The Matrix Reloaded :: What if the Prophecy is true?

Notes as released by the studio

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What if tomorrow this war could be over? Isn't that worth fighting for? Isn't that worth dying for?
Thomas "Neo" Anderson (KEANU REEVES) made a costly decision when he chose to ask the question that Morpheus (LAURENCE FISHBURNE) and Trinity (CARRIE-ANNE MOSS) had asked before him. To seek and accept the truth. To free his mind from the Matrix.

Everything begins with choice.

Now, in the second chapter of the Matrix trilogy, Neo assumes greater command of his extraordinary powers as Zion falls under siege to the Machine Army. Only a matter of hours separates the last human enclave on Earth from 250,000 Sentinels programmed to destroy mankind. But the citizens of Zion, emboldened by Morpheus's conviction that the One will fulfill the Oracle's Prophecy and end the war with the Machines, rest all manner of hope and expectation on Neo, who finds himself stalled by disturbing visions as he searches for a course of action.

We can never see past a choice we don't understand.

Strengthened by their love for each other and their belief in themselves, Neo and Trinity choose to return to the Matrix with Morpheus and unleash their arsenal of extraordinary skills and weaponry against the systematic forces of repression and exploitation. But there exist powerful figures within the Matrix who refute the artifice of choice, evading the responsibility it brings as they feed on the emotional truths of others.

Choice is an illusion created between those with power and those without.

Movie

Matrix Reloaded ** 1/2

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All the philosophical/metaphysical rambling in the world can't alter the fact that the second installment of the "Matrix" franchise is an action movie, pure and simple. In that regard, "Reloaded" triumphs, with duels and chases that are spectacular in their visual design. Of course, Keanu Reeves and his cohorts love to interrupt these instants of futuristic adrenaline with preposterous, wooden bouts of speech-making involving their evolving role in the struggle to rid humanity of its mechanized oppressors. Opens in IMAX theaters June 16.

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Meanwhile, there are exiles like Agent Smith (HUGO WEAVING), whose inexorable connection to Neo compels him to disobey the system that has called for his deletion. Driven by the humanity he once despised, Smith will consume everything in his path on his quest for revenge.

What do all men with power want? More power.

On his treacherous journey toward further insight into the construct of the Matrix and his pivotal role in the fate of mankind, Neo will confront greater resistance, an even greater truth and a more impossible choice than he ever imagined.

You didn't come here to make the choice. You've already made it. You're here to try to understand why you made it.

At the confluence of love and truth, faith and knowledge, purpose and reason, Neo must follow the course he has chosen. "What if I can't?" he asks. "What if I fail?"

Then Zion will fall.


Warner Bros. Pictures presents, in association with Village Roadshow Pictures and NPV Entertainment, a Silver Pictures production, The Matrix Reloaded, starring KEANU REEVES, LAURENCE FISHBURNE and CARRIE-ANNE MOSS. The film also stars HUGO WEAVING, JADA PINKETT SMITH and GLORIA FOSTER

The Matrix Reloaded is written and directed by THE WACHOWSKI BROTHERS and produced by JOEL SILVER. The executive producers are ANDY WACHOWSKI, LARRY WACHOWSKI, GRANT HILL, ANDREW MASON and BRUCE BERMAN. The director of photography is BILL POPE, A.S.C.; the production designer is OWEN PATERSON; the editor is ZACH STAENBERG, A.C.E.; the music is composed by DON DAVIS; the visual effects supervisor is JOHN GAETA; and the costume designer is KYM BARRETT.

The Matrix Reloaded will be released worldwide by Warner Bros. Pictures, a Warner Bros. Entertainment Company, and in select territories by Village Roadshow Pictures.








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CHAPTER TWO: FURTHER DOWN THE RABBIT HOLE

Neo peers into the coded curtain folds of the Matrix, sensing something hidden just beyond his sight.

In 1999, the Wachowski Brothers and producer Joel Silver unveiled The Matrix, a visionary fusion of staggeringly powerful action and densely-layered storytelling. Inspired by stylistic Japanese anime films like Akira and Ghost in the Shell, the questions posed at the intersection of philosophy, mythology, religion and mathematics, the hyper-kinetic illustrations of comic book artist Geof Darrow and the science fiction of authors such as William Gibson, Philip K. Dick and Lewis Carroll, the brothers conceived an epic story that explores themes of technological alienation, free will, the cost of ignorance and the price of knowledge.

Ultimately, the filmmakers not only electrified audiences with audacious visual innovations that have since been imitated in countless commercials, music videos and movies, they created a provocative action film that ponders the essence of reality and identity, illuminating the choices we must make and the strengths and weaknesses that compel us to make them.

The Wachowskis had always envisioned the sprawling saga they unleashed in The Matrix as a trilogy, and the success of that film allowed the writer-directors to tunnel deeper into a mythology that they had only begun to reveal. They approached the production of the trilogy's second and third installments, The Matrix Reloaded and The Matrix Revolutions, as a single film that would be presented in two parts.

The result is a revolution in and of itself. The visual benchmarks set by the trilogy, such as the groundbreaking technique invented to capture the anime-inspired conceptual state of "Bullet Time" in The Matrix or the pioneering of the Universal Capture process to produce photo-realistic virtual humans for Reloaded and Revolutions, continue to redefine what is cinematically possible. A film trilogy that tells a story of the horrors that may happen if we push technology too far has pushed technology exponentially further in the telling of it.
The Matrix films also bulldoze boundaries in the physical construction of their furious action sequences.

Simultaneously brutal and elegant, they combine elements of classic Kung Fu films with Western gun-slinging action, Eastern martial arts and wire work. In the Hong Kong cinematic tradition of directors such as John Woo and Yuen Wo Ping, the lead actors perform their own fight sequences. This method allows for greater storytelling through action -- the fights propel the narrative, rather than serving as an entertaining detour from it. In this way, every minute of the film can offer something substantial and meaningful to the audience.

Perhaps part of what makes the Matrix films so intriguing is that their density inspires limitless interpretations -- while most films endeavor to provide the audience with answers, The Matrix is one giant open-ended question. Casual references serve as conduits to entire forests of thought; interwoven themes of mythology, philosophy, emerging technology, evolutionary psychology, literature such as Alice in Wonderland, and theological references (Christianity and Gnosticism exist comfortably alongside Zen Buddhist and Taoist thought) all free the mind to consider a multiplicity of truths. The films' strength lies not in what they are capable of telling us, but rather in our own capacity to take the ideas they present and run with them.

The Wachowskis' cinematic synthesis of philosophy and technology has inspired several books (including The Philosophy of The Matrix, edited by William Irwin; Exploring the Matrix: Visions of the Cyber Present, edited by Karen Haber; and Taking the Red Pill: Science, Philosophy & Religion in The Matrix, edited by Glenn Yeffeth) and numerous college courses ranging in theme from philosophy to science fiction, computer-mediated communication, religion and contemporary culture. The vast amount of thought devoted to the examination of their work is evidence of the extent to which they have been able to hack into the collective consciousness with their provocative and challenging filmmaking.

"What Larry and Andrew are trying to achieve in their storytelling, the physical action they present, the elements of new cinema and technology they have invented to create images, is unparalleled," says Keanu Reeves, who, at the brothers' request, read such books as Jean Baudrillard's Simulacra and Simulation and Kevin Kelly's Out of Control while preparing for his role of Neo, the computer hacker who assumes his destiny through his search for truth in The Matrix.

"The Wachowskis are incredibly well-versed in everything from philosophy to mythology to comic books, and the themes running through these films reflect their perception of the timeless questions that have driven man's quest for knowledge and understanding," says Joel Silver, producer of the Matrix trilogy. "They've created an epic story, told it in a visionary way that revolutionized entertainment, and created a thinking person's action picture. You can enjoy the films on a purely visceral level, and if you want to go deeper, there are some very profound ideas to consider."

Those fans who dare not seek the truth themselves can live vicariously through the choices made by Neo, Morpheus and Trinity; those who choose to explore the philosophical, literary, mythological, theological and technological themes that inform the Wachowskis' cinematic universe can go as deep into the rabbit hole as they dare.

"The truth is often terrifying, which I think is one of the motifs of Larry and Andrew's cinema," Reeves observes. "The cost of knowledge is an important theme. In the second and third films, they explore the consequences of Neo's choice to know the truth. They've made Reloaded and Revolutions even more dense and provocative and entertaining than the first film. It's a beautiful, beautiful story."

In The Matrix Reloaded, Neo continues the shocking journey he began when he chose the red pill in The Matrix. Having made the decision to believe in himself and accept his role as the One, Neo assumes greater command of his extraordinary powers. But being the One brings unexpected responsibilities, not only toward fulfilling what Morpheus believes to be Neo's destiny -- to end the War with the Machines -- but in living up to the expectations of those whose lives depend on the choices he has made.

As the rebels brace themselves to protect Zion, the last enclave of humanity, from extinction by the Machine Army boring down on them, Neo finds himself searching for a course of action. "The second film is really a personal quest for Neo," says Reeves. "He's going through a process of trying to come to terms with what he's been asked to do. He's on a further quest for the truth, and this means he has to fight harder than before and confront visions of the future."

Meanwhile, having completed his lifelong mission to find the One, Morpheus finds himself driven to defiance by his convictions. "In the first film, Morpheus is a teacher," comments Laurence Fishburne. "In Reloaded, he becomes more of a spiritual leader. His belief in Neo and the Oracle's Prophecy is absolute, and he brings great strength and passion to his increasingly important role in the fight to save Zion. But the truths he encounters along his path put his faith to the test."

Perhaps the only two people in which Trinity has absolute faith are Morpheus and Neo. Her love for and belief in Neo infuses her with incalculable resolve and "she becomes even more of a warrior than she was in the first film," says Carrie-Anne Moss. "The world that Neo and Trinity fight in is so dismal and so horrific that by contrast their love is really pure and beautiful. It softens her, but it also gives her strength."

Hugo Weaving's role as the indefatigable Agent Smith is complicated by the character's escalating ability to consume the essence of other beings in the Matrix -- plus an upgrade called ego. "In The Matrix, Smith starts off as being a very rigid character with a very strong, defined mission that he has to accomplish," Weaving describes. "During that journey, he starts to feel human feelings. He starts to feel anger and jealousy. He starts to smell things and he starts to have a hint of what it's like to have humanity inside him. And he hates that. He sees it as a weakness. In Reloaded, he's accepted these powerful feelings more and more and I think he actually starts to relish them. His ego has expanded and he's quite literally been liberated."

Reloaded also introduces new characters to the story, both in Zion and in the Matrix. A crucial member of the Zion resistance, Niobe is the captain of the Logos, the smallest and fastest hovercraft in the rebel fleet. The filmmakers selected Jada Pinkett Smith to portray Niobe, a central figure in the films as well as in the video game Enter the Matrix, another of the trilogy's storytelling components.

"Niobe doesn't have faith; she doesn't believe in anything but herself," Pinkett Smith says. "Her ego is a beast and she's extremely arrogant. The only thing she's connected to is her heart as a soldier. She knows what she has to do and she's really good at it. I feel I'm very much like Niobe in that once she's got her mind set on something, you're not going to change it."

"Jada is just as focused and tenacious as Niobe," Silver adds. "She made a total commitment to the films and the video game, from the training to the fighting to the stunt and motion capture work the productions demanded. Her sheer stamina -- not to mention the strength and spirit she brings to her character -- is truly impressive."

In contrast to Niobe's fierce tenacity is the Merovingian, a perversely indulgent Matrix power broker who is endlessly flanked by his alluring wife Persephone and a cabal of bodyguards, including ghostly, razor-wielding Twins. "He's the personification of all forms of indulgence in the voluptuousness of life," says Lambert Wilson of his voracious character. "What he lacks, and therefore what he likes to indulge in, is emotion."

