I saw this one in the theaters. Until watching it again for this article, which was the only time I had ever watched Star Trek: Nemesis, back in 2002. There was something that I truly disliked about it… but 17 years later, I could not remember what it was.

John Logan
John Logan, writer of Star Trek: Nemesis, with a Reman.

The disappointment of Star Trek: Insurrection still stung, and I hoped that this even-numbered Trek film would hold to form and be a good one.

I can still remember the photo of screenwriter John Logan alongside a Reman, probably in T.V. Guide or People Magazine. There was a lot of hype around Logan, and what he would bring to the franchise. Sir Patrick Stewart even asked fans to come out to see this film.

Paramount canceled the sequel, which would have been The Next Generation’s fifth, and final film. I walked out of the theater disappointed.

Too many explosions, too little plot, and too many borrowed references to past Trek glories.

STARDATE: 56844.0

We begin in space, and immediately crash zoom onto the surface of Romulus, which looked like a highly advanced Rome. I get the references. Romulans were named after Romulus, the founder of Rome, and Remus is their backward sister planet. But did the producers have to make the place look like Rome too? Romulans are still supposed to be aliens, after all — lack of creativity.

Shinzon, as played by Tom Hardy. Courtesy of Paramount Pictures.

The Romulan senators inside the central building were listening to a pitch from one of their own. A newcomer from Remus, Shinzon, was offering a new alliance, which could potentially crush the Federation. The leadership didn’t want to hear it, but a female senator named Tal ’Aura armed a red bio-bomb of sorts, which pushed out a toxin, turning all inside the Senate building to ash. It was a pretty cool special effect!

Meanwhile, Captain Jean-Luc Picard gave a toast to his first officer, Commander William Riker, who finally married his longtime love, Counselor Deanna Troi. Picard spoke about all of his many accomplishments, including contacting 27 new alien species for the Federation. But nothing was as unique as this moment.

Picard teased Riker about moving on to the U.S.S. Titan and told everyone that Mr. Data would soon replace him. The android would never, ever let Picard go on an away mission.

Hey — was that Wesley Crusher at the end of the head table? Yup! Poor Wes didn’t have a line in the final edit of ST:N, but at least he got on camera. But Guinan was there, and she told Geordi La Forge that she’d never marry again. Twenty-three partners was her limit. And Data stood up and sang a song for everyone, as Worf complained about drinking too much Romulan ale.

The beautiful Enterprise-E in orbit over Romulus. Courtesy of Paramount

As the Enterprise-E started its journey to Betazed, so Riker and Troi could get married as her culture saw fit (naked), Mr. Worf detected a positronic signal from the Kolarin System. Picard ordered that they divert their route so the signal could be investigated.

I wondered, how strong is a positronic signal? How far away could it be detected? I thought this was a bit of clever plot set-up, rather than something plausible. But oh well.

Now, Riker did warn them all that going to the Kolarin System would take them dangerously close to the Romulan Neutral Zone. Picard said not to worry about it.

When they arrived, they determined that, while uncharted, the planet’s natives were humanoid and pre-warp. Geordi said they shouldn’t use transporters, due to an ion storm. Picard smiled and told Worf and Data to join him in the new Argo, a sleek, new shuttlecraft, with a built-in dune buggy. Yes. A dune buggy.

Brent Spiner’s head as B-4. Courtesy of Paramount Pictures

Funny how Picard mentioned how he opened up diplomatic relations with all of these new societies, which probably meant that they worked within the Prime Directive. But now, Picard is driving around a desert planet, in a Starfleet-issued dune buggy.

Worf and Data found parts of an android, which looked very much like Dr. Noonien Soong. Eventually, they found enough pieces to make a new Data. When they saw the head, Data picked it up, and it spoke to him.

At that point, the indigenous population came out with their dune buggies and disruptors and attacked. Worf used the phaser cannon mounted on the back of their buggy to shoot at the bad guys. Data used his tricorder to fly the Argo over a canyon remotely, so Picard could launch the buggy into the shuttle — just in the nick of time.

This adventure was silly and unnecessary. Watching it now reminded me of the silly motorcycle situation in Star Trek: Beyond with the Kelvin Kirk. It seemed like they added it to have an excuse for some action, but no real outcome.

Back on the Enterprise, Geordi and Crusher connected the head to some electricity, and he started talking again (he did speak while on the dune buggy). He said his name was “B-4.” Geordi said that this android was likely created before Data, so the name made sense. B-4 had no memory of where he was before the crew found him on the Kolarin planet. Picard ordered that he be reassembled.

Admiral Janeway
Admiral Janeway, as played by Kate Mulgrew. Courtesy of Paramount Pictures

In Picard’s ready room, Starfleet Command contacted him. It was Admiral Janeway, who told him that he’d have to go to Romulus. She said there was a new Praetor in charge, who requested a Federation envoy.

