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TED 2

About The Production
Thunder Buddies for Life:
Ted 2 Begins

In summer 2012, the world fell head over heels for the charms of Ted. To the tune of almost $550 million in global ticket sales, audiences came in droves to laugh alongside the filthy bear and his best friend, John. Bluegrass Films' Scott Stuber, who produced the comedy alongside MacFarlane, Jason Clark and John Jacobs, shares why our hero has so much appeal: "The genius of Ted is that he can say things that a normal person can't... and would probably get punched in the face for. But since he's a teddy bear, he can get away with it."

After Ted's phenomenal success at the worldwide box office and in-home entertainment, it was natural that conversations among the filmmakers, Universal Pictures and MRC would turn to a sequel. For MacFarlane, however, it was not a given that another chapter would automatically move forward. He explains: "I actually hadn't planned on making a Ted 2, but any time something does well, that always comes up. There's no reason to do it if you're going to repeat the same movie. It's not satisfying for the audience, and it's really boring for us."

Still, MacFarlane admits that he has a great deal of fondness for the characters and the genre lends itself to limitless ideas: "It's a little easier with a comedy, because comedy is generally character-based, as opposed to premise-based, and in a way you treat it like a TV series. You have these characters that can be put in any situation, and we felt that Ted and John could sustain a totally different story. They were very strong in and of themselves, and so it was conceivable to do a sequel that would be worthwhile. So, it was fun to go in and figure out what we could do with these characters that would be completely different from what we did in the last movie."

When it came to discussions of Ted 2, it was mandatory that the core creative team return. That meant MacFarlane would once again join Ted writers Sulkin and Wild to pen the next chapter. "Making any sequel is always a challenge because you have to come up with something original," Stuber says. "Seth and Alec and Wellesley wanted to make a better film than the first one and worked hard to mix the comedy with an existential question of who we are as people. To their credit, they created a movie that's about something. Not only do we continue all the great things audiences fell in love with: the relationship between Ted and John and all that comes with it, but there are also a ton of surprises. We're proud to have created something original that also includes elements that you love from the first film."

Sulkin jokes that his working title for the sequel was actually rejected. "My idea was Ted 2: More of Same," he says, "but I was overruled, and we actually did have to think of a new story." The writer agrees with Stuber that audiences responded to the strong bond between Ted and John in the first movie, and he wanted the next film to address more about that relationship. "Those were the moments that people loved, when John and Ted were hanging out, so that was a priority. We wanted to make sure we could have a workable story but keep the core of the movie with the two of them together."

It was an unlikely 19th-century legal inspiration that would move the writing partners to tell the second chapter in Ted's tale. Wild shares: "Seth was reading a book on the Dred Scott case and came up with this idea: 'Since Ted is a stuffed animal that came to life, what if he finds out he's not a citizen? What if he's not considered a person and just considered property?' He wanted to explore that and to find out if there was anything interesting there...or if this would just be a boring court case movie with a couple of jokes peppered here and there. We ended up going off of this idea, which was modeled after the case."

MacFarlane extends a theme from the first movie, offering that as amazing as it would be if a teddy bear came to life, at some point people would start to see it as the norm: "Human beings are very quickly adaptable. Probably fairly soon after Ted came to life, people would be like, 'Oh well, that happened. Moving on.' We kept to that idea, and we figured that eventually the subject of Ted's legal status would come up."

But the director surmises that this level of comfort would be tempered with instinctual suspicion. He says: "Human beings are inherently tribal. To our own detriment, we have a need to put people into little groups. There probably would be some resistance to let a talking teddy bear into our club, in the same way there's resistance to let gay people into the club and-at a certain point in time-let black people into the club. Amanda's character has a line in the movie where she says that in every civil rights conflict, we're only able to recognize the just point of view years after the fact. We never see it while it's going on. We always think this time is different."

Producer Jacobs was pleased that the writers took this route with the story. He says: "Ted and John are Hope and Crosby and have special, magical chemistry. This is the natural theme for the follow-up to the original film, which explored as far as you could possibly go with a love story between a man and his teddy bear. Ted 2 takes us to the next level of who is worthy of not being called an inanimate object or of being given citizenship."

