The making of M.O.D.O.K.

UPDATED: How the ‘Ant-Man: Quantumania’ visual effects team turned Corey Stoll into a cybernetically enhanced creature with an oversized head.

[SPOILER WARNING] The scene-stealing character in Peyton Reed’s Ant-Man: Quantumania turns out to be an old foe of Ant-Man himself: Darren Cross (played by Corey Stoll), now shrunk down to subatomic size within the Quantum Realm and appearing as M.O.D.O.K. (Mechanized Organism Designed Only for Killing).

His oversized head and short legs are a feature of the character, and one that the visual effects team had to bring to life by balancing the odd proportions with retaining the likeness of Stoll.

That work–essentially the creation of a large floating head–was carried out by Digital Domain, working with production visual effects supervisor Jesse James Chisholm. befores & afters found out from Chisholm how the task was achieved, which included the use of Digital Domain’s latest forays into machine learning.

The many designs of M.O.D.O.K.: always coming back to Corey

Marvel’s Visual Development Team, led by Andy Park and Ryan Meinerding, realized several designs for the character. “One iteration we looked at was a gaunt M.O.D.O.K. with no blood flow and looking half dead,” recalls Chisholm. “I think Peyton realized the gravity of this character in that he needed to deliver lines and get responses emotionally, whether it’s empathy or a laugh. So as we got Corey’s scans and as we started to sculpt him digitally and as we started taking all of his head-cam data and audio and feeding it in, we started realizing we were starving for Corey. Peyton said, ‘Well, I want as much Corey in there as I can get.’

Buy Me A Coffee

3D printed version on-set. © 2023 MARVEL.

It was actually Stoll’s head shape, among other things, that made this prospect tricky, says Chisholm. “Corey’s head is super elliptical, and so it was like, ‘Oh God, what’s it going to do when we stretch him out?’ We looked at all the different scales of his eyes and nose. We kept his skin pores, we kept his actual eyes, we kept his actual nose and the relationship with their eyes. It was just about what the scale of everything at the end of the day. His mouth was the exaggerated thing.”

Capturing a character

On set, actor Mark Weinman played M.O.D.O.K. for the other actors to interact with. Production also had a number of stuffies generated. “Special effects supervisor Paul Corbould and his team printed a full-size M.O.D.O.K. and put him on wheels so we could wheel him around and you could see how close things were,” says Chisholm. “I think it helped all the actors realize that, ‘Holy shit, this guy’s huge!’ We stayed with that scale, and then we put Mark in the actual face. We punched holes out, had witness cameras for all reflections that we’d put back into the eyes, one in the back as safety and if we needed it for anything that was going on his metallic surface.”

On-set performance. © 2023 MARVEL.

“Mark was wearing two Steadicam-like rigs,” adds Chisholm, “and this really heavy rig with a circumference around him, so no one would penetrate his space and he could always have his space where he was supposed to be. It gave DOP Bill Pope a real opportunity to frame him.”

To begin the process of inputting Stoll into the character, an initial capture with the actor wearing a head-mounted camera helmet was also done, and piped into the set. “Mark started helping deliver lines as well as Corey’s lines,” notes Chisholm. “Then we did a capture at the end with Corey and put him in a passive marker suit, so we could get all of his gesticulation in his arm movement. We were really aiming to get as much Corey into this as we could and giving the animators a really good head start.”

The on-set head piece. © 2023 MARVEL.

Animating a floating head

Overseen by visual effects supervisor David Hodgins, the team at Digital Domain then set to work translating Stoll’s captured performance into the CG M.O.D.O.K. Chisholm identifies a major challenge in VFX became, “How do we emote and how do we get this out of this character being really constricted and confined? And also now even with his jaw, there were things he was confined to and that we had to constrict. He’s got 200 something blend shapes that we’re trying to mess with, and then hand animate on top of that to bring as much Corey in. He was just such a challenge, but such a joy.”

Final shot by Digital Domain. © 2023 MARVEL.

Stoll’s performance was processed through Digital Domain’s proprietary Masquerade 2.0 facial capture system, according to a DD press release. This relied on neural networks to map out the actor’s face. The resulting model represented Stoll’s facial peformance, with Digital Domain artists working in particular on the character’s eyes. The release notes:

“Using Maya for design and Mari to texture, artists built the character’s eyes by hand, down to the tear ducts and folds within the eye. The team then used V-Ray 5’s Random walk SSS skin shader, which maintains the base forms of the face and lets the fine pore details be more readable.”

In addition, the studio had to comprehend the built-in limited movements of M.O.D.O.K (ie. his face is locked-in place by a metallic chassis). The release says that DD used a custom deformer in Maya to “remove any additional movements from Stoll’s footage while also altering his jaw to reflect the constraints of the character.”

© 2023 MARVEL.

A final touch was the reliance on Digital Domain’s new blood flow pipeline. It uses machine learning techniques and creates a library of data from scanned data of Stoll. Here’s how DD’s release explains that side of the work:

“Once the team began working on the final version of M.O.D.O.K., the library of data was triggered by Digital Domain’s proprietary Weighted Pose Space Deformation (WPSD) system, which calculates edge strain differences to drive the maps so no animator input is necessary. The team capped it all off by adding a heartbeat monitor (that changes in the film as needed), a metal battle mask inspired by the character’s comic book roots and a handful of futuristic weapons created to fit the specifications of the film.”

Chisholm is incredibly proud of the final work. “Sitting in the theater, the ‘aha’ moment for me was seeing a run of shots in M.O.D.O.K.’s death scene and him reaching up to Scott and saying, ‘You always were a brother to me, at least I died an Avenger.’ That’s when I knew, ‘Oh, it’s going to work. He works.’”

DD had to capture the subtleties of Stoll’s performance while also realizing an unusual kind of character. © 2023 MARVEL.
Need After Effects and other VFX plugins? Find them at Toolfarm.

Leave a Reply