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By Phil Hall | June 27, 2014

BOOTLEG FILES 538: “The Thief and the Cobbler” (unfinished animated feature directed by Richard Williams).

LAST SEEN: A workprint and an unauthorized quasi-restoration can be found on YouTube.

AMERICAN HOME VIDEO: Heavily edited versions of the film, completed without the director’s participation, were released on VHS and DVD. The workprint and the unauthorized restoration were not.

REASON FOR BOOTLEG STATUS: A film that has taken on cult worship mania among some animation addicts.


A couple of years ago, a member of this site’s editorial staff used Twitter to sarcastically refer to me as “our little Armond” – I believe I was being considered as something of a lite version of Armond White for being able to offer contradictory opinions, but without the command of language or force of intellect that made Armond White one of the most provocative figures in film criticism. Hey, I’ve been called worse – and any comparison to Armond White (even a backhanded one) is welcome. I am only mentioning this because I am afraid that I will be called much worse by some people after they read this column – which offers a contradictory opinion of a film that many people consider to be a masterpiece.

The film in question was never completed as its creator intended. Even the restoration of the unfinished product was done without the original creator’s knowledge. Yet many people look at this malformed work and consider it to be an apex of screen animation. I don’t share that opinion.

Of course, I am talking about “The Thief and the Cobbler” by Richard Williams. And if you are unfamiliar with this production, I will provide you with an overview of its tumultuous history.  (And, as an aside, this film was the subject of a previous entry in The Bootleg Files that was guest authored in 2005 by writer/animator Chris Sobieniak – but so much has happened with “The Thief and the Cobbler” since that column appeared that I believe it is appropriate to revisit the subject.)

In the mid-1960s, Canadian-born animator Richard Williams began to attract attention for his playful title sequences in such films as “What’s New, Pussycat?” and “A Funny Thing Happened on the Way to the Forum.” During this time, Williams was trying to secure financing for a feature-length animated film based on Idries Shah’s collection of Mulla Nasruddin stories set in 13th century Turkey. The project went through three different titles – “The Amazing Nasruddin,” “The Majestic Fool” and “Nasruddin!” – before Williams and Shah had a major disagreement that resulted in Williams dropping Shah’s input. The project was then retitled “The Cobbler and the Thief” before becoming “The Thief and The Cobbler.” Williams and his wife Margaret French wrote a new screenplay set in the ancient Near East, and vocal tracks featuring Vincent Price and a number of prominent British actors (including Anthony Quayle, Donald Pleasance, Joan Sims, Felix Alymer and Kenneth Williams) were recorded.

Beginning in the early 1970s, animation on this endeavor proceeded at a very, very slow pace. But without studio financing, Williams was forced to put this project aside and concentrate on other work that would give him the money to keep “The Thief and the Cobbler” alive. Among the most notable productions that Williams supervised during this period was the 1972 animated version of “A Christmas Carol,” which won the Academy Award. By the 1980s, Williams had a 12-minute preview reel of “The Thief and the Cobbler” that he screened for Robert Zemeckis and Steven Spielberg. As a result of this screening, Williams was hired as animation director on “Who Framed Roger Rabbit,” which earned him two more Academy Awards.

Based on his “Roger Rabbit” cred, Williams signed a contract with Warner Bros. to create “The Thief and the Cobbler.” However, Williams signed a “negative pickup deal” that would put him at a major legal disadvantage if he failed to deliver his production on time for its 1991 deadline. Warners invested $25 million in the work, with another $25 million for P&A costs.

Unfortunately, Williams and his animation team fell far behind on schedule and went over budget, resulting in their inability to complete work on schedule. Williams hoped to keep Warners’ interest by making a workprint that included both his finished efforts and a combination of rough pencil tests and storyboard stills to fill in the unfinished passages. (Reportedly 10 to 15 minutes worth of uncompleted work remained, which may have required another six to twelve months to finish.) The studio was unimpressed and exercised its contractual rights to drop the project.

