Frederator POSTERS March 2010 DRAFT 3

ORIGINAL CARTOON POSTERS FROM

FREDERATOR STUDIOS EDITED BY ERIC HOMAN AND FRED SEIBERT

©2010, JoeJack Inc. All rights reserved. ChalkZone, The Fairly Oddparents, Fanboy & Chum Chum, Nickelodeon, Nicktoons, Oh Yeah! Cartoons, and and Random! Random! Cartoons © 2010, Viacom Viacom Intl., Inc. All rights reserved. Used with kind permission. Adventure Time Time with Finn & Jake, Cartoon Network, Cow and Chicken, Dexter's Laboratory, Dino, George and Junior, Johnny Bravo, The Powerpu Girls, The Worm, Hard Luck Duck, Pfsh and Chip, and Yuckie Duck: TM & ©2010, Cartoon Network. A Time Warner Company. Used by kind permission. Frederator Studios and the Fredbot Frederator robot are registered trademarks o JoeJack, Inc. All rights reserved. The Frederator Fredbot robot designed by Arlen Schumer. Frederator logo designed by Adams-Morioka, Beverly Hills, Caliornia.

All rights reserved, including the right to reproduce this book or portions thereo in any orm whatsoever. First Frederator Books printing 2010

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Original Cartoon Posters

Frederator Studios Kicking o the singular Frederator experience required quite a character chara cter,, and thanks to one --illustrator/designer extraordinaire Arlen Schumer-- we got the other --our singular company robot, the Fredbot. When Arlen gave us the git o a company birth notice, he crossbred some severely bushy eyebrows, Gigantor's nose, and our ascination with the inuence o modern poster innovator Frank Kozik. Master artist Patrick Raske provided the color and a Michigan silkscreen printer was engaged. Frederator Studios, with assistant Stephanie Stephens, came to be in North Hollywood on January 6, 1997, with our frst cartoons released in 1998.

1997 Arlen Schumer: illustration & design www.arlenschumer.com

Patrick Raske: color Silkscreen 9" x 11"

Frederator Studios

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Frederator New Year's Posters The last 30 years haven't been kind to commercial posters, broadcasting and the internet have made them virtually extinct. But art poster series are alive and well with a vibrant ollowing and Frederator likes being part o that select group with our (sometimes) regularly released New Year's posters.

New Year's Year's 2002 Frederator's expantion to a New York York ofce around the turn o the century seemed like a perect moment to inagurate our New Year's poster program. And our expanded personnel roster (or building out media on the internet) suggested the perect execution. Patrick Raske pulled o this digital take on an old school letterpress poster, oten associated with boxing, circuses, and old rock'n'roll and country music concerts.

2002 Patrick Raske: art direction, design & production Digital 13" x 20"

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New Year's Year's 2003 "This poster was my personal greeting card to the animation community. I met tons o artists, producers and executives because o it. It really opened a ton o doors or a young cartoonista like mysel. "And as ar as the actual design, it was able to showcase all my avorite Mexican things: Lucha Libre, Dia de los Muertos, Mariachis, Catholic iconography, iconography, Posada typography and hot Mexican women. It was an incredible honor to have been asked to design it. "Gracias Fred! "Jorge Gutierrez"

2003 Jorge R. Gutierrez: illustration & design www.mexopolis.com

Silkscreen Production and printing: Mexopolis, Tijuana, Mexico 14.5" x 22.5"

Frederator Studios

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New Year's Year's 2004 Animation artist and writer Eugene Mattos (known as Genoooooooooooooooooooooooooo! to his riends) has a knack or robots. When it came time to reinterpret Arlen Schumer's original robot, we knew where to turn.

2004 Eugene Mattos: illustration Offset William Dunnigan: production 13" x 20"

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New Year's Year's 2006 Artist Frank Olinsky and Frederator ounder Fred Seibert have been riends since they met on a dirt hill in Fred's backyard in October 1955. They've grown up to collaborate hundreds o times, notably on the iconic MTV logo. When Frank wasn't sure he could meet our three week deadline, but three days later this appeared in our email boxes. A sculpture o styrooam, plastic cups, straws, and cardboard, it also marks the frst time our robot was christened, in Frank's simple, unique way, the "Fredbot." And to complete a circle, production and printing contractor Will Dunnigan was the third childhood neighbor who lived in between Fred and Frank.

