Creativity, Inc.: Overcoming the Unseen Forces That Stand in the Way of True Inspiration

Ed Catmull’s Creativity, Inc. offers an unparalleled look into the inner workings of Pixar Animation Studios, the company he co-founded. This book isn’t just a memoir; it’s a profound exploration of what it truly takes to build and sustain a creative culture that consistently delivers groundbreaking work. Catmull, with the help of co-author Amy Wallace, dismantles conventional business wisdom, revealing that creativity isn’t about magical flashes of insight but about diligently identifying and solving problems, especially those that are hidden or uncomfortable. He argues that the true measure of a leader is their ability to foster an environment where honesty, candor, and a fearless embrace of change and failure are not just buzzwords, but lived realities. This summary will meticulously break down every important idea, example, and insight from the book, providing a comprehensive guide to Catmull’s philosophies on creativity and leadership.

Introduction: Lost and Found

Catmull opens by describing the unique, Steve Jobs-designed Pixar campus, a place built not for luxury but for community and collaboration. While visitors often marvel at the vibrant self-expression and whimsical decor, Catmull emphasizes that these are merely symptoms of what truly makes Pixar special: its unwavering commitment to acknowledging and solving problems, even when doing so is uncomfortable. This dedication, more than anything else, defines Pixar’s success. He reveals a personal turning point after Toy Story‘s massive success in 1995, where despite achieving his lifelong goal, he felt a puzzling sense of purposelessness. This led him to a new mission: understanding why smart, creative companies often make “stupid” decisions that lead to their downfall, and how to build a sustainable creative culture that avoids these unseen forces. He asserts that managers must loosen controls, accept risk, trust their people, and confront fear, embracing the reality that their models may be wrong or incomplete. This book aims to share these philosophies, offering a roadmap for anyone striving to foster creativity and problem-solving.

PART I: GETTING STARTED

Chapter 1: Animated

This chapter delves into the often-unseen forces that impede creativity, starting with a powerful anecdote about Pixar’s long, skinny conference table in the West One room. Designed elegantly, this table inadvertently created a hierarchy of importance, with those at the ends feeling less able to speak up. This design, and the resulting place card ritual, subtly undermined Pixar’s core principle of unhindered communication. Catmull highlights how leaders, including himself, were blind to this problem because they didn’t feel excluded. The realization only came when a meeting in a smaller, square room fostered better, more automatic eye contact and free-flowing ideas. This led to removing the table, but not before realizing that the ingrained habit of using place cards persisted—a “sapling” problem that remained after the “oak tree” of the table was cut down. This experience underscores the nature of management: decisions prompt other decisions, and disentangling problems is a multi-step endeavor.

Catmull then traces his lifelong fascination with animation and technology, stemming from watching Walt Disney on his black-and-white TV. Disney, alongside Albert Einstein, represented the two poles of creativity for him: inventing the new (Disney) and explaining what already exists (Einstein). A pivotal moment was watching Donald Duck come to life from a static drawing, sparking his desire to make images move. Growing up in the optimistic post-WWII era and influenced by the creation of ARPA (Advanced Research Projects Agency) in response to Sputnik, Catmull felt anything was possible. Though he abandoned art for physics, it was a detour that ultimately led him to computer graphics at the University of Utah.

At the U of U, under pioneers Ivan Sutherland and Dave Evans, Catmull thrived in a collaborative, supportive community. He saw the tension between individual genius and group leverage and developed a fierce desire to find a mental model to balance them. ARPA’s trust-based funding model profoundly influenced him, proving that overmanaging researchers was counterproductive. This freedom allowed him to pursue his new goal: to make the first computer-animated feature film. He pioneered techniques like subdivision surfaces, texture mapping (projecting images onto curved surfaces), and the Z-buffer (solving object depth in 3D space), showcasing his innovations with films like Hand and Futureworld. His attempt to sell these ideas to Disney in 1973 was met with indifference—Disney believed computers couldn’t even “do bubbles.” This chapter concludes with the mysterious call from the New York Institute of Technology, foreshadowing the next step in his journey.

Chapter 2: Pixar Is Born

This chapter chronicles Catmull’s early leadership experiences and the unconventional journey that led to Pixar’s formation. His first boss, Alex Schure at the New York Institute of Technology (NYIT), though deluded about his own filmmaking skills, was a visionary in funding computer animation. Catmull learned from Alex the importance of total confidence in hired people, prompting him to hire Alvy Ray Smith, a charismatic Texan whose qualifications made Catmull feel insecure. This decision, though challenging personally, was a crucial step: by ignoring his fear, he learned it was groundless, adopting a lifelong policy of hiring people smarter than himself. This risk yielded a brilliant, committed teammate, demonstrating that always taking a chance on better can lead to the highest reward.

At NYIT, they focused on pushing the boundaries of animation and graphics, attracting top talent. Catmull established a flat organizational structure, giving high-performing individuals significant freedom, which led to significant technological leaps. They developed Tween (automatic in-betweening for 2D animation) and tackled motion blur (essential for realistic computer animation). Crucially, they decided to share their work with the outside world, publishing discoveries and participating in academic conferences. This transparency, initially without a clear payoff, fostered valuable relationships and connections, proving more beneficial than imagined. This period also highlighted a limitation: despite technical prowess, they lacked storytellers.

The landscape changed dramatically with the success of George Lucas’s Star Wars in 1977. Lucas, determined to integrate high technology into filmmaking, sought Catmull to run his new computer division in 1979. Catmull’s honesty and “clarity of vision” during interviews, contrasting with rivals who withheld information, secured him the job. The Bay Area was a fertile ground for innovation, with rapid advancements in computers. Lucasfilm, based in Marin County, offered a protected, academic-like environment distinct from Hollywood’s or Silicon Valley’s prevailing cultures, yet driven by the urgency of a for-profit enterprise.

Catmull restructured his team, hiring managers for graphics, video, and audio, but still felt suspicious of hierarchy. Alvy Ray Smith led the graphics group, which developed the Pixar Image Computer, named from a playful back-and-forth between Alvy and Loren Carpenter (Pixer + Radar = Pixar). However, resistance to change emerged when they developed a video-editing system for Lucasfilm. Film editors, comfortable with razor blades and glue, refused to adopt the new digital tools. This taught Catmull that good ideas aren’t enough; buy-in from the community is crucial, even if it means abandoning plans.

Amidst these challenges, Catmull recalls George Lucas’s folksy analogies, such as building a company being like a wagon train headed west, emphasizing the purpose of moving towards something rather than having arrived. Lucas’s long-term vision, exemplified by his decision to retain Star Wars merchandising rights instead of a higher salary, deeply influenced Catmull.

A pivotal moment came in 1983 when John Lasseter, then a Disney animator, visited Lucasfilm. Lasseter, who had just been fired from Disney for his “avant-garde” ideas, was thrilled by their computer graphics. Catmull invited him to help on a short film, The Adventures of André and Wally B. Lasseter’s genius for creating emotional tension and adding a second character transformed the film, which was ultimately shown at SIGGRAPH 1984. The experience taught Catmull that visual polish doesn’t matter if the story is right, especially when wireframe images didn’t distract viewers from the emotion.

The chapter culminates with Lucasfilm’s decision to sell the computer division due to George Lucas’s divorce settlement. The frustrating search for a buyer, coupled with the “Dweebs’” naive management tactics, pushed Catmull and Alvy to offer their own resignations. After a failed deal with General Motors and Philips, Steve Jobs entered the picture. Initially hesitant about Jobs’s forceful personality and his desire to build a personal computer company, Catmull and Alvy declined his first offer. However, after Jobs’s ouster from Apple and the launch of NeXT, he revisited the idea with a different mindset.

In a pivotal meeting at SIGGRAPH 1985, Jobs, now less to prove, saw the Pixar Image Computer’s potential. Despite Bill Joy calling Jobs arrogant, Jobs, ironically, said the same of Joy, highlighting their intense, mirroring egos. On January 3, 1986, Jobs agreed to purchase the graphics group, willing to back off on control and let them explore computers and graphics. The deal was complicated by poor negotiation from Lucasfilm’s CFO, who tried to assert dominance by arriving late, only for Jobs to start the meeting without him, seizing control. Jobs paid $5 million for the spin-off and invested another $5 million, with 70% of stock to him and 30% to employees. The acquisition was muted, but Jobs’s plea for mutual loyalty after the signing left a lasting impression. Pixar was born.

Chapter 3: A Defining Goal

This chapter explores Pixar’s initial struggles as a hardware company and Catmull’s journey into effective management, leading to the pivotal decision to focus solely on computer animation. Catmull admits to having “no idea what he was doing” as Pixar’s president, highlighting his reliance on popular business books that offered simplistic, often misleading advice like “Dare to fail!” or “Focus, focus, focus!” He realized these slogans were empty platitudes that obscured the harder problems.

