TPZ: How (and Why) To Make a Star Wars Fan Film


Reason #1: Extreme jealousy when your friend wins an R2-D2 and C-3PO Award Statue at the Star Wars Fan Film Awards.  

Reason #2: The idea and/or story that hasn’t been done yet.   

TPZ Topps yellowNEW

Reason 1 & 2 is why I made my Star Wars fan film, TPZ. The concept of the short: What if the Star Wars Universe had a show like TMZ? (The title comes from the show in which it’s parodying, TMZ. TMZ refers to the Thirty-Mile Zone encompassing Hollywood. TPZ refers to the Thirty-Parsec Zone surrounding Coruscant.)

My friend, Lou Klein, had just won an award in the make-up design category at the Star Wars Fan Film Awards at San Diego Comic-Con for his awesome Sith film, Contract Of Evil. For those of you who haven’t seen it, go here. Now you have no excuse). Lou did an amazing job on this film especially for the bare-chested Darth Maul. His prize – a gold plated R2-D2 and C-3PO statuette which is reminiscent of an Oscar. 

“I want one!” The thought swirled in my head.

I never even considered making a fan film. Honestly, I was quite intimidated. All these films I’d seen were so well done and so clever how could I possibly compete or compare? But, if I were to make one it had to have a unique spin on the saga that really excited me. I spent some time playing with ideas but I had nothing that excited me enough to shell out the time, money and effort required to create a movie.

I had gone to Emerson College in Boston to study film. I even won some awards back in my hometown of Newton at the local cable station. I knew how to make a film, which I guess is half the battle, but I just needed that ONE idea.

I began watching other fan films to see what themes I connected with. That was when I saw great and very funny fan film, ‘Incident At Toshi Station’.  It was such a hilarious stop-motion short where an AT-AT driver cannot find his giant All Terrain Armored Transport in a crowded mall parking lot. Even those who don’t know what Toshi Station is could still relate with it. (Check it out here)


’Incident at Toshi Station’ helped me narrow down my ideas to something relatable and with a funny twist. I came up with a love story between a girl and her action figure titled, “I Married A Vinyl-Caped Jawa,” but because of my limited FX resources, I had to let it go. I kicked around some more ideas that weren’t exciting me enough until one day it just happened.

While I was watching the show TMZ, I thought, wouldn’t it be funny if this were in the Star Wars universe? All the gossip could be about the characters in the Star Wars universe!  And there it was, that ONE idea. I ran it by a few people who laughed at the concept and I knew this was it. I started to get really excited. I could smell the gold plating on that R2 and 3PO statuette

It would be easy to shoot since it is all hand held. The bits are short which meant I didn’t have to shoot all at once. (Trying to get friends and friends of friends to commit to a whole day of shooting is difficult, then there’s the personal promises that you have to make to each of them. Luckily I’ve been able to alter many deals afterwards.)


I immediately got to brainstorming. My friend, Dave Skale, who always hits the ground running with great ideas came up with a lot of concepts and helped me narrow down the timeline. I wanted this to be understood by the general population, but also give a wink and a nod to the uber-fans who got the inside jokes. (Especially if you’re well-versed in the Holiday Special and the Kenner figures.)

After a few weeks of honing my concepts, there was another hurdle to overcome: casting. I needed a George Lucas look-a-like to take on the Harvey Levin role. After numerous submissions I still hadn’t found anyone convincing enough. Many of them looked too much like Kenny Rogers or Colonel Sanders. Luckily my friend who always has just the right connection, Josh Miller, introduced me to his friend, Scott Allen.

Scott had a good look. With enough gray added to his hair and beard and with the right flannel shirt he would work great. Another bonus: He is one of the best Darth Vaders in the Southern California Garrison of the 501st.  Scott also had a great location he let us use for the newsroom set. Scott, you’re in!

Dave and I kicked around tons of tabloid ideas. Many of them worked, many of them didn’t know matter how much we reworked them. For the ideas we were iffy about we would run them by several people to judge their humor level. If they got below a snicker, no matter how much we liked them, they were out. That proved to be a good rule of thumb, not all your ideas are going to land and you have to know when to call it quits on something  that just isn’t working.


 I couldn’t wait to get started. I got a few friends together, including one who was roped in because he decide to drop in to see how things were going. I gave him a Don Post mask and cloak.

“You’re now an Ugnaught,”  I casted him.

I passed out a few more of my vintage Don Post masks and drove my small cast and crew down to the Long Beach Pyramid stadium. This 18 story dark-blue aluminum sided pyramid doubled for the planet of Nar Shaada.

We shot quickly for fear a security guard was going to come by and ask for permits and proof of insurance. Luckily they never did, but instead we got a lot of passer-bys asking what we were doing. I told them I was shooting a Kickstarter video so I can get donations for my movie. They quickly went away.

We banged out all the remote segments in no time. I chose locations where there wasn’t a lot of foot traffic and we could get in and out without a problem. This was the case except when I needed a sandy dune to replicate Tatooine and the best place was in Venice Beach of all places. And, this was a scene with Darth Vader.

We scored big time with Scott since not only did he fit the role of George Lucas and have a great location for the newsroom but he has a phenomenal Vader costume. I walked Scott, dressed as Vader costume, past sunbathers and kids building sand castles, to the dune we needed without much trouble. If anything, Scott got many perplexed stares as to why Darth Vader was taking a stroll on the beach (I guess they never saw the Rolling Stone Return Of The Jedi cover in 1983). 

