Cats – From record-shattering stage musical into a breakthrough cinematic event

When Tom Hooper was approached by producer Debra Hayward about a film version of Cats in 2012, in London, where Hooper was in post-production on his film adaptation of the stage musical Les Misérables,  the possibility intrigued him. “I just thought what a shame it would be if I never did a musical again, because I’d learned so much doing Les Mis,” Hooper says.

Featuring Lloyd Webber’s iconic music, Cats is one of the longest-running shows in West End and Broadway history, the stage musical “Cats” received its world premiere at the New London Theatre in 1981, where it played for 21 years and earned the Olivier and Evening Standard Awards for Best Musical. In 1983, the Broadway production became the recipient of seven Tony Awards, including Best Musical, and ran for an extraordinary 18 years. Since opening in London in 1981, “Cats” has continuously appeared on stage around the globe, to date having played to 81 million people in more than 50 countries and in 19 languages. It is one of the most successful musicals of all time.

As a boy, Hooper had seen Andrew Lloyd Webber’s “Cats” on the stage and had been wonderstruck by it. “I first saw Cats when I was 10 years old, and I have such a vivid memory of what an extraordinary experience it was,” Hooper says. “I felt I was being initiated into the secret world of cats. It felt like I was being given this privileged access to this other way of looking at the world.”

In the original 1980s stage musical, “Cats”takes place on the night of the annual Jellicle Ball, when Old Deuteronomy, the elderly leader of the cats, will choose one cat to ascend to the Heaviside Layer to be reborn into a new life. Cats competing to be chosen must perform a song about themselves for Old Deuteronomy. But the sinister outlaw, Macavity, in his determination to be chosen, tries to disrupt the proceedings by making the cats that stand in his way magically disappear, leaving him the only contender. When Old Deuteronomy still refuses to make Macavity the chosen one, Macavity takes Old Deuteronomy, too. Just when all seems lost, magical Mr. Mistoffelees uses his powers to conjure Old Deuteronomy from captivity. The musical ends with Grizabella the Glamour Cat, a formerly shunned member of the tribe, performing her song “Memory,” and Old Deuteronomy choosing her as the cat who will be reborn.

The longevity, record-breaking success and global appeal of “Cats” was undeniable, but as a potential film adaptation, it presented some challenges and opportunities.

The show has little narrative structure in the traditional sense. The stage production is essentially a series of poems put to song that become stepping-stones for spectacular dance and music sequences. It also features actors in cat costumes and exaggerated feline makeup, neither of which would quite work on film. But the potential to create a new, extraordinary cinematic experience was there.

Hooper had worked with Debra Hayward on Les Misérables and after that film was finished the two began developing ideas for how to adapt Cats. “We had a meeting with Andrew Lloyd Webber after which we all decided to move forward with it,” Debra Hayward says. In a bit of serendipity, the rights to “Cats” were controlled by Universal Pictures, with which Hooper and Hayward had just made Les Misérables. Even better, Hayward’s fellow producers on Les Mis, Working Title’s Eric Fellner and Tim Bevan, were on-board to adapt “Cats” for a film, as well. “Everyone with whom we had made Les Mis—the head of the studio, Donna Langley, Working Title—came back together for Cats,” Debra Hayward says. “It was like getting the band back together.”

Les Mis had been the first musical film Working Title had produced, and co-chairmen Eric Fellner and Tim Bevan understood the appeal of a film that could transport audiences into a magical new world.“Musicals have an enduring family appeal,” Eric Fellner says. “They take you away from the real world in a similar way that superhero movies do. Musicals captivate audiences through unbelievable, dream-like scenarios.”

Fellner also saw that the poetry-based elements of the stage musical could be a benefit more than a challenge. “That’s what makes this musical extraordinary,” Fellner says. “There’s very little reworking or rewriting, and we were proud to be able to carry that through this film. The legacy of T.S. Eliot and his love of writing is inherent in the DNA of this entire production.” Fellner also understood why Hooper was the ideal filmmaker to adapt it for the screen. “Tom Hooper can create narrative and emotion out of stories that often don’t have obvious narrative or emotion,” Fellner says. “That’s the kind of director that you want for a project like this. He is able to bring out the story and emotion, while combining the musical elements beautifully.”


