The Sweatbox: Losing the Magic of Writing

By Milo Todd  |  October 29, 2021  | 

I often turn to Disney and Pixar for easily identifiable examples of craft elements for my classes, as well as their approaches to plot in general. Their writing is dependably clean, clear, and effective in their most popular movies.

So when I heard there was a documentary Disney had banned about an unfinished movie, I was immediately intrigued. It appeared the documentary filmmakers had been granted unparalleled access behind Disney’s closed doors, gleaning a rumored 150 hours of footage. When the documentary debuted, Disney responded by buying up the rights and shoving the film into their infamous vault.

But the internet being what it is, a fine cut of the documentary exists in fairly frequent rounds. Its contents, however, are less about dirty Disney secrets and more about a universal truth that resonated a little too hard for me as a writer.

The documentary, called The Sweatbox, was directed by Trudie Styler (musician Sting’s wife) and John Paul Davidson, and premiered at festivals in 2002. Named after what the original Walt Disney crew called their screening room—at the time, a wooden shack with no air conditioning—this documentary depicted the wild ride that was the production of The Kingdom of the Sun, which would eventually turn into The Emperor’s New Groove. Why Disney apparently banned the documentary from further distribution, however, was less due to it being about an unfinished movie and more about the grueling process of writing itself–particularly, how often the final project becomes something nearly unrecognizable from its bright-eyed beginnings. The sweatbox, in so many words, is the unhappiest place on earth.

Released in 2000 and loosely set in ancient Peru, The Emperor’s New Groove is the story of Emperor Kuzco, a spoiled young man and unintentional queer icon who decides to build a Kuzco-only water park on the generations-old land of Pacha, a gentle llama herder. When Kuzco simultaneously fires his queer-goals royal adviser, Yzma, she decides to exact revenge by poisoning him and taking over. The plan is predictably botched when put into the hands of her himbo henchman, Kronk, and Kuzco is turned into a llama. Making a false deal with Pacha to spare his land, Kuzco and Pacha must return to the palace to change Kuzco back to human while avoiding Yzma and Kronk, who have since realized their blunder and are hunting Kuzco down.

The film is as silly as you can imagine such a plot to be, bordering on a near Looney Tunes quality of wacky mayhem. So far off the beaten path as it is, the film is frequently forgotten as a movie within the Disney canon. So how did it become what it became?

In late 1994/early 1995, Roger Allers, fresh off his successful co-direction of The Lion King, decided he wanted to make a film set in Peru.[1] After two years of research, planning, and production work with his team, he approached Sting in 1997 to write the music for The Kingdom of the Sun, at which point Sting had put the documentary into his Disney contract as a stipulation. Mark Dindal was also brought on as co-director of the feature film. The entire team then went full tilt into the work.

(A sidenote on representation: This is a movie inspired by Peru and yet nearly everyone working on it appeared to be white. The team seemed to be mindful and curious, researching to the best of their ability and wanting to presumably be as accurate as they could; however, there’s no documented effort that the team at least sought Peruvian input before the final movie was released. From what I’ve found, the response from Peruvians has been mixed: some folks felt it was too trite and didn’t pay enough [accurate] homage to their culture, while others found it silly fun and consider it one of their favorite movies.)

About a year later—now already three to four years in total for the team in terms of research, writing, storyboarding, animation, voice acting, songwriting, soundtrack recording, and more, equaling more than half of their total production and a third of their completed animation—they finally put a rough cut of the film in front of the Disney heads for the film’s first sweatbox.

It didn’t go well. Too many plot threads going on, was the conclusion, and virtually every aspect of the plot should be cut. Roger Allers’ three-year vision was, in the words of Sting, “suddenly demolished in the space of ten minutes.”

