`
`MORGAN, LEWIS & BOCKIUS LLP
`MARIO MOORE (SBN 231644)
`mario.moore@morganlewis.com
`5 Park Plaza
`Suite 1750
`Irvine, CA 92614
`Tel: 949.399.7000
`Fax: 949.399.7001
`JAMES A. GLENN (admitted pro hac vice)
`jglenn@morganlewis.com
`1000 Louisiana Street, Suite 4000
`Houston, TX 77002
`Tel: 713.890.5000
`Fax: 713.890.5001
`Attorneys for Plaintiff
`N4D, LLC
`
`UNITED STATES DISTRICT COURT
`SOUTHERN DISTRICT OF CALIFORNIA
`
`N4D, LLC,
`
`Plaintiff,
`
`vs.
`LEGEND3D, INC. f/k/a LEGEND
`FILMS, INC., BARRY B. SANDREW,
`CHARLES GREGORY PASSMORE
`a/k/a GREG PASSMORE, and BIRD
`ROCK MULTIMEDIA, INC. d/b/a
`PASSMORE LABS and/or Z MEDIA,
`Defendants.
`
`Case No. 3:13-CV-02656-BEN-NLS
`DECLARATION OF MARIO
`MOORE IN SUPPORT OF
`PLAINTIFF N4D, LLC'S
`OPPOSITION TO
`DEFENDANTS' MOTION TO
`DISMISS FOR LACK OF
`SUBJECT-MATTER
`JURISDICTION OR
`ALTERNATIVELY STAY
`ACTION
`Date:
`January 27, 2014
`Time: 10:30 am
`Courtroom: 5A
`Judge: Hon. Roger T. Benitez
`
`DB1/ 77083923.2
`
`MOORE DECL ISO N4D’S OPPOSITION
`TO DEFS’ MOTION TO DISMISS
`CASE NO. 3:13-CV-02656-BEN-NLS
`
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`MORGAN, LEWIS &
`BOCKIUS LLP
`ATTORNEYS AT LAW
`IRVINE
`
`Prime Focus Ex 1026-1
`Prime Focus v Legend3D
`IPR2016-01243
`
`
`
`Case 3:13-cv-02656-BEN-NLS Document 20-1 Filed 01/13/14 PageID.2124 Page 2 of 85
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`I, Mario Moore, hereby declare as follows:
`1.
`I am of counsel at Morgan, Lewis & Bockius LLP, and I represent the
`Plaintiff N4D, LLC in this matter. The facts set forth herein are within my personal
`knowledge based upon the documents attached to this declaration.
`Attached hereto as Exhibit 1 is a true and correct copy of a
`2.
`November 6, 2013 letter from Danna Cotman to Michael Farley.
`Attached hereto as Exhibit 2 is a true and correct copy of a
`3.
`November 15, 2013 letter from Philip Dyson to Mario Moore.
`Attached hereto as Exhibit 3 is a true and correct copy of a
`4.
`November 26, 2013 letter from James Glenn to Danna Cotman.
`Attached hereto as Exhibit 4 is a true and correct copy of a
`5.
`November 26, 2013 letter from James Glenn to Philip Dyson.
`Attached hereto as Exhibit 5 is a true and correct copy of the March 4,
`6.
`2010 interview with Barry Sandrew.
`Attached hereto as Exhibit 6 is a true and correct copy of an excerpt of
`7.
`an instant message discussion regarding converting StereoMaker into Synth3D.
`Attached hereto as Exhibit 7 is a true and correct copy of the July 28,
`8.
`2009 Technology Cross License Agreement.
`Attached hereto as Exhibit 8 is a true and correct copy of the Sandrew
`9.
`patents filing receipts.
`10. Attached hereto as Exhibit 9 is a true and correct copy of the
`International 3D Society 3D Technology Awards 2012 Submission form re Barry
`Sandrew.
`11. Attached hereto as Exhibit 10 is a true and correct copy of the Order
`on Plaintiff’s and Defendants’ Motions for Summary Judgment dated October 1,
`2013 for Case No. 10-A-11197-7.
