
By Michael Martin
The Making of Dungeons & Dragons: Honor Among Thieves
(The heroes of Dungeons & Dragons: Honor Among Thieves. Image courtesy Paramount.)
In 1974, Gary Gygax and Dave Arneson created the rich fantasy world of Dungeons & Dragons, a tabletop role-playing game that would spawn countless games, novels, and movies. The latest film, Dungeons & Dragons: Honor Among Thieves, took a light-hearted approach to the material and was written and directed by John Francis Daley and Jonathan Goldstein (known for writing Spiderman Homecoming). It stars Chris Pine (Star Trek, Wonder Woman), Michelle Rodriguez (Lost, Avatar, the Fast and Furious films), Sophia Lillis (It), and Hugh Grant (Glass Onion, Notting Hill). The plot follows Edgin Darvis (Chris Pine) and his team of misfits as they search for a tablet that can restore Edgin’s murdered wife to life.
To create practical effects for the fantasy film, Daley and Goldstein chose the Academy Award-nominated, Emmy-winning FX Studio, Legacy Effects (The Mandalorian, the Avengers films, Avatar: The Way of Water, Guardians of the Galaxy Vol. 3). SWSCA co-founder Matt Winston chatted with Legacy Effects co-founder Shane Mahan about the practical creatures Legacy created for Dungeons & Dragons: Honor Among Thieves.
Jump to section
- How Legacy Got Involved in D&D: Honor Among Thieves
- The World of D&D, From Fantasy Game to Film
- Discussing D&D Creature Designs
- Picking Practical Effects for Honor Among Thieves
- Building Gorg, the Hobgoblin Prisoner
- The Magic Behind the Chancellors
- Building Chancellor Jarnathan, the Aarakocra
- Making the Giant Fish
- Creating D&D’s Cat People, the Tabaxi
- The Makeups Used to Create Holga’s Ancestors
- Puppeteering the Ancestors' Skeletal Arms
- Looking Back on Dungeons & Dragons: Honor Among Thieves
(SWSCA co-founder Matt Winston and Legacy Effects co-founder Shane Mahan.)
How Legacy Got Involved in D&D: Honor Among Thieves
Shane Mahan traced the beginning of Legacy Effect's involvement with Dungeons & Dragons: Honor Among Thieves back to Central America. Legacy was finishing work shooting the last stages of James Gunn's The Suicide Squad in Panama when the phone rang. "A phone call came from a producer and dear friend of ours, Denis L. Stewart, who we've worked with on quite a few films. He said, 'There's this great script... I'm gonna send it to you, you're gonna read it, and we're gonna talk. It's really great.'"
Mahan, along with fellow Legacy Effects co-founders Lindsay MacGowan and Alan Scott, had no idea what was coming their way until the first page came up with the words Dungeons & Dragons in the title. "I start reading. I got it right away," said Mahan. "I fell in love with this story. It was so funny. I got the tone of it. I'm like, 'We have to do this movie.'" Scott and MacGowan wholeheartedly agreed.
The World of D&D, From Fantasy Game to Film
Going into the project, Shane admitted he didn't know much about the Dungeons & Dragons world. "When I first read the script, it struck me as like a Galaxy Quest or The Princess Bride. They're not making fun of anything, but they're having fun with it," said Mahan. "There have been so many medieval-set fantasy, dark films. I think we've been down the road of dark and dismal, you know? We never get to do a spooky sort of comedy. Not for a long time. So that was really appealing. I think it was the right choice for the fans."
Discussing D&D Creature Designs
"We got back from The Suicide Squad and started the process of creative meetings," said Mahan. The film's production designer Ray Chan already had a team of artists working on designs. Some of this work would be picked up by Legacy Effects, not just for practical creature effects but also for some design work for the all-CGI creatures as well, including the Displacer Beast, a black panther with a pair of Venus flytraps for tails, the Mimic Box, a faux treasure chest that hides a vicious creature with teeth, and the Owlbear, which is, as you guessed it, a hybrid of a bear and an owl.
