Lights, Camera, Play!

Alex Winn's bedroom was crammed with a dozen teenagers. The smells of old pizza, rank sneakers and sweat hung in the sweltering air. Empty boxes of Goldfish crackers littered the floor and peeked from under the rumpled bed. Against one wall, emitting incredible heat and a blue glow, stood a bank of televisions, computer monitors and three or four Xboxes, all networked together to play Halo 2. Three fans buzzed in the corners.

Boys and girls were draped over each other like puppies on the bed, on chairs, on the floor, staring intently at the screens. All had game controllers in their hands and were manipulating them furiously to put their "actors" through their paces.

Armor-covered warriors could be seen on the monitors crouching, raising their guns, shooting, running, jumping, more shooting. Aliens shooting back. Then an explosion: KA-boooom! KA-blaaaaaam! Aaauuughh! Five enemies of humankind bite the dust.



Later they dubbed the voices: the "voice of God" intonation of The Praetor; the snide drone of The Cleric; the lighter female voice of tough Special Forces Commander Anda Sofadee. Close to midnight, they had one scene down and several dozen to go. Everyone left to do their homework--they were all students at Highland Park High School--and grab a few hours of sleep.

Except Winn. He stayed up a few more hours to edit and add music. The group faced a tight deadline to post their last episode of The Codex Series on the Internet. Winn was exhausted, physically and mentally. They'd been working on the project every waking moment they weren't in school or at work for 10 months. In just a few days, Winn was leaving to start his freshman year at the University of Southern California. Most of his cohorts were leaving for college as well, but they couldn't disappoint their fans.

At midnight on Friday, August 13, 2005, Ryan Luther uploaded the last episode of The Codex to the Web site he'd created. Their server was slammed by fans in the United States, Sweden, China and Korea--anywhere in the world where gamers lived and breathed Halo 2. They got 1 million hits in a week, and the praise rolled in.

The following Monday, Winn left for USC, and the others scattered to three different time zones. Their movie--their 109-minute "machinima"--was finally finished.

For those who don't know, which includes almost everybody outside the small subculture of aficionados, the word machinima is a combination of "machine" and "cinema."

The phrase was coined about 10 years ago to describe movies made using a computer game such as Quake. After writing a script, players manipulate the game's characters to act out scenes, which they digitally record and then edit, dub voices and sounds, and score the action just like film. Some games allow modification of the characters and game's environment; others don't. Some machinima works stick to the story line of the game. Others veer off wildly into new scenarios.

As computer graphics for games grow more sophisticated, some fans believe machinima will revolutionize filmmaking. Wired magazine Editor-in-Chief Chris Anderson has called machinima "basement Pixar," a way for anyone to make low-cost movies with animation. "The technology is exponentially developing," says Paul Marino, a 3-D animator who in 2002 founded the nonprofit Academy of Machinima Arts and Sciences in New York. "People are starting to see this as a way to do production. Television is interested in machinima because it cuts down on production costs. The History Channel used [the World War II game] Brothers in Arms 2 to explore some narratives. There's been a lot of interest in Hollywood."

Last year, Marino moderated a panel on machinima at the Sundance Film Festival. "I guess we've arrived," he says.

It's the millions of gamers who will be at the forefront of the machinima revolution, if it happens. They're the ones willing to spend long hours manipulating the characters in games and exploring the niches and glitches that can be exploited for exciting scenes. And they understand how involved fellow gamers can become with their favorite characters. "It's even more emotional than the movies," Winn says, "because it feels like it's happening to you."

It's a world most parents don't understand and, in some ways, fear. They worry their offspring are playing games that are too violent, too gory, too amoral. What kinds of machinima could teenagers make with Grand Theft Auto or Hitman: Blood Money?

Relax, parents. That kid who spends days in his room blasting alien life forms could be the next Peter Jackson, who, by the way, is exec-producing a movie based on Halo.

The parents of the rest of the core group that created The Codex--Ryan Luther, Meghan Foster and Patrick Malone--knew their teenagers were at the Winns, but most didn't understand what they were doing. Making a "machinima" film? Huh?

