Cloudy With A Chance Of Eyeballs.

Now that you’ve seen Cloudy and understand its awesomeness I wanted to talk about a group of shots that I animated for the film. In a rare string of luck I was assigned 5 Dock shots in sequential order. It was up to me how I wanted to approach them, I could block them all at the same time or take each one individually to final. I think I had something like 6 weeks to get them all done.

Here they are from the final film(4 seconds of black at the head):

As far as my work flow for the shots I decided to block each one and get approval on the blocking so there would be less surprises as I started to finesse the animation. Of course I had to fight the urge to just jump right in and focus on the eyeball shot. There were a bunch of individual challenges in each shot from how to have Sam sit down between the ladder, how to execute the eyeball gag, and even how to get Steve on the other side of the ladder to hook up with later shots.

I always reference the storyboards for any shot I’m working on. There was something totally awesome about the poses and shapes that the storyboard artists chose. If I saw something I liked I always tried to work it into the final shot.


doc12_001 doc12_board001


Nothing too crazy going on here, I needed to animate her turning and walking to the ladder, obviously totally bummed out. Sam was the most difficult character on Cloudy to animate. If you could see her legs while she walked there was a fine line between it looking feminine and like she had spider legs.

doc12_003 doc12_board002

I’m not 100% happy with her facial expression at the head of the shot, her face looks very round and bloated, I think I could have done something to make her more appealing.

doc12_004 doc12_board003

As far as some animation stuff goes, I had specific things in mind while animating Sam to make her seem sad. I kept her shoulders slumped forward and had her arms swing like pendulums. I wanted her limbs to feel like they weighed a lot. Thats why she doesn’t really pick her feet up as she walks. I wanted to imply a bit of a connection between her and the microphone she just threw into the water. So her eyes stay looking as long as they can as she turns and she gives one last quick look before she plops down.

doc12_006 doc12_board004

doc12_007The plop down works pretty well and I think it has to do with the deliberate hold and lean screen left before she sits. The main challenge I faced was how to get her screen left hand to swing around and under the ladder to match her poses in the following shots. Its a bit of a cheat, but if you’re looking there while watching this, I’ve already failed.


This shot was so much fun to work on. I started by looking at the storyboards, I really liked the first drawing in the boards so I had to apply a lot of deformers to get Flint to match the board drawing. Throughout Cloudy we tried to always change the shape of the pupil if it was pressed against the edge of the eye, this was a stylistic choice that Phil and Chris really wanted in the film.

doc13_001 doc13_board001

For the actual heels to the eye gag there wasn’t a magic button that I just pressed on the rig to make it happen. I thought this might be the case, but as I soon found out it was up to me to figure out how to do it. The storyboard panel for the gag didn’t give me many visual cues either so I was kind of on my own. I did remember one thing that Phil said when he launched me on the shot, “If you could have the eyes puff out around her feet like pillows, that would be awesome!” So that became my objective.

doc13_002 doc13_board002

*Warning Nerd Alert* The geometry of Flint’s eyes were just simple NURBS spheres. I think they had maybe 6 isoparms that I could use to make the creases. I knew the creases were going to be what would sell the sunken in pillow shape. If I couldn’t get the creases to look right it would just look like a lame intersection. So I created a series of blendshapes for both eyeballs pulling as much geometry from the back of the eyeball forward to create the creases.

The initial shape would key on over one frame and then it would move through a couple other shapes that puffed and then relaxed. Underneath all of that though was a lattice over his entire head so that I could get a good squash on the impact. I also placed individual lattices on each eyeball and also a series of clusters for each pillow section that I wiggled slightly as the eyes settled and the camera pans up to Sam.

doc13_003 doc13_board002
That’s just the technical mumbo jumbo of the eyeballs themselves. I stretched his eye sockets so far that it destroyed the skin around his eyes. I had to create another blendshape target and a series of smooth deformers to make that clean. His mouth was also stretched extremely far, but it just took some smoothing out to make the skin feel nice. You might notice a crease on the inside of his cheek, I’m still not happy with that. I could never track down what was causing it. While looking at the mouth you’ll notice another stylistic choice the directors wanted us to follow and thats the shape of the teeth always follows the shape of the lips.

