"Let's Talk" with John E. Hudgens - Award Winning Director of Sith Apprentice - Long Version

deemarie · June 6, 2005 12:00 am

I first (literally) heard of John E. Hudgens and the Sith Apprentice when he recently appeared on NPR (National Public Radio). I knew “of” Star Wars Fan Films, but I had never viewed any of the movies … until Sith Apprentice! When John so graciously agreed to our interview, I could hardly wait to learn the details of how he turned his childhood passion for Star Wars movies into directing award-winning Star Wars Fan Films ...



When did you first dream of becoming a director? When did your dream become a reality?

I don’t know when I first dreamed of it, exactly. I never made films as a kid, although not for lack of trying — home video didn’t exist at the time, and we didn’t have a movie camera that worked. I did make some Fumetti-style photo stories with Star Wars figures in the late 70s — essentially illustrated storyboards.

What I latched onto first and foremost, career-wise, was editing … I started in college as a journalism major, but in my first quarter at school, I stumbled across a group called the Video Production Committee, which was a student-run video production facility. One of the advisors, JJ Johnson, sat me down in front on a ¾ inch editing system and said “try this!” I was hooked, and changed my major to broadcasting within a week.

The major advantage of that group was the experience I got from it — by the end of my freshman year, I was editing music videos and directing a major live four-camera production, which is the kind of thing the broadcasting college wouldn’t let you near until almost the senior year, and then under controlled circumstances. By the time I actually got to those classes, it was a cakewalk.

At one time, if you wanted to succeed in films, you would move to Los Angeles, yet you are home-based in Tennessee. With the advent of digital production, do you feel remote collaborative production is the new trend in filmmaking?

Definitely! I can honestly say that the majority of my cool freelance projects owe their existence not only to digital production, but the internet as well. I did all of the cutscene animation in Microsoft’s original Crimson Skies PC game working with the game designers by email — I never met any of them until a few years later. There’s a few I’ve still never met in person, even though we’ve gone on to work on Crimson Skies and MechWarrior projects together.

These days, there’s no real need to be in LA, unless you really need the studio system or the talent base, both acting and technical, that’s out there. Look at what Robert Rodriguez has done with Sin City and his kids' movies — all shot in Austin, Texas, practically in his backyard (I understand he’s built his own studio facilities there).

I almost went to LA. Back in 1994, I was laid off from the local Fox station, and I had already become acquainted with J. Michael Straczynski through the Babylon 5 forums on GEnie. I’d done some favors for him because of a promotions snafu between him and Warners, so I felt I could call on him for a job. I hadn’t finished my degree at that time, as I had been attending school intermittently, taking a few years off to work so I could pay for the rest of my school time.

Joe took the time to talk to me, and he and John Copeland (B5’s producer), both convinced me to stay home and finish my degree first. Which I did — and in the meantime, I did a Babylon 5 music video that Joe liked enough to hire me to do another one, and then another one … over the next few years, we collaborated on eight B5 music videos, which helped me make a name for myself in the science fiction community, and get me other full-time jobs. But I never went to LA.

I really doubt I’d have had the career I’ve had, had I gone to LA in ‘94. Out there, I’d probably be one editor or crew member among many. Here in Tennessee, I stand out a lot more, and have gotten much more exposure because of where I am. There’s a lot to be said for the “big fish, small pond” theory.

Can you please give us background information on Z-Team Productions?

The Z-Team is a name that goes back to my high school days. It was a fun group of people into science fiction, movies, gaming, stuff like that. Most of us were in the debate and Mock UN clubs as well. I based a comic strip on those guys while I was in college, and when I started doing Fannish music videos for science fiction conventions in the late 80s, it seemed like the perfect name to adopt for my projects. I still keep in touch with several of them, but unfortunately most of us drifted apart as time went by.

Although the Fan Films you've produced are non-commercial, it must be gratifying to have so many people view your movies and get their instant feedback. Have your non-profit projects paved a way to bigger moneymaking ventures?

Actually, because of the way the Official Star Wars Fan Film Awards are set up, my fan films are not non-profit. Literally — I’ve easily made back what I spent on all of them over time, with interest, and I expect Sith Apprentice to be the same. AtomFilms pays royalties to their filmmakers, based on how many times a film is viewed, in proportion to how many times all the other films are watched. Obviously I can’t go into specifics, but if you have a very popular film, you get a greater percentage of the earnings pool, based on Atomfilms’ ad revenue.

