Jack Frost is an impossible dream come true. The story is a modern day fable about a snowman who comes to life and helps a 10-year-old boy named Charlie through an extremely difficult time. The boy’s father, portrayed by Michael Keaton, is a likable but overly ambitious jazz musician, who neglects his family while pursuing his own career. Despite Charlie’s pleas, the father leaves home on Christmas Eve for a gig at a festival run by a record producer. He is killed in an auto accident while attempting to drive home during a blizzard. His untimely death leaves a gaping hole in Charlie’s life.

The next Christmas Eve, Charlie builds a snowman in the front yard of his home. This is where the magic begins. Charlie soon discovers that his father has returned as the snowman. It is as though they are being given a second chance.

If this sounds slightly familiar, chances are you are remembering a character many of us met in childhood storybooks and in a song called “Frosty the Snowman.”

The opening scene establishes the father’s identity in Jack Frost. It was filmed in an old palace movie theater that was converted into a dance hall. The scene opens with a wide exterior shot on the street, across from the theater. Falling snow was created in a CGI suite and composited into the exterior footage.

The camera glides smoothly on a Steadicam through traffic, across the street, into the cinema, going up and down steps, into a crowd, until suddenly there is a small opening that reveals a stage where Keaton’s character and his band are performing. The camera moves through couples dancing in the foreground and finally comes in for a tight close-up on Keaton’s face. This single shot lasts for about three minutes.

The music is a rock version of “Frosty the Snowman,” and Keaton, coached by the band, does his own singing. Kovacs notes that this scene introduces the father to the audience, and it also establishes his link to Frosty the Snowman.

Jack Frost was photographed by Laszlo Kovacs, ASC, and directed by Troy Miller, in his first outing on a long-form narrative film. Miller’s previous credits include the MOW Beverly Hills Family Robinson (1997) and other TV programs. He made his mark during a recent Academy Awards broadcast with a memorable series of visual effects shots placing Billy Crystal in scenes from films nominated for best picture.

Michael Tadross, one of the producers, introduced Kovacs and Miller and suggested that it was important to have an experienced cinematographer with a big picture background on this project. Miller’s first reaction was skepticism. He asked Kovacs why he was interested in shooting his little film about a snowman and a child? Kovacs assured Miller that was exactly what interested him.

“Jack Frost is an allegory, which is brilliantly interpreted by Troy,” says Kovacs. “It’s a reminder to all parents that it is important to show your love for your children today, because sometimes tomorrow never comes.”

That might sound corny, but as the father of a 10-year-old daughter, the idea of making a film that parents can take their pre-teen children to see resonated within Kovacs. He looked forward to that experience.

Jack Frost was produced by The Canton Company and Warner Bros., based on an original script crafted by Jeff Cesario and Mark Steven Johnson.

“Every successful movie begins with the vision of the director,” Kovacs says, “but it takes a team effort to make a film like this, including the producers, who believed in what we were doing; who believed in the cast and crew.”

The making of Jack Frost presented some formidable technical and creative challenges. Should it be a cartoon or comic book version of reality, or a drama with threads of comedy running through the fabric of the story? How do you make audiences believe that a fictional snowman looks and feels real enough for them to cross the threshold of disbelief and temporarily embrace a fantasy? More than a few recent sci- fi films with much bigger budgets have foundered on that treacherous shore.

This is the same Laszlo Kovacs who was dubbed king of the U.S. New Wave after filming Easy Rider just 30 years ago. In that landmark film, Peter Fonda, Jack Nicholson and Dennis Hopper portrayed burnouts searching for the American dream in the midst of the 1960s drug culture. It was a cutting edge exercise in minimalist filmmaking.

Jack Frost was filmed on locations in and around Truckee, California, but mainly on a huge 200 x 300 foot sound stage in the former Long Beach hangar, which once housed the Spruce Goose airplane built by Howard Hughes. The main set simulated the exteriors of five homes on the street where Charlie and his family live. The street is extended on either side with huge Translights. There are a few other sets on the stage, where Kovacs estimates that some 60 percent of the original photography was done.

Jack Frost was produced in 35mm anamorphic format even though much of the story focuses on the relationship between two characters and one of them is fictional. Kelly Preston plays Charlie’s mother. She is kept in the dark about her son’s relationship with the snowman. The snowman is played by an actor inside a snowman costume with the aid of puppeteers, and some digital magic provided by ILM.

“All of us know people like Charlie’s father,” says Kovacs. “He is a good person who works so hard that he neglects his family. He’s not even aware that Charlie is an excellent player on the school hockey team. He’s never even seen a game. Halfway to a Christmas job, Charlie’s dad becomes remorseful and decides to drive home in the middle of a storm. He’s thinking about being with his family on Christmas day, when he loses control of the car, crashes off a bridge and dies.”

