Toy Story 3

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Toy Story 3 Poster

The 3D big screen movie "Toy Story 3" welcomes Woody (voice of Tom Hanks), Buzz (voice of Tim Allen) and the whole gang back to the big screen as Andy prepares to depart for college and his loyal toys find themselves in…day care! But the untamed tots with their sticky little fingers do not play nice, so it’s all for one and one for all as plans for the great escape get underway. More than a few new faces—some plastic, some plush—join the adventure, including iconic swinging bachelor and Barbie’s counterpart, Ken (voice of Michael Keaton); a lederhosenwearing thespian hedgehog named Mr. Pricklepants (voice of Timothy Dalton); and a pink, strawberry-scented teddy bear called Lots-o’-Huggin’ Bear (voice of Ned Beatty).

Director Lee Unkrich says they’ve continued the Pixar tradition of blending fun with a relatable story. "‘Toy Story 3’ is about change," says Unkrich. "It’s about embracing transitions in life. It’s about characters being faced with major changes and how they deal with them. Woody and the other toys are facing the monumental fact that Andy has outgrown them. Andy is facing becoming an adult and heading off to college. And Andy’s mom is facing the fact that her son has grown up and is heading out into the world. We begin our story at pivotal moments in the characters’ lives."

"The film has a lot of big, serious themes, so we wanted to make sure we balanced it with a lot of humor," says producer Darla K. Anderson. "It can be as deep as you want it to be, on many levels. The story reflects how we all must face change in life; it’s inevitable."

"‘Toy Story’ has always been about us," says executive producer John Lasseter (who directed the first two "Toy Story" films). "So much of me, Andrew [Stanton], Pete Docter, Joe Ranft, and Lee [Unkrich] has seeped into these stories about Buzz and Woody, and I think ‘Toy Story 3’ continues that. For me personally, I was able to tap into the real emotion of taking my son to college. After helping him set up his dorm room, my wife and I were ready to return home, and we thought he’d walk away and go back to his room. Instead, he stood there and wouldn’t leave. As we drove away, he just waved, and I broke down in tears. It was an immensely powerful emotion. You’re with someone since birth, and then all of a sudden they’re going away. The timing between ‘Toy Story 2’ and ‘Toy Story 3’ was perfect for letting Andy—and our own life situations—grow up."

The stellar vocal cast reunites Hanks and Allen with Joan Cusack as Jessie, Don Rickles as Mr. Potato Head, Wallace Shawn as Rex, John Ratzenberger as Hamm, and Estelle Harris as Mrs. Potato Head, while featuring the "Toy Story" debuts of Beatty, Keaton and Dalton, as well as Jeff Garlin, Kristen Schaal, Bonnie Hunt and Whoopi Goldberg. John Morris, who has provided the voice of Andy since the first film, returns to voice the college-bound teen. Blake Clark is heard as Slinky.

The original "Toy Story" made motion picture history in 1995 when it became the first full-length animated feature to be created entirely by artists using CG technology. It represented a major milestone—not just in animation, but in the art of filmmaking.

"‘Toy Story’ made an invaluable impression on the history of film," says Rich Ross, chairman of The Walt Disney Studios. "It was created with the same pioneering spirit that the studio was built upon, breaking new ground in the arenas of technology and—more importantly—storytelling. Buzz, Woody and the toys instantly won the hearts of people of all ages—evoking the kind of adoration and devotion typically reserved for Disney’s time-honored classic characters. The ‘Toy Story’ films broadened the audience for animated films and redefined the rules of moviemaking, proving it’s possible to make a movie with truly widespread appeal. In effect, ‘Toy Story’ set the bar for every film—both animated and live-action—that followed."

"Toy Story’s" 77 minutes of breathtaking animation, 1,561 shots, and a cast of 76 characters that included humans, toys and a dog were meticulously hand-designed, built and animated in the computer. It became the highest-grossing film of 1995, with a domestic box office of nearly $192 million, and $362 million worldwide. "Toy Story" was nominated for three Academy Awards® for Best Original Screenplay, Best Original Score and Best Original Song, and John Lasseter received a Special Achievement Oscar® for his "inspired leadership of the Pixar ‘Toy Story’ team, resulting in the first feature-length computer-animated film." It became the first animated feature in motion picture history to ever get an Oscar nomination for its screenplay. Additionally, the film was included on the American Film Institute’s list of 100 Greatest American Movies.

"I remember when we released ‘Toy Story,’" says producer Darla K. Anderson. "Steve Jobs said it was our ‘Snow White,’ and we thought ‘Boy, wouldn’t that be cool if "Toy Story" did make that kind of mark and was that kind of classic film that people felt like they owned, like it was part of their lives, their childhood, their family’s lives.’ That was our intention then and it still is the mission statement for each of our films now."

In 1999, "Toy Story 2" (Pixar’s third feature) became the first film ever to be entirely created, mastered and exhibited digitally. The film surpassed the original at the box office, becoming the first animated sequel to gross more than its inspiration. It won praise from critics and moviegoers alike, and was nominated for an Academy Award® for Best Original Song and two Golden Globes®, winning the Golden Globe for Best Motion Picture—Comedy or Musical. "Toy Story" and "Toy Story 2" made their Disney Digital 3D™ debut on a special double bill in 2009. To kick off the creation of "Toy Story 3," Pixar gathered virtually the same team that had created the first two "Toy Story" films. Joining director Lee Unkrich in the session were John Lasseter, Andrew Stanton (who co-wrote the screenplay for "Toy Story" and "Toy Story 2," and who wrote/directed "Finding Nemo" and "WALL•E"), Pete Docter (director/writer of "Monsters, Inc." and "Up"), Darla K. Anderson, Bob Peterson and Jeff Pigeon.

Anderson recalls, "We went out to a place called The Poet’s Loft in Tomales Bay in Marin County, a small cabin where the idea for the first ‘Toy Story’ film was hatched. Andrew brought along a special bottle of wine with a ‘Toy Story’ label that John had given us when the first film came out. We did a toast to Joe Ranft, our dear departed friend and colleague who had been the head of story on the first ‘Toy Story.’ Joe was the master of creating true and quirky characters full of heart and character-based humor. His presence was missed."

During the retreat, the participants watched the first two "Toy Story" films in their entirety as a point of reference, and to help immerse them into that world again. "It was of course our goal to make a movie worthy of the first two ‘Toy Story’ films," says Unkrich. "In the history of cinema, there are only a few sequels that are as good as the first, and we really couldn’t think of any excellent third movies. The only one that came to mind was ‘The Return of the King,’ but that was really more like the third part of one giant story. That’s when I had an epiphany: We needed the three ‘Toy Story’ movies to feel like part of one grand story. That notion became the driving force for us in creating ‘Toy Story 3.’"

Tying all three films together became the key to "Toy Story 3." By the end of the session, the team made great progress, and Stanton, Pixar’s resident story guru/screenwriter/director (currently making his live-action directing debut on Walt Disney Pictures’ "John Carter of Mars"), was charged with writing the initial treatment.

"We felt optimistic," says Unkrich, "because although crafting a worthy sequel was a daunting task, we were the same creative team that had made the first two films. On the second day of the retreat, we came up with the idea of Andy growing up. We also came up with the idea that Woody and the other toys would end up at day care, as well as the concept of Buzz getting switched into demo mode. Andrew drafted a treatment that got everyone excited. It was at that point that Michael Arndt and I started working on the story in earnest."