Everything in the official contest has to be cleared legally, which is why the contest is restricted to parodies, documentaries, and “mockumentaries.” Anything resembling fan fiction or in-universe Star Wars fiction is disqualified, as there’s no way Lucasfilm would endorse unsolicited fiction set in their universe — it opens up too big of a can of worms in regards to copyright and trademark protection. Parody enjoys a much greater freedom.

They’re very strict on the clearance process for the site, though. Everything in a film needs to have proof of clearance, be it talent releases, location releases, music rights clearances, all of it. And even in the case of parody, they do tend to err on the side of caution — they had me modify Crazy Watto to remove direct references to Mattel, Captain Power and Star Trek; in the case of Sith Apprentice, I had to cut down the number of words quoted from Tolkien.

However, the exposure they offer filmmakers is phenomenal — I’ve now played at many film festivals, including Cannes, because of them. And the number of people who’ve watched my films on the site is staggering. I don’t have any current numbers handy, but I remember that when Darth Vader’s Psychic Hotline went online three years ago, it was watched more than 100,000 times within the first month and a half.

Please give our readers some background on the creative thought-process of the Sith Apprentice. How long did it take from conception until the final edit? Did you use traditional storyboards?

Sith Apprentice was essentially a last-minute idea — we’d been toying with entering the Lucasfilm contest again, since there was a chance this might be the last one. Certainly the last contest with a new film release tied to it. We’d been working on an idea with Darth Vader as Mr. Rogers, but that wasn’t really going anywhere.

Right after New Years, Lowell Cunningham (my writing partner on these shorts, and creator of Men in Black) and I were bouncing ideas off each other when an ad for The Apprentice caught his eye and he made a Sith Apprentice crack — and that got us going. We called Denny Humbard (co-writer on The Jedi Hunter) within an hour and put him on speakerphone, and really started letting the ideas fly. We had more than three double-sided pages of notes before the night was over — the Mr. Rogers idea only had less than ten good ideas TOTAL from the last few months, so we knew we were onto a much better idea.

The contest deadline was March 8th, so we had barely two months to finish the script, cast it, shoot it, and for me to edit and do all the effects. Our first shoot date was January 22, with additional filming on February 12, 19, and 20. I had a rough cut by the 25th to give to the music guys, and I had the film ready to submit to Atomfilms on March 5th.

As for storyboards, there wasn’t really time, although I did make some notes in the script margins as to shots I’d like to get — but since I was doing all the camerawork myself, I had many of the major moments mapped out in my head only. The rest we improvised with what we had available on location. It really was “seat-of-your-pants” filmmaking.

Where did you film the various locations shots?

We started at the Read House in Chattanooga, as that was the host hotel for Chattacon, which many of us had already planned on attending. The elaborate hallways and lobby backgrounds were shot there, as well as the scenes in various rooms and the first half of the lightsaber duel.

The board room scenes with the Emperor were shot at the Knoxville Marriott, which also has that gorgeous tiered lobby we used for several interviews and the second half of the duel. We used the Webb High School auditorium for all the scenes backstage, as well as all the scenes in front of the stage curtain.

Did you have a casting call, or were your actors pulled from your production crew?

There wasn’t time for a casting call. I called up our usual gang and asked if they were available and wanted to help. Everyone jumped on board as soon as they heard the idea. Patrick McCray was new to our onscreen crew, but he was a fan of our previous films, and we had done a play together, so I knew what he could do. I had originally planned on getting a well-known genre actor I know to play the Emperor, but that got sidelined by SAG issues, so my friend Robert Alley stepped in at the last minute to play the part.

The lightsaber fight between Count Dooku and Darth Vader was very impressive. Was the scene computer generated?

Only the lightsabers. Those were animated in Photoshop after exporting the edited footage out as a series of images to work with. Everything else in those shots is real, and only one shot is sped up. Because of schedules, we never had time to really choreograph the fight ahead of time, so most of the fight was improvised on the spot as we filmed, except for certain beats, like the left-handed joke and Dooku’s demise.