With the serious throughline as an inspiration for the film, Sulkin admits that it was his love of an inescapable television show that spurred on much of the comedy's dialogue: "I've watched Law & Order ever since it's been on. I know all the legalese and everything you hear them say over and over again in court, but it's funnier when it's this foulmouthed teddy bear involved in a serious legal drama. That was a focal point for me as we were writing the script, making sure that those moments rang true."

After years of collaboration with MacFarlane on film and television projects, the writers have perfected a simple method when crafting a script. "We have a system where the three of us get together and write the outline, and then Wellesley and I go off separately and divide up scenes," explains Sulkin. "Literally, it's 'I'll do the evens, you do the odds.' We'll write our half of the movie and then send it to each other before we give it to Seth...just so we make sure there aren't any huge redundancies or overlaps. We'll smooth it out, and then we come in with Seth."

A great advantage that the writers have is that their co-star is an animated one. This allows them to stay as current as possible with dialogue and topical jokes. Wild explains: "Because Ted is animated, you can write new lines for him. Because it's just lip assignments, when his mouth is moving, you can sneak anything in there if the timing is right. Seth is constantly asking for something more contemporary. This allowed us to write jokes right up until several weeks before the actual movie is released."

When our story opens, it's been several years since we've last seen John and Ted. John has been divorced for six months and is down in the dumps. Ted's home life isn't quite the honeymoon he expected, either. In the hopes of saving their marriage, Ted and Tami-Lynn decide to do what many couples consider when their relationship is on the rocks: have a baby.

Clark walks us through where we meet our friends: "We find John, who is lonely because his marriage has dissolved, and Ted, whose relationship with Tami-Lynn has progressed enough that they are getting married. We open up on a big wedding sequence and see that Ted wants to be a full person. He's moved in with Tami-Lynn and wants to have a baby. Since he doesn't have his own male appendage, he first wants to find a donor and, secondly, to adopt. As we go on this adventure with Ted, it becomes about him trying to find his personhood. He has all the humanity of a human, but he doesn't have the label of one; he's still a stuffed teddy bear."

Because the state does not legally consider Ted to be human, he doesn't have our rights and can't adopt a child. Ted's crusade to prove that he is a person has now begun. After he loses his first trial, Ted, John and Samantha, their first lawyer, embark on a road trip to New York in the hopes of persuading a legendary civil rights attorney to appeal their case. During this trip, MacFarlane and his fellow writers pay homage to one of their favorite comedies...in what the filmmakers refer to as the "mess around" scene.

So much of the humor in Ted 2 is physical comedy, and it was key that the team honor legendary comic actors of that school. Sulkin explains the inspiration for a pivotal scene: "We wanted Ted to have this 'mess around' sequence, which is almost shot-for- shot directly taken from Planes, Trains and Automobiles, with the great John Candy doing the same things that Ted does here. We thought it was a good parallel because Candy was the teddy bear of that movie. He's lovable, incredibly disruptive and funny. We see Ted in the same way; he tries to do the right thing while trying to be fun. He gets into his music and, of course, it all goes wrong and their car ends up flying off the road and through the roof of a barn."

This proved to be one of Stuber's favorite sequences in the script. The producer explains: "One of the first mistakes they make is to let Ted drive. Ted is not paying attention, everyone's falling asleep and then he drives the car off the road and launches into the side of a barn. They are stuck in the middle of nowhere in a place that happens to be a barn where drug dealers are residing. There's an enormous Jurassic Park-style pot field that offers this great 'ahhhhhhhhhhh...' moment for them, and they get into trouble. When they hit the road again, there's a series of great comedic moments before they ultimately end up in New York City at Comic-Con."

Boston's Finest:
Casting the Comedy

When MacFarlane and the producers came to Wahlberg with the idea for Ted 2, it didn't take long for the performer to come aboard. "The first movie was the biggest original "R"-rated comedy of all time for a reason," Wahlberg offers. "It encompassed this amazing humor but also has so much heart. In Ted, you're rooting for John to become successful at maintaining his relationship with Ted, and the reason why I was excited about making Ted 2 was because I knew I'd be working with Seth. This is the first time I've ever done a sequel to a movie, because I knew Seth would take it to another level. As long as there were places for the characters to go and things for them to do, then people would want to see it."

