Ask any top TV commercial director to name their favorite shooters. William (Bill) F. Bennett is guaranteed to be on most lists. Narrow the search to cinematographers with reputations for shooting cars, and he is on almost all of their lists.

It's been a long journey for Bennett, beginning in Bourne, Massachusetts, where he spent his first six months. His father was an Air Force pilot. The family was constantly on the move during Bennett's childhood, including two tours in Anchorage, Alaska.

Bennett was a photographer for his high school newspaper. When one of his teachers used three slide projectors with synchronized music to teach a concept, Bennett was intrigued. He began producing his own multimedia programs incorporating movie film. However, his interest in media was initially a hobby rather than a career path.

Bennett's grandfather and father were engineers, and it was assumed that would be his role in life. He enrolled in the engineering program at Trinity University, in San Antonio Texas. Bennett liked the concepts, but he found the book work restricting and boring. The university had a good theater department chaired by Paul Baker. Bennett noticed students in that department were having a great time, so he switched his major to drama. The school was preparing to open a film department. There were no classes yet, but Bennett was allowed to use the camera, dubbing and editing equipment.

After graduation in 1973, he surveyed Texas production companies, and found most were struggling. Bennett decided to try his luck in Los Angeles. He had no connections in the industry, and was rapidly running out of cash. One Saturday, while making the rounds of commercial production companies, Bennett walked onto a stage where a set was being built. He asked for a job and spent the next three years working as a carpenter

"That's how I met (director-cameraman) Ron Dexter," Bennett recalls. "I immediately asked him for a job, but he turned me down. About three months later, I was putting pink tiles in a bathroom set when Ron called and asked me to come right over. He needed a set carpenter that afternoon. I spent six years working with him."

Bennett's first job on a film crew was stand-by carpenter. They ran out of production assistants, and he was asked to herd geese that had a role in the spot. He recites a seminal experience during another job as stand-by carpenter.

"I was blown away watching the ballet of a professional film crew doing a very complicated crane move," he recalls. "I remember the actress walking and talking and hitting her marks, while the crew was driving the crane, moving the arm, operating the camera and pulling focus. Everyone was working in concert. I remember thinking, this is what 100-plus years of filmmaking is about. It's a refined art."

Bennett worked his way up to key grip, assistant cameraman and operator. He spent four years in the late 1970s and early '80s in those roles, mainly on Dexter's crew.

"He was my mentor," Bennett says. "He would let agency people, production and camera assistants who showed an interest, shoot film with an extra camera. If you made a mistake, he would explain it and give you just one more chance. Ron invented many techniques that revolutionized the industry. Once he bought a Canon 800 mm lens for a still camera. He cut the back end off with a band saw, and used cardboard tubing and tape to make a mount for a movie camera. The next day we used it during a commercial shoot."

Bennett observes, "Innovations like that have come from commercial directors and shooters, because there is constant pressure to create more interesting images that reach through the screen and grab the audience's attention. You are always pushing the limits."

In the early 1980s, Dexter was friends with Bob Dalva, the director of The Black Stallion Returns, who asked him to invent a device that could be used to film steady images of running horses from a car being driven over unimproved gravel roads. Dexter and Bennett designed the Terra-Flite device which is kind of a cross between a Steadicam and Louma crane. Bennett built the device in his spare time over a period of a couple of months.

"I went to Morocco to operate the Terra-Flite on The Black Stallion Returns," Bennett says. "It was an eye opening experience. Visually, the place was stunning. You could see for 100 miles. The sky was cobalt blue and razor sharp where it met the horizon."

After returning home, Bennett did second-unit feature and commercial work operating the Terra-Flite device. That led to more conventional feature film work, including second-unit and second-camera operator on the main crew.

Bennett operated an aerial camera on The Right Stuff, in 1983, and the Terra-Flite on To Live and Die in L.A. and Silverado, both in 1985. During that period, he also teamed up with Sid Avery as a camera operator. Avery was a superb still photographer who made the transition into directing and shooting commercials.