What was computer generated, though, was the VaderDance sequence. The only live elements in that were Heather Harris as the Femptrooper and Bob Bean as Darth Vader. We shot them against a bluescreen, and I composited them onto a stage I built to resemble not only an Imperial Hangar, but also a gorgeous 1920’s era movie palace in downtown Knoxville. I then had to animate all of the dancing stormtroopers that back them up — it was easily the most complicated sequence in the film. However, I only fully animated one trooper dancing, based on a reference of Heather dancing their part — I then took that motion and applied it to all the troopers, tweaking them individually to offset the motion a few frames here and there, so they would all be almost, but not quite, in sync with each other.

Was the project filmed digitally? What kind of camera, sound, and lighting equipment did you use? What software programs did you use for; sound, credits, animations, video production?

I shot this entirely with a standard Canon XL1S camera in the 30fps frame mode, and matted the image to the 16:9 ratio. Sound was a simple Sennheiser Lavalier mic for each of the speaking parts, and for lighting I used a portable Lowell light kit. There were quite a few shots where we used natural light, since a reality show, such as the one we were parodying, often can’t “stage” everything. The stage sequences used the lighting grid and spotlight the auditorium had on hand. All of the bluescreen shots were done in the studio here at the TV station where I work, with several 1K and 2K lights with softboxes and/or diffusion on them.

The film was edited on a Mac G4 running Final Cut 4, and all of the sound mixing and credits were done with that program as well. I did all of the lightsaber animation in Photoshop, and all of the other effects work and animation was modeled and rendered with Lightwave 3D.

In Sith Apprentice one of your characters referenced "not going up against copyright laws," which seemed rather ironic especially since your parody revolved around Star Wars and The Apprentice. What is the inside scoop on George Lucas allowing (even encouraging) filmmakers to delve into his Star Wars world for their creations?

Well, that reference was mainly in there as a joke. But, as I said before, everything in the official contest has been combed over by Atomfilms lawyers, and if they felt that there was a potentially infringing or legally liable element in a film, that element would either be removed or changed, or the film wouldn’t be accepted.

Lucasfilm’s been pretty lenient on the fan community as a whole, though — they know there’s an active group of people out there making fanfilms, and they’re willing to turn a blind eye to them and let them exist, so long as they don’t try to make money off of their projects, or portray the franchise in a negative light. As long as a film is noncommercial and not obscene, the company says it’s all in favor of fan productions.

Has either George Lucas or Donald Trump contacted you about the film?

I’ve never heard back from either one of them. I’m told that Lucas has seen all of the films in the official contest, since he personally picks the grand-prize winner each year. I have been invited out to Skywalker Ranch in the past, though, because of The Jedi Hunter. We sent a copy of Sith Apprentice to Trump, but never heard a peep from him or his people. Maybe that’s a good thing!

As with most Star Wars fan-based movies, all expenses generally come out of the director/producer's pockets, with an all-volunteer team, was Sith Apprentice any different? Did the budget limit the production value?

I don’t think the budget limited the production value. Granted, the entire budget came out of my pocket, but most of the budget was for things like feeding the crew at the shoots, renting the hotel facilities, and accommodations for the out-of-town cast. I did hire some local musicians I’ve worked with before to do the score, and they did a phenomenal job with it, especially their emulation of the Riverdance music. Everything else was volunteered by my friends and colleagues.

Of course, we also wrote this knowing ahead of time what we could actually pull off or have access to, which helped in the planning and costs. This was another thing that drove our decision to do Sith Apprentice over the Mr. Vader’s Neighborhood idea, as that one would have required building sets and puppets, which we didn’t have the time or money to do quickly.

I’ve been fortunate to have made a lot of connections in the science fiction community, and to know some fantastic costumers (such as Bob “VaderPainter” Bean and his wife Kristen “SithVixen” Caron) who are willing to jump in on these things just for the opportunity to get dressed up and do something fun. Star Wars is a great motivator for people — they hear that and want to get involved or help out in some way. It also helped that our last project like this, The Jedi Hunter, was incredibly popular with fans and won the Audience Choice Award in the 2003 Official Star Wars Fan Film Awards.

