Hoodwinked! (original version)

***Hoodwinked!*** was one of the first independent computer-animated films to be produced without the aid of a distributor. Although the film's budget is listed as $30 million on Box Office Mojo, several sources have rejected this figure, reporting that the film was produced for no more than $15 million. Director Cory Edwards explained in a 2009 interview that the film's actual budget was under $8 million. Any of these figures would be significantly lower than is typical for a computer-animated film's budget. At the time of *Hoodwinked!'s* production, the costs of computer-animation software had only recently decreased to a price that was accessible to more than just major studios, and leading up to the film's release, producer David Lovegren said, "Six or seven years ago, the idea of doing *Hoodwinked!* as an independent [animated] feature would have been impossible".

The filmmakers only made the film independently by necessity, and Cory Edwards has said, "It's not a model to be followed. It was a once-in-a-lifetime, seat-of-your-pants kind of thing that just barely came off." However, he added that the process was worth going through to get the film made, and encouraged aspiring filmmakers to be willing to follow it.

### Development

After a number of years spent producing commercials and music videos in Tulsa, brothers Cory and Todd Edwards founded their own production company, Blue Yonder Films. Joined by their friends producers Brad Knull, Robert Yanovitch and Preston Stutzman, who also led marketing for the company. The group released their first feature film, *Chillicothe*, at the 1999 Sundance Film Festival. Emboldened by this success, the company then moved to Los Angeles in the hopes of producing a sophomore film. Blue Yonder evolved as Knull and Yanovitch left to pursue other interests, and new opportunities for the remaining three partners proved elusive at first.An associate producer on *Chillicothe*, Sue Bea Montgomery, sought out studios that might want to work with the trio; she was met with indifference and determined that Blue Yonder Films would have to further establish itself on the independent scene before anyone would take interest. Montgomery then set up a meeting between the filmmakers and Maurice Kanbar, a successful entrepreneur who had made a minor investment in *Chillicothe*.

The Edwards brothers pitched a number of ideas for live-action films to Kanbar and proposed a development deal that would have entailed Kanbar paying the group and covering their rent in exchange for a significant portion of the rights to any scripts that Blue Yonder Films ever sold. Kanbar, however, was interested in a more direct approach, preferring to focus efforts on getting a single film produced. He had always admired animation, and after seeing a direct-to-DVD computer-animated short film that Cory had made called *Wobots*, suggested the possibility of producing an animated feature with Blue Yonder Films, one that would tell a familiar narrative with a twist. Kanbar gave the group a month to come up with a story idea.

Although Kanbar expressed interest in producing a retelling of Cinderella or *Pinocchio*, the Edwards brothers insisted on avoiding stories that had already been defined by Disney. Several ideas were considered by the brothers. Cory suggested Little Red Riding Hood, describing it as a story "so simple that you can go a lot of different directions with it", and within a few days, inspiration came to Todd through non-linear crime dramas, such as Rashomon, Pulp Fiction, Run Lola Run and Memento. Todd's proposal to retell *Little Red Riding Hood* as a police investigation, exploring the narrative through multiple points of view, was embraced by Kanbar, who agreed to fully finance the film before seeing a finished script.Kanbar's initial plan was to release the film directly to DVD. In 2002, Kanbar and Montgomery joined together in founding Kanbar Entertainment and Kanbar Animation, independent production studios that teamed with Blue Yonder Films for the production of *Hoodwinked!*

Cory served as the film's main director, as he had more experience with animation, comedy, and children's entertainment, while Todd served as co-director. Montgomery and Stutzman were joined by Disney animation veteran David Lovegren as producers on the film, and Cory's and Todd's sister Katie Hooten joined as an associate producer. Tony Leech, who had worked with the Edwards brothers on *Chillicothe*, was initially hired as an editor, but gained story input as well. He eventually proved to be so valuable to the production that he was given a role as co-director.