Wahlberg agrees with his producers that John and Ted are the ultimate thunder buddies. He walks us through where we find the lifelong friends: "In the first movie, John was walking that fine line of maintaining his relationship with his best friend but also becoming more mature-the man that his girlfriend and future wife wanted him to be. Now that it is several years later and John is a divorced, single guy again, he doesn't want to get involved in another relationship because he doesn't want to get hurt or expose himself in that way."

While John has a "been there, done that" attitude, it is Ted's turn to try to keep together a relationship that's crucial to him. Explains Wahlberg: "Ted is doing everything he can to hold on to Tami-Lynn. He wants to be a responsible adult and a father, and that poses many different and interesting challenges along the way. As John and Ted work together to sue the state for Ted's personhood, we see that they have a real cause for which they're fighting. People are going to root for Ted to succeed."

Wahlberg admired the writers' ability to weave in a legitimate, emotional story but still keep all the elements of a raucous comedy that fans of the first film expect. He reassures: "Even though Ted and John have both matured somewhat, they're still hanging out as often as possible and getting into trouble together. Because of the success of the first one, we were able to push the envelope but also balance the heart and humor."

MacFarlane appreciates his leading man's dedication to the world of Ted: "Mark is brilliant at everything you ask him to do. His attitude is always, 'If it works for you, I'm in.' He's a fantastic dramatic actor; he's a fantastic comedic actor, and that includes both subtle verbal comedy and physical comedy. There's nothing the guy can't do."

Jacobs adds to the accolades and sums up the cast and crew's feelings about their human star: "Mark has been incredible. To do the things that he's done shows his range beyond anything he's ever done. As John, Mark's got to be a guy's guy, emotional and funny, and at the same time he interacts with something that's not there. He just uses his imagination and goes off Seth's voice."

Cast opposite Wahlberg is Amanda Seyfried as Samantha L. Jackson-say that twice-an eager young attorney who takes on Ted's case pro bono. Indeed, hers is a character that MacFarlane likens to Dorothy Lamour of the classic Bob Hope and Bing Crosby comedies. The actress shares: "I did A Million Ways to Die in the West with Seth, and he's a loyal guy. When he likes somebody he brings them back; his life is his work. I was prodding him about it over the course of six months after we finished filming, and one day he called me. As a joke, I asked, 'What am I playing in Ted 2?' He called me months later and asked, 'What are you doing in June?' and offered me the role of the new love interest."

Seyfried describes her character: "Samantha is fresh out of law school and is trying to find her footing in this firm. Her uncle hired her to come in as a junior attorney, and she works very hard. She's sincere but likes the occasional joint, okay daily, and she has her own offbeat way about her. When Ted and John first come to meet her in her office, she's all over the place and they're thinking, 'How's this scatterbrained stoner going to win our case and get Ted's personhood back?'"

Stuber expands upon why the guys have their doubts: "The first time they meet Samantha, they're not sure if she's the right person. She's a little young, and they don't know if she can handle the case." For John and Ted, however, the love of 420 trumps all. "But when she pulls out a bong and takes a rip, all of a sudden she's the perfect lawyer. There's a fun dynamic amongst the three of them, and she takes on Ted's fight because she believes that he is someone who is worthy."

Sulkin explains the rationale for John's new love interest: "We knew that we didn't have Mila Kunis for Ted 2, and we wanted to serve that in the story and make it part of John's emotional journey. John starts off in a very sad place because things didn't turn out the way that he expected with the woman he married, which a lot of people can relate to. Then, once the legal part of the story begins, we're introduced to Samantha and realize this could be another great love interest for him. She's a cool chick, whereas Lori was always getting on John about smoking pot or this or that. Samantha is much more easygoing and more John's speed. We hope that from the moment the audience meets her that they'll be rooting for these two to get together."

Returning to the cast alongside MacFarlane and Wahlberg is Jessica Barth in the role of Tami-Lynn, Ted's co-worker at the grocery store who has gone from dating the bear to being married to him. "At first everything was great, but after a few years into the marriage, they're struggling financially and emotionally and have some pretty heated arguments," explains Barth. "They think that having a baby will bring them together."

