"We would sometimes do this coverage by keeping our framing very loose or giving the camera an almost floating feeling," Sigel adds. "We might be in an over-the-shoulder, but as the actors began to move we'd respond to what they were doing. I use that technique quite a bit. I like it when you can be responsive to what an actor is doing - the camera can take the viewer deeper inside the internal workings of the performance. It's as though you're talking to those people in real life. The camera participates in a proactive way. Bryan began to embrace that approach more and more as the shooting went on."

Sigel sees the camera as being "like another actor in the film. Consequently, you have to think about movement the way an actor would about a performance. You have to find that place where you're participating emotionally, but you're not drawing attention to yourself and pulling the audience out of the film. If you cross a certain line, the camera's performance becomes more prominent than the actor's performance, and that's when you're hurting yourself. It's the same as when an actor gets really 'big' and starts to chew the scenery."

X2 is production designer Guy Dyas' maiden voyage on a feature film, and one of Singer's first instructions to Dyas was to get in sync with Sigel and gaffer Tony Nakonechnyj so that the lighting and design work would complement each other. "I was actually quite intimidated when I met Tom Sigel," Dyas recalls. "After all, this was the guy who had shot Three Kings! I was nervous, but he and Tony were very helpful and down-to-earth, and they were glad to share their extensive knowledge. When you're working with people who are laid-back, they put you in a good place in terms of solving a film's problems. They don't put you on edge."

"The nice thing about being 'the new person' was that I'd watched the first X-Men film in a completely unbiased way," Dyas continues. "I didn't know I'd be designing the sequel two or three years later, so I had an [objective] opinion about it. I saw the film without any knowledge of what the crew went through, and I had no knowledge of the budget and time constraints. I had a - I hate to use the word - 'consumer' perspective."

That said, Dyas knew he would have to maintain some aspects of John Myhre's design of the original film, but also strike out in new directions. "Those blue sets of the X-Men world, which are so familiar to everyone, were all designed by John Myhre, and we had to recreate those," he says. "The challenge was trying to find out what colors John had actually used, because all of the samples had faded and the people involved couldn't remember. Others sets had to be designed from scratch."

The largest of these new sets served as headquarters for the villainous and decidedly anti-mutant Gen. William Stryker, who coordinates his nefarious schemes from a very large base. Designing the base required close collaboration among Dyas, Sigel and Nakonechnyj. "I made very clear how important a part lighting plays in the sets for these films, and I told Guy I wanted the sets to have their own kinds of light, their own sources that would give off a particular mood," Singer recalls. "That required very close cooperation at all stages with Tom and his crew.

"On X-Men, Tom did a great job with John Myhre in terms of giving the underground X Mansion extended walls and ceilings so we could install light fixtures that would run the entire length of the underground space," Singer continues. "That was very ambitious, and I felt we needed to be even more ambitious for X2, particularly with Stryker's underground complex. I think we outfitted probably the largest soundstage in North America for that."

Built inside a former Sears warehouse in Vancouver, Stryker's base was an enormous undertaking. "We probably had 60 miles of cable," Singer estimates. "Tom said, 'Let's make the commitment to build a set structure that can be lit up in any corner, in any space, at any time so that we can move quickly when we're shooting.' His foresight was brilliant. It cost a bit more up front, but we saved money on the back end because we could shoot a scene, run down the hall and shoot another scene. We always had access to any portion of the set without having to wait hours to re-light."

"The base contained a number of different setpieces," Sigel says. "There was a maze of corridors that connected a number of larger sets. One was called the loading bay, and another was the augmentation room. A lot of these sets were pre-lit from above. As much as possible, we designed lighting fixtures into the walls and ceilings and had everything on a dimmer system."