"The Merovingian and Persephone are like vampires in that way," says Monica Bellucci, who plays the manipulative trophy wife. "They want to provoke emotion in other people so they can feed on it. Persephone is very elegant, very sophisticated, but also very corrupt, and she'll use her power to get what she wants -- which is to feel."

Rounding out the main cast of The Matrix Reloaded are Gloria Foster as the Oracle; Harold Perrineau as Link, the Nebuchadnezzar's new operator; Randall Duk Kim as the Key Maker; Neil and Adrian Rayment as the Merovingian's ethereal bodyguards, the Twins; Nona Gaye as Link's girlfriend Zee; Harry Lennix as Commander Lock; Collin Chou as Seraph, the Oracle's bodyguard; Anthony Wong as Ghost, Niobe's first mate aboard the Logos; Anthony Zerbe as Councillor Hamman; Cornel West as Councillor West; and boxing champion Roy Jones, Jr. as Captain Ballard.

ICE IS YOUR FRIEND: NOT-SO-BASIC TRAINING

You do not truly know someone until you fight them.

In preparation for The Matrix, Keanu Reeves, Carrie-Anne Moss, Laurence Fishburne and Hugo Weaving spent four solid months during the winter of 1997-98 training with master martial artist and wire work specialist Yuen Wo Ping to learn the Kung Fu and wire skills they would need to perform the film's complex and demanding fight scenes.

While the cast embraced this unprecedented approach to Western action filmmaking -- in which they would execute fight scenes typically handled entirely by stunt performers -- they were somewhat unprepared for the grueling experience that lay ahead. Tenacity, perseverance and the desire to bring the Wachowski Brothers' vision to life inspired the cast and martial arts team to accomplish what had never been done before in an incredibly short period of time. "We wanted to be able to achieve the extraordinary," says Keanu Reeves.
When the actors returned to training for Reloaded and Revolutions in November 2000, they were ready. "The cast arrived in much better shape, much fitter, with a far greater understanding of the demands we would place on them," Wo Ping says.

"Training for these two films was probably three times harder than preparing for the first," Reeves admits. "Neo's Kung Fu elements and wire work are more sophisticated -- there are more movements in one particular fight in Reloaded than there are in the whole of the first Matrix."

Daily training sessions were held in a Santa Monica airplane hangar during an exceptionally cold and rainy winter. "We'd arrive in the morning and they'd have to vacuum up the water from the rain that had fallen the night before," recalls Laurence Fishburne. The stunt team had almost tripled in size since The Matrix -- in part to include twelve stunt men to play multiple Agent Smiths -- and they shared the training space with the production's sizeable motion capture stage.

Reeves devoted at least seven hours a day to Kung Fu work. While training for and filming The Matrix, he was recovering from neck surgery, which restricted his movements, and Wo Ping accommodated his injury by choreographing routines that featured more hand-to-hand combat than kicking. This time around, Reeves had no such limitations. "The more I could do, the more they pushed me," recalls the dedicated actor. "So when I could do one thing well, that was the day they'd ask me if I could do two things. Then when we were shooting, the brothers would ask me if I could do seven things! It was all very good fun, but very hard work as well. And painful -- ice is your friend." (During training, Reeves was known to sit in a bathtub full of ice.)
"Keanu is exceptional," compliments Wo Ping. "He is a super perfectionist, always dissatisfied with his own performance, even when I think it's very good! I tried my best to match the level that he was looking for. In the first Matrix, Neo uses his single hand to fight with the Agents. But in Reloaded, Neo finds out that the Agents have been upgraded, and so he must upgrade himself. From there I had to add a lot of movements for Neo to tackle the Agents with that are very, very difficult, but Keanu did it all with great style."

Reeves worked with twelve stunt men for nine weeks perfecting a five-and-a-half-minute routine comprised of over 500 moves. Such ambitious training was the only way to reach the level of technical acuity necessary to achieve the brothers' vision for the film's awe-inspiring action. "Wo Ping, Larry and Andy want the fights to be as spectacular as possible," he says. "They love spectacle and they want to entertain. They're interested in physical contact in both its positive and negative light, in the same way that fire can be destructive and it can also give warmth -- that's what they want from an action sequence."

Joel Silver believes the master fight choreographer has been invaluable in achieving the Wachowskis' grand vision for the story arc of the Matrix trilogy. "Wo Ping's style meshes exceptionally well with the brothers' philosophy in terms of storytelling," says the producer. "Beyond the obvious antagonist and protagonist combating in a test of physical will, he illustrates the characters' development through the fights. It was in the Dojo Fight in The Matrix that Neo first began to explore his potential, and in Reloaded's Burly Brawl, he is so challenged by the onslaught that he has to elevate himself to a whole new level."

The exhilarating fight scenes result from a powerful synthesis between the choreographer, the filmmakers and the cast. "The concept for all the fight scenes originates with the brothers," Wo Ping explains. "I base the scenes on their ideas and then build on them. The Burly Brawl was difficult because Neo has to fight 100 Agent Smiths simultaneously, and Keanu had to learn an incredible series of dense, frequent moves. Then I had to ask each individual Smith stunt double to watch Hugo's movements and then imitate them exactly. The choreography was based on all these people being able to execute it perfectly."

Wo Ping's choreography for the Teahouse Fight, in which Neo is put to the test by Seraph, the Oracle's bodyguard, demanded a high level of martial mastery from Reeves. "Neo and Seraph are both connected to the Oracle on the same level," Wo Ping explains, "and therefore their Kung Fu standard should be at the same level. But Collin Chou, who plays Seraph, is an Eastern actor who has been training in martial arts for many years. Compared to someone who's been training for 10 years, Keanu is at an elementary level, and therefore I had to get the very best from him so that they were on the same level when they fought. Thanks once again to Keanu's perseverance, we were able to achieve that balance."

Wo Ping's style of integrating myriad elements into his fights increases their intensity and makes them incredibly fascinating to watch. "The more you change the variables in a scene, the more interesting it becomes," he says. "In Reloaded's opening fight sequence, I improvised, using helmets as a kind of weapon, and Carrie-Anne uses those weapons very powerfully. I also designed an extremely fast, powerful kick for her, which we called the Scorpion Kick. I trained her for over six months just for that one kick. She performed it very, very powerfully, with great precision."

"Trinity is all about the Scorpion Kick and the chop," says Carrie-Anne Moss. "Once again, Wo Ping was such a great teacher. I'll never forget the audience's response to the first fight I had in the Matrix, so I hope that people are just as excited by my fight in the opening sequence of Reloaded. It's pretty powerful."
"Carrie-Anne is very, very good and I always encouraged her to feel more confident about her ability," says Wo Ping. "For Carrie-Anne, as for everyone, the fighting and the training were far more intense than for the first film, but the more we encouraged her, the more confident she became."

Although her performance doesn't betray it, not all went well for Moss during training. "I trained for six or seven weeks before we even officially began, to be in great shape so I could really, really, really kick some ass," she says. "And then I landed wrong during training, and basically, my thigh broke my knee. And I broke it right then and there, but I went into total shock and denial, and decided to drive myself home and then drive myself back to work the next day. It was brutal, because all I could think of at the time was, 'Oh my God, I'm not gonna be able to do the movie!'"

"Carrie-Anne and I escaped injury on the first film, so we were due," Fishburne muses. "We both got injured this time. She broke her leg and I severely hyperextended my wrist, which put me in a soft cast for about six weeks and slowed me down." But Fishburne's judicious training method helped him to stay on schedule despite his injury. "I approached training a little smarter this time, and since the trainers understood what we were capable of and we understood what was going to be required of us, we were able to pace ourselves a lot better. Because maintaining a particular kind of shape for two years is a lot harder than maintaining it for nine months."

"Laurence is very smart and he learns things very easily and quickly," says Wo Ping. "His body language and flexibility are good, and he can kick very well. In his training, we emphasized the power of his punch and his kick."

One new component thrown into the mix for Fishburne was mastering the art of war with a samurai sword. "I wouldn't dare think that I could master it, but a samurai sword is not that difficult a weapon to wield," Fishburne says. "But I found it did require a particular strength in the forearm area that I had to develop quickly. The sequence in the film where Morpheus uses the sword is one of the shining moments for me in my performance. I will always, always have wonderful memories of that."

In addition to training Fishburne and the other actors to use a cache of new weapons, Wo Ping also choreographed a daunting fight sequence that unfolds atop a racing eighteen-wheeler. "This was very difficult, because the truck is speeding so you have to focus on balance," explains Wo Ping. "The choreography in this scene shows how Morpheus experiences a moment of crisis and uses Kung Fu to regain his balance."

Fishburne trained for the big rig battle atop a scaffold that was built to match the dimensions of the top of the truck. "The truck-top fight is a brilliant piece of choreography," Fishburne raves. "It's pretty staggering. Just the size of those vehicles is so daunting, let alone performing a Kung Fu fight on top of them. It blows my mind."

Like Fishburne, Hugo Weaving took a smarter approach to his training for Reloaded and Revolutions. "I basically looked after my body a lot better than I had done the first time round," explains Weaving, "and trained well but carefully, because I was mindful of what could happen -- I tried not to push myself to achieve the physical perfection within too short a period of time."

"Hugo had a lot of injuries on the first one, and in this one he came back and really, really pushed himself in training," says martial arts stunt coordinator Chad Stahelski. "When you see the scenes, you've got to remember that it's the real Hugo mixed in with twelve of the best martial arts stunt guys around, and he's holding his own."

Jada Pinkett Smith began training before the official sessions even started. "The script made a reference to Niobe's muscles bulging as she steered her ship, so I figured I'd better get some muscles," says Pinkett Smith, who adopted her character's mindset toward training. "Niobe would focus very strongly on her body because her body is her temple, her body is her tool. She would be into the hardcore training because it strengthens your mind as much or even more than your physical body. It creates heart. It creates that soldier mentality, and for Niobe it's all about strength. So I started by doing weight lifting, then I went on to the martial arts training. And eventually I got to kick a little ass, which was a lot of fun."

Pinkett Smith, who gave birth to daughter Willow shortly before her training commenced, quickly became familiar with the blood, sweat and tears that were regularly wrung from the cast during the intense process. "I remember early on in training I saw Keanu soaking in a tub of ice, and I looked at him like 'What are you doing that for?'" she recalls. "And he said 'One day you'll know.' And I swear, after I did my first fight scene and my joints were swollen, my legs felt like concrete boulders and every part of my body was aching, then I knew what that ice was for! I don't know how Keanu and Carrie-Anne did it time and time again, I really don't."

Neil and Adrian Rayment, internationally renowned Black Belt Shotokan Karate instructors, were honored to bring their considerable martial arts experience under the aegis of Wo Ping. "We started doing karate when we were about sixteen," says Neil. "We grew up watching Kung Fu films from Hong Kong, and Wo Ping has always been one of our heroes, not just for his ability as a martial artist, but also as a director."

"To find ourselves suddenly training with him was very intimidating -- we're not that worthy!" Adrian exclaims. "We worked really hard, and every now and again he'd just grin at us out of the blue, which was wonderful -- it felt like he'd patted us on the head!"

Like his fellow actors, Fishburne has great appreciation for the master choreographer's powerful artistry. "I think Wo Ping and his crew have to be applauded for the way in which they entered into this whole enterprise, stayed away from home for years and made us look brilliant," says Fishburne. "You can't put a price on what their expertise, their experience and creativity has brought to these films. The Matrix would not be what it is without their influence."

BEYOND BULLET TIME: CREATING VIRTUAL CINEMA

What do all men with power want? More power.

The visual effects process for The Matrix Reloaded and The Matrix Revolutions began in March 2000 at the production's in-house visual effects division, ESC (pronounced "Escape"), where John Gaeta, visual effects supervisor of the Matrix trilogy, has supervised the creation of over 1,000 virtual effects shots for Reloaded alone -- dwarfing in size and scope the 412 VFX shots created for The Matrix.