To be fair, it sounds like the Disney heads were right. There was a Prince and the Pauper main plot, in which Prince Manco (eventually to be Emperor Kuzco) and Pacha realize they’re lookalikes and trade places. But also, the evil Yzma wants to poison Manco so she can take over, though she messes up and he turns into a llama instead. But also, she wants to be youthful again, so she has plans to permanently blot out the sun. BUT ALSO, Manco, still as a (mute) llama, is falling for a female llama herder, Mata. BUT ALSO, Princess Nina, who used to hate Manco, is now falling for Pacha (as Manco) and has all sorts of conflicting feelings. BUT ALSO, there’s a mystical origin story involving the sun god, Inti, created by Viracocha, the great creator deity, to imprison the shadow god, Supai. BUT ALSO, there’s sassy side character Huaca, a talking talisman carved from sacred stone who decided to become Yzma’s henchman after he got tired of being Manco’s advisor.

You get the point. For a 90-some-odd-minute family flick, that’s a lot. Unsurprisingly, the pacing and tone were also considered way off, and the film felt like it hadn’t yet decided what genre it wanted to be. “I just don’t know who I’m supposed to care about [or] what I’m watching,” said Vice-President of Feature Animation Thomas Schumacher, “…And I’m not having much fun.”

The team was crushed. After at least three years of grueling work and high hopes, it appeared they had to go back to formula on the very heartbeat of the film: the plot.

To regroup and problem solve, the team invited in other Disney writers and directors for long brainstorming sessions on how to redo the plot while keeping as much of the original story as possible.

One month later, they returned for their second sweatbox, the one that would “determine the fate of [their] whole project,” pitching six different outlines: five that continued to pay homage to the original story and one that was entirely different from the others. It seemed to be their wacky throwaway, that one. The one where anything goes because they had nothing left to lose.

The Disney heads loved the wacky new concept pitch. Allers became so disheartened by this decision that he decided to respectfully step down. The new direction simply wasn’t fitting the vision he’d created and worked on for the past three years. Mark Dindal was left as sole director.

After some months, the team decided on their new plot and restarted production, essentially from the beginning. Now already in 1998 with only a year and a half left before their production deadline—rumored to be due to a Happy Meal toys contract with McDonald’s—they had a serious overhaul to reconcile:

  • The Prince and the Pauper plot, the blotting out the sun plot, both love interest plots, and the mystical origins plot were all cut. What remained was a simpler premise: A spoiled young man learns humility after being transformed into a llama.
  • The main protagonist’s name was changed from Manco to Kuzco. (Prompting any surviving related scenes to be re-recorded with voice actor David Spade.)
  • The second protagonist, Pacha, went from a svelte 16-year-old to a tall, broad 45-year-old, ultimately swapping voice actor Owen Wilson for John Goodman. (Like David Spade, any of Pacha’s surviving scenes had to be re-recorded.)
  • Virtually all secondary characters were either combined or removed, eliminating the voice acting from such actors as Harvey Fierstein, Carla Gugino, and Laura Prepon. Kronk (and thus actor Patrick Warburton) was one of the only significant additions made in the wake of so many subtractions. Only David Spade as Kuzco and the iconic Eartha Kitt as Yzma survived from the original cast.
  • Due to the immense changes in plot, Sting’s entire slew of eight (originally accepted) songs were scrapped. Previously thinking he had just a few days left on the project before the first sweatbox, he now had to start over. Due to his own time constraints, he could only produce two new songs. This ultimately meant that the movie was no longer an animated musical a la classic Disney, but rather an animated movie with some music.
  • As a late alteration, the film title was changed from Kingdom OF the Sun to Kingdom IN the Sun to The Emperor’s New Groove.

Such changes were not only disheartening and frustrating to the team, but also expensive. After all the time and money they’d put into the project over three years, it appeared to all be cleared off the slate.

After an undisclosed amount of time, the team produced Act 1 of the new plot—about 20 minutes of the film—to the Disney heads for their third sweatbox. This time, after all of the story upheaval, they got the greenlight. So they continued forward.

In 1999, just shy of a year after dedicating themselves to the massive overhaul, the team finally produced a rough cut of the full new movie for a fourth sweatbox. This audience now included not only the Disney heads, but also Sting. With their 2000 release date looming, this appeared to be one of their last chances. If they managed to fail since their last check-in, they were toast.

