"I owe a debt of gratitude to the original creators of the Looney Tunes cartoon shorts," says Looney Tunes: Back In Action star Brendan Fraser. "Whether I knew it or not at the time, they introduced me to classical music, comedy timing, the art of joke setup and delivery, and it all came together in an animated short. They were always in tune - pardon the pun - with what was going on in the day, politically and in pop culture. The cartoons are easily consumed by children, but the jokes are sophisticated enough that adults appreciate the humor, too. They entertained me in ways that I'm not sure if animation has really been able to recapture - until now, of course."

In 1930, Warner Bros. debuted the celebrated Looney Tunes series of animated film shorts in conjunction with cartoon producer Leon Schlesinger. While most Hollywood movie studios were producing pre-feature cartoon shorts at the time, none became as beloved as the series of irreverent six-minute comedy films featuring early Warner characters, including the unflappable Bugs Bunny, the extremely flappable Daffy Duck and stuttering swine Porky Pig, joined over the next four decades by Elmer Fudd, the Tasmanian Devil, Yosemite Sam, Road Runner, Wile E. Coyote, Tweety Bird and Sylvester, and many, many others.

"Ah, those were the days," recalls Bugs Bunny. "I was so bright-eyed and bushy tailed...actually, doc, now is the days, too - my eyes are still bright and my tail has never been bushier."

Warner Bros. employed a veritable powerhouse of animation talent to bring the characters to life, led by such legends as Chuck Jones, Friz Freleng, Tex Avery, Bob Clampett and Bob McKimson, voice character legend Mel Blanc and musical director Carl Stalling. These artists became legends of cartoon comedy, winning numerous Academy Awards and entertaining generations of fans throughout the world for over seventy years.

"Working with all of these legends was a real thrill - for them," Daffy Duck reminisces. "Oftentimes, they would be searching fruitlessly for inspiration, and I had but to walk into the room and the genius would spring from their pens."

Since the conclusion of the theater shorts program, the Looney Tunes have been featured in numerous television specials and film compilations, appeared as guest-stars in Robert Zemeckis' ground-breaking 1988 film Who Framed Roger Rabbit, and most recently graced the big screen in the hit 1996 feature Space Jam, starring alongside basketball legend Michael Jordan. And of course, their early work can still be seen on Saturday mornings in the original shorts.

Continuing this distinguished tradition, Warner Bros. Pictures will release brand-new Looney Tunes animated theatrical shorts in front of a selection of the studio's feature films in 2004.

At the forefront of the Looney Tunes band of entertainers are wisecracking comedian Bugs Bunny and his famously jealous co-star Daffy Duck. Ever since Chuck Jones first paired them together in the landmark film short Rabbit Fire, Bugs and Daffy have endured one of the world's most entertaining and enduring screen rivalries. This rivalry - perpetrated primarily by Daffy - forms the foundation for Looney Tunes: Back In Action.


The filmmakers' ultimate goal for Looney Tunes: Back In Action was to stay true to the time-honored tradition of rebellious, clever humor that made the Tunes stand out from the pack when they were first introduced, and which has allowed them to remain popular with fans of all ages for decades.

"I think the Looney Tunes endure because they are so funny, so politically incorrect," says Back In Action screenwriter Larry Doyle, former supervising producer for The Simpsons. "This film emulates the irreverence, the biting humor, the nuances in the characters' personalities and the specific style of animation developed by the legends of the classic Looney Tunes era."

Producer Paula Weinstein feels that Doyle's script captures the Looney Tunes particular witty brand of magic. "Larry created a story that has the edgy humor that one would expect from the Looney Tunes," she compliments. "They are so funny and beloved largely because they personify qualities that are within all of us: greed, ambition, laziness, humor."

"The Tunes are vaudeville," adds producer Bernie Goldmann. "They have that sense of zaniness. There's so much to make fun of in the world today - there's a lot of targets out there, which gives the Looney Tunes so much fodder to look at us and make fun. And that's why it's great to set them in Hollywood, a place where people are a little self-important and a little full of themselves." Indeed.

Looney Tunes: Back In Action begins on the Warner Bros. back lot, where world-renowned movie stars Bugs Bunny and Daffy Duck are taking a meeting with the studio brass, including stiflingly-serious Vice President of Comedy Kate Houghton, played by Jenna Elfman.

