Everyone knows the story of Cinderella, the orphan with a wicked stepmother and kindly Godmother. Itís one of the first bedtime stories parents tell their children. Cinderella teaches us to believe that our best dreams can come true. The original story was written in 1697 by Charles Perraul, a French lawyer who adapted it from folklore.

The first Cinderella movie was produced in 1898 by French filmmaker George Melies. He told the story in 20 scenes, an epoch in those days. There have subsequently been at least 10 other feature film depictions of Cinderella.

The Rodgers and Hammerstein musical version of Cinderella premiered in color on television 40 years ago. It starred Julie Andrews and originated live from a CBS studio in Manhattan. Three hours later, a black and white kinescope copy played on TV sets on the West Coast. Some 107 million people saw Cinderella on March 31, 1957.

There was a successful television reprise of the Rodgers and Hammerstein musical in 1964. ABC Television executives believe lightning will strike again when Rodgers & Hammersteinís Cinderella premieres on "The Wonderful World of Disney" on November 2.

The two hour film features the original music and familiar story with some surprising contemporary twists. The new Cinderella has been described as a contemporary character. Thatís a good thing to be in 1997. For example, the modern Cinderella gets fed up with the antics of her wicked stepmother and nasty sisters and runs away from home.

However, the big news is that exactly 300 years after Perraulís story was published, Cinderella is finally color blind. Cinderella is played by Brandy (Norwood), an African American rhythm and blues singer. The cast includes Whitney Houston (Fairy Godmother), Bernadette Peters (the wicked stepmother), Paolo Montalban (the prince), Jason Alexander (the princeís valet), Whoopi Goldberg (the queen), Victor Garber (the king) Natalie Desselle and Veanne Cox (the stepsisters) augmented by dancers from around the globe.

The film was produced by Storyline Entertainment and (Whitney) Houston Productions in association with Disney Telefilms. The cinematographer is Ralf Bode, ASC, an 1980 Oscar nominee for Coal Minerís Daughter. It was directed by Robert Iscove. Iscove is a Julliard alumnus who began his career as a dancer and choreographer (Peter Pan, Jesus Christ Superstar, etc.) on Broadway. He moved on to directing dramas, initially MOWs for CBC, including Without Consent and A Silent Betrayal.

Bode was born in Berlin, Germany and raised in Bavaria. His family moved to the US when he was 13. He graduated from the University of Vermont and was an off Broadway actor for a year before completing his education at the Yale University School of Drama. After graduation, Bode volunteered for a tour of duty with the US Army, where he was trained as a Signal Corps cameraman.

"I was shooting a documentary for friends who were still in the drama school at Yale," Bode recalls, "Robert Young (the future director was still working as a cinematographer) was teaching at the school. I asked if I could be his assistant cameraman when I got out of the service. He advised me to concentrate on lighting. ĎItís all about looking and seeing.í That was probably the best advice I ever got."

Bode worked with Young on a 1968 film called The Plot Against Harry, which was eventually released in 1990. He shot his first feature in 1974. Three years later, Bodeís career moved into high gear when he shot Saturday Night Fever. His credits include Dressed to Kill, Raggedy Man, The Accused, Cousins, Gorky Park, Don Juan De Marco and the 1995 telefilm, A Streetcar named Desire.

This is the second time Bode has filmed a TV musical for Cinderella executive producers Neil Meron and Craig Zadan. He shot the 1993 telefilm Gypsy for them.

Robert L. Freedman wrote the screenplay for the new Cinderella. The producers added three Rodgers and Hammerstein songs to the modern depiction of the folk tale, Falling in Love with Love, Thereís Music in You and The Sweetest Sound.

"Cinderella has always been incredibly romantic, but I thought it should be more fun," Iscove says, "and more contemporary. At the end , the Fairy Godmother tells Cinderella, ĎYou didnít need my help. You just thought you did. Look inside yourself.í"

Iscove points out that one thing hasnít changed. Everyone knows Cinderella is going to come down the stairs, the Prince is going to ask her to dance and they are going to fall in love. It still packs a powerful emotional wallop.

Bode likens the telefilm to a newly discovered musical by Rodgers and Hammerstein rather than a retread of the 1957 and 1965 TV programs.

Take a moment or two to think about the complex logistics and planning that had to go into shooting a two hour musical, which includes a tightly choreographed dance number involving as many as 80 performers.

Bode had the script two months before production, but didnít officially begin working until two weeks before he started shooting. Two weeks of preparation! That gave him time to look at the sets, but some werenít painted yet. Bode checked the colors and the space he had to work in and did some repainting, making the colors more pastel.

Production was entirely on sets at Sony Studios except for one week on the Universal Studios backlot which provided the European Village setting.

