Don Bies (Droid unit supervisor)

Don Bies
Model Maker, Droid Unit Supervisor (Special Editions, Prequels)
Interview: May 2010

You began your career in 1985, working on the movie The Fly. How did you get into the movie business and was this something you always wanted to do?

I fell in love with films at an early age, and was always fascinated with the process and the different disciplines required to create a movie. The film that started it all for me was the 1931 Frankenstein, starring Boris Karloff. I was also influenced by Planet of the Apes, King Kong and eventually the original Star Wars. Make-up effects held a particular interest, as did prop and set design and visual effects. I began creating a portfolio of make-up effects work, and met a young, exceptionally talented kid in my home town of Chicago named Keith Edmier. Keith was corresponding with Dick Smith (the grandfather of special make-up effects) and Rick Baker, and soon got a job in California working for Rick. While there, he mentioned to me that Chris Walas was looking for help in his shop on The Fly. I submitted my portfolio to Chris, and then we chatted over the phone. He hired me to help with mechanical designs for the film’s puppet effects, and I promptly relocated to Northern California.

You started at ILM in 1987 if I’m correct. How did you get the job there?

Since there were only two main shops in the area at the time, it was a relatively small community. While working on The Fly, I met and became friends with Jon Berg, who created (among many other things) the AT-AT sequence for The Empire Strikes Back. Jon was hired back at ILM to help coordinate a week long shoot on a complex puppet rig for Witches of Eastwick. They need a lot of people to operate a mechanical version of Jack Nicholson, and Jon brought me on as part of the team. A few months later, I was hired by Lucasfilm to operate R2-D2 for a commercial they were shooting for Japan, as well as the occasional personal appearance.

At Lucasfilm you became their archivist. Some of the things you did being an archivist was coordinating the move of the archive and helping with the restoration of items for exhibitions. Did you ‘discover’ unknown treasures at the Lucasfilm archives? I’d like to known something of your experiences during this time.

I was hired to operate R2 by Judy Niles, who was coordinating special events and character appearances. I helped her mount a Lucasfilm exhibition for the 1988 Marin County Fair, an event that drew 43,000 people over 4 days. Shortly after, Debbie Fine, whose department oversaw the archives, hired me for two weeks to clean the archives…and I stayed on for about nine years.
It was a good deal–in between my film jobs, I would return to the archives and organize and straighten the place out. At the time, the archives were located in a small warehouse near the old ILM campus. Lucasfilm was exploring various ways to create either permanent or traveling exhibitions, and I was available to help out with those projects. I brought in the first computer accessioning program (Filemaker database on a MacSE with a 20mb hard drive!) and coordinated the move of the entire collection to Skywalker Ranch in late spring, 1991.
During my time there, everything was a discovery, since many things were still in crates or boxes. I did find the mask used to reveal Anakin Skywalker at the end of Return of the Jedi at the bottom of a crate slated to be tossed–that was the one close call that I can remember. Simply having the time to explore and pour over every model, prop and costume was amazing. Not only did it give me an appreciation of the artistry involved, it helped me to learn how to build things myself, which was invaluable later when I began creating models at ILM. Additionally, I had some wonderful experiences with the many places I visited because of the appearances and exhibitions, as well as some of the fascinating people I met along the way.
It was also great to get to restore many of the items, of which the largest project was for a Japanese tour in 1993. So many of the artifacts had been damaged during filming or simply due to time, and it was an honor to bring them back to life with the team we had assembled.

You are best known in the Star Wars world for operating R2-D2.
Anthony Daniels once said to me that you are the real R2-D2. Do such comments make you proud? And do you see yourself this way too, as THE R2-D2?

I actually pay Anthony to say nice things about me…yes, it does make me proud. But in no way do I see myself as “THE” R2-D2. R2 is a team effort, as so many are needed to pull it off–in addition to me, I had three great people on my crew providing everything from coordination to fabrication, painting and machining; there was also another small group of about 5-6 people at ILM that helped prep R2 for the location filming…not to mention the huge contribution Ben Burtt’s sound design brings to bringing R2 to life. In my opinion, Ben is the soul of R2.

You operated R2-D2 in all the prequels and also worked on new mechanisms. In which ways has R2 evolved during these three movies?

The only real technical change (aside from some cosmetic ones) was making everything more dependable. We simplified everything so that fewer things could go wrong. I also made sure we made R2 look more like he did in the original trilogy–at least to the best of our abilities and resources. Probably the biggest evolutionary change was utilizing a digital (CGI) R2 for the last two prequels.

In some scenes R2-D2 has actor Kenny Baker inside. In how many scenes is R2 operated by you percentage-wise?

Mainly because of the increased dependability of R2 and the onset of the digital version, Kenny was used less and less. For Episode I, Kenny is in the film about 50%, while the remaining time is either me or the UK crew, and one digital shot. During Episode II, there were 14 digital shots of R2, one Kenny scene (shot bluescreen at Ealing Studios in London on my 40th birthday!) and the rest were me. Episode III had approximately 50% digital R2 and the rest were shots I did.

