How This ‘Thief’ Became a ‘Knight’ : Movies: Richard Williams lost his treasured project to a bond company in ’92. His son is disappointed in the final version.


For more than a quarter of a century, Oscar-winning animator Richard Williams labored to bring forth his signature film, one that would rival the best of Disney. And then it was gone.

His epic work-in-progress, originally titled “The Thief and the Cobbler,” was seized in 1992 by a completion bond company, which ensured investors that the film would be completed on time and on budget. Last week, Miramax Films released the wide-screen fable, retitled “Arabian Knight.”

The $28-million film includes animation, dialogue and music inserted after Williams departed the project.

Williams, the director of animation in the 1988 Academy Award-winning film “Who Framed Roger Rabbit,” has steadfastly declined to discuss the events. But his oldest son, who spent two years as an animator on “Arabian Knight,” has expressed strong reservations about Miramax’s movie.


“I think the film has been substantially altered--and in my view, not for the better,” Alexander Williams said in a telephone interview from his London home. “What I saw is nothing like the original.”

The film’s story line revolves around a humble cobbler and his adventures in ancient Baghdad. One major departure from his father’s work, Williams noted, was adding voices to two major characters--the cobbler (Matthew Broderick) and the thief (Jonathan Winters)--when the characters originally were mute.

“They decided, in their wisdom, to have them speaking,” Williams said. “But it’s very hard to have them speaking when their lips don’t move. So you have them speaking in the bits they added, and in the other scenes they didn’t animate, they put voices over the top. It looks ridiculous, but that didn’t stop them.”

But the film’s executive producer, Jake Eberts, whose British-based company, Allied Filmmakers, invested $10 million in the project over nine years, said Miramax has done a “fabulous job” taking the film to the big screen.

“It was significantly enhanced and changed by Miramax after Miramax stepped in and acquired the domestic [distribution] rights,” Eberts said. “They made extremely good changes.”

As for giving the cobbler and thief voices, Eberts said the original way did not work for two reasons.

“There wasn’t a strong enough story line in and of itself that you could get the story through the actions and appearance of the cobbler,” Eberts said.

“Secondly, the cobbler itself didn’t have the kind of design that convey feeling. He didn’t have enough characteristics in his face to convey full emotions. He also serves as the narrator.”


Eberts, who said he still has great admiration for Richard Williams and his animation skills, nonetheless added that “Arabian Knight” is a classic case of art clashing with commerce.

Williams’ problem, Eberts said, was that “he could never finish a scene.”

“He loved the thief to death,” Eberts said. “He would churn out frame after frame of the thief and not spend time on other points of the movie.”

In the end, Eberts said, Williams “felt he should have absolute control over the way cuts were made. That was not possible. Only one or two directors in the world have that kind of power. He wanted final everything. . . . He was playing with over $25 million of other people’s money. You have to respect that.”


A Canadian, Eberts has invested in many films over the last two decades, including “Dances With Wolves,” “Driving Miss Daisy” and “Gandhi.” One of his first movies was the animated film “Watership Down.”

Eberts said he met Williams, also a Canadian, in 1986 when the animator was receiving an award at a ceremony in London.

“I walked up on stage after he was through [getting an award], introduced myself and he told me he wanted to show me some footage,” Eberts recalled. “The rest, as they say, is history.”

Eberts said that he was not only impressed by the size and scope of the film in progress but that he became sold on the project because he believed Williams was an “absolute genius” at animation and that it was the kind of film entire families would attend.


“If I had known then what I know now, I never would have done it,” Eberts said. ". . . I would have hired someone else.”

When Williams began the feature, he promised a film that would be “more fully animated than any animated movie ever,” and artists who saw the footage compared the results to a moving tapestry.

Over the years, the project attracted some of the finest American animators: Grim Natwick, creator of Betty Boop; Art Babbit, who animated the dancing mushroom and thistles in “Fantasia,” and two top animators of the Warner Bros. shorts, Ken Harris (“Road Runner”) and Emery Hawkins. All four have since died.

Some of the original voices, including actors Vincent Price (Zigzag) and Sir Anthony Quayle, who was to have been King Nod (Clive Revill now is Nod’s voice), also died.


Warner Bros. had been set to distribute the movie, but after the bond company took over the project, the studio dropped out. The bond company handed the film to animator Fred Calvert in Los Angeles to complete.

“I really didn’t want to do it,” Calvert said Tuesday, “but if I didn’t do it, it would have been given off to the lowest bidder. I took it as a way to try and preserve something and at least get the thing on the screen and let it be seen.”

When he got the project, Calvert said, it was only about 60% completed. “A lot that was left was in storyboard and rough pencil animation. The story wasn’t there yet. So, we kind of restructured it.”

Calvert said he asked a number of animators who had worked with Williams in London to help him finish the film. “It took us a year and a half to finish it,” he said, estimating that 30% of the film was original work developed under his supervision.


Although Calvert said the decision to give the cobbler a voice came while he was supervising the project, it wasn’t until he turned it in that he discovered that Miramax was going to give the thief a voice, too.

“I never conceived of putting a voice on the thief,” Calvert said. “That was a surprise to me. Whatever is wrong with the film, I’m sure someone will blame me for it.”

Miramax, he said, also added music to the production.

As for the story itself, Calvert confirmed that some of the additional dialogue in the film is credited to Bette L. Smith, who at the time was president of Completion Bond Co.


“She revised a few things,” Calvert said. (Smith could not be reached for comment.)

Eberts, meanwhile, said he had his last contact with Williams “a couple years ago.”

“We exchanged pleasant and polite letters,” he said. “I invited him to finish the film. I have no hard feelings. . . . It’s a great tragedy for him.”

Alexander Williams said he does not think his father is bitter but wishes he had had a chance to complete the movie he set out to make.


“We were getting the film out,” the younger Williams said. “They just chose to take it off to the States and finish it there. I think there was 15 minutes left to do. It would have taken about four months more.”

Asked to sum up the experience, Williams said: “The idea was to make a film better than Disney in something that was not the Disney style. I was amazed when they took it away.”

Williams added that the additional footage he saw made it look like “a different movie. . . . It looks like Saturday morning TV, the stuff I saw.”

Even Miramax’s marketing effort ran into trouble. Early print ads for the film called it the first wide-screen animated film since “Snow White,” later changed to “Sleeping Beauty"--both, of course, classics from Miramax parent Disney.


The film opened poorly over the weekend, taking in only $319,723 on 510 screens.