This page was created on June 28, 2003
This page was last updated on May 29, 2005

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ABOUT THE PRODUCTION

Terminator 3: Rise of the Machines began its ambitious 100-day schedule filming in and around the Los Angeles area on April 14, 2002. "The first night of shooting, Arnold came out of his trailer in his Terminator wardrobe, with the leather jacket, the sunglasses and the big shotgun," describes Mostow. "He walks onto the set to do his first scene, and I turned to everybody and said, 'Now we're making a Terminator movie.'"

Schwarzenegger further impressed the filmmakers, cast and crew with his awesome physicality and exacting preparation. "When we started filming, Arnold was the exact same dimensions that he was when he did T2," Mostow says of Schwarzenegger, whose black leather jacket from the film fit him like a glove. "That's not special effects. That's just old-fashioned working out."

"I was very excited to do the work that it takes to be in the same shape I was in when I made the previous Terminator films," says Schwarzenegger of his three-to-five hour daily pre-production workouts. (To stay in peak physical condition throughout production, he worked out every day during his lunch break.) "Working out, rehearsing the scenes, preparing for the stunts - all of those things were a great pleasure for me."

Schwarzenegger feels his character suits him as well as the physicality he perfected for the role. "The first scene I shot in the first Terminator movie was a night scene, and I was sitting in a police car," Schwarzenegger remembers. "My eyebrows were shaved off, and I had hair and makeup effects to simulate that I'd been through the fire. And Jim Cameron came up to me and said, 'It's like you've played this character for years, you're so locked into the Terminator.' That's exactly the way I felt on Terminator 3. The first night I came on set, I felt like I had been shooting the movie for six months. I loved stepping back into this character."

As always, the actor relished the challenge of doing much of his own stuntwork. "Because of my continuous training and weight lifting throughout my life," Schwarzenegger says, "I've always been prepared for the physical aspect of these movies, and I enjoy the challenge. To me, each stunt is always an exciting new adventure."

Some of the most elaborate, intricately choreographed stunts in the film are featured in a furious high-speed chase sequence in which the T-X maneuvers a 100-ton crane through city streets, swinging the crane arm into a fire engine and then into a glass building as the Terminator hangs on with trademark tenacity. The riveting sequence, designed by Mostow and stunt coordinator Simon Crane, was filmed on a quarter mile long street set built from the ground up at the Boeing Plant in Downey, California. Fourteen cameras were used to shoot the Terminator slamming into the glass building on the crane arm, because like many of the stunts executed for the chase, there were no retakes.

"Every movie you do, an image sticks with you, and I will always remember the weeks that I spent hanging on the hook of that huge monster crane, getting dragged behind it and smashed into things," Schwarzenegger says amiably. "It was unbelievable. We used every safety precaution, but there were close calls, many times."

"Without the expertise and synchronicity of all the production departments," Crane attests, "pulling off a dangerous stunt of this magnitude would have been impossible."

It took four weeks to rehearse and two weeks to shoot the climactic mano-a-mano showdown between the Terminator and the T-X. Staged in a marble and steel bathroom, the battle was designed to convey the brute force of these 3,000 pound machines wreaking total havoc on each other and their environment - without using any special fighting techniques. "We purposely stayed away from martial arts moves in our fight choreography," Schwarzenegger says. "It would be ridiculous for the Terminator to block a shot - he's made of steel. If the T-X hits him in the head, he just stands there, absorbs the blow, and then throws her through a wall."

"What's so heroic about the Terminator is that when he goes up against the T-X, he knows he's outmatched, and yet he confronts her anyway because he has to," notes producer Hal Lieberman. "He's programmed to defend John Connor to the death, if necessary."

Loken values the experience she gained working with Schwarzenegger on the film's explosive action sequences. "Arnold is great to work with in fight scenes. He knows what he wants and what looks good. He's got great ideas and a wealth of expertise," says Kristanna Loken. "It's been an incredible learning experience."

"Arnold has a confidence about him that he brings to his character and to the set," Nick Stahl observes. "Every day I went to work was exciting. Arnold is incredibly focused, but he likes to have fun, and his attitude rubs off on everybody in the cast and crew."

"It just doesn't get any bigger than Arnold Schwarzenegger," adds Claire Danes. "He's an imposing guy in shorts and flip-flops, let alone in his full Terminator gear. It's been totally surreal to find myself in a scene with this character I've known all my life."