2006 Frank Olinsky: sculpture, art direction & design www.frankolinsky.com

Offset William Dunnigan: production 13" x 20"

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CFA winner Jessica Borutski & Freddie

New Year's Year's 2007 Channel Frederator, Frederator, the world's frst cartoon podcast, debuted in November 2005 and quickly we met thousands o new, talented animators rom around a round the world. To celebrate, we inaugurated the Channel Frederator Awards in Hollywood, where lucky winners would receive their very own "Freddie" statues. World class animation artist and designer Frank Rocco agreed to design the awesome Freddie sculpture and program cover illustration. We We loved it so much that program designers Adams-Morioka adapted the image into our annual New Year's poster.

2007 Frank Rocco: computer generated illustration www.gorocco.com

Adams-Morioka: art direction & design www.adamsmorioka.com

Offset William Dunnigan: production 18" x 24"

Frederator Studios

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New Year's Year's 2008 2008 was a big Frederator F rederator year, year, the 10th anniversary o the release o our frst cartoons. Finally, our tongue in cheek slogan, "Original cartoons since 1998," would have some meaning behind the humor. Naturally, we turned to our closest Naturally, clo sest design partners o the decade, Sean Adams and Noreen Morioka, to help memorialize in art direction. In their careul, but never too serious, manner, they oversaw every detail o the soda/beer can illustration right through to the gorgeous silkscreen production. It's been seen ramed in more ofces than any o our other posters.

2008 Adams-Morioka: art direction, design, illustration & production www.adamsmorioka.com

Silkscreen 24" x 36"

Frederator Studios

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Hatch Show Print & Frederator The 1996 national board meeting o the American Institute o Graphic Arts was held in Nashville, Na shville, Tennessee, Tennessee, down the street rom the storied Hatch Show Print, the country music home o wood block printing. Fred Seibert ell in love with the place and its chie designer and archivist Jim Sherraden. Frederator has had Hatch Show design and print over a dozen o its posters in the last 13 years, usually to celebrate the end o a season o cartoon production.

Oh Yeah! Cartoons What better way to celebrate our second big idea incubator (notable or the frst appearances o Butch Hartman's The Fairly Oddparents and Bill Burnett's & Larry Huber's ChalkZone ChalkZone)) but to ft 39 modern cartoon titles on a limited edition poster with old ashioned wood block typography? For our frst collaboration we asked Hatch Show or their 'classic' look, and it became the perect remembrance or all o our animation creators to sign at the wrap party party.. And here's where Frederator introduced the slogan "Original Cartoons since 1998," the catch being it actually was 1998. We're We're all about original talent and their original ideas, and we wanted to have a little un. They're cartoons, ater all, yes?

1998 Hatch Show Print: design & production www.bit.ly/HatchShow

Letterpress 13" x 22.25"

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Oh Yeah! Cartoons 1999 Hatch Show Print: design & production www.bit.ly/HatchShow

Letterpress 13.75" x 22.75"

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Oh Yeah! Cartoons 2000 Hatch Show Print: design & production www.bit.ly/HatchShow

Letterpress 13" x 22.75"

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Random! Cartoons By the end o the frst decade o the 21st century our cartoon incubators seem to have taken on a legendary lie o their own, having spawned over a dozen series. Random! series. Random! Cartoons started lie as Oh Yeah! Cartoons, Cartoons, Season 4, but took on its own identity, identity, ftting or a new century. Random's already spawned to monster hits, Eric Robles' Fanboy Robles' Fanboy & Chum Chum and Pendleton Ward's Adventure Ward's Adventure Time, Time, and with them a new cartoon vocabulary, both visually and comedically.

2007 Hatch Show Print: design & production www.bit.ly/HatchShow

Letterpress 13.25" x 22.5"

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ChalkZone 2003 Bill Burnett & Larry Huber: creators www.billburnett.com www.madanimationprofit.blogspot.com

Hatch Show Print: design & production www.bit.ly/HatchShow

Letterpress 13" x 22"

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The Fairly OddParents Ater almost 80 shorts, creator Butch Hartman concocted the frst OddParents TV movie with head writer Steve Marmel. Hatch Show concocted the commemorative.

