Skip to content

The Next Faithful Step

Tips & Tricks: PIXAR Writing Emotions into Toy Story 3

Adam Sutton interviews Michael Arndt

The following is from Red Letter Studios.

The first page of the story is the Editor’s Note and it is followed by a long interview with Michael Arndt.

Michael Arndt wrote Toy Story 3.  Before that, his screenplay of Little Miss Sunshine was nominated for an Oscar.  Since then, he has written a Tom Cruise movie and the second installment of Hunger Games.  Recently he was commissioned to write Episode 7 of the Star Wars series.

Occasionally we’re going to write industry related Tips and Tricks articles and we figured what better way to start off our very first one with talking about about our absolute favorite studio, PIXAR! We came across this great article from indiewire about how Michael Arndt went from not even having a screenplay produced to writing one of the biggest animated films of all time. So we thought we’d share it with you here… It has some great insight on how Toy Story 3 came about and it looks into the writing process taking you behind the scenes of Pixar Animated Studios.

Before we dive into the interview I’d like to share a few of my (Adam Sutton) own thoughts about the blockbuster movie. Personally, one of my favorite things about this movie was they came full circle with the generation it was created for. Shortly after it was released I was driving one of my neighbors home after an event, he’s a junior in high school and he loves film! We started talking about how amazing Pixar’s films has been and then he started to tell me that when the first Toy Story came out in 1995, he was the same age as Andy, the young boy in the movie and that he had purchased the same toys as the boy (Woody, Buzz Lightyear, etc). So for him, the movie was immersive, it was watching his imaginations play out on the screen and then he could continue the story at home in his room with his own toys.

Then he went on to tell me that since the films progressed in “real time”, he is the same age as as Andy’s character who is now having to go off to college and having to “give up his childish things” and that he teared up during that part of Toy Story 3. (UPDATE: After my neighbor read this blog post he told me that he did not “tear up” as I mentioned, he said that he “cried like a baby!” And that after recently watching it again, he “cried harder than anytime before’. haha) He told me that he experienced not only having to get rid of some of his old toys but specifically his Woody and Buzz Lightyear toys. So what he was watching on the screen is something that was beyond emotional to him, it was real, it was pearing into his soul, so to speak.

I’m not going to lie, this blew my mind. I’ve always loved movies that progress in real time and even if the movies don’t always pull them off, I love the idea of it! Recent examples would be TRONIndiana Jones and Rocky. I can get emotional when I watch something that even remotely resembles my own life experiences so to hear him say “thats exactly what he went through”, was truly inspirational to me as a filmmaker! I thought to myself, how can I portray true emotions like that in my work? How can I tie the audience into my films or commercials or ads so that when they see it they not only appreciate it and think it’s well made but that they connect with it…

Obviously, this is easier said than done but I have to say after listening to this young man tell me how much those movies affected not only his childhood but his bridge into adulthood as well, it’s inspired me to rethink everything I want to make, from here on out. It’s also made me love the brilliance which is PIXAR even more than I already did and as you read below and learn more about the process of what went into it, the care, the details and the love… It’s made me respect the art on a whole new level and rethink every story I’m ever going to write.

That is the power of Pixar. That is the power of emotion.

—Adam B. Sutton ~ Creative Director, RLS

Here is the behind the scenes look at the writing and creation of Toy Story 3 from writer Michael Arndt, Enjoy!

Michael Arndt Digs Into Toy Story 3 And The Genius Of The Pixar System!

After studying writing as an assistant to Matthew Broderick, among other gigs, Michael Arndt finally wrote Little Miss Sunshine, which impressed quite a few people, screenwriter Robert Towne among them. (He gave Arndt an adaptation to do, which never got made.) Arndt won the original screenplay Oscar for that first produced screenplay. From there he went on to earn a rare solo credit on what many consider to be one of the year’s best films, Pixar’s Toy Story 3. We sat down for a long dig into the details of how to write a sequel to a beloved franchise at Pixar, which consistently turns out smart blockbusters, year after year: no mean feat.

Five years ago, as Little Miss Sunshine was still raising financing, Arndt was camped in a borrowed one-bedroom in West Hollywood looking for his next gig—not wanting to return to an eleventh winter in New York—when Sunshine producer Ron Yerxa recommended him to Pixar for an assignment. Arndt interviewed and landed the gig, and was writing a project for Lee Unkrich which was then set aside after Disney acquired Pixar and put John Lasseter in charge of the entire Disney animation unit. Then Lasseter assigned Unkrich and Arndt to Toy Story 3.