Working with Hooper, screenwriter and playwright Lee Hall began tackling the adaptation, weaving the lyrics into a narrative structure. Hall had written the screenplay for the film Billy Elliot and then later wrote the lyrics for the stage musical adaptation, so he had essentially done a process like this before, only in reverse.

“What is great about Cats are these fantastic musical numbers,” Hall says. “It’s one great song after another. It has a structure but not a story. The story of a film needed to have a journey, so we literally started thinking about a journey in London. Tom and I were writing in Soho and would walk around those streets as we were talking about this problem. And then one day we realized the journey we were on was fascinating, through the little alleys and streets of Soho and central London, and that we were essentially in Eliot’s London. That was the first step.”

Unlike the stage musical, which was set in the 1980s, Hooper’s Cats would be set in London in the 1930s, when Eliot would have been living and writing there. This one decision would eventually shape every design aspect of the film and resonate narratively and thematically on multiple levels.

“The 1930s was sort of the end of the music hall era,” Hooper says. “In that period between the wars, the music hall review show was this dying art form. Our genius production designer Eve Stewart found these wonderful photographs of Soho and the West End from the time, full of music hall that were falling apart. And in some sense, if you think about the form of Cats, it’s kind of a musical review. You have all these different styles of performers coming to entertain the audience. I know from Andrew Lloyd Webber that some of the poems that T.S. Eliot wrote were based on the rhythms of music hall hits, so there seemed to be something very evocative about this cabaret-style review structure, where all these cats are performing to prove they’re worthy, set at a time when that form of theater was passing away.”  

The next step was finding a character that audiences could latch onto. “Once you start thinking about journeys you start thinking about fairy tales and their classic storytelling structure,” Hall says. “So, I then thought, what if we follow one cat through the whole thing, and that’s how we came up with the idea of following one young cat, Victoria, on a coming-of-age journey through London.”  

The character of Victoria was featured in the original stage musical and was a principal dancer in the show, but she was not a prominent character; she didn’t even have her own song. So, the filmmakers expanded the character to serve the narrative. “Victoria becomes the conduit into our world of Cats,” Debra Hayward says. “It’s in that tradition of fairy stories—Alice going down the rabbit hole, Dorothy going up through the tornado or Wendy out the window with Peter Pan.”

Victoria would become the audience’s guide into the incredible world of Cats. “After Victoria is thrown away in a sack, she enters this night-time world of the Jellicles and is taken on an odyssey,” Debra Hayward says. “Along the way she meets all these wonderful, amazing characters.”

As part of her character expansion, Hall and Hooper gave Victoria a narrative partner in the form of Mr. Mistoffelees, a prominent character in the stage show whom they modified for the film. “It was creating the sense of somebody Victoria might go on this journey with,” Hall says. “Mistoffelees is sort of a fun, bumbling fool who comes good in the end; Victoria’s jejune, finding out about her own sensuality.”

Victoria finds herself in an extraordinary world of incredible characters who take her in and teach her about their world; but she in turn teaches them, too. By using the character of a shunned cat, Grizabella, and Victoria’s reaction to her, Hooper and Hall were able to create a central emotional arc to match their narrative one.

Cats is really about the power of community,” Hooper says. “It tells the story of this excluded cat Grizabella who’s on the margins of society, almost as if she represents someone in a state of homelessness. We see our tribe of cats viciously excluding her. It’s the innocent outsider, Victoria, who challenges the prejudice of the group. She shows that we are stronger when we are inclusive through the act of forgiveness, that when we include people on the margins of our society our society is stronger. So, at the center of this entertaining, fun, comedic, fantastical and transportive musical is a timely story about the importance of inclusion and community, forgiveness and redemption.”


“I’m a great believer in live performance—live singing, live dancing,” Tom Hooper says. “If I have a strength as a director it’s about capturing lightning in a bottle. Just like with Les Misérables, the visuals for this film support live performance, so you keep that incredible connection with the actor.”