2003 Butch Hartman: creator www.butchhartman.com

Hatch Show Print: design & production www.bit.ly/HatchShow

Letterpress 14.25" x 23"

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Oh Yeah! Cartoons It had been fve long years since we'd last recruited talent or our shorts programs that incudbated the great talent o the cartoon ini ndustry,, and we were concerned that animtion dustry talent had orgotten the hopes our cartoons cartoo ns represented. (As it turned it we had no worries.) These next two posters were meant to be community reminders.

2005 Frederator: design & production www.frederator.com

Digital 27" x 41"

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Oh Yeah! Cartoons 2005 Frederator: design & production www.frederator.com

Digital 27" x 41"

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Nicktoons Film Festiv Festival al Fred Seibert created this flm-estival-ontelevision or the late night audience on this new 24 hour cartoon network. The INTERspectacular team gave the logo and this poster just the right touch o o  the weird that the event needed to attract serious short flmmakers rom around the world.

2004 Michael Uman & Luis Blanco: design www.interspectacular.com

Digital 12.5 x 19.5"

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Channel Frederator Awards Leslie Cabarga started as a world class proessional beore he was out o high school, and his illustrations, logos, onts, and books have made him a legend. We were lucky to meet him during our brie relationship with Kitchen Sink Press, and turned to him when it came time to design the 2nd Channel Frederator Awards in 2008. Next New Networks' Rachel Garcia thought the New York City location and Freddie statue screamed or a Fritz Lang Metropolis Lang Metropolis theme. Leslie's morhping o the two is an all time classic.

2008 Leslie Cabarga: art direction www.lesliecabarga.com

Digital 18" x 25"

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Channel Frederator & Next New Networks Frank Olinsky was commissioned by Next New Networks (Channel Frederator's distributor) to design a series o limited edition posters or advertisers and riends o the company. company. The only limitation limi tation was that all the images had to be created with his hands, a slam dunk or a resourceul artist like Frank. He reerred back to the Fredbot he created or our 2006 New Year's Year's poster, and laid it out in an homage to a amous Elvis Presley singles collection. But it wasn't 'hand' enough, so Frank took a marker and retraced all the robots. We loved the mess.

2009 Frank Olinsky: design & illustration www.frankolinsky.com

Offset 14" x 22"

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Channel Frederator Filmmaker and artist Ben Ross has a special place in Channel Frederator history, history, having submitted his flm "Lunch Time" to our second episode. Ater graduating rom SVA in New York York he interned at our distributor Next New Networks (and eventually made flms at Frederator Studios) where he illustrated this gorgeous sui generis Fredbot poster or the network's second birthday.

2007

Ben Ross: design & illustration www.benisadork.com

Digital 27" x 24"

Frederator Studios

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The Fairly OddParents At Frederator, we love back-in-the-day style title cards, no matter how our network overseers eel about them. Luckily, Luckily, our creators eel the same way we do, like Butch Hartman did when he made this poster rom the frst season o his juggernaut that is The Fairly OddParents.

2003 Butch Hartman: creator www.butchhartman.com

Digital 11" x 14"

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The Fairly OddParents There were no bigger pop stars in the world than 'N Sync when one o their singers, Chris Kirkpatrick, graciously agreed to guest star in FOP's "Shiny Teeth."

2002 George Georg e Goodchild: character design Butch Hartman: creator www.butchhartman.com

Digital 17" x 26"

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The Fairly OddParents Ten years on, new episodes o The o The Fairly OddParents are still wowing audiences across the world. And given how quickly these two promotional posters disappeared at the 2009 San Diego Comic-Con it's clear the anboys and angirls eel the same way.

2009 Ernie Gilbert: illustration & design www.ernie-gilbert.blogspot.com

Butch Hartman: creator www.butchhartman.com

Digital 15" x 20"

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The Fairly OddParents 2009 Ernie Gilbert: illustration & design www.ernie-gilbert.blogspot.com

Butch Hartman: creator www.butchhartman.com

Digital 15" x 20"

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A company promotion by Nickelodeon Creative Resources The Fairly OddParents A (huge hit) movie in three parts, "Wishology" "W ishology" deserved the special treatment it was given by Butch Hartman's art team or this poster.

2009

Ernie Gilbert: illustration www.ernie-gilbert.blogspot.com

Kaz Aizawa: painting www.artdive.blogspot.com

George Goodchild: art director Butch Hartman: creator www.butchhartman.com

Digital 11" x 14"

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ChalkZone Bill Burnett & Larry Huber created our ChalkZone series (an Oh Yeah! Cartoons spin-o) with a singular visual palette created by art director Carlos Ramos. We wanted a commemorative that reected the show's special world and turned to longtime colleague Frank Rocco.