`
`DB1/ 77083923.2
`
`1
`
`MOORE DECL ISO N4D’S OPPOSITION
`TO DEFS’ MOTION TO DISMISS
`CASE NO. 3:13-CV-02656-BEN-NLS
`
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`MORGAN, LEWIS &
`BOCKIUS LLP
`ATTORNEYS AT LAW
`IRVINE
`
`Prime Focus Ex 1026-2
`Prime Focus v Legend3D
`IPR2016-01243
`
`
`
`Case 3:13-cv-02656-BEN-NLS Document 20-1 Filed 01/13/14 PageID.2125 Page 3 of 85
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`I declare under penalty of perjury under the laws of the United States of
`America that the foregoing is true and correct.
`Executed on this 13th day of January, 2014, at Irvine, California.
`
`s/ Mario Moore
`Mario Moore
`
`DB1/ 77083923.2
`
`2
`
`MOORE DECL ISO N4D’S OPPOSITION
`TO DEFS’ MOTION TO DISMISS
`CASE NO. 3:13-CV-02656-BEN-NLS
`
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`MORGAN, LEWIS &
`BOCKIUS LLP
`ATTORNEYS AT LAW
`IRVINE
`
`Prime Focus Ex 1026-3
`Prime Focus v Legend3D
`IPR2016-01243
`
`
`
`Case 3:13-cv-02656-BEN-NLS Document 20-1 Filed 01/13/14 PageID.2126 Page 4 of 85
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`EXHIBITS
`
`Page No.
`
`Exhibit 1, 11.06.13 Legend Rule 11 Letter ............................................... 3
`
`Exhibit 2, 11.15.13 Passmore Rule 11 Letter............................................ 9
`
`Exhibit 3, 11.26.13 Response Letter to D. Cotman................................. 15
`
`Exhibit 4, 11.26.13 Response Letter to P. Dyson.................................... 18
`
`Exhibit 5, Sandrew Interview 3.4.2010 ................................................... 21
`
`Exhibit 6, Instant Message re StereoMaker Conversion ......................... 30
`
`Exhibit 7, Technology Cross License Agreement, July 28, 2009 ........... 33
`
`Exhibit 8, Sandrew Patent Filing Receipts ............................................. 44
`
`Exhibit 9, International 3D Society 3D Technology Awards 2012
`Submission form re Barry Sandrew......................................................... 66
`
`Exhibit 10, Order on Plaintiff's and Defendants' Motion for Summary
`Judgment dated October 1, 2013 for Case No. 10-A-11197-7................ 70
`
`DB1/ 76565525.1
`
`Prime Focus Ex 1026-4
`Prime Focus v Legend3D
`IPR2016-01243
`
`
`
`Case 3:13-cv-02656-BEN-NLS Document 20-1 Filed 01/13/14 PageID.2127 Page 5 of 85
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`EXHIBIT 1
`
`Prime Focus Ex 1026-5
`Prime Focus v Legend3D
`IPR2016-01243
`
`
`
`Case 3:13-cv-02656-BEN-NLS Document 20-1 Filed 01/13/14 PageID.2128 Page 6 of 85
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`Exhibit 1, Page 3
`
`Prime Focus Ex 1026-6
`Prime Focus v Legend3D
`IPR2016-01243
`
`
`
`Case 3:13-cv-02656-BEN-NLS Document 20-1 Filed 01/13/14 PageID.2129 Page 7 of 85
`
`Exhibit 1, Page 4
`
`Prime Focus Ex 1026-7
`Prime Focus v Legend3D
`IPR2016-01243
`
`
`
`Case 3:13-cv-02656-BEN-NLS Document 20-1 Filed 01/13/14 PageID.2130 Page 8 of 85
`
`Exhibit 1, Page 5
`
`Prime Focus Ex 1026-8
`Prime Focus v Legend3D
`IPR2016-01243
`
`
`
`Case 3:13-cv-02656-BEN-NLS Document 20-1 Filed 01/13/14 PageID.2131 Page 9 of 85
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`Exhibit 1, Page 6
`
`Prime Focus Ex 1026-9
`Prime Focus v Legend3D
`IPR2016-01243
`
`
`
`Case 3:13-cv-02656-BEN-NLS Document 20-1 Filed 01/13/14 PageID.2132 Page 10 of 85
`
`Exhibit 1, Page 7
`
`Prime Focus Ex 1026-10
`Prime Focus v Legend3D
`IPR2016-01243
`
`
`
`Case 3:13-cv-02656-BEN-NLS Document 20-1 Filed 01/13/14 PageID.2133 Page 11 of 85
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`Exhibit 1, Page 8
`
`Prime Focus Ex 1026-11
`Prime Focus v Legend3D
`IPR2016-01243
`
`
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`Case 3:13-cv-02656-BEN-NLS Document 20-1 Filed 01/13/14 PageID.2134 Page 12 of 85
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`EXHIBIT 2
`
`Prime Focus Ex 1026-12