Unlike action veteran Schwarzenegger, none of his costars had ever done an action or visual effects movie prior to Terminator 3. "In some ways it's the most difficult job for an actor to do," Mostow says. "It requires a tremendous amount of imagination and physical stamina to pull off visual effects scenes, to perform take after take to get the best, most accurate shot possible. It's exhausting work."

"I knew it was going to be a physical shoot, but I wasn't prepared for the number of takes this kind of film requires," says Stahl, who did some weapons training and learned to ride a motorcycle for the movie. "It takes quite a lot of endurance."

"It took me about a month to finally accept that I was making an action movie," Danes jokes. "I kept wondering why I was so winded all the time."

According to Schwarzenegger, Stahl and Danes performed extremely well under fire. "Nick and Claire were really fun to work with. They had a lot of energy and they went that extra mile, even though it was very, very hard work."

In preparing to play Skynet's most advanced cyborg killing machine ever, Loken trained intensively for six weeks prior to production. "I really wanted to convey the T-X's strength, so I needed to make sure that was apparent in my physicality," says Loken, whose workouts included weight and weapons training, an Israeli form of fighting called Krav Maga, and study with a renowned mime coach to perfect her machine-like movements and demeanor. "I kept seeing Arnold in my workouts and pushing myself, going, 'Okay, I can do it, I can do it,'" she remembers, laughing. "I love getting right in there and doing whatever it takes to make it look as great as it possibly can. All the training was really important. I built a lot of muscle and my body really changed."

"Kristanna was incredible," Schwarzenegger says. "She totally committed to the role and she sold the character one hundred percent."

Loken didn't hesitate when Mostow advised her that she would need to film a "birthing scene," in which all Terminators arrive from the future - in the buff. In Loken's case, the T-X arrives in the window of an upscale boutique in Beverly Hills. "How can you pass up an opportunity to be nude on Rodeo Drive? It just doesn't get any more exhilarating than that," Loken says with a laugh. "I had such a moment while we were shooting that scene. I was in that crouched position thinking, 'Wow, I'm a Terminator in a Terminator movie!'"

"I had more people trying to come visit me on the set the night we shot the T-X arrival scene than any other," Mostow says, only half-joking.

From shutting down and dressing Rodeo Drive for the T-X's arrival to creating the retro-futuristic compound Crystal Peak for the film's climactic finale, production designer Jeff Mann worked in collaboration with Mostow to design sets that would not imitate the look of the previous Terminator films. "Jonathan wanted the production design to serve the story," Mann says, "and he wanted it to convey a sense of real life happening in the middle of this other-worldly event. My challenge was to make the environments rich and unique, and yet keep them real."

Over a four month prep period, Mann and his crew of 350 artisans designed and constructed sets on six stages at Los Angeles Center Studio in downtown Los Angeles; three large-scale sets at the Boeing Plant in Downey, including the high-octane chase street; and the veterinary clinic set in Sunland. The filmmakers selected The Cowboy Palace, a legendary honky tonk bar in the San Fernando Valley, as the locale for a sequence in which the Terminator arrives in the desert and crashes a nearby bar in search of clothing. Several of Schwarzenegger's female employees were cast as extras in the scene. "We tried to get as many of the women from my office in that scene as possible, otherwise I would have never heard the end of it," Schwarzenegger says jokingly.

Like Schwarzenegger, Mostow approached his work on Terminator 3 with enthusiasm and calm focus that was much appreciated by his cast and crew. "I don't know how he does it. The pressure is immense," Danes wonders. "As a fan of his work, I knew I'd be in safe hands with Jonathan, but I never anticipated the set would be so relaxed and nurturing."

"I don't think I ever heard him raise his voice in five months of working together," Loken agrees. "He's always very calm, open and collaborative."

Although he had great confidence in Mostow going into production, Schwarzenegger had high expectations based on his previous Terminator collaborations with James Cameron. But the director quickly earned his complete trust. "After one week, I was so excited about Jonathan's work, I never looked at the monitor again," Schwarzenegger says. "He asked if I wanted to watch the dailies. I said, 'No. I totally trust you.'"

"I'm that same guy who was sitting in row 26 of a movie theater a decade ago watching T2, and if you had gone back with a time sphere into that movie theater and said, 'Jonathan, in the future, you will direct Terminator 3 with Arnold Schwarzenegger,' never in a million years would I have believed you," says Mostow, who used the code name York Square on signs directing the crew to the production's secret locations, a nod to the location of a movie theater where he served as an usher when he was a kid. "Every day I went to work saying to myself, 'I can't believe I'm making a Terminator movie with Arnold Schwarzenegger.'"