For Oscar-winning screenwriter Michael Arndt, the process of working with Pixar’s animation team proved to be a happy one. "I saw and loved each of Pixar’s films as they came out, but the idea that I could ever work there never occurred to me," says Arndt. "As a filmgoer, there were two things I really admired about their films. Firstly, the completeness of their stories. It’s rare to see a film in which every detail of the script has been thought out completely, and Pixar’s films have that pleasurable sense of density and thoroughness. Secondly, you can feel a palpable joy in the process of filmmaking in every Pixar film—the POV shots, the match cuts, the camera movements. You just know you’re watching something made by people who absolutely love what they do."

As with all the great Pixar films, "Toy Story 3" blends comedy, action and heartfelt emotion to give moviegoers a uniquely moving experience that touches the heart and tickles the funny bone. The filmmakers drew on their own life experiences and families to make the story even more meaningful and believable. Unkrich recalls that a key plot point of throwing out a bag of toys touched a chord in his family. "Long before we had kids, my wife and I were living in an apartment in West Hollywood, and making a move to Pasadena," remembers Unkrich. "We were doing all the moving ourselves, packing our own things, and filling garbage bags with stuff that we no longer wanted. I was dutifully taking the bags to the dumpster behind the building, including one particularly large bag. A few weeks later, as we were settling into our new place, my wife asked me if I had seen her stuffed animals. She couldn’t find any of the stuffed animals from her childhood, which she had been keeping for years. I asked her what box they were in, and she said they weren’t in a box, they were in a garbage bag—a large one. A huge pit formed in my stomach because I knew immediately what had happened and I had to figure out how to break the news to her. I couldn’t understand why she had put them in a garbage bag, and she couldn’t understand why I didn’t check to see what I was throwing away. After all these years, she still won’t let me forget that I threw out all of her beloved stuffed animals. So I like to think that
the moment in ‘Toy Story 3’ when Andy’s mom takes the garbage bag down to the curb immortalizes the memory of my wife’s toys, and that in some small way, their demise at the landfill was not in vain."

"Anything that prevents the toys from playing with their child causes them anxiety and worries," explains Lasseter. "And each of the ‘Toy Story’ movies deals with those concerns. Basically, in the first film, Woody is concerned with being replaced by a new toy. The toys are always concerned about two days of the year more than anything else—Christmas and a child’s birthday. In ‘Toy Story 2,’ the toys deal with being torn, broken, and not played with because they’re fragile. Woody faces the choice of staying perfect but never being loved again. It’s a pretty deep thing. And in the third film, we really deal with that point in time that the toys are most concerned about—being outgrown. When you’re broken, you can be fixed; when you’re lost, you can be found; when you’re stolen, you can be recovered. But there’s no way to fix being outgrown by the child. It’s such an interesting evolution to the story.

"The secret to these films is that each movie is not trying to repeat the same emotion or the same story," continues Lasseter. "We go into something completely different, with the same set of characters and the same world. And therefore we’re able to tap into a completely different set of emotions. Once the toys are alive they become adults with adult concerns. Everyone can relate to these characters. Looking at the world from a toy’s point of view is one thing, but looking at it from a character’s point of view makes it a deeper and more emotional thing. Audiences are able to relate to things in their own lives. This movie has a totally different kind of emotion and depth to it."

In addition to the returning cast of characters and the introduction of Ken, "Toy Story 3" boasts a wide range of colorful new toys and a few new humans as well. The toys from Andy’s room journey from the security of their longtime home to Sunnyside Daycare, where they envision getting played with five days a week. Another key player in this latest "Toy Story" adventure is a loving and imaginative child named Bonnie, the daughter of a woman who works at Sunnyside and owner of her own special troupe of toys. Likewise, "Toy Story 3" reunites one of the most engaging and entertaining vocal ensembles in movie history, with Tom Hanks back in the saddle providing the voice of the popular pull-string cowboy sheriff Woody, and Tim Allen signing on for his third mission as the heroic, intrepid and occasionally deluded space ranger Buzz Lightyear.

With a returning cast of favorites and the introduction of a whole new cast of characters, "Toy Story 3" is packed with star power. Producer Darla K. Anderson tips her hat to the "Toy Story 3" cast. "It was wonderful to get the original actors back on board for ‘Toy Story 3.’ Having the gang together again helped to ground us at the beginning the filmmaking process. The whole cast—old and new—brings so much talent and priceless spontaneous improv; they breathe beautiful life into these characters and help inspire the performance of the animation."

WOODY is a cowboy sheriff with a pull string that, when pulled, proclaims Woody’s signature catchphrases from the 1950s TV show "Woody’s Roundup." He’s always been Andy’s favorite toy. Even though his owner is now grown, the loyal sheriff Woody maintains a steadfast belief that Andy still cares about his toys. As the toys venture into their unknown future, Woody remains the voice of reason. As their dependable leader, he ensures that no toy gets left behind. Tom Hanks lends his voice once again. For Hanks, slipping back into the role of Woody after a long absence was an easy assignment.

"Woody is a passionate guy who throws himself into every action," says Tom Hanks. "As soon as he has an instinctive thought, like ‘I have to help them’ or ‘I have to run away,’ he does it with 100-percent commitment. You gotta love that about anybody. I also love the way the relationship between Woody and Buzz has grown. They started off as pure adversaries and learned how to accept each other’s strengths, forgive each other’s failures, and respect each other as individuals. Opposites definitely attract in this case.

"The fact that Pixar can come up with a third ‘Toy Story’ movie and have it be completely fresh and real and unique shows just how brilliant they are," continues Hanks. "There’s this great logic that John Lasseter and Lee [Unkrich] and Darla [K. Anderson] and all the writers adhere to that makes moviegoers just kind of relax and let themselves be transported to this magical place and time. When you can do that with a movie, it’s amazing. With ‘Toy Story 3,’ you come back to a lovely, familiar and happy place. What’s great is that I get credit for the way the character and the humor come off. I have kids that are now in college come up to me and say, ‘When you told that neighbor kid to play nice, that really meant a lot to me.’"

Tom Hanks says that the franchise’s third installment is not light on emotion. "‘Toy Story 3’ is a big, massive adventure that has you constantly on the edge of your seat," he says. "It’s part ‘Great Escape,’ with the same kind of excitement as Dorothy escaping from the Wicked Witch of the West. And yet they take those elements and turn them into something that is very emotional. We’re talking about toy dinosaurs and Mr. Potato Head, and yet you feel for them and don’t want them to get recycled or stuck with the bratty kids. You want them to be together and played with at the end of the movie. You’re worried for their essence. The filmmakers at Pixar always manage to get you right in the heart. The story is as simple as growing up and having a guy go off to college, but it is so profoundly emotional that you can’t help but have tears in your eyes."