As far as where the hand pose came from, honestly, it came from the fact that I had all this free space on the left side of frame and I needed some other visual element to express pain. I already had him digging his nails into the rung on screen right, but I had his other hand to work with so I put it into the most awkward pose I could fit into that screen space. People dug it and it supports the insanity of the shot so I guess its all good.

doc13_004 doc13_board003

Here you can see another example of the eye treatment. When Sam’s eyes are looking straight ahead, they are almost perfect circles.


When she looks down and the pupils hit the edge of her lids I squash them a bit. There was no fancy automated process for this, it was always done by hand. We did this throughout the film as a stylistic choice and it was very subtly successful.

doc13_006 doc13_board004

DOC 15

doc15_001 doc15_board001

This shot was the one I most dreaded out of the five. I think its because it was less about creativity and more about business. By business I mean that I was driven by having to hit certain marks for shot hookups. But in the end I was able to squeeze in a lot of creative things and try some stuff that I usually wouldn’t do.


Also, take a look at this set how awesome is that? The lighting and textures are sick, there’s even a hint of bird poop on the tires, or is that ratbird poop?

I wanted to continue the pillow eyes and have them deflate in a funny way, but it was just too quick an action. I also had a difficult time exporting all of my deformers from the other scene file. So unfortunately its just lame normal eyes for a few frames.

doc15_003I was pretty worried about how to get Sam to stand up in a natural/stylish/girly way. I shot some reference, but it didn’t really help. I relied on the the idea she would need to pull herself up with her right arm. I posed out about 3 key poses and then muscled my way through the inbetweens. It was such a quick action that it worked itself out rather nicely.

doc15_004 Again I had to be careful with Sam and her spider legs. (I love the sound effects they added with her footsteps on the wooden boards.) I also remember I was tight on time with this shot, I think I spent a good chunk of my bid days on the eyeball shot. I knew doing all of Sam’s lipsync was going to take a long time…so I searched deep and realized that as an acting choice she might cover her mouth as she steps backwards. HAHA! No one ever questioned that bit of rock solid logic.

doc15_005 doc15_board002

There was one part of this shot that got a lot of attention during dailies and that was Sam’s final pose. Some people felt it was too sexy and others liked it just fine. Personally I thought it was awesome. I liked the pose in the board panel, but I’m also a fan of Shane Glines and Bill Pressing’s pinups. To get this I had to rotate her hips way back and create a nice arc in her back. I’m glad it got to stay and I love the locked straight screen left leg next to the slightly bent screen right.

DOC 16

doc16_001 doc16_board001

It was nice when I started on Doc 16 because I could finally just do some simple motion and acting. There are some things to look closely at in here though. Notice the eye treatment on Steve, all of his concept art has his pupils as two different sizes and shapes. Also, Flint’s arms have a bit of a “noodle” treatment to them, we always put a tiny bit of bend into his arms it looked terrible if his elbows were sharp corners.

Also, if you like these board panels as much as I do they were done by Kris Pearn.

doc16_002 doc16_board002

My first take on this shot was to have Flint rubbing his eye and then turn to reveal a terribly disgusting swollen mess. So I turned to my fellow bearded animator Jeremy Collins and asked him, “How would you draw a gross swollen eye, all Ren & Stimpy style?” He replied with this:

swollenEyeThis was perfect, so I created a super gross blendshape for his eye and blocked out the shot with it all nasty when he removed his hand. The reaction in dailies was mixed. Most thought it was hilarious, but sadly it was just too gross.

DOC 17

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This shot was my first character “acting” shot on the film. In the end I’m happy with it, but I feel like her thought process gets lost towards the end. Too many poses or something, I felt a little over directed while working on the last half of the shot.

doc17_002The first hurdle was to convince people it was worth the money to have her tuck her hair back. I thought it was a great unconscious thing for her to do since she was nervous and angry. They ended up going for it and it looks awesome.

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The boards had some nice poses and eye direction in them so I referenced them as I animated. There are some good examples of the pupil treatment going on in this shot.

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Sam wears a bracelet and necklace throughout the film. You can see the bracelet pretty well here, again no fancy magic button. It had to always be animated by hand.