`Prime Focus v Legend3D
`IPR2016-01243
`
`
`
`Case 3:13-cv-02656-BEN-NLS Document 20-1 Filed 01/13/14 PageID.2135 Page 13 of 85
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`Exhibit 2, Page 9
`
`Prime Focus Ex 1026-13
`Prime Focus v Legend3D
`IPR2016-01243
`
`
`
`Case 3:13-cv-02656-BEN-NLS Document 20-1 Filed 01/13/14 PageID.2136 Page 14 of 85
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`Exhibit 2, Page 10
`
`Prime Focus Ex 1026-14
`Prime Focus v Legend3D
`IPR2016-01243
`
`
`
`Case 3:13-cv-02656-BEN-NLS Document 20-1 Filed 01/13/14 PageID.2137 Page 15 of 85
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`Exhibit 2, Page 11
`
`Prime Focus Ex 1026-15
`Prime Focus v Legend3D
`IPR2016-01243
`
`
`
`Case 3:13-cv-02656-BEN-NLS Document 20-1 Filed 01/13/14 PageID.2138 Page 16 of 85
`
`Exhibit 2, Page 12
`
`Prime Focus Ex 1026-16
`Prime Focus v Legend3D
`IPR2016-01243
`
`
`
`Case 3:13-cv-02656-BEN-NLS Document 20-1 Filed 01/13/14 PageID.2139 Page 17 of 85
`
`Exhibit 2, Page 13
`
`Prime Focus Ex 1026-17
`Prime Focus v Legend3D
`IPR2016-01243
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`
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`Case 3:13-cv-02656-BEN-NLS Document 20-1 Filed 01/13/14 PageID.2140 Page 18 of 85
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`Exhibit 2, Page 14
`
`Prime Focus Ex 1026-18
`Prime Focus v Legend3D
`IPR2016-01243
`
`
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`Case 3:13-cv-02656-BEN-NLS Document 20-1 Filed 01/13/14 PageID.2141 Page 19 of 85
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`EXHIBIT 3
`
`Prime Focus Ex 1026-19
`Prime Focus v Legend3D
`IPR2016-01243
`
`
`
`Case 3:13-cv-02656-BEN-NLS Document 20-1 Filed 01/13/14 PageID.2142 Page 20 of 85
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`Exhibit 3, Page 15
`
`Prime Focus Ex 1026-20
`Prime Focus v Legend3D
`IPR2016-01243
`
`
`
`Case 3:13-cv-02656-BEN-NLS Document 20-1 Filed 01/13/14 PageID.2143 Page 21 of 85
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`Exhibit 3, Page 16
`
`Prime Focus Ex 1026-21
`Prime Focus v Legend3D
`IPR2016-01243
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`
`
`Case 3:13-cv-02656-BEN-NLS Document 20-1 Filed 01/13/14 PageID.2144 Page 22 of 85
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`Exhibit 3, Page 17
`
`Prime Focus Ex 1026-22
`Prime Focus v Legend3D
`IPR2016-01243
`
`
`
`Case 3:13-cv-02656-BEN-NLS Document 20-1 Filed 01/13/14 PageID.2145 Page 23 of 85
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`EXHIBIT 4
`
`Prime Focus Ex 1026-23
`Prime Focus v Legend3D
`IPR2016-01243
`
`
`
`Case 3:13-cv-02656-BEN-NLS Document 20-1 Filed 01/13/14 PageID.2146 Page 24 of 85
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`Exhibit 4, Page 18
`
`Prime Focus Ex 1026-24
`Prime Focus v Legend3D
`IPR2016-01243
`
`
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`Case 3:13-cv-02656-BEN-NLS Document 20-1 Filed 01/13/14 PageID.2147 Page 25 of 85
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`Exhibit 4, Page 19
`
`Prime Focus Ex 1026-25
`Prime Focus v Legend3D
`IPR2016-01243
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`
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`Case 3:13-cv-02656-BEN-NLS Document 20-1 Filed 01/13/14 PageID.2148 Page 26 of 85
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`Exhibit 4, Page 20
`
`Prime Focus Ex 1026-26
`Prime Focus v Legend3D
`IPR2016-01243
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`
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`Case 3:13-cv-02656-BEN-NLS Document 20-1 Filed 01/13/14 PageID.2149 Page 27 of 85
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`EXHIBIT 5
`
`Prime Focus Ex 1026-27
`Prime Focus v Legend3D
`IPR2016-01243
`
`
`
`MarketSaw - 3D Movies, Gaming and Technology: Legend 3D Founder Barry Sandrew, ...
