Once upon a time, give or take twenty-two years ago, Shrek introduced to the world the titular ogre, his waffle-loving sidekick, Donkey, the undistressed damsel, Princess Fiona, and a host of other classic fairy tale characters satirized to the musical stylings of Smash Mouth. (It would go on to win the Oscar for Best Animated Feature in 2002.) That very year, Joel Crawford entered film school to get his degree in animation.

"I remember I saw the first Shrek and I loved how it had kind of mature jokes and even mature themes, but they were accessible for kids. There was an edge to it," he tells A.frame now. Between the releases of Shrek 2 and Shrek the Third, Crawford joined DreamWorks Animation as a story artist on such films as Bee Movie, Kung Fu Panda, and 2010's Shrek Forever After.

"I actually storyboarded this sequence of Puss in Boots and how he became a heavier set cat in the alternate universe. There was this whole backstory, which was really fun. [But] it ended up getting cut," Crawford recalls. The swashbuckling outlaw voiced by Antonio Banderas had been introduced in Shrek 2 and was an instant scene-stealer, prompting DreamWorks to give him his own spin-off origin story, 2011's Puss in Boots.

More than a decade later, Puss returned in Puss in Boots: The Last Wish, with a new director at the helm (Crawford) and a new outlook on life, death, and living happily ever after. "I love Puss in Boots because of the range he can go, where it can be deep and it can be funny at the same time," says the filmmaker. "When I had the opportunity to bring him back to the big screen, I jumped at it."

A storyboard for Puss in Boots' final showdown with the big, bad Wolf.

The fairy tale goes like this: After countless death-defying feats, Puss (Banderas) realizes that he's defied death eight times too many and is now living on his last life. And so, he sets out on a journey into the enchanted Black Forest to find the mythical Wishing Star and wish back his lost lives. He's joined on the adventure by his devoted nemesis, Kitty Softpaws (Salma Hayek), and a relentlessly optimistic therapy dog, Perrito (Harvey Guillén), with a handful of new foes in hot pursuit: Goldi and the Three Bears Crime Family, "Big" Jack Horner, and the big, bad Wolf, who appears in the movie as the personification of Death itself.

For the first time, Puss is forced to face his own mortality.

"How do we take the absurd premise of a cat on his ninth life and ground it in real big stakes that help the whole audience go, 'He has one life. I have one life'?" Crawford remembers the creative team asking. The answer came in the form of the wolf (voiced by Wagner Moura), a genuinely scary antagonist with glowing red eyes, an ominous whistle, and razor-sharp sickles. "From there on, it's not a fairy tale."

MORE: Joel Crawford: 5 Movies That Influenced My Approach to Animation

Instead, the movie is a rather existential musing on the fear of death and what a well-lived life looks like, perhaps more profound themes than you'd expect from the sixth offering from the Shrek universe. At one point, Puss experiences an anxiety attack, his rapidly beating heart drowning out the world until Perrito manages to help calm him.

"When we were approaching the story, we wanted this movie to have themes that challenged everyone. If you water it down too much that an adult can't glean something from this, we're missing out on an opportunity, because animation is for everybody. It is filmmaking," explains Crawford. "In terms of finding that balance of how can we make sure we're making something that's fun and accessible to a six year old, but also to a 60 year old, it came to authenticity. We just tell the story sincerely. From there, it wasn't a worry about, are we losing an audience? It was like, if we do this, if we're telling this story, it'll be relatable to everybody if we tell it right."

"What I love about animation is that it is so fantastical that it can bring people from all walks of life," Crawford says. "Then, through walking in a fictional character's shoes — or boots, in this case — they experience something that hopefully helps them see life in a different way. That's the beauty of storytelling, of filmmaking, and of animation."

Director Joel Crawford behind the scenes of 'Puss in Boots: The Last Wish.'

The movie is also funny, it must be said, with guffaw-worthy humor that rivals even the edgiest one-liners from the original Shrek. ("We're not going, 'What'll make a kid laugh?' We're going, 'What makes us laugh?'" Crawford says.) And the animation is gorgeous, introducing a distinctly illustrative style that makes the film appear as if it's set in a painting. "That was a big swing right away, because we're like, 'We're changing the look of Puss in Boots!' I'm so happy that audiences really embraced that warmly."

Truthfully, The Last Wish is resonating with audiences in ways no other Shrek film has before. Which isn't to discount the success of the franchise until now, which is beloved to the tune of five Oscar nominations. "I think what's been surprising people is the new layer of depth that this movie has and how it can take on big themes about our life, the one life we all have and how it can be a gift," reasons the director.

"There's a lot of nostalgia built into the Shrek world and even Puss in Boots," Crawford says. "He started in Shrek 2 and stole the show. He was so charming and funny and was introduced as this heroic character. What's been a great journey, not just for myself but also Antonio Banderas, is showing the world another layer of Puss in Boots. This is essentially a story about a superhero who discovers his vulnerability and how vulnerability can actually be a true strength."

With Puss in Boots: The Last Wish, the filmmaker hasn't just added new life to the long-running franchise, but earned his first Oscar nomination: The film is up for Best Animated Feature at the 95th Oscars. (The Shrek cinematic universe's sixth nomination in total.) It's the sort of happily ever after that Crawford could have never expected.

"It's nice when people are fans who've been waiting over 10 years for the next one and they're like, 'Yeah, you delivered on everything I was expecting and more,'" he says. "The real reaction that I love is people who are like, 'This wasn't really on my radar and then I saw this, and whoa.'"


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