"You just start having fun with all of those concepts, and then you finally get your build list. I'm tasked with [figuring out] how do we do each type of effect, whether it's a prosthetic makeup or if it's, like in the case of Holga's dead ancestors, full body makeup suits with facial makeups and then animatronic arms."
Picking Practical Effects for Honor Among Thieves
Early in the process, Mahan, Scott and MacGowan had their team at Legacy Effects put together a presentation for the directors, Daley and Goldstein, and the producers, to illustrate what would be possible with practical effects. "The directors were very keen to do as much [as possible] with the characters in camera and pick the characters that work to the best of our ability for their film," said Mahan. "That really worked wonderfully because they could see and understand what they were going to get, what's a prosthetic makeup or a hybrid costume, what could be this, what could be that. What do you need to do to alter it? To make it actually function? Then from there, they had the confidence to let our team go."
From the beginning of the collaboration, Shane asked the production to allow the Legacy artists to be involved in the casting decisions for the creature makeup and suit performers. "I said, 'Let us help you with the audition process, so we can look for certain body types and facial features that work best.' And they did."
Building Gorg, the Hobgoblin Prisoner
(Spencer Wilding plays Gorg. Image courtesy Paramount/Legacy Effects.)
Early on in Dungeons & Dragons: Honor Among Thieves, we are introduced to Michelle Rodriguez's character Holga Kilgore, who is being held at Revel's End prison. One of the other prisoners incarcerated there is a massive, brutish, and ugly hobgoblin named Gorg.
(The hobgoblin Gorg menaces Holga in Revel's End Prison. Image courtesy Paramount.)
"The essence of the [Gorg] character was to show how tough Holga is. That's his whole purpose in the first five minutes of the movie is to get his head broken in by what he thinks is a helpless little girl. And she sets things to rights quite quickly."
(Legacy Effects artist Glen Hanz details the Gorg prosthetic sculpture. Image courtesy Paramount/Legacy Effects.)
Legacy Effects artists Glen Hanz and Scott Patton worked on the prosthetic design for the Gorg character, which consisted of hands, feet, and facial prosthetics. "We designed [the makeup] to be a foam latex appliance, not silicone, so that it would be very durable for fighting," said Mahan. "I didn't want to deal with heavy silicone appliances because there's a lot of hand-to-hand combat going on."
The initial design for Gorg was done digitally and then adapted to the lifecast of actor Spencer Wildings (Rogue One, Doctor Who). "He is about 22 feet tall. Really great physique and just a sweet guy," said Mahan. "He loves playing monsters."
The Magic Behind the Chancellors
(Three chancellors listen to Edgin stall while waiting for a fourth chancellor to arrive. Image courtesy Paramount.)
Chris Pine's character Edgin and Michelle Rodriguez's Holga have served two years for Grand Larceny and Skullduggery in Revel's End prison. Up for parole, they are faced by three characters who will decide their fates, the Chancellors of the Absolution Council.
Two Chancellors are human, while the third is a Dragonborn character named Norixius. In the scene, Edgin anxiously stalls for time, waiting for a fourth Chancellor to appear. He pleads for his and Holga's release, relating how the two came to be incarcerated.
The wizards at Legacy Effects built the two non-human Chancellors for the scene; Norixius and Jarnathan. These two characters were ones that the directors and producers felt strongly about building practically so they'd be able to interact in a real environment with the actors on set. "They wanted to ground the film with some reality because there's gonna be a vast CGI world coming," said Mahan.
(A background Dragonborn in full costume on set. Image courtesy Paramount/Legacy Effects.)
For Chancellor Norixius, Legacy artist Scott Patton created a digital sculpture of the creature's head. Once printed, a mold was made of the full-size digital sculpt, and then a clay pull was made from that for Legacy Effects artist Chris Swift to go in and add additional sculptural details and subtleties. "Digital sculpture gets better every day," said Mahan, "but I just felt like for this particular thing, it would be better to take the digital design, grow it to scale, do a mold, do a clay pull, and give it that extra mile of detail."
(Adam Milicevic works on the digital Norixius sculpture. Image courtesy Paramount/Legacy Effects.)
(Legacy Effects artists, including Chris Swift, Ryan Pintar, and Jennifer Buffie at work on the Chancellor Norixius head. Images courtesy Paramount/Legacy Effects.)