`Page 1 of 9
`Case 3:13-cv-02656-BEN-NLS Document 20-1 Filed 01/13/14 PageID.2150 Page 28 of 85
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`NEWS!
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`
`Thursday, March 04, 2010
`Legend 3D Founder Barry Sandrew, Ph.D Talks 2D to 3D Conversion!
`
`Michael here. I recently had the pleasure of
`speaking with Legend 3D Founder and
`President Barry B. Sandrew, Ph.D, regarding
`his company's work on 2D to 3D conversion.
`Before the interview I viewed a reel of 3D
`footage that Legend had done, and I must say
`that it blew me away.
`
`The reel consisted of converted 3D footage
`from many of the blockbuster feature films from
`the past 10 years as well as commercials for
`Fanta, HP, and New Balance. In all cases the
`quality of the stereo was indistinguishable from the very best native 3D footage I have seen, Avatar included. The
`3D was immersive, detailed, and continuous: completely gone were the flatness and "planes of depth" from G-
`Force, which In-Three and Imageworks converted. Instead, the 3D made me feel like I was part of the action.
`
`Particularly impressive was a scene from Iron Man where he is being suited up: all of the intricate mechanical
`devices and metal facets, all in complex motion and in stereo, were a beautiful sight to behold. Also amazing
`were the scenes from "Alice In Wonderland", which Legend 3D recently wrapped. The practical scenes from
`other movies were just as artfully done. I could tell a great deal of thought was put into the stereospace of every
`shot. According to Sandrew, it is Legend 3D's methodology that makes it possible to deliver such complicated
`scenes in the highest quality 3D.
`
`Read below for more on Legend 3D and the 2D to 3D conversion industry:
`
`Michael: How did Legend 3D get started?
`
`Barry Sandrew: I invented digital colorization back in 1986 and in the following seven years I produced just
`about all of Ted Turner's colorization work as well as titles from all the major studios. We built a huge studio to
`get the feature films converted from black and white to color. Believe it or not, at our peak we were up to seven
`movies a month for Turner. I left that company (American Film Technologies) in 1993, and founded several other
`startup companies. Then in the year 2000 I reinvented colorization, because advances in storage, computer
`power and networking just made everything possible that I had always imagined for colorization. So I developed
`a software process and pipeline that would semi-automate everything. We had a maquiladora down in Mexico
`back in the early '90s, but this time I went to India. I opened up a studio about ten years ago. It was one of the
`first visual effects studios in India. In fact, I opened our Patna, India studio before Imageworks and everybody
`else discovered India and we've had that studio operating continuously for a decade now. It’s a great studio. We
`started with about 250 people—but we're currently ramping up to become the largest visual effects studios in all
`of India. San Diego is where the bulk of the creative work happens. Let me go back to colorization for a second.
`
`Jim is moderating the Filmmakers
`Panel at the show!
`
`Search MarketSaw
`
`http://marketsaw.blogspot.com/2010/03/legend-3d-founder-barry-sandrew-phd.html
`
`8/24/2010
`
`Exhibit 5, Page 21
`
`Prime Focus Ex 1026-28
`Prime Focus v Legend3D
`IPR2016-01243
`
`
`
`MarketSaw - 3D Movies, Gaming and Technology: Legend 3D Founder Barry Sandrew, ...