In a surprising turn of events, the Disney heads approved of the film overall, but Sting did not. In an approach that seemed both passionate and uncharacteristically shy, Sting wrote a letter to the team, saying he was greatly disappointed in the ending and felt it negated the story’s core values and purpose. The team, including the Disney heads themselves, decided that Sting was right and called a meeting. With the clock ticking dangerously close to deadline, they changed the ending.

After the ending was changed, the team added in some last touches, such as the instrumental score, and showed the finalized story as a rough edit film in a fifth sweatbox. But a few things were still snagging for the Disney heads. Not only did aspects of the movie’s tone still need to shift, but the entire instrumental score needed to be redone. The composer was ultimately (though respectfully) released, causing a scurry from the team to find a new composer to start from scratch before their deadline mere months away.

With this laundry list of headaches and more finally tucked away, The Emperor’s New Groove premiered in 2000. And it’s here we must take a breath. For as a novelist, the trials of this documentary overwhelmed me with secondhand malaise. Every project I’ve ever taken on has felt as hopeless, frustrating, and messy as The Emperor’s New Groove. And while there’s plenty more to unpack that I haven’t mentioned here, watching this journey left me with three thoughts as a writer.

First, we as writers must stop being so hard on ourselves. While suffering isn’t essential to produce good art, it remains that some level of difficulty is guaranteed during the writing process. Creating something from nothing is hard. Presenting it in ways that a specific audience will understand and enjoy is hard. And for some reason, we conclude that these facts mean we’re bad at what we do.

From The Lion King to Beauty and the Beast to Aladdin, this moment of plot upheaval apparently always happens at Disney. “You have this naïve belief that this won’t ever happen,” said President of Feature Animation, Peter Schneider. “But when you look at this, it’s really part of the process. You have to go through the moment of failure of, ‘Oh my God, it doesn’t work,’ in order to find out what does work.”

The fate of The Sweatbox, however, shows that even Disney hides it. Even Disney is afraid of looking imperfect. Even the multi-billion-dollar juggernaut that, these days, couldn’t destroy itself if it tried still doesn’t want anyone to know how messy and bumbling their writing process is. So why are we so hard on ourselves for our own? There’s something comforting in knowing that even the king of magic loses the magic of writing.

Second, The Sweatbox is a lesson in community. The Disney teams pride themselves on the art of collaboration. And while filmmaking is inherently different than producing a written story, there’s still much to be said here. Writing isn’t a lone genius endeavor and rarely produces good results as such. Talk your ideas out with your friends, send rough drafts to your trusted loved ones, lean on your writing buddies when you want to give up. Listen and consider the feedback from your agent, your editor, your publisher, an unobjective rando. While the story is ultimately ours, the process is still far more of a village effort. Anybody who says otherwise probably isn’t giving credit where credit is due.

There’s an odd shame that can come from not sitting in a dark corner for years on end, only to emerge with seamless genius and a casual air. Away from prying eyes, away from everyone. We seem afraid to show our scars. But why? Imperfection does not equate a lack of talent, nor does failure equate a lack of skill. It’s perseverance that gets us to the end—every single time—and yet it’s a quality that’s persistently belittled.

But in the end, despite all the team’s persistence, The Emperor’s New Groove wasn’t hailed as a success by Disney’s standards. Without much reflection, it would make one wonder what all that work was for.

Which brings me to my third and final point:

The amount of effort put into a project rarely equates to the amount of “success” the project will receive. It can feel maddeningly unfair to see a project that took years of hardship do significantly less well than a project that appeared to have been produced with seemingly less effort and in a fraction of the time. But success in art is a hard thing to quantify, and arguably shouldn’t attempt to be quantified at all.

I mean, what do we go by? Based on how much money The Emperor’s New Groove had cost overall, by comparison it bombed in the box office. Considered an embarrassment to Disney, it’s also often considered the film that officially killed the Disney Renaissance. Most of the head team related to the movie would leave Disney soon after. It was ten years before Disney produced another hit.

And yet despite bombing at the box office, it was received well by critics, hailed as the funniest movie Disney had ever created. And yet despite being considered the final nail in Disney’s Renaissance coffin, it was simultaneously credited as being the best movie Disney had produced since their Renaissance of the 90s.