When Bugs' ever-envious sidekick lobbies the identical Warner Bros. chiefs Mr. Warner and Mr. Warner's Brother to rewrite their latest comedy as a starring vehicle for himself, Kate is ordered to fire the duck and find a new screen partner for Bugs. She instructs Warner Bros. security guard and aspiring stuntman DJ Drake, played by Brendan Fraser, to physically eject Daffy from the Studio. Naturally, Daffy finds this decision "dethspicable" and leads the security guard on a wild-duck-chase across the lot, which inevitably leads to the expulsion of them both.

Looney Tunes: Back In Action marks the first time Bugs Bunny, Daffy Duck and the entire Looney Tunes menagerie star in a feature film set entirely in a live action world and interact with "live" 3-D costars throughout the picture.

"There hasn't been a combination live-action/animated movie this complicated since Who Framed Roger Rabbit," notes Back In Action director Joe Dante, who first became known to audiences for helming the 1984 Warner Bros. Pictures hit Gremlins, one of the most successful films of the 1980s. "Back In Action isn't just a bunch of characters shot on a blue screen and inserted into the film. It really looks like an action movie that just happens to co-star Bugs Bunny and Daffy Duck."

"Joe has made movies employing every type of technology that we brought to this film," says executive producer Chris deFaria. "But that wouldn't mean anything if he didn't have the sensibility for this kind of movie. What's really at the core of Joe Dante is that he's a big kid and he truly gets a kick out of making movies. It comes across every day."

"There's some darkness to the Looney Tunes humor that Joe completely gets," observes producer Bernie Goldmann. "There's a subversiveness - that little glint in their eye. If you take a look at Joe's films, you'll see that sensibility."

"Joe knows it all," says Fraser. "He's an animation buff and has an almanac's knowledge of film in general. Actually, I think he might be a cartoon character. I'm halfway expecting Joe Dante to pull a zipper on his forehead and a little cartoon genius to pop out."

Fraser was the filmmakers' first choice for the role of hapless security guard and stuntman wannabe DJ Drake. As Dante says, "There's nobody better suited for this part. Working in a live action/animation film is difficult because the actors spend most of the shoot addressing characters that aren't there, so there's an element of fabrication that the actor has to provide. Brendan has a unique talent for doing that and remaining believable - I can't think of another person who would have been as good in this role."

Fraser was thrilled to share the screen with such a legendary cast. "Who wouldn't jump through the ceiling at the opportunity to work with Bugs and Daffy? I'm the kid that you'd find Saturday morning with a bowl of Cheerios watching cartoons. The Looney cartoons are probably where I learned everything that I think I know about comic timing."

A diverse career including starring roles in the blockbusters George of the Jungle and The Mummy series, as well as the critically acclaimed films Gods and Monsters and The Quiet American, illustrates that not only is Fraser a talented and versatile performer, he's also no stranger to the challenge of working in films imbued with a plethora of special effects and CGI characters. This combination made him a natural fit to play the heroic straight man to the madcap Looney Tunes crew.

"It's not easy to pull off what Brendan was asked to do," says deFaria. "Not only did he have to act against nothing most of the time, but more important and equally difficult is to actually carve out a real relationship with Daffy Duck. The circumstances didn't make it easy, but Brendan's great achievement is the wonderful sense he created of he and Daffy in this odd partnership."

Weinstein, who worked with Fraser on his first movie, With Honors, says, "Rarely have I seen an actor grow as fantastically as Brendan has. He is the Cary Grant of our times. He's funny and self-deprecating - he even does his own stunts. And he and Jenna have amazing chemistry. They're very funny with each other and their characters follow an old-fashioned love story without being overly sentimental."

Jenna Elfman had wanted to work with Fraser ever since she first saw him starring in Encino Man. "I specifically remember sitting there going, 'Who is that? Because that guy is brilliant.' I was so taken by his belief, by the way he played the character for real."

As soon as she heard that the film was going to highlight the Looney Tunes' trademark acerbic wit (and that a lot of that wit would be directed at her stuffy corporate character), Elfman was hooked. "Growing up, what I loved about them is that they were so rebellious and feisty," she says. "It seems that there was a period of time where that got diluted a bit, so I was excited that they were going to bring that type of personality back to these characters."