When Ted is denied personhood by the state, Tami- Lynn becomes one of his fiercest advocates. "Ted and Tami-Lynn are both super loyal," supplies the performer. "That's their core. They're honest and authentic, and there's no pretending with either of them. Obviously they have their issues, but they love each other very much. Tami-Lynn has a heart of gold. She may not be that eloquent, but that's what I love about her."

Also reprising his role from the first film is Giovanni Ribisi as the Ted-obsessed Donny, who can't get it out of his head that he and Ted will never be best friends. The actor walks us through his murderous role: "Donny has a fascination with Ted. He is his No. 1 fan, and it's just gone overboard. That would probably be putting it lightly. In this film, he resurfaces from the shadows of the gutters of Boston, still on his mission to find companionship with Ted. He's got a job as a janitor at the company that originally made Ted 30 years ago. Donny finagles his way into a meeting with CEO Tom Jessup and convinces him to get on board with a plan to go after Ted and make multiple Teds, which could make the company billions."

His producers appreciated the actor's attention to psychosis. "Giovanni is an amazing actor," commends Clark, "and everything he does as a villain elicits immediate glee. He's returning in this chapter and maintaining his villain-y intent. He's gone through all of the court requirements and is back on the street...but he hasn't lost his lust to have a Ted. So Donny goes after Ted, because at the story's crux, if Ted is a person, it's kidnapping. But if he's not, it's just stealing a $59 teddy bear."

Producer Jacobs was just gobsmacked by their villain: "Giovanni is one of the best actors I've ever seen. He will go to any lengths to make his part real and be scary. Part of the reason that he was so funny in Ted is that he literally becomes this character. He breathes, sleeps and smokes it."

Fellow returning cast members include the fight-club-loving Guy, John's co-worker at the rental-car dealership, played by Patrick Warburton; Bill Smitrovich as Frank, Ted and Tami-Lynn's overly patient supervisor at their grocery store; Sam J. Jones, who is synonymous with Flash Gordon; and Patrick Stewart as the film's narrator.

Cast members new to the series include Academy Award winner Morgan Freeman as Patrick Meighan, Ted and John's attorney who is willing to take their case to the highest court in the land. Stuber walks us through this character's purpose in Ted 2: "The idea was that they needed to lose this case in Massachusetts and, inevitably, there's going to be one great lawyer in America who can take this case on. That person is Morgan Freeman's character, and he happens to reside in New York City. Once Ted, Samantha and John realize that they need him and decide to appeal the case, the three of them jump in a car and drive from Boston to New York."

MacFarlane offers what the beloved actor's involvement meant to the production: "It was a huge coup for us to get Morgan in this movie, and particularly for that part. His character is a fictitious civil rights attorney who's the most preeminent one in the country. We needed somebody who, when you open that door to his office and he stands up, you know instantly that this is the wizard at the end of the yellow brick road."

Mad Men's own John Slattery was brought onto the comedy as Shep Wild, the suave attorney who is fighting the odd fight to make sure Ted stays property. Seyfried introduces us to his character, Samantha's nemesis: "Shep Wild is the big, sexy, silver-fox lawyer who has never lost a case in his career. He represents the Commonwealth of Massachusetts and we meet him in the scene where we first go head-to-head with him in court to try to fight for Ted's personhood." She loved Slattery's interpretation of the role. "John plays Shep as a snake, a really charming asshole. He's just perfect and made filming so fun."

Curiously, the sly attorney shares something in common with many of the other characters in the Ted 2 universe. Screenwriter/EP Wild explains: "We basically named all the characters in the movie after people we know. Shep Wild is Henry Shepherdson Wild: my dad. He's not anything like John Slattery, but we just said, "How about my dad's name?' Now my dad's immortalized in the movie."

The cameos in the film are too many to mention-and too worth being surprised by outside of this document- so know that it will take a sharp eye, no cheating at IMDB, to catch them all.