NOTE: Someone messed up Michael Okuda’s computer interface design. He created all of the computer display interfaces for the Enterprise-D era ships, back in the 1980s. He made an incredibly futuristic look, which, ironically, is called “flat” or minimal design for electronic devices. These were all geometric shapes, and lots of rounded rectangles for the touch screen buttons. In this film, someone added shading and a beveled edge to just some of the interface elements. DUMB!

Picard gathered his command crew together to meet about this new mission to Romulus. Data explained that Remus orbits its sun in such a way where one side of the planet is always in darkness. This is where the Remans live, and they are an undesirable caste in the Romulan Empire’s hierarchy. The planet is responsible for weapons development and dilithium mining. Very little was known about the new praetor, Shinzon, except that he is a successful commander.

Afterward, Commander La Forge connected Data and B-4 with a neural link, to download Data’s memories into B-4. Geordi warned that if this worked, then B-4 would have all of his memories and abilities. When the download was complete, B-4 still could not answer basic questions.

Data found a “redundant memory port” on the back of B-4’s neck. Geordi theorized that this extra memory might have been put in place as a backup, incase his neural pathways got scrambled.

The Enterprise meets the gigantic Reman Warbird — the Scimitar. Courtesy of Paramount Pictures

When the Enterprise arrived at Romulus, they were kept waiting for 17 hours, with no contact. Out of nowhere, an enormous Romulan ship de-cloaked. Worf wanted to raise shields, but Picard said not to. Worf scanned and found that the ship had 52 disruptor banks, 27 torpedo bays, with two sets of shields.

“She’s a predator,” said Picard.

They received a hail from the ship, which identified itself as the Reman Warbird Scimitar (which is the name of a sword used in the Middle East). They sent coordinates to Picard and his away team.

Onboard the Scimitar, Picard, Riker, Troi, Data, and Worf met Shinzon, in a darkened hall. Shinzon, played by Tom Hardy (who has been in many roles since, including Bane in “The Dark Knight Rises”).

Shinzon wore a very strange … costume. It looked like nothing worn by Romulans in shows or previous films. It was almost like a long, armored dress. The suit glimmered, and looked a lot like the shell of a Japanese beetle, as it changed colors depending on the light.

He spoke to the crew about his desire for peace. When he turned up the lights, it turns out that he (supposed to have) looked just like a young Picard. Shinzon referred that he and Picard were the same person, and as he invited Picard to dinner, he cut his palm with a dagger. He let the blood drip onto the blade and handed it over to Data.

Back on the ship, Dr. Crusher confirmed that Shinzon was a clone of Picard.

Brent Spiner as Data. Courtesy of Paramount

On Romulus, Commander Suran and his Romulan military guard grilled Shinzon on his plans, and why the Enterprise was in orbit. He yelled at them and told them to be patient. As they left, Shinzon ordered Commander Donatra to spy on Commander Suran, and “dispose of him” if he shows any signs of betrayal.

After Shinzon dismissed Donatra, he slumped over in pain. She stood and watched from the shadows.

On the Enterprise, B-4 was enjoying some time with Data’s cat, Spot. He stood suddenly and walked to a computer terminal. He started working.

At dinner, Shinzon told Picard that the Romulans acquired Picard’s DNA and planned to use Shinzon as a mole in the Federation. But when the government changed, the plans were abandoned, and young Shinzon was sent to the dilithium mines on Remus. It was there he met one Reman (who now served as his viceroy) who helped him survive.

It must be pointed out how similar Shinzon’s story is to Bane’s (from Batman). Almost like Christopher Nolan watched Nemesis and decided to recycle the story of Shinzon and make it Bane.

Shinzon told Picard that everything he did was an effort to make the lives of the Reman better. He created the giant warship in secret and came to Romulus in force to get the Remans their freedom.

As Picard left the meeting, he said that he hoped that in time, after trust had been earned, they could hold hands in friendship.

When Picard returned to the Enterprise, Worf filled him in on the computer breach. But, even more troubling, Geordi told him that they detected Thalaron radiation from the Scimitar. Thalaron radiation can consume organic material at the subatomic level. Dr. Crusher told Picard that a microscopic amount could kill every member of the crew in seconds.

On Romulus, Shinzon and his viceroy talked about timing and attacking. I forgot to describe the Remans. They look like the vampire Nosferatu, from the 1922 film. Imagine Nosferatu with a disruptor.

the Viceroy
The Reman viceroy, played by Ron Perlman (and you’d never know it was him unless you read the credits). Courtesy of Paramount Pictures

I figure that the way the elves were divided up in “Lord of the Rings” may have inspired the Reman. If the elves were like the Vulcans, the Romulans are like the Orcs. Elves were the original, and the Orcs were the evil offshoot of the elves. Then you get the Uruk-hai, who were the Orcs, but even worse. The Uruk-hai are like the Reman — Romulans, only worse.

