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Strange Magic is a 2015 American animated jukebox musical fantasy film directed by Gary Rydstrom and produced by Lucasfilm, with feature animation by Lucasfilm Animation and Industrial Light & Magic. The film's screenplay, by Rydstrom, David Berenbaum, and Irene Mecchi, is based on a story by George Lucas inspired by William Shakespeare's A Midsummer Night's Dream. The film stars the voices of Alan Cumming, Evan Rachel Wood, Elijah Kelley, Meredith Anne Bull, Kristin Chenoweth, Maya Rudolph, Sam Palladio and Alfred Molina. It follows the leader of the Dark Forest Bog King (Cumming) who hates the notion of love and ordered the destruction of all primroses, but he begins to change his mind upon meeting with a feisty fairy princess Marianne (Wood) whose heart was broken by a philandering fiancé Roland (Palladio) to find her sister Dawn (Bull). Meanwhile, Sunny (Kelley) makes his way to the Dark Forest to collect enough primrose petals for a potion of his own. Lucas had been working on developing the project for 15 years before production began, who had long wanted to make a film for his three daughters, and described the film as Star Wars for a female audience. Production was already well underway. The musical score was composed by Marius de Vries, while the soundtrack consists of numerous pop songs spanning several decades. This was Lucas's first writing credit since the 1994 film Radioland Murders not to be associated with the Star Wars or Indiana Jones franchises. Strange Magic was released in theaters in the United States on January 23, 2015 by Touchstone Pictures, making it the first Lucasfilm production to be distributed by Walt Disney Studios Motion Pictures, following Disney's acquisition of Lucasfilm on December 21, 2012. The film was panned by critics, who criticized its script, humor and songs but praised its animation, and was a box-office bomb, grossing $13.6 million worldwide and losing around $40–50 million. To date, it is the only Lucasfilm Animation production not to be part of the Star Wars franchise, and the most recent original project produced by Lucasfilm. Plot A magical realm is divided between the Fairy Kingdom and the Dark Forest. When fairy princess Marianne sees her fiancé, Roland, kissing another fairy on their wedding day, she vows never to fall in love again. In the Dark Forest, the Bog King has the same view on love, despite his caring mother Griselda's protests. Marianne's sister, Dawn, and her elf friend, Sunny, are nearly devoured by a giant lizard before Marianne rescues them. After falling through the border and into the Dark Forest, Sunny finds a primrose petal and hides it. At the Spring Ball, Roland tries to win back Marianne, who angrily drives him away. Roland consults his warriors, who jokingly tell him to procure the love potion to woo Marianne. Roland then encounters Sunny, who has an unrequited love for Dawn. He convinces Sunny to venture into the Dark Forest to get the love potion, which they would both use on their respective fairies. Sunny goes back and finds the hidden primrose petal and, with the guidance of an Imp, travels to the Bog King's lair, where the Sugar Plum Fairy was being held prisoner by the Bog King. Sunny finds the Sugar Plum Fairy, who agrees to make the love potion if Sunny promises to set her free. Plum's escape rouses Bog King, who recaptures her while Sunny and the Imp escape. Sunny returns to the ball and tries to hit Dawn with the love potion. Bog interrupts the celebrations and captures Dawn just as she is sprayed by the love potion and the imp steals it in order to spread it throughout the forest. Bog orders them to deliver the potion to him by moon-down or he will harm Dawn. Defying her father's order, Marianne flies off after her sister while he grants Roland a small army to head off on foot to Bog's castle. Dawn falls in love with Bog due to the potion, and Bog has her imprisoned for his own sanity. Marianne arrives and fights with Bog to return her sister. When she realizes the severity of the situation, the two of them begin to find common interests. When they consult Sugar Plum for an antidote, she explains that true love will negate the effects of the potion. A mutual attraction begins to develop between Marianne and Bog, but only Griselda sees it. Sunny recovers the potion from the imp and gives it to Roland as they march on to the castle. Bog sees this and suspects that Marianne had set him up, breaking his heart again as he leaves her stranded in a spider web. She escapes and joins in the battle taking place at the castle. Sunny frees Sugar Plum, Dawn, and the love-stricken forest creatures that the imp had hit with the love potion. In the escape, Bog holds the mouth of his den open long enough for everyone to escape. He survives, to Marianne's relief, and Sunny reveals his true feelings to Dawn, and they kiss. Bog and Marianne finally admit their feelings for each other and kiss. Voice cast Production George Lucas had long wanted to make a film for his three daughters, with the original idea for the movie being generated 15 years prior. He described the film as Star Wars for a female audience stating "Star Wars was for 12-year-old boys; I figured I'd make one for 12-year-old girls." On the film's plot, co-writer and director Gary Rydstrom stated, "We pitched it as a Beauty and the Beast story where the Beast doesn't change." According to Rydstrom, Lucas, who ultimately served as executive producer and story writer on the project, "really wanted to make a beautiful fairy tale with goblins and elves, and do it in a way that only this company can do. He had been working on it for a long time." Rydstrom mentioned that Lucas emphasized that the story should be about "finding beauty in strange places". Rydstrom also stated "It was important for him to tell this story where you saw the beauty in something you didn't expect to see—that it looked ugly on the outside but you saw the beauty underneath." The film was in the works for 15 years including, at one point development alongside the Star Wars prequels. Before The Walt Disney Company acquired Lucasfilm in late 2012, production on Strange Magic was already well underway. The crew, including Rydstrom, screened the film for Disney executives. Rydstrom stated, "We're not Pixar or Disney Animation, so in some ways George was our John [Lasseter] on this one ... I like the fact—not that I don't like advice from all over—but this is our own thing, this is a Lucasfilm project ... I remember when Labyrinth came out and how exciting that was. There was a magic to that, this has the same vibe to me." One of the biggest inspirations for the film's soundtrack was another Lucasfilm production, American Graffiti (1973). For Strange Magic, Lucas revealed: "I had a lot of Beatles songs in there originally, but we couldn't afford them." Many of the songs that did make it into the film were tweaked to help tell the story such as "Bad Romance", whic.... Discover the Anthony S Pitch Michael Berenbaum popular books. Find the top 100 most popular Anthony S Pitch Michael Berenbaum books.