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And thats that.

I hope you enjoyed this post, if you have any questions or thoughts, please leave a comment and I’ll be sure to reply. I’ll post my complete reel from the movie soon and maybe do another post talking about a few of my other shots.



47 thoughts on “Cloudy With A Chance Of Eyeballs.

  1. Hey Dave! First off, let me say, I haven’t seen Cloudy with a Chance of Meatballs yet, but this sequence has sold me. I watched it a couple times just for laughs before I went into your step by step description. (I got this link from Kim Hazel’s twitter by the way). I’m an animator in training, so I absolutely loved your walk through of how and why you made certain decisions and how you worked from the story boards and the direction. It turned out really awesome and hilarious! I can’t wait to see some of the other shots you worked on, as well as the entire film. Please do another post with your other shots! Thanks for this post and great work!
    -Chris Roman

  2. Excellent post! If you had half as much fun making this movie as I did watching it, I’m completely envious.

    I’m an animator in games and I was struck by how much crafting of unique controls/assets/shapes you did for these shots. Do you find yourself doing that often? I’m a little embarrassed to admit that if I were in the same situation at my job, I’d be the first to call over the Tech. Animator. “Help!”

    Nonetheless, congrats on the film and keep it up.

    -Jeff Williams

    1. Hi Jeff, for Cloudy I found myself doing a lot more of my own deformers (we call them tweaks at Sony) by hand. Most of the time it was because the style called for it, we were really pushing clean lines and unique silhouettes. The rigs would usually get us 90% of the way there, but there’d always be a bump or some bunching up of geometry that if you just took a little time you could smooth it out nicely.

      We have some amazing tools at Sony, that I’m pretty sure I can’t go into detail about, but a lot of time on Cloudy was spent really finessing the shapes and lines the characters were creating on screen. I’ll be sure to show some examples and explain some of the things I had to do in my next post.

      It wouldn’t take you long to learn even the basics about maya’s deformers. Lattices, bend handles, blendshapes, and clusters are very powerful once you understand how they work. And if you were at Sony, and I can safely assume any other major animation studio, everyone would be more then happy to help you if you weren’t the most tech savvy animator.

      Thanks for the comment!

    1. Hi Kendra, its nice to know someone notices things that you spend so much time trying to create even if they end up being on screen for only a fraction of a second.

      You have some amazing work on your blog, I really dig it. And a fellow Ringling grad! Good luck out here in LA, and if I can ever do anything to help, just let me know.

  3. Absolutely loved this post, your eye pillows shot was one of the biggest laughs both times we saw the movie. All the extra work put into it really paid off. I’ll echo Jeff’s sentiment that I’m kinda shocked how much heavy lifting is put into the animator’s hands on all the deformers. Nice to see that you guys got that much control on the shots.

    Btw, did you feel any extra pressure getting to work on so many consecutive shots in the dock sequence? It’s kind of an important sequence since it sets up Flint & Sam’s relationship.

    Thanks for posting something so in-depth, Cloudy was a huge surprise and one of the best movies in a year with some really good stuff!

    1. Hi Ryan, I didn’t really feel extra pressure, but I was definitly aware of how important these shots were to establishing Flint & Sam’s relationship.

      I was already putting so much pressure on myself since this was my first feature. I really wanted to show my animation director, Peter Nash, and my lead, Jayson Price, that I could do anything and they didn’t need to worry about me. As I worked on this sequence I could tell they were letting me do my own thing and they trusted me, which gave me a huge boost of confidence moving forward.

      Thanks again for the comment and I’ll post more soon.

  4. Just came back from watching the film and my entire family loved it! In fact, it was my wife & son’s second viewing. If you know my wife, that’s a big deal. She hardly ever watches animated films more than she has to. So, this was a big hit for the Jenkins family!

    And I have to say that this was a great sequence in the film – I loved the pillowy eye shot! That image is still in my head. Great job on this! And I’m with Ryan – thanks for posting your thoughts and process on putting this sequence together. We animation nerds eat this stuff up (no pun intended)!

