Watch: How ILM Brought Grand Moff Tarkin Back From the Dead for 'Rogue One'

Industrial Light & Magic spent 18 months using CGI to resurrect the long deceased Peter Cushing. Was it worth it?

[Editor's note: Spoilers ahead!]

In an exclusive, behind-the-scenes look at Rogue One conducted by ABC's Nightline earlier this week, ILM Chief Creative Officer John Knoll boasted that "Star Wars has always pushed the technological envelope." Many would argue, however, that this methodology hasn't always turned out for the best.

George Lucas' constant tinkering with the original trilogy has inspired the irk of diehard fans across the galaxy who long to see the untouched films they grew up with. Some of the myriad reasons the prequels are so shat upon are the creation of CGI characters like Jar Jar Binks and the abandonment of terrestrial worlds for digital ones. Last month we argued that a return to practical effects would be Disney's saving grace with the franchise (not that they really need one), and while we expected to see a lot of said VFX in Rogue One, there were a couple massive surprises that have left audiences divided in their reactions to say the least. 

Credit: ABC

"Creating aliens and spaceships with CGI is one thing, but making digital humans is one of the hardest things you can do,"  Digital Character Model Supervisor Paul Giacoppo is quick to point out, and we'd have to agree with him. For most eyes, recognizing a real human being vs. one that has been digitally replicated on a computer should not be a challenging task. In fact, one could say such digital reproductions are glaringly obvious (not that this has deterred studios in the past). So how did Industrial Light & Magic reckon with this seemingly impossible problem? Check out the full behind-the-scenes look below.

Whether you agree with the decision or not, you have to admit that the effort that went into re-creating these characters is pretty impressive. The first step for the team was binge- watching every Tarkin scene from A New Hope repeatedly for reference. They paid very close attention to the smallest details in how he looked, how he moved, even how he smiled.

Underneath the digital Tarkin is a real actor. They first shot this live actor with a head-mounted camera rig to capture solely his head performance. The easiest way to think of the process from there is that the team took that actor's motion, transferred it onto the actor's model, and then put that model onto Tarkin’s likeness. The result is probably the most realistic digital representation of a human being we've seen in cinema to this point.

Were you fooled by the magic? Do you agree with their decision that including these characters were entirely necessary to the story? Write your response to the big reveal in the comments below.     

You Might Also Like

Your Comment


Many people criticize the Tarkin effect, saying the words "Uncanny Valley" a lot, but I could not tell. If I didn't know Cushing has been dead for decades, I would have been fooled.

January 6, 2017 at 10:31AM, Edited January 6, 10:31AM

Thomas Bunink
Student/Self Employed Freelance Filmmaker

Interesting. As amazing as the effort was, I didn't find it convincing, and it definitely took me out of the movie. (As opposed to K2-SO, which I found to be an utterly convincing CG character.) The backup plan was to show Tarkin as a Star Wars style hologram, which I think would have been the better choice because it would have hidden the minute imperfections that just couldn't hold up to so much big screen close-up time.

January 6, 2017 at 10:42AM

Joseph Moore
Creative Director

it definately looked CG to me(but best one I've seen), but it actually immersed me more into the movie and I felt that it blended in to the story going straight into episode IV. But the hologram would have been kewl as well. I am just glad they didn't cast a fill in actor for it.

January 6, 2017 at 11:25AM

Keith Kim

Very honest comment, thanks, but if you are familiar with the Cushing movie persona, he is all over the place here, definitely a chink in ILM's armour. If you watch a stack of the Hammer films in production order, with a few Amicus thrown in, you may well find this recreation quite unpalatable. Cushing was a gaunt and elfin figure who could have a very distinctive, commanding voice to summon a huge hidden strength, all seemingly lost here.
Of course, these are just initial impressions, and the mind does have an immersive way of suspending disbelief during entertainment. An interesting experiment I guess, but I do wince.

January 6, 2017 at 11:31AM

Saied M.

Those poor, poor, talented people; I can't imagine working so hard only to see... that. Maybe it's a stepping stone for the future, although it's not clear to me what the end benefit of digital humans really is in the end.

January 6, 2017 at 11:32AM

geoff webb

>Maybe it's a stepping stone for the future, although it's not clear to me what the end benefit of digital humans really is in the end.

Making impossible productions possible?

January 6, 2017 at 12:38PM


You're right of course. I even got excited about the adobe puppet software :)

Imagine making an epic on your laptop one day. Not just editing, but doing every single thing on your laptop. In an afternoon.

...But in the meantime, I'll be fast-forwarding through these scenes in Rogue One and hoping these guys' wives don't leave them out of shame.

January 6, 2017 at 12:54PM

geoff webb

Just watched the movie an hour ago. I didn't know he wasn't real.

