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                                                         presented in
                                                         DD SURROUND TM

                            BABYLON 5

                             Starring
Bruce Boxleitner              as      President John Sheridan
Jerry Doyle                   as      Michael Garibaldi
Mira Furlan                   as      Delenn

                          Also Starring
Richard Biggs                 as      Dr. Stephen Franklin
Bill Mumy                     as      Lennier
Tracy Scoggins                as      Captain Elizabeth Lochley
Stephen Furst                 as      Vir Cotto
Jeff Conaway                  as      Security Chief Zack Allan
Patricia Tallman              as      Lyta Alexander

                               With
Peter Jurasik                 as      Londo Mollari
                             And
Andreas Katsulas              as      G'Kar

        Created by                    J. Michael Straczynski

[production credits]

                         The Fall of
                       Centauri Prime  

                        Guest Starring
Wayne Alexander                 as      Drakh
Simon Billig                    as      Ranger
Damian London                   as      Regent
Robin Sachs                     as      Na'tok
 
        Music by                        Christopher Franke
        Edited by                       Kathie Burr
        Production Designer             John Iacovelli
        Director of Photography         John C. Flinn III, A.S.C.
        Conceptual Consultant           Harlan Ellison
        Co-Producer                     Skip Beaudine
        Produced by                     John Copeland
        Written by                      J. Michael Straczynski
        Directed by                     Douglas E. Wise

[end credits]

        Executive Producer              Douglas Netter
        Executive Producer              J. Michael Straczynski

[closing credits]

        Associate Producer              Susan Norkin
                        
        Unit Production Manager         Skip Beaudine
        1st Assistant Director          Pamela Eilerson
        2nd Assistant Director          David McWhirter

        Casting by                      Fern Champion, C.S.A.
                                    and Mark Paladini, C.S.A.

        Original Casting by             Mary Jo Slater, C.S.A.

        Music Performed by              Christopher Franke
                                    and The Berlin Symphony Orchestra

        Costume Designer                Ann Bruice Aling

        Visual Effects Produced by      Netter Digital Animation

        Supervising Animators           Shant Jordan
                                        Patrick Perez
        CG Design & Animation Team      Bill Arbanas
                                        Larry W. Bownan
                                        Tim Everitt
                                        Tom Helmers
                                        Harry Hendrickson
                                        Rich Jeffreys, III
                                        Jeff Montray
                                        Don Neudecker
                                        H.W. Parker
                                        Josh Prikryl
                                        Andy Romine

        Compositors                     Phillip Giles
                                        Ken Busick
                                        Kim Anderson

        Matte Artists                   Eric Chauvin
                                        Chuck Carter

        Concept Designs                 Timothy M. Earls

        Systems Engineer                Larry Stanton


Series Make-up Effects Created by       John Vulich
                                        Optic Nerve Studios

        Special Make-up Effects Artists Jerry Gergely
                                        Manny Case
                                        Gabriel De Cunto

        Make-up Effects Supervisor      Jeff Farley
        Make-up Effects Sculptors       John Wheaton
                                        Glenn Eisner

        Art Director                    Mark-Louis Walters
        Set Decorator                   Jason Howard
        Property Master                 Dark Hoffman
        Graphic Artist                  Alan Kobayashi
        Construction Coordinator        Curtis Laseter
        Scenic Artist                   Matthew Plummer

        Costume Supervisor              Kim M. Holly
        Key Costume                     Linda Huse
        Key Make-up Artist              Cinzia Zanetti
        Hair & Make-up                  Kim M. Ferry
        Key Hairstylist                 Barbara Wilder Pearlman

        Camera Operator                 Peter B. Kowalski
        1st Assistant Camera            Mike McEveety
        Gaffer                          Carlos Torres
        Key Grip                        Robert D. Blair
        Best Boy Electric               Nathanial Roberts
        Dolly Grip                      Charles S. Lantz, Jr.

        2nd 2nd  Assistant Director     Alisa Matlovsky
        Special Effects Supervisor      Mike Del Genio
        Stunt Coordinator               Kerry Rossall

        Production Sound Mixer          Don H. Matthews, C.A.S.
        Sound Designer                  Harry Cohen
        Sound Effects Editors           Jeff Whitcher
                                        Elisabeth Flaum
        Re-recording Mixers             Larry Benjamin
                                        Liz Sroka
                                        Zeke Salas
        Sound Supervisor                Mike Payne

        First Assistant Editor          John Burrus
        Assistant Editor                Mike Hackett
        Apprentice Editor               Maritza Suarez
        Post Production Coordinator     Pam Oseransky

        Production Coordinator          Celeste Healy
        Script Supervisor               Ken Gilbert
        Production Accounting
            Services Provided by        Oberman, Tivoli & Miller, Ltd.
        Production Accountant           Mike Hoover

        Script Coordinator              Tracy Yates
        Executive Producers' Assistants Tracie Esparza
                                        Karen Harrell
                                        Joanne Higgins

        Reference Editor                Fiona Avery

        Producer's Associate            Jeffrey Willerth
Special Effect Contact Lens Consultant  Jonathan Gording, O.D.

        Filmed with Panavision(R) Cameras & Lenses

        Color by                        Pacific Film Laboratories
                                        Electronic Laboratories TM
                                        [logo] Laser-Pacific
                                        [    ] Media Corporation
        Digital Sound & Re-Recording by    ///// ///// ////
                                          ///// ////   //
                                         ///// //    ////
                                        The Sound of Pictures
                                        DD Dolby Surround TM
        Lighting & Grip Equipment Supplied by (HR)

       "Babylon 5" Soundtrack Album is available from  \-^-/
                    Sonic Images Records                / \
                         SI#8502-2                      `^'


      This motion picture is protected under the laws of the
       United States and other countries. Any unauthorized
      duplication, copying, distribution, exhibition or use
    may result in civil liability and/or criminal prosecution.


         (c) 1997 Warner Bros. Pay TV, Cable & Network Features
                       ALL RIGHTS RESERVED

                   Country of first publication
                     United States of America

         Warner Bros. Pay TV, Cable & Network Features is the
        author of this film/motion picture for the purposes of
            Article 15(2) of the Berne Convention and
             all national laws giving effect thereto.

                      Production Number - 519


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Last update: October 28, 1998