The idea for this portent-filled image came to production designer Randy Ser in a dream, as did much of the ornate scenery in Cinderella. "What I've learned over the years," says the Los Angeles-based Ser, who has worked as a production designer on such diverse films as "Darkman" and "The Mighty Ducks," "is that if I let my mind work on its own, a lot of the large concepts will be there when I wake up in the morning."

Good thing, too. Given only 11 weeks to make an entire fantasy world come to life, Ser (along with art director Ed Rubin) worked into the wee hours to come up with concepts for more than12 lavishly decorated sets. But it was the actual dressing of the sets that demanded constant ingenuity. "There's no Cinderella department at Home Depot," says Ser, who says he ended up employing more than 100 craftspeople to do things like lay the authentic cobblestones in the town square or sculpt out of foam blocks a 6-foot-tall faux marble statue of the stepmother and her two daughters doing a frolicsome May dance.

As for Cinderella's flashy ride, it was just an antique coach with a shot suspension when Ser discovered it rusting on the Warner Bros. back lot. By the time Norwood and Houston squeezed into its interior, it had been completely stripped, then refurbished with bulbous pumpkin ridges carved out of foam and real wisteria vines woven between the wheels' spokes. This hand-polished carriage, as well as several stained-glass windows and the May dance sculpture, are among the few pieces that Disney kept after the 28-day production finished filming. As for the rest? "It's landfill," says a philosophical Ser. "That's what happens when shows are over."

-- M.R.