Luther's mom assumed it was one more way her son could waste time in the alternate universe of online games, which he'd been obsessed with for years. She'd once put a lock on their computer. He picked it.

Foster's mom worried that her daughter had slipped off the wagon. At the beginning of her junior year at Highland Park, Foster had been playing an online role-playing game so compulsively her mom had removed the computer from her bedroom.

Becky Winn, a writer, was lukewarm. She thought her son Alex, a budding filmmaker, should have been writing his college application essays.

And it was safe to say that Malone's parents weren't thrilled; when Halo 2 came out, Malone had stayed up for three days to play.

But no one was more stunned than the teenagers when The Codex became an international sensation on the Internet, getting 3 million hits in one week and not just from Halo players. A month after the last episode was released, Wired's Anderson raved about it in his online diary after his elementary-age kids showed it to him.

"My children's favorite film was not made by Disney," Anderson wrote on September 29, "but by a dozen Dallas teenagers playing a videogame in one of their parents' basement." Well, he got the room wrong, but no matter.

In his online diary, thelongtail.com, Anderson called The Codex the best machinima he'd ever seen, with a "stirring plot...edge-of-your-seat pacing, distinctive characters and a pulse-quickening soundtrack...I'm on my third viewing myself, and I must say that Episode 18 is a stunner, a masterful interweaving of simultaneous rally-the-troops speeches by commanders about to battle. It builds to a crescendo that will leave you breathless."

Quentin Tarantino would have killed for a review like that when he was 18.

Luther and Winn took the long and elaborate Halo plot and created a script with their own characters. The Codex tells the story of a battle between humans and a group of aliens called the Covenant on the planet Ariaos II. The Covenant, led by the Praetor, invade in an attempt to find the Codex, an ancient structure created by a long-gone race called the Forerunners. Gaining control of the Codex will allow the Covenant troops to activate super-weapons known as "Halos," which will destroy life in the galaxy. (Why would the Covenant want to do that? It's a religious thing. Go figure.) The Spartans, human soldiers, must find the Codex first and destroy it.

For nonplayers, watching the movie is, at first, confusing; the soldiers wear helmets and, except for the color of their armor, are indistinguishable. But every episode develops the main characters, each with a unique voice, and as it builds, it sucks you in. There's power-grabbing, duty, betrayal, sassy feminism, courage, a bit of romance, the cynicism of grunts and lots of blasting away with loud weapons. The score deftly weaves together music and sound to build and release tension. Most important, by the end, you care who wins.

Now The Codex creators get recognized by peers on their college campuses and at gaming conferences. They're selling Codex T-shirts, giving away DVDs and CDs of their soundtrack to sponsors and running a forum for people who want to discuss the movie. Their success is all the more amazing when you realize most machinima makers are in their 20s and 30s, not teenagers.

"It's a testament to machinima," says Marino, the author of 3-D Game-Based Filmmaking: The Art of Machinima. "These young kids who had a great idea for a series had the tools to do it. It's the democratization of animated filmmaking."

The seminal moment for machinima was a 1996 film called Diary of a Camper, made by a group of Quake players called the Rangers. "Quake came with a cool feature that allowed you to record the game, so you could share the moves you made," Marino says. "With that recording feature, this group decided to create a narrative point of view."

The film was short and silent, the story slim: The Rangers encountered a lone gunman and had to go get him. "It became hugely popular among the gaming community," Marino says.

At the time, Marino was living in New York, doing computer animation for television, a laborious and time-consuming process. "It can take hours and hours to create," Marino says. "With games it's all real-time. It takes a more live-action approach. It was logical the technologies would meet."

In 1998, Marino and his fellow Quake players--the ILL Clan--made a machinima called Apartment Hunting. Then people started doing it with other games, including Unreal Tournament and Half-Life. Gaming technology has advanced so much in the last three years, Marino says, that the difference is obvious on the screen. "The talent has matured," he says. "It's spreading out. It was, at first, just gamers. But machinima filmmakers are broadening. We are seeing kids, adults, homemakers and older people."

David Diaz, aka "Bard Noir," posted his first machinima music video--based on characters he created for Sims 2--a year ago before he even knew what machinima was. Manager of a car rental shop in Houston, Diaz is a movie buff and fan of role-playing games. He dresses up every year as a bard for the Texas Renaissance Festival.