So after all that work, did it do phenomenally in the box office? No. Did it win awards? Basically no. Did it join the Disney pantheon of feature films? No.

But that’s most of us, isn’t it? That’s where most art resides, this not-the-greatest space of “success,” and I feel it’s time we acknowledge that as not only a reality, but an honorable place to land. Just because we didn’t get a certain accolade or another, make a certain amount of money or not, it doesn’t really matter. Those aren’t the quantifiers of good art. What’s good art is what people enjoy. And as far as my campy queer circles are concerned, The Emperor’s New Groove is some damn good art.

What ultimately resulted from five to six years of heartache and chaos was something wacky and original, both within and outside the realm of Disney. The company had never made a film quite like this before and, to date, has yet to do so again.

To me, this movie is a success simply because it’s consistently brought me joy for the past 21 years of its lifespan. It’s a film I know by heart, one of the few that I depend on to make me smile when I’m sad. It’s gotten even more mileage during the pandemic. And if a piece of art can make someone feel better during the pandemic, I daresay that’s one hell of a success.

What art in your own life did you have to tear down in order to build back up again? How did it compare to the original? What piece of art do you enjoy yet feel is significantly underrated?

29 Comments

  1. Erin L Bartels on October 29, 2021 at 9:00 am

    Great column, with some important lessons pulled from what seems like an absolute mess of a process. Any time I get any behind-the-scenes look at writers on TV and movies, I always feel so much sympathy for them. So much pressure from deadlines, trying to make everyone happy, etc. It makes me so grateful to be a novelist instead of someone in a writing room.

    For my part, the book I have coming out in January is the book I was trying to write more than a decade ago after I quit grad school to devote more time to writing my first novel. I wrote it, thought it was amazing, got some good feedback about the writing, but ultimately a lot of “no thank you but send me your next manuscript.” And that was disappointing at the time. One so wants to be celebrated right out of the gate.

    It wasn’t until I got a couple other manuscripts and publications under my belt that I really hit on the best way to say the things I wanted to say in that first drawer novel. And that’s how A Beautiful Fiction became The Girl Who Could Breathe Under Water. And now I think it is the best I could personally do with the subject matter and I’m very proud of it.



    • Milo Todd on October 29, 2021 at 10:20 am

      What a great story, Erin, thank you for sharing!



  2. Jodi Lew-Smith on October 29, 2021 at 9:02 am

    Hey Milo – I enjoyed this post – thanks for writing it. And I especially enjoyed your definition of success as a piece of art that gives people joy. What could be more succinct and true?
    Best, Jodi



    • Milo Todd on October 29, 2021 at 10:21 am

      Thank you, Jodi! I try to hold onto that definition of success for my own writing. It helps when things are difficult!



  3. Ada Austen on October 29, 2021 at 9:32 am

    Interesting that they created a fresh and unique creation when they were closer to the deadline. The creators were forced to throw anything out and the decision-makers were forced not to overthink.
    Since I have no deadlines, I have to just keep trying to write what I call “my crazy” and to let it flow when it feels right. Oh and maybe I need a good songwriter as a beta reader.
    Thanks for the post. I needed this today.



    • Milo Todd on October 29, 2021 at 10:22 am

      You’re right, Ada! It’s amazing to think about how restriction can sometimes help creativity.



  4. Ken Hughes on October 29, 2021 at 9:47 am

    So many writers have looked back at the days they struggled most with writing, and found… no difference in the work’s quality.

    It’s a liberating thought, that most writing problems just don’t matter in the end, they don’t either hurt or “deepen” the story. And it’s good to know it can be true even on a zillion-dollar, years-long melding of minds.



    • Milo Todd on October 29, 2021 at 10:24 am

      Good point, Ken! It all depends what one does with their story regardless of the inevitable problems faced.