(Left: Trevor Hensley adds final paint touches to the character. Right: A look at the animatronic underskull for Norixius built by David Covarrubias. Images courtesy Paramount/Legacy Effects.)
(The Chancellor Norixius head with the lip-sync interface. Image courtesy Paramount/Legacy Effects.)
Shane praised the performer inside of the suit, "Bryan Larkin was very good." Earning equal praise from Mahan was the cutting-edge technology developed to bring Norixius's animatronic face to life. Legacy Effects mechanical FX designer David Covarrubias worked out a facial recognition program that would link to Covarrubias's face while he was talking and moving and then would run that information through a digital avatar face that would then send signals directly to the servos in the Norixius face.
The suit performer Bryan Larkin was also responsible for the creature's voice. "We had cues for the voice," said Mahan. "I would stand behind Dave [Covarrubias] with the script, wait for the cue, tap Dave, and then he would mimic along with the actor and play the face. It was all timing. And then sometimes, if they ad-libbed a line, we could go to an override where we could do it live."
Shane says the idea for such a system goes back to Stan Winston Studio. "I think the thought of it has been around for a long time. [Stan] had that idea when we were doing early concepts for The BFG (The Big Friendly Giant). But the technology and the applications weren't quite there. A lot happens in 15, 20 years in terms of digital applications and telemetry devices and all of that. So, we've taken advantage of it now."
Building Chancellor Jarnathan, the Aarakocra
(Chancellor Jarnathan's dramatic entrance in Dungeons & Dragons: Honor Among Thieves. Image courtesy Paramount.)
Finally, the late fourth Chancellor, a large black bird character called Jarnathan, interrupts the parole hearing with a dramatic entrance, shaking snow from his clothing and snapping open a great pair of wings.
(Legacy Effects fabricator Amy Whetsel works on the fabric underskin for the Jarnathan head. Images courtesy Paramount/Legacy Effects.)
(The completed Jarnathan head covered in feathers. Image courtesy Paramount/Legacy Effects.)
(Chancellor Jarnathan in full costume. Image courtesy Paramount/Legacy Effects.)
Jarnathan is covered in black feathers, sports a bird head, and is perched high on spindly bird legs and feet. The head of the bird extended above suit performer Clayton Grover's head, and he could see through eyeholes hidden in the neck feathers. Regarding the giant wings, Mahan said "I felt very confident that we could make Jarnathan self-contained." To do so, the Legacy Effects mechanical team built a mechanical chassis underneath the costume to control the wings with "different gears and rather DaVinci-like mechanisms," said Mahan. "That took a long time to figure out with the prototypes. How it moves, the balance of it, how the whole thing worked. The inertia of the wings was actually quite strong. It could throw you here or there, but Clayton was really amazing. He really embraced it. And we practiced and practiced and practiced."
(Sculptors Wen Zheng and Reed Cesare detail the bird legs for Chancellor Jarnathan. Image courtesy Paramount/Legacy Effects.)

(Jarnathan's impressive wings come together at Legacy Effects. Top image: Aida Caefer & Dawn Dininger. Bottom image: Lisette Santana and Ryan Pintar. Images courtesy Paramount/Legacy Effects.)
(Another angle of Jarnathan's entrance, revealing how tall the creature is. Image courtesy Paramount.)
"The first thing we had to do was walk through the door. [Chancellor Jarnathan] is late, and there's snow on him. He walks through the door and comes in carrying a book. And I'm like, please just don't get nervous and trip, right? And when you would open those wings up, it was kind of astonishing. So that's the reaction the directors wanted. It was so much fun when you would open those wings. They're folded down behind, and I don't think people expected them to actually open up." To top it all off, Clayton Grover would have to do all of it while walking on stilt leg extensions.
To allow Grover to rest between takes, a wire rig was used to help support the weight of the suit and wings. "We had a hook that could drop down out of the ceiling and take the weight off of him," said Mahan. "You're filming 14 hours a day, and you can't possibly stay in something like this for that amount of time. But when you can hook him up, and the stunt department and rigging department take the weight off, [Grover] could stand for quite a long time."