One early mistake was setting the Pixar Image Computer’s price at $122,000 based on advice to “start high” from other Silicon Valley leaders. This proved to be a big mistake, as the computer gained a reputation for being overpriced, a first impression that stuck even after price reductions. Catmull learned that this simple advice distracted them from fundamental questions about customer expectations and software development.

A crucial lesson came from studying Japanese manufacturing, particularly the philosophies of W. Edwards Deming. Unlike American approaches that prioritized keeping assembly lines moving at all costs, Deming believed in empowering every employee to stop the assembly line if they spotted a problem. This radical idea fostered continuous improvement and quality, giving workers ownership and pride. Catmull saw this as a beacon, realizing that American leaders were often blind to this wisdom due to their certainty in existing systems. He internalized Deming’s principle: “You don’t have to ask permission to take responsibility.”

The financial reality for Pixar was grim. Despite successes like Luxo Jr. (Oscar-nominated) and Tin Toy (Oscar-winning), the company was hemorrhaging money from low hardware sales. Steve Jobs invested $54 million of his own money, a significant portion of his net worth, to keep Pixar afloat. This led to high tensions, with Jobs frequently imposing conditions that didn’t align with Pixar’s reality. Catmull describes this as a period of constant searching for a profitable business model, feeling burned out and even considering resigning.

Three times between 1987 and 1991, Steve Jobs tried to sell Pixar, including a $90 million offer from Microsoft that he rejected, holding out for $120 million. Catmull concluded that Jobs wasn’t truly looking for an exit but for external validation of Pixar’s worth. He describes Jobs’s personality as brilliant and inspirational, but also dismissive, condescending, and lacking empathy in those early years. Jobs used “aggressive interplay as a kind of biological sonar,” testing people with outrageous statements. However, Catmull learned that if he stood his ground with Jobs, explaining his case repeatedly, Jobs would eventually relent or respect his conviction. This revealed a nuanced understanding of Jobs: for all his insistence, he respected passion.

The turning point came in 1990 when Pixar abandoned hardware sales and went “all in” on computer animation, focusing on commercials for clients like Trident and Tropicana. Despite winning awards and honing their skills, they still spent more than they earned, leading to layoffs of over a third of their employees in 1991.

A life-changing opportunity arose when Jeffrey Katzenberg from Disney proposed a three-picture deal in 1991, with Disney providing majority financing and distribution for Pixar movies. Steve Jobs, acting as Pixar’s fierce protector, rejected Katzenberg’s demand to own Pixar’s technology, insisting on its value as a separate contribution. This led to a breakthrough: Pixar secured creative control over its technological innovations.

The first film under this deal was Toy Story. The team, led by John Lasseter with Andrew Stanton, Pete Docter, Joe Ranft, and later Lee Unkrich, were novice filmmakers in uncharted territory. They faced constant pressure from Disney executives, particularly Jeffrey Katzenberg, who pushed for more “edge.” This led to a disastrous “Black Friday” screening in November 1993, where Woody had become “a jerk.” Disney halted production. This crisis forced the team to reboot the story completely, learning to trust their own storytelling instincts.

Toy Story debuted in 1995 to critical acclaim and massive box office success, becoming the top-grossing film of the year. Pixar then went public, raising $140 million, which solidified their financial future. Steve Jobs had accurately predicted that Disney would try to renegotiate for a 50/50 split, and the IPO gave Pixar the leverage to secure this.

However, after this monumental success, Catmull felt a hollow, lost feeling. His life’s defining goal had been achieved, leaving him without purpose. He soon discovered a “serious, ongoing rift” between Pixar’s creative and production departments, with production managers feeling disrespected and marginalized. This problem was “hidden” from Catmull despite his open-door policy, partly because the managers, being temporary hires, were reluctant to complain and partly because “the good stuff was hiding the bad stuff” (the excitement of making history masked underlying frustrations).

Catmull realized that “being on the lookout for problems was not the same as seeing problems.” This became his new mission: to build a sustainable creative culture that continually asked questions, especially about unseen obstacles. He uncovered that rigid communication protocols, forcing information through “proper channels,” were stifling collaboration. His solution: “Anyone should be able to talk to anyone else, at any level, at any time, without fear of reprimand.” This led to production managers being seen as peers, and the experience of fixing this problem reinvigorated Catmull, giving him a renewed sense of purpose. He understood that building a creative culture wasn’t a singular assignment but a “day-in-day-out, full-time job.”

Chapter 4: Establishing Pixar’s Identity

This chapter focuses on the two guiding principles that emerged after Toy Story—”Story Is King” and “Trust the Process”—and how they were profoundly challenged and re-evaluated during the tumultuous production of Toy Story 2. Catmull explains that these phrases, while comforting and seemingly powerful, eventually became “empty platitudes” that impeded thoughtfulness and self-assessment.

In 1997, Disney requested Toy Story 2 be a direct-to-video release, a decision Pixar agreed to. They quickly realized this was a “terrible mistake” as it ran counter to their values and created an A-team (A Bug’s Life) and a B-team (Toy Story 2) culture. The crew assigned to Toy Story 2 were not interested in producing B-level work, forcing Pixar to lobby Disney to make it a theatrical release, which Disney surprisingly agreed to. This doubled their output overnight, affirming their commitment to quality.

However, production of Toy Story 2 was hindered by faulty assumptions: believing it would be easier as a sequel, assigning inexperienced directors, and assuming the first film’s success was easily replicable. Signs of trouble mounted, with directors constantly requesting “John time” (John Lasseter’s input) and early reels showing little improvement. After A Bug’s Life opened, John Lasseter finally reviewed Toy Story 2 and declared it a “disaster.” The story was hollow, predictable, and humorless. This led to the infamous “Black Friday” where Andrew Stanton insisted to Disney executives, against their belief that the film was “good enough,” that Pixar would “redo it.”

The crisis forced a difficult decision: replacing the original directors with John Lasseter taking over and Lee Unkrich as co-director. Catmull admits they had failed the original directors by putting them in a position they weren’t ready for, prompting soul-searching about their own flawed assumptions.

The Braintrust, which had organically formed during Toy Story‘s production, became central to fixing Toy Story 2. This group of proven problem-solvers, characterized by their candor and ability to dissect scenes without getting emotional or defensive, was instrumental. They made two key changes:

• Adding Wheezy the penguin to establish the emotional stakes of damaged toys being discarded, making Woody’s dilemma more poignant.
• Deepening Jessie’s backstory, culminating in the “When She Loved Me” montage, which made Woody’s choice (love vs. security) a real and relatable dilemma.

The story was reconceived, and the entire company rallied, working grueling seven-day weeks for nine months. This period became the crucible in which Pixar’s true identity was forged. The immense pressure led to employee exhaustion and injuries (a third of staff suffered repetitive stress injuries), leading Catmull to vow that they would “never make a film that way again.” He realized that the needs of a movie could never again outweigh the needs of their people.

This experience yielded vital lessons:

• “If you give a good idea to a mediocre team, they will screw it up. If you give a mediocre idea to a brilliant team, they will either fix it or throw it away and come up with something better.” This highlights that getting the team right is the necessary precursor to getting the ideas right.
• People are more important than ideas. Ideas are forged through tens of thousands of decisions by dozens of people, not singular flashes of insight.
• Pixar’s development department shifted its focus from developing scripts to hiring good people, figuring out their needs, and ensuring they functioned well together. The goal became: “Find, develop, and support good people, and they in turn will find, develop, and own good ideas.”
• Inspired by Deming, Catmull reinforced that any person on any team needed to be able to identify a problem and “pull the cord to stop the line.” This meant proving that quality was the goal, not just efficiency, by putting people first.

Catmull concludes by reflecting on the misleading nature of “Story Is King” and “Trust the Process.” These phrases, while seemingly true, did not protect them from mistakes. “Trust the Process” had morphed into “Assume that the Process Will Fix Things for Us,” making them passive and sloppy. He told his staff that these phrases were meaningless, instead urging them to “trust in people, not processes.” He emphasizes that excellence must be an earned word, attributed by others, not proclaimed by oneself. While acknowledging the need for faith in the creative context (the “Keep on going, even when things look bleak” interpretation), he stresses that this trust must not lead to the abdication of personal responsibility. Toy Story 2 taught Pixar that they must always be alert to shifting dynamics, and that “Quality is the best business plan.” It cemented their identity as a company that would “never settle,” embracing introspection and a willingness to change even in the face of mistakes.

