The Rolls-Royce Company used Leavesden as an aircraft engine factory for years until the Millennium Group Ltd. bought the 286-acre site to convert it to a production studio for feature films. MGM Studios used Leavesden for filming the 1995 James Bond film, Goldeneye. The studiois 500,000 square foot main building provided an excellent space for Lucas and his talented crew to set up a multitude of sets required for Episode I. In addition, the cast and crew used several independent soundstages apart from the main building. Leavesden also boasted one of the largest studio backlots in the world with more than 100 acres for outdoor filming, but the Millennium Group Ltd. has since torn it down as part of a plan to build a larger, more impressive filming studio.

Producer Rick McCallum exclusively reserved Leavesden Studios in its entirety throughout the production and post-production stages of Episode I. Lucasfilm planned to re-shoot scenes long after the completion of principal photography, necessitating a longer reservation of Leavesden so Episode Iis sets could remain standing.

Many sets seen in Episode I incorporated both physical and digital elements. No team of filmmakers had succeeded in seamlessly integrating real sets and computer graphics as flawlessly as in Episode I. Lucasis effects house, Industrial Light & Magic (ILM), constructed entire sets using only computer graphics imagery (CGI). Whenever possible, George Lucas and his crew constructed actual, physical sets, but building some sets outside of the computer is often too difficult and too expensive. In an interview posted on June 2, 1997 on the Official Star Wars Website, McCallum said, iYou have to understand that many of the scenes weire building just couldnit be done without the use of digital rendering.i

ILM used blue screens and green screens extensively during the filming of Episode I. Blue and green screens are simply solid colored set pieces that aid computer graphics artists in post-production. On a partially built set, crews placed colored screens wherever graphics artists would later insert digital elements. Using computer graphics in post-production, ILM then substituted the missing elements, such as buildings, spacecraft, and characters, in place of the colored screens. Once completed, the shots show characters or ships appearing in front of a bustling city or other fanciful imagery instead of the colored screen used on set. McCallum said, iYou canit just go and do a location shoot of Coruscant; thereis nothing like it that people have ever seen.i The complexity of many shots meant that imany of our elocationsi will exist only in digital form,i McCallum said.

In addition to filming a large number of scenes on sets at Leavesden, the cast and crew traveled to several locations to film most of the movieis main sequences. One of the new filming locations for Episode I was the Caserta Royal Palace in Italy. Speaking of the palace during a press conference in Italy, Lucas said, iCaserta was one of the most beautiful palaces on the planet and once we saw this there was no question that we wanted to shoot here.i The Caserta Royal Palace proved an excellent choice as Queen Amidalais own palace on the planet of Naboo in Episode I. Natalie Portman played the young queen and acted in most of the scenes filmed at Caserta.

Tozeur, Tunisia on the North African Sahara Desert became the planet Tatooine in 1976 when Lucas and his crew used the location for Star Wars: Episode IV n- A New Hope, so Lucas chose to return for Episode I to film more scenes from the planet. Tunisia provided an excellent location for filming decades before, although temperatures reach highs of more than 140 degrees Fahrenheit. Lucas had initially planned for ten days of filming in Tunisia, but the cast and crew in the harsh desert faced more difficulties than just high temperatures.

On July 29, disaster struck the filming site in Tunisia. A rare desert storm devastated the sets and forced the Tunisian crew to begin reparations to prevent costly delays in the filming stage. At first the situation seemed dire. The desert was soaked and the sets appeared in tattered shape. The storm scattered hundreds of costumes across the desert landscape and damaged many props and set pieces, in addition to tearing the dressing room tents to shreds.

Crews feared the worst, but rebuilding began quickly and efficiently. A similar disaster occurred during filming of the original Star Wars more than twenty years earlier. Lucas remained optimistic and even joked that the disaster might be a positive sign considering the previous storm did not prevent the original Star Wars from becoming one of the most successful movies of all-time.