AT: The Pixar process is collaborative. But how did the process start for this sequel?MA: When I said ‘yes’ it was just the promise that ‘you’re going to work with Lee Unkrich.’ My agent called and said, ‘Pixar called,’ which was totally mind-boggling, because it seemed like they were doing just fine without me. ‘Why the hell are they calling me?’ ‘Cause that was after Nemoand The Incredibles, and I thought these guys were great. Lee had an idea originally and they were looking for a writer to write the script and help flesh it out. And so I went up there and interviewed.

And that was like January 2005, we still didn’t have the money for Little Miss Sunshine. I remember thinking the project was dead: ‘this movie will never get made.’ This was after four years of writing it and rewriting it and being at Focus and then Focus put it in turn-around and it just didn’t look like the movie was going to get made. So I got the call from Pixar, started there in September 2005 and I worked with Lee for five or six months, and when I came back from Sundance 2006, that was the week that Disney and Pixar merged. And John had wanted to direct Lee Unkrich, but he was suddenly the grand poobah of the entire Disney kingdom. So they asked Lee to set aside his original project that I had been working on with him, and take over the director’s reins and we had established what I thought was a very fruitful relationship. You know, Pixar really took a chance. At that point, Little Miss Sunshine had been at Sundance, but maybe it was mile-high fever or something like that, the movie hadn’t been released yet, and they hired me to write Toy Story 3.

AT: Well presumably it was the writing you had done already, and you got along with the gang there.

MA: And I was just totally in love with the whole collaborative process because it was so different than what I was used to.

AT: Describe it.

MA: So they said, ‘Hey Mike, want to write Toy Story 3?’ I said yes, because they hadn’t told me what their ideas were initially. And so it was all the original Toy Storycreators. John Lasseter, Andrew Stanton, Lee Unkrich, Pete Docter, Bob Peterson, who was a co-director on Up, Darla K. Anderson, who produced the film and Jeff Pigeon, who is an animator, went off to the same original cabin where they came up with the first Toy Story idea. The cabin is on the Bay, north of San Francisco. I was told that at the end of the first day they had an idea that they thought was going to work and then they very quickly found out that wasn’t going to work, so then they had nothing. And then they said, ‘well to get inspired we’ll watch the first two Toy Story films again.’ And they were like, ‘how are we ever going to live up to this?’ So it was apparently only on the second day that ideas started to come to them, so that when they went back to me, they had basically had this two day retreat, they got a bunch of ideas, Stanton went off and wrote a twenty-page treatment, and in a nutshell basically what they came up with was just this rock solid foundation of the beginning.

This is the whole genius of the movie, that you’re going to let time elapse in real time, so that Andy will have grown up, and he’s going off to college, so ten years in real time is ten years in screen time, and that way you are giving your characters a real problem. Now, it’s not like the toys go to outer space or Japan or something like that. The toys have to deal with what seems to be the end of their natural life, and facing these fears of obsolescence, of being replaced or being disposable.

AT: A rather timely topic indeed.

MA: That’s why it has touched such an emotional chord. And then the second idea is there’s a misunderstanding, that the toys feel that Andy doesn’t care about them, and they decide to donate themselves to a day care. And initially it seems like this great retirement community, heaven for toys basically, and then it turns half way through and you realize that ‘oh my god it’s a prison,’ and you need a prison escape.

And then the last sort of rock-solid, never-wavered idea, the ultimate fate of the toys, was that they don’t go to the attic, they don’t go to college, they don’t go to Molly, the younger sister, you know, you have to create this other character who’s not there at the beginning of the story, you know, she’s not a possibility. You know right at the beginning, they had to go on this journey to find this little girl, so at the end Woody is smart enough to put Andy in a position to give all his toys away to her. And you have to be able to see, halfway through…

AT: Because Woody has to be the engine of that…

MA: The metaphor that we always came back to was ‘you can leave your child to make the right decision, but you can’t make that decision for them.’ So you can lead Andy to a place where he can choose, and there’s that moment when he pulls Woody away form Bonnie, you know he holds on to him. It’s a very delicate narrative engineering to have it finally be the decision. And it’s a great moment because the Toy Story films have always been these allegories of parenthood.

In the first one, Woody sees this toy [Buzz Lightyear] who is a newcomer and he’s sort of jealous because he wants all the attention—so sibling rivalry. And then the second one, Woody is more of a parent and he’s having to face the fact that his child is going to have to grow up someday, and leave, and he has to make peace with that fact.

