
Mark Bakowski, ILM’s Visual Effects Supervisor, shares some behind-the-scenes tricks used to bring Willow to the small screen on Disney+.
Although George Lucas and Ron Howard had discussed concepts for a Willow television series at different times over the years, the catalyst for the series that Lucasfilm ultimately produced came during production of Solo: A Star Wars Story (2018). When Howard joined that project as director, co-writer Jonathan Kasdan began lobbying for a revival, and the rest, as the saying goes, is history.
Elsewhere on the Solo set was Mark Bakowski, working for Industrial Light & Magic (ILM) as an additional onset visual effects supervisor. He’d join ILM’s London studio around the time of its establishment in 2014, having spent many years in the visual effects industry of his native England. At ILM, Bakowski has “grown and grown ever since,” as he tells Lucasfilm.com, working as visual effects supervisor for projects like Spectre (2015), Aladdin (2019), The Midnight Sky (2020), and No Time to Die (2021).
Willow presented a mix of new opportunities for Bakowski. Not only would he be stepping into episodic television, but into the role of Lucasfilm’s visual effects supervisor overseeing the entire series, including work accomplished by ILM and partnering vendors. This was distinct from his previous roles working with clients within ILM on specific assignments. “As a visual effects supervisor with ILM,” he explains, “a client will come to you with a particular request like a creature or a sequence. Your job is to execute it well, and you bring ideas to it, and that’s fun.
“But working as the head of department is so much more interesting,” he continues. “You’re watching the script evolve as it’s written and rewritten. Problems come up, things happen, and you have all these discussions about what’s feasible. You’re part of the evolution of bouncing creative ideas off each other to find solutions. You can have a lot more creative input. It’s problem-solving, not just on the pixels level, but rather along so many fronts. The reason a lot of us go into this industry is because we love movies, that’s what it’s all about for me. This brings you closer to the feeling of being a filmmaker, being involved, and putting your stamp on it.”
If loving movies is what it’s all about, then Bakowksi was particularly excited to be involved in a project with such lineage. “You’re obviously a fan of the original Willow if you like visual effects,” he says. “Everyone remembers it.” The team was even able to incorporate a handful of morphing effects into the new series, modern equivalents to the groundbreaking transformation of Fin Raziel created by ILM’s burgeoning computer graphics team in the late 1980s.
Examples of morphs from the new series include the Dag’s transformation from a bird into humanoid form, and later when the Withered Crone is finally revealed in her true, hideous appearance. As the original ILM team had originally shot practical elements for Fin Raziel, Bakowski and his crew onset helped shoot with the Dag (played by Claudia Hughes). “We wanted her to have forward momentum, so we asked to have her standing on a box so she could jump off it and move forward as if she were coming to a stop,” he says. “The camera operators also needed to be aware of the size of the bird. The tilt-down needed to allow space for it to occupy. We’d show the crew the pre-visualization to help suggest the idea.”
In his capacity as overall effects supervisor, Bakowski was present for the entirety of Willow’s principal photography at Dragon Studios in Wales and on location around the country. This required many months away from his home in London, and enduring constant changes during the global pandemic. It also required constantly shifting from task to task with multiple episodes in simultaneous production. “You’re prepping one thing while they’re shooting something else in the middle,” says Bakowski. “It can get incredibly busy just trying to stay on top of things. You’re doing a recce at one place while they’re shooting a difficult scene in another place. You need a good team, and we had one.”
Among Bakowski’s team was onset visual effects supervisor Nicky Walsh, who remained attached to the show’s main unit. When a second unit was working, Bakowski would join them in the same capacity, but otherwise remained flexible to move from task to task, overseeing preparations across the entire shoot. By far the biggest logistical challenge was navigating the pandemic. At one point, Willow’s entire effects team came down with COVID-19, save one trainee who stepped up to fulfill the team’s role while filming continued.
“In episode seven when they’re on the Shattered Sea, there’s a giant sunset,” Bakowski explains. “If we did it on greenscreen, it would’ve been very expensive. So it’s actually a big trans light, basically a big picture in the background that was illuminated in different ways. ILM made one large picture of a sunset and the director of photography [Will Baldy] could put cool or warm lights behind it to change the vibe. Then in post-production we’d do a few little extensions, but in some angles, it already lined up perfectly. We’d add some extra lens flare to the sun, move the clouds, and put some birds in to give it life. It’s not the Volume, it’s just a big picture!”
Bakowski admits that “it was a leap of faith to say we could do it, but I think it’s justified. It feels in the spirit of the original Willow. It’s physical and real, and similar to a Volume, but people could actually see it.” For the moments at night on the Shattered Sea, a similar background lighting pattern was used, only much darker, and the effects team later added the magnificent stars and reflections.
“Beyond the Shattered Sea” also included scenes where Graydon interacts with his newfound companion, a Mudmander creature whom he names Kenneth. “When Graydon gives Kenneth a pat on the head, that’s an animatronic created by Neal Scanlon’s team,” Bakowski notes, “but we often replaced elements of his face, like his eyes and nose. It’s a hand in hand collaboration. We just needed to help make sure the pupils dilated and add some of those details.”
The shots of Kenneth pulling the watercraft across the Shattered Sea required ILM to replace practical tools and elements from the shoot like the tow-vehicle, tracks in the mud, and distant scenery. “Those scenes work quite well,” says Bakowski. “They’re really on a beach being pulled with the wind in their hair and the lighting. It fits that logic of trying to do things for real and filling in the visual effects around it. You get that natural, physical vibe.”
Head to Lucasfilm.com to read the article in full. Here’s hoping we get some more information on a second season of the series at next month’s Star Wars Celebration in London, but in the meantime you can watch the first season of Willow on Disney+ now.







