September 9, 2022 posted by Jim Korkis

Live Action Reference

Suspended Animation #388

When I taught animation classes at the Disney Institute, I often had to explain to those taking the classes the difference between live action reference that Disney did for its animated features and rotoscoping.

Life drawing sometimes known as figure drawing is the act of drawing a living person of animal either posing or in movement. It is the foundation of most artists’ training. The artists at the Disney Studio often took life drawing classes at the studio to improve their skills.

One of Walt Disney’s innovations when he started doing animated feature films was to bring in dancers, actors, models to perform some scenes in front of a motion picture camera so that his animators could study the movement, how clothes moved, what happened with the folds on the clothes and more to try to capture a more believable realistic figure.

For Bambi, Walt even brought in live animals for the artists to draw and study.

For all the Disney animated feature films, the artists depended upon live action reference. In Snow White and the Seven Dwarfs (1937), dancer Marge Belcher (later Champion) performed some scenes as Snow White in full costume and with makeshift props as well as some of the animators standing in for the dwarfs. She also was the live action reference for the Blue Fairy in Pinocchio (1940) and Hyacinth Hippo in Fantasia (1940).

Actor Bela Lugosi, best known as Dracula, was brought in to pose as Chernabog the massive, all-powerful demon who appears as a villain in the “Night on Bald Mountain/Ave Maria” segment of Fantasia. Later Bill Tytla who animated the character, upset that Lugosi failed to follow his directions also used film footage of animator Wilfred Jackson doing some of the actions.

Actress Eleanor Audley was the voice of Maleficent in Sleeping Beauty and Lady Tremaine in Cinderella and she was filmed in full costume for reference especially her expressive face.

Actress Helene Stanley became the live-action reference model for many Disney animated feature characters including Princess Aurora from Sleeping Beauty (1959), Cinderella, her stepsister Anastasia and Anita Radcliffe from 101 Dalmatians (1961). Walt also cast her as the wife of Davy Crockett in the television series.

As actress Kathryn Beaumont who did live action reference for Alice in Alice in Wonderland and Wendy in Peter Pan told me, “They wanted me to do the live-action reference. That was more like live-action that I had done in the past. But it was different again, because rather than memorizing lines and then going through your scenes, the recording was already done. So, when you did your scenes, you had to speak in synchronization with what was on the recordings. They would play back the recording when the scene started, and you mouthed those lines over again.

“There wasn’t much in terms of set decoration, hardly anything, in fact, just enough for a reference that I could therefore use as part of a prop. It was an odd set up where in some cases it was nothing more than two wood boards nailed together. You really had to use your imagination. Otherwise, the stage was pretty well bare. You had to use your imagination a lot about who you were speaking with.”

Live action performers acted out scenes in front of a camera that was set up at the same angle as the storyboard drawings of the prospective animated sequence.

This technique was not rotoscoping which is a time consuming animation technique where animators slavishly trace over the filmed movement of live performers frame-by-frame from a live action film.

It was used as a shortcut to try to achieve realistic looking action but often resulted in characters and movement that differed significantly when combined with the more exaggerated hand drawn cartoon characters.

The Disney Studio did use rotoscope on some of the key frames of live performers for Snow White and the Prince in Snow White and the Seven Dwarfs (1937) but Walt Disney did not care for the final results feeling it made the characters look stiff and unnatural.

Unfortunately after the animated feature was released, these live action films were for the most part destroyed but many still photographs from the filming exist.

Director Hamilton Luske told Aline Mosby of UPI: “Cartoonists just like any artist must have living models to draw from. Otherwise they’d be drawing what they think certain characters would do in a situation, not what they would really do.

“We could, of course, have live models act out a scene on a stage. But then the animators would have to trust their memories when they go back to their drawing boards. A film is easier as it can be run over and over for the artists. And they can correct any mistakes in a scene before the drawing is made.”

Animator Frank Thomas stated in 1993 when I talked with him at an animation gallery signing event, “Walt was desperate for money at the time and he said, ‘We’ve got to find the cheapest possible way to make this picture’. Doing animation over again if it was done wrong was terribly expensive so we had to figure out some way to do it right the first time.