And in Toy Story 3 what I realized, the reason it appeals so much across the age ranges is, is that you have both stories going at once: Woody really being this parent, who loves this child and has done everything for this child, and watched this child grow up and now he’s got to learn to let go. And at the same time, you have the Andy story: Andy is a much more prominent, thoughtful character in the movie. He’s not just a little kid running around, you know, he is—hopefully reveals himself to be by the end of the film—a sweet, thoughtful guy, he’s giving his toys away, he’s giving away his childhood. So it’s this universal emotional experience, both for kids and also for parents.

AT: Absolutely, and as a parent, I was very moved. Because of course my kid went off to college and I had to deal with that. But you’ve got generations who’ve grown up with these characters, no matter how old you are.

MA: And also I just feel like, a whole generation grew up with these characters and identify with these characters as growing up, like a teddy bear that’s with you, that is your companion, who you take everywhere with you. And then having the third story be this sort of culmination of the previous two. You want to vindicate and pay off all those peoples’ emotional investment in these characters. Which means that my three years at Pixar was this anxiety-drenched nightmare of desperation in which I am so scared that I am going to let the world down.

AT: But you weren’t alone, were you?

MA: This is what I realized. When they first hired me, I was like, ‘oh great, this is great, I am writing Toy Story 3, and it’s all these smart wonderful people.’ And I realized, it took me like six months to realize, ‘this could actually be the stupidest decision I’ve ever made in my life.’

AT: Because these are the smartest people on the planet?

MA: Plus, they all made the first two Toy Story movies, so if it turns out OK, everyone’s going to be like, ‘well of course it turned out OK, it’s Pixar.’ And if it doesn’t turn out OK, then they are going to be like, ‘It was you!’

AT: But they are not going to let you…Lasseter is still there. How do each of these people contribute and what is your job? And is Pixar the model that should be imitated in other places? Or is it unique?

MA: When I first got there, I was like, ‘is it the people or is it the system? Where’s the genius?’ And to a degree it’s the combination. Obviously you have a lot of smart, hard-working people all over the place, and you also have animation companies that use the same animation system, so it’s this combination of the two. It really is to a degree like lightning in a bottle. I mean, every Pixar film…I’ve been there when films weren’t working, and you go ‘Oh my god are they going to be able to pull this off?’ And it’s so collaborative, and I don’t think that you can actually point to any one person. The metaphor I could use is that writing one of these scripts or making one of these films is like building a Cathedral. It really is the expression of a whole creative community.

AT: But is it that complicated?

MA: Yeah, until you get there you can’t imagine how much work goes in, and not even just making the movie, just putting the story together is such a laborious process. And it’s really because you make the film like seven or eight times.

AT: So there’s like twenty-five scenes in a movie?

MA: We break it down, yeah, about twenty-five or thirty different sequences. Like some of the easier ones, like when Woody is in Bonnie’s bedroom and she goes to sleep and he wakes up and he has to find a map because he doesn’t know where he is, really what that scene is about is, you’re holding Woody back from leaving until you get to Chuckles the clown’s back story. So that scene was like seven or eight drafts, because it’s a shoe-leather scene. It’s this pivotal point in the story where you check in with Woody. But there were some scenes where I wrote sixty drafts, just because you are always honing and honing and polishing so that it just works.

AT: The movie is crammed with pop culture references like The Great Escape and Cool Hand Luke, musical references in the score, and you change genre styles during the movie, consciously, each section has a different genre, as if it were Quentin Tarantino.

MA: You never want your second act or the whole movie to just be this relentless march towards its goal. You want things to take the audience by surprise. One of the things I am really proud of is in the midpoint, you have basically five or six different story points at the same time. You have Lotso, who seems like he’s the nicest guy in the world when you first meet him; the toys settled in Sunny Side; Andy, who initially seems to be cool and indifferent to the toys; Buzz who’s gone off to find Lotso and he’s going to help the toys figure out this situation; Ken and Barbie who are madly in love; and Woody, who is going off to go find Andy.

There’s one scene where they look through Miss Potato Head’s eyes, which took forever to figure out, like how do they figure out that Andy still wants them, but you figure out: ‘wait a minute, Andy didn’t mean to put them in the attic, he does want them, he still cares about them, so that turns the Andy story.’ Ten seconds after that, the toys are like, ‘if Andy still wants us, that means we can’t stay here, we have to go home.’ So that turns the toys’ story.