"I think Jenna has a strand of DNA borrowed from Carol Burnett or Lucille Ball," Fraser marvels. "She has an amazing facility for physical comedy, and a spitfire delivery. She's a pro all the way, and easy to work with because she enjoys being there. She really likes her job, which I think is part of what makes her so good at it."

Looney Tunes: Back In Action introduces a brand new live action villain into the Looney universe: Mr. Chairman, evil head honcho of Acme Corporation, manufacturer of the ridiculously ineffectual products that Wile E. Coyote consistently employs to bone-crushing effect. The all-powerful leader of the multinational conglomerate is played by comic legend Steve Martin, award-winning actor, screenwriter, director, author and producer.

Martin was drawn to the project when, upon reading the script, he developed an immediate affinity for the unlikable Acme titan. "I liked the Chairman," he recalls. "As I read him, I had this little vision pop into my head of what he would look like. And I've always loved Daffy and Bugs and Elmer - I grew up with them. So right there were three guys I really wanted to work with."

The filmmakers presented Martin with the unique opportunity to completely create the character as he saw fit. "The villains in these kinds of movies are always the most difficult to play because they do the most expected things in the picture," says Dante. "And what's worse, Mr. Chairman is a corporate fellow, a guy behind a desk, and it's difficult to make that kind of character interesting in a comedy. But Steve took this very conventional character and concocted a truly daring, over-the-top presentation of him."

"I can't even begin to explain the performance Steve delivered," deFaria enthuses. "It's this strange sort of angry schoolboy whose development was arrested somewhere in private school back East. And now he's going to punish the rest of the world for that. It's a very, very funny performance."

Asked about the evil corporate titan's inner qualities, Martin says, "He's certainly an egomaniac. He thinks he's pretty handsome. But he's a frustrated businessman and he gets a little aggravated when things aren't going his way. Basically, it's just hard being an evil empire-runner."

From his penthouse lair, Mr. Chairman presides over a hapless board of directors, comprised of a who's-who of Joe Dante film veterans and seasoned character actors. Members of the board include Vice President Rhetorical Questions (Robert Picardo), V.P. Bad Ideas (Mary Woronov), V.P. Never Learning (Ron Perlman), V.P. Stating the Obvious (Marc Lawrence), V.P. Child Labor (Vernon G. Wells), V.P. Nitpicking (Bill McKinney), V.P. Clawing Way to Top (Leo Rossi), and finally, V.P. Unfairly Promoted (George Murdock).

With his enormous silent henchman Mr. Smith by his side - played by former professional wrestler-turned-actor Bill Goldberg, known in the wrestling world simply as Goldberg - Mr. Chairman has hatched a deplorable plot that will culminate in total world domination. (The diabolical monopolist plans to transform the world's population into monkeys and put them to work manufacturing shoddy Acme products - then turn them back into humans and sell them the products they made at ludicrous prices.)

A secret group of covert operatives, portrayed by Looney Tunes characters Yosemite Sam, Wile E. Coyote, the Tasmanian Devil and Marvin the Martian - just to name a few - have been strategically placed around the world to secure the mysterious Blue Monkey Diamond. To this end, they have kidnapped the man who holds all the clues to the secret location of the Diamond - DJ's father Damian Drake, world-famous star of a slew of popular spy films.

In casting the character of Damian, the filmmakers approached Timothy Dalton, who is, of course, a world-famous star of the most popular slew of spy films ever made. "We sort of threw it out to Timothy and hoped he would bite," says deFaria. "'Hey, would you play a movie star who plays a spy all the time? Do you think he'll notice that we asked him to play himself?'"

Dalton notes that his character is "certainly a kind of echo or reverberation of my own history." The actor grew up watching Looney Tunes, and now enjoys watching the cartoons with his own children. "They have fantastic comic timing, are full of marvelously imaginative ideas, and they work just as well today as they ever did."

Bernie Goldmann notes that while Dalton turned in a very funny performance, he plays a pivotal role in the movie. "Damian Drake is the emotional center of the film - as DJ's goal is to save his father - but he's also the hero who ultimately must pass the torch to his son. By taking his part really seriously and playing it totally straight, Timothy's scenes just couldn't be funnier."