January 6, 2017 at 11:44AM, Edited January 6, 11:44AM


ILM's Chief Creative Officer is John Knoll, not "Kroll" - he's the brother of Photoshop creator Thomas Knoll...

January 6, 2017 at 1:31PM, Edited January 6, 1:31PM


I don't know about you all, but what I'm taking from this is that Rogue One and ANH were minutes apart, rather than hours or days. This is the important information to find here!

January 6, 2017 at 1:34PM, Edited January 6, 1:34PM

Joe O

I honestly feel like this was a step backwards from what Benjamin Button did 8+ years ago. Is that how far ILM is behind DD in organic animation? Why didn't they sub all that out to people who've done this before and are much smarter now?
Tarkin is by far the worst part of this movie. Leia's scene is at least (spoiler alert) short.
I would think it would be better to do a huge search for an english actor with the same eyes/eyelids as Peter Cushing and then animate the rest of the face or some combination like that.
As a VFX artist you have to be brutally critical with your work and I find it really hard to believe that everyone who worked on this was excited with the outcome.

Gareth Edwards is a stud but it kind of sucks to see the studio influence.

January 6, 2017 at 10:17PM, Edited January 6, 10:40PM

Zac Heileson
D.P. VFX Supervisor

This exactly what my research is all about. My research focuses on acting styles and how it affects the various players (One virtual actor and one real human). You are welcome to participate in my research. Basically you just need to choose to look at one of 5 short films (3 minutes) and then tick on a questionnaire your impression of the actors’ acting. In total it takes no longer than 6 minutes to do everything. The link to the study:

January 7, 2017 at 2:29AM

Willie Bouwer
Lecturer / Cinematographer / VFX Artist

I saw the film and could tell it was CG just because I knew he was dead and I understand enough about CG to recognize its current limitations. However, my brother couldn't tell it was CG. Also watched it with my fiancee and her family and they couldn't tell it was CG either. They also had no idea that was even possible.

This debate reminds me of the obsession filmmakers have with cameras and which one is "best" or "better" than another. Obviously we all want to strive for making better and better images and better cameras and tools aid in that, but in reality, for most audiences, they won't be able to tell the difference just like most audiences won't be able to tell that Tarkin and Leia were CG.

January 7, 2017 at 3:00AM, Edited January 7, 3:00AM

Jeremiah Kuehne

I think there's something to the idea that the unconscious goes ahead of the conscious. So in this case, I think many people (most? all?) probably do recognise something is amiss, even if they never articulate it.

It's partly for this sort of reason that artists ought be perfectionist, right?

But you're right -- there's many ways to evaluate whether something is "good enough", but the bottom line is whether a decision negatively affects the bottom line. And in this case, surely it won't. If anything, more people will be drawn to see the movie because of the claim that it's pushed the technological envelope than will be dissuaded because their filmschool buddies are hypercritical.

January 8, 2017 at 9:03PM

Adrian Tan


I saw Rogue One in theaters and absolutely loved the scenes where the characters appeared.
At first in the first seconds or so, I didn't notice but at after 15 seconds I noticed it,
this deceased actor and the young Princess Leia, I understood that they were 3D CGI facial reconstructions.
I totally loved the fact they were CG faces, I continued watching the film and waiting to see
his face some more - just wow. For people who are 'taken off' the film by it, I could understand
but still we have to remember why this should not be so; these were recreations and, spectacular, ones
at that. People who said why not just put a real actor that resembles the deceased one...I agree,
but this is showing something more than that : it's showing it's possible to make it work, to make
an entirely digital face at nearly 100% believable and that can fool many people into believing it's real
(when in fact it's fake). Many people were fooled while watching the movie and when told, they almost
felt bad for not 'spotting it' but they were mesmerized that they had been fooled - this time.
I and like many others have detected that they were CGI creations on the screen, but still I enjoyed
the movie greatly despite that (and should not be 'despite' it should be - because - of that. This
film is Better because of these scenes, some people hate these scenes because the CGI is 'so obvious'
to them...please let us give it a fair chance...this is absolutely by far the most accurate recreation
of a CGI face - ever - on movie. Final Fantasy, Beowulf, A Christmas Carol, Polar Express and other CG faces were
very impressive - but this, this is scary-like good, utterly photorealistic - and Can fool you if you have
a less trained wandering avg moviegoer eye . As some have said and pointed : the Uncanny Valley. It's almost
gone, here. The Uncanny Valley was surpassed (or nearly) in Warcraft and Rise/Dawn of The Planet of The Apes
CG faces (Orcs' faces and Monkeys' faces, albeit these were not humans - humans are more difficult and people
are far more critical of CGI humans (because as they say we are accustomed (since birth) to see 'human faces'
and look at them, we detect micro-facial 'off' things and know immediately 'something is wrong/off' about
that face, thus the Uncanny Valley effect). The displacement on the face is excellent, so are the micro-facial
muscle movements and skin folding/wrinkling (They used facial mocap in a twin-camera fashion thus better precision), the textures/skin
shaders are great but the real reason that it suffers in some shots is because CGI can suffer depending on the lighting
and rendering algorhithms. I would wager they are using Biased rendering method with a rapid-type of Global Illumination/Photon Scattering/Ambient Occlusion
/HDRI and HDR image-based rendering. Not an Unbiased rendering which is based on light physics to exactitude (Spectral Energy Lighting
being the most accurate of them all) and Physically-Based Lighting Rendering (which it too is far more accurate in rendering
surface/textures that indistinguishable from the real thing because they calculate light dispersion/reflecting/penetration in each surface).
This 'biased defect' in rendering shows in the CG being 'CGIish' looking (by lack of randomness in the shader and
lack of color depth in the gradient of each graded colors/colors look 'drawing like' (lacking shading depth), this
is exactly what is happening here, the face looks off mostly due to light properties lacking and especially by rendering image
shading depth/randomness of pixel colouring (improved by Spectral Energy if accounted in) lacking too). I could see this under the
microscope or using the color picker in Photoshop, it would tell me the gradient is 'Flatter' than a real picture of this same old actor's face.
Upon inspection, the image would be shading-lacking, and lighting bringing the 'CGI plastic effect' look.
I did not noting so much, but one other thing is eye/iris pupil dilation depending on humor and light.
I'm not sure if dilated all that much, it creates 'dead' eyes in a character and is extremely important to know
the character 'is alive' and not CG 'fake soul'..this increase the Uncanny Valley, so many minute-micro details
happen in a face that single thing...we notice it.. it's hard but we're getting there. Warcraft, Avatar and
Rise of the Planet Apes almost went over and showed us true human facial expression.