Lucas and the main unit managed to film several scenes in a relatively undamaged area, as did second unit director Roger Christian. Repair crews rebuilt the sets, mended the costumes, fixed broken generators, and restored the Tunisian set to working order. Everyone on location assisted in the rebuilding process and the hard work allowed production to remain on schedule. Despite the destructive storm, which caused an estimated $80,000 in damages, no production delays resulted.

On September 26, 1997, after 65 days of principal photography, filming wrapped at Leavesden Studios on phase I of production. The filming crews shot over 1.3 million feet of film, or roughly 246 miles of scenes that later required extensive editing. The cast and crew dispersed after the filming, although many of them returned the following year when Lucasfilm re-shot selected scenes. Lucas also required the filming of several new scenes as part of the additional shooting that occurred months later.

Rumors abounded that Lucas intentionally filmed bogus scenes just to confuse fans, preventing the spoiling of the movie in the event that overeager cast or crew members leaked plot details. The Official Star Wars Website even mentioned the possibility, although no official sources ever confirmed the existence of any such scenes. Regarding plot rumors, Lucas simply stated, iDonit count on it until you see the movie.i Many rumors traveled the Internet, most of them inaccurate, but several of them proved correct. Nevertheless, until the release date neared, few people knew for certain which rumors were true, and which were merely the desires of anxious fans.

Despite the completion of phase I in the movieis production, the long phase of post-production had barely begun. Episode I still required eighteen months of post-production before its release. In addition to the special effects work that ILM had to complete, Lucas still required additional filming, which he had planned from the beginning of work on the prequel.

Just past the middle of March 1998, Lucasfilm once again began filming new scenes at Leavesden Studios. Many actors returned to complete short new scenes or re-shoots, often referred to as ipick-ups.i The March pick-ups comprised a portion of the second phase of photography for Episode I. Initially, Lucasfilm scheduled an additional three weeks of pick-ups in August 1998, but Lucas and crew required less than one week of the planned period. iWe had planned to do these pick-ups for about three weeks and we actually did it in about four days,i McCallum said. The cast also had to complete additional dialogue recording sessions before Lucas and his crew returned to the United States to finish post-production.

Lucas prefers a non-linear style of filmmaking that allows him greater freedom to film scenes whenever convenient, rather than in order of the movieis events. Filming a movie from start to finish is not always practical and Lucas realizes the advantages of efficiency in moviemaking. When completed, he combines all of the separate shots to form the final cut of the movie. Regarding the production process for Episode I, McCallum said, iYou look at the picture, you edit it, you see what is missing or what you need to make the film better, and you go back and shoot it.i Lucas is never forced to consider a scene finished until the actual release of the movie, and even when it is in theaters, the possibility of a special edition still exists.

If Lucas wants to manipulate a scene, ILM can make almost any alteration or improvement. Throughout the making of Episode I, Lucasis crew combined the best versions of each shot to produce the desired results. For instance, if Liam Neeson performed six separate takes of the same scene, Lucas had the freedom to combine an element from one shot and a separate element from another. The completed scene was then a combination of the best elements from each of the original shots. Lucas also used other advanced technology during Episode Iis production.

The time difference between London and California allowed Lucas to send film footage from each dayis shooting to Skywalker Ranch in California for overnight editing. When Lucas and his cast and crew awoke the following morning, ILM had already worked on the previous dayis shots. The advantages of such efficient time use proved invaluable. With a complicated movie such as Episode I, every hour saved gave Lucas and ILM more time to fine-tune the movie for its May 1999 release.

Although no company had perfected digital filming technology for Episode I, McCallum said Lucas and his crew shot several scenes digitally. Lucasfilm did not announce which scenes they shot digitally and company officials have given no indication of when, if at all, they might tell the public.

Early in the production of Episode I, Lucas indicated his desire to film Episode II entirely with digital equipment. Indeed, Episode II shot with entirely digital video cameras. Filmmakers enjoy many advantages in using the new digital technology, such as higher image quality and easier transfer to computers for editing. Episode II is the first movie ever produced entirely without film. Digital projection and digital filming represent the future of movies, but also mark a change in the way movies are made. Once again, Lucas is leading the film industry into a new era.