### Pre-production

The filmmakers found independently producing the film to have both benefits and challenges. Although they were given a great amount of creative control by their executive producer Maurice Kanbar, their small budget kept them from making potentially beneficial changes to the story once production was underway. Todd Edwards related that "Money doesn't just buy you more talent and more machinery, it also buys you flexibility on a story level. At Disney, if they don't like the third act, they just throw the whole thing out and re-animate the whole thing, even if it's finished ... We had no such luxury, and so in a way, you're watching our first version of the movie."Knowing ahead of time their inability to alter the film's script once animating had begun, an effort was made by the filmmakers to finalize the script as much as possible before the start of production, which is not a common practice for studio-produced animated films.

Turning away from the well-known archetypes of the *Little Red Riding Hood* characters, the filmmakers continued to look towards non-linear crime dramas for inspiration instead. Producer Preston Stutzman explained that "The whole film is about surprises and secret lives". Not wanting Red to be "boring" or "too innocent", she was patterned on James Dean and given the desire of leaving home to find her way in the world. Todd Edwards had the idea of basing the Wolf on Chevy Chase's character in Fletch, feeling that it would be fun to apply the character's dry, deadpan style of humor to an animated wolf, while Cory Edwards created the hyperactive character of Twitchy to serve as the Wolf's foil. Going against types, Red's Granny was written as a thrill-seeking action hero, while the strong Woodsman was written as being childishly incompetent.

The police officers were written to come across as everyday guys and Cory Edwards has explained that the decision to make three of them pigs was not politically motivated.Nicky Flippers was not a part of the story as it was initially conceived and prior to his creation, the investigation was going to be led by Chief Grizzly. After producer Sue Bea Montgomery and her husband pointed out similarities between their film and the 1950s film/TV series The Thin Man, the Edwards brothers and Leech decided to introduce the character and his dog into the film as an homage to Nick Charles. They considered several different types of animals before settling on making him a frog.

Cory Edwards chose to approach the film predominantly as an action/comedy, instead of as a typical animated film, and wrote the script to appeal to audiences of any age like many of the films produced by Pixar or Disney. Bugs Bunny, Road Runner, Rocky and Bullwinkle, The Muppets, The Simpsons and The Incredibles have all been cited as inspirations for the film. An attempt was made to distance the film from Shrek and other similar themed films that had been recently released, by excluding magic, wizards, and fairies from the film. Cory Edwards also strived for a different style of humor than *Shrek*, choosing to make his film more family friendly and less of a satire.

Working out of Todd and Preston’s apartment, Cory and Todd Edwards initially wrote the script while Cory sketched most of the film's storyboards, and Todd wrote the songs. Leech simultaneously scanned the boards edited the story reel on his Mac computer. The first (temp) voice cast was the three of them. Producer Sue Bea Montgomery showed test screenings of the story reel to children in her neighborhood, and gained input from their reactions. The filmmakers had been considering removing Japeth the goat, but chose not to when he proved one of the most popular characters at these screenings. The children also particularly liked Twitchy, which led to the expansion of the character's role.

In an effort to save costs, the film's cast was originally going to be composed mostly of friends and family members of the filmmakers. Cory and Todd brought in their cousin Tye Edwards to play Dolph and turned to their friend Joshua J. Greene to play Jimmy Lizard. Japeth was written specifically for Benjy Gaither, the son of gospel music singers Bill and Gloria Gaither. He had been a friend of the Edwards brothers since childhood and Cory's short film *Wobots* had been produced through his animation studio Live Bait Productions. Cory's wife Vicki was given the role of a skunk reporter, and while some consideration was initially given to having an adult play the child woodpecker Quill, the role was instead given to producer David K. Lovegren's daughter Kathryn. The Edwards brothers, Leech, and producer Preston Stutzman all took on roles as well. Wanting to do one of the voices in his movie and having watched a lot of squirrels, Cory took on the role of Twitchy, and Pro Tools was used to speed up the recording of his dialogue by 50 percent. Todd played the local Sandwich Man, Leech played both Det. Bill Stork and Glen, and Stutzman played Timmy.