  5. Vijaya Bodach on October 29, 2021 at 9:57 am

    Milo, thanks for the behind-the-scenes look of one of your favorite movies. What struck me was how simplicity was the answer–tell a simple story well. In the first ever novel I tried to write I had so much going on, even I didn’t know what it was really about. Over the years I pared it down but not sufficiently. These past few days I’ve been ripping out the middle and what’s emerging is a more simple and focused story on the nature of betrayal.

    I also enjoyed your thoughts on success. Some of my favorite stories aren’t in the limelight but they’re my favorites: Fire, Bed, and Bone by Henrietta Branford; The Power of Un by Nancy Etchemendy; Mississippi Masala (movie).



    • Milo Todd on October 29, 2021 at 10:25 am

      Thank you for sharing this, Vijaya! I agree that simplicity has often been the most helpful in my writing. And thank you for sharing those titles! I haven’t heard of those, but am going to check them out now.



  6. Therese Walsh on October 29, 2021 at 10:20 am

    Just a quick note from me to say THANK YOU, Milo, for this generous deep-dive into the making of The Emperor’s New Groove. Such a lesson in perseverance and the power of will.



    • Milo Todd on October 29, 2021 at 10:27 am

      And thank YOU, Therese, for being so supportive of such an accidentally long blog post! You’ve been wonderful to work with.



      • Therese Walsh on October 29, 2021 at 10:43 am

        As have you, my friend.



  7. Vaughn Roycroft on October 29, 2021 at 10:54 am

    Milo—This essay provides a terrifically fun ride along the way to culminate in powerful and important points. I enjoyed reading it almost as much as the movie, which is an old fave (time to revisit it! I always wondered about it being so unique).

    You brought to mind my current read: Anthony Doerr’s Cloud Cuckoo Land. I think I feel like I’m one of the few readers on the planet to have disliked All the Light We Cannot See. Whenever it comes up, I zip my lips and smile and nod a lot. I recently saw a piece on CBS Sunday Morning on his new one. Seemed the book likely wouldn’t have seen the light of day (no pun intended) had its author not just won the Pulitzer. By all accounts, it’s messy, and jumbled, and hops around a lot. Sort of like a story with ADD. So I immediately jumped on board.

    I’m about a quarter of the way, and guess what—it *is* tough sledding. But I refuse to DNF it. Muddling through sort of feels like a pantser’s penance. But it illustrates your points, that making art is messy, and ever-changing, and won’t always be adored or cooed over by five out of six members of every book club (there’s always a party-pooper like me, right?). Ever for Pulitzer Prize winners. I’m guessing (hoping) there’s still a lot of worth for me in CCL. But I’m positive there was worth for Doerr, and for many others in the various intertwining circles of humans surrounding him.

    Thanks much for providing the fun and the deep thought.



    • Milo Todd on October 29, 2021 at 11:32 am

      Thank you for the kind words, Vaughn, and sharing your story about CCL and All the Light!



  8. Susan on October 29, 2021 at 11:07 am

    Disney did the creative community such a disservice by shelving (vaulting) the documentary. Of course, as is evident in human history (splendidly recounted in Plagues and the Paradox of Progress by Thomas Bollyky) we are in a constant dance of (our own) illusion. Milo, your post made for exceptionally good reading–and good timing for my own endeavors. Thanks for having done the research and for sharing.



    • Milo Todd on October 29, 2021 at 11:33 am

      I agree, Susan, I wish Disney would finally release this documentary because I believe it’d help so many writers!



      • Susan on October 29, 2021 at 2:54 pm

        Indeed, it could provide clarity to any who have had their fill of persisting through difficulty and nearly given up. Again, though, the way you approached and communicated this subject was of great benefit. Thank you!



  9. Christina Hawthorne on October 29, 2021 at 11:09 am

    Great, fascinating post, Milo! The entire time I was thinking how the tale of their creative process sounded familiar. Last spring I drafted a fantasy story, “Following the Essence Stone.” It’s notable because it was the 4th version of the story (two complete versions and a partial third preceded it) written in seven years. It was the story I believed in, but couldn’t get right. Finally, it worked, but the version that worked looked nothing like the ones before it.