Lotso comes in, reveals he’s not such a friendly guy, so that turns the Lotso story, and the ‘who is going to stop us?’ And you introduce Buzz, who’s actually become an obstacle, so that turns the Buzz story, and he throws them in the cages, everyone gets thrown into prison, so Sunny Side actually isn’t the friendliest place on earth, it’s a prison. And that scene is three minutes long and you’re turning all those different midpoints at the same time in the same scene. It’s tricky, having all those midpoints line up at the same time in the same point – it takes a lot of time to figure it out. And then Woody turns in the very next scene.

AT: How long did that take? It took three years to write?

MA: Yeah.

AT: Was that the scene that took sixty drafts?

MA: The scene that took sixty drafts was: you have the big fun overture Western opening, and then you do the video sort of golden age footage, because you want to establish what that relationship was between the child and the toys, you want to show what was beautiful and what has been lost, and then you just have to introduce the characters and you want to show their yearning; they are yearning to connect. So they try to lure Andy in and play with them and it doesn’t work.

And then—and this is always sort of the hardest scene to write in screenwriting—you have your fun in the beginning, and then your characters actually have to sit down and have a conversation. It’s like in Little Miss Sunshine, you have the dinner table scene. And you have this big spaghetti bowl of exposition that you’ve got to sprinkle in because you’ve got character exposition, relationship exposition, story exposition, you’ve got to explain what these guys have been doing for the past ten years, and the crucial thing that was so difficult was to find out what their expectations were for the future.

I really went in circles for about a year because I thought, ‘well, let’s just say they can go to college, they can go to the attic, they can get thrown away in the garbage.’ There was only a limited number of options: what if Buzz is an optimist and he think’s Woody’s going to take them all to college, and Mr. Potato Head is a pessimist and he thinks they’re all going to get thrown away, and Woody is smart enough to go ‘well, I don’t know what Andy is going to do but we have to trust him.’

If you write a bunch of different characters with a bunch of different opinions, you end up with these long scenes of everyone standing around talking. So finally I realized, you know what, ‘screw it, they’ve already has this conversation, they had this conversation eight years ago, and they’ve all decided Andy’s going to put them in the attic. And that way you have this great sort of inciting incident for the story, that if they all think they’re going to go to the attic, then BABOOM! Woody gets put in the college box and it totally changes his sense of what the future is going to be.’

That kicks off that story really well. And then BABOOM! the toys almost get to the attic but then you have all these events where the worst possible thing seems to happen to them: they get put in a trash bag on a curb and the garbage truck is coming for them. And so that disrupts their expectations for the future and now both of your stories—it’s a dual thread story line—you have Woody on the one hand, pursuing, because he thinks his future is with Andy at college—is going one way, and the toys’ story thread is hopefully going to mirror that, so that they can reconnect in the third act. But it took us forever, oh my god, to figure out how to sympathetically frame the characters’ expectations for the future so that those expectations could be violated and it would start the story moving forward. It was a nightmare.

AT: It must have been really horrible, because you can’t really go anywhere until you have that setup.

MA: I’m glad you say that. It kind of was horrible. And I always felt like, we had our release date on June 18, 2010, from the very beginning and I felt like I was on the train tracks and the train was coming, and it’s three years away, but I’m like bound down, tied on the train tracks, and I’ve got to find a way to untie myself, and it’s very hard to relax and take time out to smell the roses, when you know that the premiere is going to happen, that the lights are going to go down, the logo is going to come up, the movie is going to start and whatever you were able to conjure up in the three years that you had is going to be up there on the screen.

AT: So were you alone or were you and others trying to figure out what would work together?

MA: What was amazing was at the very beginning, we were given this treatment to work off of, which reflected all of the ideas those guys came up with, and then I did a pretty quick down-and-dirty first draft which revealed a lot of internal contradictions, shall we say. Then we did a quick-and-dirty second draft, and then we figured out which scenes were working and started boarding them.

AT: That’s interesting, so you could do that?