Hooper’s vision, above all, was to transport and thrill audiences the way he had been by the stage production as a kid, but now elevated into an immersive, entertaining, cinematic extravaganza.

“I want to give that experience to the modern equivalent of the 10-year-old me and to the parents and grandparents of that 10-year-old,” Hooper says. “What’s extraordinary about Cats is that it continues to touch every generation. People have this incredible love of the music, so we are staying true to this brilliant score that I still think is one of Andrew Lloyd Webber’s best.”

The film, though, allowed Hooper and team to amplify and expand on areas that a stage production could not. “We can do dance on a bigger scale, on real sets and in an ever-changing London landscape,” Hooper says. “Whereas the show was limited to everything being set on the Wasteland, the first half of the film is this wonderful journey through Soho in the 1930s. So, the film presents dance in a much more epic and realistic context.”

“Epic” and “Realistic” were key words for Hooper’s vision, and that extended to the scale and look of the sets and to the look of the cats themselves. “In a CG world, you can have an actor or performer do anything,” Debra Hayward says. “They can jump from the top of a building and land on the street. What Tom was keen on with the dancers was to see how far he could push the dancers in a cat-like way without having to resort to huge visual effects. Live performance was really important to him.”

Hooper’s vision would eventually attract some of the most extraordinary artists, in front of and behind the camera, ever assembled for a musical film, and extend from the fields of music and dance to cinematography, visual effects, production design, costume design, sound and beyond.

“It’s a huge responsibility to take something that is so beloved and so mature as a piece of work and recreate it for the screen, and it was a responsibility that we all took incredibly seriously,” Debra Hayward says. “We spent a long time during the research and development stage working out how to retain the integrity of the show and of the score, while finding a new way to tell the story. It was exciting for us, though, because nothing like this has been done before.”

Finding Your Inner Feline – The Cast Goes to Cat School

Before filming got underway, every member of cast had to learn the physical language of the feline, attending the appropriately named Cat School under the tutelage of cat movement choreographer Sarah Dowling. Each week the actors/dancers would study the physical behaviour and movements of real cats and, in group sessions, work together to find their inner cat, channeling the emotional and psychological behaviour of their character into feline movement. “The whole fun of the film is that it is humans playing cats,” Hooper says. “By doing it this way, we were going to see some of the best dancers in the world interpret how to be a cat.”

The cast found the classes invaluable in creating their characters and entering a feline mindset. In fact, some of them, perhaps, got a little too into it? “We had cat school at the studio on set, but I was much more committed than that,” James Corden says, laughing. “I lived as a cat for about eight weeks when I was gearing up to shoot the film. I had a litter tray next to my bed, a big scratch pole in my office and I employed a couple people with laser pens just so I could follow them everywhere.”

The Music – From Stage To Screen – Adapting Cats’ Legendary Songs for Film

T.S. Eliot may have written the source material for Cats, but Andrew Lloyd Webber breathed life into Eliot’s words with music, resurrecting his poems by elevating them in a musical that has become beloved by legions of fans around the globe. Maintaining the integrity of the music was crucial to the success of its adaptation to screen.

“We are staying true to the brilliant music Andrew Lloyd Webber wrote, this extraordinary score which I still think is one of his best,” Hooper says. “Andrew has this incredible combination of an incredibly gifted and strong sense of melody, a melody that’s very accessible to the widest audience, and yet, he wants to avoid cliché, wants to surprise, wants to push the boundaries. You look back at the score he created, and his use of electronic music in 1981, and it’s groundbreaking. In some ways, it’s still ahead of its time.”

Lloyd Webber himself produced the film’s score, and was joined by Grammy-winning musician, songwriter and record producer Greg Wells.

The goal was to maintain the integrity of the music, but also make it feel fresh and new again. “We were faced with the challenge of figuring out how to approach the music from a contemporary perspective while also preserving the original,” producer Eric Fellner says.

The live on-set recordings were overseen by Marius de Vries (La La Land, Moulin Rouge), who has been behind some of the most culture-defining recordings and soundtracks of the past three decades, and associate music producer David Wilson, who also worked with Lloyd Webber on the orchestrations. 