Shooting in anamorphic format was a new experience for Miller, who has always worked within the constraints of the 4:3 TV screen. Kovacs spoke with Miller about the aesthetics of using the 2.4:1 image to keep the audience engaged.

“Basically, this story takes place in the snow country with beautiful mountains, valleys and vistas in the background,” Kovacs says. “I saw the house early on in preproduction when we established the location. It was 80 feet wide with a big front yard with similar neighboring houses on either side and across the street.”

Kovacs told Miller that they could create a more intimate story in anamorphic format, which isn’t conventional wisdom. He said: “We see the world horizontally, and move our heads from left to right, not up and down. The snowman is much taller than the boy, and both are vertical, which makes them great counterpoints in horizontal frames.” He advised, “Watch any John Ford movie, and look at how he used space.”

A second and equally compelling rationale is that anamorphic movies, properly composed, feel more cinematic to the audience.

Kovacs says that he learned an invaluable lesson early in his career during a conversation with Orson Welles, whom he met while shooting Paper Moon with Peter Bogdanovich. Welles suggested avoiding cut-aways because they interrupt the story.

Kovacs counts that advice as a formative experience that he applied in Jack Frost. Much of the story is told in widescreen two-shots with the environment playing a role.

Miller embraced the widescreen concept. He immediately began refining storyboards to reflect a 2.4:1 aspect ratio instead of 1.85:1.

Within days, Miller told Kovacs that the wider format added a layer to the creative process with much richer images and more sophisticated staging of scenes.

“He instinctively understood that he had to think differently about the use of space, camera movement and lighting,” Kovacs says. “There are many scenes where we just let the actors move through the space with the camera relatively quiet. The coverage was very different than what he (Miller) originally planned. We didn’t punch in on a lot of big close-ups like you see on television.”

Kovacs had his first camera assistant, Tony Nagy, work with Panavision testing and comparing the anamorphic lens on his rental list and making certain they all matched in terms of color rendering and other image capture characteristics. But, just a few days before the camera truck was ready to load and roll to Truckee and the Donner Pass, the final decision still hadn’t been made by the studio. Would it be anamorphic or 1.85:1?

“There are still myths about costs,” says Kovacs, “but the reality is that while anamorphic lenses rent for a nominally higher price, that is a small part of the budget. Some people still think it takes more light to shoot in anamorphic format. That perception goes back to the original Cinemascope lenses, which created about a two-stop light loss, and in those days the color negative film had an exposure (index) of 25 or maybe 50. Today, we are shooting with the Kodak Vision 500-speed film and incredible lenses. I remember, when we were first looking at dailies, how amazed people were that there was no perceptible grain—just very sharp, beautiful images.”

Finally, at the last possible moment, Tadross came through.

Miller brought a young production designer named Mayne Schuyler Berke with a background in plays and television onto the project. Berke impressed Kovacs with his visual acuity. Kovacs had the luxury of approximately two months prep time with Berke and Miller. That investment paid big dividends in the design of film-friendly sets and locations.

The cast and crew opened production by shooting establishing scenes in Truckee and the Donner Pass for three weeks. During that time, Kovacs recalls, there were about three and a half days of sunlight, and many unexpected overcast days. He had a second unit headed by Clyde Smith at those locations for some 40 days. Later, Miller and Kovacs brought the first unit back to Truckee to wrap up scenes with actors.

The Long Beach hangar is dome-shaped, which made it impossible to hang lights from the ceiling because it couldn’t hold the weight. Kovacs had to dream up another way to light the 300 x 200-foot set. In addition to the five house exteriors, and the street, there were tall pine trees and artificial snow piled three to four feet high. The set was ringed with white muslin that was visible at sky level behind the trees. He lit the muslin to emulate a gray, overcast sky. Kovacs says there was no money for sky replacement, so he was careful to avoid lights and other objects at the top frameline.

His solution was novel. “We built two bridge-like structures at 45 degree angles to the set,” he says. “They were three stories high. We had every type of lamp we needed on the bridges along with two 20-foot high, 120-foot long diffusion frames which were used to soften the quality of light, depending on the scene and time of day.”

The Translights were 125 feet down the street, so there were daylight scenes where Kovacs lit huge areas that had to be properly balanced. At night, simulated moonlight, street lamps and pools of warm light from windows did the job.

“When we switched from shooting a day to a night scene, the grips had it rigged so that frames with blue gels came down in front of the lamps, while we reduced the intensity of light. We also programmed the computer to account for angles, colors and intensity of other light sources, including street and house lights and holiday decorations.”