`Page 2 of 9
`Case 3:13-cv-02656-BEN-NLS Document 20-1 Filed 01/13/14 PageID.2151 Page 29 of 85
`
`
`
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`Around 2005 - maybe a little bit earlier - my good friend Greg Passmore and I were talking about 3D, and we
`both immediately recognized that the Legend Films colorization software is perfectly suited for a 3D conversion
`process, because one of the basic aspects of all stereo conversion is the segmentation of everything in every
`frame into metadata. In my career I’ve produced close to 400 feature films on time and on budget… every one.
`That comes second nature to me and my team. We’ve come so far in our process that there aren’t any surprises
`for any feature film that hits our pipeline. We can colorize any movie so we felt that we could adapt the
`colorization process, pipeline and technology to stereo very easily. It wasn't quite as *easy* as we had hoped, but
`we did it. We also created a stereo process application that is very intuitive, and that we feel is the most
`advanced in the industry.
`
`Michael: How does the 2D to 3D conversion process work? How is the other-eye view created?
`
`Barry Sandrew: Most people just create a single new eye, one eye. We create two completely unique eyes from
`each 2D frame. This is a more natural way of creating 3D. There's various ways to convert a movie. One way,
`like the way IMAX does it, is to project rotoscoped objects onto volumetric CG primitives that have been created
`for most things in a scene. That's the way most of [the companies] are doing it. We do it quite differently. We use
`depth masks as well as several other sophisticated volumetric processes to mold a shot into dimension. We're
`actually molding in "z" -- depth masks -- and this helps to animate things more accurately and more efficiently
`than using CG elements, because in our process there is no tracking that takes a great deal of time and skill. We
`also have very little paint and compositing with our process. Normally, if I am moving something away from a
`background in stereo I'm exposing parts of the background that don't exist in the image. So what do you do with
`that? You have to either paint it or you have to somehow fill that in so that everything looks natural. One way of
`course is to use clean plates. But in a catalogue feature film like Harry Potter you may not have the clean plates
`available. So you have to resort to skilled painters, compositors to fill in data gaps in the images. Most of our gap
`filling is not done the traditional way. We actually do most of it algorithmically or automatically on render.
`
`Michael: Based on the prior frame and the following frame?
`
`Barry Sandrew: That's only one way of filling data and a very labor intensive way. We’ve developed incredible
`software tools for colorization that can automatically recognize objects based on pattern, luminance and
`chrominance. That software has been adapted to 3D conversion and is the basis for a multitude of different
`routines and tools that can fill in missing data automatically.
`
`Michael: How is the team divided between San Diego and India?
`
`Barry Sandrew: We have a very large team in San Diego. That's where all of the client interaction happens and
`where most of the creative is done; particularly movie breakdown, depth script, depth score, keyframing and
`stereo. In India they do the masking from frame to frame.
`
`Michael: Could you explain what masking is?
`
`Barry Sandrew: [Masking is] when you identify objects within a scene. You identify objects digitally as metadata,
`and those objects then can be manipulated in stereospace.
`
`Michael: You told me you don't use rotoscoping?
`
`Barry Sandrew: Our process of masking is much more organic than rotoscoping. It's a very sophisticated paint
`program that is 23 years in the making that uses pattern recognition and several other proprietary detection
`routines to move masks from frame to frame semi-automatically. We have a team of people in India making
`certain that every frame is as perfect as possible because sometimes computers make mistakes. So to get the
`highest quality we have to have a person monitoring the segmentation of every single frame. For instance, if I'm
`in a frame of a movie, and all of a sudden my hand comes up from behind a chair, the computer doesn't
`immediately know that's my hand, so the operator has to define it for the computer. Once it’s defined then the
`computer understands where that hand is in each frame and it takes over. That's pretty much the way we do it.
`Everybody else uses rotoscope which is a highly skilled, very time consuming, and very expensive way to mask.
`Another huge advantage of our colorization masking technology is that it was designed to be used by unskilled
`labor. So we can train someone in India in half a day to segment scenes. It only takes about two weeks for that
`same person to become proficient in the process.
`
`Michael: One thing I have always wondered is, if you are converged on something...for example, with my right
`eye I can see the right side of this pen, and with my left eye I can see the left side. So those companies that
`create the other-eye view must have to make up information that doesn't exist. Let's say the original image is the
`left side. So to make the 3D image--to create the right eye image--they have to say, "what's on the right side of
`the pen?"