  5. I really appreciate all the comments and feedback. I had planned to cut my Cloudy reel and post it this weekend, but I think my home computer has kicked the bucket. I’ll do a new post as soon as possible.

    By the way, Cloudy’s sitting at number one again for the weekend estimated to make 24.6 million!

  6. Awesome stuff man, the eye one is still one of my absolute favorite shots in the whole movie, and the hand pose is so cool. As inspiring today as it was the first time I saw it in dailies. Thanks for the post!

  7. Hi. David. Awesome shots and i like the snappy movements 🙂 I wonder how u manage to fix ‘knees pop’ coz i always having this trouble when animating long legs character… cheers!

    1. Hi Wong-Loon, knee pops are tricky beasts and it took a lot of time to fix them on Sam. My first suggestion when working with the legs and knee pops is to ignore them. Pose out your character and work on the motion of the body. Don’t let the knee pops drive why the character does something, if you need the character to take long deliberate steps to convey a certain emotion but this is causing the knees to pop don’t sacrifice the performance.

      Once you nail down the performance and are happy with the motion of the body and hips and all that good stuff then you can address the knee pops during the final pass. Specifically, I find that its a combination of the pole vectors, foot roll attribute, and the hips that help me fix the knee pops. At Sony there are some very indepth controls, that unfortunately you’d probably only get at a major studio, which give you independent control over the knee itself…which is a life saver.

      Good luck man, I really liked your AM reel, keep it up!

  8. DOC13 and DOC16 have much clearer silhouettes than the storyboard, not to mention you created visual gags from scratch. These touches really make the shots.

  9. this is the most interesting step-by-step blog post I’ve ever seen. and I’m glad you covered something that is rarely done in CGI. If ever. I honestly cant think of any 3d movie that contained a sight gag with eyeballs deforming this much.
    Its so neat seeing how this was put together.

  10. haha! Thanks again everyone for the comments. This post has really picked up some steam, I never thought so many people would be interested in this. I’m working on my next post and will post it soon, if you have any more questions or thoughts let me know!


  11. Heheheeeh…great post! Her heels hitting his eyes was so unexpected, had me laughing the whole time. Great bunch of shots! Like I told my friend Matt Munn, great job on Cloudy! Some of from here so it last week and thought it was very inspiring! Keep up the great work!

  12. This is such a great post to read. Its really nice to hear the fact you even doubt some of your own ideas and ask other for help. I was surprised to read you had to rig and model some extra stuff for your shots. But then again at least you know how the setup will work when you make it yourself 🙂

    I loved the style of the storyboards too and its nice you kept kept true to the boards.


  13. this is great! i havent seen the movie yet, but from what other animators say, they say its awesome and I should definitely watch it.

    Like someone else said, I was quite surprised that you had to deal with deformers and blenshapes as an animator. Just a quick question, were you modifying the blenshapes in the default pose and going back to the animation file to check the results? I’m dealing with a similar issue at home and i hope there was a way to see direct result with an already made pose.

    btw, I watched charlottes web with friends that worked on it, and I remember telling them how realistic the rats were animated. I still remember watching your shot of the rat crawling out of the hole and climbing.

    Thanks for the inspiration too. It gives me huge motivation to see other animators move onto film from games. I love my job but I have always wanted to pursue a career in film because acting is my true passion.

    looking forward to your next post!

    1. Hi Myung, for the blendshapes it may be due to the order of operations within the scene I was working or it may have to do with some custom tools we have a Sony, but I was able to duplicate off Flint’s head and manipulate the target blendshapes in the same scene. After sculpting some changes I would re-apply it to the rig and see how it looked.
      If I needed to push it further I would undo and keep sculpting on the target.

      What I would recommend if you want to be able to do some custom blendshapes after you’ve finalized your rig and are animating is create some extra targets of your character’s default pose. You’ll have blendshape sliders that don’t do anything, but if you need to make an extra shape just manipulate the geometry on one of the extra targets.

      haha, wow you watched Charlotte’s! I’m glad you liked Templeton he was a lot of fun to animate.