Gaeta's primary innovation for The Matrix has come to be known as "Bullet Time," a revolutionary technique for depicting cinematic action in the style of Japanese animation known as anime. Bullet Time refers to a conceptual state of being inside the virtual reality of the Matrix, in which a character -- primarily Neo -- obtains a "mind-over-Matrix" capability. The creative process for bringing Bullet Time to the screen is called "virtual cinematography," a digital solution developed by Gaeta and the Matrix filmmakers to depict these "mind-over-Matrix" moments in slow-motion, as seen by a camera moving at regular speed.

To execute the impossible, the Matrix VFX team painstakingly arranged 120 Nikon still cameras along a path mapped by a computer tracking system, fired the cameras in sequence around the unfolding action and scanned the images into the computer. After the computer interpolated between the scanned frames, the completed series of images was combined with a digital background. The result allowed Gaeta's team to manipulate the imagery at any given speed without losing clarity.

But this initial version of virtual cinematography was deemed inadequate -- "almost arcane," as Gaeta sees it -- for rendering the super-human events the Wachowski Brothers envisioned for Reloaded and Revolutions. Their ambitious scripts called for Neo to battle 100 Agent Smiths at once and fly at 2000 miles per hour over the Matrix megacity (a sprawling metropolis over ten times the size of New York). Gaeta also had to find a way to show 250,000 Sentinels snaking through a massive tunnel, and then ignite a scorching fourteen- minute freeway chase that involves two high-velocity martial arts battles, a motorcycle pursuit into oncoming traffic, characters leaping impossibly between moving vehicles, and a spectacular ballet of crashes, explosions and virtual destruction.

"It was evident that we couldn't go any further by utilizing the technology from the first Bullet Time shots," says Gaeta, who won an Academy Award for Visual Effects for The Matrix. "It was too restrictive and too labor intensive. The concept of Bullet Time needed to graduate to the true technology it suggested."

In other words, realizing Reloaded and Revolutions' visionary action sequences required technology that didn't exist yet. Familiar territory for Gaeta and the Wachowskis, but this time around, the filmmakers took their ambitious plan to advance virtual cinematography exponentially further than one can imagine. "They decided to create images that no one could copy," says producer Joel Silver. "That takes a lot of time, a lot of money and a lot of talent. And the results are staggering. These guys didn't just raise the bar for action filmmaking, for visionary storytelling, for what is visually possible -- they obliterated it."

The centerpiece of Gaeta and Company's answer to the first phase of virtual cinematography is their creation of virtual, three-dimensional depictions of the main characters for the purpose of enacting their impossible super-human feats at a level of realism never seen before. To create virtual humans, the VFX team utilized motion capture ("mocap"), a technique involving sophisticated cameras that recorded precise motion data from reflective bodysuits worn by the main actors, Yuen Wo Ping's martial arts team and the stunt performers as they executed the required action.

Months' worth of motion capture data was acquired for the creation of the Burly Brawl battle between Neo and Agent Smith's army of replicas, the Freeway Chase and other key super-human events. A special capture stage -- which, at the time of production, was the largest motion capture performance stage ever created -- was operated for more than four months parallel to principal photography. The data recorded for Reloaded and Revolutions, as well as for the video game Enter the Matrix, is the most motion capture ever created for a film; the amount of capture needed to produce the most versatile of video games pales in comparison.

"Working with motion capture was something very new to me," says master martial arts choreographer Wo Ping. "It's fantastic technology because it helps me to accomplish a lot of moves that can't be done in real life. With motion capture, we can enforce the dynamic power and emphasize the beauty of the kicks and moves in a way that we couldn't otherwise do."

In editing the motion capture, Gaeta's team literally fleshed out the virtual characters' computer-generated bodies, adding photo-realistic muscles and wardrobe. Layering lifelike expressions onto the computer-generated cast involved another extreme innovation that the Matrix virtual artists have dubbed Universal Capture ("u-cap"). Five ultra-powerful high-resolution cameras were arranged in a semi-circle around each actor's face. As the actor conveyed a range of emotions and expressions, the Sony HDW 900 cameras recorded the performance to the most minute detail -- all the way down to down to the pores and hair follicles.

Using these five real-time recordings to extrapolate the shapes of the characters' faces to an extremely high resolution, the VFX team then applied the dimensional facial textures to the digital characters' bodies, resulting in the most realistic computer-generated human images rendered to date.

Once the master content of each sequence was captured and fused with intricate layers of visual elements (including virtual backgrounds, objects and computer-generated enhancements like glistening glass, bullet wakes and blood), virtual cinematography opened up infinite camera composition and editorial possibilities, resulting in what the Matrix VFX team has dubbed "virtual cinema."

In the virtual cinema that fortifies the Burly Brawl, an unfettered camera whirls around Neo as Agent Smith and 99 of his perfectly relentless selves assail him, seamlessly accelerating and decelerating and reversing position as the action shifts between super slow motion and supersonic speed. In the Freeway Chase, virtual cinema makes it possible for two vehicles to collide and suffer the destructive consequences of surreal inertia, creating an impossible event captured at impossible camera angles.

The groundwork for this kind of hyper-reality was laid in the rippling of a hi-rise building's surface at the crescendo of the helicopter crash sequence in The Matrix. The filmmakers discarded the rules of standard physics, because in an algorithmic world like the Matrix, visual glitches like the surreal structural swell seemed natural. Reloaded and Revolutions exceed all expectations in furthering this fantastic new form of action.

"We felt if we could pull apart the barricades of physical rule that bind most action films to gravity and other forces of material reality, then we could start from the position of entertaining our total destructive imaginations," Gaeta says. "It's much more fun to destroy things in movies in ways that can't ever occur in real life then to demonstrate how to cause havoc with average ingredients acquired from a local supermarket."
3D computer planning was used extensively in the choreography of the breathtaking live action and the virtual cinematography that propel the Freeway Chase. The planning of this scene was conducted for nearly one year prior to principal photography and involved every major designer and engineer on the film. As Gaeta describes: "Within the making of the Freeway sequence there are some incredibly impressive examples of using 3D advance planning to determine the paths and actions of high-speed vehicles and events. There were life-threatening stunts attempted throughout the scene and some major ones were mapped out to the exact mile-per-hour and footwork of all drivers in terms of near head-on and other large-scale collisions."
In addition to the virtual humans and super-human events that intensify the Burly Brawl and the Freeway Chase, Reloaded also presents an array of spectacular visuals such as the city of Zion, a vast, cavernous enclave at the Earth's core, and an expanded visualization of Neo's amplified perceptual abilities. His heightened intuitive powers are conveyed in part through a dreamlike revelation of the code underpinnings of the Matrix as the camera glides through literally millions of shimmering code particles orbiting the shapes and constructions of the live action sets and characters.

In the tradition of contemporary Japanese animated movies, Reloaded presents photo-real 3D interpretations of natural phenomenon like weather, water and flame to impressionistically convey intelligence, behavior and character. Scores of Reloaded elements from lightning to explosions were given a complete rethink on design, style and execution. "The brothers obsess on hyper-graphic depictions of supernatural events," Gaeta reveals. "At every turn we've been striving to balance chaos and order, like putting a picture frame around a flash flood."

Reloaded and Revolutions also break all animation-based boundaries in rendering the action of hundreds of thousands of marauding machine creatures, robots and tunnel storming electro-magnetic hovercraft. The creatures being driven by these technologies are all based on the extreme and horrific designs of Geof Darrow (creator of ultra-detailed comic book classics like Hard Boiled). Commonly-reviewed material at visual effects headquarters during the photography stages included Darrow's conceptual drawings and films such as Alien; 2001: A Space Odyssey; Vertigo; Apocalypse Now; Koyaanisqatsi and Powaqqatsi (highly-stylized documentaries about life on earth); IMAX's Blue Earth; 20,000 Leagues Under the Sea; documentaries on ultimate fighting, the Hindenberg disaster, submarines from the 1800s, undersea life, Rocky Marciano and other heavyweight champions; reality TV shows about car chases and crashes; high-speed car crash research and development films; information about robotics manufacturing, glass blowing, the making of the Chunnel (the tunnel that connects France and England), artificial intelligence and a reel of footage specializing in anime explosions of all sorts and sizes.

"We're all fans of Stanley Kubrick and Ridley Scott movies and the dark universe perfection that comes with their films," Gaeta enthuses. "We hope to carry on their more refined, intelligent aesthetic with the most modern approaches available in this phase of computer-generated imagery. We want to scare people so badly that one day, when those damn machines smack us back, we're ready."

The sheer volume of virtual effects -- and the time needed to render them -- necessitated that Gaeta delegate a portion of the workload to additional VFX vendors, who created specific shots under his supervision. Those vendors include: BUF, creators of the Code sequences and other special perception effects; Tippett Studios, creators of the fully-digital environments and Complex Creature scenes; Sony Imageworks, creators of the Tunnel environments and large-scale events depicted within; Giant Killer Robots, creators of the Underground environments; and Animal Logic, creators of elements within the Freeway Chase and paranormal characters.

To manage the intricate processes of creating virtual cinema from pre-visualization through post-production, Gaeta's team collaborated to design the "Zion Mainframe," the most functional information and asset exchange engine ever created for a feature film. More then just a search engine, this new tool interlocks all departments interested in digitizing artwork, design concepts, storyboards, CAD stage plans, 3D models for concept and stage planning, high-resolution models, Quicktime movies of all shots in progress (which can be retrieved through a digital dailies and shot history system) as well as full resolution back-ups of final shots created by visual effects vendors. Material is input primarily by the Matrix art department, visual effects department and its visual effects vendors, the Enter the Matrix game vendor and the creators of the nine anime short films that comprise The Animatrix.

To date, over 500 digital artists have worked on the virtual effects elements of The Matrix Reloaded and The Matrix Revolutions.

THERE IS NO SPOON: IMPOSSIBLE STUNTS AND COMBAT

You always told me to stay off the freeway. You told me it was suicide.

Like the film's groundbreaking virtual effects, the daring and innovative stunt work in The Matrix Reloaded transcends the extraordinary feats performed in the first film. One of the most astonishing sequences in Reloaded is the fourteen-minute breakneck Freeway Chase involving spectacular car crashes, a life-and-death struggle in a speeding Cadillac, a Kung Fu battle atop a barreling big rig, and Trinity flying against traffic on a Ducati motorcycle with the imperiled Key Maker on the back. It took seven weeks to film the chase on a mile-and-a-half-long freeway loop constructed specifically for the film at the Alameda Naval Base.

"It's relentless," says Fishburne of the chase. "The cars start going on the freeway, the cops are following us, there's the communication with Link on the phone, there's the Twins, they're firing, they're morphing, the Agents show up, Trinity gets on a bike, she goes the wrong way, then you look up and Morpheus is riding on the truck like he's surfing. After I saw what happens on the freeway, I realized how crazy Morpheus truly is."
The freeway sequence demanded a massive amount of planning from supervising stunt coordinator R.A. Rondell. "I would sit down with the brothers for an hour and just talk about speed; let's start with something generic, 55 miles an hour for a traffic pattern. The chase vehicles are doing 80, so they're overtaking the cars by 20 miles an hour. How fast does that look when it's going by? I would literally take out my little toy cars and we'd position them to see how the vehicles could be placed."

Computer generated "pre-visualization" was an indispensable tool employed by the filmmakers to map out the complex shots they needed to achieve, taking into account the logistics of the stunts going on amidst the barrage of flying vehicles. Pre-visualization is the process of blocking out a sequence on computer, applying camera moves to it, then animating the scene for a detailed preview of what the final product could look like.
"In the Freeway Chase, the camera is in places where it hasn't been before in car chases," says director of photography Bill Pope. "The brothers made up their dream shots and put them into a computer and spit out a synthetic version of what they could look like onscreen. Then we had to figure out how to come up with those same shots in the real world."