MA: Oh yeah, as soon as you have something – well, they start boarding almost immediately. Almost immediately they bring in people to start boarding stuff. But I remember I was sitting in the story room with Lee, the director, and Jason Katz, who is the head of the story team, and we had literally been in there, we had been given the green light, ‘OK, here’s your treatment, you guys go off and do your story,’ so we were sitting in our little story room for like six months like trying to figure out what the chronology of the second act is, and how you can escalate it, and at a certain point we were like, ‘shouldn’t there be an adult in the room, because you’d think that there would be some guy from Mattel telling you what you can do with Ken and Barbie, or there would be some vice-president or there would be some producer?’ We did get permission from Mattel but I didn’t get any notes, like, I had no restrictions. Our directive was: ‘let your imaginations run wild, make the best film you can.’ And that was the end of it. You know, and like, ‘come back when you’re ready to show us something.’

AT: At what point was Lasseter involved, when did he give you notes?

MA: What happens is, you do the brain trust meetings. Actually, I think it was a first or second draft and we did a table read and that was the moment where a lot of stuff in the movie still wasn’t working but we got to the end scene and I had written what Andy says as he’s handing over all the toys and especially when he’s handing over Woody, and, I mean, I got all emotional when I was writing it. And so we went through the table read and people were like wiping their eyes.

AT: That’s a good thing.

MA: Exactly. Like, we have a ton of problems, we have a ton of stuff to figure out, but we knew that there was something worthy to pursue. Then we made our first reel. And I think there were seven or eight reels of the film, basically, you know, you do sketches of an entire film, you do initially scratch recording, then you start layering the characters, you do scratch music, you do sound effects, and you basically create a movie in a rough form. And then—this is what’s so crucial to the process of animation and what makes it so different from live-action, is—I’d actually finished my script, I sent it out to everyone, everyone reads it on their own, and reading is sort of a private experience, you know, and everyone writes up their notes on their own, and it’s a hub-and-spokes system. Everyone sends their stuff back to me, but it’s everyone’s individual reactions, unmediated by anyone else’s experience. And at Pixar, you show it in a big theatre with everybody sitting there, so when everyone laughs you feel the laughter, or when everyone is bored, you feel the rustling, or hopefully, when it’s moving at the end, you can hear people sniffling. Just as a writer you get a sense of what’s working and what’s not working.

AT: So how many times does that happen?

MA: Seven or eight.

AT: And that’s the whole movie?

MA: The whole movie. In a very rough stage, but with the thematics. But as problems start getting solved, for example there’s that one scene that I did seven drafts of and we’re like, ‘its done, it does what it needs to do.’ And then you can go, ‘OK this is approved for production.’ Because, you can change dialogue here and there, but you know that’s solid and we can use that as a tent-pole. So the stuff that gets approved early, you pick the low-hanging fruit, and that’s what starts getting animated. But it’s these problematic scenes, the stuff you haven’t solved, that you keep going back, you keep working it, so when you get to the later reels, say you’re doing reel seven, sometimes you’ll have stuff that’s in layout, which is just little stick figures moving, and sometimes you’ll have animation, but you won’t have lighting, so it’s just flat and grey, and sometimes you’ll have a finished scene, something that was approved for production early is done, and it’s sitting there right next to a scene that you’re still writing. I’m still writing, which means you’re still going back to the actors for recording dialogue, and you’re still going back to guys sketching and just throwing it up on screen to see if it will work. It is such a luxury as a writer to be able to make mistakes, put it up on screen, go back, have a huddle and try again. And then the last part of the process is you screen it in public and you get together in a room and you’ve got John Lasseter, Andrew Stanton, Brad Bird, Pete Doctor, you know it’s like, my metaphor is that it’s as though the Harlem Globe Trotters are in your living room, and you just have ideas like flying all over the place and jokes flying all over the place and you can—I’ve said this before- – you can feel the story getting better on a minute-to-minute basis, because a lot of times when things are going well you just feel this energy in the room.

AT: Were some key things solved in that way?

MA: I won’t vouch for this recollection of how Spanish Buzz came about. And this is such a great example of how the organic intelligence in a room is just smarter than any smartest person in the room, like eight smart people together are automatically smarter than any single Einstein in the room. So I think a first draft had been put together and we did what they call an off-site, which is we took all the people who had been part of making the Toy Story film, and we went to an Inn in Sonoma, and we spent two days, and again—I feel like this is like writer heaven, I don’t know anyone who’s going to have twenty, twenty-five guys sitting around for two full days in Sonoma talking about and helping me solve my story. We were going through an early draft of the script and we had had this idea that Lotso flips Buzz back to Deluded Buzz mode and enlists him as a prison guard. And you know, we all thought that was pretty funny, at least it’s a good obstacle, right, it’s a good problem for your character to solve when they’re trying to escape. It’s like one of your confederates has been turned to the dark side. And I remember John Lasseter sort of going ‘we’ve already done Deluded Buzz before, and it feels like we’re going back to the well; it would be great if Buzz had some other mode that he could be put into.’