Back to the film… we join Riker and Troi in their private quarters. As they got naked and started to get intimate, Shinzon invaded Troi’s mind and mentally “raped” her. It was a bizarre scene. Shinzon’s viceroy helped him invade Troi’s consciousness.

Shinzon then beamed B-4 to the Scimitar and began downloading the information he read.

Meanwhile, Troi shared with Picard and Crusher that she had been “violated.” As Picard was counseling her, the Remans beamed him to the Scimitar. Riker ordered shields to be raised, but it was too late. Picard was gone, and the Scimitar was cloaked.

Onboard the Scimitar, Picard found that he was strapped down and unable to move.
Shinzon’s henchmen took a blood sample from Picard, who noticed B-4 in the lab. Shinzon revealed that the Remans planted B-4, knowing that Picard would take the bait and pick him up. B-4 downloaded details on the location of every ship in Starfleet.

Shinzon told Picard that he planned to start a war with the Federation which would free the Reman.

On the Enterprise, Geordi tried to find a way to track the Scimitar, even while cloaked. But he could not.

B-4 returned to Picard’s holding cell and incapacitated the Reman guard. It turns out that it was Data, not B-4. Data told Picard that the entire ship was a Thalaron generator, and all the relays led to one point — an “activation matrix.” They also discussed that Shinzon now knew the location of all Federation ships.

Data opened up his arm and revealed a small emergency transporter device. Data told Picard to use it, but he refused.

Shinzon and his scientists marched down to Picard’s cell to extract Picard’s blood (or something) so that Shinzon could get a transfusion and live. When they realized Picard escaped, they sounded the alert, and the Reman attacked.

Picard and Data fought their way to a shuttlecraft bay. And, oh, did you know that Picard was pretty good with two disruptors? Watch that scene, and you too can see Jean-Luc in action.

They found a small, two-person ship but could not open the bay doors to escape the ship. Instead, they doubled and flew down the corridors that were running through. They eventually did get out through a large bay window. Before Shinzon could grab the ship with a tractor beam, Worf beamed Picard, Data, and the small craft onto the Enterprise. Then, they warped away from Romulus.

On the planet, Commander Suran got a scolding from Shinzon, after he dared question their human leader. They all noticed the purple veins on his face, a side-effect of the deterioration of his health.

Later, Commander Donatra asked Suran if he was willing to go down with Shinzon. She told Suran that he wasn’t going to beat Earth; he was going to destroy Earth.

Jean-Luc Picard, portrayed by Sir Patrick Stewart. Courtesy of Paramount Pictures

Dr. Crusher told Picard that Shinzon’s cellular structure was breaking down. The only thing that could save Shinzon was a complete blood transfusion from Picard. The admiral then said that he knew Shinzon would come for him.

In engineering, Data deactivated B-4, after B-4 revealed that he knew nothing about Shinzon’s plans.

Geordi told the crew that the Thalaron radiation was strong enough to destroy Earth if he wanted to. Picard said that was Shinzon’s aim. Since there was no way to penetrate the cloak, the Enterprise was ordered to Sector 1045, where the fleet would be massing.

Picard ordered all hands to their battle stations. The crew got all their phaser rifles out, and Mr. La Forge put a force field around the warp core.

On the way, the Enterprise approached the Bassen Rift, with the Scimitar, under cloak, was following close behind. Data reported that they were about 40 minutes from the meeting spot with the fleet, which was composed of the U.S.S. Intrepid, the Valiant, the Galaxy, the Aires, the Nova, the Hood, and the Archer.

As Picard looked at their course, he said: “for now we see through a glass, darkly.” That was a line from the King James Bible and not Shakespeare. Hmm! Picard said that Shinzon was like him.

Data said that Shinzon was not a mirror of Picard. Shinzon, like B-4, does not aspire to better himself. Just then, interference from the Bassen Rift caused the screens on the Enterprise to fluctuate, and all long-range communications.

At that point, Scimitar attacked, knocking the Enterprise out of warp. They were only able to use impulse engines, and Picard ordered all phasers fired at once in a spread. He also ordered photon torpedoes to be readied.

They did hit the Scimitar once or twice and tried to follow up with torpedoes, but all missed. The Scimitar recloaked and attacked from above.

I have to say that this Enterprise-E could take a whole lot of shots. Its shields must have been ten times as strong as the Enterprise-D. The Scimitar nailed it repeatedly. Eventually, they did weaken.

After another volley, Riker ordered the ship do the “Kirk Epsilon,” and La Forge tried to fix the shields. Then, Shinzon hailed them. He asked Picard to meet privately in his ready room. Shinzon spoke through a hologram and demanded Picard’s surrender. He wanted Picard to beam over, and he’d free the Enterprise.

Picard tried to talk Shinzon out of this course of action. He said that Shinzon could be a better man. Shinzon didn’t want to hear it.

Romulan Commander Donatra
Romulan Commander Donatra, played by Dina Meyer. Courtesy of Paramount Pictures.