The high-tech pre-planning then merged with a more tangible, hands-on approach. "We literally walked the freeway with a little rolling measuring stick," Rondell explains, "and precisely marked the pattern that Trinity's motorcycle and the motorcycle-mounted camera would be following, with specific marks were they would make their passes and swerves. We calculated how long it takes this vehicle to travel, how long it takes to stop. Then we'd arrange the cars accordingly in the proper positions."

An important concern for the stunt team was achieving a sense of realism that could mask their careful planning. "We didn't want to make the traffic patterns generic or repetitious," Rondell points out. "What do you see every day on the freeway? Everybody isn't exactly placed at one distance or another for a weaving pattern. We took into account camera lenses, lengths from cameras to subjects and put all those factors into motion using the most unique angles and presentation. The challenge is then to make it happen in real time -- and at that point, you have to take the human factor into consideration."

"I have a major fear of the motorbike," Carrie-Anne Moss admits. "And it was very challenging for me to get on the bike every day and practice. I started off with a tiny little bike. Mastered my tiny little bike. Got on a little bigger bike. Mastered it. That went on for months, until I got up to the Ducati. My biggest fear about it was, I guess, dying."

Moss's trepidation was understandable. She would be riding a powerful motorcycle at considerable speed straight into oncoming traffic, carrying extremely precious cargo: Randall Duk Kim, who plays the Key Maker, rode behind her -- and neither actor would be wearing a helmet. The actress took her responsibilities very seriously. "Right up until the day we shot the motorcycle sequence, I said to R.A., 'I can't promise you that I'm going to do this.' Because it wasn't just about me -- I have Randall on the back of the bike with no helmet on, and if you fall off a bike at 50 or 60 miles an hour, you don't just get hurt. You get really hurt, or you die. So on that day, I knew that I could not allow myself to question for one split second whether or not I could do it. Negative thinking was not allowed."

The stunt coordinator's expertise was a deciding factor in Moss's decision to go ahead with the stunt. "I absolutely love R.A. and trust him," she says. "He is very patient and encouraging. If it weren't for him, I would never have been able to even get on the motorcycle."

"There's a comfort level that's involved now," says Rondell. "This time around, the actors came in feeling that they can trust us completely, and that's half the battle. It was just about acting from then on."

While Moss was considering life and death, Randall Duk Kim hung on and enjoyed the ride. "It was utterly thrilling to work with Carrie-Anne on the motorcycle," he says. "I never dreamed I would be part of such a fantastic project as this -- I felt like a little kid having a great, big, joyous adventure."

"Doing these films teaches me so much about myself," Moss muses. "To face a fear like that and to overcome it is quite remarkable."

Moss's Freeway duties also included stunt driving for the Chase sequence, in which she pilots a Cadillac through a hail of bullets as a full-scale fight erupts between her passengers. "I went to motion picture driving school twice. I have a diploma, and I framed it, and I put it on my wall. I really, really appreciated the skills that I learned there, because I was able to do some very cool stuff when it came time to shoot."

Fishburne was impressed with Moss's skills. "Carrie-Anne can drive her ass off. We trained to do 180 and 90 degree turns, and within two hours she was whipping the car around like she'd been doing it all her life."
"One of my favorite things that I did in the film was my sliding 90 into the camera," says Moss. "It's all about the foot brake and hand brake and sliding, and hitting your mark -- coming at a camera crew in a small space, if I don't hit the right mark, I could do some serious damage. I hit it in one take, which was also awesome because it was one of the only times that I got a real hoot and holler from the brothers. There's nothing quite like a hooray from my two boys. It feels pretty great."

Fishburne faced the considerable challenge of fighting an upgraded Agent atop a speeding eighteen-wheeler. "In rehearsal it's cool because the truck's not moving," he says. "It's challenging enough to be in a wire harness, trying to hit your mark up in the air. But when they turn on the hydraulics and start shooting, it's a whole different deal."

Though the actor had initial reservations about performing the stunt, Rondell's reassurance and professionalism made all things seem possible. "R.A. is incredible," says Fishburne. "When I first realized what kind of stunts were going to be involved on the freeway, I went up to him and said, 'I'm scared.' And he said, 'I know. I'm gonna take care of you.' His primary concern is always that everybody involved is absolutely one hundred percent safe. There are so many fail-safes built into his stunts that you feel as if you're just having a stroll through the park -- he makes you feel like nothing can happen to you."

Producer Joel Silver was bowled over by what the stunt team was able to create. "There's a sequence where an Agent jumps from car to car to car, which sets off a bunch of collisions in the background," relates Silver, who selected the Cadillac CTS and the EXT to play major roles in the Freeway Chase because he believed the innovative vehicles could handle rigorous production demands while fitting seamlessly into the hyper-stylized world of the Matrix. "The incredible thing is that the team orchestrated sixty cars flying through the air at three hundred frames a second in the same fantastic way that they designed the fights -- it's brilliant choreography."

Events that would be featured as the main action in any other movie are simply another layer in the landscape of Reloaded. "The brothers wanted the residual action of all those cars flying around to trigger crashes in the background," says Rondell. "We designed this image of cars bouqueting out in the background, and it really looked great on the pre-visualization. Then when we made it happen in real time, it all unfolded like a symphony."

Another key event in Reloaded that rivals the Freeway Chase in both complexity and exhilaration is the Burly Brawl, a furious battle between Neo and an army of one hundred relentless Agent Smith replicas. The meticulously choreographed fight took 27 days to shoot. "We were doing 18-second takes with a 180-degree Steadicam, where I have over twenty-five moves," says Reeves of the painstaking work that went into perfecting the brutal ballet. "I worked every day for six weeks with twelve incredible stunt men."

"Keanu beats himself up on set and he has very high expectations of what the standard of work should be, but he never pressures me or the other actors," says Hugo Weaving. "He's a great listener -- I really love working with him."

Rondell, martial arts stunt coordinator Chad Stahelski, and fight choreographer Yuen Wo Ping auditioned around fifty stunt actors, acrobats, gymnasts and martial artists to play the core group of twelve Agent Smith doubles. "We put them through about four months of training to mimic Hugo Weaving, learn the fight choreography and develop the skills we were gonna need for this sequence," recounts Stahelski, who also served as Keanu Reeves' stunt double. "They had to be capable of doing everything from gymnastics, to acrobatics, to wire work, to what we call 'Hong Kong reactions,' big fight reactions that are gymnastic in origin."

During the Brawl, Weaving was put in the novel and somewhat perplexing position of only being able to play one one-hundredth of his character at a time. "While they could teach Keanu the Burly Brawl choreography like a dance, they couldn't teach it to me in its entirety because it involves at least ten of me at any given time," he explains. "So I learned the fight as they would in Hong Kong, where the choreographer comes in on the day of filming and teaches you the moves on the spot."

"We've had Hugo do more things than we ever could have hoped," Stahelski says. "He's fallen down stairs, he's wrapped himself over poles, he's been hit by the staff, he's done a twenty-foot descender. Hugo's all over the place in this fight."

All of the stunt Smiths had to undergo the process of transforming themselves into replicas of the deadpan Agent as played by Weaving. "They all wanted to ape me, and I kept saying, 'No, no, no, I'm the one who looks useless, I wanna look like you,'" recalls Weaving. "But they needed to learn to move in the way that I do and to have a sort of Smithian quality about them. He's not particularly graceful, he's fairly brutal."

The closer the production got to filming, the stranger things became for the prototype actor. "They slowly started to resemble me," says Weaving. "The shorter ones had lifts put in their shoes, and they all had their hair cut, and then the suits and ties and glasses started coming in, and then everyone had a wig, so by the time we began shooting there were twelve semi-me's running round."

The experience led to all sorts of self-reflection on Weaving's part. "Well, I realize now how far my hairline's receded," he says. "Normally I look at myself in the mirror and I think it's alright. But when I was looking at everyone from the side, aaagh!"

There was much more spontaneity allowed for in the fight choreography for Reloaded than there was during the shooting of The Matrix. "The first time, the fights were choreographed and we learned them like dances," says Weaving, "and they hardly changed at all when we shot them. This time round there were quite major changes made on the day while we were fighting and we had to swing with that."

"Wo Ping was amenable to me making some in-the-moment floor choices," Reeves says. "Which isn't at all to say that I disagreed with the choreography, but just in terms of having the flexibility to express my own style."
From initial vision through preparation and execution, the level of innovation and talent put into stunt work on the Matrix films is unparalleled. "We're all ruined," Rondell concludes. "We've hit such a tremendous benchmark with these films that working on anything else is going to be a bit of a letdown. The ability and expertise of this crew makes what we are able to achieve pretty unlimited. We've done as many as 70 takes in one day to make it perfect, to find a magic moment. We've become such hyper-perfectionists now that it will be a letdown when we're not allowed to go that extra distance."

THE DESIGN OF THE MATRIX : CHAPTERS TWO AND THREE

They descend a wide carving stairwell that follows a natural cave that has been widened in places; pipes run everywhere, a kind of mechanized expression of flowing water. They step down onto a large metal balcony where we find, at last, the bottom of the rabbit hole --

Zion.

Envisioned by the Wachowski Brothers as one epic film that would be presented to audiences as two chapters of the three-piece story arc that began with The Matrix, The Matrix Reloaded and The Matrix Revolutions were shot over a grueling 270-day production schedule. Principle photography began in Oakland, California in March 2001 and wrapped that location in June. After a brief summer hiatus, production recommenced in September in Sydney, Australia, where the entire Matrix production was filmed in 1998. Reloaded and Revolutions were shot primarily at the Fox Studios in Sydney until production wrapped in August of 2002.

In Australia alone, the two films created over 3,500 jobs, employing 80 full-time actors and hundreds of extras. "It was a massive operation," says producer Joel Silver. "We had close to one thousand people on the payroll full-time."

One of the first artists employed to work on the Matrix trilogy was Geof Darrow, whose illustrations for comic books like the gleefully maniacal Hard Boiled were a source of great inspiration for the brothers as they conceptualized their post-apocalyptic universe. For The Matrix, Darrow created painstakingly-drawn, almost torturously intricate designs for the films' mechanized beings and sets. The artist designed the scavenged, jury-rigged look of the Nebuchadnezzar's interior and the various models of robot that slither, skitter and fly through the "desert of the real." He also brought to life the nightmarish fields where humans are grown and cultivated, and the sinister Power Plant towers where they live out their "lives" in pods. Darrow helped develop the look and aesthetic for The Matrix Reloaded and The Matrix Revolutions along with production designer Owen Paterson and a team of conceptual and storyboard artists.

To bring the Reloaded and Revolutions design concepts to life, the art department employed over 400 people at any given moment under the aegis of Owen Paterson. In contrast to the 30 sets he and his team designed for The Matrix, Paterson was responsible for creating a total of almost 150 sets for the two films, constructing approximately 70 sets for each. "That really is a huge amount of sets to build, particularly given the limited number of stages we had," Paterson discloses. "Some of the sets weren't used for more than a couple of days. It was an enormous logistical effort for Hugh Bateup and a team of art directors and construction people who made this possible -- a real exercise in getting one set finished, shot, broken down and out of the stage to make way for the next."

The process of creating the set for the awe-inspiring Freeway Chase paralleled the sequence in scale. Rather than close down an existing freeway for seven weeks of shooting, the filmmakers built their own mile-and-a-half-long freeway -- complete with a 19-foot high wall and two overpasses -- on a runway at the Alameda Naval Base.

"It was a massive undertaking," says Paterson of the set. "For the walls, art director Mark Mansbridge and construction coordinator Butch West brought in truckloads of lumber and plywood and plastered them to look like concrete. Then they had to be weatherproofed and nailed together. We probably had 100 people working on the freeway walls alone."

"The freeway set was good value for Warner Bros.," notes art director Hugh Bateup. "At a cost of only $4.19 per square foot, it's probably one of the biggest sets ever built, so we said to them, the more we build the cheaper it becomes. We were saving money all the time."

