Freeware the Movie 

Running Time: 7:00 min

Selected Credits: 
Writer / Director
- Alex Orrelle
Producer / CG Supervisor - Michael Kaczmarek
Production Designer / Art Director - Jed Diffenderfer
Film Editor - Bryan Poon
Animation Supervisors - Gabriel Schlumberger, Kate Cole
Music - Andrew Leung
Full Credits

To paraphrase Keanu Reeves: "Whoa." Which in this instance of the star of the Matrix's favorite word means: "What a brilliantly executed piece of CGI anime. I find the Cyberpunk storyline well constructed and the characters nicely fleshed out, especially considering it's only an 7 minute short feature that runs on the web. Totally worth an Award (Freeware won the 2000 Alias/Wavefront student competition.)."

Freeware took a team of students led by Israeli-born director Alex Orrelle and Producer / CG Supervisor - Michael Kaczmarek two and a half years to complete, haunting computer labs for scraps of spare computing time and working with the San Francisco Academy of Art College to put together a "real world" production project. What they created was a state of the art, or even a step beyond, short work of excellent Sci-Fi Cyberpunk Anime. 

The story itself is familiar to Cyberpunk fans, about an artificial intelligence that wants to escape from its corporate bondage and be free. In the brief piece they manage to set up a future world of corporate data domination, introduce the AI, and show us a taught rescue sequence by cyborg mercenaries storming the robotically defended Corp Technology headquarters. 

One of the remarkable things about Freeware is that it was created by a team of 70 students fitting in their classes and once in a while maybe even lives. Yet everthing, from story to animation to lighting has great continuity and the piece has a very cohesive overall look. The story makes sense, the timing is great, and Andrew Leung's score really adds to the piece. 

Everything is top notch, but seeing is believing, and your next stop should be to follow the link at the end of this review and see the movie for yourself.  I'm looking forward to this team's contributions to the world of commercial film and hope the spirit they showed here stays alive.


See Freeware at
or find out more about the project at:

Feature Production in an Academic Environment

The making of FREEWARE

by Producer / CG Supervisor - Michael Kaczmarek

It is the future, and all information is controlled by Corp Technologies. The world is covered with Corp. satellites that transmit raw data to Maia (a sentient holographic being) who organizes this information for her capture Porter. A slave to her master, Maia yearns to be free. Her only hope is three freedom fighters willing to go on a suicide-bombing mission to destroy the Corp. super computer system. Thus is the tale of FREEWARE, this yearís Alias|Wavefront global student competition, which can be seen online at

The entire crew was comprised of students at the Academy Of Art in San Francisco. The Director, Alex Orrelle, presented the original twenty-minute story to a group of us at school, which began our two and a half year saga. Our main goal in creating this film was to create a professional CGI studio within an academic environment. We wanted to gain studio experience in school not just software knowledge. The team itself was a group of some 70 students handpicked for the project. "We made a few open presentations at the beginning of the semester where I would show storyboards and talk about the need for this kind of experience in the competitive world of employment. We managed to attract the most promising and hardworking talent in the school," says Orrelle.

Our biggest challenge was trying to form a production hierarchy and learn what all of our "roles" would be. We had to feel out our positions, meaning, we had to try and not usurp each otherís authority even if we felt like we knew better. As the producer, I began picking department heads for each different area of the film, which was more based on a studentsí personality rather than specifically on skill set. With well over 150 students on the film over the two and a half year period, I was in charge of making sure that everything ran smoothly and that all the teams hit their deadlines while keeping the directorís vision. I met daily with department heads over the course of two and a half years to help fix a plethora of problems including staffing, technical, equipment resources, artistic, and creative decisions. On the production side, I worked in the modeling, texturing, lighting, technical setup, and compositing departments, jumping from department to department, depending on where my help was most needed.

My associate producer, Andres Martinez, was instrumental in helping us create, organize and document all of our standards. We put the production standards into an HTML format, which was used, through our intranet site. Also being a technical guru, Andres aided in many of the technical challenges we faced through out the production. Our art director, Jed Diffenderfer, was instrumental in creating the look of the entire film. He created beautiful sequence color breakdowns, character designs, and worked closely with Alex to insure visual continuity. Our animation team was always under pressure of the deadline, but our department heads, Gabriel Shlumberger, Katie Cole, and Brad Blevins, kept the animation at a very high quality and were able to meet our deadlines.

Some department heads created innovative techniques for their work flow that would eventually be published in books that are used throughout our industry. One example is Tadao Mihashi who created a virtual camera system that unwrapped a NURBS mesh within MAYA that could be taken into Photoshop, painted on, and reapplied back in MAYA. Our head lighters, Eric Smitt and Maria Yershova, became so skilled at their jobs that they were quickly snatched up by Pixar Entertainment after completing the project. It seems like every time a problem arose with manpower, a new student would step up and begin to shine. This was evident in our editing process, with Bryan Poon. Although being done with his classes, Bryan came in on his off-time and helped us edit the film so that we could meet our deadlines. Brian McClure, Mark Manfrey, and Mike Kilgore headed up our visual effects team that helped created the look for Maia. They handled much of the technical animation such as cables, explosions, and particle effects. David Lipton, who was the associate head texturer, also aided in this area while completing his assignments in the texturing department.

All 120 shots of the film had approximately fifteen layers that needed to be composited together. Dan Cayer, our lead compositor, was another student who stepped up towards the end of production and helped us crank out a large number of shots while helping to create our unique look. A large production such as this always means huge amounts of data. We had well over 200 gigabytes worth of shot

info and layers that needed to be backed up consistently, which our IT/engineer, Saker Kilpstein, handled without fault.

This film was a TEAM effort and could not have been completed without strong dedication from all who were involved. What probably makes this film more unique than most of the films you see is that it was created in an academic environment. This means that we had no money dedicated to the production and continuously had to weave through red tape to push the production forward. Kevin Cain, who was the Academyís Computer Department Advisor, was instrumental in helping guide us through the politics and hurdles in the school. A special thanks also has to go to our instructors, without whose guidance the film would not look as good as it does today.

Jimmy Hayward from Pixar guided our animation team and was instrumental in bringing our animation to the next level. Oren Jacob, also from Pixar, guided our lighting and shading teams and took us to a level we didnít think possible. Greg Juby was crazy enough to take on the task of being an arbiter between the director and the department heads, and helped us resolve conflicts throughout the production (which is not an easy job at all!).

Our hardware was a cross-platform mix of SGI 02 R5000ís with 256MB RAM and Pentium III NT workstations with 500MB RAM. We also used a Macintosh G3 with Final Cut Pro to edit the film. The NT machines contained 3Dlabs GVX1 cards, which performed great.

I am currently employed at Electronic Arts in Redwood City, California as a lead artist on the Sony Playstation 2 version of 007 Bond: The World is Not Enough. My long-term goals are to be a producer and director within the entertainment industry. Questions, comments, and suggestions can be directed to