Starting with just a still photograph Filmworkers built a world-class soccer stadium and filled it with more than 30 000 screaming fans for a new Budweiser spot promoting parent company Anheuser-Busch InBev's global sponsorship of the World Cup in South Africa. The soccer scenes that open the spot are meant to suggest a final World Cup match but neither the stadium nor the fans are real. Filmworkers visual effects artist Rob Churchill modified the panoramic still photograph of an empty stadium onto the interior of a sphere and then filled it with tens of thousands of digital spectators produced with the company’s proprietary crowd simulation software. Conceived by DDB Chicago Swap shows Brazilian and Paraguayan soccer players exchanging jerseys at the end of a match. People in the stands do likewise; scenes of other people exchanging everything from dogs to toupees follow this. A guy in a bar is disappointed when a girl swaps her cocktail for his Bud—until a bartender hands him a fresh brew. Churchill placed live action shots of the soccer players inside the stadium and added artificial camera moves to create both wide angle and close-up shots. “By creating a 360-degree environment I could make the camera look anywhere—up down backwards or to the side ” Churchill says. “There’s a walk on shot of the field that looks as though it was shot with a Steadicam.” Churchill added a lot of subtle touches to make the scene appear real. He “turned on” lights on the field in the stands and in tunnels; created signage including several Budweiser billboards and painted chalk lines on the grass. He also roughed up the field to make it look played on and even applied dirt to the players’ jerseys. The crowd simulation is also enormously complex. Filmworkers’ CGI team individually adorned the digital characters in the colors of the Brazilian and Paraguayan teams. They also introduced individualized behavior to the figures in the crowd making them stand sit cheer and wave flags. The spot is currently airing in Europe.