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How 'Spider-Man: No Way Home' Visual Effects Were Made

"Tom Holland does a ton of his own stunts." Kelly Port, the Visual Effects Supervisor for 'Spider-Man: No Way Home,' gives his in-depth analysis and insider's look at the CGI and VFX in the scenes leading up to Doctor Octopus's introduction during the "bridge fight."

Released on 03/18/2022


Hi everybody.

My name is Kelly Port.

I was the Visual Effects Supervisor

on Spider-Man: No Way Home.

Previously worked on Avengers: Endgame

and prior to that Avengers: Infinity War.

And I'd love to take you through

one of our big action sequences,

which is the introduction to Doc Ock

The Big Bridge Fight.

[cinematic music]

Hello, Peter.

Most of the film has some portion of visual effects.

I think there's maybe 80 shots

that didn't have visual effects.

I wanted to start the sequence on this particular shot

because this, when you look at it,

this is exactly one of those shots

that doesn't seem like a visual effects shot,

but it absolutely is.

This set here was built in Atlanta.

We had just this door right here,

the steps and the door.

In that particular case,

we had to extend all of this area

on the left and right of that.

So that's a really common practice,

what we call just set extension,

but it includes all the little details

that come along with it.

Digital animated leaves that maybe blow in the wind

and things like that.

That's just one of the first shots.

Now, there's a lot of circumstances where

you get into a situation like this

and it's like, oh, this is a shot in a room,

how could there possibly be any visual effects here?

Well, scheduling reasons for whatever reasons,

he was not available,

when this part of the movie was shot

on one day.

He had to be shot a different day.

He's over a blue screen,

this was shot separately.

And this is one of those good examples

of what you would consider an invisible effect.

There's no electro beams coming off

or arms doing something crazy or something exploding.

This is just one that looks like just a normal shot

and it's not.

So this part here is part of our set in Atlanta.

Obviously, Tom is there.

But all of this out here is fully digital.

Now, some of these pedestrians are digital pedestrians

and some of them are extras that were shot on blue screen,

it's a combination of both.

But all the cars, the trees,

the moving leaves on the trees, that's all CG.

In all sense it's easier to create the world

rather than shoot it in New York.

Okay, perfect, where is she?

She left.

To go where?

To the airport.

Even though we had a lot of aerial photography,

we had this traffic

that we're gonna be needing to be continuous with.

When we shot the aerial looked, nothing like that.

So of course, we had to replace all of this traffic on here

with cars.

We actually had to move this tower.

And by the way, not only did we have to move the tower,

the tower is under renovation.

So it had all this scaffolding on it.

We didn't remove the scaffolding,

we just made a CG tower.

So, you've got a whole bunch of mix and match

of digital and photographs.

So this is sort of one of those hybrid plates.

So here's Spider-Man flying,

looking for the Assistant Vice Chancellor.

So what we ended up calling her is AVC, just for shorthand.

He's flying in,

at one point, just to talk about different kinds of previs

and versions of that.

We had him climbing up that tower,

looking around,

all sorts of things like that,

that we were just exploring.

But you know, as part of trimming the sequence,

he's just now flying there and then you see him land.

This piece was actually built.

A lot of these things that were actually built

end up getting replaced,

whether it's to add detail or if it needs to be cleaner

or dirtier, or if his animation changes

and it makes it easier to remove.

Tom, he's on wires, he lands,

we basically what's called rotomation

which is your frame by frame matching what Tom's doing,

what his action and performance is.

And then you're creating the Spider-Man version of that,

which is where he's wearing this Iron Spider suit.

In a situation like this

and for all the shots where you see Iron Spider

that are live action,

we created a physical model,

a bust of Iron Spider

that we could actually put in that lighting environment.

So it really helps us understand how something metallic

would behave in that particular light,

because that's how we ultimately need to light it,

to sort of get to match that if not better.

Tom does a ton of his own stunts.

And this is one that he particularly did.

And this is Tom's idea, it was really funny,

because he's wearing a suit underneath this Iron Spider suit

it ends up getting all wrinkled.