Prior to filming, the cast worked with de Vries and Wilson to help prepare for their performances.“The fundamental chemistry of filmed performance is the relationship between the director and performer,” de Vries says. “My goal was to manage the music without having to insert myself unduly during the filming process, so it was important for me to spend time with each of the cast members beforehand and thoroughly figure out where they needed any particular guidance or explanations or where we needed to adapt the music to fit each actor’s individual talents. In some cases, the process took many weeks of intense vocal training and rehearsal, and in others, there was very little vocal training or rehearsal at all, more just discussion and an examination of intentions. In every case, I tried to set the machine up as well as I could and then let it roll.”

Finding Their Voices  – Cast Vocal Training

The cast spent many months in vocal training preparing for their roles, which would involve singing while performing intensive dance moves, often for 11 shooting hours a day, over a period of three months. Vocal coach Fiona Grace McDougal had worked on many of Lloyd Webber’s stage shows and helped prepare the cast for the vocal equivalent of a marathon.

“The difference between stage and film is going from performing the song once or twice in a day to suddenly performing it over and over again and that can be really demanding on the voice,” McDougal says. She focused on helping the actors build up vocal strength and stamina, and helped them master their own voices. Just as important, she gave them the confidence to take on some of the most iconic songs in musical theater. “She’s just phenomenal,” Judi Dench says. “She makes you think you are Callas.”

The Live Sound of Cats

From the first frame of Cats until the very last, the actors are singing, and just as Hooper had achieved with Les Misérables, singing live. Unlike with Les Mis, the actors are also dancing. “Every single day on Cats was bigger than our biggest day on Les Mis because of the dancing element,” says production sound mixer Simon Hayes, who won an Oscar® for his work on Les Mis. “We also had live percussion to keep the dancers in rhythm. On Les Mis we only had a live piano.”

Recording the music live in this way gives the actors complete freedom and control over the performance of the song. It also allowed spontaneity, which is vital to achieving great performances. The emotion of the song matched the emotion of their actions. “They don’t have a point when they have to sing,” Hayes explains. “They can choose their timing based on the decisions they are making as an actor rather than predetermined decisions that have been made by a recording track that they are hearing in their ear. When they decide to sing a line, the piano will accompany them, not the other way around.”

As for how to deal with the background sound of dancers moving across the stage while someone is singing, Hooper and team decided to embrace it. “Tom wanted to celebrate elements of the noise that we encounter along the way,” Hayes says. “He feels that there’s always an emotion within the on-set noise as long as that noise is real to the performance we are filming. When we hear an actor out of breath from a dance routine there is a reality that the audience will be able to connect with because they will know what they are watching is real.”

The Visual Effects –Alive and High-Kicking

Long before the first character was cast or the first set built, the filmmakers needed to create a new look for the cats themselves. The stage musical was of its time—big makeup, big hair, ʼ80s-style costumes—but what worked for stage would not work for 21st century cinema. Early on, Hooper began working on options with his longtime production designer Eve Stewart, who had first collaborated with Hooper on the 2005 miniseries Elizabeth I and has worked with Hooper on all his films since. “What’s fantastic about Eve is she’s a great world creator,” Hooper says. “She got involved right at the beginning in designing the cats. Before we had any knowledge of how we could create them, she was doing these incredible evocative images that caught the fun, the humor, the pathos, the sadness, the drama of these characters.”  

Hooper and Stewart often seem to almost be able to read each other’s minds. “Tom and I make a great team,” Stewart says. “He’s extraordinary at making decisions and I’m a prolific presenter. When I had 32 ideas per minute, I needed someone who would say, ‘That’s the one.’ It was a great combination of exuberance and exactitude.”

Hooper had established some firm guide rails, producer Debra Hayward says. “Tom absolutely knew he wanted to catch the live-performance aspect,” Hayward says. “He did not want it to be a computer-generated version of Cats.” The actors also had to be able to dance and move as cats at all times, and Hooper wanted that done through performance, not via technology. “He did not want to cross that line into something that could be achieved in visual effects,” Hayward says.