Woody Poster

BUZZ LIGHTYEAR is a heroic space ranger action figure, complete with laser beam, karate-chop action and pop-out wings. Buzz is a boy’s dream toy who becomes a quick favorite of young Andy, and the closest of buddies with Woody. While Buzz’s sole mission used to be defeating the evil Emperor Zurg, what he now cares about most is keeping his toy family together. Buzz’s new mission is sidetracked along the way, however, when his journey brings out surprising aspects of his personality even he didn’t know existed. Tim Allen, who returns as the voice of Buzz, recognizes the magic in the new film. "‘Toy Story 3’ is a remarkable achievement with a story that is so good they could have marketed the storyboard version," says Allen. "Even though I knew the story and had read the ending, it grabbed me in the best possible way; I know audiences are going to have the same reaction. There are great action sequences, but the beauty of the movie is the evolution of the subtleties in the shot selection and how it is directed. Pixar just keeps getting better and better. This is a very simple story about friendships and staying together. I love that the ending is really a new beginning. You realize that one door shuts and another one opens. It’s very, very emotional.

"The great thing for me about working on the ‘Toy Story’ films is the great friendships I’ve made with all the people at Pixar and with Tom Hanks," adds Allen. "Tom and I really like working together and being around each other. I totally respect his talent and I think he feels the same about me."

Tim Allen was a fan of Buzz’s storyline. "In this third film, Buzz gets to expand his role," says the actor. "When he accidentally gets reset, he speaks perfect Spanish. He’s a conquistador and a bull fighter. It’s pretty hysterical. I really do like being Buzz. He’s a character I developed with John Lasseter and he’s a lot of fun to play."

Buzz Lightyear Poster

JESSIE is an exuberant, rough-and-tumble cowgirl doll who’s always up for a daring adventure to save critters in need. With Andy’s imminent departure hanging over the toys, Jessie is afraid of being abandoned by her owner once again. She takes charge, insisting that the toys take control of their own destinies. But is it a decision they’ll later regret? Joan Cusack, who returns as the voice of the energetic cowgirl, is a fan of the character. "Jessie is such a good role model," she says.

"She believes that children are important and approaches them with pride and passion. And she believes girls can do anything! Which of course she is right! She has exuberance for life and has a can-do attitude. She is also not afraid of feeling things and learning from her feelings. Jessie is pretty cool. It is such a treat to be back with the Pixar people, because you know it is going to be quality work and, best of all, really fun."

"Jessie is one of my favorite ‘Toy Story’ characters because she brings such a strong female presence to the films," says producer Anderson. "She has a big heart, but can keep up with Woody and Buzz and isn’t afraid to speak her mind. There’s a key scene in ‘Toy Story 3’ in which Jessie rides up on Bullseye and saves the day, and it was important to me to make sure she had that moment in the film. Not only is it a dynamic way to reintroduce Jessie, but it’s a fun twist and unexpected.

"In both ‘Toy Story 2’ and ‘Toy Story 3,’" Anderson continues, "Joan Cusack is so instrumental in making Jessie the tenacious and spirited character that she is. Her voice is powerful, yet she also brings a softness, kindness and of course phenomenal comedic chops."

HAMM is a pink piggybank with a penchant for one-liners. He’s still a know-it-all, or at least that’s what he’d like everyone to believe. What Pixar movie would be complete without a vocal performance by the studio’s acknowledged good luck charm, John Ratzenberger. The versatile actor has lent his voice to every Pixar film to date, starting with the wise-cracking pig, right up through a choice cameo as Construction Foreman Tom in last year’s Oscar®-winning "Up." Ratzenberger says, "Doing the voice of Hamm is not so much like revisiting a character, but more like joining a bunch of friends in a sandbox filled with great toys. I’m grateful to be part of Pixar’s passion and gleefulness. I like playing Hamm because he’s such a wisenheimer. He cracks me up. I watch the films like everybody else in the audience and I just have to laugh. The beauty of working with Pixar is that they do all the heavy lifting. They know the exact punctuation and every breath the character takes. The director knows the emotional direction he wants and he knows what every character sounds like. They built the ship; all you have to do is ride on it."

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MR. POTATO HEAD is a wise-cracking, hot-headed spud, complete with angry eyes. He’s the eternal pessimist with a tough plastic exterior, but his total devotion to his little "sweet potato," Mrs. Potato Head, reveals a softer side. Don Rickles celebrates his third outing as the irritable Mr. Potato Head. "When John Lasseter first told me that I was going to be Mr. Potato Head, I said, ‘I don’t play potatoes. Leave me alone. I gotta try to make a career.’ Little did I realize that I would be able to get my wife some jewelry and a couple of houses and so forth. The money’s very good.

"This movie has a great storyline," continues Rickles. "There’s a lot of jumping, and running and jumping. Lots of action. If you look down for a couple of minutes, you find that Mr. Potato Head is in a garbage can or he flew over a chair. You gotta be right on your toes." Don Rickles claims Mr. Potato Head is the true star in the film. "I gotta be honest, I’m a riot in this film, and the things I say are brilliant. Tom Hanks and Tim Allen are time killers. I have to admit, I’m brilliant. It scares me the greatness that I have. In fact, when I think about it, I’m too great for the film. It should just be about Mr. Potato Head."

Mr Potato Head Poster

MRS. POTATO HEAD is Mr. Potato Head’s biggest fan. She adores her brave spud and is always willing to lend him a hand. Or an eye. While Mr. Potato Head’s "sweet potato" lives up to her pet name, she also shares her husband’s hair-trigger temper. Estelle Harris once again provides the voice of this loving spud.

REX may look like the most fearsome dinosaur in the toy box, but this Tyrannosaurus is one of the most lovable toys of the bunch. Despite his endless worrying and insecurities about his small roar, Rex always comes through for his pals. Wallace Shawn returns as the voice of Rex.

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SLINKY ensures that the saying "Dog is a man’s best friend" holds true for the plastic variety as well. Slinky maintains a nearly unflagging faith in Woody, and the practical pup will go to great lengths to help his friend. Blake Clark lends his voice as Slinky in "Toy Story 3," stepping in for his good friend, the late Jim Varney, who provided the voice in the first two films.

Slinky Poster

BULLSEYE is Woody’s trusty toy steed from the "Woody’s Roundup" gang. Bullseye can ride like the wind and leap across giant canyons in a single bound, especially when Woody is in the saddle.

The ALIENS are often heard exclaiming "ooohhh!" in unison. These three green, multieyed squeak toys now revere their adoptive parents, the Potato Heads, instead of the Claw because, of course, Mr. Potato Head saved their lives and they are eternally grateful.

BARBIE has survived years of yard sales and spring cleanings, but her glory days come to an abrupt end when Andy’s sister Molly dumps her in a daycare donation box. Barbie’s despair is short-lived, however. Her perky demeanor returns as soon as she spots Ken and his dream house at Sunnyside Daycare. Despite being smitten at first sight, she’s not just another doll in love; assertive Barbie teaches Ken a thing or two about real friendship. Jodi Benson lends her voice to Barbie once again.

ANDY, Buzz and Woody’s kind, imaginative young owner, is now nearly 18 years old and just days away from heading to college. His bedroom walls, once covered with Buzz Lightyear posters, are now plastered with images of sports cars, rock bands and skateboarders. Although Andy no longer brings his old toys out from the chest for playtime, he hasn’t been able to bring himself to get rid of them. With his imminent departure looming, and prodding from his mom, the time has come for him to decide the fate of his favorite toys. The filmmakers called on John Morris, who provided Andy’s voice in the first two films, to voice the character once again. John, like Andy, has grown up with the toys.