TPZ Topps - Struck By Vader
Gathering my willing friends to do the newsroom scenes was going to take some doing. Organizing the schedule of 20 people can take a bit of juggling then rejuggling. The promise of food is always a big draw.

Luckily the newsroom shoot went very smoothly. However my friend, Sam, had some trouble with his dialogue. He was channeling Harrison Ford as he told me again and again that it’s easy to write these words you just can’t say them. He just couldn’t spit out his speech that contained easy to remember words like Figrin D’An, Model Nodes, Nar Shaada, Max Rebo, and, coincidently. (To be fair to Sam, these words were all in one long run-on sentence.)

A couple of blaster gags took some effort to time just right but we got it and everything else we needed for the main newsroom scenes within the 6-hour shoot. We were supposed to have our FX guy there to help shoot around the holograms and hovering camera droids, but for some reason he wasn’t able to make it. Oh well, we’ll worry about it post. Shouldn’t be a problem…


The FX artist that didn’t show up on set decide to drop out. No big deal, I’ll just put an ad out on Craig’s List. Within the week, we had another FX guy who was gung-ho about the project. We had a meeting at Joe’s Crab Shack where we went through what was needed  and what the time frame I’d like to have this completed. He was enthusiastic and had lots of ideas of his own. My editor (and Skywalking Through Neverland’s creative consultant), Mark Ogushewitz, and I spent a day downloading files and driving them over to him.
That was the last we ever heard from him. 

Camera Droid
No rhyme or reason for his disappearance so, we got another. And another. And, another. I’ll just skip to the end and say we went through SEVEN! FX artists. They would meet with us and we went over everything so we were all on the same page. Mark and I would dissect what we thought went wrong last time and made sure we were better prepared.
Then for one reason or another they would just disappear never letting us know why, even after I repeatedly emailed them to say it was fine if they wanted to quit, but I just wanted to know why they were backing out. We never heard anything back from any of them. One person did have the courtesy of replying only to tell me that I misrepresented what the FX needs were. I sent him a copy of what we had in writing, and he still believed he was mislead.

I’ve got to admit this was not an easy FX job so I was offering some pay. However, these people I was hiring were new, just out of school and needed something for their reels so they jumped at the chance. Then I believe they would figure out too late that this work was over their heads and didn’t know any other way of dropping out.

This whole thing about committing and then disappearing still continues to baffle me. But if anyone plans to make a fan film, or any film, and this does (will) happen don’t get upset or give up, just learn from past experiences, find someone else and move on.
Mark, Sarah (who was composing the score) and I still forged ahead.

We worked night and day to get it in shape so at least we could enter it into the upcoming Star Wars Celebration V Fan Film Challenge as a work in progress.  Sarah completed the soundtrack with 24 hours to spare. Mark and I worked until the last possible second (literally) until we had to submit it as is. The film had to be in at Atom Films at 12:00 noon. It was 9am and there was about three hours of rendering and uploading time ahead of us.

TPZ was entered with less than a minute to noon.

Over the next couple of days, we watched the number of views rocket as the public was allowed to watch them online. TPZ had more than double the views of any other film. However, only 25 films were nominated in the Star Wars Fan Film Challenge. TPZ was not among them. It was unfortunate but at least now I could focus on finishing the film the way I wanted.

Always finding that silver lining, I met Dee Bradley Baker at Celebration V and told him about TPZ. I told him about how Captain Rex makes a cameo. He laughed at the concept and said he looked forward to seeing it. Being an opportunist, I asked him if he’d would supply the voice for Captain Rex. He immediately responded with “yes, but with what recording equipment?” I pulled out my flip camera, “this.”

TPZ Topps - Capt. Rex
We ducked behind the back curtain and he did a few takes. I will always be extremely grateful to him for doing this. I have worked with many actors while I worked in the film business and the cast of The Clone Wars are the kindest and most generous when it comes to being there for their fans. Dee Bradley Baker said to me that he too is a fan who was lucky enough to get the opportunity to take part in George Lucas’ imagination. I would say it was more of his tremendous talent than luck because, in my experience there’s no such thing as luck.

I know I said earlier to never give up, but since I could not find an FX person who didn’t master in a disappearing act, I decided to just release it as is. That day I decided that I was talking to a friend who was in the film and told her I’ve got to move on.
“Before you do, why don’t you give my friend a call.”
I called her friend and he was unavailable. But his friend was between jobs and would love to do it. Is he experienced, is he a student?
“You may have seen his work in a small film called Titanic. he’s in!
Roy Unger worked out great! Within a month I had all my shots (plus some extra since Roy worked so fast) and TPZ was now done.

TPZ – epilogue

There are still so many great people I had working on TPZ that I would like to thank including Patrick Rodriguez who designed the 3D camera droid and the hovering Imperial Probe Droid. He would have done more of the compositing but was pulled away by Lucasfilm to work on Star Wars: Detours (I guess I can give him a pass). Adrian Murillo has worked tirelessly for over a year to rotoscope out the back window so our TPZ office could be transported to Coruscant.  And I want to thank my sweetie wife Sarah who had to listen to me complain for 3 years about not getting these blasted FX done, and who also played a newsroom reporter as well as having done the music editing. Thank to all the great people who helped me make TPZ and for all your hard work and dedication.

Now I can’t wait to see what fan films all you Skywalkers come up with. Now go shoot!

TPZ at Stagg theatre

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