Starships and Pot Merry-Go-Rounds:
Design and Locations

The filmmakers' desire to create a world in which to place a talking teddy bear was established in the first comedy, and production returned to the city of Boston to film Ted 2. "In Ted, Boston is a character in the movie, and John and Ted are Boston dudes," says Clark. "It's a little ecosystem, a personality all its own, and Bostonians understand it. When you take Mark and put him in this actual place where Ted is the only thing that's outside this reality, it becomes very real. When people see these two guys at these classic Boston locations, it allows us to ground the movie and the comedy."

Wild reflects that, in order to be accepted in this town, Ted had to have vocals that were pitch perfect: "Ted's voice just kills me with the Boston accent. People in Boston are very, very particular about others doing Boston accents, and actors in movies have done terrible versions of that accent for years. But with Ted, it's like, 'Yeah, we approve; it's authentic.'"

The production took advantage of a number of key locations known to locals and tourists alike, including Boston Common with its swan boats, Seaport Boulevard and Boston Harbor. Additional locations included Marriott's Custom House in McKinley Square, which is the site of the courthouse where Ted is on trial for his personhood. Built in 1834, it has now been repurposed as a hotel.

Just past the Tobin Bridge and across the city from Boston's Mystic River is the once-struggling industrial city of Chelsea. Originally a working-class community, Chelsea has seen itself gentrify over the last several years, but still retains its mix of warehouses and residences. What better place than for Ted and Tami-Lynn to share their starter apartment.

Union United Methodist Church, home to one of the country's oldest African-American congregations, is the setting for Ted and Tami-Lynn's wedding in South Boston. Also in the neighborhood is The Eagle bar-recently named Boston magazine's 2014 Best Dive Bar-where John and Ted regularly get their sip on. As well, The Milton-Hoosic Club in Milton, Massachusetts, serves as the locale for the wedding reception where John and Ted perform their signature "Thunder Buddies" song.

Further afield from Boston is the Woburn Public Library. Opened in October 1885, The Converse Memorial Building, in which the Malden Public Library is located, was designed by Henry H. Richardson and built by Converse (of the famous shoe line) and his wife in memory of their eldest son, Frank, the assistant cashier of Malden Bank, who was tragically murdered during the first armed robbery of a U.S. bank in 1863.

It is this exquisite setting that stands in as the law library where John, Ted and Samantha research their case, smoke a lot of dope and pay homage to The Breakfast Club in a song-and-dance sequence. As well, the 1950s-era Mill Pond Diner in Wareham, Massachusetts, is one of the stopping points on the road trip from Boston to New York City.

One of the cast and crew's favorite locations was the "Tom Brady Mansion," which was filmed at a private home in Norfolk. "Tom Brady's an icon," acknowledges Stuber. "He and Mark are two of Boston's favorite sons. We were shooting in a neighborhood where it was like Disneyland to the locals. They had a dream come true: Tom and Mark out on the front lawn." Still, Stuber says, time was tight. "We only had three hours to film his scene. It was during training camp, and he was gracious and just a pro to come in and do that for us. He had great timing and was terrific. Everything went smoothly, and Tom jumped back in the car and got back over to Foxborough."

Some of film's biggest scenes and sets were filmed at Appleton Farms in Hamilton and Ipswich. Established in 1638 by a land grant to Samuel Appleton, the farms are approximately 1,000 acres and represent one of the oldest continuously operating farms in the country-established and maintained by nine generations of the Appleton family.

For his part, production designer Stephen Lineweaver needed a location where the car that Ted is driving on the trio's road trip flies off a ravine and crashes into the side of a barn. When they climb out of the barn, Ted, John and Samantha are surrounded by acres and acres of luscious weed fields. Discovered on the property by drug dealers, they are pursued in a rollicking car chase through the fields.

It was an exhaustive process to get it right, and the team ended up looking at more than 300 barns before they decided to build their own. Recalls Lineweaver: "Originally, we thought we were going to use a real barn, but then we realized that it was a much bigger event. The car needed to shoot 100 feet in the air and fly into the side of the barn. What dictated location is that we needed a cliff to shoot the car from somewhere. It was amazing how hard it was to find this location in eastern Massachusetts, as there are not a lot of cliffs and hills where there are farms. We looked long and hard for this and came upon the perfect location. The trees and the cliff were in the right place. It was remote enough so that you can believe that there was a field of pot this big. We then went about the business of building a barn and bought a barn kit; it's the easiest way to do it."