Andy Poster

"Toy Story 3" is loaded with comedy, and some of the biggest laughs come from the cast of new toys, who are brought to life by vocal talents with their own unique pedigrees in humor. As if they’re fresh from the box, these new toys come with their very own new-toy descriptions.

Sunnyside Daycare Toys

LOTS-O’-HUGGIN’ BEAR (AKA LOTSO) is a jumbo, extra-soft teddy bear with a pink and white plush body and a velvety purple nose. This lovable bear stands fuzzy heads and shoulders above other teddy bears because he smells like sweet strawberries! With a smile that will light up your child’s face and a belly just asking to be hugged, Lots-o’-Huggin’ Bear is sure to become a bedtime necessity. Stain-resistant. Spot clean plush surface with a damp cloth. Lotso is a complex character whose gentle exterior doesn’t tell the whole tale. Veteran character actor Ned Beatty provides his voice. "If a character sort of comes at you one way and then he changes and shows you another side, I think audiences like that a lot because we all experience that in life. Everything is not always there when we first meet or form an association with someone.

"You take on a character and he may do things that are not positive," Beatty continues. "Sometimes they’re negative or scary. These are things you would never think of doing yourself, but as an actor, you can go inside yourself and ask if you could possibly ever do something like that. That’s a little scary, but also a lot of fun. You find out a lot about yourself because that’s what you need to do in order to play the part. I feel really wonderful about being a part of ‘Toy Story 3.’ This was a gift from the movie gods, wherever they may be."

Lots O Huggin Bear Poster

KEN is a swinging bachelor who’s always on the lookout for fun. Grab your binoculars and join him on a safari! Ken sports the perfect outfit for his eco-adventure: light blue shorts and a leopard-print shirt with short sleeves sure to keep him cool in the hot sun. And after his exciting expedition, Ken will be ready to hit the dance floor in style. His accessories include matching scarf, sensible loafers and a fashion-forward gold belt. Dozens of additional Ken outfits sold separately. Michael Keaton provides the voice for Ken, a character he connected with from the start. "He’s fantastic," says Keaton. "I love this guy. He’s emotional. He’s crazy about Barbie and he’s got a lot of outfits—a lot of outfits."

Michael Keaton says he thinks Pixar has long been able to find the right blend of humor, emotion and adventure. "You’re connected to these films because they feature universal themes," says the actor. "And they’re funny. The pace is always right."

Ken Poster

STRETCH is a fun-loving under-the-sea octopus friend that shines in glittery purple. Kids can count her eight rubbery legs and dozens of sticky suckers that are sure to stand up to rough-and-tumble play and extreme stretching. Toss her high on the wall and watch her climb her way down! Clean in mild soap solution to remove dust and lint. Comedian/Oscar-winning actress/talk show host Whoopi Goldberg is heard as the sassy, brassy solitary female member of Lotso’s crew.

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BIG BABY is a lifelike baby doll with a soft, cuddly fabric body and vinyl arms, legs and face. With dazzling blue eyes that open and close, this realistic baby encourages nurturing play. Eighteen inches tall, he comes dressed in an adorable yellow onesie with matching bonnet, and has his own magical bottle of milk that disappears while he drinks! A perfect first doll for your special child. Machine washable on gentle cycle.

Big Baby Poster

TWITCH is the insectaloid warrior, where MAN + INSECT = AWESOME! This sturdy action figure stands over five inches tall, with more than 15 points of articulation, including ferocious chomping mandibles. Use his powerful wings and impenetrable exoskeleton to evade capture! Twitch is meticulously detailed and includes his signature magical battle staff and removable chest armor. For children ages 4 and up. Other insectaloid figures sold separately. Twitch features the voice of John Cygan.

Twitch Poster

CHUNK will rock your world! This gargantuan creature sports protective shoulder spikes, while his ferocious fists are ready to smash whatever enemy gets in his way. Chunk’s oversized limbs are fully posable, making him ready for hours of imaginative fun. As an added bonus, the press of a hidden head spike will spin Chunk’s facial expression from friendly to fierce! No batteries necessary. Jack Angel provides the voice of Chunk.

Chunk Poster

SPARKS will fly—literally—during electrifying playtimes with your new robot friend Sparks! This retro-inspired toy has flashing red LED eyes and a blaster cavity that actually spits out real sparks when he’s rolled along on his sturdy rubber wheels. Sparks also sports telescoping arms with working pincers and an elevator action that raises his entire body to new heights. Sparking action completely child-safe. Requires two AA batteries (not included). Sparks is voiced by Jan Rabson.

Sparks Poster

CHATTER TELEPHONE is a classic pull toy that has been inspiring giggles for many generations, while building motor skills and balance. Ring ring! Preschoolers can’t resist the friendly face with eyes that move up and down when they pull the toy along, and the bright colors and pleasing sounds keep them happy and engaged. Chatter Telephone is ideal for the little hands in your life.
Chatter Telephone features the voice of Teddy Newton, who also served as director for "Day & Night," a short film that will be released with "Toy Story 3."

Chatter Telephone Poster

BOOKWORM makes story time extra special. This bedtime reading companion encourages your children’s love of reading, while keeping them company with his happy smile. Bookworm’s sturdy flashlight features an extra-long-lasting lightbulb, bright enough to read by without causing eyestrain. Two C batteries included. Ages 4 and up. Actor Richard Kind provides the voice of Bookworm.

Bookworm Poster

Bonnie’s Toys

MR. PRICKLEPANTS is the perfect companion for a woodland adventure! This charming lederhosen-wearing hedgehog is from the Waldfreunde collection of premium imported plush toys. He may look prickly, but the plump and fuzzy Mr. Pricklepants is made strictly for cuddling! Hand wash and air dry. Restore fluffiness with fingers. Made in Germany. Pixar newcomer Timothy Dalton takes on the role of Mr. Pricklepants, who fancies himself a great thespian. "Mr. Pricklepants is an astonishingly sweet character," says Dalton. "He’s a marvelous image to look at—this fantastic, strange, fat little hedgehog in lederhosen and these Tyrolean leather shorts. All of the toys in Bonnie’s house are big actors who love to make imaginary movies and do improvisation. My character takes it all rather seriously. He’s obviously some sort of actor’s manager. "I was thrilled to see the film," Dalton continues. "What’s great about animation is that everything has such a strong emotional base, in a way that you never could with real people in a live-action film. In animation, you can go right through to the center of things—right inside to someone’s heart. The characters represent different aspects of all of us. This film has a wonderful purity and it’s moving, exciting, and full of heart. It’s got huge imagination, and so much humanity has been brought to the story."

Mr. Pricklepants Poster

BUTTERCUP will lead your child away on a magical adventure! This cuddly unicorn features velvety-soft, snow-colored fur with sparkly gold and pink accents. He sports a signature mythical golden horn and a funtocomb mane and tail. Buttercup’s durable plastic eyes are both charming and scratch-resistant. Hypo-allergenic. Ages 3 and up. Jeff Garlin, voice of the Captain in "WALL•E" and of "Curb Your Enthusiasm" fame, lends his distinctive comedic timing to a toy that some might feel is feminine in appearance. "Hearing my voice come out of a sweet little unicorn is completely strange," says Garlin. "It’s funny. I think that ‘Toy Story 3’ is excellent. It’ll make a lot of people very, very happy. It has the magical Pixar quality."

