As I continued to work on Theodore Rex, my chest pains got worse.

Then, I arrived at work one morning to see that there was a new contract on my drawing board. It negated everything I had negotiated for — including my Play-Or-Pay deal. I was instructed to sign it. As the chest pains worsened, I decided this stupid dinosaur movie was not worth dying for.

I silently packed up my things. I left the unsigned contract on my drawing table. Then, I headed for home. I could have stayed a few more days until my Play-Or-Pay deal kicked in and I could cash out — but I didn’t. I wanted out of there ASAP, big payday forthcoming or not.

Upon leaving the film, my chest pains immediately vanished.

I had to sue the producers for my last paycheck in Small Claims Court. I won.

I continued to work as the production designer on Theodore Rex. On that film, I had a Play-Or-Pay deal — my first. Here’s how that works: If the film doesn’t get made by a certain date, then I receive the entire amount (or a substantial sum; in this case, I think it was $10,000) I would have made had the film been produced. It’s a great deal; I was surprised it was offered to me without my having to ask for it.

I assume their strong desire to have me on board partially reflected my expertise with dinosaurs and my reputation for being fast. Plus, I’m a production designer who can actually draw, something this particular film really needed.

As my frustrations with the film progressed (mostly my not being allowed to hire the people I knew this movie needed), I began having massive chest pains.

At the same time I was working on Theodore Rex, I was attempting to accomplish the certifications I needed to be able to scuba dive under the ice in Antarctica (I had been awarded the National Science Foundation’s Antarctic Artists and Writers Program Grant for the 1992/1993 season). The delays on Theodore Rex began to potentially encroach upon my upcoming Antarctica trip.

I have a reputation for being fast. That has been a goal of mine ever since I discovered what Jack Davis was making as a cartoonist/illustrator.

One day, Theodore Rex‘s main producer came to me.

“Bill,” he said. “I heard you were fast — but I’m just not seeing it.”

That startled me. I thought my output on Theodore Rex was considerable. Nevertheless, I really knuckled down and began to produce huge volumes of art for the film.

After the film had been made, a key member of the production clued me in to what had been going on:

According to him, the producer was taking my art to Sicily, where the producer was having a hot affair with the son of a Mafia Don, who was financing our film. The producer claimed that my work was the work of a twelve-person art department. The producer collected the pay for these twelve artists from the son of the Sicilian Don.

Back home in Los Angeles, I got paid, while the producer pocketed the pay of the other eleven non-existent artists. Eventually, the Mafia Don noticed some huge funds were going missing and confronted his son. Screwing around with a Mafia Don’s money? Why this producer doesn’t have cement shoes is beyond me.

Here are some more Theodore Rex sets and a couple of Theodore Rex Bad Guys:

A little Enki Bilal influence here.

I was very fortunate in being able to hire Doug Juhn to work with me on Theodore Rex. I kick-started Doug’s film career while he was still attending Art Center College of Design and was living in my backyard guest house. Doug was brilliant (he passed away over a year ago); I (successfully) tried to get Doug work on whatever film or other kinds of entertainment projects I had going. He always came through like gangbusters.

Unfortunately, Doug was my only hire on the film (I just noticed that Doug, despite his incredible work on the film, did not get a screen credit — check IMDB. Shame on the producers; Doug was on the film longer than I was, and did a lot to salvage this wrong-way production).

Except for Doug, the producers would not let me hire my own Art Department film crew. This put me in a terrible position. I needed to work with people I knew and could trust, people who I knew would come through for me — not people who were getting jobs because they were friends of the producers.

For example: Without consulting me, the main producer hired a Construction Coordinator, thinking they were going to get a great deal, because that Construction Coordinator told the producer that he was only going to charge our production Cost of Materials + ten percent. Sounds like a fair profit, right? This guy was so stupid, though, that he thought he could get away with bragging about how he was going to get the lumber company to write up fake invoices, inflate their prices, and then arrange kick-backs for himself and the lumber company.

The Film Biz is a small local industry. Everybody knows what everybody else is doing — especially if they are stupid enough to brag about what they are doing to screw a production. The construction coordinator thought that this info was not going to get back to me? Once again, I embarrassed the producer, this time by showing I knew more about The Biz than he did.

I’ve got a lot of Theodore Rex art. I warn you, though: just because you might like the art, doesn’t mean you will like the film. Honestly, I beg you not to watch this movie. You will never, ever get that hour and a half back.

Here are some of my set designs for the film:

Film #43: Theodore Rex (1991–1992)
Directed by Jonathan Betuel
Production Designed by William Stout

Theodore Rex is easily the worst film I have ever worked on. In fact, it is one of the worst films ever made by anybody, anywhere in the history of cinema. How bad is it? To give you just a small idea, it stars Whoopi Goldberg in a part written for Val Kilmer (!). It is the most expensive direct-to-video film ever made. It is the only film I have ever walked away from, putting me in direct violation of a huge Unwritten Rule in Hollywood.