  14. David!!! This post is soooo AWESOME!! I saw Cloudy with a Chance of Meatballs TWICE. I loved it man. A really great great movie. There was so many unique things done, fun, quirky things people havent done in 3D animation really at all. I loved how you guys pushed things and didnt feel compelled to stick to convention.
    I actually loved the movie so much I went on iMDB and wrote a list of every animator who worked on the film. And started with “character leads” or “supervisors” and typed their name in Google, worked my way down looking for blogs or websites so I could find posts EXACTLY like this one. With shot breakdowns, and thumbnails. Because I really wanted to get into how you guys accomplished the look/ animation style you guys achieved!
    I just started Body Mechanics in Animation Mentor as we speak and after seeing Cloudy I made a conscious decision to style my locomotion after the look of this film. Any tips or things I should keep in mind to successfully achieve this? I noticed, especially in the Jello-bouncing up & down scene- alot of straights and then curves, like with the legs. And the whole film had snappy timing btwn poses and then settle in them, and the quick move to the next.. am i right?

    Thanks so much!

    1. Hi Chad, thanks for the enthusiastic comment!
      You’re right about noticing those specific things in the animation. Its a little hard to explain without some images and examples…which gives me an idea for another post, but yes we always tried to have quick transitions that had really long settles. One way I remember our animation director always saying it was: do your move and get 97% of the way to your final pose and then feather out that last 3% of the move over 10-15 frames.

      I’ll try to do a post about the process in more detail, good luck with AM!

  15. Chad Bailey you are such a geek! I must admit I also do that from time to time 😉

    Hey thanks for that really interesting post David, it is great to hear the thought process of a fellow animator when approaching a new shot and it is great that Sony get you so much freedom in tweaking the rigs. Did you work closely with the rendering team so they could grab the correct customised rig from you and not the default one that had been created by the riggers?

    I see that 2 of the shots have a different layout than the story board and were calling for a “Dutch angle” when you went for a “straight at” camera. Did you also have some freedom for those or is this how the layout department handed you the shots?

    By the way the pose, Sam’s pose on 15 is brilliant, I have to watch the movie again but I think she would have benefited from more “sexy poses” in the rest of the movie. As for the “noodle treatment” I found it quite inconsistent and thought it was missing in few shots but other viewing is probably needed.

    Thanks a lot man, that was a great post


    I have few questions though.

    1. Hi Olivier, thanks for the comment and the link from your blog.
      Sony’s pipeline is setup really well to deal with deformers applied by the animators. Its actually so seamless that I can apply anything I want and when I’m finished with the shot I just pass it on to the TD and all of my deformers go with it.

      The camera setup was just how the layout department passed it off to me. I figure somewhere between the boards and final layout the directors decided to simplify the camera angles a bit. I have some control over the camera, but the layout department always does one pass after animation is finalled to make sure the character is framed nicely throughout the shot.

      I’m glad you like her pose and I agree we could have pushed her poses further in other shots. I also agree with you about the noodle treatment. There were some style guidelines set up at the beginning of the show, but as the show grew and the schedule became more demanding some of that stuff, like arm noodles, slipped through the cracks. Its unfortunate, but we had 70+ animators during the peak of production and thats a lot of people/shots to keep track of.

      Thanks again for the comment and I’m glad you liked Cloudy!

  16. all i can say is great job, really enjoyed the movie and love this scene, really loved the style it felt like an hybrid of WB and UPA with a Sony uniqueness to it, again great job to all

  17. Hey David,
    This is a great post. I always like reading about workflow, stories behind how a shot was made. Its like reading a “making of”, just about the animation. It was very insightful.

    Great little touches in Sam’s performance, with her adjusting her hair and hip shifts after she gets up.

    I laughed a lot watching this shot in the movie, especially since it used great contrast with the slumped and stressed posture in Sam followed by this insane eye-poking gag. Keep up the great work and great posts 🙂

  18. Great post! Thanks so much for sharing your workflow. I pretty much guessed there are no “magic buttons” even while working on features, but to see the kind of technical hacks and elbow grease that went into making those unique shapes is inspiring.

    Especially in CG, where it’s such a fight to get what you want out of the software, it looks like you guys went a really long way.

  19. Hi David,

    Awesome work, and thank you so much for posting this. I finally got around to see the movie in theaters and I can’t stop thinking about it.