And we were throwing ideas around the room like Fast version, and Slow Motion Buzz, Vibrating Buzz, whatever, and I was sitting right next to Andrew Stanton and I just went, ‘Spanish Buzz,’ as a joke, like that, and Andrew was like Spanish Buzz! And you could feel the whole room go ‘Ahhhhhh!’ And all the animators, they of course went crazy, because you know like what you can do, and you immediately go, ‘well this can’t just be a joke, it’s got to serve the characters, so wait a minute. Buzz has his huge crush on Jessie and he is so inarticulate and he’s not able to express it, so this is a perfect opportunity to have him show his true feelings to Jessie.’

And it’s such a great example of ten brains being better than one. Because the hard part is identifying what’s not there. The hard part is just asking the question: is there something else we can do? And there are a hundred ideas, and it takes one guy to go “That’s it! That’s the idea!” and identify it.It seems like you know what you are doing but you don’t. It’s this process of stumbling forward and throwing out ideas and having a bunch of smart people in a room together all working together all trying to make the best film they can, and then you just have these happy accidents. As a writer it’s just so great to be a part of that.

AT: So in your own process, did you look back at children’s books, and did similarities with The Brave Little Toaster come up?

MA: We screened The Brave Little Toaster, just to know what was there, because you obviously don’t what to repeat yourself. Lee, the director, felt like it was very important—the whole trip to the dump scene wasn’t in the original idea, the third act of the story originally was they overthrow Lotso and they go home from day care. The third act was all a mad scramble to get home. And Lee just felt, and I think he was absolutely right, that if this is going to be the culmination of three stories, that you need the toys to face the worst possible thing. You need them to go to what is the end of a seemingly toy life-cycle, and to stare death in the face. And so I think what justifies that choice in the end is that it helps change Woody and his relationship to the other toys. When he starts off, he’s still calling staff meeting, he’s still saying our jobs as toys is to be there for Andy. So he still sees the other toys as work colleagues. And when you go through that kind of traumatic experience like the incinerator scene, it’s this thing that changes you, if you went through that with a group of people, you would never have the same relationship with them again. It fuses them into a family, and that’s why—hopefully—when they get back to Andy’s bedroom, Woody is still trying to do what he thinks his job as a toy is—to always be there—but now he’s been bonded to the other toys. You feel that he’s torn, because he’s been bonded to these guys and you feel like he’s leaving his true friends behind. And you just feel like there is no—and this is what you are trying to do as a writer, to push the audience to feel that there is no good outcome here. If he’s going to do his job as a toy then he is going to go with Andy, but he’s going to leave his friends behind. And if he is going to stay with his friends than he is sort of not doing his job. And then you have this hopefully surprising reversal at the end.

AT: Which works out; you come up with a solution that is exactly what we want.

MA: But that’s easier said than done.

AT: Given the theme of death, how did you figure out how to make this appeal to both children and adults? How did you have that conversation?

MA: Honestly, those conversations only happen in retrospect. It’s like, all we’re trying to do is be funny and tell a good story. Like going for it, when you are being creative, you are going to apply the rules of storytelling retroactively. But when you are sitting there trying to write Ken and Barbie or Andy giving his toys away, all you can do is go with what you want to see as an audience member. You can’t be calculating.

AT: Well you can’t be, but someone has to be later?

MA: Later, I think there was one test screening back in October, almost a year ago, and it was up in Oregon. And everybody felt like the film was working pretty well at that point, but my one big concern was that all the children were going to be crying at the end of the movie.  So there were two screenings, the second one was young adults but the first one was parents and kids. And they had a focus group with the kids at the end and they asked if it was too dark, too scary, and the audience that we had didn’t seem to think so. If you are asking if something is too intense, you are asking if it’s too emotionally intense, and like, there’s no such thing! That’s your job as a story teller—is to make it as moving, or as funny or as scary as possible. Like, why am I tying my arm behind my back if I am trying to mediate that somehow? If I want a harrowing climax, I’m going to make it. It’s in service to the story, if you want your light, happy ending to feel earned, to feel as though it’s going to pay off, then you want it to be dark, you want it to get to a point where it seems hopeless. Otherwise your ending is just going to be nothing.