After DJ and Daffy discover that Damian is missing, they head off to connect with his secret agent contacts around the globe in a desperate attempt to beat Mr. Chairman's Acme goons to the Diamond. First stop is beautiful Las Vegas, Nevada, where at Yosemite Sam's Wooden Nickel Casino, DJ meets a shapely cowgirl singer named Dusty Tails, played by Heather Locklear. Dusty is not only one of Damian's connections, she's also star of the Yosemite Sam Revue stage spectacular. "Her character doesn't seem so outlandish to start with, until you learn that she's also a hired gun for the CIA," says deFaria.

Locklear was thrilled when asked to appear as the singing, dancing showgirl. "I grew up watching Looney Tunes, and I was really excited when they asked me to be part of the movie." Locklear and Fraser trained and rehearsed their number for three days with the film's choreographer, three-time Emmy Award winner Marguerite Derricks. "Brendan was a great dance partner," Locklear raves. "He is so good it made my part easy. We had a great time. I would do it again in a heartbeat."

Once they complete the Las Vegas leg of their mission, our heroes get themselves stranded in the middle of the scorching desert, where they luckily stumble into the mysterious Area 52 - a government facility so top secret that Area 51 was created just to cover it up.

Area 52, whose motto is "Keeping Things From The American People Since 1947," is devoted to the containment of alien creatures. The operation is the domain of Mother, its eccentric chief scientist and head administrator, played by Joan Cusack. "She's the caretaker to the extraterrestrials," says deFaria. "A bumbling, forgetful scientist who's in charge of saving the world from aliens."

"The character of Mother was originally based on Q from the James Bond films, and M as played by Judi Dench," says Cusack, who herself is a big fan of the world of science. "I have to keep all these aliens in line, so I've got to be tough." However, with two young kids of her own, Cusack decided to infuse her character with a loving, accessible, parental attitude. "It's so hard to find those movies that you can go to with your family and have a good experience. I'm thrilled to have been part of it."

Ultimately, the filmmakers have set out to make a fresh and funny film that the whole family can enjoy. Says Chris deFaria, "It's a sprawling comic adventure, featuring two of the best loved characters in the world starring alongside an exemplary live cast. It's an effects extravaganza, a romantic comedy, a tour de force for animation, and in the end, I hope, a classic."

Dante hopes the film will take moviegoers to a place they haven't been in awhile. "I hope that when the audience leaves the theater they feel that they have caught some of the spirit of how the Looney Tunes affected them when they first saw them, no matter how old they are."


Shooting a live-action/animated film of this caliber is a uniquely demanding proposition. "The premise of the movie is that Bugs and Daffy are actors and they live and work in our world, so the movie should have a level of interaction and improvisation with the rhythm and feel of a live-action movie," says deFaria.

"As much as I'd like to say that Bugs and Daffy were actually physically present during filming," says Dante, "most of the time they didn't show up because that's just the way they are. So we had to use the puppets instead."

Assisting Fraser and Elfman in achieving seamless performances with their animated co-stars were veteran puppeteers Bruce Lanoil and Dave Barclay. The Jim Henson Creature Shop created the reference puppets under the supervision of Barclay, who has been puppeteering since the age of four and got his big break on The Empire Strikes Back as an assistant puppet maker and assistant to Frank Oz, who played Jedi master Yoda. The talented pair are not only puppeteers but also comedic actors, and were able to ad-lib with the cast. Their off-camera performance and antics provided a key basis for the character relationships.

In advance of making the movie, Lanoil and Barclay spent time studying Daffy Duck and Bugs Bunny to get down their speech rhythms and general attitude. "They not only read the lines of dialogue, with the use of the puppets they really became Daffy and Bugs," says deFaria. "Out of that, you get performances from the live actors that you couldn't get any other way. There's a sense of spontaneity in the scenes that you would normally only see in a live action movie."

Shooting all the film footage necessary for a successful fusion of live action and animation is an arduous process that involves quite a bit of repetition. "Apart from how many takes were needed to get what we wanted, virtually every scene had to be shot three or four times," Dante recounts. "First we'd rehearse a scene with the puppets, and then we'd photograph it with the actors and the puppets together. Then we would do another pass without the puppets and the actors would 'remember' the correct sightlines and physicality from rehearsal. Then we'd do another pass for lighting. So as you might imagine, it's very time consuming."