"The Sims games are anti-escapism at its best," Diaz says. "You create miniature virtual people. You design everything about them. The point is to see how they interact with one another. When they added the technology to record this, capturing the interaction, it opened it up."

Diaz first got attention with a machinima music video set to his fiancée's favorite Kurt Nilsen song, called "I." To the melancholy tune, a Sim (who resembles Diaz) anguishes over how to approach a pretty girl, practicing in the mirror, trying to approach her and failing.

"I was always interested in the girl who didn't know I existed," Diaz says. "I wanted to tell the story of an awkward artist trying to figure out how to talk to this girl." Of course, he gets the girl in the end.

"Broken," another of his machinima videos, is about an abusive relationship from two different perspectives, a woman with a baby and her boyfriend in prison, set to a song by Seether. Diaz posted them at Sims99.com, a host for all things Sims, and got great feedback.

Diaz has now made four machinima music videos. He and a creative team, including a casting director whose job it is to come up with interesting Sims characters, have started working on a 12-part series inspired by TV's Buffy the Vampire Slayer. They have finished the scripts for half of the series. Diaz plans to e-mail files of completed episodes to his voice actors for dubbing.

In support of the art form, Marino's Academy of Machinima Arts and Sciences gives awards each year. There's machinima about everything from the Old West to World War II. And, of course, someday there will be machinima porn.

Last November, Activision, an entertainment software company that sells games such as Quake and Doom, just cut to the chase and released The Movies, a teen-rated game that lets players, well, make movies. "The French Democracy," a machinima short about the recent riots in France, was made using The Movies.

Instead of fighting it, game developers like Microsoft's Bungee have embraced machinima, even inserting tools into new games that make it easier. "Game developers and publishers are seeing that machinima is a way to build their brand," Marino says. "It's like a tribute to the game. It's marketing the game publishers couldn't provide. But they are playing in a dangerous space of [intellectual property] rights. If someone was packaging the DVDs and selling them, the game publishers would crack down."

The Codex Series never would have happened except for two teenage boys as different as Walt Disney and Wes Craven. Both grew up in Highland Park, are the sons of lawyers, have curly black hair and goatees, are 19 years old and brainy. There the resemblance ends.

Ryan Luther is quiet and introverted, a loner who loves videogames and has taught himself programming and Web design. He plays everything but sports games. Alexander Winn--let's just say everyone at Highland Park High School knows who he is. Tall, always wears black. Acts in school plays. Very focused. Hang with Winn for a few minutes, and you'll learn he wants to be a filmmaker.

Meghan Foster, 18, is a naturally pretty tomboy who looks like she'd rather slit her wrists than wear a dress. She played varsity softball throughout high school and got into fencing through playing videogames. Foster thrust-and-parried well enough to place third in a statewide fencing tournament and go to the Junior Olympics. Of the four, Foster was the hard-core Halo fanatic, one of the only girl gamers at Highland Park High. As a senior she was taking video tech and started making short films. She is now at Hollins University in Virginia and wants to major in film and sociology so she can make documentaries.

Tall and funny, Patrick Malone, 18, started singing and acting after someone pointed out he needed to find something to be good at other than videogames. Turned out he had talent. Malone participated in various choirs at Highland Park, starred in school musicals, won solo competitions and is now on a full-tuition scholarship to study vocal performance at Oklahoma City University.

Luther and Winn have known each other since fourth grade but really became buddies in middle school at an SMU videogame summer camp, which taught the basics of game design. As freshmen, Luther, Foster and Malone were obsessively playing Halo, an Xbox game released in 2001. "Halo is about a war between a coalition of alien races and humans," Winn says. "You play as this super-soldier that is trying to destroy an ancient alien weapon before the aliens can set it off. Most first-person shooters have a pretty thinly veiled plot; they're just an excuse to shoot stuff. In Halo, it feels like a movie and has a really in-depth plot, a good back story and good characters."

The game has spawned three novels. And it's addictive.