Initially, Kovacs estimated that it would take as long as two hours to make a day to night, or vice versa, lighting change on the big set. However, by the end it took no longer than 20 minutes. With the faster films and lenses, Kovacs says that he can also use smaller lights with combinations of diffusion and color gels to create visual nuances.

“Anyone can learn how to record perfectly exposed pictures,” he told Miller. “The art is in the way you control light. Light can be tactile and affect how the audience feels the coldness and experiences the darkness. The more freedom we have in controlling light, the more creative we can get.”

The fact that they were shooting in anamorphic format energized the collaborative process. “Troy and I discussed the aesthetics and the dos and don’ts,” says Kovacs. “One of the advantages of shooting interiors in Charlie’s house (another series of sets) is that you don’t see the floor or ceiling, so you can lay dolly tracks and hang lights. We designed sets with removable walls. In a very small room, we were able to remove a wall, and get back further with the camera without using an unnaturally wide-angle lens. On the other hand, we had to be careful so that the camera always felt like it was in the same room as the characters. You have to watch the angles, so they seem realistic.

“You also have to think about composition on a conscientious level—not only how you balance a shot, but also how every shot flows into the next one,” he says. “The fact that the snowman is taller than Charlie automatically created empty space, so we had to decide how to use it. There is always a compositional element you can use in that part of the frame—an object in the house or yard, or down the road.”

The company converted an interior set left over from Batman III into a secret pond where Charlie goes to think and remember times when he used to play hockey with his dad. Kovacs notes that since it was right next to the street sets virtually no time was lost making moves. That’s important when your lead actor is a juvenile with limited hours.

“I gave Mayne Berke the same advice I have for all production designers on anamorphic films,” Kovacs says. “Make the sets about 25 percent larger than reality. Usually, their first reaction is reluctance. I have to convince them that the audience won’t notice if it doesn’t mirror reality, and it will give us room for shooting from more interesting angles. I also tell them not to worry about the ceiling or floor. That makes the prop guys happy. They don’t have to worry about rolling up carpets, and it is a lot easier to put clear marks on the floor that doesn’t get in the shot. It’s also great for the sound man because he can come in really close to the actors with the mic boom.”

We asked Kovacs if there is a line separating reality and fantasy? How do you make a story like Jack Frost magical and believable at the same time?

He doesn’t have a pat answer. On Jack Frost, he tried to show the audience Charlie’s point of view without taking the camera lens down to the child’s height.

“I wanted it to work emotionally from his point of view, the way he sees the snowman, including when he’s talking to him,” Kovacs says. “The audience isn’t going to buy the idea that the snowman is real if you treat that issue too seriously. You run the risk of it becoming laughable. But, in the heat of the drama and emotions, you can believe that the spirit of his father has returned to complete some unfinished business.”

Kovacs cites a pivotal scene where Charlie is building the snowman on a cold and dark night. “Troy (Miller) played beautiful, sweet sounding music before we shot that scene,” he recalls. “That was important, because it helped to define our lighting. We had to decide, how dark and threatening is the night? How romantic are the Christmas lights compared to the previous year when Charlie’s dad was alive?”

Don’t try finding the answers to those questions in a film school textbook.

Kovacs says the answers only live in your heart and in your visual memory.

In this scene, Charlie builds a new snowman. He’s in his bedroom looking at it through a window when he thinks he sees it move. Charlie gets closer to the window, and then he gets scared when it moves again. He climbs into his bed and hides under the covers. But soon, he is peering in the direction of the snowman. The camera moves to the window and passes through it, leading to a Steadicam shot swirling faster and faster around the snowman. Suddenly, the camera stops. Everything is quiet. The snowman blinks, moves an eye, adjusts its mouth and speaks with Michael Keaton’s voice.

“It’s truly a magical moment,” Kovacs observes.

He remembers feeling a chill when he saw that shot in dailies. “The widescreen format made it seem larger than life; but it was everything working together, the colors, lighting, mood, and the way the music prepared us to shoot the scene,” Kovacs says.

Kovacs considered shooting at a basic stop T-5.6, but decided that T-4 provided crisp depth of field with the 500-speed film. The blue gels knocked the light level down to T-2.8 at night, but that wasn’t a problem, since Miller and Kovacs felt it should be darker at night with less apparent depth of field.