    The strangest part, besides changing the location, making Amatha’s character “gender spirited,” and creating something of a “crossover event,” was just how quirky and campy the LAST version turned out to be—similar to your tale. All of a sudden, I don’t feel so bad about it. Thanks!



    • Milo Todd on October 29, 2021 at 11:34 am

      Thank you for sharing your experience, Christina!



  10. Beth Havey on October 29, 2021 at 12:55 pm

    The amount of effort put into a project rarely equates to the amount of “success” the project will receive.

    Truth.

    Thanks for this, Milo, as I continue to rewrite, rework, rethink this project that will not let me go.



    • Milo Todd on October 29, 2021 at 1:59 pm

      Thank you for the kind words, Beth! I hope your project goes well!



  11. Keith Cronin on October 29, 2021 at 1:01 pm

    A fascinating read and some clear-eyed insights. Thank you, Milo.

    I’ve not seen The Emperor’s New Groove, nor the documentary. Given that, which would you recommend I watch first? I can see arguments for both approaches, but your passion for the film is obvious (and contagious), so I’d love to get your recommendation on the optimal viewing order.

    Thanks again for a truly intriguing read. I worked as a musician at Disney World and Epcot in the ’80s, and have some firsthand experience in the less-than-happy moments that can take place behind the scenes in the pursuit of creating and maintaining the “happiest place on earth,” so I’m keenly interested in the Sweatbox experience!



    • Milo Todd on October 29, 2021 at 2:03 pm

      That’s a good question, Keith! I feel like watching the movie first, then the documentary, and then the movie for a second time might be an interesting way of going about it. Or, at least, that’s how I experienced it: watching the movie in its own right, then finding things out about it, and then watching it again with a new perspective. It might be interesting to see how/if your thoughts change from your first view to the second!

      That’s so interesting you used to work with Disney at their park(s)! I hope the documentary resonates with you in one way or another.



  12. Schiffbauer on October 29, 2021 at 2:46 pm

    “Imperfection does not equate a lack of talent, nor does failure equate a lack of skill.” I think I need to make this a poster and hang it on the wall. :)

    I love Emperor’s New Groove. My sister (who passed away the year after it was released) coerced me into watching it and the memory of how much she loved it gives my enjoyment of the movie even more depth. I introduced my boys to it as soon as I knew they could understand the humor in it, and they adore it as well. It has the status of being one of the movies we refer to somewhat regularly, such as when my youngest was in color guard this fall and they wore dramatic purple makeup. My oldest made (very true) jokes about how much my youngest looked like Yzma (especially where he did an insanely wide smile. I wish I could show you the pictures, because I think you’d find the similarity hilarious.)

    In any case, thanks for a very thoughtful take on a potentially distressing subject. :D



    • Milo Todd on October 29, 2021 at 3:13 pm

      Thank you for sharing your experience here! I’m so sorry to hear about your sister, but I’m glad you have such fond memories of her and one of her favorite movies. It’s quite something to reflect on the things that bring us joy and/or comfort.



  13. Jan O'Hara on October 29, 2021 at 3:51 pm

    “Pull the lever, Kronk. Wrong leverrrr.”

    I don’t know why but that scene always cracked me up.

    TENG was a huge hit in the O’Hara household in the early 1990s, though foolish, ignorant me was completely oblivious to the queer vibes. I think it’s time for a revisit. Thank you for the prompt, Milo!

    As to your demystification of the writing process, bravo, but there’s a good evolutionary reason for hiding the role of hard work in the road to success. To gain access to mates of a higher value, we want to appear genetically blessed. It’s the same reasoning behind women who’ll spend hours putting on makeup while seeking to present an enhanced version of normal. Disney hiding their documentary is the same as them saying “yes, I really roll out of bed looking this good. Now don’t you want to impregnate me?”



  14. Christine Venzon on October 29, 2021 at 4:30 pm

    Inspiring post, Milo. Just the boost I needed going into the weekend. (The documentary sounds more intriguing and dramatic than the film. It would make a great novel.) Thanks!



  15. Nancy Crochiere on November 1, 2021 at 12:27 pm

    Fascinating. Good stuff for writers to think about (and remember when things are tough).