The team looked at how they could employ costumes, makeup and prosthetics, but realized that with the actors and dancers in motion most of the time, makeup would run and costumes and prosthetics would hinder movement. Luckily, technological leaps in visual effects and motion capture would assist Hooper in turning his vision for the cats into a reality.

One line or dot out of place and it would impact on the VFX team’s ability to do their job. “We put patterns onto the faces of the various cats,” Martin recalls. “The lines on their faces were extremely precise and needed to be in the exact same spot every day, so we had masks made which we cut the patterns into and were able to use these as a reference guide.”

Creating the 1930s London of Cats

“One of the truly magical things about this as a movie is you walk on the sets and you are transported, scaling the world up around our cats, where the world becomes unfathomably large,” Tom Hooper says.

Cats takes place over one night in 1930s central London. From the moment Victoria is abandoned in the Wasteland, the audience is taken on a whirlwind ride through dark graveyards, rubbish-strewn back alleys, a domestic kitchen, a neon-lit Milk Bar, a decrepit theatre and eventually to Piccadilly Circus.

“Tom was keen from the beginning to honour the world that T.S. Eliot created in these poems, and that’s what we tried to do in the film,” says Debra Hayward. Production designer Eve Stewart sought to capture the London that Eliot would have been seeing in the 1930s as he was writing his Old Possum’s Book of Practical Cats. “Very early on, Eve began to do these incredible renderings of the world, night skies with all these pinks and mauves and purples and inspired by the idea of Soho—colored neons flooding into the misty London 1930s sky,” Hooper says. “Her process starts with this extraordinary artwork that she creates that ends up inspiring me and inspiring the team.”

Working with Hooper inspired her, too. “Tom and I initially thought about the time that the film takes place,” Stewart says. “It’s set roughly around the year that T.S. Eliot published Old Possum’s Book of Practical Cats, so we really wanted to capture the look of the middle of London in the late 1930s.”

Cats is Stewart’s sixth film with Hooper, and the success of their working relationship lies in a mutual desire to immerse themselves in the lives of the film’s characters. “In the beginning, I drew every single scene, so we could discuss them,” Stewart says. “I would also make very detailed, colored models so everyone knew what we were aiming for early on.” Stewart believes it is vital for filmmakers to be able to live and breathe the world she creates for them and that is never more evident than in the sets she has designed for Cats. “Eve always brings such a strong sense of realism to the worlds she creates,” Hooper says. “And in this case, she balanced that with the wit, the humor and the scale of what we were planning, balancing the magic with a sense of grit and decay.”

Designed from a cats-eye view, so that the human actors appear to be the size of actual house cats, Stewart’s set—the sheer scale of them—is nothing short of breath-taking. Everything has been magnified and scaled up to extraordinary proportions. 

“We spent a long time trying to work out what the scale of our world was,” Debra Hayward says. “We did a lot of research into how big cats were versus the human world and we arrived at this ratio of around two-and-a-half to one.”

With some exceptions, Stewart says. “The sizes of the set pieces all varied in scale,” Stewart says. “Every single thing on set had to be made from scratch, and while the size of some objects were multiplied by three, other things didn’t look believable at that size. For example, the chairs had to be three times their normal size, to give the cats something to jump up onto. But we quickly learned that certain things, such as bricks, didn’t look realistic at that scale. It was an ongoing process of adjusting every small detail until it was just right.”

As fantastic and theatrical as the world of Cats is, it’s grounded in reality. The main street in the film is Soho’s Meard Street, and the dance hall is a re-creation of what once was a small theater for magicians behind Piccadilly: the Trafalgar Square Lion. “We talked about Eliot’s great Wasteland and this idea that, between the wars, London’s music halls were sort of dying out and falling apart,” Hooper says. “That slightly dilapidated version of London we felt would give cats even more freedom to roam the night.”

Solving Technical Challenges

Creating a very real giant world—no digital green screen was invoved in the shooting of this movie—was a major undertaking, made all the more challenging because the construction of every set had to be able to accommodate live singing and dancing. The sets had to be designed and built to minimize sound, be strong enough to accommodate 50 dancers cavorting across them at any one time, and yet have sufficient bounce for some feline acrobatics. It was an immense challenge as they had no idea when they were building the sets exactly where on them the dance numbers would be taking place.