The bridge containing the lamps was slightly bent in the middle, and that gave Kovacs the ability to create three-quarter soft backlight. The lamps were staggered. There would be a big lamp and a smaller one below it. Right next to that alignment was a smaller lamp with a bigger one below it with black flags aligned to erase any spill light. The second bridge was interlocked with the first one by catwalks and other rigging that kept it stable. “The bridges carried a tremendous amount of weight,” says Kovacs, “with the lamps, heavy cables, and catwalks which enabled the grips to move quickly when we re-rigged from day to night and night to day. That basically involved dropping blue gels and diffusion in front of the lamps to alter the color and character of light. Every light was programmed through the dimmer board. We could push some buttons and alter the color and intensity of lighting for the next shot.”

Kovacs says that the main objective was lighting the sets so they looked real, but that was sometimes tempered by instincts.

“When I’m outside at night, and there is a moon visible in the sky, I never see blue light,” he says. “It’s more of a coolish gray in reality. But, you have to rely on your instincts. In some scene we wanted the quality of light more magical than realistic, so the quality of light is blue instead of gray.”

Kovacs says the action or drama in the scene always dictated the quality and level of light on the screen. “In one scene, we wanted enough light on one side of Charlie’s face for the audience to see his tears. Deep shadows mask the other side of his face. I’ve always remembered a lesson my teacher in film school, George Illes, taught me. He said, ‘You always have to light the darkness, otherwise there is nothing but black.’”

Two types of artificial snow were used, plastic and a combination of wood chips and crushed ice. Kovacs estimates that the studio ran through some 600 tons of ice.

“You have to be careful, because snow is much more reflective than a grass yard or an asphalt road,” says Kovacs. “We were dealing with huge snow-flocked trees, snow on the ground and snow banks made from blocks of Styrofoam. They began dressing the set with snow and ice at 4 a.m. They were amazingly artistic in making it look real in the way it gathered and clung to the corners of buildings and covered the ground.”

Kovacs lit daylight exteriors with soft light emulating overcast days. He never created direct sunlight. A single 20K wouldn’t be sufficient, he explains, because of the huge area that had to be covered, and two or three big units would have created two or three shadows of the snowman and other characters in the scene.

Kovacs used the Vision 500 speed film for both day and night interiors and exterior scenes. He likes the way it rendered “vividly saturated primary colors…the Christmas lights play off Charlie’s skin tones with soft pastels, and we have sparkling white snow and dark black shadows in scenes with a rich spectrum of contrast and colors.”

Kovacs worked closely with John Bickford at Technicolor Labs, extending a long-term relationship that is important to the cinematographer.

“He knows my tastes and understands that I like to lock in very early on a one- light print,” Kovacs explains. “I didn’t want him to correct from shot to shot, or even scene to scene. I always know exactly where I am with interior lighting, because I’m controlling all sources.”

Kovacs used black flags to create negative fill that soaked up ambient light that leaked into interior and exterior scenes. It was like painting with a subtle brush.

“I love very rich saturated prints with blacks that are really black,” he says. “The compliment you want to hear from John (Bickford) is that your dailies look like ENR prints. I learned a long time ago what you put into the negative is what you’re getting back.”

Despite the fact that Jack Frost was a relatively low-budget film, Kovacs says, “We had all the toys we needed. A Technocrane with a 30-foot extension, a portable Lenny minicrane from Chapman. It wasn’t as flexible as the Technocrane, but it was light enough to dolly on soft snow and probed deep into scenes with a 38-foot long extension.”

“When you’re working on uneven, soft ground like snow in the mountains at 7,000 and 8,000 feet elevation, you can’t build a dolly track no matter how hard you try. It sinks into the snow and makes everyone miserable, including the grips and your crew,” he says. “I have a great Steadicam operator, Neil Norton, whom Vilmos (Zsigmond, ASC) and Dick Donner discovered on Maverick. He worked with me on Free Willy 2, Copycat and My Best Friend’s Wedding. He was also my A camera operator.”

Kovacs estimates that he shot some 60 percent of Jack Frost with a Steadicam, in part because it was difficult doing conventional tracking on a dolly in the soft snow, and also to occasionally break up the stillness with an interestingly choreographed camera.

He had two camera operators working most of the time. The second operator was Don Thorin, Jr. His other assistants were Steve Aredas, Trevor Loomis, Rodney Sandoval and Chad Rivetti. The two primary cameras were provided by Panavision (Panaflex). Kovacs also used an Arriflex 435 camera mainly for occasional slow-motion shots.

Greg Smith was the camera operator on the second crew, and Chris Squires handled Steadicam shots. Tom Ryan and Rob Blake were the assistant cameramen.

Jack Frost has an interesting end-game scene guaranteed to tug at your heart. All winters come to an end, and this one is no exception. Spring arrives, and the snowman begins melting. Charlie tries to save him by bringing the snowman to a mountain cabin at a higher elevation. How does it end? There is only one way to learn the answer. Bring a couple of 10-year-olds to the movies and see for yourself.

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