On the Scimitar, they detected two new ships, both Romulan. It was Donatra. She told Picard they were there to help. This was a pretty exciting scene.

The Scimitar destroyed one Romulan warbird. Shinzon allowed a small portion of his ship to decloak. Donatra went in for the kill. Just then, Shinzon ordered a full stop and battered her ship with disruptor blasts.

The Scimitar came about, and fire again and again at the Enterprise. Just when all hope was lost, Troi told Picard that she had a way to help. She used her powers to reach out and find Shinzon’s viceroy. Troi held Worf’s hand and guided him, as he targeted the photon torpedoes — just like when people play the Ouija board.

NOTE: The filmmakers lit Troi’s eyes just like Jerry Finnerman used to back in The Original Series.

The trick worked, and Worf’s shots found the Scimitar. They followed that with a bunch of phaser hits. Shinzon ordered the viceroy to form a boarding party so they could get Picard. The Enterprise lost ventral shields, and the Remans beamed aboard. Riker and a security team went down to stop them.

When the security team found the Remans, Riker recognized the viceroy and grimaced. As Worf took out 2-3 Reman by himself, the viceroy escaped down a Jefferies-type tube. Riker followed and found the viceroy. As they began to fight, the Scimitar hit the ship on the nose and blew out part of the bridge. Crewmembers were sucked into space until the emergency shields kicked in.

The Enterprise had no torpedoes left, and only enough energy for a few phaser blasts. Picard ordered the Enterprise to ram to Scimitar. Troi was the one at the helm when Picard gave the order.

The “ramming” made quite an impact on the Scimitar (ha), as the Enterprise pierced the Reman ship like a spear. Riker and the viceroy continued to fight. Shinzon shifted the Scimitar into reverse, and the massive ship pulled away from the Enterprise.

Riker and his opponent tumbled into a shaft, and as the Enterprise shook, the viceroy slipped off a bridge and fell to his death. On the bridge, Picard tried to begin the self-destruct sequence, but the computer told him that auto-destruct was offline.

Meanwhile, Shinzon ordered the Remans to use the Thalaron weapon on the Enterprise. The computer on board the Scimitar started the countdown (in English). Geordi said that when the “targeting arms” of the Scimitar are in place, then the Thalaron weapon would deploy (how the hell would he know that?).

Picard told everyone that he was going to take care of this. He grabbed a phaser rifle and told Data that he had the bridge, and to put some distance between the Scimitar and the Enterprise. He then beamed over. Right after he left, the transporter circuits fused.

Counselor Troi, as played by Marina Sirtis. Courtesy of Paramount Pictures

At that point, Data left Counselor Troi in charge (doesn’t Geordi outrank Troi?) and he and La Forge went to a side of the ship that was blown off. La Forge controlled the shields (with a tricorder, apparently), and used the atmosphere from inside the ship to shoot Data to the Scimitar. That was pretty neat.

Data landed on the side of the Scimitar and opened a panel to climb aboard the ship.

Picard found his way to Shinzon’s ‘throne room’ and was immediately attacked by the Reman. Picard took out all the Reman and went for the Thalaron weapon, but Shinzon tackled him, and they wrestled. Picard threw Shinzon off, and went to destroy the Thalaron weapon, but realize that he lost his phaser in the struggle.

Shinzon went after him with a dagger. They fought, and Picard pulled down a pipe or something off the wall and used it to lance Shinzon. Though he was impaled, Shinzon pulled himself closer to Picard and grabbed the admiral by his throat. He said their “destinies were complete.”

As he died, Data ran in just as the computer counted down to zero for Thalaron weapon firing sequence. Data slapped the cool, mini-transporter on Picard and he beamed back to the Enterprise. Data then destroyed the weapon and the Scimitar with it.

As Troi and La Forge watched the explosion, Picard appeared behind them. Riker ran onto the bridge and embraced Troi. The Romulan ship commanded by Donatra hailed the Enterprise and said they would be sending medics and supplies over. She also noted that Picard earned a friend in the Romulan Empire. Picard left Riker in charge and wandered off the bridge.

Later, Picard handed out drinks to the command crew and toasted them. He said, “to family.” Troi started to cry, and Riker reminisced about the first time he met Data (on “Encounter at Farpoint”).

The Enterprise went back into spacedock and got all fixed up. Riker met Picard before he left for his new ship, the Titan. Riker and Troi were leaving immediately to head to the Neutral Zone to follow up with the Romulans.

Riker told Picard: “serving with you has been an honor.” Picard told him that the honor was all his.

In his ready room, Picard told B-4 how much Data meant to him. B-4 did not understand. As Picard left, B-4 began to recite words from the song that Data sang and Riker and Troi’s wedding. HMMM!

Worf said that the engines were back online, and Picard marched to the bridge.


I wanted to like Nemesis. I did! But as a longtime fan, I guess I expected more. Something was missing or off. Here are a few things that I can cite.