When the production left Alameda, the freeway set was pulled apart, leaving behind a mile and a half's worth of pristine timber and plywood; rather than scrapping it, U.S. location manager Peter Novak arranged for the lumber to be sent to Mexico, where it was used in the construction of 100 low-income family homes. The California Film Commission recognized Novak's thoughtful resourcefulness, presenting him with a Humanitarian Award at their 7th Annual California On Location Awards.

Alameda was also home to another of the film's sprawling sets, the Zion Temple, a natural-looking cave structure that was large enough to hold 2,000 extras. "Zion is the absolute opposite of the Matrix," Paterson explains. "This is no high tech space; it's located near the center of the Earth. It's rather reminiscent of the early 20th century industrial design, very decrepit but still practical."

Zion consists of various levels, the uppermost being a landing base at which the hovercraft dock. "The dock area looks like a large domed cistern fitted with aircraft carrier-sized landing platforms, walkways, ammo bunkers and elevators," Paterson describes. "It's very old and suffering from lack of materials repair, so we had to give it that rusty, aged look."

Below the docking area is the Zion military command zone, from which a series of elevators and walkways lead down to the foundation of the city. "At the top is what Larry and Andy and Geof called the Brain: a tangle of pipes, vents, fans, and the Zion council chambers," says Paterson. "Running from the Brain down to the bottom of the city is a huge vertical elevator core, also drawn by Geof, which looks like it's supported by an industrial DNA chain.

"From the elevator core," he continues, "walkways lead to the homes of Zion where 250,000 people live in little tenements with walkways going round and round, layer after layer. This echoes back to the tenement where the Burly Brawl between Neo and Smith takes place -- that one's square and rectangular, surrounded by faceless buildings where people live. And when you go down to the center of the earth in Zion, the tenements are all round, but they're still these faceless buildings."

Paterson's team brought a sense of old, decaying architecture to the real-world Sewer Set, an enormous tunnel made of pipes. "It's a threatened place with very intricate dressing that creates the feeling of a thousand years of rack and ruin," Paterson notes. "But it somehow celebrates the human will to live life to the fullest and celebrate hope."

Paterson's department often had to build two or three versions of the same set to depict it in various stages of destruction. Many of the sets, such as the Merovingian's Chateau, needed to be capable of withstanding a good deal of action. "There was a vast amount of interactivity between the sets and the effects," says the designer. "We had lots of breakaway and collapsing set pieces; lots of shapes crashing through sets; people being blown into walls; a lot of bullet effects -- we needed things to explode very safely around people, and the sets had to accommodate that."

Paterson's department also fashioned hundreds of rubber weapons for the film's numerous fight sequences. "They were all quite complicated shapes that we molded and painted," he says, "and we had to keep churning them out, because every time someone would pick up a sword they'd smash it."

The art department also crafted a number Sentinels, but "only the dead ones," Paterson reveals. "The live ones that fly around are all visual effects. The prop department built the first Sentinel from VFX computer files; this physical Sentinel was then cast, duplicated and painted. All the finish textures are based on this physical model. A similar thing happened with the APU [Armored Personal Unit, a piece of sophisticated machinery used by the Zion army to defend against marauding Sentinels]. A physical prop was constructed from VFX files and Geof Darrow's concepts, then we created all the other APUs based on this reality. There was a great deal of collaboration between departments. Everyone did a great job."

Paterson also worked closely with costume designer Kym Barrett to ensure that their color palettes worked in sync. "Basically the Matrix has a slight green hue and the real world has a blue hue," he says. "This worked very well for both costumes and set, with the sets underscoring the costumes, the color of which often complemented the sets. I feel it all worked very well."

"The entire production design flows from the minds of Larry and Andy," Paterson attests. "To take something from being a written word, to a drawing on a piece of paper, to something that's physically built is a wonderful thing. I am proud that my very talented team and I could work with them and be part of the process."

HEMP & LATEX: OUTFITTING THE REAL WORLD AND THE MATRIX

Morpheus emerges from a long brick corridor, his sunglasses floating in the darkness like alligator eyes.

Costume designer Kym Barrett designed literally thousands of costumes for The Matrix Reloaded and The Matrix Revolutions, evolving the trilogy's wardrobe to suit the characters' growth while maintaining continuity between the three films. "Neo and Trinity each take a long journey in the first movie, and become different people," observes Barrett, who gave birth twice during the course of production. "Neo is no longer concerned with whether or not he's the One, and Trinity is certain of her love for Neo and her belief in him. We tried to reflect their new confidence in what they wear."

Barrett's wardrobe for Morpheus needed to reflect his growing leadership role in the rebellion against the Machines. "Everyone looks grungier in the real world than they do in the Matrix, but Morpheus always maintains poise," Barrett notes. "He draws strength from his conviction that Neo is the One and will end the war, and that confidence radiates in the way he wears his clothes, whether he's on the Nebudchadnezzar, in Zion or in the Matrix."

"Kym is a creative genius," Laurence Fishburne attests. "It's the little things she does. For instance, the shoes she chose for Morpheus -- they're such cool shoes. I loved those shoes! They made the character."

All the shoes worn by the principle actors, including Morpheus' faux purple alligator boots, were designed by Barrett and handmade by Andre No. 1. Multiple pairs were crafted for each character to outfit the actor plus his or her stunt performers.

Fishburne, who says the Wachowskis describe the rebels' clothing inside the Matrix as representative of armor, believes Morpheus' sunglasses play a key role in his expression of the charismatic leader. In order to convey Morpheus' vulnerability at a crucial point during the Freeway Chase, Fishburne chose not to wear the sunglasses. "When things get really hairy inside the Matrix, when Morpheus isn't sure whether or not he's going to get out, then they come off," Fishburne says. "He's got to fight with what's inside him as opposed to what's on the outside."

As she did for The Matrix, Barrett had to create multiple versions of each character's wardrobe to accommodate the demands of various scenes: duplicate clothing made with stretchier material allowed for better movement in the fighting and action sequences, and other sets of wardrobe specifically accommodated wire harnesses. Costumes for Hugo Weaving and his Agent Smith stunt doubles numbered in the hundreds.

But the single biggest challenge for Barrett and the Matrix wardrobe department was costuming the citizens of Zion -- including the elaborate Temple sequence. "It was a mammoth undertaking," Barrett admits. "We had over 1,000 extras to dress and all their clothes had to be very rusty, very simple but refined, in keeping with Zion."

To make the task even more challenging, the costumers couldn't use any store-bought clothing or synthetic material. "Zion is the center of the Earth and life is sustained in part by all this steam-driven machinery, so it's very hot," Barrett explains. "We imagined that they grow things by hydroponics because that process relies on water and heat. So we had to create clothing that could've been made from hemp, made from natural fibers, vegetable fibers. We researched ancient China and Mongolia and looked at a lot of the mummies that were buried in really beautifully woven natural fibers, before the advent of silks. We found shapes and textures that we thought were delicate and beautiful, but raw. And we tried to stay along that vein in our wardrobe for Zion."

For the overall look of Zion's citizenry, Barrett chose a palette of light colors to contrast with the dark world in which they live. She explains: "Zion is a city under siege, so the clothes made by and for the people who live there emphasize function over fashion. At the same time, they take pride in their history and their craftsmanship, and their wardrobe reflects the true utilitarian spirit of the community."

Barrett also had to impart a sense of Zion's structured military presence. As she sees it, "They're under serious time constraints and under a tremendous amount of pressure, so you can feel this kind of mercenary element developing in the army. So, in the wardrobe, there's evidence of a structured ranking system, but it's kind of fallen a little bit by the wayside, because there are bigger issues to deal with."

Barrett went in a completely different direction in designing for the sinister inhabitants of the Matrix. Inspired by her research into iconoclastic images of evil and fairytale characters, she tried to capture "a hard core fantasy feeling" in wardrobe for characters like the sharply affluent Merovingian and his mesmerizing wife Persephone. "I see the Merovingian and Persephone as the king and queen of hell," enthuses Barrett. "Snow White inspired their evil-in-rubber look."

"Kym did an amazing job with my costume -- it just is Persephone," says Monica Bellucci, who plays the woman described in the screenplay as "sex and death squeezed into a woman's business suit made of latex." "Whenever I put it on, I became her immediately."

Barrett sees the Merovingian's cadre of bodyguards as "the faces of evil. Their costumes had to be really tight, and stretch well, so that you could see their definition as they move in the air. We used period shapes to give the clothes an old world-modern mix and a lot of stretchy animal print to make them almost appear sexy."

Of all the Merovingian's henchmen, Barrett most enjoyed creating wardrobe for the Twins, identical albino shape-shifting fiends. "Larry and Andy described the Twins as ethereal, so we gave the their costumes a modern twist on the ghostly image," Barrett reveals. "They're dressed in silver, which worked very well with their pale faces and white dreadlocked hair. More than any other characters, the Twins always drew reactions of 'wow' wherever they were shooting."

For Jada Pinkett's character Niobe, the only female hovercraft captain in the Zion fleet, Barrett designed a distinctive wardrobe that reflects the contradictions in her nature. "We wanted Niobe's wardrobe to exude her femininity as well as her strength," Barrett says. "Also, her clothes needed to underscore the connection she shares with Morpheus. We outfitted Jada in faux alligator skin, and I selected a burgundy color because it looked so beautiful with her skin tone."

Barrett returned to the fairytale motif in creating clothes for the captive Key Maker. "The set for the Key Maker's room looked like a cave full of gold keys, and he reminded me of Rumpilstiltskin spinning straw into gold. I combined that theme with the Asian mythology that the story draws from and gave a modern fairytale quality to his clothes."

ABOUT THE CAST


KEANU REEVES (Neo) is one of Hollywood's most sought after and busiest leading men. He will next be seen in the highly anticipated The Matrix Revolutions, directed by the Wachowski Brothers. Reeves recently began production on the romantic comedy The Untitled Nancy Meyers Project starring opposite Jack Nicholson and Diane Keaton.

His long list of credits include Hardball; his critically acclaimed performance in The Gift, opposite Cate Blanchett; Sweet November; The Replacements; A Walk in the Clouds; the hit thriller The Devil's Advocate, opposite Al Pacino and Charlize Theron; Little Buddha; and Much Ado About Nothing, in which Reeves starred with Denzel Washington, Emma Thompson and Michael Keaton. Reeves was also seen in Bram Stoker's Dracula; My Own Private Idaho; the action-adventure film Point Break; the very popular Bill & Ted's Excellent Adventure and its sequel Bill & Ted's Bogus Journey.

Raised in Toronto, Reeves performed in various local theatre productions and on television before relocating to Los Angeles. His first widely acclaimed role was in Tim Hunter's River's Edge. He then starred in Marisa Silver's Permanent Record and with Amy Madigan and Fred Ward in The Prince of Pennsylvania. Yet another turn came when the actor was cast as the innocent Danceny in Stephen Frears' highly praised Dangerous Liaisons alongside Glenn Close, John Malkovich and Michelle Pfeiffer. He joined other outstanding casts that year in Ron Howard's comedy Parenthood and in Lawrence Kasdan's I Love You to Death.

Audiences saw Reeves for the first time as the romantic lead opposite Barbara Hershey in Jon Amiel's Tune in Tomorrow, also starring Peter Falk. His additional credits include Tri-Star's sci-fi thriller, Johnny Mnemonic, Andrew Davis' action film Chain Reaction and the dark comedy Feeling Minnesota, directed by Steve Baigelman for New Line Cinema.

LAURENCE FISHBURNE (Morpheus), honored for his work on the stage and screen, earned an Academy Award nomination for his searing portrayal of Ike Turner in the hit biopic What's Love Got to Do with It. Fishburne recently made his directorial debut, as well as starring in and producing, Once in the Life, which he wrote based on the one-act play Riff Raff in which he starred, wrote and directed in 1994. The play's initial run in Los Angeles was the first production produced under Fishburne's own banner, L.O.A. Productions.

Fishburne, who began acting at the age of 10, was only 15 years old when he won the role of a young G.I. in Francis Coppola's Vietnam War epic, Apocalypse Now. He went on to work with Coppola on Rumble Fish, Gardens of Stone and The Cotton Club.