PART II: PROTECTING THE NEW

Chapter 5: Honesty and Candor

This chapter delves into the critical role of candor in fostering a healthy creative culture, distinguishing it from mere honesty. Catmull asserts that while everyone agrees honesty is good, people often have valid reasons to withhold their true thoughts due to fear and self-preservation. To overcome this, he proposes replacing “honesty” with “candor,” a word that implies forthrightness without the moral baggage or fear of punishment. Candor allows people to admit when they hold their tongues, creating a safer space to discuss obstacles to open communication.

The primary mechanism for institutionalizing candor at Pixar is the Braintrust. Its premise is simple: put smart, passionate people in a room to identify and solve problems, encouraging them to be candid. This group, essential for delivering “straight talk,” demonstrates that without candor, trust cannot exist, and without trust, creative collaboration is impossible. Catmull emphasizes that this process requires continuous attention, as the fear of looking bad or offending others constantly reasserts itself.

The Braintrust evolved organically from the close working relationship of the Toy Story quintet: John Lasseter, Andrew Stanton, Pete Docter, Lee Unkrich, and Joe Ranft. Their ability to dissect scenes constructively, argue heatedly without personal agendas, and prioritize problem-solving over ego made them highly effective. The term “Braintrust” became official during the Toy Story 2 crisis. With the expanding production slate, the Braintrust grew into a larger, more fluid group of directors, writers, and story heads, united by their knack for storytelling and the unwavering demand for candor.

Catmull explains the inherent difficulty of candor for newcomers: the desire to be polite, deferential, and avoid looking foolish. This is compounded by societal conditioning and human nature, where strong personalities can intimidate. However, candor is crucial because “early on, all of our movies suck.” He deliberately uses this blunt assessment to convey the true state of their early films. The Braintrust’s job is to go “from suck to not-suck” through bracing, candid feedback and an iterative process of reworking. They diagnose problems in “reels” (crude mock-ups) but do not prescribe solutions, leaving it to the director to find the path forward. This approach is based on the belief that ideas become great when challenged and tested, and that the director’s solution will likely be superior.

The Braintrust is distinct from typical Hollywood “notes sessions” in two key ways:

1. It’s comprised of people with deep storytelling understanding who have been through the process themselves, making their feedback highly valued by directors.
2. Crucially, the Braintrust has no authority. The director is not obligated to follow any specific suggestions, which removes power dynamics and encourages genuine, problem-focused critiques.

Catmull explains that directors often lose perspective on their own projects and need external eyes to see problems they cannot. The Braintrust’s role is to bring these true causes to the surface. He shares how Steve Jobs didn’t attend Braintrust meetings at Pixar because his “bigger-than-life presence would make it harder to be candid,” demonstrating that candor overrides hierarchy.

Examples from Pixar films illustrate the Braintrust’s impact:

• For WALL-E, Brad Bird identified the core flaw in the ending, realizing the audience craved a moment where EVE saved WALL-E, leading to a new, powerful conclusion.
• For Toy Story 3, Andrew Stanton’s feedback on Lotso’s mutiny revealed the need to “flip the army” (Big Baby) against Stalin-like Lotso, leading to the discovery of Lotso’s abandonment of Big Baby.
• For The Incredibles, Brad Bird received feedback that Bob’s yelling felt like bullying. Though the Braintrust misdiagnosed the problem, it prompted Brad to realize the visual discrepancy (Bob’s size vs. Helen’s perceived smallness). He fixed it by having Helen stretch, making her a visual “match,” demonstrating how feedback can reveal hidden problems even if the suggested solution is wrong.

“Good notes,” the term for constructive criticism, are defined as:

• Stating what’s wrong, missing, unclear, or nonsensical.
• Being timely, allowing for fixes.
• Not making demands, but illustrating potential solutions.
• Most importantly, being specific. Andrew Stanton emphasizes that good notes should “inspire the recipient” and be delivered like a teacher, not a critic.

Catmull acknowledges that telling the truth is difficult and that internal resistance can arise. Solutions often involve convening smaller “mini-Braintrusts” or gentle nudges. He reiterates that candor isn’t cruel; it’s built on empathy and the idea that “we are all in this together.” The Braintrust is fueled by a common goal of making better movies, free from ego-stroking or credit-taking.

Finally, Catmull stresses that creating a Braintrust isn’t a one-time fix. It takes time to develop trust, and the dynamics constantly change, requiring continuous attention and adaptation. He encourages everyone, regardless of their field, to “make your own solution group” with people who “make you think smarter and put lots of solutions on the table in a short amount of time.” He concludes by highlighting the danger of more candor in the hallways than in official meetings, asserting that the best inoculation is to “seek out people who are willing to level with you, and when you find them, hold them close.”

Chapter 6: Fear and Failure

This chapter confronts the pervasive fear of failure and how Pixar actively redefines it as a crucial element of learning and innovation. Catmull illustrates this with the seemingly smooth production of Toy Story 3, which he proudly declared had “not a single big problem.” Steve Jobs, however, wisely responded, “Watch out. That’s a dangerous place to be.” This foreshadowed costly misfires on Cars 2, Monsters University (both requiring director changes), and a third film that was completely shut down. Catmull came to see these “meltdowns” as necessary “investments in R&D,” treating them as learning experiences rather than catastrophic losses.

Catmull argues that our societal conditioning, particularly from school, teaches us that failure is bad and shameful. This deep-seated perception makes people resist and avoid failure, even while intellectually acknowledging its benefits. He redefines failure: “Mistakes aren’t a necessary evil. They aren’t evil at all. They are an inevitable consequence of doing something new… without them, we’d have no originality.” He stresses the need to recognize both the pain of failure and the benefit of resulting growth.

Andrew Stanton’s mantra, “fail early and fail fast” and “be wrong as fast as you can,” is presented as an antidote. He likens failure to learning to ride a bike: inevitable and necessary. This mindset promotes aggressive, rapid learning, preventing paralyzing indecision. Andrew emphasizes that overthinking and planning to avoid failure ultimately lead to stagnation and lower morale. The “politics of failure” can distort progress, as seen with the Golden Fleece Awards, which inadvertently discouraged risk by publicly shaming “wasteful” projects.

A key question to gauge a company’s relationship with failure is: “What happens when an error is discovered?” If people shut down, seek scapegoats, or avoid risk, the culture vilifies failure. Catmull argues that leaders must openly discuss their own mistakes to make it safe for others. The goal isn’t to eliminate fear completely, but to “loosen its grip,” viewing the cost of failure as an investment.

If a culture is fearless, people will:

• Be less hesitant to explore new areas.
• See the upside of decisiveness.
• Embrace experimentation as necessary and productive, not a waste of time.

Catmull distinguishes between industries where a zero failure rate is essential (commercial flying, hospitals) and creative endeavors where it is counterproductive. He describes efforts to make failure less expensive, such as allowing directors to spend years in the development phase where iteration costs are lower.

The complex journey of Monsters, Inc. illustrates “exploring the neighborhood.” Pete Docter’s original concept was vastly different from the final film, undergoing numerous changes in protagonist, character additions (Mike Wazowski), and world rules. Despite the difficult, time-consuming process, Pete and his team never saw failed approaches as personal failures, but as steps closer to a better option. This mindset of continuous discovery, even amidst confusion, keeps people engaged and excited.

Catmull warns against overplanning to avoid failure, arguing it leads to derivative work and attachment to non-working ideas. The more time spent planning, the harder it is to pivot.

However, Catmull acknowledges that a project not improving at a reasonable rate is a problem. The criteria for intervention is when a director “loses the confidence of his or her crew.” While crews are generally understanding of problems, they become “antsy” if problems fester or leadership seems lost. The critical sign is when a Braintrust meeting’s notes are ignored, and the film remains unchanged three months later. The director must lead, addressing the problems raised by the Braintrust, as they represent the audience.

Catmull asserts that any failure at a creative company is a failure of many, not one, including leadership. Not learning from mistakes is the real missed opportunity. He describes a 2011 off-site where Pixar’s producers and directors collectively analyzed past “meltdowns.” They acknowledged their roles, focused on underlying problems (e.g., inadequate director preparation, lack of formal mentorship), and brainstormed solutions like a formal mentoring program. Andrew Stanton emphasized the proven directors’ responsibility to be teachers, aiming to ensure Pixar’s creative continuity beyond its founders.

The chapter concludes by highlighting the antidote to fear: trust. Leaders must demonstrate trustworthiness by responding well to failure, fostering an environment where mistakes don’t strike terror. This means:

• Being authentic and candid with employees, sharing problems as acts of inclusion.
• Treating employees as smart and trustworthy, avoiding secrecy.
• Recognizing that fear often stems from managers’ desire for control and to appear in control.
• Empowering middle managers to tolerate surprises and not seek scapegoats.

