Happily N'ever After is not your typical fairytale toon. Inspired by Grimm's classic tales, the film riffs satirically on the battle between an evil stepmother, Cinderella and the wizard. All images courtesy of Lionsgate.

The very title Happily N'ever After reveals that this is not a conventional fairytale toon. Though inspired by well-known characters from Grimm's classic kid-lit, Happily N'ever After riffs satirically on the battle between an evil stepmother (voiced by Sigourney Weaver) the heroine Cinderella (here named Ella and voiced by Sarah Michelle Gellar) and the requisite wizard (George Carlin) who takes a vacation and triggers chaos in the kingdom. In the tradition of Fractured Fairy Tales, Ella gets wise, leads the forces of good and finds true love -- not with the bumbling Prince (Patrick Warburton) but with a humble worker voiced by Freddie Prinze Jr.

Not surprisingly, the ads for Happily N'ever After tout the role of Vanguard Films ceo/producer John H. Williams, famous for producing PDI/DreamWorks' Oscar-winning Shrek franchise. Mentioning Shrek also primes audiences to expect wisecracks, which Happily N'ever After delivers non-stop.

While Happily N'ever After is being released in the U.S. on Jan. 5, 2007, by Lionsgate Films just five months before the arrival of Shrek the Third, it actually was conceived before 2001's Shrek, according to Williams. "Vanguard was approached originally about seven years ago by Berlin Animation Film (BAF) which had a fund allocating $100 million for animated projects. I had not heard of any film they produced that ever got to the U.S., but there was one television series that was a Grimm's fairy tale-based story. They had funds put aside to do a feature film version of it. Rob Moreland, the original writer, and myself talked about it and Rob suggested that we have the wizard go away on vacation and the bad guys finally get their turn to be in the sun. That seemed like a really good staring point. We wrote this script six years ago, and that's how we attracted the cast that we got. We recorded them probably five years ago. It was a long process of getting things worked out."

The Backstory
Among the issues that had to be addressed before Happily N'ever After began animation production was the fact that BAF had conceived it as a 2D animated film. But Williams recalls, "Foreign buyers said they'd be interested in it as a CG film." (Odyssey Entertainment, the film's foreign sales distributor, also helped orchestrate Lionsgate's U.S. distribution of the film.)

Shrek veteran, producer John H. Williams of Vanguard, was approached seven years ago by Berlin Animation Film, which wanted to invest funds in animated projects. The story for Happily N'ever After was born shortly thereafter.

In some respects, Happily N'ever After is a case study in how independent animated features come together through global partnerships. This is a familiar situation for Williams, who produced Vanguard's 2005 CG feature Valiant in Britain with funds from the UK Film Council. Though Valiant eventually garnered Disney distribution, the Council provided crucial production money. Its goal was to support work for British animators, and Williams sees parallels with German funding for Happily N'ever After. "BAF funded a build-out of a Berlin studio in 2002 called Berliner Film Companie (BFC), because all that money was predicated on it being spent on a German-based production."

So Happily N'ever After, with its roster of 120 characters, was animated primarily using BFC's 20,000-square-foot facility and 64-bit production pipeline. Paul Bolger, the film's head of story, got his first chance to direct, and BFC's then head of production Michael Hefferon served as co-producer. The project was exec produced by BFC's ceo Rainer Soehlein.

Williams also brought in Valiant co-producer Chad Hammes to co-produce Happily N'ever After. Vanguard people, says Williams, "were definitely hands-on. I made a lot of trips there. Every aspect of the storyboarding and design elements contractually required our approval. So we were very active."

An Independent Work Ethic
Williams has long predicted a growth of independent CG features as off-the-shelf software and affordable hardware proliferates. Happily N'ever After was animated using Autodesk's Maya, and rendered with Mental Ray software from Mental Images. (Except for DreamWorks' Shark Tale, most uses of this high-end ray tracing software have been for photoreal visual effects films, so Happily N'ever After helps showcase Mental Ray in the stylized CG realm.)