“By shooting the live action, the director and animator could look at the footage and say, ‘This part is right; this part is not right; it needs to be faster’ and so on. And if you had good live action to start with, it would make your job a whole lot easier to get some imagination out of it.

“No matter how good they are, actors can seldom give you what you want. You can talk to them and get them thoroughly immersed in the character, but when they do the action, it’s not what you have in the back of your mind but it gets you much closer.

“If you’re starting from scratch without any help, you have an awful time digging out that kernel in the back of your mind. If you have something that’s nearly there that reminds you specifically of what’s missing, it’s a much easier step to come closer to that dream which is seldom if rarely achieved.

“That’s why an artist is driven to drink and everything else because he cannot capture that thing that is in his mind. I think it would be a tedious, terrible job to try to do it all by yourself without any help.”

Animator Ollie Johnston added, “The real value in shooting the live action was being able to get stimulation from actors doing tricks and using different timing that you may not think of yourself. The animator knows overall what he wants to do but you want to get a little something extra in it that you maybe can’t draw out of yourself.”


  • Live action reference was also used in DUMBO for the song “When I See an Elephant Fly.”

  • Wow, quite a surprises seeing Jerry Colonna and Ed Wynn actually “playing” their roles!

  • You’re quite right about the clashing styles of characters animated from live-action reference models versus those done without. I’ve always found the contrast between the realistic humans and the cartoony cat and mice in “Cinderella” rather jarring. It works in “Alice in Wonderland”, because it establishes Alice as a stranger in a fantasy world; hence we identify with her and see Wonderland through her eyes. Of course, the character’s appeal owes much to the artistry of Marc Davis. Kathryn Beaumont was a pretty enough girl in real life; but even as a very small boy, before I ever entertained any romantic feelings toward girls, I thought Alice was breathtakingly beautiful.

    In another column you wrote that when “The Little Mermaid” was in production, the Disney animators studied Sherri Stoner in a swimsuit two days a week for a year and a half. After a while, I think they must have been just having fun.

    Did the Reitherman boys do any live action reference for Wart and Mowgli, in addition to voicing them? The two characters are somewhat similar in build and movement.

    • In your regards to your Little Mermaid comment, when I interviewed Jack Hannah about his work on the Donald Duck shorts, he told me, “As a director, I was always looking to try something new. You know the girls in Dude Duck (1951)? Bill Justice animated those girls using live action reference. We had a set built and filmed the girls as they left the bus and ran toward the camera. We didn’t really need to do it that way but it gave us a chance to look at girls in sweaters.”

  • A marvelous Post! TY!

  • If I remember right, wasn’t June Foray one of mermaids for Peter Pan?

    • You are correct, sir. June did the voice and the live action reference for the brunette. (Margaret Kerry was the redhead and Connie Hilton the blonde.) As June told me in 1992, “Forget the sore muscles and bruises from slithering up one side of a pile of lumber and down the other to emulate the half-human, half-marine creature on the rock in the middle of the lagoon. A mermaid in Peter Pan resembled me!” Kerry remembered they recorded their voices and two weeks later showed up with one-piece bathing suits and performed on the minimal set for two days.

      All of this information and much more about the mermaids are in my latest book Off To Never Land: 70 Years of Disney’s Peter Pan now available on Amazon

      • >> in my latest book Off To Never Land<<

        My aching bookshelves wonder why your book isn’t on Kindle. Any chance that will be coming?

  • Recall reading that Franklin Pangborn, a very familiar character actor from the 30s on, did reference footage for the tippling servant/musician in “Sleeping Beauty”. The character is mute, but his face is a bit of a Pangborn caricature.

    Understand these days it’s standard to video the voice actors, so the animators can study mouth movements and facial expressions.

  • Live action reference exists mainly to have large movies finished by groups of novice or intermediate animators, who don’t know how to animate moving bodies convincingly. It is a necessary evil often. I wish live action reference was not a thing, but it can stay I guess.