You had some parts in the Star Wars movies: Boba Fett and Barquin D’an in the Return of the Jedi Special Edition, some aliens, a Stormtrooper, an Imperial Officer….how did you get to play all these parts (especially Boba Fett and Barquin), and which aliens did you play?

I was the right size…when they were creating the Special Editions, I was still at the archives and was coordinating the costume loans for the shoots. I told the ILM producer I knew where to get an original Bith mask, but jokingly said he have to let me wear it or I wouldn’t tell him…he took me up on my offer. While we were shooting the musical scene at Jabba’s Palace (shot at ILM, which we referred to as “Jedi Rocks”), George Lucas had the idea to insert Boba into the scene chatting up the dancers. During a break in the filming, Rick McCallum called me over to ask if there were any Boba costumes in the archives for us to use. I said there were, so he told me to go up at lunch and get one, bring it back and wear it for the scene…so I did.
As I recall, I was a number of Stormtroopers, Imperial Officers, Boba Fett and Barquin D’an…and I also puppeteered the Ketwol in the cantina for A New Hope. But that was all. I did do a shot in Episode I where I was walking up the stairs at the podrace (you have to have the widescreen version to see me) and I’m in the bar in Episode II–but that was all without a mask. There was an erroneous story circulating that I’m a mechanic in the podrace hangar, but it’s not me.

There must have happened strange, funny or remarkable things on the set. Can you share some of these stories?

I always get asked this, and I always have a hard time coming up with any–or at least ones I can publicly share…

Another thing you did for the prequels was building an improved C-3PO suit for Anthony Daniels. In which ways was this suit improved?

We didn’t build a new suit–in fact, it was one of the same ones that Anthony used for The Empire Strikes Back and Return of the Jedi. We did do some small modifications to try and make it more comfortable, however; for instance, I was able to create a new neck piece so that it wasn’t so tight around his throat, and we created a new wire waist corset made from softer materials.

For the prequels you also worked on several models; the podrace arena for instance.
How did you approach the job of making models? To me, it seems quite different than your other work at Lucasfilm and ILM.

The majority of my work at ILM was model making, so it became a job I was quite familiar and comfortable with. I became proficient in digital 3D model making and laser cutting, an area that the traditional model making department was utilizing more and more. With that skill, I was (along with several others) able to take two-dimensional designs, draw them into the computer, laser cut pieces, and assemble them into real models. We had an amazing team of people–I think we hit something like 100 model makers at one point on the prequels.
Each model had to be approached uniquely; many times I was that model’s supervisor and had to come up with the best method for construction, decide on which materials to use, how much needed to be built, etc…Since so many of us had worked together for so long, the teams assembled worked together effortlessly and with very few problems.

It was you who came up with the idea of a mockumentary: R2-D2: Beneath the Dome. How did you come up with this idea and can you share some memories regarding the making of this movie?

I had the germ of the idea while we were working on Episode I in London. Graham Riddell, Patrick Johnson (two of the UK R2 crew operators) and I were joking one day we should have three R2 units play soccer on the Naboo hangar set and film it. Sadly, we never did it, but I mentioned the idea to my crew in Sydney during Episode II, and then we started coming up with other ideas. We brought the documentary team in on it, and pretty soon, we were haphazardly shooting scenes and vignettes here and there. It didn’t come together until we returned to the States and the marketing team wanted to do something with it. At that point, we created a proper script and began shooting extra scenes to pull it all together.

In 2006, you and your wife Anna formed Fair Street Productions to produce your own projects. What made you decide to do this and leave ILM?

Anna and I both have the same love of film, so we always wanted to make our own projects together. Creating Fair Street Films was a natural progression; however, I didn’t leave ILM. The model and stage division were sold at almost the same time we created our company, and both Anna and I continued to work at the new company, Kerner Optical, for a number of years. Unfortunately, the film business was hit hard in recent years, and Kerner began getting less and less work. Many of us–especially those that had been employed there for a long time–had to start relying on outside work to keep food on the table. Eventually, the outside projects started becoming more reliable, so there wasn’t much opportunity to return to Kerner.

What are your current projects?

After forming Fair Street Films, we have been kept quite busy, moving in some non-film directions. Currently, we are designing and creating a large scale traveling exhibition of NASA artifacts for the European market, and we have another exhibition project in the early stages of development. We haven’t given up the film side; we have made a number of short films, as well as tackled a few corporate spots. We also have some documentary projects in development. You can see some of our work at; we will be updating the site soon with more information.

Final question: how do you look back at your time at Lucasfilm, ILM and your work on the Star Wars movies?

It has been an amazing opportunity, and not something I ever dreamed would happen to little kid from Chicago like me. I look back on my time with those projects fondly and proudly, and will probably continue to bore my children (and eventually grandchildren) with all my stories repeated over and over….