Complicating matters was the decision of The Completion Bond Company to mitigate their financial exposure connected to Warners’ withdrawal. The company legally removed Williams from the project and hired TV animator Fred Calvert to finish the film. Calvert took it upon himself to radically change the structure and personality of Williams’ work. New animation – which was strikingly inferior to Wiliams’ output – was inserted, along with several songs (which were not part of Williams’ vision) and new dialogue tracks. Most strikingly, Calvert ignored Williams’ idea of having both title characters as being silent throughout the film and grafted new dialogue on their adventures – which was odd, considering neither of them moved their lips during the film.

The Calvert effort was released in Australia and South Africa under the title “The Princess and the Cobbler” in 1993. American distributors were initially hesitant about acquiring the Calvert-chopped version, due in large part to the success of Disney’s “Aladdin,” but Miramax (a Disney subsidiary, ironically) acquired the film. Despite writing new dialogue, recording yet another set of vocal tracks (with Matthew Broderick, Jonathan Winters and Jennifer Beals) and additional editing of sequences, Miramax released the film as “Arabian Knight” in a scant 510 American theaters, with almost no promotion.

That would be the end of the story, except that Williams’ workprint (remember that?) somehow wound up circulating among bootleg video collectors. Filmmaker Garrett Gilchrist, operating without Williams’ knowledge or the permission of the entities that owned the final film, brought together Williams’ completed footage as well as previously unseen tests and artwork. Animators involved in the project donated their holdings to Gilchrist, and 50 minutes of 35mm footage rescued from a Warner Bros. trash can was also located. Since Gilchrist could not commercially release his work, he put it up for free on the Internet in 2006, and updated it a few times as more footage was found.

As for Williams, he avoided speaking about the collapse of “The Thief and the Cobbler” for years, and he even declined participating in “Persistence of Vision,” a 2012 documentary about his film’s troubled history. (According to Variety, that film also used footage without proper authorization.) Last year, Williams surprisingly broke his silence when he hosted an AMPAS screening of his version of the workprint, titled “The Thief and the Cobbler: A Moment in Time.”

Okay, now with the history out of the way, I can offer that Armond White-style opinion I promised earlier. In watching the Gilchrist quasi-restoration and the unrestored Williams workprint, I can state that “The Thief and the Cobbler” is a masterwork of animation and a complete failure of storytelling. It is a brutal triumph of style and a bitter fiasco of substance. The real tragedy is not that Williams lost the ownership of his work, but that he was allowed by Warner Bros. to proceed without having responsible production controls in place.

From a visual standpoint, “The Thief and the Cobbler” is bold and innovative. Williams and his animation team created a riot of intricate and detailed sequences that have no precedent in animation history. The film’s most remarkable sequence involved the title characters in a zany chase through the royal palace, which appears to be decorated in hypnotic black-and-white patterns – it is as if M.C. Esher and Mack Sennett joined forces for a chase to end all chases.

The Williams version is also blessed with a marvelous voice performance by Vincent Price as the villainous vizier, Zigzag (originally named Anwar). Price’s line readings are so strong that his work was maintained when the subsequent versions of the film were re-edited with new vocal tracks. The mix of Price’s grand emoting and Williams’ precision detailing is imaginatively brought together in a brief yet eye-popping sequence as Zigzag tries to shuffle a deck of cards – each card is clearly animated to show its suit and numbers, and Price’s rich voice beautifully captures Zigzag’s embarrassed efforts to keep his cards from tumbling out of his control.

But none of this ultimately saves “The Thief and the Cobbler” from being one of the dullest stories ever put on film. In “Persistence of Vision,” one of Williams’ associates rudely refers to “The Thief and the Cobbler” as a bunch of sequences that were in search of a plot. Indeed Williams’ mania for visual spectacle distracted him from creating characters that had any genuine wit or intelligence. The eponymous cobbler is a boyish nonentity stuck in a connect-the-dots forbidden love story with a pretty princess, while the thief is a sour presence that is more annoying than amusing. The thief is given a number of slapstick scenes that are supposed to show off his incompetence as a crook, but these are so incompetently conceived and extended so painfully that any comic impact is lost. A sweeping climax involving a massive war machine is rich with excessive animated details, but its scope and fury feels like the sequence was grafted from another movie, and the clumsy antics of the bumbling thief amid the commotion is dismally unfunny.