ROBOTICS, VISUAL EFFECTS AND SOUND

A crucial collaborator in the production of Terminator 3: Rise of the Machines, Stan Winston is the renowned special effects make-up and animatronics wizard who brought to life James Cameron's vision of an eponymous assassin from the future in The Terminator and went on to win two Academy Awards for Best Make-Up and Best Visual Effects for his groundbreaking work in T2: Judgment Day. "Stan Winston is a genius," declares Arnold Schwarzenegger. "He is able to visualize things that you or I never could. Like a painter, he can take his vision and bring it to life in the most incredible way. His work in Terminator 3 will blow people's minds once again."

Producer Andy Vajna concurs: "Stan is a very imaginative engineer who has the ability to meld emotion with mechanical precision, so while his robotic characters seem very human-like, they're chillingly scary."

"I take great pride in my role in bringing the Terminator to life," says Winston, also known for his innovative contributions to the Jurassic Park film series and, most recently, his acclaimed work in A.I. Artificial Intelligence. "I very much wanted to be involved in bringing the character back for the third film, and I was excited by the challenge of creating the new Terminators, the T-X and the T-1."

Throughout the design and production processes, Winston's team of 150 artists at Stan Winston Studios pushed the limits of robotic and animatronic technologies. "In the first Terminator film, we depicted the T-101's naked endoskeleton through simple puppetry and minimal animatronics," he recalls. "For T2, we advanced our robotics and animatronics to create some extremely intricate puppets that replicated the liquid metal-based T-1000, which were then married with CG [computer graphics] effects. For Terminator 3, we created robotic technology beyond any in the world, in terms of movement and control, including NASA. So this film series has advanced our technology, and our technology has advanced the series."

Director Jonathan Mostow worked closely with Winston to develop the look of the T-1, the predecessor to the T-101 model played by Schwarzenegger. "I wanted to depict the first generation of Terminator robots, to show where it all began," Mostow explains. "So we asked ourselves what kind of weaponry would it have? What sort of sight system and articulated parts would it have? How would it move? We came up with this primitive but deadly robotic machine that is part tank, part robot."

Once the overall look and functions of the T-1 were determined, it was up to Winston's team to determine how to construct five of these hydraulically-controlled devices that roll on tank-like treads; have complete range of motion including head, neck, eye and arm movement; and control over their built-in gun turrets. After a final three-dimensional design of the T-1 was rendered via computer, the cosmetic parts of the T-1s were milled by computer-controlled machines and then sculpted, sanded and detailed by hand.

"There are no digital or miniature T-1s in this film - every one you see is a completely real, performing robot," Winston says proudly.

In addition to creating the "primitive" Terminator, Winston and company were responsible for designing what the hyper-advanced T-X model looks like underneath her seductively deceptive liquid metal exterior, as well as her weapons - namely, the plasma gun housed in her right arm. As Winston describes, "The mechanical design of the T-X is much more refined than the T-101 model, where the motors and the hydraulics are exposed. Everything was designed to be internally compacted in the T-X. We also wanted to make it easy to replicate and blend with the animatronic and CG versions of the character. I think we've created a really sexy, extremely advanced-looking robot that is, from an artistic standpoint, one of the best characters we've ever created at Stan Winston Studio ."

Because certain sequences involving fire and explosions were too dangerous for Schwarzenegger and costar Kristanna Loken to perform, Winston and his team also constructed flawless, life-size, fully-operational robotic replicas of their characters. "When we took photographs of me standing next to the T-101 robot Stan created," Schwarzenegger recounts, "I argued with the photographer afterward over which one was me and which was the machine! I have never seen such an amazing likeness of me."

"If you put Arnold side by side with his robot, you truly can't tell the difference," Mostow concurs.

For a sequence in which the Terminator rips open his chest cavity and pulls out his failing fuel cell battery - while driving a truck - Winston's team was able to create the illusion of a CG effect via an elaborate practical "gag," as the designer calls it.

"We created the body sitting in the driver's seat and then positioned Arnold in the back of the truck, with his head and arms coming through the seat so they look like they're connected to the body," says Winston, whose team took a cyber scans and made a full body cast of Schwarzenegger in the seated position to replicate the Terminator's body for the "high-art/low-tech" simulation.

