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'Spider-Man 3': Breaking Down Sandman

In the second of three articles on Spider-Man 3, Bill Desowitz takes an in-depth look at the technology behind Sandman.


Sony Pictures Imageworks began development two years ago on Sandman, a complex, shape-shifting, sand creature that evokes the pathos of the legendary golem. All images © 2007 Columbia Pictures Industries Inc. All rights reserved.

For more details of all the visual effects in this record-breaking film, check out VFXWorld's additional Spider-Man 3 coverage.

It was quite a shock to hear Sam Raimi admit last summer at Comic-Con that he still wasn't sure how Sony Pictures Imageworks was going to pull off Sandman. That's because the look of the new villain in Spider-Man 3 literally kept changing. Fortunately, everything turned out all right in the end for this complex, shape-shifting, sand creature that is intended to evoke the pathos of the legendary golem.

Development began two years ago with a team of technical directors, led by sand effects supervisor Doug Bloom, who came up with a pipeline and toolset. "We figured that the more they could duplicate the physics of sand, the better off they'd be, since story and storyboards and animatics were still being worked on," Bloom explains. "We wanted to prepare to emulate any possible behavior. We wanted the sand to look as realistic as possible and then later art direct and break away from reality of physics."

After six months of sand tests, they did side-by-sides of live-action footage and CG tests. What came out of that was a successful development effort in which all of the software R&D, programming and custom tools were ready to roll right into production. "During that process we had a team of maybe four full-time people doing custom software development, some of which was done with C++, some of which was done with Python and a lot of tools that were developed were exposed as plug-ins to Houdini, the particle effects package from Side Effects," Bloom continues. "And all the tools were developed as libraries so we could link into them easily from other packages as necessary. One of the tools developed was a fluid and gas simulation engine and that was done early on. And during the sand test sequence, one of our effects tds wrote a user interface that connected up to the fluid engine. And later on, as we ramped up for production with more and more tds, we exposed the UI to the fluid solver and moved most of the work to Houdini at that point. Everything was done in an open system because when we were going through the sand tests, aside from trying to match these tests, we still weren't clear what was going to be required of the character. So we wanted to create as many tools as possible that could be portable across different applications in a fashion that would allow us to have the various tools communicate and share data.

"One of the big examples was the fluid solver, which shared the same data formats as another simulator, which was called Spheresim, which is a stripped down rigid body simulator that only deals with spheres. It removes all of the extra calculations you need for other shapes as well as any calculations you'd need for the rotation. So the nice thing about that system was that it allowed us to simulate sand grains piling up, and what we'd do is have each sand grain represented by a single sphere. In the case of a very close-up shot or even a shot that might be a little wider, each sphere would represent a cluster of 10-50 sand grains. The nice thing about this application was, because it was developed in the same library structure of C++ code, it actually shared forces and other data formats with the fluid solver, allowing us to take all of these little spheres that were stacking up like little rigid bodies as a result of the sphere same algorithm and at any point we could flip a switch and have them enter into a gas or fluid simulation, creating a nice swirly, turbulent motion that we could then render as a fine sand grain, fine dust or individual rocks.

"This allowed us to mix and match Sandman as a solid character in a human form. In the [Flint] Marko atomized sequence, for example, you see him dissolving and blowing away into individual sand grains. Again, that was done with this whole suite of tools that shared this common file format. At this moment, he's a polygonal mesh. And at a particular frame, we're going to swap this out for millions of little particles that will be constrained to the mesh. You won't actually see this transition, but this allowed us to pick individual particles off that mesh and have them blow away.