The ending was very much, just like The Wrath of Khan. This was very noticeable when Data sacrificed himself by destroying the Thalaron weapon so the Enterprise could escape (just like when Spock sacrificed himself to save his Enterprise from the Genesis effect). Data was always the new “Spock” for the TNG show, but unlike Spock, Data wanted to be more human.

I guess it’s hard to balance all these Trek characters and build a good story. They should have given the crew different missions, like how Iron Man, Spider-Man and Dr. Strange went off to Titan in “Avengers: Infinity War,” while the other heroes did other stuff. This way, Tony Stark/Iron Man didn’t hog all the screen time, as Captain Picard did in this film.


Why so, Earthlike? These are supposed to be alien planets and different species. Couldn’t they have given us a little something when it came to Romulus? It looked like future Italy.

And why no foreign language? That’s one of the things that always made Star Trek cool. Like in Star Trek III when Kirk had to speak Klingon to get beamed up at the end. You could tell that he was guessing and hoping the Klingon would make sense.


  • The Romulans would have never, ever, ever allowed a human to run their war machine. This would be like Winston Churchill taking over the United States during World War II. Doesn’t make sense.
  • His outfit was borderline silly.
  • He was not intimidating or scary.
  • It doesn’t make sense how easily he took over.
  • Tom Hardy doesn’t look or sound like Patrick Stewart. They should have cast Patrick Stewart’s son, Daniel Stewart, who is also a classically trained actor.


I had never heard of them, and I was pretty sure this was their first appearance in Trek (this is true). While this was OK, it felt like they were just put into the mix to be like the Stormtroopers from Star Wars — as Picard said, “cannon fodder.”

Nemesis turned out to be a franchise killer, but it had significant effects on the Star Trek “prime” canon.

RATING: 2.5 out of 5


Directed by Stuart Laird
Screenplay by John Logan
Story by John Logan & Rick Berman & Brent Spiner
Produced by Rick Berman
Based upon “Star Trek” created by Gene Roddenberry

Executive Producer … Marty Hornstein
Director of Photography … Jeffrey L. Kimball, A.S.C.
Production Designer … Herman Zimmerman
Edited by Dallas Puett, A.C.E.
Costume Designer … Bob Ringwood
Co-producer … Peter Lauriston

Music by Jerry Goldsmith
Casting by Amanda Mackey Johnson, C.S.A. and Cathy Sandrich Gelfond, C.S.A.
Original Casting by Junie Lowry-Johnson, C.S.A.

Visual Effects Supervisor … Mark O. Forker

A Rick Berman Production

Patrick Stewart
Jonathan Frakes
Brent Spiner
Levar Burton
Michael Dorn
Gates McFadden
Marina Sirtis
Ron Perlman
Tom Hardy
Dina Meyer
Jude Ciccolella

Kate Mulgrew as Admiral Kathryn Janeway

Unit Production Manager … Marty Hornstein
First Assistant Director … David Sardi
Second Assistant Director …Richard Oswald

Make-up Designed and Supervised by Michael Westmroe
Starfleet Uniforms Designed by Robert Blackman

Production Supervisor … Matthew J. Birch

Jean-Luc Picard … Patrick Stewart
William Riker … Jonathan Frakes
Data/B-4 … Brent Spiner
Geordi La Forge … Levar Burton
Worf … Michael Dorn
Deanna Troi … Marina Sirtis
Beverly Crusher … Gates McFadden
Shinzon … Tom Hardy
Viceroy … Ron Perlman
Senator Tal’aura … Shannon Cochran
Commander Donatra … Dina Meyer
Commander Suran … Jude Ciccolella
Praetor Hiren … Alan Dale
Senator … John Berg
Helm Officer Branson … Michael Owen
Admiral Janeway … Kate Mulgrew
Reman Officer … Robertson Dean
Commanders … David Ralphie, J. Patrick McCormack
Wesley Crusher … Wil Wheaton
Computer Voice … Majel Barrett Roddenberry

Stunt Coordinator … Doug Coleman

Stunts … Steve Kelso, Brian Williams, Sonia McDancer, Eileen Weiesnger, Andy Berumen-Justus, Joey Box, Eliza Coleman, Paul Sklar, Irving Lewis, Jon Braver, John Alden, Noby Alden, Chino Binamo, Charlie Brewer, Scott Cook, Clint Lilley, Brennan Dyson, Todd Bryant, Joey Anaya, Dan Barringer, Robin Bonaccorsi, Mark Chadwick, Darrell Craig Davis, Eliza Coleman, Max Daniels, Ian Eyre, Erica Grace, Terry Jackson, Mike Justus, Bob McGovern, Eric Norris, Allen Robinson, Chris Sayour, Pete Turner, Jarrid Eddo, Mickey Giacomazzi, Steve Holliday, Brandon Johnson, Dorian Kingi, Rich Minga, Chris Palermo, Scott Rogers, Rick Seaman, Dana Dru Evenson, Tanner Gill, Lisa Hoyle, Keii Johnston, Theo Kypri, Tom Morga, Tim Rigby, James Ryan, Brian Stewart, Harry Wowchuk