Fraser, who ended up working on the other end of production after being drafted to voice the exceptionally uncouth Tasmanian Devil, appreciates everything that went into the final product. "It's a leap of faith making a film laden with so much animation and CG," he says, "because most of the time the actor is basically speaking to an imaginary friend. But then a year and some change later, when all the pieces come together, you really do believe I'm throttling Daffy Duck by the neck and trying to chuck him out of the car window - it looks as natural as if I were working with a real actor."

Barclay and Lanoil not only brought the characters to life for the crew and the actors, the puppets served as an important reference for the animators. Once a scene had been rehearsed, the puppeteers left their respective positions in front of the camera and were replaced with various eye-line rigs.

Special effects coordinator Peter Chesney notes that in a sense, working on partially-animated films is essentially like working on a ghost movie - half the cast isn't there! "You're pulling out their chairs for them, you're moving their drinks for them," he says. "We felt that if you keep the actors positively connected with physical objects, the whole performance will go better. It's part of the tools that get the job done."

Photographing the technically challenging, state-of-the-art film is one of Hollywood's most respected cinematographers, Dean Cundey, who has lent his talents to several effects-laden films, including such cinematic breakthroughs as Who Framed Roger Rabbit and Jurassic Park.

Cundey notes that Roger Rabbit was one of the last labor-intensive, photo-chemical films in which all the compositing was done on optical printers using layer upon layer of film. "Looney Tunes is the next step," he explains. "The computer is a huge advance for the things we do - so much more can be done in post production at the discretion of the animators and producers. It is a lot more collaborative, and they can add their own creative touch to the action and the character performance."

In developing the film's lighting scheme, Cundey established what he called the "Looney Tunes style." "We deliberately tried not to create too much of an illusion of three-dimensionality, because the Looney Tunes characters that we know and love have always been sort of flat," he says. "They came out of that very graphic, forties and fifties Warner Bros. style. You can't have humans with very contrast-y lighting and the Tunes without, because then they would look pasted on. So it was a chess game to create the illusion that they're there, with softer lighting, yet still make each scene visually interesting with its own mood and style."

Also largely responsible for the highly stylized look of the film is production designer Bill Brzeski. "In the first meetings with the filmmakers to discuss the look of the film, we decided that we wanted to depict what we came to describe as a 'snow globe' view of the world," Brzeski says. "Everywhere we went, you see all of the treasures and signature elements that people normally associate with certain locales all grouped together, such as Las Vegas with its neon, tourists and showgirls; an African 'temple of doom' with its stone monuments and dangerous obstacles; and Paris with the Louvre and Eiffel Tower."

"Bill went back to the cartoons to find the color schemes," says Dante. "He looked at Maurice Noble's backgrounds for some of the early '50s cartoons. He was able to pull out patterns and colors and then build the sets with that in mind, so there's actually a color palette in this movie, which is unusual."

During production, visual effects supervisor Chris Watts was responsible for making sure that all the necessary steps were taken to seamlessly integrate the animated characters in with the live actors. Watts also oversaw complicated visual effects such as the flying spy car sequence and a death-defying chase scene on the observation deck of the Eiffel Tower.

For Watts, one of the most challenging aspects was the sheer amount of effects called for in the film. "About sixty five percent of the film involves visual effects or animation in some way," he says. "We had to make sure the color and contrast are consistent throughout the whole film and that the animated characters look good when they're cut in. In this film, the camera moves around a lot. The animated characters walk in front of and behind other people and pick up real objects. My job was to figure out ways to pull all of that off without severely inconveniencing the filmmakers' creativity."

According to Watts, approximately 1,200 visual effects shots were rendered for Looney Tunes: Back In Action, including the removal of wires, set extensions and matte paintings and all the other elements necessary to transform Warner Bros.' Stage 16 into Africa, Los Angeles' Exposition Park into Paris, and a parking lot into the Eiffel Tower.