As the producers gained greater confidence in the film, however, larger name actors were brought in. Patrick Warburton was the first celebrity actor to join the film and did so purely out of a love for the script. Though Cory Edwards had originally envisioned the Wolf as sounding like a mixture between a young Chevy Chase and Bill Murray, he praised Warburton's performance, saying that he "made the Wolf his own character." Warburton, who had past experience in voice acting from Buzz Lightyear of Star Command and The Emperor's New Groove, found funny Edwards' idea to voice the Wolf as an investigative reporter who fancied himself like Chevy Chase's *Fletch* character, so he decided to voice the Wolf dryly and inquisitively. Andy Dick also joined the cast early on, to voice Boingo. He used improvisation and approached the role differently from how it had been written, interpreting the character as victimized and unstable. The filmmakers were enthusiastic over Dick's angle on the character, and Todd Edwards said, "What we had written was kind of stock, to be honest, but Andy Dick, well, where he was supposed to laugh, he'd be crying. Where he was supposed to yell, he'd be laughing. He just mixed it up!" Prolific voice performers Tara Strong, David Ogden Stiers and Tom Kenny were cast in multiple roles. Strong was cast as Red and Zorra, Stiers was cast as Kirk, the Woodsman and Nicky Flippers, and Kenny was cast as Tommy and Woolworth the Sheep. Emmy-winning actress Sally Struthers was brought in to play Granny Puckett and Joel McCrary was cast as Chief Grizzly.

### Animation

The film's animation was created on Maya software, and in an effort to save costs, was produced in Manila, Philippines. Producers Sue Bea Montgomery and David K. Lovegren founded the animation studio Digital Eye Candy for the purpose of the film's production and stationed it in a 5,000-square-foot rented house. Cory Edwards traveled to this studio a total of fifteen times over the course of the film's three-year production and has explained that although the house was located in an expensive part of Manila, the rent was no more than that of his two-bedroom apartment in Los Angeles. When Cory was not able to be on site, Todd took over directing duties. "Along with Tony, we were kind of a 'three-headed monster,'" Cory explains. "We all knew what movie we were making, and I trusted those guys to make creative calls when I couldn't be there." Lovegren had attempted to start an independent animation studio in the Philippines before in 2001, but the studio, called ImagineAsia, was closed after it failed to attract business. Digital Eye Candy hired approximately twenty animators that had previously been employed by ImagineAsia, and at one point the studio reached fifty employees.

The film's animators had little experience with computer-animation and feature-length films, and had to be trained by the producers over the course of the film's production. Since none of the animators were specialists, they were not divided into specific teams, but instead each worked on all areas of the animating process. The filmmakers found this to be a poor method though, because it kept the individual skills of the animators from being optimized. Due to their independent backgrounds, the animators were accustomed to working at fast paces, and despite their small numbers, each phase of production was able to be completed within a short period of time. Still, schedule and budget restraints led the filmmakers to enlist Prana Studios in Mumbai, India to perform lighting and compositing.

The filmmakers found that the most difficult aspect of producing the film independently was their inability to fix all of the mistakes made in the film's animation. Todd Edwards explained that "it becomes an equation: 'I have 10 things that I would like to change in this shot. I have the time and the budget to do three. Pick those three and then let's move on.' And that was hard to do". Another obstacle during the film's production, according to Cory Edwards, was putting fur on the animal characters. It took the filmmakers three and a half years to crack the code to do so perfectly, forcing themselves to redesign and reanimate several aspects.

Knowing that they could not match the quality of other computer-animated films, the film was instead designed to imitate the look of stop motion. Cory Edwards cited Rankin-Bass as an inspiration and explained, "If we approach our look like that—photographed miniatures in stop motion—and if that nostalgia resonates with our audience as far as that look, then we're not going to shoot ourselves in the foot trying to put every freckle and hair on photoreal creatures." Edwards contrasted the technically innovative, but critically panned 1986 film Howard the Duck with the simple, but beloved puppet character Kermit the Frog to illustrate to his crew the importance of well-written, likeable characters over technical quality.

