from 2010
PETER SCHNEIDER AND DON HAHN
talk about their brilliant documentary Waking Sleeping Beauty

by Scott Wolf

I just can't say enough positive things about the film, Waking Sleeping Beauty. It immediately brought me back to my days at Disney and I must have been at a half dozen or more of the events featured in the film in vintage clips. It really captured that whole time perfectly. The time when the new team of Michael Eisner and Frank Wells came in and started to wake up the whole company. I'll never forget seeing The Little Mermaid for the first time in the studio theater and getting caught up in the film, just as I had with the films of Walt Disney's days. But life wasn't the bubbles in Feature Animation, and as a Television Animation employee I had no idea what was going on behind closed doors in that department. Now, through this amazing film, we can ALL see, quite literally, the true story behind some of the most beloved Disney films between 1984 and 1994.  There is no new film footage, no recreations... everything you see on the screen is actual footage from that time period, like a video time capsule. I'm thrilled the film's producers, Peter Schneider and Don Hahn (who also directed the film), spent time with me to discuss Waking Sleeping Beauty.

Scott Wolf: I just love Waking Sleeping Beauty, and one of the things I like best is that it’s all vintage footage, even when you hear new narration, you’re still looking at footage from that time period.

Peter Schneider: That’s something that was a big decision that Don came up with which was to tell the movie with archival footage and not do talking heads, because so many documentaries are talking head, footage, talking head, footage, and they’re a good way of doing something, but I think Don’s idea of transporting people back into time was a really smart, clever idea technically, to look at the movie from a sort of scrapbook/home movie point of view.

Don Hahn: It’s a Youtube generation kind of movie because people don’t care about the quality, they want to know what the reality is and it was fun making it that way. We had no choice really because the footage was not great in every case, but it really did put you in the room.

SW: What was involved in gathering all the interviews and footage?

PS: We hired a guy named Patrick Pacheco-

DH: A writer for the New York Times, L.A. Times, he covers theater for New York.

PS: We hired Patrick because we thought we knew what the story was, we had talked about it and we said, “Let’s have somebody interview everybody.”

DH: We knew ourselves enough to not trust ourselves.

PS: So we said, “Go interview these five people.” Ultimately, Patrick interviewed about a hundred people, and came back, and by and large all the stories are the same. Different points of view on them, but all the stories added up to the same darn story, which we tell in the movie.

I think it was Don who really just weaved it all together and found the footage.

DH: We did. Everything from my mom who videotaped stuff off of the television to John Musker who had a shoebox full of caricatures in his garage, to the publicity department here (at Disney) who had the stuff gathering dust on their shelves and really didn’t know it. I even drove down to Disneyland one day and spent the whole day down there going through and finding parade footage and that stuff from the (employee) Christmas party.

It was a head scratcher I think for a lot of people in what I was doing but they opened their doors to me and I looked through so much great stuff I could have made a five hour movie about all this, but trying to get it down to that Shakespearean drama that we tried to cover was the task, and it was really fun. We had about 200 or 250 hours of footage we collected. We had three really great editors that helped me shape it into the movie that it is.

SW: Was there any footage that you really wished could have been in there but you just couldn’t keep?

PS: I’ve watched the movie so many times and I watch it every time it’s shown at these festivals, and other than one moment here or one moment there, I do not have this reaction of, “Oh, I wish we’d have done that,” or “Why is that not there?” Never had that emotional response, I wish Don had stayed on one shot a little longer so I could enjoy it two seconds longer. It’s trivia, it’s a trivial sort of change.

DH: I don’t really have any regrets. There’s things we’re putting on the DVD that are extraordinary that we had cut for the movie but didn’t work in. There’s a lot of material for Aladdin, for example, that was cut for the film but it wasn’t germane to the story about the executives and the people behind the scenes.

PS: We had the earthquake. There was an earthquake in Northridge at the time and that was a huge sequence that Don constructed and sadly I said, “It doesn’t fit.” It was an emotional time and it was a very scary time…

DH: And it speaks to the artists courage of getting through it, but again, it fell off. That’s the nature of these movies.

PS: And the earthquake was Frank (Wells’) death. You had these two “earthquakes” right next to each other. The REAL earthquake of our movie is Frank’s death, not the actual earthquake.

DH: The physical earthquake was stealing our thunder.

SW: Frank passed away two months later wasn’t it?

DH: Yes. All a very short period of time.

SW: It was interesting you showed Frank’s memorial. It fit the story so perfectly, but very emotional footage.

PS: Which is a harbinger of things to come in terms of the Michael (Eisner)/ Roy (E. Disney) relationship and what was to come out of that.