Once principal photography wrapped on the live action footage of the film, the process of animation began at the Warner Bros. Animation headquarters in Sherman Oaks, California. The facility houses a 500-member animation team - from layout, effects and digital artists to character animators, painters and compositors - who created the traditional 2-D hand-drawn animation that would eventually be integrated within the live-action photography. This immense team was led by renowned animation director Eric Goldberg.

Goldberg was driven by a special connection to the work. "I was friends with Chuck Jones, I know this stuff backwards and forwards in terms of all the cartoons and the history, and it's very, very important to me that it captures the Looney Tunes spirit. Aside from the technical challenges, of which there are many, my biggest aim was to present these characters in the way that people have loved them for years."

"I'm extremely proud of the animation," says Dante. "It was a very arduous process for Eric because of the number of animators he had to supervise. But every time I would get a scene back from animation after looking at the roughs, they would have added some little nuance, a new joke or an eyebrow raise - some extra little something that made it better."

One example of the myriad details that had to be carefully considered was maintaining continuity in the size difference between the live actors and the animated characters. As Goldberg points out, "if you cut Brendan Fraser off at the knees when framing shots, you're cutting Bugs and Daffy off just under the chest - or just under the head - so we have to compose these things to work. You have to look after eye lines and size relationships to make sure they're consistent from scene to scene."

Before the filmed footage went to the animators, Goldberg and the supervising animators "posed out" the entire movie, a process employed by the original Looney Tunes shorts directors. Of course, as technology has progressed somewhat since then, Goldberg had more modern tools with which to work. Using a Wacom Cintiq computer graphics tablet, he drew the characters' key poses, which the editors could then superimpose over the live action in order to plot out how the scene was going to play.

"The flexibility of the process gave the animators and I more license to put in extra nuance, little acting choices, little timing choices," he explains. "We could also throw in some secondary gags that weren't necessarily in the poses. I have to say I've got a great crew and they really do beautiful work. They all have ways of realizing something that's beyond the initial pose drawing. And that's what makes it all work."


Principal photography on Looney Tunes: Back In Action began August 12, 2002 at a large residence in Los Angeles' Hancock Park neighborhood, which served as the domicile of legendary actor/international spy Damian Drake. Drake's home is the setting for some memorable scenes, including Bugs performing a shot-by-shot reenactment of the shower scene from Psycho (to Kate's annoyance), continuing a time-honored Looney Tunes tradition of paying homage to classics of the past.

From Hancock Park, the production relocated to the Warner Bros. studio lot in Burbank, where scenes were shot in the commissary, screening rooms, security stations, and jungle lagoon. The filmmakers wanted to evoke a glamorous bygone era of Hollywood, and extras can be seen strolling by dressed as gladiators, cowboys, giant ants and aliens. All the costumes were culled from Warner Bros. stock, kept over from the era of elaborate costume films.

The lobby of Warner Bros.' Stephen J. Ross Theater served as the executive conference room where the brothers Warner meet with Vice President of Comedy Kate Houghton for Daffy's ill-fated pitch meeting.

The studio commissary where Kate lunches with Bugs Bunny hosts a veritable who's-who of Warner Bros. stars. Along with Wile E. Coyote and Michigan J. Frog, seated in the restaurant are members of the casts of ABC's The Drew Carey Show and George Lopez, both of which film on the Warner's lot. Also making cameos are Matthew Lillard, who stars in Warner's 2002 hit Scooby-Doo and the upcoming Scooby Too, as well as his co-star Scooby-Doo and the original Shaggy himself.

The Batmobile that Daffy commandeers on his frenzied chase through the lot and inadvertently crashes into the iconic Warner Bros. water tower is the real thing - an authentic detail courtesy of the original Batman film. To create the cataclysmic collapse, the special effects crew rigged a façade of the lower portion of the tower that a stunt Batmobile crashes into. In postproduction, the façade was blended in with footage from the destruction of a quarter-scale model of the tower, a process overseen by visual effects supervisor Chris Watts and his crew.

In addition to starring as itself, the Warner Bros. lot was host to some of the film's most elaborate sets. For two weeks Stage 21 was transformed into Yosemite Sam's Wooden Nickel Casino, a rootin'-tootin' Wild West-themed Las Vegas extravaganza replete with cowgirls, horses and brawling cowboys, fabricated by production designer Bill Brzeski and his talented team of art directors and set decorators. The Wooden Nickel is owned by the insidious Acme Corporation and run by one of its closely placed operatives, the irascible loudmouthed gunslinger Yosemite Sam. Southern gentleman rooster Foghorn Leghorn works as a blackjack dealer at the casino.