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TRIXIE is a perfect playmate for prehistoric playtime! Visit the era when dinosaurs ruled the Earth! Made of rigid, durable plastic and in friendly shades of blue and purple, Trixie features an expressive mouth and movable legs. This gentle Triceratops will feed any child’s imagination. Also available: Tyrannosaurus Rex, Stegosaurus and Velociraptor. "Trixie is a plastic triceratops, designed to be from the same dinosaur toy line as Rex," says director Lee Unkrich. "Kristen Schaal is a very, very funny actress, who is best known for her role as the stalker-fan Mel in HBO’s ‘Flight of the Conchords,’ and she provides the squeaky, high-pitched voice for this hilarious character. Trixie loves doing improv, and is always trying to figure out who her character is and what situation she’s playing. Having a very funny and vocally unique actress gave us some great comic opportunities."

"I am really proud of my work," says Schaal, "which is unusual for a comedian who’s self-deprecating in every way. After I finished recording my role, I left the studio and thought, ‘I guess I’m immortal now.’ These films are classics and timeless. They are going to be around forever. So my voice will be in the ether coming out of a triceratops forever."

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DOLLY is a soft and sweet dress-up rag doll, and is the perfect gift for any young child! Her floppy body and sunny smile will make her an irresistible new member of your family. Dolly has purple hair, googly eyes and gently blushing cheeks. She comes with a pretty blue dress, but templates are included to create and sew your own outfits! Machine washable on gentle cycle. The always-funny Bonnie Hunt is a Pixar favorite who has been featured in "A Bug’s Life" as Rosie and in "Cars" as Sally. For this film, she brings her sardonic wit to Dolly, who is Woody’s counterpart in terms of being the voice of leadership. "Dolly is definitely not the prettiest doll," says Hunt, "but she is darn cute. Her buttons don’t match and her hair is purple, but she is a real loving and funny character. I felt a strong connection with her immediately because a doll named Dolly might seem generic, but she has a good heart and a real depth of character. It brought me back to when I was a little kid and how my imagination could bring to life a simple doll."

Dolly Poster

PEAS-IN-A-POD will quickly become a parent’s favorite on-the-go toy. The soft, plush pod secures the happy peas inside with a durable metal zipper, making it perfect for the car or stroller. The Peas-in-a-Pod plush toy also develops fine motor skills by catering to a child’s natural grab instinct. Pulling the three peas out of the pod will provide repeated enjoyment for infants and toddlers, and soon they’ll learn to put them back in! Machine washable. Not for human consumption. Charlie Bright, Brianna Maiwand and Amber Kroner provide the voices.

Peas In A Pod Poster

One of the true highlights of "Toy Story 2" was the introduction of Barbie, perhaps the most famous and popular doll of all time. In "Toy Story 3," Barbie takes on an even greater role and meets the man of her dreams when she encounters Ken at Sunnyside Day Care. Like all great screen romances, this relationship has its share of challenges, but this one takes on some particularly fascinating twists and turns. According to Unkrich, "The idea of putting Ken in the film just felt rife with comic potential. Ken is a guy who is ostensibly a girl’s toy, and he’s also really nothing more than an accessory for Barbie. He is no more important than a pair of shoes or a purse. We figured he had to be pretty insecure about those things, and tried to tap into that as much as possible. He’s really into clothes, being the ultimate fashion maven. He wears a different outfit in every scene in the movie. We thought it would be a nice touch to dress Ken only in real outfits that actually existed, so we consulted with a guy who is the world’s preeminent Ken expert."

"It’s impossible not to have fun with Ken and to take him as far as you can," says story supervisor Jason Katz. "He’s this wonderfully insecure kind of guy. We’ve played him as a mid-eighties California beach guy who’s very handsome but incredibly shallow and awkward. And I think Michael Keaton has a way of playing that which is so awesome."

Supervising animator Bobby Podesta adds: "What’s nice about working with Barbie and Ken is that the audience knows a lot about these toys already and there’s a certain amount of embedded information that they bring to the theater with them that we can play with or against. You don’t need to establish that Barbie might have certain doll-like attributes. The audience knows this. They know the way that Barbie’s legs bend. When she cries, her hands cover her face in this awkward pose that might look weird, but it’s exactly what a Barbie doll would do. And that makes it funny. It’s the same thing when Ken is showing Barbie his Dream House and gestures with his fused fingers."

Animator Jaime Landes drew on her memories of playing with Barbie for her scenes with the legendary doll. "I was able to revert to my childhood and had a lot of fun getting to play with her again," she says. "She is still a popular toy with today’s generation. Compared to ‘Toy Story 2,’ Barbie’s role is a lot different here. She has a broader range, which made the assignment more challenging."

Actor Michael Keaton, whose memorable screen performances range from "Batman" to "Beetlejuice," provides the speaking voice for the scene-stealing Ken. "Ken is a fantastic character," says Keaton. "I really love this guy. He’s not just an accessory or a girl’s toy, even though everyone tries to make him feel that he is. He does have a lot of outfits, however. And he’s crazy about Barbie. This is clearly a case of love at first sight.

"The great thing about ‘Toy Story 3’ is that it’s so emotional and touching, but it also has tons of adventure," Keaton continues. "When I was watching the film, I was actually worried about whether they were going to make it or not. You really get caught up in the story. You’re connected with the story because the themes are universal. The pace is always right. It’s just a perfect alchemy. And there are also so many visual aspects that just knocked me out. "Ken is a really passionate and emotional guy and he digs that Barbie is such a formidable woman," adds Keaton.
"He didn’t expect that. Ken probably had the image of Barbie being very demure. The character is a little larger than life, but still basically me."

Jodi Benson, the popular Broadway performer and voice-acting star who made her animated debut as the title character in Disney’s 1989 landmark animated feature "The Little Mermaid," returns to voice Barbie, reprising the role she created for "Toy Story 2." "I find Barbie to be an incredibly entertaining character and I feel even more comfortable in her plastic and perfect skin this time around," says Benson. "I love that she is a more fully developed character in this film. Working closely with Lee [Unkrich], I tried to make her as real and believable as possible. There’s this perception that Barbie is not too bright, and we wanted to show that she actually is quite smart and is able to use all of her gifts and talents to do the right thing. She loves people, is a loyal friend for life and is completely trustworthy. And you sure don’t want to mess with her when it comes to her friends. She does tend to be a bit on the perky side and is very full of energy. She’s also very passionate about fashion.

"I grew up with Barbie, and had a lot of the accessories like the traveling case that held the doll and her clothes," continues Benson. "On ‘Toy Story 2,’ John Lasseter and I had a box of Barbies at the recording stage, and we actually played with them to help get us in the spirit. For this film, Lee told me the whole story and acted out all the parts. At the sessions, he read the part of Ken and was a great actor. Like Howard Ashman on ‘Mermaid,’ he was a terrific inspiration, enabling me to give my best performance."

In the world of computer animation and technology, tremendous progress has been made over the past 11 years since the release of "Toy Story 2," and even more since the debut of "Toy Story" in 1995. "We had to stay true to the world of ‘Toy Story,’ but keep it fresh, get it right, make it entertaining," says producer Darla K. Anderson.
"We had to keep ourselves grounded in the design language and the look and feel of the characters, but recreate them with our current technology. So between the story and the world and the characters and the technology, we had to find this place of telling a compelling new story, but staying in line with this classic feel and timeless space." The challenge for director Lee Unkrich, supervising animators Bobby Podesta and Michael Venturini, and the rest of the "Toy Story 3" animation team was to use the new tools and advances available to them but to make sure that Buzz, Woody and the other returning "Toy Story" favorites still felt like they belonged in the same universe as the two previous films.