Fishburne has collaborated twice with noted director John Singleton, on Boyz 'N the Hood and Higher Learning, earning an NAACP Image Award for Best Actor for the former. His other credits include Othello, Searching for Bobby Fischer, Just Cause, Bad Company, Class Action, Deep Cover, Fled, Cadence, King of New York, Red Heat, Band of the Hand, Spike Lee's School Daze, Steven Spielberg's The Color Purple, Hoodlum, Event Horizon, The Matrix, as the voice for Thrax in Osmosis Jones and most recently as the star of Biker Boyz.

On the small screen, Fishburne received nominations for the Emmy, Golden Globe and CableACE Awards and won an NAACP Image Award for his performance in the HBO movie The Tuskegee Airmen, the story of America's first black combat pilots. He also won an Emmy Award for his role in the premiere episode of Robert De Niro's series, Tribeca. In 1997 Fishburne received an Emmy nomination for Outstanding Lead Actor in a Mini-Series or Special for his starring role in the HBO drama Miss Evers' Boys, which he also executive produced. Miss Evers' Boys was awarded five Emmys, including the coveted President's Award, which honors a program that illuminates a social or educational issue. Fishburne recently starred in and executive produced Always Outnumbered, directed by Michael Apted for HBO.

Fishburne's other television credits include the critically acclaimed telefilms A Rumor of War, For Us the Living and Decoration Day.

In 1992 Fishburne received the Tony Award, a Drama Desk Award, an Outer Critics Circle Award and a Theatre World Award for his work in the Broadway production of August Wilson's Two Trains Running, in which he reprised the role of Sterling Johnson that he originated at the Yale Repertory Theatre. In 1999 Fishburne played the lead role of Henry II of France in the story of the struggle with his estranged wife, Eleanor of Acquitaine.

Fishburne will next be seen in Clint Eastwood's Mystic River, starring alongside the acclaimed cast of Kevin Bacon, Sean Penn, Tim Robbins and Marcia Gay Harden, followed by the explosive conclusion to The Matrix film trilogy, The Matrix Revolutions, in November.

CARRIE-ANNE MOSS (Trinity) landed her big break as an actress when she appeared opposite Keanu Reeves in the Wachowski Brothers' smash hit The Matrix. Following the film's release, Moss starred with Val Kilmer in Red Planet. More recently she co-starred opposite Juliette Binoche, Johnny Depp and Dame Judi Dench in Lasse Hallstrom's Oscar-nominated film Chocolat and starred with Guy Pearce in the critically acclaimed independent thriller Memento, for which she received an Independent Spirit Award for Best Supporting Actress.

Moss was born in Vancouver, British Columbia and began performing in a children's musical theatre group when she was eleven. A trip to Europe with the school choir in her senior year affirmed her passion for performing and she enrolled at the American Academy of Dramatic Arts in Pasadena upon her return. After graduating, Moss moved to Europe and became a successful model, traveling the globe and appearing on many international magazine covers. While working in Spain, she landed a regular role in the television series Dark Justice. Moss moved to Los Angeles the following year when the series switched locations and soon after was cast in a starring role in Aaron Spelling's television show Models Inc.

Moss will next be seen in the thriller Suspect Zero opposite Aaron Eckhart and Sir Ben Kingsley as well as in The Matrix Revolutions.

HUGO WEAVING (Agent Smith) is one of Australia's most acclaimed actors. He graduated from the National Institute of Dramatic Art in 1981 and has since worked extensively in film, television and theatre. He was recently seen in the first two installments of Peter Jackson's epic trilogy The Lord of the Rings as Elrond, Lord of Rivendell.

In 1988 Weaving won an Australian Film Institute Award for Best Actor for his work in The Interview, directed by Craig Monahan. In 1991 he won an Australian Film Institute Award for Best Actor for his work in Proof, directed by Jocelyn Moorhouse. He also received and AFI Award nomination in 1994 for The Adventures of Priscilla, Queen of the Desert, directed by Stephen Elliot.

Weaving's other film credits include The Old Man Who Read Love Stories, Strange Planet, The Matrix, Bedrooms and Hallways, the critically acclaimed True Love and Chaos, Stephen Elliot's Frauds, The Custodian, Paul Cox's Exile, Reckless Kelly, Wendy Cracked a Walnut, The Right Hand Man, For Love Alone and The City's Edge.

His television credits include the acclaimed Australian miniseries Bodyline, the Australian series Halifax f.p., the telefilm The Bite, the miniseries Bangkok Hilton (also starring Nicole Kidman), The Dirtywater Dynasty, Naked - Coral Island, Barlow and Chambers: A Long Way From Home and Melba.

His numerous theatre credits include the Sydney Theatre Company's Macbeth, The Perfectionist, The Cherry Orchard and Arcadia. He has also starred in Much Ado About Nothing and The Taming of the Shrew for the Melbourne Theatre Company, and in Julius Caesar, Ring Around the Moon and Private Lives for the State Theatre Company of South Australia.

JADA PINKETT SMITH (Niobe) was most recently seen in her Image Award-nominated role as Sonji in the Academy Award-nominated Ali, starring Will Smith. She also recently starred opposite LL Cool J, Whoopi Goldberg and Vivica A. Fox in Kingdom Come. Additional credits include Spike Lee's Bamboozled for which she received an Image Award nomination; the title role for director Daisy Von Scherler Meyer's film Woo, co-starring Tommy Davidson; the teen thriller Scream 2 opposite Neve Campbell; and a cameo role as the young journalist in the critically acclaimed film A Return to Paradise starring Vince Vaughn, Anne Heche and Joaquin Phoenix.

Among her additional film credits are The Nutty Professor opposite Eddie Murphy; Set It Off opposite Vivica A. Fox and Queen Latifah; Demon Knight, director Ernest Dickerson's big screen adaptation of the popular HBO series Tales from the Crypt; Keenen Ivory Wayans' A Low Down Dirty Shame; Jason's Lyric and The Inkwell. Pinkett Smith made her film debut in 1993 in Menace II Society, directed by Allen and Albert Hughes.

A native of Maryland, Pinkett Smith studied dance and acting at the Baltimore School of Arts and the North Carolina School of the Arts. Her big break came when she landed a role on the long-running NBC series A Different World. Off-screen, Pinkett Smith is busy with her production company 100% WOMON and is producing a project titled The Coldest Winter Ever along with Sista Souljah and James Lassiter for HBO.

The late distinguished actress GLORIA FOSTER (Oracle) studied at the Goodman Theatre in Chicago, making her earliest professional appearances with the University of Chicago County Theater. In 1963 Foster was awarded the prestigious Obie Award for her powerful performance in In White America. The following year, she was honored with a Theatre World Award. She was last seen on Broadway in the award-winning Having Our Say.

Foster's feature film debut was in 1963's Cool World, and her feature credits include The Comedians, Man and Boy, City of Hope and The Matrix.

Foster's many television credits include guest appearances on Soul Food, Law & Order, The Cosby Show, Mod Squad and I Spy.

MONICA BELLUCCI (Persephone) is perhaps best known for her sizzling performance as Malena, the beautiful young widow who turns a small Italian village upside down in the film Malena by Giuseppe Tornatore.

Bellucci began her career as a model while studying law at the University of Perugia. In 1990 Dino Risi cast her for the Italian television series Vita Coi Figli and her acting career was born. She then made her feature film debut in Francesco Laudadio's La Riffa.

Francis Coppola gave Bellucci a small role in Bram Stoker's Dracula with Gary Oldman, Winona Ryder, Anthony Hopkins and Keanu Reeves, and she went on to star in numerous European features. She appeared with Gene Hackman and Morgan Freeman in Under Suspicion and in the French sensation Le Pacte des Loupes (Brotherhood of the Wolves). Bellucci recently starred in Gaspar Noe's riveting Irreversible and also appeared opposite Bruce Willis in Antoine Fuqua's Tears of the Sun. She has completed filming The Passion for director Mel Gibson.

Bellucci lives in Paris and London.

Born in Taiwan to a large family of eight brothers and four sisters, COLLIN CHOU (Seraph) began his training in martial arts at the age of five. When he was 12, Chou started his film career as a stunt man before landing his first leading role at the age of 18. After spending two years in service for the Taiwan Army, Chou moved to Hong Kong to pursue acting.

Chou, who performs the majority of his own stunts, has exploded on the action scene and appeared in more than 30 feature films for top action directors such as Sammo Hung, Corey Yuen, Tsui Hark, Tony Ching and Yuen Wo Ping. Fluent in English, Mandarin and Cantonese, Chou is also a former member of Sammo Hung's Stuntman Team. Highlights of Chou's action work include the garage fight from License to Steal and his two fights with Jet Li in Bodyguard from Beijing and My Father is a Hero.

The Matrix Reloaded marks Chou's first American film, and he will reprise his role for the final chapter in the Matrix film trilogy, The Matrix Revolutions.

Currently living in Los Angeles, Chou and his wife Wanda recently welcomed twin sons into their family.

A native of Washington D.C., NONA GAYE (Zee) is best known for her acclaimed performance opposite Will Smith as Belinda, Muhammad Ali's second wife in Michael Mann's Ali.

Gaye appeared on stage for the first time when she was three weeks old with her father, soul legend Marvin Gaye. At six years old her father announced on Soul Train, "She sings quite well." She was 14 years old when she cut her first demo and was signed to Atlantic Records at 16. In 1992 she released her first album, Love for the Future, which received high praise from the music industry.

She added modeling to her career, shooting a campaign for Armani and walking the runway for Gianni Versace. In 2001 she returned to the recording studio, collaborating with Bono & Artists Against Aids Worldwide re-recording "What's Going On" as a call to stop the spread of AIDS in Africa.

After taking time to raise her son, Nolan, Gaye began to pursue her dream of becoming an actress. Her first audition was for Ali. The result was her feature film debut, rave reviews, and a call from USA Today for a supporting actress Oscar nomination.

Gaye will reprise her role as Zee in The Matrix Revolutions, which will be released November 5, 2003.
She is currently in production on The Polar Express in which she stars opposite Tom Hanks for director Robert Zemeckis.

RANDALL DUK KIM (Keymaker) was most recently seen as Master Wang in Flower Drum Song on Broadway. As a young actor, he played Asia in The Hawaiians, was seen in four episodes of Hawaii Five-O and played in Steven Tesich's Hollywood PBS special Nourish the Beast.

From 1975 through 1994, Mr. Kim chose to work exclusively on the stage, specializing in Shakespeare and other classical works. In 1994 he began accepting movie and television offers and co-starred with John Hurt in the BBC Special Prisoners in Time. Subsequently, he has played Alan Chan in The Replacement Killers and General Alak in Anna and the King, in addition to his key role in The Matrix Reloaded.

He played Shu in the two-part movie The Lost Empire for NBC's Hallmark Hall of Fame and was featured in an episode of 100 Centre Street. In 1996, after a twenty year absence from New York, Mr. Kim returned to play The Kralahome in the Tony Award-winning Broadway revival of The King and I. Following that, he starred as Eng Tieng-Bin in David Henry Hwang's Golden Child on Broadway, Balarius in Cymbeline at the NY Shakespeare Festival, Marc in Yasminia Reza's ART at the Singapore Repertory Theatre and Koichi Asano in Leonard Spigelgass's A Majority of One, co-starring with Phyllis Newman, at the Jewish Repertory Theatre in NYC and on tour.

At the New York Shakespeare Festival, his credits include Shlink in Brecht's In the Jungle of Cities, Trinculo in The Tempest (Lincoln Center) and Pericles in Pericles. At the American Place Theatre, his credits include Rochelle Owens' The Karl Marx Play, Steven Tesich's Nourish the Beast and Frank Chin's The Chickencoop Chinaman and The Year of the Dragon. At Circle Rep, Mr. Kim was Walt Whitman in Richard Howard's Wildflowers.

