Bill Desowitz: How difficult was it taking on the final Shrek chapter?
Mike Mitchell: It was very difficult to make a sequel to something that has that many layers to it, as a matter of fact.
BD: Satirizing the fairy tale yet delivering the fairy tale expectations?
MM: That's what I love about the original Shrek  -- I'm a huge Shrek fan. And I think people forget that the first Shrek was a hilarious movie, but at the same time, it was a well told fairy tale with a great message for kids and adults alike. Even though it was very irreverent and funny, we wanted to remind everyone about that first, great Shrek in the final chapter, and tell a nice, emotional story that was similar. And then be as funny as all the previous Shrek films and really encapsulate everything that has happened to Shrek up to that point -- and be even more emotional because you're bringing it to a bittersweet ending. I always think that Shrek is the Tony Soprano for children and there's nobody else like him. I'll be sad to see him go.
But it's interesting that you bring that up because I also love movies that have fun with a genre, and there's a mythology to them. We all grew up with fairy tales and know the stories and know the worlds. What a treat and an honor to get to live in this Shrek fairy tale world for the three years that we worked on this film.
BD: You have Shrek experience a mid-life crisis -- he wants to be the scary ogre once again for just a day, so he makes a bargain with Rumpelstiltskin, who tricks him, and it becomes a variation on It's a Wonderful Life. How did you come up with that idea?
MM: That idea came from Josh Klausner -- he just wrote Date Night recently. He and I were both in a room together coming up with the Shrek story and, again, we wanted to encapsulate all of the Shreks and bring it to a good conclusion. Not only did he come up with Shrek's problem, which is fascinating, but also the It's a Wonderful Life concept. To give everyone what they expect but not how they expect it and really analyze these characters and make us think about why we love them so much and how different they could be. I just thought it was a great idea and became fully engaged and that's how I came on as a director. It probably helped that I had a newborn kid at that time and a two-year-old because I was going through similar things that Shrek was going through.
BD: Was it difficult to develop?
MM: I found it very difficult because we didn't want to exclude kids and it's an alternate reality story. But kids are way smarter than we give them credit for and they follow this right along -- they know what Shrek's going through. He feels disempowered, and kids feel disempowered all the time and they want to go back. Even right now, my five-year-old wants to be younger again. So I think it's something's that built into them.
BD: Could you relate to the little Butter Pants kid in the movie who annoyingly asks Shrek to "Do the roar."
MM: He's based on my youngest kid and has a very deep voice but he's not a spoiled brat.
BD: Talk about your new villain, Rumpelstiltskin, voiced by head of story, Walt Dohrn.
MM: I call him the irreplaceable Walt Dohrn, because we really worked hard to put different voices in there and every time we did it the whole tone of the movie would change. It wasn't as funny; sometimes it would become very dark, sometimes it would become just a completely different character that didn't seem like the one that Walt helped to create. We were so happy to get the studio's blessing because that's a big move, and for Jeffrey to go along with that, but we were all on the same page.
BD: Who was Walt referencing?
MM: It was several people: Robert Walker from Strangers on a Train because he's a weasel with a scam going; Bette Davis from Whatever Happened to Baby Jane because he's child-like; Patty McCormack from The Bad Seed; and Sean Penn from The Falcon and the Snowman; and Walt just mashed them all together into one voice.
BD: What was it like switching from PDI to the Glendale campus for this Shrek?
MM: There are people who have been working on Shrek for eight years and they're burned out. And so we had a fresh story, we wanted to get new energy into it; we hired people from SpongeBob SquarePants, we hired Sam Raimi storyboard artists from Spider-Man . Gina Shay, our producer, had produced the South Park movie, which is a very different thing. I came from outside the studio even though I've worked at DreamWorks since Antz . And so we did it in Glendale, which was fortunate for me because I got to be near my kids more at the beginning of this project. And Glendale has as much talent as PDI. Plus PDI was happy to be working on Megamind , Tom McGrath's  next movie.
BD: And what was it like doing Shrek in 3-D for the first time?
MM: That was the biggest challenge, quite frankly, because I thought that Josh Klausner and Darren Lemke were such good storytellers and we had the funniest board artists and we gathered this [great] team of people. The only wildcard for me was I had never done a 3-D movie before. Well, fortunately, one of Jeffrey Katzenberg's buddies is James Cameron , and he came to the studio and talked to us about 3-D.
BD: Tell us about that experience.
MM: He brought some early Avatar  footage and I just asked as many questions as I could about objects in the foreground and focal length. And it's also interesting that How to Train Your Dragon  was being made at the same time, and, like a hippie commune, we all helped out and learned how to use 3-D as a storytelling device. And Shrek really demonstrates this. There's a moment when Shrek's home is an empty husk and he barges into it and falls down and lifts himself up and it looks like a live-action movie. It's very much told from Shrek's perspective, which we've gotten away from, and it's like this Twilight Zone movie where we see everything through Shrek's eyes. As he gets up, and there's a shaft of light coming in and little bits of dust in the air and you can almost taste the dust when you have your 3-D glasses on. That was one of the first scenes we did and when I saw it fully lit, I realized that this is like Surround sound: it's an extra element that's really striking. We did the ViewMaster stuff but also the in your face stuff like the horses galloping at you. We couldn't resist. But it really works best when the story calls for it.
BD: What were some of the other challenges for you?
MM: The comedy. These are characters we know so you can't just get away with doing the same jokes. With Puss in Boots, we've seen his sad eyes, and yet it had to be in the film, so our biggest challenge was to really push it until we got it. I know it's just a joke, but we were really serious about our comedy.
Bill Desowitz is senior editor of AWN & VFXWorld.