I’ve also been able to draw on my own talents in compositing and CGI to expand upon what’s possible to portray on screen, which adds to the perceived production value. For instance, on Sith Apprentice, I probably spent close to $1000 on it, but it looks like much more was spent — and none of that counts the cost of my time. A few years ago, I was having a lunch meeting with Jordan Weisman, from WizKids games, about another Crimson Skies project, and he asked me to calculate, based on the effects work I’d done for Jedi Hunter, how much I would have charged someone else, based on my freelance rates, to do the same work — it was close to $20,000! I haven’t sat down and done those kinds of calculations on Sith Apprentice yet, but there was MUCH more work in this one.

CGI Still from the Sith Apprentice, created by John E. Hudgens

Do you have an animation/computer graphics team work on all of your projects? Or do you bring on new CG artists for each film?

I am the animation/computer graphics team. Every single shot. For better or worse, it’s all me on the effects. Not necessarily by choice – it’s just the way I work - my day job is in TV promotions for The WB, and you have to be a one-man band in this job.

Over the past four years you have submitted other movies to the Star Wars Fan Film contest. Have you won any SWFF awards in the past, and were you surprised to win the SWFF 2005 Audience Choice Award?

I’ve previously won the 2003 Audience Choice Award for The Jedi Hunter — that one put Boba Fett into the role of Steve Irwin, the Crocodile Hunter.

We did Darth Vader’s Psychic Hotline for the first contest in 2002 — although it didn’t win, it did come in third place in the voting for the Audience Choice award that year. In that one, we parodied the late-night TV psychic commercials by casting Darth Vader as Miss Cleo, and I pulled off some stunt casting by getting real genre celebrities for the callers, such as Claudia Christian playing Princess Leia.

Our first fan film, Crazy Watto was put into the 2003 contest as well, even though we did back in 2000. I never intended to try and win anything with it, as it was never meant to be a serious fan film, just something we did on a lark one afternoon. I put it into the contest mainly because the people at Atomfilms really wanted it on the site, as the little blue freak’s been very popular since he went online — so popular, in fact, that this year he played by request at this year’s Cannes Film Festival when they decided to highlight several Star Wars fanfilms in conjunction with the Episode III premiere.

This year, I was certainly hoping we’d win an award with Sith Apprentice, but I had no idea which award it might get, if anything. I was only aware of one other serious potential competitor (Trey Stokes’ Return of Pink Five) going into production against us, and I thought Trey was going to be the one to beat. It turned out that he wasn’t able to finish RoP5 in time, so that was one major competitor down.

Once all the finalists were posted, I was pretty sure it was going to come down to us, For the Love of the Film, and One Season More for the top awards — turns out I was right. One Season More got awarded "Best Song" (a new category created just for that film), and For the Love of the Film got the George Lucas Selects Award. Sith Apprentice received the Audience Choice Award, which puts me in a very select company — there’s only four of us now who have won this contest twice — myself, Trey Stokes, Marc Rusciano, and David Tomaszewski. I’m the only one to have won the same category twice.

Is Sith Apprentice the last film you directed, or are you currently working on new projects?

Sith Apprentice was actually snuck in while I took a break from another project. For the last two years, I’ve been working on American Scary, which is a documentary on the history and legacy of the television horror show host. We’ve collected over a hundred hours of interviews and vintage footage for this, and I’m back into editing it now. Some of our interview highlights are Neil Gaiman, Joe Bob Briggs, Tim Conway, Leonard Maltin, Joel Hodgson, Tom Savini, and more than 40 classic and current TV horror hosts.

I was feeling a little burned-out on the project around Christmas (some major life events had stalled things a little), and Sith Apprentice came along at the perfect time to get my mind off it and really get creative again. I’ve been able to go back into the editing fresh now, and really try to hone this thing down to a reasonable length. I’m trying to get a cut ready in time to submit to the Sundance Film Festival.

As a long time Star Wars fan, what are your feelings about the conclusion of the second trilogy? Do you have hopes that George Lucas will produce episodes seven through nine, or, are you content with the way he ended this epic adventure?

There’s a part of me that would like to see a third trilogy, mainly because we were promised one for a long time, no matter what Lucas’ revisionist history about his comments on the story says now. It was originally 12 films, then nine, now it’s six … it works well as six. I enjoyed Episode III a great deal, and feel it was definitely the best of the prequels, and currently I’d place it third in my rankings of the films behind Star Wars and Empire.