"It was a wonderful opportunity," says Bennett. "He gave me a lot of responsibility, but he was always there to supervise what I was doing. That lasted around two years. It was an important transitional stage."

Bennett shot his first spot with Brent Thomas, who was the ad agency art director when Apple Computer launched the Macintosh TV commercial campaign in 1984.

"He has a brilliant conceptual ability to take the agency's ideas and create original visions," says Bennett. "I remember our first conversations about shooting commercials like miniature movies. We wanted people to think they were watching a movie or trailer, so we could pull them deep into the film before they realized it was a commercial."

By then, Bennett had worked as an operator or second-unit cameraman with Allen Daviau, ASC, John Bailey, ASC, Carlo dePalma, AIC, ASC and other leading-edge cinematographers who influenced his thinking about using moving images as a form of personal expression.

During the past dozen years, Bennett has lensed many hundreds of commercials throughout the world for auto manufacturers, soft drink and beer companies, global communications corporations, airlines, fast food franchisers and The New York Times.

"Like most cinematographers, I believe I can shoot anything," he says, "but early on, I did some BMW commercials, and figured out how to light cars. That got me stereotyped as a guy who shoots cars."

There are plenty of gorgeous car commercials with great production values. Why do some of them sell more cars than others?

"Good question," Bennett replies. "I think people buy cars to elevate their feeling about themselves, and also to gain esteem in the eyes of their friends, family and lovers, etc. If you can appeal to that emotion by creating an environment that feels comfortable to that person, you're going to be successful. It begins with understanding how they see themselves. That's why you light a truck differently than a Lexus car. I shot a spot for a manufacturer introducing a new line of trucks. For the first half of that spot, you thought you were looking at a beautiful car. They were trying to get car buyers to look at trucks."

Bennett draws an analogy. "You would never light a tough guy in a movie like you would light a glamorous actress. Products are like characters."

We asked if he sees common traits in great commercial directors. Without pausing, Bennett lists vision and the ability to communicate. A breath or two later, he adds patience. "Sometimes they have to be patient to hear what the agency is saying," he says. "Every great director I know has those three traits. Some directors give you a lot of creative leeway. Others only want you to be their camera operator. There's a lot of gray area in between these extremes. Those expectations are usually clear when the director hires you, but today it isn't unusual for agencies to select the cameramen. They definitely have a stronger influence on that choice. It can be a problem because the relationship between the cameraman and director is like a marriage. You have to understand each other, and you must be able to communicate."

Bennett notes that during the time he has been shooting spots, there has been a technological revolution in the TV commercial industry. He includes camera films that are faster and sharper, and remarkably free of grain; modern telecines; video taps; more portable cameras and devices for moving them; more pristine and faster lenses; digital color correction; non-linear editing; multi-layered digital compositing and other effects.

"In around half of the spots I shoot, we are building the images layer by layer for digital compositing," he says. "A good example is a recent Lexus car spot. The director was Blair, and Complete Pandemonium, in San Francisco, was the production company. An Eskimo and the car are on an iceberg. They drift by a polar bear on the shore. You can see a gorgeous arctic wilderness in the background. The Eskimo starts to get into the car. He's distracted and turns around. When he turns back, the bear is driving the car away.

"We filmed the car on an asphalt parking lot in Orange County," Bennett continues. "I had to imagine the rest of the shot, including the water reflecting blue ripples of light on the man's face, and the cobalt ultra-blue arctic sky reflected on the car's surface. Those are the types of details that give the image its character, and makes it feel real."

The agency showed Bennett and Blair drawings, and a still image taken from the background stock footage they were thinking of using. They had to match the angle, color and direction of light in the live-action photography to the background.

"In some shots, we flopped the background for continuity, so the sun didn't appear to be jumping around the sky," he says. "We drew a schematic of camera angles to emulate the position of the sun in the sky. We wanted to shoot when the car would be prettiest. Cars generally look best when the sun is just below the horizon, and you've got the really bright reflections from the sky on the metal surface. However, the environment looked best when the sun was low on the horizon with elongated shadows."