Catmull shares his own experience of feeling like a “fraud” as a young manager, a feeling shared by most new managers, as revealed when he asks this in his talks. He cites the Toy Story 3 crew’s offense at his comment about their smooth production, as they interpreted it as a lack of effort, proving that Pixar’s culture had indeed embraced the value of struggle and invention. He concludes that management’s job is not to prevent risk but to build the ability to recover.

Chapter 7: The Hungry Beast and the Ugly Baby

This chapter introduces two powerful metaphors, “The Hungry Beast” and “The Ugly Baby,” to illustrate the constant tension between the demands of production (the Beast) and the fragility of new, original ideas (the Ugly Baby). Catmull first encountered the “Feed the Beast” mentality at Disney Animation in the late 1980s, observing how the success of films like The Little Mermaid led to rapid expansion and a relentless need for more product. This pressure, while born from good intentions, inadvertently caused a decline in quality from 1994 to 2010, as the Beast’s appetite overshadowed artistic integrity.

Catmull argues that originality is fragile and often “ugly” in its early stages. These “ugly babies” are awkward, unformed, and vulnerable, requiring time and patience to grow. The natural impulse is to judge them by the standards of finished products, but Pixar’s job is to “protect the new” from naysayers and premature judgment. This protection is not about shielding established ideas but about nurturing nascent, disruptive ones that are “the opposite of established and entrenched.”

Pixar’s first major battle with the Beast came during the production of Finding Nemo. After the arduous Toy Story 2 experience, Pixar was seeking to improve efficiency and speed up production. They aimed to finalize the script before starting animation, believing this would save costs and yield a phenomenal film. However, this goal proved naive. Andrew Stanton’s initial pitch for Finding Nemo was brilliant, but the complex narrative (flashbacks, parallel storylines) proved far messier in execution. Flashbacks were confusing, and the Tank Gang story, initially a major throughline, became a subplot. Despite efforts to control the process, Finding Nemo required as many adjustments as any other film. The result was a critically and commercially successful movie, but it did not transform their production process as hoped. Catmull realized that “Making the process better, easier, and cheaper is an important aspiration… but it is not the goal. Making something great is the goal.”

He clarifies that the Beast isn’t inherently bad; it represents deadlines, urgency, and the need to utilize resources, all of which are necessary for a for-profit enterprise. However, when the Beast’s needs become too powerful, especially when management focuses on streamlining production over nurturing ideas, new ideas are abandoned or never conceived. This leads to predictable, unoriginal fare, sacrificing true inspiration for the sake of “feeding the Beast.”

The solution lies in balance. Catmull views the constant give-and-take between different constituencies (story, art, budget, technology, finance, marketing, consumer products) as central to success. In an unhealthy culture, each group seeks to “win,” believing its objectives trump others. In a healthy culture, groups recognize the importance of balancing competing desires, contributing without needing to dominate. This interaction, a dynamic response to rapidly changing environments akin to a basketball player or surfer, yields the desired balance. Brad Bird’s analogy of an ecosystem reinforces this: “You need all the seasons… conflict is essential, because that’s how we know the best ideas will be tested and survive.” Management’s job is to frame conflict as healthy, a route to balance.

Catmull revisits the Toy Story 2 lesson: avoiding a two-tiered system where some workers/goals are “second-class.” If some goals are perceived to “win,” balance is lost. He uses the metaphor of a balance board to illustrate that achieving equilibrium is a dynamic, learned process. Managers must “hold lightly to goals and firmly to intentions”: being open to changing goals while values (ethics, quality, originality) remain constant. This is crucial for establishing a culture that “protects the new.”

He discusses the challenge of distinguishing between “idea protectors” and “paper killers” in feedback sessions. True protection of the new means endorsing something unproven and providing room for it to grow, rather than negative criticism. Protection doesn’t mean isolation; it means populating story meetings with people who understand the ephemeral nature of developing new ideas and making it safe to work through problems.

A telling example of a big failure is the “Incubator Project,” a film about blue-footed newts. Despite a strong initial idea and the intention to create a “startup within Pixar” to challenge existing processes (by bringing in new people, rethinking production, and isolating them), the project stalled due to a lack of decisive progress on the story. After three years and millions of dollars, it was shut down. While costly, Catmull argues it was a valuable investment, teaching them how to balance new and old ideas and the importance of explicit buy-in from all leaders. He stresses that being too risk-averse is the first step to irrelevance and that a truly creative company must start things that might fail.

Finally, Catmull describes how the internship program at Pixar initially faced resistance from production managers who saw it as an added cost. By reframing interns as a corporate expense, Catmull “protected” the new idea until its value became undeniable. Interns not only lightened workloads but also forced existing employees to examine their own processes. This demonstrated that new ideas often need initial protection before they can prove their worth and become self-sustaining. The chapter concludes with Anton Ego’s quote from Ratatouille, asserting that “The new needs friends,” underscoring the vital role of critical support in nurturing creativity.

Chapter 8: Change and Randomness

This chapter explores the inevitable forces of change and randomness within organizations, and how resisting them can stifle creativity. Catmull begins with his “dumbest thing” he ever said: assuring Pixar employees in 2006 that the company would not change after the merger with Disney. This naive promise led to constant complaints as normal adjustments (like evaluating sequels vs. originals, or office space changes) were attributed to the merger, fueling fear and suspicion. He realized that change is inevitable for growth and success, and it’s folly to try and avoid it.

Catmull acknowledges that people resist change because it brings discomfort, extra work, and the perception of weakness or admitting fault. He challenges the idea that a leader who changes their mind is weak, citing Steve Jobs’s ability to instantly pivot in the face of new facts. He argues that resisting change can lead to companies becoming derivative and losing market share, as seen with Silicon Graphics’ resistance to more economical machines or the music industry’s clinging to outdated business models.

He emphasizes that randomness is not something to fear, but a part of life’s beauty. Our brains, wired to seek patterns, struggle to grasp randomness, often attributing skill to chance events or conspiracy to misfortune. This leads to misperceptions that impact business decisions. When companies succeed, leaders often attribute it solely to their shrewdness, ignoring the role of luck. Catmull asserts that acknowledging randomness and good fortune allows for more realistic assessments and prevents believing one’s own hype. He advocates for Occam’s Razor (simplest explanation is best) but warns against oversimplifying complex realities, which can impede creativity.

The production of Up serves as a case study in embracing change and randomness. Pete Docter’s film went through multiple iterations, transforming from a story about a castle in the sky to its final, beloved version about an old man and a boy. Only the title and a tall bird character survived the initial concept. This demanding process required the team to embrace evolution without panicking. Pete learned that failure is a healthy part of the process, and he developed coping mechanisms like “forcing himself to make a list of what’s actually wrong” to manage feeling overwhelmed. He deliberately encourages play and “tricking” his team into considering radical changes by framing them as mere “thought exercises” to overcome their fear of production pressures.

Catmull stresses that creative organizations must tolerate and even welcome struggle and confusion, as they are the fertile ground for originality. He challenges the notion of “zero failures” in creative endeavors, arguing it is counterproductive and expensive. Instead, he advocates for making failure less expensive (e.g., spending years in low-cost development phases) and focusing on recovery rather than prevention.

He tackles the difficult question of when to intervene when a project is failing. The critical indicator is when a director loses the confidence of their crew. While the Braintrust provides feedback, a director must lead and show progress. If the film remains unchanged after repeated feedback, intervention is necessary. Catmull re-emphasizes that any failure is a collective failure and an opportunity for learning. He describes a 2011 off-site where Pixar leaders owned their recent “meltdowns” and collectively devised solutions, such as a formal mentoring program for new directors. This collaborative self-assessment demonstrates a healthy culture where problems are owned and learning is prioritized.

He concludes by asserting that the goal is to uncouple fear and failure. This requires leaders to talk openly about their own mistakes, creating a safe environment for others. Trust, built through consistent actions and responding well to failure, is the antidote to fear. Catmull encourages managers to be authentic and candid with employees, avoiding secrecy, as this fosters ownership and prevents problems from festering. He highlights the success of Pixar University’s mentoring program and his own transparency about feeling like a “fraud” as a new manager, which normalizes vulnerability. The Toy Story 3 crew’s positive reaction to the idea of their film being “too easy” demonstrated how deeply Pixar’s culture had internalized the value of struggle and invention. Ultimately, management’s job is not to prevent risk but to build the ability to recover.

