The goal of this project was to create a full photo-real 3D environment with a big epic fly-through camera shots of an old fantastical city. We designed the whole project, from camera moves to city structures and streets to grand palaces and rivers bustling with boat traffic. We modelled the city in great detail, right down to street vendors, and populated it with the people that live there.

We wanted to push the limits and create a full 3D environment shot that would be believable and as close to photo-real as possible – something that you would expect to see in a feature film. That meant a lot of research and planning: we studied aerial shots, scoured our favourite movies and tonnes of photos to really understand what made these cities believable. We really enjoyed creating this new world with all its details and the subtle elements that make flythrough shots believable.


We gathered references for hero assets like the grand palace to find the shapes and a strong silhouette to help with the design process. We also did colour studies to explore the lighting and mood that we wanted to convey in the shot.

Props Modeling

We wanted to create our assets in a way that could allow us to re-use and repurpose them to create new buildings. So we created street level props and building features that we could reuse and create a variety in buildings and streets. 

Building Modeling / variation

Once we had a good amount of props and building features, we used them to dress our buildings. We knew that we had to populate the scene with a lot of geo, so we kept our geo as light as possible so we don’t overload on polys. We modeled ten buildings total and varied the textures and building features to create a larger library of buildings to use throughout the scene.


The grand palace was created based on concept art we created. We repurposed a lot of the buildings features and props to dress the larger modeled shapes of the Palace. This saved us time and added a level of detail and scale that was needed to create a grand palace.


To sculpt the Ganesh statue we started by modeling a simple base mesh in 3ds max. Once in zbrush, we posed it and added the detail needed. Since we never see it too close in the shot, we used uvunwrap in zbrush to quickly layout the uvs and apply a texture.


Boats / ship

The boats and ships we’re modeled using the same approach as the buildings. We modeled props and features for the ships that we could repurpose to create new boats and ships since they would be used quite a lot to populate the water. We varied the textures as well to add more variety in color and design.


The water was a simple Vray shader mixed with a ground shader. A black and white matte was used to blend the two together. We made sure that the Vray shader had sufficient reflection and appropriate color to sell the appearance of water. 

people / flags / birds

india shot

To create more motion and create a believable aerial shot we needed to create people walking in the streets. We did a simple rig on a basic human model and did a basic walk cycle, we could get away with shortcuts here because of motion blur and the moving camera. Flags were simulated in max, and birds were animated with a simple rig for flapping.


scene assembly

This was one of the most tedious steps. Since we had to finish the shot with a tight deadline we didn't have time to experiment with new software. To have full control on the layout, we decided to hand place all the elements in the shot. Once we had the main areas locked, we just instanced those sections and rotated them around to get some variety. We used the same approach for people, shops and trees.


The scene is lit using a Vray area light with overshoot on to simulate the sun and an HDRI map for the environment. Our main concern while placing the light was to get a clear read of the shapes in the hero palace.

render passes/ compositing

We rendered a beauty pass with Vray fog, a keylight pass, a zdepth pass and a material id pass to use as a selection for the different parts. Once in nuke, we use those passes to push back more the elements in the distance, warm up the sunlight and color correct the scene.

matte painting

We painted a sky and the far mountain in Photoshop and camera map it back on a card in 3ds max.