"In addition to 'smart' sand that he has full control over, the direction we got was that he's constantly forming and trying to refine his shape, and as the movie progressed, he was able to control that sand more and more. But what happened was in the process of sucking up all of the sand, the extra sand would drip off or be tossed off. And in both the [bank heist truck] sequence and final battle, you have the added complexity of interaction with objects or characters. In the truck sequence, when he was being shot at with bullets, the basis of all those effects came off the base tool set, which we call Sandstorm. So here the effects artist was able to start with a character that had been animated in Maya and, by using Sandstorm, was able to scatter particles all over the polygonal surface and also select regions of polygons and fill a volume defined by that region with sand as well. So with the timing and placement of the bullet hits being driven by the animation department, that allowed the effects td to take that volume of particles -- and the remaining particles that had been scattered on the surface-- and create the dynamics for the bullet hits and the impacts."


The fluid solver shared the same data formats as Spheresim. This system allowed for the a simulation of sand grains piling up. Each sand grain was represented by a single sphere. 

There were a total of 260 sand shots in Spider-Man 3, requiring a host of other new tools as well. The volume renderer was developed at Imageworks for the whole facility in conjunction with the Spider-Man R&D. What that allowed them to do was to have priority over features that were added as well as bug fixes. "For the first year-and-a-half, our show was the only one to use the renderer," Bloom adds. "And the main developer, Magnus Wrenninge, came on to the show to help push some shots through with the use of the volume renderer."

In addition, there was a RenderMan plug-in called the Sand Instancer, which was the key to being able to render all of the data. "Along with that was a custom shading language," Bloom suggests, "which allowed the lighters or effects artists to write little shaders or custom expressions to drive either the level of detail controls whether an individual grain was rendered as a point or a model, and also control of the size of grains or color and a rough distribution of size and density. One shot went on for two weeks: the actual size of the sand grain as the camera pulls in to Sandman's face. This allowed the lighter to dial the size back and forth and modify the distribution of the grain size without ever having to go back to the effects td."

Bloom says the whole experience became a significant educational effort in how to mix and match simulation engines and use the new renderers. They held training meetings about once a week and took input from users on features that would allow them greater flexibility. One tweak that illustrates the flexibility of the tools was altering what happens when Spider-Man takes the feet out from under Sandman during the bank heist sequence. Originally the effects team had envisioned the legs turning into loose sand grains but revised the effect to have his legs turn into chunks for greater impact.

Meanwhile, with so much attention paid to Sandman, digital effects supervisor Ken Hahn came straight off of Ghost Rider to help out. His main focus was on the birth of Sandman.

"We were given a lot of conceptual art that was very helpful from E. J. Krisor," Hahn explains. "One of the problems early on that I saw was that there was a disconnect between the conceptual art drawings and what we were trying to achieve in effects and animation. So we needed to really get animation and effects thinking on the same page because on the animation side, they weren't thinking in terms of volumes and particle sets, and they were animating the character as more of a typical rigid-bone, articulated skeleton. And we really insisted that it's more of a fluid character encompassed within a flexible membrane. And once we started having some discussions about animating his actions in terms of pulling one volume of sand from one location to another and seeing what kind of flow and direction there could be, it was a matter of coming of up a system that was simplified.

"There was definitely a bit of compromise in the beginning. Animation felt they had to do things a certain way and effects did too and even rendering guys they needed data sets a certain way. Once we laid down the commonalities amongst all of us, we understood what everyone's limitations and capabilities were, which were very important."

According to Bloom, the core R&D team is now taking the tools that were developed and repackaging them so that other movies can start making use of them. The volume renderer is being used on Beowulf, and I Am Legend has now started using it. The Sand Instancer is being repurposed for use in rendering debris during collisions, such as the destruction of a building or cars colliding. The Sand Instancer is becoming more of a generic Render-Man plug-in that allows you to render large amounts of data efficiently and also control a good portion of the look at render time without having to regenerate data. Spheresim and the fluid simulator and file formats are now being repackaged for vfx movies from Imageworks (Tonight, He Comes) or Sony Pictures Animation.

It's all about "efficiency and ease of use," offers Bloom.

Bill Desowitz is editor of VFXWorld.

Bill Desowitz's picture

Bill Desowitz, former editor of VFXWorld, is currently the Crafts Editor of IndieWire.