Bennett also filmed water elements with precisely matched camera angles and height, and the same focal length as the car footage. He recorded the video tap of the beauty shots of the car on a hard disk, and made prints that were used as a reference.

Bennett filmed the water at a lake during early morning and late afternoon hours when the angle of sunlight was low. The crew built towers to get high enough to get the proper angle of tilt, so the audience can see the waves lapping at the edge of the composited iceberg.

"We had some reverse shots from the Eskimo and bear points' of view," he says. "You think the polar bear wants to eat the guy, but that's the joke. It wants the car."

The bear was portrayed by a man in a white costume. The man could move the arms and legs, but the head was a radio controlled animatron.

"I keyed the polar bear so we could see details in the furry edges," he says. "That made it more convincing. A black bear would have been much more difficult, because it soaks up light. I used the sharpest lenses and Kodak Vision 500T film, because I wanted to give the visual effects facility as much information as possible when they scanned the images into digital format for compositing. I knew they could apply softening and atmospheric effects in postproduction. The Vision films are astonishing, because they give you film-speed, sharpness and relatively low grain at the same time."

The iceberg was made of Styrofoam on a wooden frame. The art director used blue plastic skirts to make it seem translucent on film. To create the illusion that the iceberg was drifting by the bear in the foreground -- it had to be a smooth, flowing move with no bumping -- the crew used air casters on the bottom of the prop. The iceberg literally rode on compressed air.

"I've used air casters in other spots when we needed to move a car or the set a car was on," he says. "It's completely without friction, and one person can push tons. We had people hidden behind the iceberg, pushing it by a bluescreen background. Later, we composited the bear and foreground into that space. It's totally believable."

The real art in creating a spot like this, Bennett contends, is learning to see what isn't there by previsualizing what it will look like when the elements are composited. The postproduction house was Radium, in San Francisco.

"Blair had Simon Mowbray from Radium with us during the initial meetings and also when we shot," says Bennett. "That's smart because there is no way we could know everything about all the tools they have or what they can do. You can make one little change while shooting, and it can either trim hours or add days to the postproduction schedule."

Bennett also described another Lexus commercial shot for Windmill Lane and directed by Meiert Avis. In this spot, the car is driven through the grasslands in the middle of a herd of running gazelles. The gazelles were stock footage. Bennett shot the car with black and white infrared film that Kodak makes for industrial use.

"It's a gorgeous look," he says. "This spot is designed to take the audience on a ride to an exotic place that only a few people have seen. Its really cool visualizing yourself driving through the grasslands in Africa surrounded by running gazelles.

"The director suggested that we try the infrared film. He had used it on a couple of commercials with only about a 10 percent success rate," Bennett says. "Kodak faxed me the data sheets. The information is also available on their website, but I didn't have my computer with me. We had the luxury of a day of testing. We shot through a filter that looks like a piece of tar paper. It only passes infrared light."

The infrared film was just used for exterior scenes in sunlight.

"The secret to shooting cars outside is being in the right place at the right time," Bennett says. "We shot with the sun low on the horizon with front light. That would have been totally wrong if we shot this spot conventionally. We were reflecting the sun on the silver surface of the car, and it had a glowing aura that was very unusual looking."

Because of the low percentage of success with the infrared film, Bennett also shot every scene with the Eastman EXR 5293 as a backup. He also used that 200-speed film for stage work and to shoot a miniature set with car lights slicing through a dark tunnel.

Bennett believes there's an art to shooting commercials that is partially based on taste or instincts, but also on personnel experience. He isn't just referring to the time he spent with Dexter, Avery and the various other directors and cinematographers who have influenced his thinking. Bennett also recalls how awesome the Aurora Borealis was when he was growing up in Alaska, and he draws on those and many other visual memories.

"I don't believe there was ever a more exciting time to be in this business," he concludes. "Just about anything you can imagine is possible today. There was no practical way to shoot a commercial with a polar bear and a floating iceberg with a car on it before the digital age. There are amazing new tools available to us today, and I think the filmmakers who don't master and embrace them aren't going to be working a lot."