    One question though. I love the feet in eyes gag, but especially the awesome hand pose you came up with to fill in the left side of the screen.

    Did the directors Phil or Chris influence you to make that hand pose, or was it completely up to you?

    I ask because that pose reminded me so much of Phil’s and Chris’ old TV show “Clone High” where characters would often make extremely hilarious hand poses almost exactly like the one in your shot. I just immediately thought that it was a request on behalf of the directors to bring some of that style from that show to this movie.

    1. Thanks Dennis. The hand pose was just an idea I had while I was blocking the shot. It really came about because I was trying to find another visual element to show pain. I did some drawings and a quick image search for “crazy hands” or something like that. I don’t take credit that the pose is the most original thing ever, it was more the result of what I could make his hand do(in CG) and what fit into the screen space.

      Phil and Chris always supported anything the animators did that pushed the idea of two dimensional design. It was an absolute blast to work with them.

      1. Hi David,

        I have just one last question about this specific shot (DOC13).

        About the audio track you were presented, the sound of Flint screaming in this shot sounds so familiar, but different than something i’d expect to hear from the great Bill Hader…

        It sounds very similar to Phil Lord’s character on this show Clone High. “Dr. Scudworth”, who on the show after screams hilariously just like Flint in your shot.

        It’s a long shot, but just thought i’d ask anyway, wondering if you would know any behind the scenes info regarding that sound clip.


  20. Thanks for the quick response David! That hand pose alone is just amazing and hilarious (and the fact that you pulled off such a clear 2D like pose in CG is brilliant) and not to mention all the other great work you have on your reel.

    Also Chris and Phil really do seem like great and funny guys, I really hope I get the chance to work with them in the future, and hopefully with the success of “Cloudy” it will bring them alot more feature animation work.

    Thanks again!

  21. Hey David, thank you so much for this inspiring post! great work on those scenes and thank you for sharing all those thoughts and insights with us!

  22. David,
    Loved the movie.
    This breakdown is awesome. Thanks for posting it.
    It reminds me how the film had such a nice blend of cartoon gags and solid, bread and butter character animation – which made for hilarious results.

  23. I’ve had this blog for a few weeks nog. Dying to look at it, of course I couldn’t since I hadn’t seen the movie yet. I’m kind of a freak that way. But I just saw it, credits ended and I sweeped over to my laptop and check out this post.

    Very interesting stuff! Tomorrow I will read the one with More meatballs.

    Can’t wait!!

    Awesome animation, Awesomeblog! except for the hover popup windows. Please disable the option. 🙂

  24. amazing film…Cloudy…not seemingly unburdened by technology. complex story ..simple direct, well etched characters. honest storytelling with limited fluff. very matured direction and editing. just the right music and amazing sound. whoof …haha i cud go on.

    and the animation and visual styling …

    it all came together man. Rock on.

  25. I´m just simply amazed with your work. And when I say your work I mean not only the animation you did, but all of the incredible shots from any animator in “cloudy…”
    I have to admit that I feel a bit of envy of all of you. I´ve been a professional animator for many, many years now but I still have to learn from what you do in the States.
    My dream has always been to work there but, being from Spain as I am, you need to be extremely good…and a visa…almost impossible.
    Anyway…you are always an inspiration for our low budget, low paid work that we, spanish animators, do with as much passion as you do…and I thank you for that, for being that inspiration and for doing this job to be the most exciting job in the world.
    To all the animator that worked in “cloudy…” (and specially you for sharing all this info) I wish you the best of luck in the future and I hope you find directors that let you show the incredible potential you showed in “cloudy…”

    Greetings from Spain and sorry for my english writting mistakes….

  26. Hi Mr David,

    You´ve won a follower :).

    I´m directing a short film and as I liked so much Cloudy, It has a lot of influence over our short.

    We are on stage of rigging, and having some trouble with cartoony eyes, Is there any rigging reel of Cloudy out there so we can get an idea of how to approach the Eye rigs.

    Thank you.

    1. I didn’t, I’ll look into it. But this post is almost 5 years old! Can’t believe people are still reading it. 🙂

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