Born and raised in Hawaii, Mr. Kim made his stage debut at the age of eighteen playing Malcolm in Macbeth. His love of classics, especially Shakespeare, led him to the Guthrie Theatre in Minneapolis where he played Hamlet in Hamlet, Bishop Nicolas in Ibsen's The Pretenders and Zhevakin in Gogol's The Marriage. At the ACT in San Francisco, he played Richard III in Richard III and performed in The Taming of the Shrew, Three Penny Opera, O'Neill's Marco Millions and J. B. Priestley's When We Are Married. Mr. Kim has also performed with Champlain Shakespeare Festival, Honolulu Theatre for Youth, Indiana Repertory, Baltimore Centre Stage, Yale Repertory, Arizona Theatre Company, Williamstown Theatre Festival and toured in one-man shows of Mark Twain, Edgar Allan Poe, Walt Whitman and a potpourri of classics, What Should Such Fellows as I Do?

He co-founded American Players Theater in Wisconsin with Anne Occhiogrosso and Charles Bright, serving as Artistic Director and playing the title roles in Hamlet, King Lear, Titus Andronicus, King John, Marlowe's Tamberlaine the Great, Hamlet, Chekhov's Ivanov and Sophocles' Oedipus Rex as well as Shylock, Prospero, Puck, Petruchio, Romeo, Friar Laurence, Brutus, Malvolio, Falstaff, Chubukov and Svetlovidov in Chekhov's The Proposal and Swan Song, Dr. Stockmann in Ibsen's An Enemy of the People and Orgon in Moliere's Tartuffe and many more. Mr. Kim received an Obie Award for "Sustained Excellence of Performance" in the legitimate theatre.

HARRY LENNIX (Commander Lock) has appeared in numerous feature films, television series and stage productions. Among his feature film credits are Andrew Davis' Collateral Damage and The Package; the upcoming Never Get Outta the Boat; Pumpkin; Julie Taymor's Titus (for which he received a Golden Satellite Award from the International Press Academy and also received a Tree of Life Award); David Schwimmer's Dogwater; Spike Lee's Get on the Bus and Clockers; and Tim Robbins' Bob Roberts. With Robert Townsend as producer, Lennix staged and adapted, from the original Townsend screenplay, The Five Heartbeats, in which he also starred when it was filmed for Fox.

Lennix currently serves as an artistic associate at the Goodman Theatre in Chicago where he also taught public school for 8 years. Lennix co-founded Chicago's Legacy Productions with Chuck Smith, a colleague from Goodman Theatre. In addition to his performances on stage, Lennix has also directed a number of productions including Aaron Iverson's Unjustifiable Acts, Julius Caesar (which he also co-produced) for the Black Ensemble Theatre, The Glass Menagerie, Charles Fuller's A Soldier's Play, Douglas Turner Ward's Absence and Happy Ending, and co-directed The Visit by Kosmond Russell which was made into a feature film.

For television, Lennix starred in Keep the Faith Baby - The Adam Clayton Powell Story for Showtime (for which he was nominated for an NAACP Image Award), and appeared in a recurring role on E.R. and in guest starring roles on such popular shows as Judging Amy, Ally McBeal and The Practice.

Lennix will soon be seen in the upcoming films Suspect Zero with Carrie-Anne Moss and The Human Stain, starring Sir Anthony Hopkins and Nicole Kidman.

HAROLD PERRINEAU (Link) starred on the critically acclaimed HBO series OZ created by Tom Fontana. For the past 6 seasons, Perrineau portrayed the role of Augustus Hill, the wheel chair bound narrator imprisoned for 20 years to life for drug dealing and murder in this gritty, quick-paced CableACE-winning series.

Perrineau recently appeared on the big screen in Woman on Top opposite Penelope Cruz. His other feature film credits include The Best Man, the independent films On_Line and A Day in Black and White, The Edge opposite Anthony Hopkins and Alec Baldwin, Baz Luhrmann's Romeo + Juliet opposite Leonardo DiCaprio, Claire Danes and John Leguizamo and Wayne Wang's critically acclaimed film Smoke, for which he was nominated for the Independent Spirit Award for Best Supporting Male.

Born in Brooklyn, Perrineau studied musical theatre at the Shenandoah Conservatory of Music in Virginia and received a dance scholarship to the prestigious Alvin Ailey American Dance Center in New York. Upon graduation, he began his professional career in both Broadway and off-Broadway productions, appearing in such hits as Dream Girls, Godspell and originating the stage role of Tyrone in Fame.
Perrineau's first major television break happened in 1990 when he was cast in a recurring role on the NBC series I'll Fly Away.

NEIL AND ADRIAN RAYMENT (The Twins) came to The Matrix Reloaded through their extensive karate and kung fu experience. Both are Nidan JKA Black Belt Shotokan Karate instructors, as well as professional fitness consultants. They are trained in Karate Do, Kuko Schin-Kai, Wu-Tai and Boxing.

The Rayments live in London, where they are very popular lifestyle television presenters. Their credits include Granada Television's Simply DIY; breakfast television's Lifestyle This Morning; ITV's Better Homes and Live Time Granada Breeze.

The Matrix Reloaded is their first feature film.

Since graduating from London's Drama Centre in 1977, Paris-born French actor LAMBERT WILSON (Merovingian) has worked extensively in films with acclaimed directors such as Fred Zinneman, who gave Wilson his first starring role in Five Days One Summer opposite Sean Connery. Wilson also worked with Jodie Foster in Claude Chabrol's The Blood of Others; with director Andre Techine for Rendez-Vous opposite Juliette Binoche; in Andrzej Wajda's The Possessed; Peter Greenaway's The Belly of an Architect; Carlos Saura's El Dorado; James Ivory's acclaimed Jefferson in Paris; Vera Belmont for both Red Kiss and Marquise; John Duigan's The Leading Man; Alain Resnais' Same Old Song; Jacques Doillon's Trop(peu) d'amour; Deborah Warner's The Last September; and Raul Ruiz' Combat d'amour en Songe, among others.
Wilson has been nominated five times for the French Cesar Academy Awards, most recently for Best Supporting Actor for his performance in Fabian Onteniente's 1999 comedy Jetset. He recently completed Timeline, directed by Richard Donner, and is currently shooting with Audrey Tatou for Alain Resnais' new picture Pas Sur la Bouche.

On stage, Wilson has performed in both French and English. He starred in A Little Night Music, directed by Sean Matthias, with Judi Dench for the Royal National Theater in London in 1996, as well as in Harold Pinter's Ashes to Ashes in 1998. His stage credits include L'Amour de L'Amour, La Machine Infernale, La Celestine, Eurydice and Ruy Blas. Wilson has also directed himself in Musset's Les Caprices de Marianne, which opened in Peter Brooks' Theatre des Bouffes du Nord in Paris in 1994, and subsequently toured throughout France. In 2002 he directed Kristen Scott Thomas and performed in Racine's Berenice at the Avignon Festival and at the Chaillot National Theatre in Paris.

As a singer, Wilson recorded in 1989 an album of songs from the Great American musicals entitled Musicals. The album, released by EMI and produced by John McGlinn, formed the basis of his concert series Lambert Wilson chante at the Casino de Paris and on tour in 1990/91. In 1996 he recorded a collection of classic songs from the golden age of French cinema entitled Demon et Merveilles (Virgin Classics) and opened the new Theatre des Abbesses in Paris in April 1997 with concert performances based on these recordings. The show, eponymously titled Demons et Merveilles, toured France and was presented in Canada, Hong Kong, and Japan during the autumn/winter of 1997.

As a narrator, Wilson has also worked under the direction of some of the world's greatest conductors including Rostropovitch, Pretre Mazur, Dutoit and Ozawana, in works such as Debussy's Le Martyre de Saint Sebastien, Berlioz's Lelio, Stravinsky's L'Histoire du Soledat and Schuman's Manfred. Other recording work includes narrator of Homegger's Le Roi David and Stravinsky's Oedipus Rex (Welster-Most EMI).

An award-winning stage-trained actor from Australia, ANTHONY WONG (Ghost) has dozens of theatre, television and feature films to his credit. Wong is a veteran of over thirty acclaimed Australian and international television shows including Water Rats, All Saints, Stingers, Embassy, Spellbinder 2, Singapore Sling, Tanamera and Dr. Jekyll and Mr. Hyde.

In addition to his role as Ghost in The Matrix Reloaded, Wong stars as Ghost in Enter the Matrix, a visionary video game that intersects with the plot of Reloaded and reveals aspects of the story not depicted in the film.
Wong's additional film credits include Floating Life, Lilian's Story, Till There Was You, Seeing Red and The Reunion. Theatre highlights include his award-winning performance in Sex Diary of an Infidel, as Lucentio in The Taming of the Shrew and diverse lead roles in M. Butterfly, Unidentified Human Remains and the True Nature of Love, The Emperor Regrets and The Swan, amongst many others.
Wong will next be seen on-stage in the demanding lead role of a Malaysian king in Coup D'Etat for Melbourne Theatre Company.

ABOUT THE FILMMAKERS

THE WACHOWSKI BROTHERS (Writers / Directors / Executive Producers) were born and raised in Chicago and have been working together for more than 30 years. Prior to making The Matrix in 1999, the Wachowskis wrote and directed their first feature film, Bound, a thriller starring Gina Gershon, Jennifer Tilly and Joe Pantoliano. Little else is known about them.

JOEL SILVER (Producer) is one of the most successful producers in the motion picture industry today. His films have earned a combined gross of almost $4 billion worldwide, averaging over $100 million per picture. His 1999 production The Matrix grossed over $456 million worldwide, earning more than any other Warner Bros. Pictures film in the Studio's history at the time of release. Universally acclaimed for its groundbreaking storytelling and visuals, The Matrix also won four Academy Awards, including the award for Best Visual Effects, and was the first DVD release to sell one million units.

In addition to producing The Matrix Reloaded and The Matrix Revolutions, the second and third chapters of the Matrix trilogy, Silver executive produced The Animatrix, a groundbreaking collection of nine short films inspired by the visionary action and innovative storytelling that power The Matrix. This spectacular fusion of CG-animation and Japanese anime features Final Flight of the Osiris, a nine minute short that serves as an explosive prelude to The Matrix Reloaded.

Silver also produced the video game Enter the Matrix, starring Jada Pinkett Smith and Anthony Wong, who reprise their roles from The Matrix Reloaded and The Matrix Revolutions. Powered by one hour of additional film footage written and directed by the Wachowski Brothers, Enter the Matrix furthers the chain of action set off by Final Flight of the Osiris and intersects with the plot of Reloaded, revealing aspects of the story not depicted in the film.

Prior to the completion of the Matrix trilogy, Silver supervised the release of The Matrix Revisited, a special-edition DVD that includes extensive behind-the-scenes footage of the making of The Matrix, as well as an exclusive preview of The Matrix Reloaded and The Matrix Revolutions.

Silver is currently producing Gothika, directed by Mathieu Kassovitz and starring Halle Berry and Penelope Cruz, through his Dark Castle Entertainment division. Gothika is scheduled for release in October 2003. Silver and Robert Zemeckis launched Dark Castle, the production entity they formed in the spirit of the late horror impresario William Castle, with the record-breaking release of House on Haunted Hill, which opened at number one on Halloween of 1999. This was followed by the successful Dark Castle releases Thirteen Ghosts and Ghost Ship.

Most recently, Silver produced the hit films Cradle 2 the Grave, starring DMX and Jet Li; Swordfish, starring John Travolta, Hugh Jackman and Halle Berry; Exit Wounds, starring Steven Seagal and DMX; and Romeo Must Die, featuring Jet Li and Aaliyah.
Silver began his career at Lawrence Gordon Productions, where he ultimately ascended to president of motion pictures for the company. He associate produced The Warriors and, with Gordon, produced 48 HRS., Streets of Fire and Brewster's Millions.