“One of the biggest hurdles for the design and construction of the set pieces was that we didn’t know exactly where the cats were going to go,” Stewart says. “We had some of the best dancers in the world and they were constantly moving around the sets, so we had to make sure that every surface, every pipe going up the wall, every door knob, handle and drawer was able to safely hold the weight of the dancers.” Adding to Eve Stewart’s pressure, every last prop had to be custom-made—every fork, table, chair, cushion, bowl, telephone. You name it, they made it.

Multi-Camera Mastery –Shooting Cats

Filming massive sets, gigantic live production numbers and a huge cast required a director of photography skilled at tackling all of that and more. Luckily, Christopher Ross had recently shot Yesterday, which saw him working with live-performance singing to crowds of 6,000 people. Together, Ross and Hooper devised a plan for how to film the world of Cats. “The combination of dance routines, vocal numbers and young Victoria’s journey all collide in this story,” Ross says. “I wanted to show the balletic routines with great grace, the vast chorus numbers with huge scale and the softer vocal moments with visceral intimacy. During intimate or confrontational moments, we shifted to use handheld photography. When you’re making a straightforward drama, the locations you inhabit and the story you tell tends to be relatively linear. Whereas, in the musical form, you can take huge leaps in one direction or another. I really enjoyed that ability to experiment visually.”

In addition, Ross adjusted his shooting style for individual musical numbers and sets. “Mungojerrie and Rumpleteazer’s scene in the bedroom has a staccato, jazz-like rhythm to it, which lent itself to more cuts to amplify these moments of thievery, which those characters are prone to,” Ross says.

The film takes place entirely over one night, from dusk until dawn. Each song is written in a slightly different style and features a different set of characters and locations. “We used Victoria’s story and the choreography to guide us as to where to place and how to use the camera,” Ross says. “I broke down how we wanted each environment to feel and then worked out how to bring the light from that environment onto the characters, who pass in and out of the lights and shadows.”

Ross and Hooper had to work closely with the choreography team to make sure the environments were lit to show off the dance to maximum effect. “We had to not only focus on the atmospherics of the scenes, but on the silhouettes, highlights, sidelights and cross lights, particularly during the dance routines,” Ross says. “Some movement looks better in a silhouette, while others look better side-lit.”

And, of course, London itself proved a principal creative touchstone. “When I became involved in the project, the production designer, Eve Stewart, and Tom Hooper had already had many conversations about the visualization, settings and scale of the film,” Ross says. “Setting this film in 1930s London helped make this a more visceral, real story. Our sets were infused with various colors, which we let influence our visual storytelling.”

To emphasize the scale and perspective of the sets, and the cats within those sets, Ross worked with different scales. “We had to be mindful of continuously paying attention to the fact that our human-sized performers were to be visually scaled down to the size of cats,” Ross says. “In order to keep this consistent, we made sure to constantly have an object like a trashcan, a curb or a doorframe somewhere in the shot at all times. When the viewer sees how large those items are next to the performers, it reminds them about the geometry of the environment.”

He also found inspiration in some unexpected places. “We looked at films like Toy Story and Wall-E for ideas on how to constantly remind the audience of the scale,” Ross says.

Because of the scale of the production numbers and sets, Ross had to be vigilant about framing and lighting, especially on the actors’ faces. “From a technical perspective, if you try to light a dance routine from any closer than 30 feet from the dancers you run out of dance floor very quickly,” Ross says. “So, since the game plan was to give the dancers the whole floor, I needed to figure out how to create an atmosphere where the audience falls in love with the character while also allowing the dancers space to shine.”

As with all aspects of Cats, the ambition was always to stay focused on the story and the characters. “From a cinematography perspective, the greatest complexity was in telling the story and not letting the VFX side of things get in the way or overshadow what Tom was trying to achieve with performance,” Ross says. “In order to do this, we worked on a shot by shot basis, trying to achieve the cleanest outline of the dancers with minimal infringement, but knowing that infringement was inevitable in pursuit of capturing the most evocative performance.”