AT: There must be a lot of stuff on the cutting room floor that you didn’t get to use?

MA: Very little. Basically everything I wanted. We did one set of reels—you know, your temptation as a writer is to always throw in some extra jokes, and so the running time started to get up to 98 minutes and so we were strongly encouraged to cut whatever we could out of the movie. And it’s great to go through the film with a new set of eyes. Brad Bird has this metaphor—your house is on fire, what are you going to go in and rescue? What’s really important to you and what can you just leave behind? And so, I remember they were like, ‘see if you can take ten minutes out of the movie,’ and I thought, ‘there is no way!’ And basically we were able to take like 8-10 minutes out of the movie.

AT: You have this whole other opportunity with this film to use nostalgia because all this time has passed. You can go back in time and use these pop culture references. There is an 80s element too that you’re playing with.

MA: I don’t think there’s been another trilogy like this. Star Wars to a degree, but those were much closer together. This is like 15 to 16 years, which is practically a generation. I mean, it mirrors a whole generation of kids growing up, and so I feel like the emotion there at the end is spring loaded in the first two films, and all I’m trying to do—it’s like someone threw a Hail Mary pass and I just have to run in the end zone and not drop the ball, basically. But I do feel as though it’s hopefully something that is going to stand as a whole trilogy of movies that speaks to the experience of growing up.

AT: If we were to take the first Toy Story group treatment vs. the final movie, what would be the salient distinctions?

MA: Well one of the big wrong-turns we made right off the bat was—and this is just a classic story of, you have your first act, and then in your second act you immediately make a misstep and things go haywire. In the original draft Woody decided he was going to stay at day care and try and talk the other toys into going back to Andy with him so Woody was there when all the kids came in and played rough with the toys, and then in the movie Buzz gets thrown up on the windowsill and looks out over the school yard and sees that in the butterfly room things are nice. In our original version Woody gets thrown up on the windowsill and sees that all the butterfly kids are playing nice, and then he sees Lotso and Lotso goes and winks at him. And what you are doing there is you get a big laugh—that got a huge laugh in the first set of reels because, ‘aha! he’s been tricked,’ but you are revealing your bad guy is a bad guy way too early. We saved that for the midpoint. And I remember Lee saying, ‘I’ll never buy Woody leaving his friends behind and trying to go back to Andy if he knows that SunnySide is a bad place.’

And so, god, it makes my head hurt when I go back and think of the problems we had to try and solve. That was a huge, huge problem. The other thing was the whole thing about the toys getting put out on the curb and having the garbage truck coming. That wasn’t there in the early drafts. And so you have this very sort of meandering, diluted first act with a lot of people standing around arguing with each other and it was not dramatic at all.

AT: So you are still working at Pixar? But you also want to do other things?

MA: I have many plans for the future. But I am not at liberty to discuss. I do want to do other stuff.

AT: They did let Stanton escape.

MA: And Brad Bird is off. I’ve been going pedal-to-the-metal since Little Miss Sunshine. So a break might happen sometime in the medium-term future.

AT: When they brought in Tom McCarthy, what movie was he working on?

MA: Up.

AT: Did they bring anyone else in to help you?

MA: No.

AT: You soldiered on alone?

MA: And there are these lonely moments. I remember I was like, ‘OK, I like the escape,’ and we had a meeting and brought everyone in for ideas on what the escape was going to be. ‘Well, there needs to be three obstacles: the doors, the patrol trucks and the monkey.’ And then how are you going to get over those obstacles? The other thing is just figuring out the geography. It’s one of the unsung problems of screenwriting. Because you have to figure out where they’re going to get to, you have to figure out what that school actually looks like.

AT: How did you figure out Mr. Potato Head using his eyes, with the tortilla?

MA: That was in the first draft, because the prison escape was already in Stanton’s original treatment, that Mr. Potato Head had all his parts out on the playground and he just slipped a tortilla under the door. And of course every animator automatically knows its a good idea because you know you immediately start thinking of how you are going to animate it.

AT: But the whole process of the escape was exhaustive—it has several different parts.

MA: And it was long. At one point it was like eighteen minutes. And so you need to just cut out everything that is extraneous and just boil it down. And now it really clips along. The other thing I didn’t realize—this is what you realize as you write something, is that, ‘OK, I’m going to write this tense and exciting clockwork escape scene.’ And you work on it for like six months and then, ‘wait a minute, this should be a comedy set piece, basically.’ You want it to start out tense and serious, but then as little things start going wrong you just want the craziness to mount so that by the time you get to Spanish Buzz seeing Jessie and falling on his knees, you burst out laughing. For comedy you want to start low and end high.

