-By Kevin Lally

“We’ve earned the title ‘The Final Chapter.’ We really summed it all up.”

Director Mike Mitchell is talking about the fourth and officially final entry in the Shrek series, one of the most successful franchises in movie history, animated or otherwise. ( Shrek 2 ranks number five on the all-time domestic list, just behind Star Wars.) Shrek Forever After, prominently billed in the ad campaign as “The Final Chapter,” finds the world’s most beloved ogre suddenly plunged into an alternate reality that hits the reset button for the entire saga. The cosmic twist allows the filmmaking team to revisit the (literally) unwashed Shrek we first came to know and embrace in the original 2001 DreamWorks Animation hit, and to measure how far he’s come.

“Our job was to come up with the ultimate Shrek movie,” Mitchell recalls in a phone conversation six weeks before the film’s May 21 debut in theatres. “We didn’t just want to make another one—we wanted it to be a deserved fourth, and it had to encapsulate all the previous films.”

Josh Klausner, who wrote the film with Darren Lemke and recently scored with the Steve Carell-Tina Fey comedy Date Night, started with Shrek’s frustration that “he wasn’t cool anymore,” Mitchell explains. “I thought it was interesting to embrace that, because he’s not the same Shrek he was in Shrek 1. Josh and I were huge Shrek fans, and we wanted to remind people that the first film is a really well-told fairy tale, a really emotional story.

“Both of us had just had our second boys,” Mitchell continues, “and we were relating with Shrek and his midlife crisis. He’s not cool anymore, he’s wearing a BabyBjörn, he’s hosting birthday parties… Then Josh came up with the twist of It’s a Wonderful Life.”

In a nod to that Frank Capra/Jimmy Stewart classic, Shrek (voiced by Mike Myers) inadvertently seals a pact that results in his re-entry into a world in which he had never been born. “That came out of exploring the Rumpelstiltskin fairy tale,” Mitchell notes. “He’s a little guy that makes deals, and there’s always a weird escape clause. We just saw him as an ambulance-chasing, scummy rat lawyer that we actually deal with a lot in our business. A little agent. That led toward making a deal, and the It’s a Wonderful Life twist. I thought: What a fantastic reboot to the franchise!”

In this dark and decimated alternate world, the craven Rumplestiltskin is king, ogres are stalked by witches on broomsticks, Shrek’s buddy Donkey (Eddie Murphy) doesn’t know him, and his ogre wife Fiona (Cameron Diaz) is now a single woman and a fierce underground rebel. Fortunately, there is an escape clause, but it will take all of Shrek’s wits and courage to reverse his horrible fate before time runs out.

Mitchell calls Shrek “the Tony Soprano of cartoon characters. He’s this James Gandolfini-esque, grumpy guy, and it’s really unique to animation. He’s a character that kids love, but he’s grumpy and you love him for being grumpy and you relate with him. I’m a huge Shrek fan, even after working on this for three years. I would do it all over again, ’cause it’s such a fun world to play around in.”

Mitchell was a storyboard artist on the previous two Shrek films, but this was his first time directing the franchise’s longtime roster of major movie stars. “It was awesome, because these guys know their characters,” he enthuses. “Not to mention, it’s a really great cast. The balance between Mike Myers and Eddie Murphy is phenomenal. Antonio Banderas…anyone else doing the voice of Puss in Boots, I don’t think it would work. And Cameron Diaz is a big part of this movie, and it’s almost like a whole new character. We took Fiona’s hair down, which by the way is really expensive to do! They all really got into it, and they all embraced the twist.”

The director strived to bring extra energy to the franchise by hiring new recruits to work alongside series veterans. “We grabbed some artists from Sam Raimi and Spider-Man, and some really funny guys from ‘SpongeBob Squarepants.’ We made sure everyone was a huge Shrek fan. Everyone had a say, from the DP to the lighters to the animators. We really wanted everyone’s opinion.”

Another new wrinkle in Shrek Forever After is 3D. “I was lucky because [DreamWorks] made two films before me in 3D, so I got to learn a lot from those filmmakers,” Mitchell says. “And Jeffrey [Katzenberg, head of DreamWorks Animation] put us in contact with James Cameron, and we got to ask him questions. And Steven Spielberg gave us notes on the film. I’ve been blessed to work here.

“We really tried to use the 3D not just for the big action sequences,” Mitchell continues, “but for emotional sequences, like when Donkey gallops away from Shrek and doesn’t even know who he is—our DP Yong Duk Jhun put Shrek deep in the space, far away. We’re really excited to use it as a filmmaking tool and not as a gimmick.”

One member of the creative team got an unexpected reward during production: Story artist Walt Dohrn earned the role of the movie’s chief villain, Rumpelstiltskin. “It’s much deserved,” Mitchell says. “He’s the one guy who worked on the original Shrek. I worked with him on Shrek 2. He and another artist, Dave Smith, are two of the funniest board artists I know. In scratch track [the preliminary vocal tests], we have a recording booth and we do the voices. I do a horrible version of Shrek and I try to do Donkey, just to get a feel for it. And early on, Walt did Rumpelstiltskin’s voice. Then it got down to the time where we needed to cast our villain. Leslee Feldman helped us with casting and we listened to tons of voices, and we could not replace him. Walt inhabited the character, and so at the end we said: ‘Let’s just use Walt!’ When the producers announced it to the animation team, they all stood up and cheered.”

Mitchell himself has a longstanding relationship with DreamWorks Animation, going back to its first computer-animated feature, 1998’s Antz, but he’s also directed three live-action features: Deuce Bigalow: Male Gigolo, Surviving Christmas, and the underappreciated Disney superhero comedy Sky High. He has also written and storyboarded for “The Ren and Stimpy Show” and “SpongeBob Squarepants,” and created storyboards for Henry Selick’s stop-motion James and the Giant Peach and commercials and music-videos by Spike Jonze.

From the beginning, Mitchell has shuttled between the live-action and animated worlds. “I started at Cal Arts in live-action, and at the time they were doing very serious films about suicide and vampires. And the films I made were really goofy and silly, and I wasn’t quite fitting in. I went to the animation department, and it was a bunch of nerds drawing pictures of each other and laughing and sharing artwork. It felt like a hippie commune, and I felt like I belonged there. So I transferred to animation, but kept working in live-action. And my favorite, which is what filmmaking has become, is a mix of both, using sensibilities from both. We used a lot of live-action techniques for Shrek, and I try to use a lot of animation techniques when I make a live-action film. And these live-action films take a while to greenlight and cast, so I’ll jump over and do boards for ‘SpongeBob Squarepants’ or help out my buddies over here on Kung Fu Panda… It’s been a wacky career that makes no sense at all.”

Having reached the end of a three-year journey on Shrek Forever After, Mitchell admits, “Animation is way harder than making a live-action film, because it’s so detail-oriented and it takes such a long time. But it’s really fun—you’re working with this big team of people, and it’s almost like workshopping a play. You’re writing it and building it visually at the same time. I hope it’s something I get to do again.”