Bode had very little time with the cast, other than watching a few rehearsals. He expended some of his preparation time planning logistics with his key grip and gaffer who had a lot of questions. There was an enormous amount of lighting on the sets, and much of the schedule was carved in stone because of the limited time cast members were available.

"Jason Alexander had commitments to Seinfeld and Brandy stars in the sit-com Moesha," he says. "Just about all of the cast had other commitments. We had to come prepared to shoot and stick to our schedule. I had lights everywhere. In the ballroom, we had greenbeds all around the set. Every 10 feet I had either a 10K or a 5K, and there were 20Ks in all the corners . Everything was on dimmers. I had more than 50 spacelights and over 40 chicken coops overhead. The spacelights were tungsten balanced and the chicken coops were daylight blue. I mixed colors and switched from daytime to nighttime lighting with the flick of a switch. We had to do it that way, because I didnít have time to re-gel."

Bode says he also had many units on the ground, around the perimeter of the ballroom stage, which he estimates at 120 feet by 80 feet. "We couldnít light that large an area properly just from greenbeds," he says. "We also needed light coming from the sides."

A few of the more elaborate setups had two cameras for coverage, or what Bode calls "gravy shots," but those were the exceptions. Mainly, he worked with a single camera. Bode composed scenes and moved the camera in a cinematic way. Iscove wanted the audience to be part of the action rather than casting them in the role of spectators.

Five days before shooting began, Bode was told to compose Cinderella in Super 35 format, keeping the future 16 by 9 HDTV aspect ratio in mind. Panavision reconfigured the camera package. However, Bode contends that you canít compose for both 16 by 9 and the current 4 by 3 TV aspect ratio without making creative compromises. He composed the film for the current audience that will see it on 4 by 3 screens, and protected the edges of the frame, so the film can be re-transferred in 16 by 9 format.

"You have to compose film for the primary audience," he says.

Bode wasnít able to assemble his regular crew for Cinderella.

"I found a really good camera operator, Tom Yatsko, and Todd Griffith, a grip whom I had worked with before, but not on a regular basis. Voya Mikulic was my gaffer. I had worked with him on smaller projects. It was a great team."

The most difficult part of the project, he says, was the sparse time available for preparation. His general approach to this type of project is to absorb the script and write a scene-by-scene synopsis describing a visual strategy. The synopsis covers everything from special equipment to his ideas concerning camera movement, framing and lighting.

However, both he and Iscove were always under severe time pressures.

"I got a feeling for what he wanted," says Bode, "but, I knew choreographers donít go into any project without a blueprint, either on paper or in their mind. He and Rob Marshall (choreographer) showed me the staging they planned for each scene. I made suggestions. I would say, ĎYou know, if you moved them a little further away from the wall I can use backlight (on the characters)."

They were responsive, but Bode and Iscove were usually communicating on the fly.

"He would talk in broad strokes," says Bode, "and say things like, íOn Thursday we need a Technocrane and Friday, a Super Technocrane, and on Wednesday we need (operator) Andy Shuttleworth and a Steadicam."

"When Cinderella and the Prince were rehearsing a dance at the ball, I used a junior Steadicam and my camcorder," he says, "and that was useful. The choreography of that dance sequence was pretty wonderful and delicious."

There was a video tap on the camera during production. Iscove used it to check shots with a handheld LCD monitor. He would fine tune each shot "tighten it up a little" or "widen it out a bit." Iscove was choreographing the camera to synchronize with the music as well as the staging and movements of actors and dancers.

Bode continues, "The costume design was wonderful. Every time someone new came on stage, you could hear people going, Ďooh and aahh.í It was the same the first time the cast and crew saw the sets. They were magnificent."

Bode offers an observation about the video dailies delivered by Digital Magic.

"Iím getting used to video dailies, but I think you give up a lot," he says. "The nature of the process (best light dailies) will always make a digital telecine transfer look bright and flat, however I do love what you can do with the images in postproduction. You have total control of colors and gamma or contrast ratios."

There was a time, not too long ago, when feature film cinematographers of Bodeís stature wouldnít shoot telefilms because it would diminish their reputation.

"I donít have a problem shooting a good television project," he responds.

In Rodgers & Hammersteinís Cinderella, the camera always sees the story from a characterís point of view.

"There arenít a lot of real close-ups," Bode says. "Rob (Iscove) was judicious about not over-using them. Some directors who work in television tend to do a lot of close-ups. The problem is that it doesnít leave you any place to go."

Bode describes an intricate scene where Brandy sings In My Own Little Corner.

"In the original production, Julie Andrews sings this song while sheís sitting in a chair by the fireplace in her room," he says. "Brandy sits on a chair, but she gets up and pretends a tablecloth is a scarf and that a broomstick is a rifle and sheís on a safari. The camera is choreographed to move with her. We pull back and observe her for a few seconds, come in on a close-up, go to a wide shot, and then back for another close-up."