Silver's first independent production under his Silver Pictures banner was Commando, followed by Jumpin' Jack Flash and Predator. Silver then produced Lethal Weapon, Lethal Weapon 2, Lethal Weapon 3 and Lethal Weapon 4, as well as Die Hard, Die Hard 2: Die Harder, The Last Boy Scout, Demolition Man, Richie Rich and Conspiracy Theory. He executive produced, with Richard Donner, David Giler, Walter Hill and Robert Zemeckis, eight seasons of the award-winning HBO series Tales From the Crypt, as well as two Tales From the Crypt films While a student at Columbia High School in Maplewood, New Jersey in 1967, Silver and a group of his friends invented a game called Ultimate Frisbee. The fast-moving team sport has since become a global phenomenon supported by tournaments in 42 countries. One of the fastest growing sports in the world, Ultimate Frisbee was played as a medal sport in the 2001 World Games held in Akita, Japan. In 2002, well over two thousand players representing twenty-four countries competed in the World Flying Disc Federation's World Ultimate Club Championships in Honolulu, Hawaii.

GRANT HILL (Executive Producer) most recently produced Terrence Malick's The Thin Red Line for which he was honored with an Academy Award nomination. Previously, Hill served as the co-producer on James Cameron's Titanic and The Ghost and the Darkness, starring Michael Douglas and Val Kilmer.

After completing his law degree in 1978 at the University of Melbourne, Hill moved to the Middle East where he worked for a year before relocating to Asia. Based in Thailand, he worked extensively in South Asia before returning to his native Australia in 1983. After completing a graduate degree at the newly established Australian Film School in Sydney, Hill started working in the film industry as a location manager and then as a production manager. Upon moving to the United States in 1992, he served as head of production for Village Roadshow Pictures in their Los Angeles office.

In 1999, in association with Terrence Malick, Hill set up Elizabeth Bay Productions, which currently has projects in development at several studios.

BRUCE BERMAN (Executive Producer) joined the production division of Warner Bros. Pictures and rose through the executive ranks to become President of Worldwide Theatrical Production. Under his aegis, the studio produced and distributed such titles as the Oscar-winning Driving Miss Daisy, as well as GoodFellas, Presumed Innocent, Robin Hood: Prince of Thieves, Batman Forever, Malcolm X, The Bodyguard, JFK, The Fugitive, Dave, A Time to Kill and Twister.

In 1996 Berman started Plan B Entertainment, the Warner Bros. Pictures-based independent production company that was later acquired by Village Roadshow Pictures. Village Roadshow Pictures, where Berman now holds the post of Chairman and Chief Executive Officer, currently has 20 projects in various stages of development at Warner Bros. Pictures. Most recently, Berman executive produced the immensely successful Ocean's Eleven, Training Day, Cats & Dogs, Three Kings, The Matrix, Analyze This, Deep Blue Sea, Practical Magic and Space Cowboys through Village Roadshow's partnership with Warner Bros. Pictures, as well as the hit comedy Miss Congeniality, produced jointly with Warner Bros. Pictures and Castle Rock Entertainment. He also recently served as executive producer on the romantic comedy Two Weeks Notice.
Berman will serve as executive producer for the upcoming movies from Village Roadshow, which include Troy, starring Brad Pitt and directed by Wolfgang Petersen, the thriller Taking Lives, starring Angelina Jolie and Ethan Hawke, the sequel to Ocean's Eleven, Ocean's Twelve, and Catwoman with Halle Berry, all for 2004.

After filming Bound with Larry and Andy, BILL POPE, A.S.C. (Director of Photography) took the red pill and has been a captive of the Wachowskis for the last 5 years. With the completion of Revolutions and Reloaded, he has finally taken the blue pill and will return to blissful ignorance.
He has actually worked on other films as well, including Clueless and Army of Darkness. He is now at work on Spiderman 2.

OWEN PATERSON (Production Designer) won an Australian Film Institute Award for Best Production Design for Stephen Elliot's The Adventures of Priscilla, Queen of the Desert. Among his other credits are Red Planet, The Matrix, Stephen Elliot's Welcome to Woop Woop, Race the Sun, Minnamurra, The Place at the Coast and Traveling North. Paterson also worked as art director on the Australian feature Bliss and The Coolangatta Gold.

His television credits include Noriega: God's Favorite, The Beast and the telefilm The Riddle of the Stinson.

ZACH STAENBERG, A.C.E. (Editor) won an Academy Award and an American Cinema Editors' Eddie Award for his work on Andy and Larry Wachowski's The Matrix. Before editing The Matrix Reloaded and The Matrix Revolutions, Staenberg edited AntiTrust, directed by Peter Howitt. He started with the Wachowski Brothers on their first feature film, Bound. His first credit was the original Police Academy.

Staenberg also received an American Cinema Editors Eddie Award and an Emmy nomination for his work on the HBO film Gotti, starring Armand Assante (who actually won the Emmy).

Staenberg graduated from the University of Wisconsin at Madison. He's crazy about his seven year-old son. Not much more is known.

DON DAVIS (Music Composer and Conductor) previously collaborated with the Wachowskis when he scored their films Bound and The Matrix, as well as The Animatrix project and the video game Enter The Matrix.

His composing credits include Behind Enemy Lines, Jurassic Park III, AntiTrust, The Unsaid, House on Haunted Hill, Valentine, Warriors of Virtue, Route 9, The Lesser Evil and Blackout, as well as the telefilms Weapons of Mass Distraction for HBO, starring Ben Kingsley and Gabriel Byrne, Murder in Greenwich, Race Against Time, starring Eric Roberts, Personally Yours, Life of the Party: The Pamela Harriman Story, starring Ann-Margret, The Lake, In the Company of Spies, starring Tom Berenger and Ron Silver, A Match Made in Heaven, starring Olympia Dukakis, The Alibi, Not in this Town, In the Lake of the Woods, Leave of Absence, Murder of Innocence, A Little Piece of Heaven, Woman with a Past, Home Fires Burning and A Stoning in Fulham County.

He also composed the music for such miniseries as The Third Twin, House of Frankenstein, Robin Cook's Invasion, Pandora's Clock, The Beast and In the Best of Families, as well as for the TV series SeaQuest DSV, Capitol Critters, My Life and Times, Tiny Toon Adventures, Star Trek: The Next Generation and Beauty and the Beast.

After winning an Academy Award for his work on The Matrix, JOHN GAETA (Visual Effects Supervisor) rejoins the Wachowski Brothers for The Matrix Reloaded and The Matrix Revolutions. Prior to completing this landmark trilogy, Gaeta enjoyed a career in a little-known industry called therapeutic shock graphics. Part military intelligence, part counter-culture, he pioneered the depths on non-sensical simulation and alter-logic entertainment in pursuit of the ultimate social tranquilizer. Despite colossal failure to legally broadcast on commercial television, Gaeta looks upon his research fondly -- and occasionally with some fear.

In his off time, Gaeta likes to parasail, high dive, meditate while angry and sculpt with frozen butter. He's a bad artist, an amateur hypnotist and generally distracted by the volatile machinations of unleashed Hollywood power.

Gaeta's other film credits include acting as director on the documentaries How to Subvert a Friendly Well-Meaning Population and Why Being Struck by Lighting is Fun; as a sound designer for Nude Law Enforcement; and as a production assistant on Citizen Kane, Gaeta's first job in Hollywood.

KYM BARRETT (Costume Designer) most recently designed the costumes for From Hell, directed by the Hughes brothers and starring Johnny Depp and Heather Graham. Her previous credits include three films for Warner Bros. Pictures: Three Kings, Red Planet and The Matrix, for which she was nominated for the CDG Award for Excellence for Costume Design for Feature Film -- Period/Fantasy. Baz Luhrman's Romeo + Juliet served as Barrett's first feature film as costume designer.

YUEN WO PING (Fight Choreographer) recently served as the Fight Choreographer on the celebrated Academy Award-winning Ang Lee film, Crouching Tiger, Hidden Dragon. Prior, Wo Ping collaborated with the Wachowski Brothers and choreographed The Matrix, which won him worldwide attention.

Wo Ping was born in Guangzhan, China in 1945, the eldest of 10 children. He studied Peking Opera and Kung Fu under the tutelage of his father, Yuen Siu Tin, who was also a father figure to the young Jackie Chan. Yuen Siu Tin brought his son to the attention of the well-known Wong Fei Hung series producers and Wo Ping worked on some of their films during the 1960s. He subsequently worked as a Kung Fu fighter and stuntman at Shaw Brothers and can be seen in films such as Wang Yu's The Chinese Boxer.

By the age of 26, he had earned his first film choreography credits with the early Kung Fu hits of Ng See Yuen including Mad Killer, Bloody Fists and Secret Rivals 2. For the Shaw Brothers, Wo Ping arranged the fights for Chu Yuan's films The Lizard and The Bastard.

In 1978 Wo Ping directed his first film, the hugely successful and influential The Snake in the Eagle's Shadow, starring the now legendary international star Jackie Chan. He went on to direct another Jackie Chan feature, Drunken Master, as well as Dance Of The Drunk Mantis which starred his brother, Sunny Yuen. Wo Ping also worked for Golden Harvest, directing the Wong Fei Hung films Magnificent Butcher and Dreadnought.

In 1979 Wo Ping formed his own company and produced and choreographed Tsai Siu Ming's Buddhist Fist the following year. He directed his protege, Donnie Yen, in Drunken Tai Chi, followed by Tiger Cage, In The Line Of Duty 4 and Tiger Cage 2.

The revival of traditional Kung Fu movies saw Wo Ping work on the fight sequences of Tsui Hark's Once Upon A Time In China films with Jet Li, and on Wong Ching's Last Hero In China. His other credits include the Kung Fu epics Tai Chi Master and Wing Chun. In 1993, Wo Ping directed one of his finest films, Iron Monkey, again starring Donnie Yen, and in 1994, he was fight choreographer on the film Fist of Legend. It was his work on this film that first caught the attention of the Wachowski brothers.

Wo Ping's upcoming projects include The Matrix Revolutions and Quentin Tarantino's Kill Bill.

Academy Award-winning sound designer and supervising sound editor DANE A. DAVIS, MPSE was born quietly in La Mesa, California in the late fifties. From then on he was always noisy. In early adolescence Davis borrowed reel-to-reel tape recorders and experimented with ways to use them improperly. Other than his Grandfather's clarinet, his access to legitimate musical instruments was very limited so he built and converted various illegitimate (mostly unplayable) instruments to use in conjunction with partially disassembled tape decks. His mother moved him into the garage where he continued to live noisily for more than a decade.

In high school Davis began making super-8 movies, which became a good excuse to make seemingly purposeless audio assemblages that could be repurposed as movie soundtracks. This aural intent took him to the film school of California Institute of the Arts where he confronted modular synthesizers and many new noise-producing tools. While making his own films, he continued to create soundtracks for student films and eventually mixed most of the films being made at the school.

After matriculation into the real world, Davis continued making mostly non-musical soundtracks for experimental short films and started working as a sound editor on various longer film projects. In 1986 he founded Davistracks in Hollywood in a closet of the company he worked for during the day as a sound transfer operator. As more sound design and editing work for low-budget independent movies passed through his closet, he quit his day job.

Davis continues today working primarily as a Sound Designer and Supervising Sound Editor on feature films as varied as The Matrix Reloaded, Treasure Planet, 8 Mile and The Matrix. He also creates sound design for TV ad campaigns like Nike Shox (Boing!) and the herd of Pirelli tires rolling across the country.

Along the way, Davis became enamored by the audio seduction of interactive game play. He still gets the shivers when reminded of how evocative the music and sound design of Myst and Doom felt in the context of exploring an unknown world. Today Davis and Davistracks are active in exploring the psycho-acoustic boundaries of interactive media as the platform technology approaches the depth and detail potential of motion pictures. He considers the application of the subjective emotional and dramatic principles of cinema sound design to the non-linear paths of game play to be the challenge of the current decade.

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