Malone would be up all night playing games, even in middle school. When his parents moved the computer out of his room, Malone would wait until they were asleep and sneak out to play, draping a towel over the modem so his mom and dad wouldn't hear. He hadn't bought an Xbox because he didn't think it was worth the $300 investment. His father gave him one as a gift. "I started playing Halo and stayed up three days doing it," Malone says. "My dad was cool with it until it affected my regular life."

When the highly anticipated Halo 2 was released the year they were juniors, Malone camped out for four hours to buy the game. He headed home but not to grab some sleep. He played, then went to school, then missed a class because he went home to log on again.

Meghan Foster didn't even go to school that day. Probably the top female gamer in her school, a year earlier Foster had gotten so obsessed with Everquest that her mother had to take the computer out of her bedroom.

"I'd been up three days straight playing," Foster says. "I think what happened was I forgot to do my chores for the third week in a row. I never should have started playing Everquest." She now calls it "evercrack."

Why are they so into games? None of them have much insight into their addiction, but the answer is probably as easy as this: It's fun. It's competitive. And game developers have figured out how to make the quest personal. David Freeman, a consultant for games, calls it "emotioneering."

Foster became just as obsessed with Halo. "You become attached to the characters, your fellow Marines," she says. "It shakes you up when something happens to characters you've come to trust. A lot of people don't realize the emotional impact these things have."

Like thousands of other Halo addicts, Alex, Ryan, Patrick and Meghan loved Red Vs Blue: The Blood Gulch Chronicles, a popular machinima comedy series based on Halo 2. Created by older gamers who met at UT Austin, the series features bored futuristic soldiers enmeshed in a civil war who say stupid stuff to pass the time. Ed Halter of the Village Voice called it "Clerks-meets-Star Wars." Here's a sample from the first episode:

Tucker: "What are they doing?"

Church: "What?"

Tucker: "I said, what are they doing now?"

Church: "Goddamn, I'm getting so sick of answering that question."

Tucker: "You have the fucking rifle. I can't see shit. Don't bitch at me because I'm not going to just sit up here and play with my dick all day."

Church: "OK, look. They're just standing there and talking, OK? That's all they're doing, that's all they ever do--is just stand there and talk. That's what they were doing last week, that's what they were doing when you asked me five minutes ago. So five minutes from now, when you ask me 'What are they doing?,' my answer's gonna be 'They're still just talkin', and they're still just standin' there.'"

The creators of Red Vs Blue now run a company called Rooster Teeth, based in Buda, Texas, and earn money creating machinima for commercial uses. New episodes of Red Vs Blue, now in its fourth season, are posted each week and downloaded by half a million people.

"Red Vs Blue is Beckett," says Wired's Anderson. "It's doing Waiting for Godot. It makes an asset out of its limitations." Among the limitations: The Halo Marines are all wearing helmets, so they can be distinguished only by their voices. Figuring out who's who in a battle scene is difficult. And the soldiers don't have complete range of motion; for example, they are able to crouch but not sit down.

"But you can blow things up real easily," Luther says.

Red Vs Blue and its many imitators inspired Winn to think about using Halo 2 to create a movie. He assumed that, after making short films--dealing with actors, getting location permits, coping with weather--creating machinima would be a breeze.

Winn had grown up watching old movies with his grandmother. As a teenager, he started using editing software on his computer to make trailers for real and made-up movies he'd like to see, snipping video slices and putting them to music.

The summer between his sophomore and junior year, Winn had tried making a movie based on Ender's Game, a popular sci-fi book. After writing a script, Winn recruited Luther, who'd taught himself 3-D modeling, and they built some ship models. Winn rounded up a cast of 10 friends and 20 extras and borrowed digital video cameras from his school. He had 35 minutes of the story on film when Winn realized that the way he was going, the movie would be 15 hours long. He shelved it.

"I got a half-hour into it before I realized there's a reason big-budget movies have big budgets," Winn says.

His next venture was more successful. In video tech class during his junior year, Winn was given an assignment to make a seven-minute movie with no dialogue. Winn shot an homage to old Bogart movies he'd watched with his grandmother. Filmed around Highland Park, Winn was shooting a night chase (and also acting in the scene) down an alley that dead-ended at a bank drive-through when a police car screeched up. A Dallas police officer got out, drew a gun on them and barked, "Drop your weapons and step away from the car!"