As the escape is plotting you, just one little thing goes wrong after another and then you get comedy. But I didn’t even realize that that was the goal of the scene, was to make it funny, until like six months in and I’m like, ‘I’m missing something here. All that tension you are building up should be in the service of comic relief.’ So we had that meeting about the escape and nothing concrete came out of it. And I had this lonely moment where everyone was like, ‘see ya! Come back when you have something!’ And you’ve gotta go.

The other thing was to figure out how Woody overthrows Lotso at the end. It’s this classic screenwriting problem, how do you have your hero defeat the bad guy? And it can’t just be that he overpowers him, he’s got to outsmart him somehow, and the idea was that you finally figure out that Lotso depends on his muscle, Big Baby, to keep everyone else in line, so you don’t have to shift the sympathy of everybody, you just have to flip Big Baby. So then how do you shift Big Baby? So I’m like ‘Oh, God! Now I have to invent this whole crazy back story, because initially they were just toys that knew each other from day care.’ Like, ‘OK, they have to have had the same owner, they have to have gone through the same process of abandonment, and then now it’s like you need another witness toy, Chuckles the Clown, who is going to see all this and relay it to Woody…’

AT: And that’s how you end up with that scene in the room, but also creating the girl who is going to be the savior.

MA: Exactly. But then it’s just these long lonely moments of sitting down and you finally figure out that Lotso and Big Baby knew each other, and then you’ve got to create—props are always very useful—so Big Baby has this locket that says “my heart belongs to Daisy” on it. Again, there’s a ton of ideas that comes from all over the place, it’s the actors who are the initial spark, their vocal performances create the characters. You know they get film on camera so the animators can refer to those performances for body language and everything.

The great thing about the animation process is that is goes from, I write the lines, it goes to the actors, the actors bring a whole world to that, they bring the characters to life, then it goes to the animators, then it goes to the editor who cuts it together and then you screen it and it goes back through the system again. So that all these pieces of the machine are all talking to each other at the same time, it’s like a real dialogue. In live action you do all your writing, then you do all your production, then you do all your editing, and if you’re a writer, a lot of times you just get thrown out, so that’s why it’s very gratifying to be a voice in that process, a part of the ongoing process.

AT: At what stage do your pages get turned into animation?

MA: What happens is you break the script into twenty-five sequences, so it’s like these are all solid, don’t worry about them, here are your problem sequences, work on them. So lets say I’ll attack three or four scenes, and what I’ll do is I’ll write a draft and hand it in to Lee the director and he’ll go, ‘eh, X, Y and Z.’ So then I go back and I’ll go through that very small two-person feedback loop for five or six passes, basically, until Lee finally goes, ‘OK, I think that’s it.’ And then he’ll take it from me and hand if off to the story guys and they’ll start sketching it and they can add jokes, they can add visual stuff, they figure out how to frame it, if there is a way you can communicate information visually rather than verbally, so I was embarrassed sometimes to find the scenes come back to me shorter because things can be done visually instead of having to rely on dialogue. And then they’re just adding Ken’s bare chest and his slip-on slippers, you know, stuff like that, all the visual splendor gets added, and then that stuff goes to the editorial department and it gets put into the reels.

People have asked me how much did I work with the story crew, but by the time I made Lee happy and he handed it off to the story crew I was going off to another scene, I was just writing a new thing, so I was actually somewhat quarantined from Lee’s interaction with the story crew. He would hand all the scenes to them, they would sketch out the scenes and bring it back and pitch it to him. So I’m kind of the tip of the spear, just in terms of sending pages down the stream, but then all the stuff gets added, it’s a value adding process all the way through.

Arndt’s off-the-top-of-his-head top ten fave films:

  1. Late Spring (Ozu)
  2. His Girl Friday (Hawks)
  3. Come and See(Klimov)
  4. Apocalypse Now (Coppola)
  5. Monty Python and the Holy Grail
  6. My Nieghbors the Yamadas (Takahata)
  7. The Diva(Beineix)
  8. Badlands/ Days of Heaven(Malick, can’t choose between two)
  9. Singing in the Rain (Donen)
  10. Makioka Sisters (Ichikawa)

We hope you enjoyed this insight into one of the greatest film studios in existence today!