The camera was usually static in the original Cinderella. In contrast, Bode used the camera to pull the audience into the story, and to take them on a ride to another world. The feeling of enchantment when the Prince and Cinderella are dancing at the ball is tactile and electric. The idea is for the audience to feel the emotional content.

Iscove says that every two or four bars of music was designed for a particular camera shot. "When they are dancing at the ball, we wanted the camera movement to be intoxicating," he says. "They are dizzy from dancing and enchanted with each other. We wanted the audience to feel that. We wanted them to feel like theyíre dancing."

With all of the star power in the cast, Bode says there is no vamping or spontaneous ad libbing. "There isnít a single shot where anyone is upstaging anyone else. If two people are dancing, and the one speaking is turned toward the camera. No one ever tried to steal a scene. It was wonderful to watch. You can see that spirit on the film."

Iscove adds, "When you have a cast with Whoopi, Jason and Bernadette, you expect them to embellish it 100 times over. Paolo has never been on film before or performed in a leading role. Brandy is featured in a sitcom. Everyone had different levels of experience, but they fit together and respected each otherís space."

Bode used the Steadicam in the European Village sequences, where moving shots are choreographed with movements up, down and through hilly terrain.

"Thereís a scene where Cinderella and the Prince meet in the marketplace," Bode recalls. "He follows her up a hill. Rob wanted very empathetic camera action. The camera is participating and involved in the action rather than observing."

Bode notes that the tools he employed were never casual decisions. There is a shot which takes the audience from the ballroom, over a balcony down into the garden, where Cinderella is dancing with the Prince. "We used a Technocrane because we needed to telescope the images," he says. "The last shot of the movie is also a Technocrane shot, where the camera goes straight up and up and up to watch the wedding. It reveals an effects shot, a composite of her Fairy Godmother singing in the sky."

She was filmed against a green background screen and digitally inserted.

When the camera isnít on a Steadicam or crane, it is generally on either dolly tracks or a dance floor which provides more latitude for moving diagonally.

"The ball is staged at night, and the dominant colors are blues, pinks and lavenders," Bode observes. "The colors, costumes are surrealistic and dream-like."

Bode was sparing in the use of diffusion and filtration on the camera lens. He used very light black ProMist filters to take some of the sharpest edges off the film.

He took the same non-intrusive approach to the choice of prime lenses, most often 29 and 40 mm and in some scenes 75 mm or longer focal lengths. When he needed to show the audience a larger space or create that illusion, Bode put a 14 or a 17 mm lens on the camera. In those scenes, he didnít move the camera. "That would have drawn attention to the distortion," he explains. "I personally donít like a self-conscious camera."

Before production began, Bode visited Showbiz Expo to see what new toys the manufacturers had on display. He found some new gels at the Rosco exhibit and ended up using some of them for enhancing primary and secondary colors.

"You look at each project individually and try to create a life for it," he says. "I shot a film called Raggedy Man, where you can see I was influenced by Edward Hopperís images. But, Coal Minerís Daughter was totally different. We wanted the audience to smell Appalachia. It had to be tactile. This film (Cinderella) is a fantasy. We chose colors that have a fantasy quality, taking our cues from the production designer."

Bode used Eastman EXR 5248 film for daylight exteriors shot on the backlot, and 5293 film for everything else, including elements of digital effects shots. The later incorporates such composites as CGI fairy dust into scenes, and morphs of a carriage turning into a pumpkin, footmen into rats, and horses into mice.

Plates were filmed by Michael Stone. Bode shot most ("maybe 90 percent") of the foreground elements for composites against blue, green and red screen backgrounds.

"The choice of background screen depended on costume colors, foliage and props," he explains. "Most shots involved Whitney and Brandy singing in and around the carriage."

"The choreography is really clever," Bode says. "If you ever watched the old Busby Berkeley movies on television, you know they work because you have strong graphics. Itís either white against black or black against white. There are definitive shapes. Nothing baroque. A lot of repetition of movement. A lot of people doing the same things. There are great costumes in Rodgers & Hammersteinís Cinderella. Women in big fluffy dresses that fan out. When you have 80 people or 40 couples all doing the same moves, it looks fantastic. Sure, Iíd like to see it on the big screen, but it works on TV too."

The final words go to Iscove who observes that television can play a role that is bigger than pure entertainment. "It takes the audience about 20 seconds to forget that the king is white, the queen is black, and the Prince is Filipino," he says. "Itís important to say that all people have the same hopes, dreams and aspirations."

What about his own dreams and aspirations?

"Gene Kelly once told me that he always thought of himself as a dancer even when he was a respected actor and director," Iscove concludes. "I suppose in my heart Iím a dancer. When I saw those dance numbers thatís what made my heart sing."