So in this particular shot,

Tom Holland is wearing the wrinkly suit

and we put the Iron Spider suit on top of that,

because it would be easier for us to do that

than having to recreate the wrinkly suit

as an all digital suit.

We had this couple rows of cars,

two rows over here,

and one row over here,

and this K-Rail divider here,

but everything beyond that, the distant cars, the signs,

all these distant buildings, the other bridge,

all of that was blue screen

and would have to be extended.

So, what we do is just match what with a physical camera

was doing.

We have to create a virtual camera

that matches that exactly.

And then we're able to put our world

beyond what the blue screen was.

So now we're on a wide shot.

There's a lot of visual effects here,

but you, the idea is that

you don't really see them.

It's like, oh yeah, he's on a freeway

and he's just running.

This could easily have been shot

had we been in New York and locked off that bridge.

You know, it's a lot of money to lock off

the Brooklyn Queens expressway, I would imagine.

But you could

and keep shooting that for a couple weeks

and get a lot of angry New Yorkers probably.

Obviously some of this is what was filmed.

I think it was something like this.

So what's interesting about that

is that we have to, again, extend all that environment out,

create digital cars on the left,

the surrounding environment,

Peter running in this case is all digital as well.

Some of that was based on motion capture,

some of its key frame animated by hand.

We changed signs.

Like this says JFK Airport,

but that's not actually what it says there,

but since the AVC is theoretically headed to the airport,

like everything is like really accurate

in terms of the signage and things like that.

But we so sometimes need to introduce things that say,

oh, yes, she's going to the airport,

because we just said that.

A lot of these scenes, these little vignette,

says he's passing from car to car, the dog,

the two kids were actually just ideas that came up with

the guys came up with in the previs,

as we get closer and closer to shooting

that previous becomes a template for how we shoot.

And so, this happened to be one of those shots,

the dog barking,

we had a bunch of other ones that were just not used,

but and then in just this particular case,

the kids had an iPad here

and that was just a blank iPad,

but we took the helicopter footage

and we just stuck on there,

added some daily bugle bugs on it,

like it was a live broadcast.

Here's a little history like I'll show you

because it's already out there.

We did do a little tribute to Stan Lee,

that's his birthday, so.

This was actually a very tricky thing.

We had all sorts of reflections.

We had camera reflections flags,

the blue screens,

all sorts of things like that,

that we basically have to remove them

and then add in the correct ones,

that happens a lot.

Peter jumps on the car,

he's pulled on wires.

We transition that into an Iron Spider suit,

we get our reference of the Iron Spider bus.

We have a gray ball, a silver ball.

We do something called HDRI,

the Iron Spider suit,

we need to light that in a similar way

as everything else in the scene was lit.

Otherwise it won't fit in.

So we put a camera, it's just a digital SLR camera.

You do highly bracketed photos

all the way from where the exposure of pure white

to pure black

and what you're left with is the relative range of light.

So you're able to use that image,

image based lighting,

in a way to sort of help augment

how we light characters that need to be integrated

into a photographed or live action world.

So we're all familiar with this shot.

This is basically the reveal of Ock.

We code our shots by code names and shot names.

But at that one is called HBX1980,

because I've seen it many, many times.

I still remember shots from Titanic,

TD35, very difficult shot.

So this shot,

I think if you count up all the different versions of it,

think this one shot had over a thousand different versions

of which I probably saw a couple hundred.

Hello Peter.

One thing that's important to know for both Alfred Molina

and Willem Dafoe,

we did do some de-aging

because they're coming from an older timeline.

So that was a process that we had to do

on every single shot of Willem Dafoe

and every single shot of Alfred Molina.

For all these kinds of shots,

we had to certainly do hours and hours of research.

We would take the Spider-Man 2,

specifically for for Doc Ock,

cut all of his shots together, study them.

We even had animators that worked on on the previous film.

So they had a real good sense of, of how he moved.