So for people who believe 'it's impossible'...wrong it is possible to fool everyone, when you input more and more
information and algorhytms you improve your final rendering solution, which closer and closer to the Uncanny Valley;
until we surpass it. It has happened and it's going to happen again. Each time we have to be careful not fall in it again
but it's very hard since the immensity complexity of capturing a real human - in a 3D digital character - it's a monumental feat
but people don't realize it (how hard it is to get there, when you explain to them then they realize it's pure magic and should
be applauded rather then 'it's a fake CG face - Baddd...'). My own film is making use of CGI (it's an entire CGI film) and I hurt
when I hear comments that put it down, I'm hurt, I'm like..ok then, f.. it; I won't make it people hate CG...sigh..

I am extremely happy that people were fooled in this movie (some people, mostly regular movie goers who don't give
a sh...and just want a Cool Great movie to watch and with incredible CG VFX in top why long as the story
is tight and great, the CG will be too. In fact, me and others have observed a trend : when a movie sucks
people absolutely (more) hate the CGI in it...when a movie is great (storywise)...funny..people think the 'CG was GGGGreat!' in it
...this tells me all I need to know. That people care more about a great story and character development for emotional connection
but also - that an exact same CGI shot in a bad movie vs a good movie - is going to look 'bad' in a bad film but look 'good' in good film
- the Exact - same CG thing in the two films. CGI is not to blame - at all then. People are willing 'to forgive' crude looking CGI
in a good-story movie - but they never forgive that same crude-CGI in - a crap-story movie. Why ? Because they forget about it (and forgive it/'allow it') in a good story movie...
they have something to 'hold on to'/they are 'hooked/suspension of disbelief' they forgive and forget (with a good story/characters)...they forgive more of the film's lackluster parts such as its faker looking
CGI monsters or CGI human faces...but in a sucky movie with 0 story...they have nothing to hold on to - they blame everything they put
down the film like a rabbid dog put down...the CG is 'thus blamed' as utter crap/'looks like crap'/'is CG crap' (when, as said, it's the same CGI in that 'great-story' movie that there, is 'good' apparently...
people's perceptions are so easily swayed...).

That hurts me deeply...but what can you say..CGI is just a tool like any other, it must be used diligently (in reality-shot live films) and wisely (even in my case in a Fully CGI movie I have
to not overdo the Self-aware 'CGGGG 3DDD Face of Actor - In Your Face' thing it can come out gimmicky or cringe like/taking you off the movie story)).

Just a 2 cent.

January 12, 2017 at 1:56PM


I felt there were a couple specific identifiable flaws in the effect. 1) The neck motion felt a bit off. 2) Not enough specularity on the skin shader, so it felt too velvet soft. 3) the CGI rendering did not appear to have been shot through the same lens as the rest of the film.

If they fixed these, I think it could be far more convincing. Same deal with young Carrie Fisher.

February 13, 2017 at 1:31PM, Edited February 13, 1:31PM

Christopher Kou
Production Manager