Much of the problem here was in Williams’ failure to have a set-in-stone storyboard to work from. Sequences would be thrown out or rewritten after they were animated, thus bringing about further delays in the production. Williams’ tragedy was that he forgot show business is a business – his focus on the “show” aspect of show business without taking costs into consideration doomed the project to financial ruin. And, for that matter, to artistic failure as well. “The Thief and the Cobbler” is the ultimate curio: a wonderful disaster that leaves the viewer in awe, for both the right and wrong reasons.

Although Disney could easily commission a proper restoration of “The Thief and the Cobbler,” the problems with the film’s very weak story, coupled with the project’s limited commercial appeal, makes this unlikely. Perhaps it is for the better that the film remains permanently unfinished – its wreckage serves as a crucial reminder to would-be filmmakers about the folly of sacrificing financial responsibilities in the mad pursuit of alleged artistic glory. And while some people would love to put Williams in the same category with Erich von Stroheim and Orson Welles as being a genius filmmaker whose studio-sponsored work was taken away and butchered by uncaring executives,  the truth is that Williams lacked the discipline (and, to be cruel, the talent) to successfully focus his energies into creating a masterpiece.

In an interview with, Gilchrist took a bow for keeping this film in front of the public – even if he didn’t have the rights to do so. “My version of the film is the version that animation teachers are talking to their students about,” Gilchrist said. “That’s the power of the Internet, that some guy, some failed writer/artist/filmmaker in his apartment can actually make the definitive version of a film just because somebody’s gotta. And it happened that that somebody oughta be me.”

Thank you, Mr. Gilchrist. Now, please, step away from the computer and leave this weird work alone.

IMPORTANT NOTICE: The unauthorized duplication and distribution of copyright-protected material, either for crass commercial purposes or profit-free s***s and giggles, is not something that the entertainment industry appreciates. On occasion, law enforcement personnel boost their arrest quotas by collaring cheery cinephiles engaged in such activities. So if you are going to copy and distribute bootleg material, a word to the wise: don’t get caught. Oddly, the purchase and ownership of bootleg DVDs is perfectly legal. Go figure!

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  1. Jay says:

    This is a perfect example of why film ‘critics’ without rigorous study or informed opinions should stay away from film criticism. Uninformed opinion pieces, like this fluff, are not in fact, informative. A contrarian? Maybe, but this ‘review’ suggests millennial posturing that’s more likely a good cover to mask ignorance and incoherent analysis.
    ‘The Thief and the Cobbler’ is not a film where the narrative as the primary focus. It’s a film of pantomime, mood and atmosphere, but the emphasis is on performance. Think silent films or the films of Jacques Tati. Observing how the filmmaker depicts their topic and why they choose certain devices in context is precisely the point. Would you describe “Angel’s Egg” by Mamoru Oshii as lacking in narratives drive? Or describe Jodorowsky’s “The Holy Mountain” as having a weak plot? Again, for films like these it would help to understand the goals of the filmmaker, which in the case of Williams’ film you clearly don’t. Either it’s your ignorance or laziness about the goals of film criticism; a challenging discipline and why so few people do it well (If you’re being compared to Armond White, that’s not your fault but it’s a dimwitted comparison because he is a real film critic, with a vast understanding of film culture and social context. His observations are informed, although not often agreeable but he rarely misses contextual cues).
    Maybe try to understand a film in relation to its stylistic, historical and social context to inform the reader of what the artist is saying. And why they are saying it with their chosen style. Otherwise you’re masking ignorance with arrogance and incoherence.

  2. CharlesMartel says:

    John Kricfalusi also suffers from the same artistic blind spot “syndrome”; visually splashy,but tone deaf regarding character and plot. I’m sure he would regard this as a masterpiece.

    • Kplan says:

      This article is 100% correct. When I tell people about tTatC, I just say “It’s the most beautiful animated film you’ll ever see,” but I have to then point out that the story is kind of a bore. The comment by CharlesMartel about John K is also correct but leaves out one crucial point: He’s also like Williams in that he’s known for going over budget and missing deadlines — that’s why Ren & Stimpy had to be taken away (and sadly given to an illiterate [yes, literally — I worked w/him] who didn’t quite get the tone & humor).

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