And it was so great talking to him on set,

Alpha Molina when they had shot that,

they had some physical arms that they could play with,

but they also were digital as well.

So, it was a combination of arms that that were puppeteered

and some of them were all digital.

In our case, they were all digital.

Let's take a look at Doc Ock arms.

This is a perfect example of the rigging

and animation departments.

What the rigging department essentially does

is responsible for creating the controls

for the animators to use.

They're able to take the controls

that the rigging department has given them,

the joints, how detailed of a control do you want,

where those controls are,

how easy they are to use how intuitive they are.

And that feeds into the animation department,

who's responsible for creating the animation.

This is kind of what they see.

It's a very simple version,

it's a lightweight version of the character.

And then this gets translated obviously,

into a much higher res photo realistic version.

This has to rise and fall,

with, as the legs are taking him,

if he's not just walking on the ground.

We tried a few different things like a wire harness.

Ultimately we ended up where he's standing on a platform,

like that could be pivoted.

Because his legs weren't moving or dangling

in that kind of case,

we often had to replace his body

or at least minimally his legs.

And if he's swang back and forth, something like that,

we would often have to replace the rest of his costume.

So in a lot of these shots,

he's basically digital from below the neck,

which is another thing that you don't,

well, hopefully don't notice.

What's fun here is

this particular shot

was on what we called like a rotisserie rig

that Dan Sudick, the special effects supervisor, created.

We actually had to turn this car upside down

and we had cheerios kind of falling in the air,

things like that.

But that was one of the great physical effects

that Sudick and his team put together,

along with some others that we'll talk about.

We were able to put the two parents in the rotisserie rig,

but we just couldn't,

we weren't able to put the baby in the rotisserie rig.

So we had to composite the baby into

what the parents were going through, which is,

was in fact being turned upside down.

A lot of these shots came in a little bit later

as the cut was sort of refined.

We discovered certain shots that just weren't shot.

We didn't, we didn't have this angle, for example.

So even though this is a relatively close up shot,

it's over the shoulder of Alfred Molina.

This is in fact an LCG shot.

One of the things I wish we had done

from the helicopter rotor blades,

I really wish we had blown away

some of this trash, you know, moving,

it's that little detail.

The fact that those little pieces of trash

and debris are just not moving is really bugging me.

It's one of those things it's like be nice to get to,

but we didn't.

As we get into this sequence where you've got Doc Ock's

four tentacles, Iron Spider legs,

and so it's this crazy almost swatch buckling sword fight.

Conceptually a section like a beat of a sequence like this,

where it's the arm fighting things like that,

starts in previs.

It started as a long kind of one hour going all the way

from when they first start all the way up

onto the top of the sign.

Ultimately that got cut apart.

It's not just a brawl,

a street brawl with two people fighting.

It's just adds that layer of complexity.

Okay, so now we're getting to

a really fun part of the sequence.

Doc Ock grabs one of the pipes off the pipe truck

and smashes it onto the car.

Spider-Man's running

and getting chased by Ock.

What's really interesting and fun

is to look at the blue screen,

the original photography of Tom going through this.

And we did it in different passes too.

So Tom, again, doing a lot of his own stunts

would run through the pass

and jump on walls and trampolines

and do flips and things like that.

He's an incredibly physical actor.

And then we would do this as different passes.

The camera team had to really be, you know,

as accurate as possible to do the exact same move,

several different times.

Dan Sudick and his team, you know,

rigged the big pipe that was pulled into the car

at just an enormous amount of pressure

and velocity on pulley rigs and things like that,

physically smashing that first car,

we augmented this.

So a lot of this is also digital, ultimately.

It's always fun

to physically try to do some of these things,

even if it ultimately ends up being referenced,

it's incredibly valuable reference.

You just don't know really until you really get into it,

what the ultimate shot or the angles are gonna be,

whether you're gonna use it fully or partially,

or maybe not at all,

but it's regardless of what you end up doing,

it's extremely valuable to see that.

And here's the second pipe flying

and smashes that car underneath,

and you actually don't end up seeing a lot of it,

but that's what's happening.