Distancing the film from what producer Preston Stutzman called the "candy-coated, brightly colored pastel world[s]" of other CG animated films, an attempt was made to bring an organic look to the film, and “dirt” was rubbed into the colors. The Nightmare Before Christmas was cited as an inspiration for the filmmakers to try to bend the characters' shapes into extremes, and many other choices unconventional to computer-animated films were also made. For example, one of the Woodsman's eyes was made bigger than the other, and Red was given only four fingers, so as to make her look more like a doll. Producer Katie Hooten explained that "CG in the past has been pushing the envelope to make things look more realistic, but *Hoodwinked* takes things back to where CG looks a lot more like a cartoon."

### Music

The film's score was composed by John Mark Painter, who along with his wife Fleming McWilliams, constituted the rock duo Fleming and Johnin the 1990s. The Edwards brothers were fans of the group and first met Painter while Cory was performing in an animated film on which Painter served as the composer. The score was inspired by music from the 1960s and the soundtracks to Planet of the Apes, Dark Shadows, andThe Untouchables have been cited as influences, as well as the works of Henry Mancini. It was recorded in Nashville, Tennessee, where Kristin Wilkinson served as the orchestrator and conductor.

In an effort to appeal to older audience members, Todd Edwards chose to replace parts of Painter's score with original rock music. From this came the song "Little Boat", written and sung by Daniel Rogers, who had composed Edwards' first film *Chillicothe*. "Runaway" was written by Joshua J. Greene, a friend of the Edwards brothers', who also provided the voice of Jimmy Lizard in the film. "The Real G", sung by Cory Edwards and "Bounce", sung by Todd Collins were both written by Painter and Cory Edwards. "Blow Your House Down" was performed by the Filipino band Pupil and written by their lead singer Ely Buendia.

Cory Edwards was willing to include the Foo Fighters' song "All My Life". The Foo Fighters decided against it due to having a new album coming out and having no enthusiasm about using their old hit, afraid it was getting overused. No Foo Fighters song was included on the soundtrack.

Todd Edwards wrote nine original songs for the film and sung four of them: "Critters Have Feelings", "Tree Critter", "Eva Deanna", and "Glow". "Eva Deanna" was written about a day that he and his wife spent at the zoo with their niece, the daughter of associate producer Katie Hooten. "Glow" was written about the Edwards siblings' grandmother, Vera, who had died a few years earlier. "Great Big World" was sung by Anne Hathaway and replaced another song called "Woods Go-Round", which Edwards considered too childish and described as being "in the vein of Saturday morning cartoons." This change required the scene to be re-animated and re-cut. "Be Prepared" was sung by Benjy Gaither and developed out of a practicality; the filmmakers wanted to introduce Japeth while the character is rocking back and forth on his horns, as though the horns are a rocking chair. However, they realized that this would make the horns too big to fit in a minecart later on in the film. As a solution, they came up with the gag of having the character switch his horns several times, and this led to the song's concept. McWilliams joined Jim Belushi to sing "The Schnitzel Song" and Painter asked his longtime friend Ben Folds to sing "Red is Blue", a selection strongly advocated for by Edwards. Folds was working on a new album at the time, but a year after the proposal, found the opportunity to record the song and compose a piano arrangement for it as well. "Top of the Woods" was sung by Andy Dick and was originally composed to be slow-paced. The recording of Dick's performance was sped up though at the suggestion of Ralf Palmer, a prolific animator and friend of producer Sue Bea Montgomery.

### Distribution

*Hoodwinked!* was shown to potential distributors throughout various stages of its production. Though a distribution offer was made by DreamWorks, it was turned down as the filmmakers did not feel that it was a good deal. As the film neared the end of production, it was screened at the Cannes Film Festival. Harvey and Bob Weinstein were also at the festival at the time, screening Robert Rodriguez's film Sin City, which they were distributing through their then newly formed studio, The Weinstein Company. They decided to pick *Hoodwinked!* up for distribution after it was brought to their attention by Rodriguez's wife, whose attorney also happened to work for Blue Yonder Films. Although Cory Edwards did not meet Rodriguez, he acknowledged him as instrumental to get the film made.

The Weinsteins had recently left the Walt Disney Company and according to Cory Edwards, they "loved the idea of picking up an animated film and giving Disney a run for their money". The involvement of the Weinstein Company encouraged Kanbar enough to enlist Skywalker Sound. The film was nearly complete by the time that the Weinsteins became involved, and Edwards has stated that nothing was done by them to ruin "the original vision of the movie." However, a few edit suggestions were made to quicken the film's pace which Edwards felt were good ideas, as he considered the first twenty minutes to be dragging.