`
`Barry Sandrew: Only if it's exposed. If it's not exposed there is no right side of the pen. It’s not necessary to
`create the entire geometry of every object. In our stereo program, we actually rebuild an entire scene using depth
`masks and proprietary volumetric rendering processes. We can place objects anywhere in a scene that we want.
`Then on output rendering the stereo program separates the 2D image we start with into two unique images; one
`for the left eye and one for the right eye. The secret sauce is really in the manner in which segmented portions of
`a frame are positioned, the pixel blending in stereo and in gap filling.
`
`Michael: Could you go into how the stereo is rendered?
`
`Barry Sandrew: There’s a great deal of proprietary information I can’t share on this but basically there is a
`difference in whether you are converting by making one new right eye from a 2D image or making an entire new
`left and right eye from the 2D image. Also, whether you're projecting rotoscoped objects onto CG elements or
`you're using depth masks, that's a big element. Those factors really differentiate the various companies and also
`dictate efficiency, speed and of course most important, quality.
`
`Michael: What is your relationship to PassmoreLab? Are you part of PassmoreLab?
`
`Barry Sandrew: No. Greg is actually part of Legend 3D and a major shareholder. He and I have been working
`
`http://marketsaw.blogspot.com/2010/03/legend-3d-founder-barry-sandrew-phd.html
`
`8/24/2010
`
`Exhibit 5, Page 22
`
`Prime Focus Ex 1026-29
`Prime Focus v Legend3D
`IPR2016-01243
`
`
`
`MarketSaw - 3D Movies, Gaming and Technology: Legend 3D Founder Barry Sandrew, ...
`Page 3 of 9
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`together for fifteen years, and PassmoreLab has always been my software engineering team. For colorization, for
`instance, I used a lot of Greg's software engineers--their knowledge is based in physics and they are exceptional
`programmers. So I basically brought them in and project managed the coding of my colorization patents under
`Greg. And when the 3D idea surfaced, it was a natural. Greg is extremely knowledgeable in 3D, and he regularly
`shoots natively in 3D. Much of this started when he wanted to find a way to do 2D to 3D conversion because he
`does a lot of documentaries that are uniquely difficult and often dangerous. One of his primary interests is
`spelunking or cave exploring, and when he goes down in caves the big stereo rigs can’t be used. Sometimes he
`has to scuba dive in caves with cameras. So the best solution is to shoot in 2D and then convert. So that's one of
`the reasons he was interested in the process. Today, his stereo work continues to be focused on very interesting
`documentaries. So together we collaborated to build this process that's able to convert feature films from 2D to
`3D within an efficient and time tested production pipeline.
`
`Michael: Where do you see the market for 2D to 3D conversion going over the next two to five years, in terms of
`the demand?
`
`Barry Sandrew: Demand I believe is going to accelerate. It is going to get bigger as time goes on, provided
`quality 3D is the norm. There is some pretty bad stuff out there that hurts your eyes and makes people sick and
`that definitely hurts this fledgling industry. I think that with catalogue titles... the various conversion companies--
`the legitimate ones, the ones that aren't coming out of the woodwork are going to be busy for a long, long time.
`All of us. There's just so many catalogue titles that would be amazing in stereo.
`
`Michael: What's your wish list?
`
`Barry Sandrew: Oh, They come natural. In fact many of the prime candidates you just viewed as demos in our
`3D theater. Just think about it. What's your favorite movie? They just roll of your tongue. Movies like Star Wars,
`LOTR, The Matrix, 300, Jurassic Park, Titanic are perfect for stereo conversion. And I guarantee it’s going to
`happen eventually. There are new feature films that are going to be converted, and catalogue titles that are going
`to be converted. The new feature films are going to be converted primarily because a lot of directors don't feel
`comfortable in 3D. Also, it's cheaper to convert 2D to 3D than shoot natively in 3D. What we offer directors is an
`opportunity to direct a film in the medium in which they feel most comfortable--2D typically. And then we work
`with the creative director and convert his/her footage from 2D to 3D.
`
`Michael: What do you think are the pros and cons of shooting in native 3D verses converting, as the technology
`stands right now?