"It was pretty scary," says Becky Winn, Alex's mother, who'd been driving a van down the alley as a camera dolly. "The officer seemed nervous."

The next night, Alex passed out fliers to residents and had two friends stand with big signs on either end of the alley: "Student Film in Progress."

Jack O'Neill, Private Detective, written, directed and scored by Alex Winn, was accepted by a number of film festivals and won, among other prizes, a CINE Golden Eagle Award in 2004. He was the only high school student to do so that year.

Inspired by the soundtrack of Cirque du Soleil's Quidam, Winn came up with the plot for another short film, bought a used digital video camera for $1,300 and recruited several teens who wanted to be actors. Shot at Love Field, "Baggage Claim" also won recognition in film festivals.

Winn realized from watching Red Vs Blue that recording the action through various characters' eyes was just another way of filming. But he wanted to do a feature-length drama, not a comedy.

When Halo 2 came out, Winn and Luther explored the internal architecture of the game. "We were running on some of the multiplayer maps," Winn says. "One of the maps is a giant cave with a structure in the middle. We came up with the idea that the structure is a compendium of knowledge. Ryan came up with the idea of The Codex, an ancient book."

They pounded out a plot, using an undercurrent in the game that the aliens are a religious race and revere their ancients, called "Forerunners." They broke the plot into 20 episodes.

Winn--writer, director, producer--spent a week on the script for Episode 1. Luther--lead animator and voice actor for bit parts--designed their logo and Web site. They recruited Malone, a skilled actor and singer, as the male lead and Foster, the hotshot girl gamer, as the female lead. In December 2004, the core four started filming.

When Meghan Foster sat her mom down to explain why she raced to Winn's house every night after softball practice to play a videogame until 10 or 11 p.m., Kathy Perry was bewildered. Foster's explanation sounded fishy, especially in light of her earlier compulsive gaming.

It was the middle of Foster's senior year in high school, and Perry thought her daughter needed to concentrate on her studies and college applications. But Perry and Meghan's father, Pete Foster, told her she could participate as long as her grades didn't suffer and she didn't miss important family events.

The students rounded up Xboxes and wired one into Winn's computer, where the view through one character's eyes would be recorded. The other Xboxes had four characters on each. Winn controlled the "camera" by moving his character with the Xbox controller and recording whatever his character saw. Instead of shooting, his character would move into a position to film the other characters, dodging bullets to get good shots, just like a war photographer. The other teens acted like puppeteers, putting their "actors" through actions to match the script.

The first few weeks were hard. "You just want to shoot and kill each other," Foster says. But the inadvertent demise of a player would mean re-shooting. They came up with a standing policy: Kill an actor and get punched in the face. Accidental deaths were fewer as they got more skilled.

For battle scenes, they recruited more players. At times there'd be 15 people in Winn's bedroom. When they were short-handed, Luther would use his bare feet on a controller.

They wanted to film at least four episodes before posting the first on the Web. But as true children of the Internet, they knew the value of pre-release hype. When a false rumor went around the Halo boards that something new was coming out on February 9, they decided to ride the hype.

Each of them went to various Halo forums and posted cryptic messages: "The Codex is coming!" and "On February 9th The Codex reveals itself." Winn wrote a poem in iambic pentameter that was supposed to sound biblical, and they posted it as an intercepted message from the Codex.

On February 1, Luther uploaded a short trailer on thecodexseries.com. The response melted their server: Within four hours, they'd exhausted their allotted bandwidth of 100 gigs for the month. Luther scrambled to find a Web host that would give them unlimited bandwidth, bumping their cost from $25 to $60 a month.

The trailer got great feedback except from rabid Red Vs Blue fans, who sneered at the upstarts. "They think if you use Halo, you are ripping off Red Vs Blue," Winn says.

On February 9, the core four and several other actors gathered at Winn's house for a launch party. In need of more puppeteers, they had pulled in Lauren Jenks, a 16-year-old softball player who wasn't a gamer and taught her how to use a controller. The four were now five.

They passed out Codex T-shirts and held their breath while Luther uploaded the digital files of "The Gathering Storm." The episode lasted all of four minutes and 26 seconds.