Art Directors … Cherie Baker, Donald B. Woodruff
Set Decorators … Ronald D. Reiss, John M. Dwyer
Conceptual Artist … Tom Southwell
Senior Production Associate … Glenn Richard Cote
Camera / Stedicam Operator … Gregory Lundsgaard
First Assistant Photographer … Ken Nishino
Second Assistant Photographer … Dale White
Film Loader … Alan Jacoby
B-Camera Operator … Leo Napolitano
B-Camera First Assistant Photographer … Dennis Seawright
B-Camera Second Assistant Photographer … Lynda Wu
C-Camera First Assistant Photographer … Don Steinberg
Script Supervisor … Kerry Lynn McKissick
Second Unit Director … Doug Coleman
Second Unit Camera Operator … Greg Schmidt
Sound Mixer … Thomas Causey
Boom Operator … Joseph F. Brennan
Cable Person … Richard Kite
Video Assist … David Katz
Chief Lighting Technician … Dan DelGado
Assistant Chief Lighting Technician … Frank Mathes
Foreperson Special Light Fixtures … Bruce Rake
Electricians … Lukas Henrey, David A. Kaiser, Glen Magers, James D. Rose, Bill Cueto
Chief Rigging Electrician … Michael Laws
Assistant Chief Rigging Electrician … Greg Langham
Rigging Electricians … Greg Cantrell, Ralph Johnson, Bill McKane, Michael Schwartz, Donald M. Yamasaki

First Company Grip … J. Michael Popovich
Second Company Grip … Ray D. Chase
Dolly Drip Operators … Mark Meyers, Hector Gutierrez

Grips … Andy Bertleson, Alexander Cruz, Ralphie Del Castillo, Richard Jones, Glen Purdy, Ignacio Woolfork, Erik Hecomovich, Amber Maahs, Chip Hart, Wayne A. Viespi

First Company Rigging Grips … Jerry Sandager, Tom Gibson
Second Company Rigging Grips … Jeffrey B. Gregg
Rigging Grips … Anthony Mollicone, Steven Serna, Larry Sweet, James Sweet
Property Master … Gerald B. Moss
Assistant Property Master … Drew Petrotta
Special Effects Coordinator … Terry Frazee
Assistant Special Effects Coordinator … Donald Frazee
Special Effects Forepersons … Eugene Crum, Kenneth E. Este, Gary Monak
Production Coordinator … Ted Deiker
Production Associate … David Rossi
Assistant Production Coordinator … Gretel Twombly
Production Secretary … Christian L. Thomas
Location Manager … Rob Gibson
Lead Person … James F. Husbands
On-Set Dresser … James Buckley
Set Dresser … Robert Gray, William S. Maxwell III, Joe Pinkos
Costume Supervisor … Anthony Scarano
Chief Costumers … Roland Sanchez, Phyllis Corcoran-Woods, Richard Shoen
Set Costumers … Lis Bothwell, David M. Mayreis, Sandra Collier, Fran Murphy, Rochelle Best, Lori D. Harris

Costume Sketch Artist … Mariano A. Diaz
Specialty Costume Supervisor … Kate Lindsay
Costumers … Anthony Franco, Kimberly J. Shull, Keith Wgner
Make-up Artists … Zoltan Elek, Earl Ellis, Jake Garber, June Westmore, Ellis Burman
Hair Department Head … Joy Zapata
Kay Hairstylist … Karen Asano-Myers

Hairstylists … Kathe Swanson, Toni-Ann Walker, Ora T. Green, Elaina P. Schlman, Terrell L. Baliel, Shawn McKay, Judy Crown, Lumas D. Hamilton, Linda Trainoff, Rebecca De Morrio, Chris McBee, Rachel Solow

Casting Associates … Wendy Weidman, Sig De Miguel
Extras Casting … Carl Joy
Art Department Coordinator … Penny L. Juday
Lead Set Designer … Alan S. Kaye
Set Designer … Scott Herbertson, Martha Johnston, Ahna K. Packard, William Ladd Skinner, Robert Woodruff

Scenic Artists … Shawn Baden, Monica Fedrick, Thomas Mahoney, Rick Sternbach, James Van Over

Computer / Video Supervisor … Todd Aron Marks
Computer / Video Consultant … Ben Betts
Production Illustrator … Doug Drexler
Illustrators … Jim Bandsuh, Thomas M. Jung, David J. Negron, Jr., John Eaves
Production Auditor … Tim L. Pearson
First Assistant Auditor … Daniel E. Parr
Assistants to Mr. Berman … Joanna Fuller, Andy Simonson
Assistant to Mr. Lauritson … Joanna K. McMeikan
Assistant to Mr. Stewart … Jackie Edwards
Assistant to Mr. Westmore … Valerie Canamar
Second Second Assistant Directors … Setev Battaglia, Basti Van der Woude
DGA Trainee … Cecilia Sweatman

