Much more fun from everyone's favorite green ogre

So as you've seen, the DreamWorks family is very loyal to their franchises. And one in particular that they're very proud of is the Shrek series.

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Well, that lovable green ogre is back, along with his wife Fiona, Donkey, Puss in Boots, Prince Charming, and a whole lot more new faces in the newest installment of the series, Shrek the Third. had the chance to be up in San Francisco at the offices of DreamWorks Animation/PDI to see first hand what goes into the making of these $500 million movies. You can see the first half of our day right here.

After that, we walked around the building talking to many of the men and women responsible for bringing Shrek to life on screen. Our first stop was the Art Direction; in this large office style area were shots of DW Animation's next projects, Jerry Seinfeld's Bee Movie and Jack Black's Kung Fu Panda. There were also many sketches and story board artwork from Shrek the Third, as well as full mini-scale models of the sets from the film, including the castle and Merlin's layer.

We spoke with Guillaume Aretos, the production designer (who coincidentally, voices the disgruntled French make-up artist for Shrek and Fiona); and also in that chat was Peter Zaslav, the art director on Shrek the Third. Guillaume told us, 'It takes three and a half years to make these movies.' He says in the beginning stages, 'We kind of go crazy, and have lots of freedom; after that, we have production time and get a little more military. We have about 400 people working on the show working together to put together the movie. We have to be very serious about planning, about sequences that are going to end up in the movie; we design all the characters, and have to build the design.'

According to Peter, 'We do everything that has to do with the artwork in the movie; character work that is in sequences, we tack all that in there. For this film, we wanted to do something new with the environment because Shrek was feeling a little doubt about being a father. We looked to Northern European locations for inspirations, so there's a lot of fall colors and Celtic design.'

What was really cool about the other rooms we went in, was each of them were designed to resemble a different character's style. For instance, in the clothing character development room, there was a table for tea with the characters of the wolf, the 3 pigs, and Pinocchio. And in the lighting/FX room, the Gingerbread man was writing on the chalkboard, in his dunce cap, 'I will not eat my gumdrop buttons.' It definitely enhanced the room atmosphere and really got me in the mood for what we had in store.

The head of layout, Nick Walker, talked about the themes of Shrek the Third; he said this one is definitely different from the others as 'This is a film about taking responsibility and fatherhood.' He also mentioned on this film, 'There was a special camera rig made just for this movie so you could follow each character.'

Shrek the Third isn't the only thing the animators are working on right now - not only are they starting to work on the new McDonald's commercial, they're currently in production on a Christmas special, Shrek the Halls. And, with Shrek the Third still not even complete, a Shrek 4 is also in the works. 'We know there is a Shrek 4 and I know the story; it's actually very good and very funny,' Aretos said. Unfortunately, he wouldn't tell us what it was about or what it would focus on - but really, would you want to know?

Supervising animator, Tim Cheung also said for Shrek the Halls, they're keeping up the same kind of standard on technology for that. 'The chances of it being a cheaper version is kind of hard because it's such a big franchise, and potentially, it'll be played for 15 years. The quality's got to be just as good and they're already asking me to help out on that. It's a fun little story.'

Tim mentioned working on something like this is so draining; coming down to the wire, he's really feeling the pressure, especially from his biggest critic - Mike Meyers. 'Just a week ago, he gave us a bunch of notes. And that's what I was doing late last night was the Mike Meyers' requests. A lot of times, as we screen the movie, it's more of a comedic pass, making the story stronger; all these little things means work for us. We tweak and tweak and make the story as good as it can be. Mike Meyers requested a scene in the movie, and he's going to have to record it; but these stars get paid $20 million, so that's all part of the work.'

From what we saw, Shrek the Third is going to be one amazing film; it opens in theaters May 18th.

CLICK HERE for part 1 of our set visit!