Visual effects supervisor Mark Bakowski breaks down key sequences from Ridley Scott’s ‘Gladiator II’, including the Colosseum ship battle, the rhino and baboons.
One of the most stunning sequences in Ridley Scott’s Gladiator II is a naval battle that happens inside the Colosseum. Oh, and also, there are sharks. Visual effects supervisor Mark Bakowski recalls first hearing about the sequence in pre-production. “I remember sitting there with the producer who was showing me pictures and pointing at them and then looking at me, and then pointing at them,” he tells befores & afters.
The plan was to shoot the audacious scene wet-for-wet as much as possible, relates Bakowski. “There’s a very large water tank in Malta, and so the idea would be when you’re looking down, you put a big ol’ bluescreen in the background, and we’d do a very small set build of the Colosseum. We knew we’d need to use a CG Colosseum anyway, but we’d get the water interaction with the tank.”


“That was the plan,” adds Bakowski, “but it didn’t come to pass because the actor’s strike came along and we had this week and a half where all the actors had gone, but the stunties were still knocking around because they weren’t SAG. So, in that time, Ridley said, ‘Well, let’s just shoot the boats.’ But the tank wasn’t ready, so we had to shoot the boats dry instead. It was meant to be a rehearsal. Of course, it wasn’t a rehearsal…”.
Ultimately, the director was happy with what had been filmed dry. “There were definite advantages to shooting dry because you shoot so much faster,” says Bakowski. “Imagine moving a camera around on a boat; everything just takes time. Ridley could shoot the pace he wanted to. The die was cast and we didn’t really want to intercut them too much. Obviously if someone falls into the water and is swimming in the water, those really were shot in the wet.”


In the end, the sequence was filmed dry, then wet in a tank, as well as in an underwater tank, and on stage at Shepparton. Those four shooting scenarios were ultimately brought together by Industrial Light & Magic (also responsible for the sharks).
“What helped us was the burning sail gag,” advises Bakowski. “It wasn’t planned that way, but it really worked as a glue because if you put embers and smoke into all these things, it’s like, ‘Oh yeah, it’s the same place.’”

Filling out the Colosseum
The Colosseum itself, seen in that naval battle as well as in many other sequences, was a mix of a practical build and then extensive CG extensions. Production designer Arthur Max orchestrated construction of the arena in Malta amounting to about one third of its real height, and approximately one third the way around. ILM then constructed the Colosseum as a digital asset (in addition to ILM, other VFX vendors on Gladiator II included Framestore, SSVFX, Cheap Shot, Ombrium and Exceptional Minds).


Interestingly, Bakowski consulted a professor of history at Oxford about the VFX build for the Colosseum, especially in relation to the awning shades—The Velarium—at the top of the arena, and it was built to match the accurate historical data. However, according to Bakowski, something was amiss.
“It didn’t look like the first Gladiator at all. It was accurate, but not aesthetically pleasing. Our real one just didn’t work in the same way, so very quickly we adjusted ours so that it matched Gladiator’s look in terms of the design.”


For crowds, production was often able to film with around 500 extras in Matla. “That was always a fun game,” notes Bakowski, “because Ridley shoots with 10, 12, 14 cameras at times. They’re all pointing different directions, and then you’ve got this 500-person crowd, so you’re trying to work out what the hell do we do with this crowd? You’ve got to try and place your bets about where to put them and hope the cameras are going to catch enough important bits of the action.” Additional crowds were CG, achieved via a separate motion capture shoot and then generation by ILM. Some crowd tiles with the extras were also utilized.
Wider shots of Rome, especially those of characters arriving into the city, made similar use of both practical sets and digital augmentations. “We had a practical build of an archway which went up about 30 feet,” details Bakowski. “On top of that, it’s a top up where they couldn’t build any more, which had a bit of a bluescreen for shadow casting and that was it. The suckling wolf is visual effects. There’s a practical river that special effects supervisor Neil Corbould built, which we extended a little bit. And then on the hillsides there’s Rome which was all visual effects instead of being a car park, which is actually what was there [in the plate].”
The opening battle
Gladiator II begins with the Roman invasion of Numidia. The naval siege against the Numidian fortified walls was actually filmed in Morocco, where there was no water. Neil Corbould orchestrated the movement of Roman galleon ships in the desert using massive 20 axle plant movers, usually relied upon to move oil rigs. ILM then added the ocean, ships and extended a real-world castle in Ouarzazate, Morocco for where the Numidian army defends its homeland.


“The practical photography gave you this thing to hang onto every time,” states Bakowski. “That’s what’s great about it. Even if you replace it all, you’ve got the sense of intent. You’ve got the sense of what these shots should be about, how the light would work, and something to hang on to.”
One particular challenge for this battle, from Bakowski’s point of view, was oars. “We had to think about things like oars, whether to have them there or not. In the opening battle, we had no oars, there’s no point. You can’t see the oarsmen because they’re all under inside. So obviously we didn’t want those random oars thrashing about in the desert, so there we went with CG oars. Whereas in the Colosseum set, you had to have oars because you could see the oarsman rowing the whole time.”


Creature features: a rhino, and baboons
Another dramatic sequence that takes place inside the Colosseum was the rhinoceros battle, which sees a mounted rhino take on some new gladiators. A rhino in the Colosseum was imagined for the first film, with some CG tests even carried out by Tippett Studio, but was never shot. On Gladiator II, production filmed with a Neil Corbould-made rhino animatronic. “It was driven around via radio control on wheels,” explains Bakowski. “It had a gait that wasn’t necessarily scientific in how it moved, but we got away with it.”

Framestore then delivered a CG rhino (and sometimes CG rider) for the sequence, with ILM’s Colosseum and crowds making up the backgrounds. Framestore would utilize the saddle and parts of the stunt performer rider where they could. “It did work pretty well and we could retrofit [our CG rhino] to what the practical rhino was doing,” says Bakowski. “That gave us the bouncing up and down, it gave everyone eyelines and it was nice reference in terms of kicking up dust. We could keep a lot of that dust. We added more, but it certainly did no harm, and it was pretty damn cool.”
Framestore was also responsible for the baboons (suffering from alopecia) that are unleashed on the gladiators in another fight, a sequence that was tricky owing to the level of interaction between gladiator and animal. “It was the toughest sequence, I think,” views Bakowski. “Conceptually, because, well, baboon alopecia, it’s an unusual thing. No one’s seen one until this movie. But the physicality of it was interesting as well, because baboons are small, like four and a half feet. We tried to get the smallest stunties we could, but they’re just not four feet tall as you can imagine. We got the smallest ones we could to do the fighting, but you’ve got to work with what you’ve got, so there’s some big old stunt men running around there.”
Prosthetics designer Conor O’Sullivan built a torso of a baboon for close interaction shots, including for a moment that involves biting. Framestore then meticulously removed the stunt performers and baboon prosthetics from the plates and replaced them with their CG creatures. Bakowski observes that the visual effects work was particularly challenging due to the frenetic action of the baboon fight and the incorporation of a short shutter. “It was a tough, tough, tough sequence. But we got there in the end.”







