While working at the Disney studio, Don Bluth, Gary Goldman and John Pomeroy began working at Don's garage on private projects. These were initially exercises to re-learn some of the techniques of the past. Using their salaries and exercising their stock options they purchased a number of pieces of equipment including a movieola.

These weekend workouts saw almost everyone at the Disney studio drop by. If they felt invigorated, they stayed. If they wanted to go other directions they never came back. Don saw this as a good weeding out period helping him locate talent that agreed with his vision.

Eventually the crew began working on a real project rather than just recreating scenes from Disney. The first to be worked on was "The Piper" based on the Pied Piper story retold by Don's brother, Toby (Fred) Bluth. (Toby later went into children's book illustration, as well as a character and layout designer in animation. He even went into stage design for live theatrical productions.) After some work had been done, it was decided that "The Piper" would be too large of a production for the small studio.

The second project was BANJO. It began as an idea for a possible TV special or featurette. As work continued it shifted direction many times. When Don and his crew felt that they finally had it locked down, they took it to Disney's Ron Miller and offered it as a future property. Miller saw no value in it and turned it down.

Undaunted they continued on the project and began looking for a new outlet. Around 1977, they met Mel Griffin, a former executive of Schick. He was brought on board as Production Executive to assist the trio in their business affairs.

As the Seventies were ending, there seemed to be a slight growing interest in animation. Disney's own publicity, as well as the success of THE RESCUERS had assisted in creating this situation. Several studios and producers announced animated feature projects.

Ralph Bakshi, who had been successful with the X-rated FRITZ THE CAT was working on LORD OF THE RINGS. WATERSHIP DOWN received generally good critical reaction and did well at the box office. Others began looking at animation as a possible money making film proposition.

One group was Aurora Productions. This organization had been recently formed by several ex-Disney executives including Richard Irvine (a former president of Disney's educational media company), James Stewart (a former executive vice president of corporate relations) and Jon Lang (a former Disney distribution executive). They began casual talks with Don and the idea of a feature began to formulate.

At the same time, Don was beginning to get interest in BANJO. ABC agreed to purchase the TV rights. With this money, the belief of a feature, and a growing dissastifaction with Disney, Don, Gary and John began to plan their exit.

The date chosen was September 17th, Don's birthday. The three announced their resignation and left. The next day another eight left: Lorna Pomeroy, Heidi Guedel, Linda Miller, Emily Juliano (all animators), Frank Jones, Dave Spafford, Vera Law and Sally Voorhees (assistant animators). On the 20th, Diane Landau resigned.

Even Don was surprised the effect the walkout had. Besides the obvious production delays on THE FOX AND THE HOUND, the walkout became a major media event. Animation, which seldom received any coverage was first page news from the The Hollywood Reporter to the Wall Street Journal to local dailies.

The first reports were in the industry papers, The Hollywood Reporter and Daily Variety. The Reporter headlined "12 animators at Disney quit to join with Aurora." The front page article merely mentioned the event and stated the new production would be MRS. FRISBY AND THE RATS OF NIMH.

Variety was a bit more sensational with "Disney Loses A Big Chunk Of Its Animation Dept." This front page story detailed more information, including listing the names of the other eight defecting animators. It discussed more about the reasons for the walkout. Bluth is quoted as saying "We did not tell the studio why we left." However he goes on in the article to state "I was hoping the good old days could be revived... and it turned into a lot of politics and fighting. Egos were just everywhere." He concluded by stating "It became intolerable to work under the current administration. They don't understand the creative side. Walt did, but they didn't."

Ron Miller, then head of the studio, was equally blunt telling the trade "those animators that remain are still the creative backbone of the company." As for those who exited, "Some of them I respect... Some I wouldn't have back. Some will be back."

With Disney's live action films hitting an all time low in box office, and the theme parks still recovering from a rough period due to the various oil shortages of the Seventies which curtalied attendance, their attempt to re-build animation was seen as key to the company. Disney may have moved into a number of different businesses, but animation was still its central force and image.

"Disney Is Dealt Blow by the Resignations of 11 Animators to Start Production Firm" was the front page headline of the Wall Street Journal on September 19, 1979. The report discussed Disney's announced delay of THE FOX AND THE HOUND from a Christmas 1980 release to a summer 1981. The Journal found the move a "blow" since "the company's theme parks and many other activities are based on creations of its animators. In recent years the company has spent considerable time, effort and money to rebuild its animation department which has been depleted by retirements."

The paper quoted Ron Miller as saying the Bluth defection equaled around "17% of the total department." He also was quoted as saying the defection was "possibly the best thing that could happen to our animation group but that the timing was bad."

(Years later, animator Glenn Keane would agree with Miller's initial statement. In a 1981 New York Times article, Keane stated, "To tell the truth, it was a relief when they left. The rift developed during the making of PETE'S DRAGON and carried over to THE FOX AND THE HOUND, and it caused a lot of conflicts.")

The New York Times picked up the story the next day reporting that "A severe blow was struck at Walt Disney Productions' animation department last weekend when 11 members - over 15 percent of the department - resigned to form a rival company." The paper cited disputes over "training practices and artistic control" as being key to the walkouts.

Don stated "The creative working atmosphere at Disney's had changed subtly but greatly in recent years. There were too many committee decisions. Everything got done by vote. In addition, people can't be left in a room to teach themselves how to become animators. There is a sincere desire on the part of Disney to perpetuate the art of animation, but the studio wasn't **teaching**. On THE SMALL ONE, I was desperately trying to make people come up to the quality we needed. Several others felt as I did, and we decided not to keep making life miserable for the [Disney] studio."