`
`Barry Sandrew: Well, the rigs are imperfect, awkward and very tricky to use. Everything in the two cameras
`have to be perfectly aligned and identical in every aspect. The director then has to spend the extra time to block
`and frame a shot for stereo rather than 2D. With 2D to 3D conversion, nothing really changes from a traditional
`2D shoot. A stereographer is typically on the set advising the director and cinematographer but for the most part,
`the director can comfortably shoot the way they always have.
`
`Michael: You can't be misaligned by more than a micron...
`
`Barry Sandrew: Yeah. And if misalignment happens in a native shoot you’ll sometimes see highlights that look a
`bit strange. That's because the left and right lenses are off a tiny bit. There's a lot of these kind of issues with
`shooting that you don't get in conversion. In fact, I contend that conversion can look better and even more natural
`than a native stereo shoot. Certainly in the demo material you just screened there is no way you can tell it wasn’t
`originally created in 3D with a traditional shoot. When you shoot natively everything has to be staged precisely for
`3D. If the convergence is off, if the interocular distance is off, you're going to have issues with the image. You
`can fix it in post, but that's another expense. One thing people can do when they screw up a stereo shot, is they
`can always convert it afterwards using just one eye. With conversion, you have a lot more creative freedom.
`Without exception, the directors I’ve introduced to the conversion process very much appreciate the creative
`freedom to create stereo after their 2D shoot is completed.
`
`Michael: Are there any disadvantages to conversion? Is there any quality or attribute to a 3D shot that you can
`get by shooting natively that you can't get with conversion?
`
`Barry Sandrew: I can't think of one, but I can think of a lot of advantages as I’ve already stated.
`
`Michael: Where do you see other markets for 2D to 3D conversion going? We saw some very impressive ads on
`the Legend 3D reel. Have those played in front of 3D features yet?
`
`Barry Sandrew: We produced the very first theatrical 3D ad. It was a Skittles commercial. The others have been
`contracted by ad agencies to be shown privately to new clients.
`
`Michael: Currently the pre-theater advertising is done on a separate projector that is very low resolution.
`
`Barry Sandrew: Yeah, but that's changing.
`
`Michael: I wish it would change since you can see the pixels from the back row.
`
`Barry Sandrew: It's terrible. There's no reason you can't get a DCP (Digital Cinema Package) of a commercial,
`just plug it in to the same server as the feature film and put it on the playlist to run prior to the main feature. Most
`of [the advertising agencies] are risk averse, and until Avatar came, they said, "We want to wait and see." As you
`might expect, after Avatar they are all clamoring to get their commercials on the screen at the same time.
`
`Michael: Now the floodgates have opened.
`
`Barry Sandrew: Exactly. Avatar was and is a game changer. And I think "Alice" is also going to be a game
`changer. Legend 3D did a substantial amount of the Alice conversion, and it's absolutely stunning. It really looks
`beautiful.
`
`Michael: On "Alice", did Legend 3D share conversion duties pretty evenly with In-Three?
`
`http://marketsaw.blogspot.com/2010/03/legend-3d-founder-barry-sandrew-phd.html
`
`8/24/2010
`
`Exhibit 5, Page 23
`
`Prime Focus Ex 1026-30
`Prime Focus v Legend3D
`IPR2016-01243
`
`
`
`MarketSaw - 3D Movies, Gaming and Technology: Legend 3D Founder Barry Sandrew, ...
`Page 4 of 9
`Case 3:13-cv-02656-BEN-NLS Document 20-1 Filed 01/13/14 PageID.2153 Page 31 of 85
`
`
`Barry Sandrew: No. In-Three did the bookends--before Alice falls in to the hole and when she comes out. Those
`were all practical shots. We did some of the most difficult effects shots in the film. When Alice falls into the round
`room. Most of it was practical and consequently we did not have clean plates to help out. On top of that, we came
`against brown/blonde walls, and Alice’s blonde hair that has almost the same texture, so we had to use our
`colorization masking technology to get her hair out of the wall so it could be converted seamlessly, looking
`perfectly natural in 3D. I think we did an incredible job. We also did much of the tea party, much of the castle with
`the queen of hearts, and much of the mushroom forest.