Production Assistants … Michael Twombly, Timothy Jeffrey Domis, Edwin Ombac, Ronald K. Nomura, Shaun Roberts, Mollie Stallman, Dan Berkowitz, Logan Sparks

Unit Publicist … Michael Klastorin
Still Photographer … Sam Y. Emerson
Medics … Marie “Ree” Nashold, Michael Matus
Construction Coordinator … Richard J. Bayard

Construction Forepersons … Cliff Bergman, Bert Rodriguez, John Holcombe, Robert J. Van Dyke, James M. Davis, Steve Kallas, Sam Mendoza, Michael Van Dyke, Steve Fegley, Willard Livingston

Labor Forepersons … Adeline Bayard, Dominic Sandfrey
Paint Forepersons … Larry Clark, Frank Piercy
Plaster Foreperson … Ray Lopez
Greensperson … David Tully
Transportation Coordinator … Wayne Nelson
Transportation Captain … James D. D’Amico
Caterer … Saalvador Catering, Inc.
Assistant Editors … William J. Meshover, Jason Wasserman
Assistant Editor / Avid … Scott Janush
Visual Effects Editor … Mark Eggenweiler

Supervising Sound Editors … Alan Robert Murray, Bub Asman

Sound Designers … Jim Wolvington, Harry Cohen

Sound Effects Editors … Jason King, Howard Neiman, Doug Jackson, Paul Warschilka, Steve Mann, David Grimaldi

Supervising Dialog Editor … Frank T. Smathers
Dialog Editors … Susan Kurtz, Richard Corwin, Michael Szakmeister, M.P.S.E.
Supervising ADR Editor … James Smicik
ADR Editor … Tammy Fearing
Supervising Foley Editor … Thomas Small, M.P.S.E.
Foley Editors … Scott Curtis, Scott G.G. Haller, M.P.S.E.
Assistant Sound Editors … Galen Goodpaster, Matthew C. May, M.P.S.E., Bill Cawley
Foley Artists … Sarah Monat, Robin Harlan
Foley Mixer … Randy K. Singer
ADR Voice Casting … Barbara Harris
Digital Sound Editing … Paramount Pictures

Re-Recording Mixers … Chris Jenkins, Frank Montano

Recordist … Tim Webb
Orchestra Conducted by … Jerry Goldsmith
Orchestrations by … Mark McKenzie, Conrad Pope
Orchestra Contractor … Sandy DeCrescent
Music Preparation … Jo Ann Kane Music Service
Supervising Music Editor … Bob Bayless
Assistant Music Editor … Zigmund Gron
Music Recorded and Mixed by … Bruce Botnick
Music Recorded and Mixed at … Paramount Pictures, Scoring Stage M
Music Recordist … Paul Werthheimer
Music Technical Engineer … Norm Dlugatch
Music Floor Person … Dominic Gonzales

Special Visual Effects and Digital Animation by … Digital Domain Venice, CA.

Associate Visual Effects Supervisor … Kelly Port
Visual Effects Producer … Todd Isroelit
Computer Graphics Supervisor … Markus Kurtz
Composting Supervisor … Darren M. Poe
Digital Producer … Andra Bard
Visual Effects Art Director … Ron Gress
CG Modeling & Lighting Leads … Jay Barton, Andy McGrath Waisler

CG Modeling & Lighting … Roger Borelli, Simon Maddocks, Marc Perrera, Edras Varagnolo, Koji Kuramura, Rory McLeish, Randy Sharp, Aaron Vest, Andy Wilkoff, Errol Lanier, Howie Muzinka, Gaku Tada, Bryan Whitaker

3D Animation Lead … Zachary Tucker
3D Animation Artists … Aladino V. Debert, Scott Edelstein, Jon-Marc Kortsch
CG Effects Animation Lead … Chris M. Yang

CG Effects Animators … Douglas Bloom, Kevin Gillen, Joe Jackman, Matt Cordner, Cody Harrington, David R. Davies, Keithe Huggins, Jens Zalzala

3D Integration Leads … Nancy Adams, David Niednagel
3D Integration Artists … Chris Dawson, David Krause, Debi Lyons, Heather Schlenker

T.D. Leads … Johnny Gibson, Jason Iversen
T.D.’s … Matt Fairclough, Jonah Hall, Richard Wardlow

Lead Digital Composters … Brian Begun, Sonja Burchard, Chrsitine Lo, Kevin Bouchez, Jonathan Egstad, Lou Pecora, Eric Bruneau, David Lauer, Donavan A. Scott