The art department then went to work on aging the barn. They weathered the wood, pulled boards out, took an ax to some of the boards, and eventually it looked like the barn had been there 100 years. Creating the pot fields, however, was another challenge. "How do you drive through a pot field when there are no pot fields?" asks Lineweaver. "And how do you drive through it continuously?"

The art department used a combination of thousands of bamboo plants and fake handmade pot plants, their leaves and buds made from silk and moss. Wahlberg notes: "They created these amazing fake pot plants with these huge buds and the pot leaves hanging off." What does one naturally do with fake pot? Trick a friend, of course. Laughs the actor: "They're very realistic, to the point where I took a bunch of them and stuck them in a bag and told my friend that I had some weed for him. He was so excited when he saw the weed. He held it and he smelled it and everything. He couldn't tell that it was fake until he brought it home to his girlfriend."

For the car chase through the marijuana fields, production created two giant spinning turntables (affectionally referred to as the "pot merry-go-rounds") with plants on them that could continually wash Ted and John's car with pot plants-as if they were going through an enormous field. The car remained stationary while cinematographer Michael Barrett's cameras were overhead and on the side of the car. "The actual pot field they drive through is only so wide in a field, but visual effects [led by visual effects supervisor Blair Clark] put other plants in," says Lineweaver. "It's amazing how many departments were involved, and the sweat we all went through to get there."

A stage in Woburn served as the locale for the interior sets of Samantha's office, John's apartment, Ted and Tami- Lynn's place and a number of the courtroom scenes.

Production then moved to New York City to film exterior scenes at the New York Public Library, Bryant Park, Midtown West and New York Comic-Con at the Javits Center. The exterior scenes at Comic-Con set off the climax of the movie, and the interior Comic-Con set was being readied at the FOX stages in Los Angeles. The art department re-created the floor of Comic-Con on a massive, 28,000-square-foot set.

"Comic-Con gave us all an opportunity to do some cool things," notes Lineweaver. "The challenge was to sell the size, so we got the biggest soundstage we could find. It became a process of how to bring all these vendors and brands and competing companies together and do the set justice, visually excite everybody and make it look like it never ends."

This build would become a mind-boggling feat of coordination for the production design department, but they were able to bring in vendors with their extraordinarily expensive booths and video screens and set up over the course of three days. Clark explains that it actually flipped the role of a traditional film design: "This gave us the opportunity to find the sets in there. It wasn't until we actually had all the booths up that we could look through and say, 'Oh my God, that's a great shot. We should do something right there.' We had things like an 18-foot Bumblebee from Transformers, a two-story Black Sails booth and an incredible Godzilla booth."

Perhaps Ted 2's crown jewel prop at Comic-Con was a replica of the Star Trek Enterprise. In a key scene in which Enterprise is about to crash down, one of the characters gets crushed himself. "Manufacturing the Enterprise was a process," explains Lineweaver. "Seth has a perfect model of the Enterprise, which is about two-and-a-half feet. The Enterprise model for our Comic-Con set was 18 feet."

Lineweaver's art director borrowed MacFarlane's model and took it up north to a designer who coordinated its digital reproduction, and then had it blown up by a man who actually makes giant models. Laughs Clark: "We're all nerds on this movie, and it was fun to have an 18-foot Enterprise built for a big stunt."

MacFarlane was quite in awe of the final set piece. He says: "I think it was roughly the size of the one that they used for the show. They had a big model that they would just move the camera around in various ways, and this one was about that big. And they built it in record time. I had a little model of the Starship Enterprise, and I gave it to our production designer, and they scanned it and made it 100 times bigger. It looked very cool."

As the production team was re-creating an event that many people know so well-filled with beloved characters and brands-Stuber advises that Comic-Con was a tricky situation to make perfect: "We had excellent media and brand partners who were terrific and helped us to create something that felt real and magical. The people in the know will feel like they're exactly in the right place, whether it's San Diego Comic-Con or New York."