`
`Michael: What types of shots are generally more difficult or time consuming to convert?
`
`Barry Sandrew: That's kind of difficult to say. In Alice, the Mad Hatter walks on top of the tea party table which
`has a myriad of objects and utensils that get thrown about all over the place. That's a difficult thing for most
`conversion companies to do but it was second nature for us.
`
`Michael: In terms of the cost of conversion, I don't know if you could tell me how your costs compare to those of
`your competitors, or whether you could tell me the cost per frame.
`
`Barry Sandrew: We don't convert by frame or shot like a typical visual effects house. We typically quote a
`conversion based on the entire feature film. We don't consider ourselves a special effects house nor do we
`consider ourselves a post-production facility. We consider ourselves a creative studio. And as a creative studio
`we generally will not work on a feature film with another conversion company. Alice was an exception. We really
`want to have the director working directly with us to make their feature film a cohesive stereo experience.
`
`Michael: Did you work intimately with Tim Burton on "Alice"'s stereo? Does Legend 3D have software similar to
`In-Three's that allows directors to place elements in various parts of the stereospace?
`
`Barry Sandrew: As I mentioned earlier, our process places as much creative control on the film director as
`he/she wants. On Alice, we worked more closely with Imageworks, which was great. They're a good talented
`group, their quality is exceptional and they are very professional. Our separate processes complemented each
`other perfectly.
`
`Michael: So in terms of the costs, you charge per movie?
`
`Barry Sandrew: There are a multitude of factors that determine our costs, similar to putting together a movie
`budget. Our quotes are typically a fraction of all the other companies. Don’t get me wrong, you can get stereo
`done very cheaply, but you get what you pay for. Conversion is a very time consuming, labor intensive process
`no matter who does it. That's costly, especially when you've got highly skilled paint and compositing people that
`you have to bring in to do a major feature film. So if a conversion company low-balls a project, or tries to compete
`with a very low price, and a studio actually uses them, unfortunately they get what they pay for and they have no
`one to blame but themselves.
`
`Michael: How do you see the field in terms of your competition? How many companies are at the upper echelon,
`and how many are springing out of the woodwork?
`
`Barry Sandrew: There's just a few companies that I consider legitimate. What I mean by legitimate is that there's
`a handful of companies that can actually do an entire feature film. What it breaks down to is depth of experience.
`We’ve had artists in the company that have been working on evolving our patented process for a decade.
`Converting an entire feature film is a very complex and highly skilled task, you have to take it apart, break it
`down, dissect it into scenes, cuts, locations, characters, and then put a special effect on every single pixel in
`every frame of that feature film—approximately 180,000 frames--and then you're doubling it in the stereo process
`to 360,000 full resolution frames that encompass the separate left and right eyes. When you’re finished you have
`to put it all back together again and make it look better than the way you originally got it. That's a daunting task
`for most companies. Again, I've done close to 400 conversion from black and white to color that way. But getting
`back to your question, I think there are perhaps three or four of us who are legitimate. The nice thing is that we
`are all friendly competitors--it's not a cutthroat situation right now because we all see how much work there is out
`there, and we all know that none of us could tackle it all.
`
`Michael: More 3D screens will be required to get all of that work out there. Do you think soon there will be
`enough screens to support to simultaneous 3D releases?
`
`Barry Sandrew: Well, J.P Morgan, didn't they just arrange $700 million in financing [for 3D screens]? That's
`gonna do it. I think 3D screens are going to be ubiquitous internationally, and I think there's going to be more
`than enough screens to make this mainstream.
`
`Michael: Back to your technical process--does creating two eye views require more work, and do you think it
`results in better 3D?
`
`Barry Sandrew: It's not more work. It creates better 3D because, for one thing, the gap artifact in the
`background is spread across two images rather than one. It allows our gap fill algorithms to function more
`effectively.
`
`Michael: What can you tell me about what Legend 3D is working on now?
`
`Barry Sandrew: We are subject to a number of non-disclosure agreements which limit what I can say, but I can
`tell you that we've got multiple movies in progress from major studios and a number of other contracts about to
`be signed.
`
`Michael: What do you think the timeline is for the arrival of in-theater stereo 3D advertising?
`
`Barry Sandrew: It's starting to happen now. We've got commercials out there