The daunting job of creating the wardrobe for the hundreds of actors and performers patronizing the Wooden Nickel fell to costume designer Mary Vogt. "The movie is a family film so we couldn't do Las Vegas the way it really is because it's too risqué," Vogt says. "But we wanted the feeling of glamour, and really, the most glamorous time was the 1940s - the World War II pinup girls were really sexy and cute, but also really covered. Also, since it's Yosemite Sam's casino, it makes sense that you could combine turn of the century saloon girls with the World War II pinups for a really fun mix."

In October 2002, the production traveled to Glitter Gulch itself: Las Vegas, Nevada. Filming took place for a week in Vegas's historic Fremont Street, where the Plaza Hotel stood in for the Wooden Nickel's exterior.

The glittering pedestrian mall of the Fremont Street Experience in downtown Las Vegas is the site of a madcap chase when Yosemite takes off after our heroes' spy car in a #24 DuPont Chevrolet Monte Carlo, stolen from four-time Winston Cup champion (and lifelong Looney Tunes fan) Jeff Gordon - because no bona fide adventure film would be complete without some really cool cars.

The film also sports a variety of automobiles piloted by our animated and live-action heroes on their quest. The state of the art "spy car" that Kate and Bugs drive to Las Vegas is the high-performance Tuscan S from British automaker TVR. DJ and Daffy's ride is the somewhat less glamorous 1974 Gremlin, a jalopy not only befitting of DJ's current financial worth, but also an homage to director Joe Dante's classic Gremlins films. The production purchased six Gremlins for the film, each one in a different stage of total demolition.

For the filming of interior driving sequences in the spy car, the Tuscan S was mounted on a swiveling base in front of a large blue screen and lit by a vast computer-controlled lighting grid to simulate the lighting conditions on the open highway and in neon-drenched Las Vegas. An elaborate motion control camera system mounted on a 108-foot-long track was used to capture different perspectives of the vehicle in motion.

While on location in Nevada, production also made use of scenic outlying areas including Red Rock Canyon and Valley of Fire State Park. Due to the autumn filming schedule, temperatures only reached the 90s, rather than the usual highs of well over 100 degrees Fahrenheit that give the Valley of Fire its name. Luckily for the filmmakers, the name is also drawn from the striking oranges and reds of the area's archetypal rock formations, which look like the quintessential Road Runner/Wile E. Coyote cartoon background come to life.

It is in the middle of just such a lonely stretch of desert that Bugs, Daffy, DJ and Kate stumble upon the toppest-top-secret government installation Area 52, home to a wide variety of other-worldly beings. Instead of treating these inhabitants as strange, alien creatures, they are cared for more like extraterrestrial pets, provided with giant habitrails and kept in enormous Mason jars. Lead scientist and surrogate alien parent Mother is joined by her assistant, Robby the Robot of Forbidden Planet fame, and plagued by Acme operative Marvin the Martian, persistent ambassador from the planet Mars.

The Area 52 set, constructed on Warner's Stage 22, spoofs the campy low budget science fiction films of the Fifties and early Sixties. Area 52 is home to a bevy of B-movie horror icons, replicas lovingly assembled by two of Hollywood's creature effects powerhouses, ADI (Amalgamated Dynamics Incorporated) and KNB EFX.

ADI, founded by Academy Award-winning creature effects designers Tom Woodruff, Jr. and Alec Gillis, created Area 52 residents the Metaluna Mutant, the Man From Planet X and Robot Monster, while KNB EFX, under the supervision of company co-founder Greg Nicotero, was responsible for the Daleks, the Triffid, the Fiend Without a Face, the Seed Pod and the Roswell Alien. Both houses also provided a large team of puppeteers that inhabited or controlled many of the creatures via animatronics.

Back in southern California, numerous locations were utilized to film scenes located in Paris, one of several glamorous international destinations our heroes pay a visit to in search of the elusive Blue Monkey Diamond.