(A test fitting of the Jarnathan head, hands, legs, and wings in the Legacy Effects parking lot. Image courtesy Paramount/Legacy Effects.)
When casting the suit performers, Mahan believes it's critically important to let them know how difficult it will be. "I said, 'You have to let the actors know before they arrive that they're going to be in a big mechanical dragon [or bird] head." Nonetheless, some of the performers that auditioned didn't seem to understand the physical requirements. "I could tell they thought they were going to be Chancellor Norixius of the Grand Council, wearing a suit and a tie and a monocle," laughed Mahan.
Making the Giant Fish
There is a touching moment in the film where the heroes are on a dock and save a feline in distress. "We see this gigantic fish," said Mahan, "and then we see a baby cat creature, a Tabaxi, come out and be reunited with its mama." For this scene, Legacy would create the fish, the baby Tabaxi, and its mother.
(The giant fish built by Legacy Effects for Dungeons & Dragons: Honor Among Thieves. Image courtesy Paramount/Legacy Effects.)
Shane described the scene further. “Xenk [played by Regé-Jean Page] manages to calm the fish down. He pets it and talks to it, it opens its mouth gently, and there's the baby inside. He takes it out kicking and screaming and hands it to the mom." Shane felt strongly about how the effect should be shot. “I just thought that was one shot we could do without cuts, continuous.”
The fish was to be built full-scale, but “during the negotiations of creating characters, the fish was in, the fish was out, it was a certain cost. And then I realized we had a large fish that was from one of [our] commercials, a massive fish. I said, ‘Look, what if we take that fish, we have a mold for that, that saves a lot. We redo it, make it look different.’ The producers went along for that because I said, ‘I think it's a very important scene to see this giant weird fish.' That scene was to signify how charming and wonderful Xenk was. It adds to Chris Pine's character’s jealousy because he is just so perfect.”
(Emily Parks and Chris Grossnickle use heat guns to dry freshly patched foam. Image courtesy Paramount/Legacy Effects.)
The large fish puppet was brought to life via pneumatics. "The thrashing tail, the head and gills, the eyes, the jaw, and the fins were all built pneumatic," said Mahan. "It was all air powered and very, very powerful.”
(Legacy artists Mike Manzel and Tim Martin paint the giant fish. Note the pneumatic hoses hanging out from beneath the animatronic. Image courtesy Paramount/Legacy Effects.)
The Legacy Effects mechanical team chose to use pneumatics instead of hydraulics to control the live-action fish because the shooting location was a protected medieval park. “I didn't want to deal with the logistics of hydraulics," said Mahan. The massive amount of hoses and pumps required for a hydraulic setup would have made too much of a negative impact. Taking the pneumatic approach was much simpler. “If you go down there with a few air tanks and cylinders and hide them over the edge of the dock, then you're done.” Shane credits ILM visual effects supervisor Ben Snow for overseeing the addition of digital details to the fish, adding slime, making its scales glisten, make the eyes appear more organic. “So there's a nice little hybrid of details.”
Creating D&D’s Cat People, the Tabaxi
(The Tabaxi mother snuggles its baby after it is rescued from the giant fish. Image courtesy Paramount/Legacy Effects.)
Legacy Effects also created the pair of cat-like Tabaxi characters for the fish scene. The baby Tabaxi pulled from the fish's mouth "was a self-contained mechanism that Brian Poor made." The Legacy puppeteers used a combination of radio-controlled facial features and telemetry arms to bring the baby to life.
The Tabaxi mother was constructed in a similar fashion to the two Chancellors earlier in the film. "The mother was wearing another sort of elongated mechanical head, along with hands, feet, and a tail."
When it came time to shoot the scene, time was short. "It was right down to the last minute of the day. The sun was setting. We were so frantic to get it all. We were able to shoot the sequence maybe four or five times before the sun went down." To help ensure that the Legacy Effects crew on the dock wouldn't ruin a shot if they happened to be seen on camera, the production team asked them to take steps to blend in with the crowd. "They made us dress like old fishermen. We had to start growing our beards. I'd never grown a beard before. I hated it. It was itchy, and it was driving me mad. I was fisherman number five on the left. The funny thing is [Legacy team member] Chris Swift wouldn't do any of it. He kind of made his own costume that looked really cool, and he wouldn't wear a wig." Shane laughed. "Ultimately, you don't see any of us in it. But it was quite fun, actually."