DH: It was one of the hardest things in the movie, and thanks to Dick Cook I think is a positive thing, he said, “We can’t put Roy on a pedestal. We have to show Roy as a human being.” There were times I found myself unconsciously putting him up there because we admire him so much and have a respect for him, but there were a couple parts in the movie where we also say, you know this guy put his pants on one leg at a time and he made mistakes with the rest of us, and we try to show that. It doesn’t take one iota away from Roy, it just take humanizes him in the process that much more.

SW: Don’t you think he would have preferred it that way?

DH: He would and he saw the movie, he saw it multiple times before he passed and I was so glad, and he sent Peter and I a lovely, lovely note about it. He would’ve wanted it that way and did want it that way.

SW: It was such a touchy subject, were there surprises along the way?

PS: What I was so impressed by is that everybody participated. I don’t think anybody said no to this. (Asks Don) Did anybody say no to you in the process?

DH: No. I think part of it is that people felt connected to either Peter or myself and felt comfortable about talking to either Peter or myself and there was a level of trust there. They hopefully knew we weren’t going to take cheap shots and when we said we want to be honest, they felt like there was going to be some sort of integrity to it, and everybody said yes.

PS: When we showed it to Michael (Eisner) and Jeffrey (Katzenberg) and to Roy (E. Disney), they all had different emotional reactions, but none of it was, “How dare you’ve done this to me.” No one ever said that. They had various comments and we made certain changes in terms of length but no one really had any problems fundamentally with what we had done.

DH: In fact, Jeffrey’s reaction was very emotional. He’s a very forward looking executive, so to stop and look back at the beginnings of his career in animation, and now he’s one of the greatest animation producers of all-time, and should be a Disney Legend for what he brought to this place even, I think it was very emotional for him to see that and Howard (Ashman’s) death and relive some of that time.

SW: It was talked about in the film what a key player Howard was in the reviving of animation. Did you do any new research or learn anything new about him while making the film?

PS: I think for us it was just finding footage. What was the key to me was finding the Jodi Benson recording session which is about a forty minute tape.

DH: It is and we’re going to put more of it on the DVD.

PS: It’s not even more interesting than that clip. It goes on with the same thing, but it is so emotional and my favorite moment out of that clip is him saying, “Out of every Broadway musical there is a song, either the first song or the second song or the third song is part of that whole thing, and you fall in love with the leading lady and you root for her to get what you want,” and you fall in love with Howard at that moment and you root for him to get what he wants, so he’s talking about himself oddly in this movie. It’s so beautiful and for me it is capturing that emotional spirit which I think Don did brilliantly in terms of the emotional center. If Randy Cartwright (and his home movies of the studio at that time) is the first act, Howard Ashman is the second act.

DH: Yeah, he’s the hero of the movie really.

PS: For me, the third act is the CNN footage, where if you look at those three parts it tells you everything you need to know… and his mom kept the footage. It’s not from CNN.

DH: Yeah, we went to CNN and it did not exist, as a lot of this footage didn’t and we found it in shoeboxes. My mom had passed away years ago and I had it in my garage. We looked for it and found it, along with a lot of the caricatures, and some of the sound bites were recorded with Roy over the telephone when Patrick was doing the interview. He said some very amazing things that we never could get him to say again, so we used it from over the telephone and cleaned it up at Skywalker (Sound) when we mixed it.

SW: I couldn’t tell it was over the telephone.

PS: There was that whole thing about the credits issue in terms of “maybe I went through it with Walt and maybe that’s why I know about this, but it’s so easy to get out there on the stage and shine spotlights at you and say how great I am,” and if you hear the background you hear click, click, click, click because that’s Patrick typing.

DH: What’s interesting about that clip is that Roy is talking about his dad (Roy O Disney).

PS: What Don perceptively said the other day is that it is about Roy (O.) and Walt’s relationship and that Roy was in the shadow of Walt.

DH: Yeah, so Roy is basically speaking for his dad when he says, “You can go out there and people shine flashlights at you and you can accept awards, and it was really a problem, even back there.” It was a problem with his dad. His dad was brilliant and as much of a success of this company.

PS: The media needs a charismatic center. It needs that one person that you can say, “HE did it,” or “SHE did it,” and that’s what they want and need. John Lasseter is John Lasseter because he’s great, but it’s hard to share. Therefore you go, “(sadly) I did that,” or “Roy did that.” “What about me?” “You’re just ugly, we don’t want you.”

SW: I know sometimes it’s the head animator who gets the attention, but what about everybody else?

PS: (agreeing, being sarcastic) No. Who cares!