"We needed all of the classic ‘Toy Story’ characters to move and behave the way they did in the earlier films," explains Unkrich. "But the animators have gotten used to much more sophisticated models than we had back then. For example, with the human characters on ‘Ratatouille,’ the animators had exponentially more controls, and were able to create very subtle, nuanced animation. We had to be very careful with ‘Toy Story 3’ that we didn’t make the characters so fluid and sophisticated in terms of expression and movement that they no longer felt like Woody and Buzz. We wanted them to be what we remembered. It’s all about embracing the limitations that we used to have and working within those confines." Throughout the production, Unkrich had the good fortune of having veteran Pixar animators who worked on the previous "Toy Story" films mentoring the new animators. "In animation dailies, Angus MacLane, Bobby Podesta, and others would say things like ‘Don’t pull Buzz’s brow down quite that far because that pulls him off model’ or ‘Don’t raise Woody’s lower eyelids like that because that’s not something we do with Woody,’" says Unkrich. "We had this constant set of checks in place to make sure that the characters felt like we remembered them."

Podesta recalls, "I was the first animator on this film, and I felt like an archeologist. It took a lot of digging to see how this civilization was built and why the original animators did the things they did. We looked under the hood to understand why the characters behaved in certain ways back then, and mashed that together with today’s ‘We can do anything’ technology. I feel that the choices our animation team made had to be really well informed by what the original intentions were. I interviewed John Lasseter, Pete Docter, Doug Sweetland, Dylan Brown and Angus MacLane, and had them tell me how they approached the original characters from an animation standpoint.

"We found that there was a certain level of simplicity with the characters that actually added a lot of the charm," continues Podesta. "Part of it was how the models were built and articulated, and part of it concerned the style of animation. The animators on the first two films did some amazing work with very few controls, and their performances are gorgeous and stand up next to anything we’re doing today. As animators, we tried to execute our acting choices to match the finessed simplicity that characterizes the best animation from the first two films."

"You have to be a lot more conscious about how you use the characters," says animator Jaime Landes. "I’m used to using a lot of controls and tools to cheat and create an illusion. But with the ‘Toy Story’ characters, they’re so simple and they’re already alive in the audience’s heads. You can’t overcomplicate them because people will see through it right away. I’m constantly having to strip down my animation and take things out when I realize I’m overdoing something."

"A lot of these films are so successful because we built an emotional thread that the audience can identify with," says supervising animator Michael Venturini. "It’s a fine line of feeding ideas into viewers’ heads and letting them project their own relationship with the story onto the character. So in moments like that, when we hold back, we give them enough to set up the story, but leave enough out that they can project their own feelings onto it. That’s when it becomes really emotional and I think that’s how our films tend to touch people a little deeper, because we develop that relationship with the audience."

With such a large cast of new characters, the animators had a lot to learn in terms of movement and performance. "Our goal for any new characters was to try and establish who they are and their specific body language; we let the character drive how they may or may not move or act," explains Podesta. "As animators, we start to build up a certain depth of information and do lots of research, like any actor. We want the characters to have a backstory so that it feels like they’re coming from someplace that’s true. We want them to be believable."

The character of Lotso, Pixar’s first major plush character, represented a new set of challenges to the technical team and the animators. "We had never really tackled a plush toy before," says production designer Bob Pauley. "Historically, hard plastic toys are easy to create and not as challenging. With the current tools, we were able to do a great plush. We actually had some real toys made from our design for Lotso. We studied how the plush toy compressed, how the wrinkles moved and how the whole body twisted. We investigated the nature of the material and took the time to research how this particular toy moved and behaved. People brought in their old stuffed animals and we observed that they all had pretty distinct folds and wear lines consistently in the same spots. That became a whole research project, how to show wear and tear on our bear."

"Animator David DeVan and character modeling and articulation artist Sajan Skaria had to figure out where the stuffing rolls would be and how to make Lotso feel like a plush toy," says Podesta.

"They had to come up with a character who basically felt like he had no internal structure or bones. They were able to do this by having wrinkles kick in as he moved to make you believe that he is a teddy bear."

DeVan adds, "There’s not a lot of structure. That comes mostly from the stitching and the strength of whatever stuffing is inside. His arms have to affect his belly, and his legs have to affect his chest. Everything has to affect everything else because he’s all sewn together. When you move him, the stuffing flows over his joints and bunches up."

For the film’s human characters, Pixar faced the same challenges of incorporating the enormous technological advances of the last decade with the need to have the characters fit into the "Toy Story" universe. "Lee [Unkrich] wanted there to be more contrast between the toys and the humans than in the previous film," recalls directing animator Rob Russ. "In the first two films, to varying degrees, it’s hard to differentiate between humans and toys visually and even motion-wise, because we didn’t have the refined technology to do humans as well as we could. Our goal on this film was to have the humans look as much like real people as we wanted them to. The question was how much to caricature them."

Director Unkrich adds, "This story also demanded a degree of subtlety in the human acting that we hadn’t attempted before, so improving the humans was a must." Many of the animators drew on their own toddlers and teenagers for inspiration in creating the humans. "I have a son who is about the same age as Bonnie," says Russ, "so I got a lot of inspiration from watching him walk and paying attention to his little gestures. Kids that age do complex things with their hands for no reason. Their hands are busy. There’s some story going on in their heads and their hands are just active."

"Toy Story 3" raises the bar for 3D filmmaking and exhibition, and takes full advantage of the newest technology to bring depth and dimension to the story. For this film, the Pixar team has perfected and pioneered the latest 3D advances to tell their story in a visually dynamic way. Director Lee Unkrich says that while 3D certainly enhances the moviegoing experience, Pixar has been incorporating dimension into their films all along.

"Our approach tends to use 3D as a window into the world so the audience can experience everything in depth," says Unkrich.

"We recreated and re-rendered ‘Toy Story’ and ‘Toy Story 2’ into 3D, and although neither of those films was designed to be 3D, they felt like they had been. That’s due to the fact that we were already staging in depth within our 2D images. For ‘Toy Story 3,’ my goal was to tell the best story that we could, while staging the action as dynamically as possible."

One of the film’s greatest challenges was to take advantage of the new technological advances in computer animation over the past 15 years (since the 1995 debut of the landmark "Toy Story"), while keeping the look and charm of the original film. Production designer Bob Pauley explains: "All of the characters had to be rebuilt. The technology was so old that we couldn’t just dig them up and put them in the movie. It took a lot of work to remake the characters. We dissected the first two films to find the essence of ‘Toy Story.’ There is a consistent design language and a finessed simplicity that we didn’t want to lose."

Adds Unkrich, "We had an interesting challenge on ‘Toy Story 3’ because the tools and the technology have advanced quite a bit since ‘Toy Story 2.’ Additionally, the level of talent of the artists at the studio has risen dramatically. The films we make now are really gorgeous. I didn’t want ‘Toy Story 3’ to feel like it was in a completely different design universe—it’s still a ‘Toy Story’ film—but I certainly wanted to take advantage of the technology and artistry of which we’re currently capable. I believe we’ve created a film that sits comfortably alongside the first two films, yet looks exponentially better in so many ways."