Chapter 9: The Hidden

This chapter deeply explores the concept of the “Hidden”: the unseen forces, biases, and limitations that prevent us from perceiving reality clearly, especially in leadership and creative contexts. Catmull draws parallels to the Greek myth of Cassandra, arguing that the true curse is not Cassandra’s ability to see the future, but the inability of others to believe her. He applies this to business: leaders must constantly ask, “How much are we able to see?” and prepare for “unknown problems.”

He recounts Steve Jobs’s logic before Pixar went public: that failure was inevitable, and they needed a financial buffer to sustain them through it. This reinforced Catmull’s personal resolve to “bring as many hidden problems as possible to light,” recognizing that assuming problems don’t exist because they’re unseen is a dangerous delusion. He believes that “If you don’t try to uncover what is unseen and understand its nature, you will be ill prepared to lead.”

Catmull identifies multiple layers of “hidden-ness”:

1. Managerial Blind Spots: As he rose in leadership, people behaved differently around him, withholding candid information. He realized that leaders often assume their access to information is unchanged, but in reality, they are “out of a certain loop.”
2. Hierarchy-Induced Delusions: Hierarchies can turn toxic when individuals equate self-worth with rank, leading them to “manage upward” with flattery and withhold genuine feedback. Leaders, often enjoying deference, fail to differentiate true team players from those skilled at telling them what they want to hear.
3. In-the-Trenches Knowledge: Those doing the day-to-day work have the “firmest grasp of the problems,” but may be too timid to speak up, assuming upper management is already aware. Complex environments are too intricate for any one person to grasp fully.

He emphasizes that success exacerbates these blind spots, as it convinces leaders they are doing things correctly, shutting down alternative viewpoints. The solution is to view different viewpoints as additive rather than competitive, fostering a culture where people in the trenches feel free to speak up. Denise Ream’s radical suggestion to delay animator work on Up (to improve efficiency and reduce costs) is a prime example of a hidden solution brought to light by an outsider’s perspective.

Catmull delves into the concept of randomness and “happy accidents” that often contribute to success but remain unseen. He shares the personal “two-inch event” of his family’s near-fatal car accident, realizing that Pixar’s existence depended on such unperceived chance occurrences in countless lives. He argues that attributing success solely to intelligence, without acknowledging luck, diminishes realism and makes successes less repeatable. The “Play the ball where the monkey drops it” anecdote from golf in India illustrates the need to adapt to the unpredictable.

He critiques the common phrase “Hindsight is 20-20,” arguing it’s “dead wrong.” Our view of the past is not clear; it’s a constructed model based on selective memories and patterns, often ignoring what didn’t happen. This leads to drawing the wrong conclusions. He connects this to the “40-percent rule” in neuroscience, where our brains fill in 60% of what we “see” from memory and patterns. This creates the illusion of a complete picture, as seen in magician’s sleight of hand or confirmation bias (favoring information that confirms existing beliefs).

A crucial mistake at Pixar, rooted in a flawed mental model, was directors deciding to write first drafts due to a bad experience with outside writers. This led to wasted time and stalled projects, demonstrating how a single event can lead to a pervasive, incorrect belief. Catmull stresses that mental models are tools, not reality, and we must continuously question them.

He concludes by defining the “Unmade Future” – the vast, empty space of what has not yet been created. This emptiness is terrifying, prompting many to cling to the known. However, creative people must place one foot in the known and one in the unknown. While the allure of certainty is strong, true balance means engaging with activities whose outcomes are uncertain. The unknown is not an enemy but the ground for inspiration and originality. By accepting and acknowledging the “Hidden” – our limits, randomness, and biases – we can use mechanisms like candor, safety, research, self-assessment, and protecting the new to confront uncertainty and minimize fear. This is not just an intellectual exercise but an essential part of rooting out what impedes progress and enabling a vibrant creative culture.

PART III: BUILDING AND SUSTAINING

Chapter 10: Broadening Our View

This chapter examines specific methods Pixar has used to prevent disparate viewpoints from hindering collaboration, emphasizing the need to challenge preconceptions and broaden collective perspective. Catmull opens with an anecdote about a road trip with a couple whose intertwined mental models led to a heated argument about a blown tire, blinding them to the immediate danger. This illustrates how even two people can get caught up in their own interpretations, leading to inflexibility and an inability to deal with problems, a dynamic that multiplies in larger organizations. He explains that rigidity is hard to recognize and that organizations, like individuals, perceive the world through what they already know.

Catmull then outlines eight specific mechanisms Pixar employs to broaden its view and foster flexibility:

1. Dailies, or Solving Problems Together

Dailies are daily meetings where animators share their incomplete work in progress with the director and colleagues, receiving constructive midstream feedback. The goal is to “see the shots, together, as they really were.” This requires participants to “check their egos at the door” and present incomplete work. Directors like Mark Andrews create a safe environment by being irrepressible and self-deprecating, encouraging honest critiques without personal judgment. The critiques are specific and meticulous, ensuring that “merely good animation would become great.” This process teaches empathy, clarity, generosity, and listening, ultimately magnifying individual creativity and fostering clearer vision.

2. Research Trips

Catmull addresses the illusion of creativity through “Frankensteining” (copying past successes). He argues that relying too much on references leads to derivative work – “craft without art.” To combat this, John Lasseter strongly advocates for research trips. Examples include: Ratatouille team dining in Michelin-starred restaurants and exploring Paris sewers; Up artists visiting Venezuelan tepuis and observing ostriches; Finding Nemo crew getting scuba-certified. These experiences, taken early in production, challenge preconceived notions, keep clichés at bay, and fuel inspiration, leading to authenticity that “seeps into every frame” even if the audience doesn’t know the exact reality. They keep Pixar creating rather than copying.

3. The Power of Limits

The “beautifully shaded penny” problem (artists over-detailing unseen elements) illustrates how a desire for quality can become irrational without clear limits. Catmull emphasizes that limits, whether external (resources, deadlines) or internal, force people to rethink how they work and invent smarter ways. They are invaluable for “appetite control” in a creative endeavor where the demand for resources is “literally bottomless.” He shares Brad Bird’s “popsicle stick” system for The Incredibles, which visually represented person-weeks, forcing the team to prioritize and see the cost of every feature.

Conversely, some attempts to impose limits can backfire. At Disney Animation, the “oversight group”, intended to enforce budget and schedule limits, actually stifled creativity by micromanaging and creating political tension. Catmull and Lasseter eliminated this group, trusting production people with their overall budget and deadlines, believing this flexibility fostered smoother operations. This demonstrated that imposing limits without first asking “How do we enable our people to solve problems?” is counterproductive.

4. Integrating Technology and Art

Inspired by Walt Disney’s relentless incorporation of cutting-edge technology, Pixar integrates technology, art, and business leadership. John Lasseter’s mantra, “Art challenges technology, technology inspires art,” encapsulates this philosophy. Catmull provides examples:

• Review Sketch tool: Developed for Brad Bird on The Incredibles to allow directors to draw directly on projected animation, improving feedback precision.
• Pitch Docter: Created for Pete Docter to splice storyboards with temp voices and music, simulating a film’s presentation and allowing earlier, more effective criticism.
  These innovations resulted from a back-and-forth between artists and programmers, demonstrating how specialized skills are challenged and improved through integration, fostering a mindset that embraces change.

5. Short Experiments

Pixar produces short films, despite their lack of direct profit, as a way to experiment and provide a proving ground for fledgling filmmakers. Initially justified as R&D for technical innovations, Catmull realized their true value lay elsewhere. While not always driving feature film tech (except Geri’s Game, used to improve human character rendering), shorts offer:

• Broader experience for crew members (due to smaller teams).
• Deeper relationships forged in small groups.
• A “bonus” for moviegoers, reinforcing Pixar’s commitment to artistry.
• A relatively inexpensive way to “screw up”. He cites the failed short film by a children’s book author who couldn’t solve story problems, calling it “money well spent” – “Better to have train wrecks with miniature trains than with real ones.”

6. Learning to See

Pixar University, initially a software training program, expanded to offer classes like drawing, acting, and sculpting. The goal was not direct job enhancement but to teach a fundamental principle of drawing: how to “heighten our powers of observation” by setting aside preconceptions. Inspired by Betty Edwards’s Drawing on the Right Side of the Brain, these classes taught employees to suppress the brain’s tendency to jump to conclusions or impose mental models (e.g., drawing a face as it “should” look rather than as it is). Tricks like drawing upside-down objects or focusing on negative spaces train the brain to see pure shapes and colors. This skill of suspending preconceptions is crucial for problem-solving: fixing a scene in a film often requires looking “elsewhere in the story,” beyond the immediate problem. These classes foster an openness to the new, making everyone “beginners again” and comfortable with imperfections, mirroring the “not know mind” or “beginner’s mind” concepts from Zen.