I’m more intrigued by the idea of a live action Star Wars TV series that’s being talked about right now. I’d be a ton of fun to be involved in that — heck, I’d like to direct an episode of it! I’d be great if they could offer some of the better known fan-filmmakers a shot on the show — I’d love to see what someone like myself, Kevin Rubio, Chris Hanel, or Trey Stokes could do with an episode here and there … who knows? They definitely need to get an experience showrunner on it. Which is why I don’t think you’ll see Kevin Smith running the show — maybe writing and directing an episode here and there, sure, but not calling the shots. They need to get someone like Joe Stracsynski, J.J. Abrams or Joss Whedon. Someone who’s had to deal with this type of production on a daily basis for extended periods — someone who’s shown they can deliver a quality product on-time on a budget.

Are there any last words of wisdom you would like to pass along to our readers in regards to directing and producing digital productions?

Well, if you’re interested in entering the Lucasfilm contest, my main piece of advice is to make what you want to see. Don’t try to make a film that everyone will like, because let’s face it, everyone is different, and I think trying to tailor a project to make a film that will win is nearly impossible — there's no way to predict what other people will like. Take Christmas Tauntauns and The Battle of Hoth, for example. I liked both of those a lot, and thought they were locked to win Best Animation and Best “Mockumentary” in the first year of the official contest. Neither did, and CT surprised us all as being Lucas' pick. I absolutely hated Star Wars Gangsta Rap, and it won Audience Choice. Who knew?

Another point I'd make here, at least as far as the parodies are concerned, is research. If you're going to parody something properly, take the time to really watch the original, and try to emulate not just the catch-phrases, but as much as you can of the original — the look, lighting, fonts, graphics, music all play as much a role in making a parody work as the script does. This is one of the reasons films like Troops and Sith Apprentice (apparently) work so well. While it may not make your film an award-winner, it will make it better, in my opinion, which certainly can't hurt its chances come awards time.

A bigger piece of advice I can offer, though, goes along with research, and that’s planning. Make sure you have everything lined up and set to go. Make double sure you have permission to film somewhere in writing if you’re going on location. Remember, duct tape is your friend — bring it along. Have extra batteries, tapes, scripts, and clearance forms handy — you WILL need them — Mr. Murphy will take care of that!

Finally, I think the biggest piece of advice is to know your limitations. If you’re just starting out, odds are you’re not going to make a blockbuster. I see this a lot on several of the message boards I frequent, where some young newbie comes in with these grand plans of making the biggest film ever, if only he could get someone to write it for him … and shoot it, and do the effects, and sew the costumes, and basically do everything else so the newbie can slap his name on it and call it his movie — as you can imagine, those never get made.

Start small. Use what you have, write and film what you know. I know it sounds trite and clichéd, but it really will help. Make a lot of little things, and experiment. Don’t expect it all to be good, or get praised for everything you do. If you’re going to put something out there in public, expect that some people won’t like it, and will tell you so — some of them very vocally! But if you’re honest with yourself, and take a critical look at your work, you can use that experience and make the next project hopefully even better.

Ray Bradbury once told me that when he was a young writer, he wrote pages and pages of stuff — some good, mostly bad, some “really” bad, it didn’t matter — he kept at it day in and day out, wrote stories after stories and filed it all way. He said he did it to get all the bad writing out of his system. Years later, he took all of the “bad writing” and burned it, so that he wouldn’t be tempted to show it to anyone ever again. I think filmmaking is a lot like that when people get started.

But, most importantly, have fun! It's a lot of work, but the work becomes your fun. At least it does for me — your mileage may vary. I’m lucky that in my day job I get paid for what I would do for fun anyway. And that’s the important part — I’m going to keep having fun!



A special "thank you" to John E. Hudgens, for taking time out of his busy schedule for this interview, and for allowing us to showcase supporting images from Sith Apprentice. Please drop by Z-Team Productions and let John know you read his interview on Renderosity! Sith Apprentice's amazing cast and crew We invite you to view the full version of Sith Apprentice, as well as John's additional Star Wars Fan Films:

Additional information about the Star Wars Fan Film Awards can be found on The official Star Wars Fan Film Award site

All supporting images within this article are copyright, and cannot be reprinted, copied, or reproduced in any manner without written permission from the artist

"Lets Talk" with Dee-Marie
is a monthly featured column
by Dee-Marie:
Senior Staff Writer, and Managing Editor of
Renderosity's Front Page News May 30, 2005

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