As John Lasseter explains, "From the very beginning, I knew that within the computer, the world is truly three-dimensional. And it seemed like something that Walt Disney himself would have loved, because he was always striving to get more dimension in his animation. And now with 3D technology and the latest advances in exhibition, we’re able to give moviegoers an amazing experience. It’s like we’ve always been making 3D movies, audiences just haven’t been able to see them that way until now. It was like watching the film with one eye closed. Last year, we introduced 3D versions of ‘Toy Story’ and ‘Toy Story 2’ and they looked like we made the movies in 3D. With Lee’s dynamic staging of things and his knowledge and training in liveaction filmmaking, ‘Toy Story 3’ is the most spectacular 3D experience yet."

Unkrich likens seeing "Toy Story 3" in 3D to the experience a viewer might have looking through a classic stereo slide viewer. "It’s a way to look through a window or a portal into this world and see everything in dimension," he says. "The 3D is the icing on the cake and it just makes the movie that much more cool to watch."

One of the things that makes seeing "Toy Story 3" in 3D such a fun and pleasurable experience is the fact that the film is shot in toy scale—not human scale. "We’re in a world where the human objects such as tables, chairs and cars are much larger than life," says Unkrich. "The 3D really helps cement that illusion of being taken down into the hidden world of toys."

Overseeing the film from a 3D technical perspective was stereoscopic supervisor Bob Whitehill. "With our work on the first two ‘Toy Story’ films, we really found a visual 3D language," says Whitehill. "We learned that a lot of 3D has to do with the camera separation between the left and right eye. And since we’re living in a world of toys, that interaxial separation is actually quite small. And because we want to see this world through the scale of the toys, through the scale of Woody, we learned how to set the distance between those cameras—the left and right eye cameras—based on Woody’s size. When we got to ‘Toy Story 3,’ it was very easy to create that sense of scale. For example, with ‘Up,’ you would default to a 2.25-inch camera separation, whereas with ‘Toy Story,’ we were defaulting to a 1/3-inch separation. It made a huge difference in getting the toy’s point of view and giving a greater sense of scale.

"As a studio, we’re still very much focused on telling the best story possible," Whitehill continues. "Lee [Unkrich] and his team make us look like we’re 3D geniuses because the imagery is so gorgeous. The 3D feels so true and natural. In some ways, it’s like a stage play where you’re looking into this world. With ‘Toy Story 3,’ the 3D group has learned to push things a little bit more, but not so that they are really evident to the audience. They are experiencing more dimensionality and more robust depth, but it’s done in such a graceful manner that it feels very natural and reserved. When I see the film in 3D, it feels more involving to me—more gripping and more real."

Whitehill insists one of his favorite elements of "Toy Story 3" is the lighting. "It’s just beautiful," he says. "And the texturing and the aerial diffusion that you would get in different shots add to the sense of scale. So many of the shots are just so well laid out in camera work, in lighting and blocking that you really feel like you’re traveling gracefully through this world. It’s almost like a dance where you’re getting this layout camera, this amazing animation, this great editing and this gorgeous lighting. And the four of them combine into this poetic movement of camera and action. In 3D, it just feels so palpable and dimensional and real."

Whitehill and his team worked closely with Unkrich and Jeremy Lasky, the film’s director of photography: camera, and the other departments to figure out how 3D could best help tell the story. They created a bar graph to indicate, on a scale of zero to ten, how much depth to add to a given scene. In the case of Woody’s daring aerial escape from day care, Whitehill asked the filmmakers to add a few more frames to the shot because it was such a rewarding 3D experience. Scenes like the imaginative Western opening sequence use 3D to maximum effect and rank an eight on the graph. For the film’s explosive finale, the filmmakers ratcheted the 3D up to the maximum to add to the excitement. "I just hope that as moviegoers leave the theater," concludes Whitehill, "they’re thinking, ‘Wow, what an amazing film experience—we laughed, we cried, we were scared, we were moved.’ And then maybe by the time they get to their car, they say, ‘And how about that 3D!’"

With the arrival of "Toy Story" 15 years ago, Pixar Animation Studios broke new ground for animated features not only with its landmark use of computers, but also by bringing traditional filmmaking techniques to the medium. With John Lasseter at the helm and animation newcomer Lee Unkrich on the team in the editing room, the 1995 feature was hailed for its brilliant storytelling and cinematic sophistication. Over the course of the next nine features, Pixar continued to stretch the limits of the art form. With "Toy Story 3," Unkrich takes the keys to the car and drives the film to some exciting new dimensions in his role as director.

"With ‘Toy Story,’ we pioneered the notion of using traditional cinematic grammar to make an animated film," says Unkrich. "And that’s what everybody does now. I was very instrumental in designing the camera work and, of course, cutting the first and second film. So there’s a continuity heading into the third film. From a cinematography perspective, we had an interesting challenge on ‘Toy Story 3’ because the tools and the technology have advanced quite a bit since ‘Toy Story 2,’ and the artists at the studio have gotten so much better. When you look at the first ‘Toy Story’ now, it’s relatively crude. After all, it was the first CG film, and we’ve since made a lot of advances in terms of using depth of field and more sophisticated lighting to help tell our stories. For ‘Toy Story 3,’ I didn’t want the film to feel like it was from a completely different design universe. We wanted it to still feel like a ‘Toy Story’ film, but we also wanted to take advantage of the technology and the artistry that we’re capable of now. I believe we’ve created a film that sits nicely alongside those previous films, but it just looks exponentially better in so many ways.

"The lighting is gorgeous, and the shading and textures have gotten much more sophisticated," continues Unkrich. "The editing, for me, is always about how to best tell the story. Stylistically, we wanted to keep this film very much in the same wheelhouse as ‘Toy Story’ and ‘Toy Story 2.’ At the end of the day, the important thing was to make the world feel believable, especially since we’re telling a story that’s set in the human world, but from the toys’ perspectives."

As director of photography: camera, Jeremy Lasky worked closely with Unkrich on blocking and staging the shots. "We tried to keep our cameras grounded in what people are used to seeing historically in cinema," Lasky says. "This isn’t a video game. This is a story, and things need to feel believable. You need to feel like you’re in this world, and it all makes sense. You want to focus on the story and not on what the camera’s doing. You want to get lost in the characters and their feelings.

"Our cameras have a lot more grace, and more realism in how they move, so we can add that into our bag of tricks when we’re thinking of certain scenes," Lasky continues. "We’re much better at handheld shots than we ever were before, and depth of field has gotten a lot richer. Our use of it is broader than in the previous two films, but we still used a little restraint to keep it in the same realm as its predecessors."

Part of production designer Bob Pauley’s duties over the past 15 years at Pixar has been to play with toys and figure out what makes them tick, beep or talk. Pauley, the original character designer of Buzz Lightyear for "Toy Story," led the "Toy Story 3" team that designed the film’s toy and human characters, and he created the style and look for the sets and props.