7. Postmortems

Postmortems are essential meetings held after every film to explore what worked and didn’t work, consolidating lessons learned. Catmull emphasizes that companies become exceptional by “understanding the ways in which they aren’t exceptional.” While often dreaded, postmortems are crucial for:

• Consolidating learned lessons that might be lost in the heat of production.
• Teaching others not involved in the project.
• Preventing resentments from festering by providing a forum for frustrations.
• Forcing self-reflection through their scheduled nature.
• “Paying it forward” by raising questions for future projects.
  Catmull shares techniques for effective postmortems: varying formats, encouraging balanced feedback (top 5 things to do again/not again), and using neutral data to ground discussions. He warns against believing “You can’t manage what you can’t measure,” as much of what is managed cannot be quantified, and relying solely on data can lead to false patterns and conclusions.

8. Continuing to Learn

Pixar University’s diverse curriculum (sculpting, acting, meditation) sends a clear signal: it’s important for everyone to keep learning new things. These classes create a unique social environment where employees from different departments interact, free from hierarchy, fostering mutual respect and humility. They help people get comfortable with missteps and imperfections, encouraging them to operate on the “edge” of their comfort zones. Catmull stresses that we often lose our childhood openness to the new as we grow up, becoming rigid and fearful of surprises. By resisting this, and embracing a “beginner’s mind,” companies can avoid repeating themselves and maintain innovation. He quotes Philip Glass: “The real issue is not how do you find your voice, but… getting rid of the damn thing.” This ongoing commitment to learning and openness prevents stagnation and makes people willing to experiment and take risks.

Chapter 11: The Unmade Future

This chapter explores how creative organizations navigate the inherent uncertainty of creating something entirely new, focusing on the concept of the “Unmade Future.” Catmull challenges the romanticized idea of a lone visionary with a fully formed idea, asserting that creative people discover and realize their visions over time, through “dedicated, protracted struggle.” He quotes Alan Kay: “The best way to predict the future is to invent it.” Invention is an active process driven by decisions, and to create the unmade future, leaders must foster optimal conditions for it to emerge and flourish, relying on confidence not in knowing all the answers, but in figuring it out together.

This uncertainty, while uncomfortable, demands traveling unknown paths. Catmull argues that originality happens in a “sweet spot between the known and the unknown,” where people must learn to linger without panicking. He highlights the importance of mental models that sustain creative individuals through daunting projects.

He shares several of these mental models used by Pixar and Disney Animation directors and producers:

• Brad Bird’s “driving in the backseat” dream (blindness, fear, helplessness) contrasted with his “skiing” metaphor: if he tightens up or thinks too much, he crashes. He forces himself to “muse” rather than watch the clock, trusting that relaxing and pushing the “mountain away” leads to solutions and stops crashing. This emphasizes the need to quiet the inner critic and find “the zone.”
• Byron Howard’s “If you think, you stink”: a guitar teacher’s phrase, applying to creative flow (like storyboarding) where instinct and speed are more effective than overthinking.
• Andrew Stanton’s “ship captain”: A director’s job is to decisively point the way (“Land is that way”), even if it’s a best guess. The crew values decisiveness and honesty about mistakes, maintaining confidence as long as there’s forward motion. He also emphasizes that “If you’re sailing across the ocean and your goal is to avoid weather and waves, then why the hell are you sailing?” – urging leaders to embrace the chaotic nature of creative endeavors.
• Pete Docter’s “long tunnel”: Directing is like running through a tunnel with no light at either end, but trusting that light will eventually appear. This metaphor helps manage fear by reminding the rational mind that tunnels have two ends, keeping the emotional mind in check during moments of “pitch blackness.”
• Rich Moore’s “maze”: Navigating a film’s development is like being in a maze, but by keeping fingers on one wall and moving steadily, one can find the way out without panicking or “going nuts.”
• Bob Peterson and Andrew Stanton’s “archeological dig”: The project reveals itself gradually as you “dig away,” even if you don’t know what you’re looking for. This model provides faith that the elements are “in there somewhere,” though it has the pitfall of tempting artists to use every unearthed “bone,” even if it doesn’t fit.
• Michael Arndt’s “climbing a mountain blindfolded”: Writing a screenplay is feeling your way up a mountain, enduring ascents and descents without knowing where the crevasses will be. Catmull acknowledges this metaphor for its ability to gird a writer for the inevitable ups and downs, even if it implies an existing mountain rather than a wholly created one.

Catmull notes that producers have different mental models, focusing on logistical balance rather than creative vision. John Walker’s “upside-down pyramid” illustrates the need to balance myriad competing demands and manage uncertainty. Lindsey Collins’s “chameleon” metaphor emphasizes adapting one’s persona to whatever is needed in the moment (leader, follower, listener), while maintaining core values. Katherine Sarafian’s “elevator” model (meeting people “where they are” in a “condominium of personalities”) and “shepherd” analogy (guiding a flock while expecting some to stray) highlight the active, empathetic nature of managing people and the acceptance of imperfect control.

He critiques the common “train” analogy for companies, arguing that “driving the train doesn’t set its course. The real job is laying the track.” This emphasizes that true leadership is about shaping the future, not just executing present plans.

Catmull shares his personal evolution in dealing with uncertainty, drawing on his experience at a silent meditation retreat. He learned that resisting change causes pain and robs one of a “beginner’s mind.” The practice of mindfulness helps to “focus on the problem at hand without getting caught up in plans or processes,” accepting the fleeting nature of thoughts and making peace with what cannot be controlled. He cites Kelly McGonigal’s research on meditation and pain tolerance, noting that experienced meditators “quieted their reaction” to pain, while new ones “inhibited sensory information.” He relates this to management, urging leaders to acknowledge problems rather than suppress them, as suppressing only masks issues for a while.

Ultimately, Catmull concludes that the specific mental model doesn’t matter as much as its ability to help individuals build a framework for openness and navigate the unknown. The models help “embolden us as we whistle through the dark” and do the difficult work of creating the unmade future.

PART IV: TESTING WHAT WE KNOW

Chapter 12: A New Challenge

This chapter details the pivotal acquisition of Pixar by Disney in 2006 and the subsequent efforts to revitalize Disney Animation, serving as a real-world test for Pixar’s hard-won cultural philosophies. Catmull recounts Steve Jobs’s surprising proposal to sell Pixar to Disney, a company they had a very public falling out with just 18 months prior, due to Disney’s creation of Circle 7 (making Pixar sequels without their input).

Steve Jobs’s change of heart stemmed from his trust in Bob Iger, Disney’s new CEO, who had quickly mended fences with the iTunes deal and demonstrated a willingness to buck industry trends. Jobs also believed a merger would put Pixar on a “giant ocean liner,” providing greater creative impact and protection. Crucially, Steve sought Catmull’s and Lasseter’s blessings, asking them to get to know Iger.

Catmull immediately liked Iger, who expressed a keen desire to understand what made Pixar different and to revive Disney Animation. Iger, having experienced both good and bad mergers, committed to preserving Pixar’s autonomy. John Lasseter shared his core concern: protecting Pixar’s culture of candor, freedom, and constructive self-criticism.

In a crucial dinner, Steve Jobs, reflecting on his past mistake of demoralizing the Apple Lisa team, articulated a key principle for the merger: “We have to make them feel good about themselves,” referring to Disney Animation employees. This commitment, combined with Catmull and Lasseter’s affection for Disney’s heritage, solidified their decision to join forces.

To ease Pixar employees’ fears, Catmull and Lasseter drafted “The Five Year Social Compact,” a seven-page, single-spaced document with 59 bullet points detailing what would remain the same at Pixar, covering everything from compensation and HR policies to office decor (e.g., “personal cube/office/space decorating to reflect person’s individuality”) and egalitarian traditions (e.g., “No assigned parking”). This document was designed to communicate that Pixar’s identity and cherished practices would be safeguarded.

A significant point of contention with Disney’s board was Pixar’s lack of talent contracts. Catmull and Lasseter refused to sign them, upholding the Pixar tenet that “people should work there because they want to, not because a contract requires them to.” This mutual act of trust became foundational to the merger. The deal, valued at $7.4 billion, included shutting down Circle 7, with Steve Jobs stating, “if the sequels are going to be made, we want the people who were involved in the original films involved.”

The morning after the announcement, Catmull and Lasseter flew to Burbank to address Disney Animation employees. Catmull stressed the importance of open communication regardless of position, stating, “I do not want Disney Animation to be a clone of Pixar.” John Lasseter delivered an impassioned speech about storytelling and mutual respect. The Disney employees, like director Nathan Greno, felt hope that “the Disney I wanted to work for when I was a kid will come back.”