The Makeups Used to Create Holga’s Ancestors
(The thieves raise Holga's dead ancestors in the cemetery. Image courtesy Paramount.)
At one point in their quest, the team must go to a cemetery and raise Holga’s ancestors from the dead to gain information from them. The thieves are only allowed to ask five questions of each of the awakened corpses. Of course, Chris Pine’s character Edgin isn’t clear on the rules with the first ancestor, so more must be revived.

(Chris Pine begins questioning one of Holga's ancestors. Images courtesy Paramount.)
For the humorous scene, Legacy Effects created five makeups. Artist Scott Patton would provide preliminary designs for the dead ancestors. The performers would wear a skeletal bodysuit. For budgetary reasons, only one base suit was sculpted. "We did one mold and ran five base suits and then changed them." While the bodysuits were all pulled from the same mold, custom faces and hands were built for each of the dead characters. While sculpting the corpse faces, Legacy Effects artists referred to notes supplied by production, "like, they had red hair and a beard, or a guy got shot in the eye with an arrow, so his eye is dangling. You know, all the funny little touches." When it came time to apply the makeups, time was tight. "We had to do these very quickly. We needed to shoot two of these a day. It was myself, Chris [Swift], Rob [Ramsdell], and Pepe [Mora] doing the makeups on the dead men."
(Legacy artist Chris Swift sculpts one of the dead ancestors. Image courtesy Paramount/Legacy Effects.)
(Greg Polutanovich and Nick Rinehard add details to the torso sculpt that will be used for all five of the corpses. Image courtesy Paramount/Legacy Effects.)
(Two of Legacy Effects' corpse makeups for Dungeons & Dragons: Honor Among Thieves. Images courtesy Paramount/Legacy Effects.)
“The [dead men appliances] were foam rubber because we knew we might have to use them over again. We made them basically like foam rubber masks with fresh mouths," said Mahan. “The mouths go on fresh, but then, if we ran over or they needed additional days, we could carefully take that foam rubber mask section off, put new face pieces and eye pieces on, do it quite quickly. It was designed that way so that the whole character could get ready, from the start of the makeups to on set in just under two hours.”
Puppeteering the Ancestors' Skeletal Arms
(One of the rod-puppeteered arms being controlled from beneath the set can be seen here. Image courtesy of Paramount.)
The skeletal arms of the dead ancestors were rod puppeteered from beneath their cobweb-covered coffins while the performers would lie on their actual arms. "We were underneath the set, underneath these coffins, which were made of real wood; they're about 600 pounds. They were massive. Dirt's falling in our eyes and mouths because there are little secret hatches where the arms go." For some shots, the Legacy puppeteers were able to rod puppeteer the arms while crouching next to the skeletons above ground. In post-production, the Legacy Effects puppeteers were removed digitally.
(Legacy artists Chris Swift and Rob Ramsdell rod puppeteer the skeletal arms of one of the dead ancestors. Image courtesy Paramount/Legacy Effects.)
(A clean plate of the beginning of the scene is shot without puppeteers and then the Legacy crew dashes in to work the arms. Images courtesy Paramount.)
Looking Back on Dungeons & Dragons: Honor Among Thieves
Dungeons & Dragons: Honor Among Thieves would end up being a dragon-sized effects show, both practically and digitally. On top of the work provided by Legacy Effects, additional makeup departments would handle some of the less elaborate makeup effects. There were characters with horns, elf ears, and tattoos, all needing application, touch-up, and removal.
Shane has nothing but praise for those other crews. "Those makeups were beautifully done. It takes a big load off your shoulders to know that you don't have to do 300 people in a day. It's such a vast amount of work."
Shane smiled as he summed up his experience on Dungeons & Dragons: Honor Among Thieves, "It was fun from the very beginning until it came out. I thought the final product was tremendous. An exciting and fun film."