    ROTOSCOPING however, should leave yesterday. It is not animation, nothing was animated. The performance was done by a human actor, the animator did almost nothing at all. Cheating, and looks ugly every time.

    • Cone on now, Live action reference is not bad. I mean the human body is not an easy thing to draw, let alone animate. I should know, as I tried some animation and drawing classes once.

      As for rotoscoping, well, it wasn’t used that often at Disney. Heck, I don’t think it’s been used in comupter animation, has it? That would be rather dificult.

      • D’oh! I forgot about motion-capture for computer animation which doesn’t usually work (with some exceptions). That’s what happens when I post a comment in the morning when my brain is not completely awake.

    • Andrew: Rotoscoping IS ugly. It looks really fake, especially compared to Tytla and Thomas’ more sincere stuff. I also hate live-action reference.

      Nic: Snow White, Bambi’s dogs, and some parts of The Nutcracker Sweet were rotoscoping. Live action also negates the whole point of animation: exaggeration and caricature. The original Golden Disney films were those two things. As reference fine, but a good animator, like Tytla, can stimulate life by being observant.

      • “The Nutcracker Sweet” ? What kind of candy is it ?

        • Sugar plums?

      • Well, this very article mentions Tytla using live action reference for animating Chernabog for Fantasia

        • I don’t think he did that as much. In fact Bela was P.O.’d that he was wasted. Tytla had it in him, because he acted everything out. But whatever; these are just opinions, friends!

  • I think the live-action kinda ruined Disney. All of the Fifties relied heavily on a cross between realism and stylization.

    • Yeah, I really disagee there. “Lady and the Tramp” didn’t have that much.

    • Live-action reference and rotoscoping are simply techniques, and like any technique they can be used well or poorly. Nothing “ruined” Disney, not even cel xerography.

      • Indeed. Both can have their merits and their set backs. It’s simply a matter of the artists’ skill level that they are able to stylize and how they utilize the techniques.

    • Live action reference and rotoscoping were the beginning of the end for animation in America, not just Disney. A flat out admittance that guys running the show saw it as a tacky, “baby version” of cinema and not an art form that could, you know, stand on its own when given the right care and support.

      • Begiinning of the end, eh? Rotoscoping actually started during the early years of animation during the late ninteen-teens by the Fleischers:

        • Yes, it was and the Fleischers produced amazing and innovative works with the medium. No one can devalue that. I was referring to Disney’s use of the technique as a substitute for finding creative ways to stylize, observe and simplify movement. Master animators like Bill Tytla, Milt Khal and Preston Blair understood this and applied it beautifully to the characters they created when they had the chance. But the process that Disney vouched for did not allow for animators to truly spread there wings as craftsmen. So a codependency on reference became the norm and hurt the broader industry going forward.

          • Honestly, I thought there was not much differences between animation styles of the humans such as Snow White and Cinderella. Marc was in involved with both anyway (though, he was assistant animator on the former).

    • Yikes! Gardner better write a “Where There’s Smoke” to flame the fires of a controversy of my own making!

      Paul: I get what you mean, but there is a noticeable difference between Fantasia and the Reitherman films, and need I mention today’s crap?
      Nic: Death starts slowly. Rotoscoping was the eventual killer of animation, as Bakshi’s films did more damage than help.
      Scout: You’ve hit it on the nail once again.

      • For the record, I felt the rostoscoping at Disney wasn’t as jarring as Fleischers, but I may be bias.

  • Andy Pandy is me. Sorry. Mistake.

    • EDITOR’S NOTE: Hey Buddy, and this goes for everyone, stick to one name (or pseudonym) for the comments. It’s getting confusing!

      • Sorry, I had used that name originally and got confused. I am now Buddy.

  • Has anyone ever seen photos of Maila Nurmi of Vampira fame as a live action reference model in Sleeping Beauty? There is a confirmed record of her being paid in the Disney archives. Thank you.

    • Is that her in the clip above (at 3:45)?


      • No, that’s Helene Stanley. Maila Nurmi did live-action reference for Maleficent. So far, I’ve only seen pictures of Eleanor Audley and Jane Fowler doing reference.

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