DH: I feel that some of the greatest animators at Disney in my opinion are like Tony Fucile, James Baxter, Ruben Aquino, Mark Henn-

PS: (facetious) We’re not interviewing them. They’re dull, they’re boring, they’re uncharismatic…

DH: …and they’re brilliant. Everybody knows about (famed Disney animators) Frank (Thomas) and Ollie (Johnston), who knows about John Lounsbery who sat in his room quietly, but he was even more brilliant.

SW: I know a lot more about Frank and Ollie than John Lounsbery.

PS: That’s because Frank and Ollie just promoted themselves.

DH: They wrote a book, they were affable, they were avuncular, they were out there all the time and Lounsbery and Eric Larson weren’t.

SW: On my website I like to get names out there that aren’t always the ones most people heard of, you get new stories that way.

DH: It’s a history that’s evaporating and I think that’s the other reason Peter wanted to make this film and why I jumped onboard is that if we don’t do this now, and wait until we’re in the home, we’re just going to have these very macro war stories that we tell, and I think hopefully what we were able to do is get some layers deeper into it and tell some stories that were more specific.

SW: You two were in the heart of the action. Officially, what were your jobs during the Waking Sleeping Beauty years?

PS: I was the head of (Disney) animation. I ran animation on a day to day basis. That’s what I did. I was president of Feature Animation for this time.

I was there from that until about ’97 when I became the president of the studio and then I became chairman of the studio in ’98.

SW: How did you end up getting to Disney? What were you doing before that?

PS: Running the Olympic Arts Festival. I was one of the associate directors in the 1984 Olympic Arts Festival in Los Angeles, and I had a theater background. As we say in the movie, which is not as clear as the story, is that Jeffrey (Katzenberg) and Roy (E. Disney) were flying first class on a plane, and Jeffrey was frustrated by animation because Roy was running it and he said, “Roy, you need to find your Jeffrey Katzenberg. Michael Eisner has me to run the studio, you need somebody to run the studio for you.” So Roy said, “Okay,” and he called Bob Fitzpatrick who was the president of Cal Arts at the time and he said, “I need someone who knows something about animation, something about film, and can do this and that.” And Bob said, “I’ve got someone for you. He doesn’t know anything about animation, doesn’t know anything about film, but does this and that rather well.” They hired me because they didn’t care. Roy cared, but Michael and Jeffrey didn’t care.

DH: In a sense, you were dispensable. If you didn’t work out, you’d be gone.

PS: That and there was no business. Animation wasn’t interesting. They were making this crappy movie called Basil of Baker Street (later became The Great Mouse Detective), nothing was happening, it’s not as though it was a big decision. Just one more person to hire in terms of the turnaround.

That’s how I got here.

SW: Did you feel you were well liked when you came in?

PS: I came to be well liked. I think that’s what I remember about this period of time, that I loved the artists and the staff and I do believe that they came by and large to either respect me or to love me.

DH: We showed the film at the El Capitan and we had 800 people show up and Peter was like the mayor of Hawaii or something. People were around asking for autographs.

PS: I would say it didn’t start out that way. I would say they were suspicious of me. They were angry about me. They tried to break my window.

SW: Do you think because you didn’t know animation they didn’t think you knew what you were doing?

PS: How could you possibly- you don’t draw-

DH: Everyone else had come from the artist ranks. Ed Hansen who was in charge of animation at the same time came from the artist ranks. I came from the artist ranks. That’s where everyone came from.

PS: And over time I just did, and empowered people, and got artists to be happier and empowered them to do what they could do and created an environment that they went, “Oh, this is not terrible.”

DH: But you did it with the truth. Whether people liked you or hated you, they knew they would get the straight shot. They knew if they went to your office, they would get the truth. The truth maybe very unpleasant at times, and it was, but at least you knew you’d get the straight scoop.

PS: I tried to make the artists really evaluate their work and their colleagues which was the most difficult thing, which was really forcing Don, Don as a placeholder, to say which is a good artist and which is a bad artist. Who should work on his movie? Over time, people said, “I don’t want Scott, I want Joe, or Susie instead.” That became really empowering to say, “Love you, not good enough,” and say it in a way that was not hurtful or demeaning, but “that’s not what I want in my movie. I want a new art director. I want to use Mike Giaimo. I want to use Brian McEntee. I want to use Lisa Keene. I want to do things that I’ve never done before.” We brought in Elrene (Cowan) from London to be the color modelist. Remember that?

DH: Yeah, and we would have creative conferences to bring in storytellers, or we’d bring in basketball coaches just to inspire. Or a politician or someone that worked for the school board or someone who’s a painter, or Julie Taymor, just to say, “You’re not alone in this artistic process. It’s tough and everybody goes through it.”

SW: Don, what was your job during those Waking Sleeping Beauty Years? (You can read more extensively about Don’s start with Disney from our previous interview .)