Catmull’s initial walk through Disney Animation revealed a “pervasive sense of alienation and fear,” with sterile, unpersonalized desks due to a directive to “make a good first impression.” The building’s layout also impeded collaboration. Their immediate actions included:

• Transforming the “executive suite” into story rooms.
• Moving their own offices to the middle of the second floor, removing secretarial “obstacles,” and leaving shades open to signal transparency.
• Creating a central gathering place with a coffee bar.
  These physical changes symbolized a commitment to transparency and collaboration.

They also initiated major organizational changes:

• Eliminating the “oversight group” that micromanaged production and eroded morale.
• Quickly auditing current projects and interviewing managers, assuming they’d inherited bad practices and needed re-teaching.
• Letting go of a top executive who couldn’t embrace the new direction, replacing him with Andrew Millstein as General Manager.
• Eliminating mandatory notes on films, which had been prescriptive, conflicting, and from non-filmmakers.
• Helping Disney directors create their own version of the Braintrust (based on their existing “Story Trust”), by having them observe Pixar sessions and then vice-versa. Initially, Disney directors were hesitant to be candid, but a direct confrontation from John Lasseter about the dangers of holding back (“if they ever resorted to that kind of thinking again, we’d be finished as a studio”) forced a shift.
• Eliminating employment contracts for all, believing this would foster open communication and ensure the studio remained a place people wanted to work.

Catmull and Lasseter made the critical decision to keep Pixar and Disney Animation completely separate, preventing borrowing of staff or resources. This was to force each studio to stand on its own and confront its own problems directly. This policy was severely tested:

• On Ratatouille (Pixar), Brad Bird’s decision to make rats walk on four feet required extensive rerigging. When the production team requested Disney staff, Catmull refused, forcing Pixar to find a solution internally.
• On American Dog (Disney), the stalled project (which included a “radioactive, cookie-selling Girl Scout zombie serial killer” storyline) was rebooted under new directors, Chris Williams and Byron Howard, and renamed Bolt. Despite a major character redesign needed and a tight deadline, Catmull and Lasseter again refused to allow borrowing of Pixar staff. This forced Disney’s team to pull together, leading to the “This Dog Looks Bad” meeting and the spontaneous, off-the-clock rerigging of Bolt by three crew members.

This Bolt crisis, and the successful internal solution, proved Catmull’s “Toyota Speech” point: empowering smart people to fix what’s broken, even without explicit permission, overcomes institutional fear and timidity. It reinvigorated Disney Animation, showing them they could achieve the “impossible.”

The chapter also addresses the perception at Pixar that they were being “punished” for needing less help, as Catmull and Lasseter focused on Burbank. He recognized this as an opportunity for other Pixar managers to step up and for the studio to develop “strong local ownership.”

Finally, Catmull details the decision to reverse the shutdown of hand-drawn animation at Disney, believing its decline was due to storytelling, not the medium itself. They brought back legendary animators John Musker and Ron Clements, green-lighting The Princess and the Frog. Despite high hopes, the film underperformed, partly due to its title (“Princess”) leading to a “stupid pill” moment where they ignored marketing input. This taught them that quality means considering every aspect, including positioning and marketing, and being open to reasoned opinions. This disappointment reinforced the need for Disney to focus on the new and embrace 3D (which eventually led to Tangled and Frozen‘s success), while still honoring heritage.

The chapter concludes with the story of Tangled‘s success after rethinking Rapunzel and changing its title to be gender-neutral. Its artistic and commercial success (Disney Animation’s first #1 hit in 16 years) was a huge validation. Catmull emphasizes the practice of personally distributing bonuses to Tangled‘s crew, reinforcing gratitude and the idea that “easy isn’t the goal. Quality is the goal.” He proudly notes the evolution of Disney’s Story Trust, with writers playing a key role, and how the studio, populated mostly by the same people, had transformed, becoming “worthy of Walt once again.”

Chapter 13: Notes Day

This final chapter synthesizes Catmull’s philosophy, focusing on the ongoing nature of improvement and the importance of Notes Day as a mechanism for continuous self-assessment and cultural revitalization. He highlights Disney Animation’s continued evolution with successes like Wreck-It Ralph and Frozen, and Pixar’s own continued triumphs, including Monsters University.

However, even with success, Catmull observed new challenges at Pixar:

• Impact of Growth: The company had grown to 1,200 people, leading to an influx of new employees who hadn’t experienced Pixar’s formative struggles. Some were hindered by awe of Pixar’s history, reluctant to suggest changes.
• Erosion of Candor: More people felt it was “not safe or not welcome to offer differing ideas,” leading to self-censoring. Catmull viewed this as a failure of leadership.
• Rising Production Costs: Costs were increasing, and external economic pressures demanded reining them in.
• Fear of Failure/Risk Aversion: Success had led to pressure not to fail, resulting in a tendency to over-detail films (“plussing”) and shy away from creative risks, sapping the energy once used to pursue excellence.

These three interconnected crises led to Notes Day, a company-wide initiative in March 2013, designed to “tap the brainpower of our people” and “break the logjam.” It was based on the idea that fixing things is an ongoing, incremental process, and that creativity requires accepting challenges, unavoidable failure, and the illusion of “vision.” Most importantly, it aimed to reinforce that people must always feel safe to speak their minds.

The Genesis of Notes Day:

• At a January 2013 off-site at Cavallo Point, leaders discussed rising costs and cultural erosion. They aimed to reduce average film production from 22,000 person-weeks to 18,500 (a 10% cut) while maintaining risk-taking and quality.
• Guido Quaroni, VP of Tools, proposed asking all of Pixar’s people for ideas, inspired by his “personal project days” (allowing engineers two days a month to work on anything they wanted).
• John Lasseter expanded on this, suggesting closing Pixar for a full day for this purpose.

The Execution of Notes Day:

• Three town hall meetings explained the concept to employees: “It’ll be a day in which you tell us how to make Pixar better. We’ll do no work that day. No visitors will be allowed. Everyone must attend.” Catmull emphasized, “We have a problem… and we believe the only people who know what to do about it are you.”
• Tom Porter led the Notes Day Working Group, ensuring it was more than a “feel-good exercise.” He clarified it wasn’t about working faster or more overtime, but about efficiency through technology, resource sharing, and clarity from directors.
• An electronic suggestion box received 4,000 emails with 1,000 ideas. Departments created wikis and blogs to hash out issues, demonstrating a self-driven engagement with improvement.
• Topics were distilled to 293, then 120, and organized into categories like Training, Environment and Culture, Cross-Show Resource Pooling, Tools and Technology, and Workflow.
• The most popular topic was how to achieve a 12,000 person-week movie, showcasing employees’ deep understanding and willingness to be aggressively efficient.
• The day itself was structured with participants choosing their own sessions. Facilitators (production managers trained to keep meetings on track) led discussions.
• Crucially, “exit forms” (red for proposals, blue for brainstorms, yellow for best practices) were designed to capture tangible, actionable ideas, asking for specific benefits and next steps.
• Executives, directors, and producers held separate sessions to discuss leadership tone, creative oversight, and managing perfectionism, acknowledging their own role in the problems.

The Impact of Notes Day:

• The day created an “electric” energy on campus, a feeling of collective ownership.
• John Lasseter delivered a heartfelt and emotional speech, admitting he had received negative feedback about his own time management and emotional carryover, setting an “unbelievable bar” for candor.
• Employees praised the day as “amazing, inspirational, informative, and… cathartic,” feeling that the company “shrank a little” and that they were “part of the solution.”
• Ideas from Notes Day were immediately implemented or earmarked for development, leading to concrete procedural changes and improved processes.
• The biggest payoff was making it safer for people to say what they thought and to disagree, repairing the culture of candor.

Catmull concludes by reiterating that things change constantly, and with change comes the need for adaptation and fresh thinking. He quotes animator Austin Madison’s call to “PERSIST” through struggle and discouragement, emphasizing that the future is a direction, not a destination. He ends by summarizing his core beliefs: problems will always exist and be hidden; leaders must work to uncover them and accept their own role in them; and unleashing creativity requires loosening controls, accepting risk, trusting colleagues, clearing paths, and confronting fear. These actions don’t make managing a creative culture easier, but they lead to excellence.

AFTERWORD: THE STEVE WE KNEW

This afterword offers a deeply personal and nuanced portrait of Steve Jobs, emphasizing his profound transformation over the 26 years Catmull worked with him. Catmull challenges the popular, one-note portrayal of Jobs as solely stubborn and imperious, arguing that he became “fairer and wiser” and a “kinder, more self-aware leader.”

