It was a groundbreaking superhero comic, but not something you could ever turn into a movie. Everyone said so. Then Zack Snyder came along. *

Photo: Lionel Deluy * Some of the most important scenes in the seminal comic book Watchmen take place in the secret basement headquarters of a washed-up ex-superhero called Nite Owl. It's a damp, vaulted space packed with avian-themed costumes and machine tools, a boys'-own-adventure clubhouse. At its center is the Owlship—a UFO-looking aircraft with two round windows that look like big shiny eyes.

And here, on a Vancouver soundstage, Nite Owl's legendary lair has been brought to real life. The Owlship is the size of an Escalade, and I'm standing inside. I'll admit it: I'm surprised. I expected a set that was all facades, no guts. Instead, I'm fiddling with the flame-thrower button on the control panel, admiring the built-in coffeemaker, and checking out a picture of "vintage" superheroes taped onto the bulkhead. It's a comic book come to life, and it's perfect.

And Zack Snyder knows it. The director has been working away on his long-awaited big-screen adaptation of Watchmen for several months, and now, on a winter afternoon with just a few more days left of principal photography, he revels in the results. "That's not cool? That's cool," he says, beaming at the Owlship like a teenager with his first car. "I might not have done anything else cool on the movie, but this is cool."

Photo: Daniel Salo Snyder then points out two massive chain guns mounted in the floor. "When they fire, these parts here," he says, indicating two little trapdoors, "open up to catch the shells. Krak-krak-krak-krak!"

Wait a minute. Not to go all Comic Book Guy here, but ... chain guns? The Owlship doesn't have chain guns.

Or rather: When legendary comics writer Alan Moore and artist Dave Gibbons created Watchmen in 1986, the Owlship didn't have chain guns. Which means Snyder's version, while inarguably cool, is also very risky. Adapting a cult comic into a Hollywood blockbuster is fraught with danger, especially when it's the only superhero comic book ever to win a Hugo Award or land on Time's list of the top 100 novels. Even slight changes to Watchmen, changes that will enhance its appeal to the masses, seem certain to alienate the very people who loved it in the first place.

That's no knock on Snyder. Geeks trust him. Before Watchmen, the 42-year-old filmed the runaway hit 300 in just 61 days, with a $60 million budget, a giant greenscreen, and a knack for hyperkinetic action scenes. His keen treatment of Frank Miller's sepia-tinged, ultraviolent graphic novel about the ancient Battle of Thermopylae won over the nerd fan base and did big numbers at the box office, solidifying the newbie director's reputation as a guy who could make a splashy, mainstream hit while remaining true to the source material.

So you'd think Watchmen would be a snap: shoot, rinse, repeat, right? Wrong. To its many devotees, Watchmen is untouchable, unimprovable, sacrosanct. "The literati were less hard on the Coen brothers for changes they made to No Country for Old Men than the geeks will be on me for changes I make to Watchmen," Snyder says. "There are no more fierce fans than geekdom." In other words, when the movie hits theaters March 6, even a couple of cannons tucked into the Owlship will be noted and potentially deemed unwelcome.

A friend lent me the Watchmen comic in college, a couple of issues at a time, each in its own Mylar slipcover backed with acid-free cardboard. I was already a fan of Alan Moore, and this was his magnum opus. After a lifelong diet of stories about garishly clad people with powers and abilities far beyond those of mortal men, reading Watchmen changed the way I thought about comics. It was like a bar mitzvah—all my childhood stories acquired new significance and texture. It has been 20 years, and I've never read comics the same way since. None of us have.

Snyder's take on Nite Owl still has the owlship—and the flock of neuroses.

Art: Dave Gibbons; courtesy of DC Comics; photo: Clay Enos/Warner Bros. Pictures For the uninitiated, here's a primer: It's the mid-1980s, and superheroes are real but have been outlawed since 1977. One of the last costumed adventurers, Rorschach, investigates the murder of another, the Comedian. The killing turns out to be part of an elaborate conspiracy that spans more than 50 years of alternate history originally told over 12 issues. Visual themes—primarily a doomsday clock face ticking closer and closer to midnight—recur in unlikely places (a blood-spattered happy face, a radar screen, the surface of Mars). The characters are all perfect archetypes of superheroes, icons that resonate with longtime comic book readers, and the story refracts the conventions and history of the entire genre.