Stuffy Pass and Motion Capture:
VFX of the Comedy

With their breadth of knowledge, and the learning curve of the first film behind them, the production team brought back as many of the original VFX crew from Ted as they were able to, led by Blair Clark, who cut his teeth at ILM as a model maker on Indiana Jones and the Last Crusade and at Tippett Studio as an animation supervisor on Armageddon and as a visual effects supervisor on Hellboy. As a VFX supervisor on animated comedies from The Smurfs to Beverly Hills Chihuahua, Clark brings a wealth of experience back to Ted 2.

"When you create a character in CG, the first few shots take the longest because you're discovering the character and performance while you are creating the CGI," explains producer Clark. "From the experience of the first Ted movie, our VFX team understands who the character of Ted is. So now, instead of it being the first shot on Ted, it was like the 601st shot."

As Ted is, well, a stuffed bear, it's not that his performances are difficult. Still, the VFX team must ensure that Ted reacts perfectly to everything- including how he looks over his shoulder or how he does a double take. Very much so, there's a rhythm to his performance. "What's incredible is that when you make a comedy, you don't want to burden the movie and slow down the process with technology," continues the producer. "So how do you create a simple way for the actors to know where Ted goes? He's two-and-a-half feet tall, and you don't want people walking through him by accident when you animate him. So we do a process that we call the 'stuffy' pass. The stuffy is basically a toy Ted, like the one you can buy at the store. We take the stuffy, and we have the visual effects supervisor mime Ted's performance while Seth gives the dialogue from behind camera."

In fact, a great deal of technical knowledge is gained from the stuffy pass. With the puppet on camera, the cast and crew hear the dialogue from where Seth is standing. This allows the actors to reference Ted's eyeline, where he's looking, where he walks, how fast he walks and where he goes. As well, this stuffy provides great reference for the extensive animation team, who are able to note how fast the VFX supervisor wants them to move the character of Ted, how the light interacts with his fur and what lighting he's in-as his fur interacts with the various light.

Once MacFarlane's team had that pass, they then shot the scene with no stuffy in the sequence, and cast and crew were able to remember the marks, eyeline and light references. DP Barrett's camera crew now knew how fast to move the pan and how high or low to be, and the actors were more comfortable with where to look. The stuffy pass was then given to the animator, as well as the empty plate with no Ted, and they rendered Ted into that plate.

For his part, MacFarlane created his performance using two techniques. The first was dialogue, as the voice of Ted, which he did on the set with the other actors. This way, if there were overlaps in conversation, the team was able to capture those moments so the comedy feels natural, not stilted. As well, MacFarlane conducted sessions in which he wore a Moven, which is a motion-capture suit that records his movements as he mimics the actions of Ted. Therefore, if the production team needed a shrug or any sort of affect-ation, the actor/director could match that to his dialogue, and the team captured that in the moment. It also gave the animators MacFarlane's actual physical movements as another asset they needed to create Ted's performance.

In addition to the stuffy, the VFX department used the eyeline tool, which is simply two fake eyeballs on a stick, in static areas such as a set, couch or park bench. After the stuffy pass, this allowed the other actors another tool on where to look when they were in a scene with Ted. Recalls Barth: "There's a scene in our apartment where Ted and I are having a huge argument, and it was a challenge working with no actor in front of me and just Seth's voice off-stage. But it was also a great exercise as an actor. I was throwing frying pans and toasters and whatever else I could find, responding to somebody who was not there."

Seyfried agrees with her co-star: "It was a little hard to get used to in the beginning, but then when you did, it worked. It's like having an imaginary friend."

MacFarlane acknowledges that Ted's absence on set was a creative challenge. He says: "It's difficult for an actor to act opposite a character that's not there because so much of what your performance is depends on what you get from the other person. Here, we tried to make it a little easier because I was physically there doing the lines that will be in the movie. They're at least getting the voice of the character, and not just somebody doing a read-in. Still, they got used to it pretty quickly."

As Wahlberg has the lion's share of onscreen time with Ted, MacFarlane and the filmmakers were constantly in awe of how well-adjusted he was to working with simply a voice. Clark commends: "What I noticed about Mark's performance on set, and what always shocked me on Ted, is the subtlety with which he interacts with an empty space. We hear his performance, but he creates an eyeline and works with the empty space in which CGI Ted will eventually be added. Watching the skill and talent that Mark brings to his performance just makes you believe in John, Ted and the movie more than you know."

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