2004 Frank Rocco: illustration www.gorocco.com

Bill Burnett & Larry Huber: creators www.billburnett.com & www.madanimationprofit.blogspot.com

Will Dunnigan: production Offset 15" x 23"

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My Life as a Teenage Robot Rob Renzetti frst created his teenage robot as an Oh Yeah! Cartoons short in 1999. In 2003, MLaaTR 2003, MLaaTR went on to become Frederator's third spin-o series. Partnered with art director Alex Kirwan, Rob put together a world class art department, including character designer Jill Friemark, whose robot icons persisted in logos, postcards, and, o course, posters.

2003 Jill Friemark: illustration & design www.animatrixie.deviantart.com

Rob Renzetti: creator Digital 12" x 24"

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Poster comp illustrated by Alex Kirwan

My Life as a Teenage Robot "For our frst movie-length special we wanted to create a stylish opening title sequence that ft our pulp-y, sci-f title. I thought that it would be neat i all the visuals or the titles evoked the sensationalistic ballyhoo and graphics o 1950's sci-f promotional material. Then, at the end o the sequence we could pull the camera back to reveal that all the elements ormed a giant movie poster. poster. Shawn and Joseph Holt worked hard to help me complete all the individual pieces used in the animation, and the whole thing came together rather nicely nicely.. As a side eect, we ended up with an already completed poster design, which we printed up as a comiccon giveaway." -Alex Kirwan

2005 Alex Kirwan , Joseph Holt, Shawn Holt: illustration & design www.alexkirwan.tumblr.com www.jholtanimationart.blogspot.com

www.shawnholtportfolio.blogspot.com

Rob Renzetti: creator Digital 13.5" x 19.5"

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Fanboy & Chum Chum An instant hit upon its debut in late 2009, Fanboy & Chum Chum was the initial series to come out o our Random! our Random! Cartoons incubator.. As Nickelodeon's and Frederator's incubator frst original CG series, the preview poster --slated or the 2009 San Diego Comic-Con-had to be killer. Luckily,, creator Eric Robles is a killer artist. Luckily

2009 Eric Robles: creator & designer Chad Woods: painter www.chadwoods.blogspot.com

Nickelodeon CG: rendering Offset 11" x 17"

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Adventure Time with Finn & Jake By the summer o 2009, anticipation was running high or Pendleton Ward's ard's Adventure Adventure Time series, Frederator's second Random! second Random! Cartoons spin o. The Cartoon Network sta rom Atlanta gathered in Caliornia or a sneek peak, and the AT AT crew put on quite a show, including this welcome poster.

2009 Nick Jennings: art direction www.njennings.com

Phil Rynda: layout & character design www.rynda.com

Tom Herpich, Natasha Allegri: character design www.thomasherpich.com www.normallife.livejournal.com

Catherine Simmons: color Digital 27" x 41"

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Adventure Time fan Time fan art posters We were shocked when Adventure when Adventure Time spontaneously inspired hundreds o an art tributes fve years beore the series debuted on Cartoon Network in early 2010 (the millions o internet video views or the original short must have helped). One o the show's production assistants, artist Joseph Game, reached out to his companions at The Autumn Society (www (www.the .the autumnsociety.com) autumnsociety.com) to create aux posters and say a ew words or us.

Adventure Time with Finn & Jake Dave Perillo draws inspiration or his work rom many o the ollowing sources: 1950's sci-f movies, Charles Schultz, Jim Flora, Ray Harryhausen, Roy Lichtenstein, Jim Henson, Hanna-Barbera, The Twilight Zone, Zone , Alred Hitchcock and character advertising icons. Dave currently resides in the 'burbs o Philly, Philly, works as an illustrator i llustrator,, believes that bowling is the sport o kings and a bag o Swedish Fish is a seaood dinner. "I thought it be cool to do a comic book inspired cover or Adventure or Adventure Time, Time, the kind o cover you might see in a digest size sitting next to some Archie comics on a rack in fve n' dime."