"Every time you bring the Terminator character back to the screen, you have to do so in a different and more spectacular fashion," says Winston of his filmmaking philosophy. "For our depiction of the T-101 in Terminator 3, we integrated prosthetic makeup, CG and animatronic technology to present Arnold's character in ways that audiences have never seen."

Winston shared all of his Studio's designs and models with his Terminator 3 collaborators at Industrial Light & Magic, whose artisans painstakingly rendered the film's most complicated visual effects shots. VFX supervisor Pablo Helman and his team at ILM seamlessly integrated multiple elements in creating, including green screen, Winston's animatronics, miniatures, motion capture, motion control, computer generated imagery, the actors' performances and background environments.

"It would not have been possible to make this movie five years ago, or even one year ago," Mostow says. "We have utilized the most state-of-the-art visual effects technology that exists."

In some cases, Helman and the ILM team had to invent technology to achieve the complex imagery Mostow envisioned. It took the VFX pioneers six months to develop a method to simulate a sequence in which the T-X's liquid exterior is magnetized to the point of peeling off, revealing her alloy endoskeleton. "We had no application for creating and controlling streams of liquid metal," Helman explains, "so we had to begin by determining the density, weight, shape and mass of this material, and how it would move under these conditions. It was a really complicated process."

For the Terminator's brutal battle against the T-X, Helman and company used CG to partially and entirely simulate the killer robots in various shots, as well as enhance the machines' destruction of the sleek bathroom where their no-holds-barred confrontation takes place. Helman recalls Mostow's vision for the sequence: "Jonathan said, 'At the beginning of the fight I want the bathroom to be there, and by the end I want it to be completely gone.' It required a tremendous amount of visual effects to accomplish, and in some shots, large sections of the bathroom are completely computer generated."

"It was actually a much more complicated sequence from a visual effects standpoint than the audience will ever realize," Mostow emphasizes.

The visual effects team was also responsible for simulating a 100-ton crane flipping over at the climax of the film's frenetic urban chase sequence. After collaborating with stunt coordinator Simon Crane to design the sequence using computer animatics, Helman was called in to make the impossible possible when the filmmakers deemed it too dangerous and impractical to perform the stunt with the actual vehicle. "I said, 'We can do it digitally.' Then I went back to ILM and said, 'You guys, are you sure we can do this?'" Helman says, laughing. "Our job was to make sure it looks like a real crane, and that it follows the trajectory of a vehicle of that size flipping over and reacting to gravity. By using photos of the actual crane and extensive research on its movement and mechanics, we completed the sequence with great results."

Perhaps the most challenging sequence for the visual effects team to render is the explosive scene at the cemetery, where the T-X morphs from the identity she's adopted as Kate Brewster's fiancé back to her feminine guise, revealing her sophisticated endoskeleton in the process. In order to capture all of the elements needed to composite the sequence, Helman and his crew used a motion control device to repeat the same camera move multiple times, capturing a different visual "layer" with each pass. "Visual effects is about having control over the images, and the only way to do that is to separate every little element, which takes a lot of time, resources and planning," says Helman, who spent many hours filming the necessary shots for the sequence. "For example, because the actor playing Kate's fiancé is a lot shorter than Kristanna, we had to build some special shoes for him to wear while filming so they would be on the same level, otherwise we wouldn't have been able to morph them so fluidly."

In addition, Helman and ILM utilized miniatures and CG to create numerous visual effects for the film's flash-forward sequences depicting the machines' post-apocalyptic war on humanity, and used CG to simulate the smaller "hunter-killers" encountered by the characters in the present.

While the Terminator series is best known for its sophisticated storytelling, indelible characters and spectacular visual effects, sound design plays a crucial role in the films' visceral impact on audiences. Mostow, whose U-571 was nominated for an Academy Award for Best Sound Mixing and won the Oscar for Best Sound Editing, prides himself on creating a dynamic sound design for his films. For Terminator 3, he employed supervising sound editor Stephen Hunter Flick and supervising sound mixers Kevin O'Connell and Greg P. Russell. (O'Connell has earned a record 16 Oscar nominations for Best Sound Mixing.) Like the artists at Stan Winston Studio and ILM, the sound team had to create the aural characterizations of the T-X and the T-1s, in addition to every other sonic element of the film.

"We have sequences in this movie with over 1,000 simultaneous tracks of audio," Mostow reveals. "Creating the sound design for Terminator 3 was a round-the-clock effort over a period of five months."

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