Miller again stated his relief over the exodus. "The atmosphere and the climate here in the last few days have been wonderful. It's like getting rid of a thorn. They complain of our training program, but, if it hadn't been for our training program, Mr. Bluth wouldn't have had all those trained people to go with him."

Miller even got a little philosophical on the subject. "The same thing happened to Walt twice. And it's going to happen again. We develop the finest artists in the world. It's typical of artists to want to spread their wings."

Eric Larson, one of Disney original Nine Old Men was quoted at the time as stating, "In no way do we stem people's creativity, but we can't possibly influence young people to the degree that Walt influenced us. Walt had such a tremendous ego he could weld us into a team. I think young people today lack a certain discipline. It's a problem for them to become a cog in a team effort. But this place is so far ahead of any place else that I welcome competition. It's what we need."

One point picked up by most reports was the fact that the walkout took **all** of Disney's female animators at the time. Don explained this in one report. He said the women left "out of a certain loyalty to me and because the atmosphere at Disney is sometimes oppressive to women. For years, women have been assistant animators there, but they've rarely let them get higher."

Over a month later, the press was still fascinated by this battle in the house of Disney. Of most interest were various comments by Don about the problems in the original mouse house. Don obliged with his opinions of Disney animation management and talent.

"Their creative atmosphere has disappeared." stated Don about Disney management. "Their thinking is more toward marketing than product - more business than art."

Another article had Don discuss other changes. "I found it was difficult for creativity to happen. Why not the best? But they weren't trying for the best. They always settled for the weakest people and paid the lowest salaries." In the same article he also stated "The young people were hard to teach. They were not the hungry, eager artists that came to Disney in the Thirties. The new bunch were arrogant. They refused to listen and got mad if you tried to press them. You'd explain a drawing to them, then look around and see they had wandered off."

Still another found him talking of his last work at Disney on THE FOX AND THE HOUND. "We felt like we were animating the same picture over and over again with just the faces changed a little. In contrast, Walt always found something new to delight an audience. For example, they've gutted all of the meaning from THE FOX AND THE HOUND. It's become a cute story instead of a meaningful one."

Financial analysts continued to discuss the effect. The New York Times re-tackled the situation in an article on October 9th headlined "Animators' Loss Shakes Disney." It again told how the Disney studio relied heavily on the presence of animation. "Walt Disney Productions, one of Wall Street's premier growth stocks, remains a money machine, with low debt and high liquidity. But success has exacted its price, industry analysts say. Disney's enormous expansion since the 1960's - the theme parks in California and Florida (and next in Tokyo in 1983), the television series and the 'live-action' features - have meant the neglect of animation." The article went on to state delays in animated production, caused by the walkout, could cost the Disney company over $50 million in film revenues that year.

Meanwhile, Don finished up work on BANJO at his garage and quickly moved to larger facilities in Studio City in 1980. The two-story building was located behind a bank on Ventura Boulevard. At this time Don Bluth Productions formed an exclusive association with Aurora Productions.

More than at Disney, Don became a beacon to animation enthusiasts around the world. Whereas Bakshi had promised to move animation forward, Don promised to return the art form to its classic look. The studio become deluged with people wanting to work on the new projects. The tight budget meant that wages could not be high, but the artists didn't care. Many would have probably worked for free.

To assist these new faces, the studio began holding in-house training sessions. Similar to Disney, this was a way to speed up the process of gathering the skills for animation. Successful trainees were assimilated into staff positions as they were ready. These many lessons were videotaped, according to early press releases, for future use and reference.

It was a year of frenzied activity for the Bluth group. They finished BANJO, moved to new quarters, created an animated music video segment for XANADU and continued production on THE SECRET OF NIMH.

There was an excitement and enthusiasm not seen in animation in possibly decades. Don's crew worked seven day weeks, ten and twelve hour days, with no overtime! Every worker was committed to making the film the best ever created. After years of management dictating to animation, now the animators were in charge.

This situation intrigued the media. They kept close tabs on the new studio. Almost a year after the walkout, animation historian Charles Solomon checked in at the studio and reported "There is a stimulating sense of mission at the Bluth offices in a two-story building, tucked behind a bank on Ventura Boulevard. It's not simply the $7 million that is at stake, it is the possibility of full-length animation, a gravely endangered art form not only because of the time and costs involved but also because of audience disenchantment with some recent cartoon features (of which there were, of course, only a handful to begin with)."

Solomon's story also showed how Don had begun turning away from his strong anti-Disney stance. He would now start settling into his role as lover and guardian of classical animation. Don told Solomon, "Something has to happen to keep animation from dying. Television could help if it would pay more money for better animation, but it won't. Now there are just Disney and us and the TV stuff, and young people are discouraged from entering the field. This animated feature **must** succeed. Anytime one fails it kills us all. If this one succeeds, it'll open doors for all of us."

After viewing some artwork and listening to voice tracks, Solomon was impressed with the prospective feature. He concluded by stating, "Disney's loss, which it will survive, is animation's gain, and already there is a want-to-see picture for 1982."

It would be a major turning point for Don, the animation industry, the Bluth workers, Steven Spielberg (more on that later), Disney and the media in general. Not since Mickey would so much rest on a mouse.