The Weinstein Company also heavily recast the film with bigger-name actors in the hopes of attracting a larger audience. Anne Hathaway replaced Tara Strong in the lead role of Red; Jim Belushi replaced David Ogden Stiers in the role of Kirk, the Woodsman; Anthony Anderson replaced Tony Leech in the role of Det. Bill Stork; Glenn Close replaced Sally Struthers in the role of Granny Puckett; Xzibit replaced Joel McCrary in the role of Chief Grizzly and Chazz Palminteri replaced Tom Kenny in the role of Woolworth the Sheep. Opining that the final steps in character design were really fleshed out when the actors were hired, Hooten felt that Hathaway put some edge that was missing on Red, making her more sarcastic, sassy and quick. Anderson accepted the role of Bill Stork given his past experience as voice actor and his previous collaborations with the Weinsteins in Scary Movie 3 and My Baby's Daddy, wanting to do something that his children and godchildren could watch and enjoy. Palminteri was called to be offered the part of Woolworth the Sheep, which he accepted as found the script hilarious. Despite these recastings, Tara Strong retained the much smaller role of Zorra, David Ogden Stiers retained the role of Nicky Flippers, Tom Kenny retained the role of Tommy and Tony Leech retained the role of Glen. Many high-profile country singers were considered to replace Benjy Gaither in the role of Japeth, but none of them were available and Gaither retained the role. The Weinsteins also wanted to replace Joshua J. Greene in the role of Jimmy Lizard with a more famous actor such as Albert Brooks, but the role was ultimately not recast. Edwards appreciated the reason for the recastings and attributed a large part of the film's financial success to them. He expressed disappointment about the amount of recasting, however, saying, "At a certain point it became Recast-o-Rama, everybody got recast-happy. My feeling is, you get two or three names on that poster, you're fine. Our Hoodwinked poster has like a paragraph of names on it. After a certain point, I don't think you need more than two, three celebrities—give it to the voice actors. It sweetens the pot". Since the film's animation had already been mostly completed by the time the recastings were made, the new actors had to deliver their lines exactly as the old actors had done, giving them no opportunity to improvise. Edwards expressed disappointment with the fact that the original actors would not get any credit for their improvisations in the film, which were copied by the replacement actors.