It didn’t start out bad. The basic premise: Theodore (Teddy) Rex lives in an alternate reality in which dinosaurs and humans co-exist. Dinosaurs are treated as second-class citizens. More than anything, Teddy wants to be a New York Police Department detective. A dinosaur is murdered. The NYPD response is “So what? It’s just a dinosaur.” Teddy is determined to bring the dinosaur’s killer to justice. His NYPD human partner is played by Whoopi Goldberg.

Jonathan Betuel is a wonderful director and one of the nicest guys I have met in The Biz. He directed My Science Project, which also had a dinosaur or two. He also wrote The Last Starfighter.

I strive for originality in the films on which I work. Theodore Rex was no exception. The producers had something else in mind. Things went well at first; then we began to butt heads.

I think it first went south as the result of a practical joke.

One morning, the main producer asked me if I would like to participate in playing a practical joke on Jonathan, the film’s director. We staged a huge mock argument between the two of us that culminated in my exploding with rage, quitting the film, and leaving the building (I actually just went downstairs).

Jonathan and the line producers were totally shocked. I waited a while, then came up the stairs. The producer greeted me, pulled out his wallet, fished out a buck, handed it to me and said, “Okay — here’s your dollar raise.”

The problem? I out-acted the producer. I showed him up, plus my improv hit too close to home. A wall came down between us, not intentionally on my part.

It all started out nice, though, and I carried on as the production designer, nevertheless. Here are some early designs I did for the film featuring Theodore (a.k.a. Theo or Teddy):

More to come…

Here are the rest of the dinosaurs from the Factasaurus segments from Dink the Little Dinosaur TV series:

Coelophysis:

Hadrosaurs:

Corythosaurus:

Pachycephalosaurs:

Tyrannosaurus rex:

Archaeopteryx:

Film #42: Dink the Little Dinosaur (1990)
Dinosaur Consultant: William Stout

Dink the Little Dinosaur was an animated kiddy TV series.

I didn’t touch the main stories at all. I was hired to create the show’s “bumpers”. At the end of each episode, there was a segment called Factasaurus, a short little bit of fairly realistic animation that conveyed actual facts about dinosaurs.

The dinosaurs in the Factasaurus segments were based on drawings I drew for the show. Here are some of my drawings of the dinosaurs that were chosen for examination in the various Factasaurus segments:

Apatosaurus:

Brachiosaurus:

Prosauropod:

Iguanodon:

Prehistoric Turtle:

More dinos next posting…

Copies of the Dink the Little Dinosaur show are available to purchase via the internet if you look hard enough. Unfortunately, none of the DVDs of the show I have found contain any of my Factasaurus bumpers. One or two Factasaurus bumpers are available to watch on YouTube.

Film #41: Tremors (Original Title: The Descendant; released 1990)
Directed by Ron Underwood
Creature designed by Ron Cobb (1978)
Concept Design art by William Stout (1978)

Producer Arnold Leibovit got the necessary contact info and desperately approached Ron Cobb with a pitch. Arnold needed a creature design for his film The Descendant. Arnold was pretty relentless; he pressured Ron enormously, day after day, and just wouldn’t quit.

Finally, to get rid of him, Ron quickly drew the following on a restaurant placemat during lunch:

Not long after that, I was also approached by Leibovit. He needed presentation art to attract funding to his The Descendant project. As with Cobb (Ron and I compared notes), Arnold was relentless. I finally gave in, drew these two scenes to get rid of him, then told him, “No more”.

It took a long time (about twelve more years) — but The Descendant finally got made (as Tremors), a fun and decent little horror film starring Kevin Bacon and Fred Ward.

Adding More to The Descendant/Tremors story:

I was just informed by Jonathan Melville, the author of the book on the making of Tremors, that The Descendant, while similar in some ways, had nothing to do with Tremors. The Descendant began prior to Tremors. For a while both films were being developed at the same time (something in that time period’s zeitgeist, perhaps?). Then, The Descendant stopped being made once Tremors was in production. Arnold Leibovit, the producer on The Descendant, had nothing to do with Tremors.

Film #40: The First Power (Original title: Transit) (1990)
Directed by Robert Resnikoff
Concept design by William Stout

I got a call from my friend Buzz Feitshans (my line producer on Conan the Barbarian and First Blood). He had recommended I get hired to come up with some unique visuals for the killer in the film Transit — later renamed The First Power, a film being produced by a friend of his.

I was suffering from a very bad flu at the time. I couldn’t work at all. Two days later, I began feeling better, so I slowly but surely began on this design job. I did this as a favor to Buzz; I would have much rather stayed in bed until my flu was over.

I came up with something I thought was really creepy, something that had never been seen on film. I had the killer pull a light brown plastic bag over his head. Then, with his fingers, he gouged out two eye holes and a mouth hole (see the lower left drawing). I liked having him create a monster face live, right before your very eyes.

I got the designs over to the production — but I was too late.

“Sorry — the bloom is off the rose” is what the film’s producer told me. My flu had taken too long.