After kidnapping Kate from the Louvre, Acme henchman Mr. Smith drags her to the Eiffel Tower's sky-high observation deck. The Tower was erected on a large parking lot at Universal Studios. In actuality, only the observation deck was built - the rest was assembled entirely on computer. During filming, the observation deck was surrounded by a green screen that would later be digitally modified by the visual effects team to simulate the Paris skyline.

The scene required Elfman to be hooked up to a stunt harness and suspended in mid-air. "I like doing as many stunts as I can because I've been a gymnast and a dancer my whole life," she says. "So it's fun to be able to use that training and bring it to the acting."

The interior of the Louvre was filmed at the Natural History Museum, a Beaux-Arts-inspired building in downtown Los Angeles. The walls of the museum were adorned with some of the art world's most famous paintings, among them George Seurat's pointillist masterpiece "A Sunday Afternoon on the Island of La Grand Jatte," Spanish surrealist Salvador Dali's classic "The Persistence of Memory" - and, of course, the kitschy 1873 classic "Dogs Playing Poker" by artist C.M. Coolidge. (Bugs and Daffy exhibit their appreciation for fine art by jumping from painting to painting, taking on the artistic style of the respective works.) The exterior of the Louvre was filmed outside the Natural History Museum in the Exposition Park Rose Garden, a 15-acre garden originally designed for the 1936 Olympics. And of course, no trip to Paris would be complete without Pepe Le Pew, the most romantic skunk of all time, who turns up as a French gendarme.

Our heroes' globe-trotting adventure next leads them deep into the African jungle. The Jungle and Lagoon on the Warner Bros. lot, densely packed with tropical foliage, stood in for the real thing. On Stage 16, the largest soundstage in North America, production designer Bill Brzeski and his team constructed the film's most elaborate set, the Monkey Island jungle and temple. The set took months to complete, utilizing the talents of dozens of carpenters, painters, set designers and decorators.

Bugs, Daffy, DJ and Kate arrive in Africa in style, onboard a giant Indian elephant. Coincidentally, the 34-year-old elephant, named Tai, had previously co-starred alongside Brendan Fraser as the trusty pet elephant Shep in George of the Jungle. "When I heard that Thai was going to be coming back I kind of wondered if she would remember me," Fraser admits. "But she stuck her snout up and blew snot all over me just like the old days, and I got kind of misty eyed, you know - 'it's good to see you again, Thai.'"

On their way to the ancient altar where they discover the true power of the Blue Monkey Diamond, the foursome must walk across a 28-foot, 10,000-pound stone bridge spanning across a steaming molten lava pit. For the set, Peter Chesney and his team fabricated the pit using 600 gallons of orange Methocellulose lit from beneath, as well as a 2000-gallon-a-minute waterfall. A scissor lift was used to raise a 30-foot stone monkey out of the ground.

Once Bugs, Daffy, DJ and Kate finally make it across these treacherous hazards and reach the Blue Monkey Diamond, they are shocked to discover that they are not alone - Mr. Chairman has managed to track them across the world, and quickly relieves them of their prize before zapping himself and his captives back to his vile headquarters.

It seems that the malevolent madman's maniacal monkey plot revolves around the placement of the Diamond on an Acme satellite orbiting the globe, where it will transmit to all the citizens of Earth, instantly transforming them into his monkey minions. To this end, Mr. Chairman sends resident alien Marvin the Martian into space with the Diamond. Luckily, Bugs and Daffy manage to escape his clutches and take off after the rogue extraterrestrial. Of course, Daffy has had some experience in the realm of the cosmos (from his days playing itinerant spaceman Duck Dodger), so it looks like the duck may at long last have a shot at the matinee idol heroism he's always aspired to.

Meanwhile, back at the evil headquarters, actual matinee idol Damian Drake is in terrible peril - tied to the Acme railroad tracks beneath a precariously hung Acme brand anvil and surrounded by Acme brand dynamite, while the Acme brand train races down the tracks straight for him. It quickly becomes clear that Damian's fate rests in the questionably capable hands of DJ, and the rescue is complicated a bit by the additional challenge of the enormous mechanical guard dog standing between DJ and his father. Will our heroes triumph? Will DJ and Daffy finally save the day? Will the Chairman's dastardly deeds go unpunished? Will we all be turned in to monkeys in a matter of minutes? Toon in to find out!