Within a half-hour, people started posting responses on their Web site's forum that described the first episode as, in general, "awesome." Their Web host's tracking system showed they had 60,000 hits the first day; the previous day they had 12,000. Ecstatic, they turned their attention to polishing the next three episodes and starting Episode 5. By March 11, their Web site had a million hits.

They had technical trouble encoding the files and uploading them because they were so large. The footage came out too dark on some screens, which they solved by saving it in a different format. They couldn't find enough people to film a battle scene. Sometimes their own ambition--trying to make their characters do things nobody had seen in the game--made them late for their release date. "People were so enamored of The Codex that they would get upset when we didn't post it when we said we were," Malone says. "It was a compliment."

Then Luther got sick, and the Winns moved to a new house. Winn finished putting everything back together in his new bedroom only to have his computer crash. They had backed up the files of the nine completed episodes, but the footage for Episode 10 was lost. It took them three and a half weeks to remake six minutes of video.

None of them had imagined how much time it would take to produce each episode. All of them except Luther were involved in extracurricular activities. Things like AP exams, college visits, choir performances, softball games and senior events were getting in the way. As fan response heated up, they were fielding lots of personal questions. Finally, after a curious fan outed them by tracing the screen name "Nerrolken" to Winn, they decided to post their bios.

They were getting hits from all over the world and could see that they even had fans at NASA and Apple Computer. On a visit to a university to interview for a scholarship, Foster talked to guys from Virginia Military Institute. One recognized her name, and they told her they loved The Codex. People would recognize Malone as the Praetor when they heard his voice.

But by the start of summer, it looked like their ambitious plan to finish the 109-minute movie, Episodes 1 through 20, before leaving for college was doomed.

Winn, Luther and Malone walked into the A-KON anime and video convention, held every June in Dallas, wearing their Codex T-shirts, not knowing what to expect. "I consider myself a dork," Malone says, "but they were a lot of nerds."

They headed for the Red Vs Blue table, hoping to meet their heroes: Gus Sorola, "Burnie" Burns, Geoff Ramsey, Kathleen Zuelch and the rest of the Rooster Teeth crew. "As we were walking up," Malone says, "Gus jumps up and says, 'Are you the guys from The Codex Series? Can I take your picture?'"

The teenagers were floored, even more so when the Red Vs Blue gang invited them to an after-party. They knocked on room 666 (no kidding) at the Radisson but couldn't enter the party because they weren't 21. Finally, the Red Vs Blue crew came out; since the Codex kids couldn't go to the party, they all sat in the stairwell and talked shop for 45 minutes. Way cool.

That summer, The Codex took over their lives. The teens virtually camped out at the Winns' house. Winn and Luther played with the game, trying to find new angles for shots. The voice actors worked on different accents for new characters. Except for Winn, they rarely saw their parents.

They stocked up on Goldfish crackers and Bawls, a super-caffeinated drink they bought at a computer store. Becky Winn made them real food like meat loaf, but they mainly consumed enormous amounts of pizza and Blue Bell double-chocolate ice cream. "They called it a download," says Becky Winn. Her grocery bill tripled as teenagers squatted in Alex's bedroom for 12 to 18 hours a day.

"I was a stress case that whole last month," Malone says. "I hadn't gotten anything done for school. But we really wanted to finish it."

Each night, when everyone finally went home, Winn spent more hours editing, dubbing in the audio and composing the score. By August, he began to doubt that their project would get finished. "He was so tired, he could hardly even think clearly," Becky Winn says.

Thirty-six hours before Alex was supposed to leave for USC, Luther uploaded Episode 20: "The End of All Things." To date, they have had more than 15 million visits to their Web site.

Becky Winn remembers Alex lying on the floor when it was done. "I'm exhausted," he told his mother. "Getting to college will feel like a vacation." She thought he was upset, but he was elated. "I love it so much," he told the ceiling. "I know I really want to be a filmmaker."

The Codex Series is now over. Or is it just beginning? In November, the group reunited in Los Angeles to shoot a segment on machinima for mtvU. "It was fricking awesome," Winn says.

Only Malone still bothers to play Halo.

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