Also, it's really, really dark. Dogs eat children, a pregnant woman gets shot, and good guys get creamed. As source material for a big Hollywood blockbuster, Watchmen is non-obvious.

Even Moore warned filmmakers against trying to adapt it. (Previous attempts to make movies out of his work, such as V for Vendetta and The League of Extraordinary Gentlemen, have been commercial and critical failures.) "With a movie, you are being dragged through the scenario at a relentless 24 frames per second. With a comic book you can dart your eyes back to a previous panel, or you can flip back a couple of pages," says Moore, who along with artist Dave Gibbons packed Watchmen's panels with visual puns, puzzles, and a ferocious command of fiction. "Even the best director could not possibly get that amount of information into a few frames of a movie." Much of what makes Watchmen so powerful is that the material is so perfectly matched with the comic book form.

Sacred Text

Famous fans weigh in

on the adaptation.

John Hodgman

Author, More Information Than You Require

"The movie can be good as long as it appreciates that it has no reason to exist. And yet I think Watchmen deserves an homage, and I'm hopeful because Zack Snyder is making it."

To further complicate matters, Watchmen also features a universe of far-flung locales—from New York City to Saigon to Norad to Mars. The sprawling narrative is dense with references, backstories, and flashbacks. (There's even a comic within the comic—about pirates.) And one of the main characters, the omnipotent Dr. Manhattan, is bald, naked, and bright blue. (His quantum-mechanical powers let him see all of time and space as frozen instants that he can inhabit in any order. You know—the way you read a comic book.)

No wonder, then, that the basic task of adaptation was troubled from the start. "You can make a movie with the plot of Watchmen, but it won't be Watchmen," says comics critic Douglas Wolk. "You can kind of imitate it, in the same way you can kind of imitate the way Frank Miller drew the comic book 300. But Watchmen wants to be a comic."

Hollywood begs to differ. After a decade of tentpole superhero movies, studios now take it for granted that comic books can deliver at the box office. Even The Dark Knight, a largely kid-proof, two-and-a-half-hour noir epic, grossed half a billion dollars in the US.

But The Dark Knight isn't Watchmen. "Batman is this character, and you can pull elements from one story or another," Gibbons says. "Watchmen is self-contained." In theory, there ought to be a way to adapt Watchmen, but as a work, it just feels finished. Many of us whose neural maps were redrawn when we first read the comic can be excused for thinking that any attempt to make it into a movie would be doomed. Doomed!

And indeed, Watchmen has spent 20 years in Hollywood development hell. Legions of A-list filmmakers have failed to make it work. Let's start with Sam Hamm, who cowrote the script for Tim Burton's Batman. He took a crack in the late '80s and rendered the plot unrecognizable. Around the same time, Brazil director Terry Gilliam considered the project; Moore told him not to do it. Producer Joel Silver, who had made a lot of rock-'em, sock-'em 1980s action pics and later the Matrix trilogy, also toyed with the idea, even envisioning a blue-tinted Arnold Schwarzenegger as Dr. Manhattan.

In 1994, producer Lawrence Gordon broke ties with 20th Century Fox and took the rights to Watchmen with him (or so he thought; more on that later). The project stalled until 2000, when screenwriter David Hayter—fresh from penning the first X-Men movie—pitched his own adaptation, hoping to make it his directorial debut. "Then began a five-year process of each successive studio we went to taking the deal, because they knew it was valuable, and then trying to change the movie," he recalls. Paramount finally came on board, and Hayter stepped aside as director. Darren Aronofsky was attached, then passed to make The Fountain. In 2004, fresh off the success of The Bourne Supremacy, Paul Greengrass signed up and spent six months and $7 million in development before Paramount execs decided they didn't understand the script and killed the project again.

The godlike Dr. Manhattan is just one of the dynamic characters Zack Snyder brought to the big screen.

Art: Dave Gibbons, courtesy of DC Comics; Photo: Clay Enos/Warner Bros. Pictures In early 2006, Warner Bros. approached Snyder, who had just wrapped 300 after directing a well-received remake of George Romero's zombie classic Dawn of the Dead. Snyder loved Watchmen, but his first impulse was to say no. Then he had a frightening thought: If he didn't make it and someone else did and messed it up, it would be his fault. He said yes.