2010 Dave Perillo: illustration & design www.montygog.blogspot.com www.theautumnsociety.com

Digital 24" x 31"

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Adventure Time with Finn & Jake Raised by eral robot wolves in the bacwoods o northeastern pennsylvania, Tom Whalen (aka Strongstu) has a high-pitched metallic voice in his head directing him to create all manner o things robotic, monstrous and heroic. "My unhealthy addiction to retro design, my voracious appetite or compact color schemes, and my mutant ability to see the negative space all around me helped to crat this WPA-style WP A-style travel poster pos ter or Adventure or Adventure Time." Time."

2010 Tom Whalen: illustration & design www.strongstuff.net www.theautumnsociety.com

Digital 27" x 41"

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Adventure Time with Finn & Jake "I'm a reelance animator/illustrator, residing in Victoria, Victoria, BC Canada. Aside rom having a passion or the arts, I enjoy spending time with my beautiul daughter Paige. Ater seeing the Adventure the Adventure Time animated short, I knew it would be one o my number one shows. With this illustration, I wanted to re-create some o the whimsy and resh hilarity that the show exudes."

2010 Dan Schoening: illustration & design www.dapperdans.blogspot.com www.theautumnsociety.com

Digital 27" x 41"

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Adventure Time with Finn & Jake "I'm a graphic designer and I like making things. I also love Adventure love Adventure Time because, well, let's ace it: it's totally mathematical. Need I say more? -Brandon"

2010 Brandon Schaefer www.seekandspeak.com www.theautumnsociety.com

Digital 27" x 34"

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Adventure Time with Finn & Jake Born and raised in Ecuador Ecuador,, South America, as Joseph Game, the creature now known as Chogrin resides in Burbank, Caliornia, working on the hit animated TV series, Adventure series, Adventure Time. Time. Chogrin's illustration work is inuenced by Ub Iwerks, The Fleicher brothers, and a nd Osamu Tezuka, Tezuka, all in which he blends to create his experiments. "Seeing the original short in 2006, inspired by Pen Ward's vision and neo-rubberhose style, I had always wanted to do a tribute or Adventure or Adventure Time. Time. Finding out in 2009 that I would be working on the new series, I knew it was time to fnally do one."

2010 Joseph Game a.k.a Chogrin: illustration & design www.chogrin.com

President of the Autumn Society www.theautumnsociety.com

Digital 27" x 34"

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Drinking and Drawing Events One night, internet animator Dan Meth had a great idea. He opened a tab at a bar on the Lower East Side o Manhattan with a light box, a Sharpie, and hundreds o index cards. He was going to drink beer and draw until he had enough or a flm. "Drinking and Drawing" became the most experimental cartoon in his hit Frederator series The Meth Minute 39. 39 . It also gave Fred Seibert a 'Eureka' moment. Animators need to get together more oten, so why not set up an actual animation event? Starting at the 2007 Platorm Animation Festival, and irregularly in cities across America, Frederator has sponsored a night o jamming artists. 100 intrepid souls souls draw animation animation sequences on eight to fteen cards and hand o their last drawing to the next jammer jammer.. The cards are scanned, edited, and scored and there's a cartoon! Results at drinkinganddrawing.o drinkinganddrawing.org rg and Channel Frederator. Frederator.

Drinking and Drawing Lee Rubenstein was Dan Meth's producer on his frst bar night and co-produced our initial New York York events. For the frst public event he designed our poster giveaway too. And the Frederator D+D logo too.

2008 Lee Rubinstein: illustration & design www.LeeRubenstein.com

Dan Meth: creator www.danmeth.com

Digital 12" x 17"

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Drinking and Drawing Channel Frederator's Community Manager Jeaux Janovsky brought his distinctive, Caliornia bred, drawing style to New York York and came up with the second limited edition D+D poster.

2008 Jeaux Janovsky: illustration & design www.jeauxjanovsky.com


Digital 12" x 17"

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Drinking and Drawing An Australian (by way o London) expatriate in New York, Elliot Cowan quickly brings his personality --drawn and verbal-everywhere. Thankully, Thankully, he brought it to D+D D+ D with this poster too.

