyland.

    At 2:05 in the movie, the legend of Francis Ford Coppola is on full display. We see his artistry as he melds the digital world with a quick sound of the spaceships alarm warning the team that the captain has arrived. I loved the way Coppola establishes the deck with a wide shot of the arrival by highlighting the platforms red lights. Then underneath the sound track there is this moody bass sound for a beat as Captain Eo (Michael Jackson) elevates up into the cabin as the music changes to an upbeat symphony of high violin strings.

    So powerful the way the worlds greatest director, Coppola lets the audience see the beauty and power of Jackson’s benevolent, heroic persona. At the time of this short film Jackson had broken records all over the worlds in music, television ratings and concert ticket sales. Of course Coppola being the auteur he is only lets the audience see Captain Eo from behind as he slowly rises into the spaceship, on a double edit, decked out in a one of a kind haute couture spacesuit. At 2:18 we see the The King, The Captain, the man Michael Jackson.

    His hair, makeup and energy brings tears to my eyes as the Music Man brought so much power, strength and acting chops to the role, “We’re going in” he says. It was awesome to see The King in space. Michael Jackson, a man who loved the beauty of all humanity. At 2:35 Coppola shows his brilliance again as a director by taking Jackson out of the shadow and into the light.

    At 6:20-7:20 the wide shot of Captain Eo’s cape, the moody score and the rag tag team of characters entering this dark world is awesome. Coppola films this sequence like a painting.

    I met Coppola last year in downtown Los Angeles and it was a highlight. Jackson was one of a kind.

  3. Discuss this article on MousePad.