"We did a ton of research for this film, including going to a lot of toy stores and several day-care centers," recalls Pauley. "We also went to Alcatraz to get a sense of prison life. We even went to a huge landfill location with a giant incinerator to get some visual references for the film’s climactic ending. The filmmakers on ‘Ratatouille’ went to Paris and ate at some of the fanciest French restaurants, and the ‘Up’ team trekked to the tepui mountains in Venezuela. When we came back from our research trip, all we wanted to do was take a shower.

"With the ‘Toy Story’ movies, we have always tried to create a world that is believable, but not real," he continues. "We’re not trying to replicate the world we live in. Our world has a kind of cartoon feel that is a bit chunkier and stubbier. We try to make shapes interesting. We get inspired by photographs but we don’t copy things. Even if you look at little things like light switches, there’s a bit of a bow to them, a little bit of chunkiness. We try to create shapes that are pleasing, with a little bit more of a hand-drawn cartoon feel to it. The textures aren’t real but they’re very true to the materials they’re made of. From the very beginning, John [Lasseter] has insisted on ‘truth in materials,’ in designing the toy characters and the sets."

With regard to the human characters, Andy represented one of the film’s biggest challenges. Audiences have grown up with this character, and his appearance was particularly important to the filmmakers. "Development-wise, we had to understand who Andy is, how did he grow and what would he look like now as a teenager," says Pauley. "We put up all the old images of the character and we studied the old Andy sculpt that we still had. We looked at drawings and photo references, but it was really some photographs that John provided of his family that helped us the most."

John Lasseter recalls, "We were trying to figure out what Andy would look like as a 17-year-old headed off to college. And my wife found these framed pictures of our kids—their 8" x 10" school pictures. Over the years, she had put their latest photo over the ones from preschool and kindergarten up through the high school senior pictures. And it’s just fascinating to watch how they grow and their evolution. They provided some great inspiration for taking a look at Andy and trying to predict what he would look like as a teenager."

Also updated for "Toy Story 3" was Andy’s bedroom, where some of the most elaborate and imaginative playtime of all time took place. "Andy’s bedroom has changed a lot throughout the three films," says Pauley. "In the first film, the room had clouds on the walls. In ‘Toy Story 2,’ the walls were covered with stars. But now he’s not a kid anymore, so posters and this other adult world are eclipsing and overlaying all those stars. There’s a bulletin board with coupons for Pizza Planet and information from his camp at the Western Cowboy Ranch. We tried to define his personality with the clutter."

One of the most distinctive elements of the "Toy Story" films has been its vibrant musical scores and innovative use of songs. Much of the credit for this belongs to Pixar’s longtime collaborator, Academy Award®-winning composer/songwriter Randy Newman. Newman wrote and sang the defining song "You’ve Got a Friend in Me" (an Oscar® nominee along with the score) for the first film (along with several others), and provided the score and moving ballad "When She Loved Me" (an Oscar®-nominated song performed in the film by Sarah McLachlan) for "Toy Story 2." "Toy Story 3" also brings new musical talent into the fold with a stylish, new version of "You’ve Got a Friend in Me," delivered with a Spanish flair by the internationally renowned recording artists the Gipsy Kings.

The big, raucous, flamenco-like version of "You’ve Got a Friend in Me" was newly recorded by the Gipsy Kings in London at the legendary Abbey Road Studios. The Spanish version, "You’ve Got a Friend in Me (Para Buzz Español)," provides the ideal accompaniment to the excitement and action on screen—a special Latin dance number between Buzz and Jessie that was choreographed by Cheryl Burke and Tony Dovolani from the enormously popular ABC TV series "Dancing with the Stars."

Producer Darla K. Anderson says, "Cheryl and Tony were both big Pixar fans, and they were thrilled to choreograph a dance that would be in one of our films. They spent a lot of time figuring out some moves that they’d never done before. They’re both world champions, and they came up with some amazing stuff that they had never ever tried before."

Beyond the cover of his celebrated song, Newman serves up new delights in "Toy Story 3" with his evocative score and delivers another defining musical moment with the new song "We Belong Together."

"When I was working on the first ‘Toy Story,’ I knew it was the best picture I’d ever done," Newman says. "And that’s been true of all the pictures I’ve done with Pixar. They make really good movies and I can’t think of another studio that’s ever had ten hits in a row. It’s unprecedented. Pixar deserves all the success they’ve had because they make better pictures than anyone else on the average."

As with every film he takes on, Newman’s job is to help filmmakers tell their story. "When I originally wrote ‘You’ve Got a Friend in Me,’" says Newman, "I basically reinforced what they told me was the central idea of the movie: it’s about the value of friendship and the particular special nature of Andy and Woody’s relationship. And in ‘Toy Story 3,’ they’re examining what happens when that relationship comes to an end. This idea was introduced with Jessie in ‘Toy Story 2.’ The nature of lyric writing is that it has to be concentrated. You’ve got to say what you have to say in a very short amount of time.

"Writing a score for an animated film like this requires more stamina than writing for live action," adds Newman. "There’s more music, and more music with lots of notes. When the characters run, you have to run with them. The filmmakers at Pixar are real good people and I consider myself fortunate to have been along for the ride." Unkrich notes, "We have so much history with Randy and it was great to hear new music from the ‘Toy Story’ universe. It was very exciting to be out on the floor with the orchestra, hearing the first strains of new ‘Toy Story’ music in 11 years. For ‘Toy Story 3,’ Randy revisited some familiar themes, but he also wrote a lot of incredible new music. We play the new character of Lotso as a Southern gentleman with a New Orleans drawl. Randy wrote themes for him that make heavy use of the accordion and harmonica and perfectly support his oversized personality."

The filmmakers and Newman have developed a very collaborative process that ultimately leads to memorable results. "Randy’s score has a fullness and sense of drama that complements some of the film’s darker and more emotional moments," says Unkrich. "He’s a great collaborator. We typically sit down and watch the whole movie, discussing it scene by scene. We play the temp music that I’ve cut in and talk about why I used that particular music. Of course, Randy comes to the table with his own ideas about how to make certain moments play best. We talk about where there should and shouldn’t be music and what kind of music it should be. And then he goes off on his own and begins writing."

Randy Newman’s score for "Toy Story 3" has a broader scope and variety than his work on the previous films. Ranging from the classic Western score that accompanies the film’s opening sequence, to the dramatic music that accentuates the action-packed climax, and the new end credit song "We Belong Together," the composer was able to explore lots of different directions. "One of the hallmarks of the ‘Toy Story’ films is that we’ve had songs in them," says Unkrich. "It’s part of the heritage and the fabric of the series. For ‘Toy Story 3,’ we want the audience to leave the theater on an upbeat, happy note, so we asked Randy to write a new song to accompany the end credits.

‘We Belong Together’ touches on several themes of the movie. It’s about change and moving on and what it really means to be with someone—whether you need to physically be with them to have a connection. It was also important to me that Randy sing the song, since his singing voice is such an essential part of the ‘Toy Story’ DNA. As always, Randy did an amazing job." Anderson adds, "The entire film has been like a big family reunion, from getting the original cast back, including our very own Andy, John Morris, to working with Randy Newman. It’s completely heartening to have that much support and it helped us gain creative traction and momentum. We’re all so passionate, both personally and professionally, about the ‘Toy Story’ films, as is everyone at Pixar. All of that positive energy was very encouraging and certainly helped the creative process, which is always intimidating and scary when you begin the journey."