2009 Eliot Cowan: Cowan: illustration & design d esign www.elliotelliotelliot.com


Digital 12" x 17"

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What A Cartoon!/World Premiere Toons In 1995 BF (Beore Frederator), Fred Seibert was the President o Hanna-Barbera Cartoons, where he launched his frst innovative cartoon shorts incubator, What A Cartoon! on Cartoon Network. He elt that cartoons and, maybe more importantly, importantly, their creators had been unjustly ignored or too long, and dedicated the studio to publicizing these shorts in every way possible. Great posters were the most visible way he could fnd. Modernizing the movie studio one sheets that accompanied classic theatrical cartoons, studio creative director Bill Burnett adapted the original art rom the flms into the modern rock poster styles introduced in the early 1990s.

Dexter's Laboratory What A Cartoon! Genndy Tartakovsky Tartakovsky is one o the most m ost admired directors in cartoons today. But, the Dexter's Laboratory cartoon short was his frst commercial flm and became the frst original series (and a big hit, at that) on Cartoon Network.

1995 Genndy Tartakovsky: creator Jesse Stagg & Kelly Wheeler: art direction & design Bill Burnett: Creativ Creative e Director Offset 17" x 22"

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Cow and Chicken What A Cartoon! Dave Feiss' career in animation went back to the early 80s when he presented one o the unniest storyboards in the WAC! pitch process. Cow & Chicken went on to be the program's second series, and the only one that spun o a sequel: I.M. Weasel .

1995 David Feiss: creator Jesse Stagg & Kelly Wheeler: art direction & design Bill Burnett: Creativ Creative e Director Offset

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Johnny Bravo What A Cartoon! Animator Van Van Partible was barely out o school when he started Johnny started Johnny Bravo at Hanna-Barbera. Working Working with limited resources and brand new digital technology, technology, his short became the third WAC! series, and has been dogged with rumors o a live action ever since.

1995 Van Partible: creator Jesse Stagg & Kelly Wheeler: art direction & design Bill Burnett: Creativ Creative e Director Offset 17" x 22"

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The Powerpuff Girsl What A Cartoon! At 22 years old, Craig McCraken was wa s already in the art department at 2 Stupid Dogs and on his way to art ar t directing Dexter's Laboratory when Laboratory when he showed the studio his student flm o The Whoopass Girls. Some depressing ocus groups didn't slow down the progress o a new name, a spied up design, and a phenomenon.

1995 Craig McCraken: creator Jesse Stagg & Kelly Wheeler: art direction & design Bill Burnett: Creativ Creative e Director Offset 17" x 22"

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Pfish and Chip What A Cartoon! 1995 Butch Hartman, Eugene Mattos, & Michael Rann: creators Jesse Stagg & Kelly Wheeler: art direction & design Bill Burnett: Creativ Creative e Director Offset 17" x 22"

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Dino in "Stay Out" What A Cartoon! All o the new olks at WAC! were honored and a little intimidated when both Joe Barbera and Bill Hanna agreed to contribute shorts.

1995 Joe Barbera: director Jesse Stagg & Kelly Wheeler: art direction & design Bill Burnett: Creativ Creative e Director Offset 17" x 22"

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Hard Luck Duck What A Cartoon! The frst o Bill Hanna's two WAC! shorts, Hard Luck Duck's Duck's classic, razor sharp comedic timing brought down the house at the frst industry screening or young alterna-hipsters.

1995 Bill Hanna: creator Jesse Stagg & Kelly Wheeler: art direction & design Bill Burnett: Creativ Creative e Director Offset 17" x 22"

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George and Junior What A Cartoon! The frst animator to sign up or the What A Cartoon! project was Pat Ventura. But, instead o contributing an original his frst time up (those would come later) Pat wanted a shot at updating Tex Avery's George and Junior , a theatrical team rom the Ted Ted Turner (the Hanna-Barbera owner) controlled MGM library. library. Not your grandather's Geo & Jr., that's or sure.

1995 Pat Ventura: director Jesse Stagg & Kelly Wheeler: art direction & design Bill Burnett: Creativ Creative e Director Offset 17" x 22"

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Yuckie Duck What A Cartoon! 1995 Pat Ventura: creator Jesse Stagg & Kelly Wheeler: art direction & design Bill Burnett: Creativ Creative e Director Offset 17" x 22"

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The Worm What A Cartoon! 1995 Eddie Fitzg Fitzgerald: erald: creator Jesse Stagg & Kelly Wheeler: art direction & design Bill Burnett: Creativ Creative e Director Offset 17" x 22"

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Frederator POSTERS March 2010 DRAFT 3

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