We actually shot that as a separate pass too.

Ultimately, we sort of ended up framing more for Spider-Man

and what the acrobatics he was doing.

John kept pushing us more and more,

and this is where the animation gets refined.

It's like, it's looking too easy.

Like he needs to be like, like right on him.

The tentacles need to be pounding

and he just narrow miss after narrow miss after narrow

and just getting really just beat to hell the whole time.

So with Tom, doing this, this pass,

we have a variety of sources to choose from.

We have what Tom was actually doing on the set.

Now that shot ends up being manipulated or changed later,

we can use some of that.

What we do is just rotomate

as which is frame by for frame matching what Tom was doing.

Sometimes we do motion capture

where Tom or one of his stunt doubles would run

and jump and do a flip or something like that.

So we can really mix and match all of these things

along with just regular key frame animation

to combine in what we get ultimately.

So, I think this shot might be

one of the only non-visual effects shots in the movie.

But even though it was like just an insert shot

of her putting her seatbelt on,

I do think we actually re-timed it.

So technically it is a visual effects shot.

Now, this shot's really cool for special effects too.

So Dan Sudick and his team actually rigged a car

to be thrown 150, 200 yards or something

across the freeway into these water barrels.

So that actually happened.

And you know, what's fun is that you,

when you do events like that,

you want to have a bunch of different cameras on it.

So, you know, ultimately I think it,

it just ended up being this, this kind of angle,

but you know, it's fun to see

the alternate takes

of what could potentially have been in there.

This movie is not about cars smashing into water barrels.

It's about Peter trying to save the AVC.

So you gotta just kind of pick your battles

and visually it may be really interesting to see

all that stuff,

but we gotta get back to Peter and what he's trying to do,

just from a story perspective.

Now, Paula Newsome here,

she's literally in a car,

again, developed by Sudick and his special effects team,

developed a rig that tilt down at 90 degrees

and she was not a fan.

So I think the terror that you see on her face is authentic.

She did not like heights.

You did not like this,

but she was such a great sport

and kept doing it over and over again.

It was elevated probably 20 feet off the ground or more,

and then she'd get in the car

and then it was just slowly turn down 90 degrees

and she'd be, ah.

And then we would of course put all this stuff back here

in there.

So all the interior car that's real.

So it's just blue screen out there.

And we would add spidy on the top,

pulling the web or a piece of debris hitting the car.

[Spider-Man] Take a deep breath. Are you okay?


This is one of my favorite shots.

We have Paula Newsome hanging an upside down.

This is shot on a sound stage.

We had to remove all of the interior

sound stage reflections, this really shiny car.

So it was reflecting all sorts of crazy stuff

that we had to remove, not only on the car painted surface,

but on the windows as well.

What I love about the shot

is just the photographic nature of it.

It's a combination of technical things

that make it look nice.

It feels very photographic.

It feels realistic to me,

the fact that Iron Spider

and his like quick turn or reaction

is sort of comical with his eyes coming up

and her reaction out of focus in the background.

It all nicely ties together.

And of course, one of my favorite things

is being able to see Ock sort of approaching

in the background, his reflection too.

There's a lot of story being told here

in a relatively simple frame.

I love this shot.

What was fun about this shot?

So this shot interior,

Tom was wearing what we call the fractal suit,

the tracking suit,

but we had a little patch of suit

that had a little piece of cloth

that could be pulled on a string.

It was like a very simple gag when that got pulled,

the tie would, would fall down naturally.

And he was actually being held upside down

in the sound stage for that particular gag.

You've outdone yourself, Peter.

Now, obviously this is a very big shot, this big 360.

So we did the move like a practical camera move on set,

on a sound stage to go around him.

Obviously, there were no tentacles or arms there.

And then we had to get the timing of the nanoparticles

merging onto Ock's tentacles,

worked out with animation

and we had to do a lot of iterations on

what is it exactly how the nanoparticles attach

and flow and move.

So here, poor Tom Holland,

we actually hung upside down.