Snyder, a onetime director of commercials, is something of a geek-jock hybrid. He's an avid videogamer and occasional anime fan, but he also threw himself into an intensive weight-training regimen on the Watchmen set. He can conduct entire conversations in lines from Star Wars while name-dropping sports icons. ("May the Favre be with you" got laughs from the crew.)

Snyder turned out to be the right guy for the job. Hayter's original draft had moved the story to the present day; Snyder's allegiance to the source material led him and writer Alex Tse to shift it back to the Cold War 1980s, making it a period piece and likely adding $20 million to the eventual $130 million budget. Snyder's deftness with the virtual environments of 300 let him turn a Vancouver back lot into a plausible world of skyscrapers and long sight lines, with greenscreens and CGI building out the rest of Watchmen's wide world.

Sacred Text

Famous fans weigh in

on the adaptation.

Joss Whedon

Creator, Buffy the Vampire Slayer and Dollhouse

"It's a comic book about pop culture as viewed through a comic book, so I didn't see the point of making a movie. But I saw the trailer, and it looked phenomenal."

As for the look of Dr. Manhattan, Snyder's f/x designers came up with something completely new. Snyder and his production team knew the blue, shape-shifting Dr. Manhattan would have to be CG—but how to achieve the neutron-enhanced glow? Snyder had actor Billy Crudup perform the part wearing a suit of LEDs to cast light while reference cameras captured the movements of his face for later transfer to the virtual character. But the glow from his suit wasn't enough: Nearly every scene featuring Dr. Manhattan had to be enhanced with an LED-covered pillar and a reflective sphere to get the light effects just right. The final result is a digital amalgamation of all three.

To handle the way Moore and Gibbons loaded every frame with information, Snyder used Easter eggs—hidden surprises for alert viewers that the camera will pass by fleetingly. (Don't miss the mission-specific Nite Owl costumes in the hero's secret basement and the super-dense, 6-minute opening credits sequence that retells the alternate history of the US.) "We tried to layer far more deeply than film would usually allow you to," production designer Alex McDowell says. "Zack was always saying, drill down as far as you can." That's one way you adapt the unadaptable: You find the details that the geeks are going to look for, squirrel them away in the movie's cubbyholes, and then let the fans know they're there. (The pirate story, for instance, is slated to be an animated short on the Watchmen DVD.)

All that reverence seems to have given Snyder the nerve to make one massive alteration to the original plot: He changed the ending. In the comic book, a Godzilla-sized, genetically engineered squidlike creature makes an absurd yet devastating appearance. Not anymore. "We don't have the monster," Snyder says. "We still end the film in a really gruesome way." But for geeks, changing the ending of Watchmen goes way beyond a director's creative license. It's bordering on blasphemy.

It's a humid day in July, and all Snyder wants to do is collapse in his hotel room. But between him and it are four lanes of traffic, two trolley tracks, a railroad, and 60,000 attendees of the 39th San Diego Comic-Con. A significant percentage of them are wearing cakey Heath Ledger Joker makeup or heavy Mandalorian battle armor.

Snyder is sporting his own standard uniform: white polo shirt and comfy sweatpants (today they're blue). He has spent the last few hours signing autographs and giving tours of the Owlship, shipped here on a barge five months after filming wrapped in Vancouver. And now he's in the thick of it. Fan after fan approaches, asking for handshakes and hugs with an awe typically reserved for the likes of Steven Spielberg and James Cameron. One kid gives his digital camera to a buddy, puts his arm around Snyder, and shouts, "I love Watchmen!"

Art: Dave Gibbons, courtesy of DC Comics Art: Dave Gibbons, courtesy of DC Comics The nerd world has been clamoring for an extended glimpse of the still-unfinished movie, and Snyder is here to show them three minutes then introduce his cast. Movie studios have long used Comic-Con to turn committed fans into evangelists while generating mainstream media buzz; this is where Snyder has to show that he can bring the geeks on board.

The next day, nearly 7,000 people pack into a massive auditorium at the Convention Center for Snyder's noontime presentation. It's a full house except for several roped-off rows in front—spots reserved for the Warner Bros. brass flying down to gauge the response of their target demo. Snyder has already screened a rough cut for the execs, and while their reaction was favorable, they had one major concern: At more than three hours, the movie is way too long.