1. ↑ "Hoodwinked Box Office Mojo"
2. ↑ "Hoodwinked Review EW"
3. ↑ Tasha Robinson (January 11, 2006). Hoodwinked. *The A.V. Club*.
4. ↑ Michael Smith (August 6, 2020). Former Tulsa filmmaker Cory Edwards has gone from 'Hoodwinked' to 'Fearless' in the world of animated movies. *Tulsa World*.
5. ↑ 5.0 5.1 5.2 J. Paul Peszko (May 11, 2004). Hoodwinked: Anatomy of an Independent Animated Feature Page 2. *awn.com*.
6. ↑ "A Conversation with Cory Edwards"
7. ↑ "Interview with Fulle Circle"
8. ↑ 8.0 8.1 8.2 8.3 8.4 Martin Goodman (February 3, 2006). Dr. Toon: A Peek Under the Hood page 2. *awn.com*.
9. ↑ 9.0 9.1 9.2 9.3 9.4 9.5 9.6 J. Paul Peszko (May 11, 2004). Hoodwinked: Anatomy of an Independent Animated Feature Page 3. *awn.com*.
10. ↑ 10.0 10.1 Karen Raugust (November 22, 2006). Independence Day: The Growth of Indie Animated Features. *awn.com*.
11. ↑ 11.0 11.1 11.2 11.3 Martin Goodman (February 3, 2006). Dr. Toon: A Peek Under the Hood page 4. *awn.com*.
12. ↑ 12.0 12.1 Deborah Lilly (2006). Alumni Rendition of Red Riding Hood hits the big screens. *anderson.edu*.
13. ↑ 13.0 13.1 13.2 13.3 13.4 13.5 13.6 Peter T. Chattaway (May 2, 2006). Cory Edwards – the interview's up!. *patheos.com*.
14. ↑ 14.0 14.1 14.2 CORY EDWARDS (HOODWINKED) - Interview. *Tribute.ca* (May 28, 2013).
15. ↑ "Hungry like the wolf"
16. ↑ 16.0 16.1 Ian Mohr (May 17, 2005). Weinsteins sign Red Riding Hood. *Variety*.
17. ↑ 17.0 17.1 17.2 J. Paul Peszko (January 13, 2006). Hoodwinked: Blue Yonder Set to Make Animation History page 1. *awn.com*.
18. ↑ 18.0 18.1 18.2 18.3 Martin Goodman (February 3, 2006). Dr. Toon: A Peek Under the Hood page 3. *awn.com*.
19. ↑ 19.0 19.1 19.2 19.3 19.4 19.5 Martin Goodman (February 3, 2006). Dr. Toon: A Peek Under the Hood page 5. *awn.com*.
20. ↑ 20.0 20.1 20.2 20.3 Laremy Legel (January 17, 2006). INTERVIEW: Cory Edwards Talks ‘Hoodwinked’. *ComingSoon.net*.
21. ↑ J. Paul Peszko (May 11, 2004). Hoodwinked: Anatomy of an Independent Animated Feature Page 4. *awn.com*.
22. ↑ 22.0 22.1 22.2 Martin Goodman (February 3, 2006). Dr. Toon: A Peek Under the Hood page 6. *awn.com*.
23. ↑ Cory Edwards (May 19, 2007). Living in a Satirical World. *coryedwards.com*.
24. ↑ 24.0 24.1 24.2 Melanie Hayes (January 11, 2006). AU alumni unveil "Hoodwinked!". *anderson.edu*.
25. ↑ 25.0 25.1 25.2 25.3 25.4 Joe Strike (August 31, 2007). "With the Talents Of ..." Celebritization of the VO Biz. *awn.com*.
26. ↑ J. Paul Peszko (May 11, 2004). Hoodwinked: Anatomy of an Independent Animated Feature Page 1. *awn.com*.
27. ↑ Cory Edwards (February 15, 2011). Twitchy's Voice: The Sequel. *coryedwards.com*.
28. ↑ 28.0 28.1 28.2 28.3 Cory Edwards (December 30, 2010). Stop the Madness. *coryedwards.com*.
29. ↑ Michael J. Lee (December 12, 2005). PATRICK WARBURTON on 'HOODWINKED'. *radiofree.com*.
30. ↑ Dennis King (January 13, 2006). Hoodwinked! Review Tulsa World. *Tulsa World*.
31. ↑ 31.0 31.1 Indie Animation. *creativeplanetnetwork.com*.
32. ↑ Global Animation Names Lovegren to VP Post. *digitalproducer.com* (June 22, 2001).
33. ↑ Kristin Wilkinson. *recordingmusicians.com*.
34. ↑ Todd Edwards (February 4, 2019). @ToddEdwardsFilm. *Twitter*. “Strong women are at the heart of Hoodwinked. Our little indie movie that started in my living room made over $110 MILLION world wide when it was released, though most fans don't know that a couple of its key soundtrack songs were written about strong women in my family...When Granny escapes the avalanche via parachute the song “Glow" has lyrics inspired by my grandma Vera who had passed away a few years prior. The loud song just before that, "Eva Deanna," was about my niece, the first grand baby of her generation. Eva has quite a story..."”
35. ↑ 35.0 35.1 35.2 J. Paul Peszko (January 13, 2006). Hoodwinked: Blue Yonder Set to Make Animation History page 2. *awn.com*.
36. ↑ Bonnie Britton (July 25, 2005). AU alums score animation breakthrough. *anderson.edu*.
37. ↑ "A Conversation with Cory Edwards"
38. ↑ "Interview with Fulle Circle"
39. ↑ "ANTHONY ANDERSON on 'HOODWINKED'"
40. ↑ "CHAZZ PALMINTERI (HOODWINKED) - Interview"