Again, he's such a physical actor

and a such a good sport,

but we did have to like play with his blood flow in his head

and had to color correct some of that.

It was very uncomfortable for him

and, but luckily we didn't have to do a lot of that

or at least too long,

because that was just, it's probably not very comfortable.

When Ock first emerges out of the hole

that he made in the freeway,

you'll notice that his,

the lights in his claws are red,

indicating that the inhibitor chip is still not working,

that the AI and his arms are controlling him.

So you'll see that it's now a blue light.

So from this point on in the film

until he's cured or his inhibitor chip is fixed,

they are blue

and then once they are fixed,

they then turn back to white.

And so when you actually catch these little things,

these little nuances of it,

it's like, oh, I appreciate that.

A shot like this,

where we have the actual car it's being lifted on big cables

and actually put down.

But again, we deal with reflections

and things like that

that have to be adjusted adding Ock and the arms.

When he Wes the door and actually pulls it off,

that's an actual practical gag.

We actually physically pull the door off the car.

This shot, which ended up being in the trailer,

these white lights are sort of like a timer

and so they're back time to the actual explosion

that happens in the next shot.

In terms of visual effects on this shot,

the grenade itself, the pumpkin bomb itself,

the smoke, this fire in the foreground.

So, this is a great example of the collaboration

between special effects and visual effects.

They are in fact, quite separate.

So special effects has different terms,

practical effects or physical effects,

all the stuff that happens on the live action photography.

It could be cars, really exploding.

They rig cars to be thrown into water barrels,

and then they put charges in the water barrels

to make them explode.

They create these rigs that put Paula Newsome down

at different angles,

or they put a family in a rotisserie

so that they're spinning around

and cheerios go everywhere.

Whereas visual effects or digital effects

is all of the things that we add usually in post-production,

that have a digital nature to them.

It's the act of compositing or adding animated characters.

A lot of them can be very similar to

what special effects does,

but it's a digital version of that.

So, we can have digital pyrotechnics, digital explosions,

rain, smoke, all of those things.

There's a visual effects component of that as well,

but it's just a digital version of that.

So, that's how we make the distinction between

like physical effects and visual effects.

This is another fun example of Dan Sudick

and the special effects team

making just gigantic explosions

and of course we added a lot of different cameras

on a take like this because it's a big deal.

You kind of have one go at it.

Whenever you see something like a big explosion happen,

word gets around

and so people in the office come down

and end up getting a big crowd

and you watching the whole thing, go off like a,

like a fireworks or something,

but it's never boring to watch stuff blow up.

I think we had like six or seven potentially crash cams,

things like right close to it

that would be unmanned cameras.

Ultimately, couple shots ended up in the edit,

but that's, that's how it works.


And of course having Goblin make his entrance.

We weren't sure if we should introduce him at the beginning

and have a big role in the action and the fighting.

At one point we had prevised something along those lines

and were exploring those ideas.

Ultimately, we decided to have the big reveal like this,

which is really fun.

And so this is his, the older suit,

from the other film.

We were able to get access to that and digitize it,

make a digital version of it.

Glider was slightly adjusted to be as similar as possible

from a profile perspective,

but we did take some liberties and just design choices

to improve it a little,

incrementally a little bit,

but it's just fun to just play with this idea of him

emerging from the smoke and getting that big reveal.

What was really special is that we knew

that this film was gonna be big.

I don't know if we knew it was gonna be this big,

but we just really enjoyed the process

and what was really fascinating

and special at least to me

and I know a lot of people that worked on the film,

is just being able to go on that opening weekend.

I took my kids to the opening weekend

and just sitting there,

I don't know how many times I've seen this film,

but like sitting there, sitting with an audience

that's just crazy about the film

and hearing their reaction

to these kind of special moments,

whether they're tearful

or surprising or their jokes

and everyone's laughing, you know,

we created this thing in the middle of COVID

and this is one of the first films

where people are actually going to theaters

and watching this thing.

It was more than we could ever hope for

and it was just wonderful.