But what to cut? Early on, as Snyder tells it, the studio told him he should lose two scenes: the Comedian's funeral, which establishes tone and introduces key characters, and Dr. Manhattan's reverie on Mars, where he narrates his origin story and muses on the nature of time. Snyder pushed back, hard. "I said, 'Here's the problem: If you take those things out, I'm really not interested in making the movie.'" He got his way, and the scenes are still in. But he's going to have to cut something, and it's going to hurt.

Sacred Text

Famous fans weigh in

on the adaptation.

Brian K. Vaughan

Creator, Y: The Last Man; Writer, Lost

"I'll go see it if it doesn't feel like a betrayal of what Alan Moore wants. But it's like making a stage play of Citizen Kane. I guess it could be OK, but why? The medium is the message."

At last the execs arrive and the lights dim. The huge screens at the front of the room (and a bunch of auxiliary screens mounted throughout the house) display the footage, a stylish, goose-bumpy montage without dialog, set to the melancholy tones of Philip Glass: Rorschach's ever-changing black-and-white mask shifts restlessly as he finds the secret stash of weapons that belonged to the dead Comedian. Hapless atomic physicist Jon Osterman gets blown up during an experiment and is reborn as Dr. Manhattan. A drop of the Comedian's bright red blood falls onto his trademark yellow happy-face pin. Dr. Manhattan's clockwork palace floats above the sands of Mars. Nite Owl and a scantily clad Silk Spectre kiss as a mushroom cloud blooms behind them. Moore's characters, Gibbons' imagery, but with the now-signature slo-mo/speed-up style Snyder deployed in 300. I begin to see how Gibbons' rigid panels could be turned into 24 frames a second at a 2.40-to-1 aspect ratio. But without dialog, it's impossible to tell whether Snyder has nailed it—or just captured the pretty pictures.

The Comic-Con attendees aren't worried about such niceties at the moment. They're just elated to see Watchmen come to life on the screen. When the clip ends and the lights come up, they peg the applause-o-meter deep into the red. Snyder's previous movies got him into the club; now he's the president.

Five months later, Snyder is finishing postproduction, his responsibilities now largely confined to color correction.

His film's legal troubles, however, drag on. Remember those rights that producer Lawrence Gordon took with him in 1994? Fox argued it was never rightfully compensated for its stake in the project. The studio sued Warner Bros. shortly before Snyder wrapped shooting, and for several months both sides traded court filings. A judge seemed to be leaning in Fox's direction; fans worried the movie's release date would be delayed. (The case was settled in mid-January: Warner Bros. forked over as much as $10 million in cash, according to reports, as well as a potentially lucrative chunk of box-office receipts.)

Meanwhile, Snyder has whittled down the movie to two and a half hours. Watching his film over and over in the editing bay, he finally accepted the truth: There was never going to be a three-hour theatrical version of Watchmen. Snyder would have to capture the book's tone, essence, and ideas but judiciously cut the story line. This picture had to be Zack Snyder's Watchmen instead of Alan Moore's. "Look, I have a fan-fetishistic relationship with it, too, but you have to get space from that," Snyder says. "You get a movie that has some of the experiences of the graphic novel but doesn't attempt to replace it. It is a separate artistic experience from the book."

Which is for the best, really. The movie is in the can; Snyder is already working on his next two projects: He's directing a cartoon based on a young-adult series of fantasy novels called Guardians of Ga'Hoole, as well as Sucker Punch, a low-budget psychological thriller. "I wanted to make an action movie that's just, like, crazy and sexy and dark and just cool," he says. "I don't want any rules, and I don't want any pedigree. I just want to go crazy and shoot some shots that make me remember why movies are badass."

Because you know what's not badass? Meeting the demands of a studio, a mass audience, and cultish fans. Even if Watchmen is well received, the burden of playing the dutiful director adapting the work of his heroes—Romero, Miller, and Moore—has become too much. "I ended up with these guys, but it wasn't by design," he says. "The thing is, you can get crucified on the same cross that you worship." It's finally time to climb down from the Owlship.

— Senior editor Adam Rogers (adam_rogers@wired.com) interviewed Battlestar Galactica producer Ron Moore in issue 16.06.

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Video: Creating Watchmen's Owl Ship

Video: Meet Watchmen's Female Ass-Kickers

Video: Re-Creating Watchmen's Comic Book World

Archaeologizing Watchmen: An Interview With Dave Gibbons

Watchmen Art Reveals Ozymandias and the Gang