Digital Compositors … Heather Davis Baker, Gimo Chanphianamvong, Sean Devereaux, Kristin Johnson, Dave Lockwood, Robert Nederhorst, Krista Benson, Betsy Cox-McPherson, Bryan Grill, Mark M. Larranaga, Michael Maloney, Will McCoy, Eric Weinschenk, R. Christopher Biggs, Robyn Crane-Campbell, Sam Edwards, David Lebovitz, Brandon McNaughton, Perri Wainwright

Digital Matte Painters … Ronnie Bushaw, John Patrick Hart, Brian Ripley, David Shwartz

Digital Rotoscope / Paint Lead … Bryon Werner
Digital Rotoscope / Paint Artists … Sophia Lo, Bill Schaeffer, Chris Wood
Visual Effects Editor … Heather Morrison
Assistant Visual Effects Editor … Val Keller
Digital Imaging Supervisor … Jeffrey Kalmus
Color Grader … Todd Sarsfield
Visual Effects Production Coordinator … Sarah Coatts
Assistant Visual Effects Coordinator … Evangeline Monroy
Digital Effects 3D Coordinator … Michelle Vivien Leigh
Digital Effects 2D Coordinator … Tom Clary, Steve Mellon
Walk-Through Coordinator … Amy Adams
Technical Assistant … Gary Seila
Visual Effects Director of Photography … Erik Nash
Miniature Supervisor … Alan Faucher
Supervising Mechanical Engineer … Scott Salsa
Lead Pyro Technician … Joe Viskocil
Miniature Photography Manager … Luke Scully
Miniature Crew Chiefs … George Stevens, Ken Swenson

Miniature Crew … Darryl Anka, Greg Bryant, Jason Kaufman, Brett Phillips, Nicholas Seldon, George Trimmer, James Anka, Giovanni Dulay, Frederick Ollman, J.D. Sandsaver, Scott Shutski, Ted Van Doorn, Corey Brown, John Joyce, James Peterson, Mike Schaeffer, Richard King Slifka, John Warren

Mechanical Crew … John Lisman, Alan Randall, Doug Shemer, Richard Soper
Pyro Technicians … Bob Ahamson, Tom Zell

Visual Effects First Assistant Photographer … A.J. Raitano
Visual Effects Second Assistant Photographer … Mary Suchinski
Camera Technician … Mike May
Electronics Engineer … John Higbie
Visual Effects Chief Lighting Technician … Tony Anderson
Visual Effects Lead Grip … Brian Marincic
Visual Effects Assistant Lead Grip … Kirk Greenberg
Visual Effects Lead Electrician … Dwayne Lyon
Miniature Rigger … Dennis Hoerter
Visual Effects Grip … Dustin Ault, Bruce Byall
Visual Effects Electricians … David Chase, Jeff Enneking, Darren Langer
Miniature Stage Manager … Jesse J. Chisholm
Visual Effects Accountant … Bekki Misiorowski
Visual Effects Production Assistant … Jesse Harris
Visual Effects Executive Producer … Nancy Bernstein

Animatronic Data Effects by … STEVE JOHNSON’S XFX GROUP

Production Coordinator … Bob Newton
Art Director … Lennie MacDonald
Lead Effects Technician … Leon Laderach
Effects Technician … Bernie Eichholz, Brian Sipe
Mold Technician … Matt Singer, Brian Van Dorn
Mechanical Designer … Enrique Bilsland

Special Visual Effects by … CIS HOLLYWOOD

Executive Visual Effects Producer … C. Marie Davis
Visual Effects Supervisor … Dr. Ken Jones
Digital System Manager … Kit Young

Special Visual Effects by … SYD DUTTON and BILL TAYLOR, A.S.C. of ILLUSION ARTS, Inc.

Lead Matte Artist … Michael J. Wassel
Matte Artists … Kevin McIlwain, Justin Branderstater
Lead Compositor … David S. Williams, Jr.
Producer … Catherine Sudolcan
3-D Artist … Michael Kory
Conceptual Advisor … Markus Trahan
Additional 3D Matte Elements … Ron Thorton, John Teska, Pierra Drolet, Sherry Hitch

Additional Optical Effects … Pacific Title Digital, Digiscope, Howard Anderson Company, E-Film
Color Timer … Jim Passon
Negative Cutter … Mary Nelsson-Fraser & Associates
Dolby Sound Consultant … Jim Wright
Main Title Designer … Richard Allan Greenberg

Soundtrack available on Varese Sarabande CDs

by Jerry Goldsmith

Music by Alexander Courage

by Mike Lang

by Irving Berlin
Performed by Brent Spiner
Produced by Gordon Goodwin

by Frederic Mompou
Performed by Alicia d Larrocha
Courtesy of RCA Victor
Under license from BMG Special Products, Inc.

Protruck Racing Vehicles Provided by

Desert Racing Vehicles Provided by

Camera Cranes by

Camera Dollies Provided by

The Producers wish to thank the following:



All Rights Reserved