Catmull acknowledges Jobs’s early brusqueness and dismissiveness, but stresses that this was tempered at Pixar by his recognition of their expertise in graphics and storytelling. Jobs respected their passion for excellence, even when he didn’t fully understand it. Catmull recalls a pivotal moment during A Bug’s Life when Jobs, initially against a widescreen format for financial reasons, was swayed by production designer Bill Cone’s passionate artistic defense. Jobs never raised the issue again, showing that “passion trumped logic” in certain contexts for him.

He details Jobs’s meticulous involvement in designing Pixar’s new headquarters, the “Steve Jobs Building.” Initially, Jobs had peculiar ideas about “forcing interaction” (like single men’s and women’s restrooms) but Catmull’s “showing, not telling” approach, including a tour of Disney Animation’s open-plan Northside building, helped clarify his thinking. Jobs realized that separating people into silos was counterproductive for a creative company. He then presided over every detail, designing a single building that encouraged accidental mingling and communication, effectively transforming him from an “external defender” to an “integral part of our internal culture.” The building itself became “Steve’s movie,” cementing his singular contribution to Pixar’s work culture.

Catmull highlights Jobs’s ability to let go of things that didn’t work, instantly changing his mind when convinced otherwise. His ego was not attached to his suggestions. This rare skill, shared by Pixar’s directors, made them kindred spirits. Steve’s approach was a form of “storytelling,” testing ideas to see how they played, rather than dictating. He also recognized the importance of constructing a compelling narrative, a skill he masterfully used in his Apple presentations.

The chapter then touches on Jobs’s pancreatic cancer diagnosis in 2003 and his final years. Catmull describes a heartbreaking conversation in which Jobs, despite his illness, spoke with a strong voice about his three overriding goals “before I sail away”: rolling out key Apple products, safeguarding Pixar’s continued success, and setting his youngest children on a good path. Catmull notes that Jobs achieved all three.

The afterword culminates with reflections on Jobs’s transformation. Catmull argues that Jobs became more sensitive and empathetic, developing the ability to listen and express caring. This was not a passive “mellowing” but an active change. Pixar, being a “sideline” compared to Apple, allowed Jobs to relax and play. He learned that “Pixar movies… would live forever,” finding beauty in their ability to dig for deeper truths, a mission he understood and felt lucky to be involved in.

Catmull addresses the concept of Steve’s “reality distortion field,” acknowledging its description but arguing that it misses the important point: Jobs recognized that many rules were arbitrary and his “refusal to face facts” was often a way of challenging boundaries and “making the impossible possible.” He believed that “our decisions and actions have consequences and that those consequences shape our future. Our intentions matter.”

The afterword concludes with Catmull’s poignant speech at Jobs’s memorial at Pixar, recalling Jobs’s loyalty and his commitment to quality and passion. He shares moving anecdotes from Andrew Stanton, Pete Docter, and Brad Bird, illustrating Jobs’s unique qualities—from his “creative firewall” protection of Pixar to his symmetrical holes in his jeans and his personal touch in recruiting talent. John Lasseter’s emotional tribute, recalling his final conversation with Steve and his gratitude, underscores the deep bond forged through decades of shared struggle and triumph. The “roller coaster came to a stop and a good friend got off, but what a ride we’d taken together.”

STARTING POINTS: THOUGHTS FOR MANAGING A CREATIVE CULTURE

Catmull distills his core principles into a list of “starting points” for managing a creative culture, emphasizing that these are prompts for deeper inquiry, not rigid conclusions.

• Team over Idea: A great team will fix or improve a mediocre idea; a mediocre team will screw up a good one. Get the team right.
• Hire Potential: Value growth potential more than current skill. Hire smarter people, even if it feels threatening.
• Ideas from Anywhere: Foster an environment where everyone feels free to suggest ideas, regardless of position. Actively coax contributions.
• Address Lack of Candor: Actively search for and address reasons people are not candid. Understand the reasoning behind disagreements.
• Root Out Fear: Identify, understand, and remove causes of fear in the organization. Fear leads to risk aversion and derivative work.
• Question Certainty: Being convinced you are right is the most effective way to shut down alternative viewpoints.
• Truth in Meetings: If hallways hold more truth than meetings, you have a problem. Overcome the desire to be surprised by problems by fostering transparency.
• Share Problems: Don’t sugarcoat problems; sharing them makes employees feel invested.
• Evaluate Process, Not Just Outcome: Initial conclusions from success/failure are often wrong. Measure the process, not just the outcome.
• Embrace Errors: Preventing errors is often more costly than fixing them. Failure is a necessary consequence of doing something new; it’s not evil.
• Trust Even When Mistakes Happen: Trust means trusting people even when they screw up, not just that they won’t.
• Empower Problem-Solving: Those implementing a plan must be empowered to make decisions when things go wrong, without waiting for approval. Everyone should be able to “stop the production line.”
• Don’t Prioritize Smoothness: The goal isn’t for things to run smoothly, but to solve problems. Measuring people by mistakes rather than problem-solving ability is counterproductive.
• Show Early, Show Often: Don’t wait for perfection. Work will be messy along the way, and that’s okay.
• Open Communication Structure: A company’s communication shouldn’t mirror its organizational chart. Everyone should be able to talk to anyone.
• Be Wary of Too Many Rules: Rules simplify for managers but demean the well-behaved. Address abuses individually.
• Impose Creative Limits: Limits can encourage creative responses and excellent work from untenable circumstances.
• Engage Hard Problems: Difficult problems force different thinking.
• Combat Organizational Conservatism: Organizations are more resistant to change than individuals. It takes substantial energy to move a group.
• Interdependent Departments: Healthy organizations have departments with differing agendas but interdependent goals; if one “wins,” all lose.
• Protect the New: Protect new ideas and the future, not the past.
• Embrace New Crises: Crises test values, and problem-solving bonds people.
• Earn Excellence: Quality should be attributed by others, not self-proclaimed.
• Seek Balance, Not Stability: Stability can be a false goal. Balance is dynamic and more important.
• Don’t Confuse Process with Goal: Improving process is important, but making the product great is the ultimate goal.

Key Takeaways

Ed Catmull’s Creativity, Inc. is far more than a corporate biography; it’s a profound philosophy of leadership and innovation, distilled from decades at the forefront of computer animation. The core message is that creativity isn’t a mystical gift, but a learnable, protectable process built on trust, transparency, and a relentless commitment to addressing problems, especially the hidden ones. Catmull argues that true inspiration emerges from a culture that actively seeks out and embraces discomfort, viewing failure not as a setback, but as an indispensable part of learning and exploration.

The book dismantles many conventional business wisdoms, proving that people are always more important than ideas, and that fostering an environment where everyone feels safe to speak their mind—even to challenge superiors—is paramount. It reveals that the unseen forces of fear, hierarchy, and attachment to past successes can easily stifle innovation, making vigilance and a “beginner’s mind” essential for sustained excellence.

The core lessons readers should remember are:

• Prioritize the Team, Not Just the Idea: A great team can salvage a mediocre idea, while a mediocre team can ruin a brilliant one.
• Embrace Candor and Discomfort: Replace “honesty” with “candor” to foster open communication, even when it’s difficult. Confront problems head-on, because early versions of anything creative will “suck.”
• Failure as Fuel: Reframe failure not as a sign of shame, but as an inevitable and valuable part of learning. Encourage “failing early and failing fast” to accelerate discovery.
• Protect the “Ugly Baby”: New ideas are fragile and often unformed. Shield them from premature judgment and the relentless demands of the “Beast” (production/revenue machine).
• Vigilance Against the “Hidden”: Acknowledge that leaders have blind spots, and that success can breed dangerous delusions. Actively seek out what you don’t know and challenge your own mental models.
• Continuously Learn and Adapt: Stability is an illusion. Embrace change and randomness, using mechanisms like research trips, postmortems, and internal initiatives (like Notes Day) to broaden perspectives and stay nimble.

Next actions you should take immediately, and why they matter:

• Evaluate your team dynamics: Are people genuinely collaborating, or is there a “B-team” mentality or unspoken hierarchy? Actively work to build trust and empower everyone.
• Assess your feedback mechanisms: Is there a “Braintrust” equivalent in your organization where candid, non-prescriptive feedback is given without fear? If not, start creating one.
• Rethink failure: How is failure discussed in your team or company? Are mistakes met with blame or learning? Lead by openly discussing your own failures and demonstrating recovery.
• Challenge your “unseen” assumptions: What preconceived notions or “mental models” might be limiting your perspective or hindering progress? Actively seek out dissenting opinions and data that challenges your beliefs.

Reflection prompt:
In what specific areas of your work or life are you (or your team/organization) unconsciously clinging to a “known” that is preventing you from exploring the “unknown,” and what small step can you take this week to “put one foot on either side of the door”?