DH: I guess we can go back to the The Black Cauldron, I was the production manager on Black Cauldron and on Great Mouse Detective. After Great Mouse Peter sent me to London (for work on Who Framed Roger Rabbit?), not as a producer, but just as a “go see what you can do.” I worked on Pete’s Dragon as an assistant director so I kind of knew live action/animation combination.

So I went up, set it up and it was a great experience for me. I actually had gone through a divorce right before Roger Rabbit so I was anxious to get out of Dodge. PS: Really? DH: It was mutually beneficial to all of us. I got out of the studio so Peter had a free reign to kind of recraft the place here-

PS: That’s interesting.

DH: I was really a huge beneficiary being able to go to London and get a fresh start away from family and friends and marriage breakup and things like that. That’s where my producing career started (producing the animation of Who Framed Roger Rabbit.) Loved it, and just wrangled the production there and then on and on.

PS: You did a great job. I commuted to London every three weeks.

DH: It was exhausting. It was the toughest movie.

PS: I would get on a plane on Sunday afternoon, British Airways, land at about twelve o’clock on Monday and on Wednesday night get back on a plane and come back to L.A.

DH: To this day I’ve never flown so much as I did on that movie.

PS: We flew the Concord a couple times. That was really fun. I was in London and I turned the phone off, “Don’t let anybody disturb me.” It’s so hard once you fall asleep. At three in the morning the phone rings and I go, “What the-” and it’s Barbara Bond saying, “You’re booked on the 8 o’clock Concord, get yourself up.”

DH: I didn’t know that! Robert Watts, the producer came in and said, “We’re leaving tomorrow morning.” I said, “Where are we going?” “New York, and we’re on the Concord.” We were sitting behind Princess Anne and Itzhak Perlman. I thought, “This is really the way to travel!”

PS: Also, being on the Concord was like being on a Greyhound bus. Noisy, crowded-

DH: You couldn’t stand up!

PS: And it was noisy! Noisy, but really fast.

DH: You actually watch the sun rise in the west because you take off at nighttime and go toward New York and it gets lighter and lighter as you went toward New York and you have two evenings, the same hours.

PS: Because you leave at six and you get home at six.

SW: How many hours did it take from England to New York on the Concord?

PS: Three and a half. It’s fantastic.

DH: Shorter than coast to coast.

PS: My favorite day with Jeffrey was we did a helicopter run to Paris Disneyland, we took the Concord to New York, we had a meeting in New York on Roger Rabbit, we took a helicopter across the park, got on the Disney jet and came home all in one day.

DH: And the meeting in New York was on the same day the stock market crashed, black Friday, October 13 (1987) and the market crashed that same day.

That was kind of the pace of it all. I remember there was a trip that you (Peter) were on, too. We got in the car at the hotel, we were going to the helipad on the Hudson River, and Jeffrey stopped to bid on a vase at Sotheby’s. He ran inside and said, “Yeah, that’s good, I’ll take it.” He came back out, the helicopter took off and we flew to Teterboro airport in New Jersey, landed next to the jet, walked off, walked on the jet, taxied and took off.

SW: What an amazing time that must have been. It’s so much fun to learn about all that. When I was watching the film, I almost felt like I’m seeing things I should not be seeing, like I’m a fly on the wall.

DH: It’s funny you say that. I worked with my editors and every day I would start out by saying, “It’s voyeuristic.” And that was our marching orders. You have to feel like you’re not supposed to be there. The best example is that Jodi/Howard clip (voice of Ariel, Jodi Benson being coached by Howard Ashman), but there’s many, many more where we were just looking in and thinking, “That’s voyeuristic. I’m not supposed to be here,” and that’s the feeling I wanted, and we were lucky enough to find enough clips to illustrate that.

SW: I have a feeling that one thing that will really appeal to the public is to see the honest truth about what went on. When I was working for Disney and I wasn’t happy with one of my bosses and a relative said to me, “Yeah, but you’re working for Disney. How could that not be fun?” Do you think Waking Sleeping Beauty will surprise the general public about what was really going on?

PS: I think every time I’ve screened it , it is so astounding because people have such a reaction to the movies. They know the movies, they love the movies, and then they had no clue- they heard about it, they read about it, in “Premiere” magazine or in their local newspaper, but they didn’t know.

We’ve told a tale about joy, struggle and inspiration and that all comes up.

We showed the movie very close to (Walt Disney’s hometown of) Marceline (Missouri) and it was such a heartwarming experience to show the movie in the middle of America-

DH: And that’s interesting because they’re so Walt Disney-centric, why would they care about this period of time?

PS: Correct.

DH: And like Peter just said, it’s very heartwarming.

PS: It is. It’s heartwarming.

Click here for the schedule of Waking Sleeping Beauty screenings

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