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                                                    presented in
                                                    DD SURROUND(TM)

                            BABYLON 5

BRUCE BOXLEITNER                as      Captain John Sheridan
CLAUDIA CHRISTIAN               as      Commander Susan Ivanova
JERRY DOYLE                     as      Security Chief Michael Garibaldi
MIRA FURLAN                     as      Delenn

                          ALSO STARRING
RICHARD BIGGS                   as      Dr. Stephen Franklin
ANDREA THOMPSON                 as      Talia Winters
STEPHEN FURST                   as      Vir
BILL MUMY                       as      Lennier
ROBERT RUSLER                   as      Lt. Warren Keffer
MARY KAY ADAMS                  as      Na'Toth

ANDREAS KATSULAS                as      G'Kar

PETER JURASIK                   as      Londo

        Created by                      J. MICHAEL STRACZYNSKI

[production credits]

                   "A RACE THROUGH DARK PLACES"

                          GUEST STARRING
APESANAHKWAT                    as      Telepath #1
BRIAN COUSINS                   as      Rick
DIANE DILASCIO                  as      Telepath #2
GIANIN LOFFLER                  as      Lurker

                        SPECIAL GUEST STAR
WALTER KOENIG                   as      Bester

        Production Designer             JOHN IACOVELLI
        Director of Photography         FRED V. MURPHY, II
        Conceptual Consultant           HARLAN ELLISON
        Produced by                     JOHN COPELAND
        Written by                      J. MICHAEL STRACZYNSKI
        Directed by                     JIM JOHNSTON

[end credits]

        Executive Producer              DOUGLAS NETTER
        Executive Producer              J. MICHAEL STRACZYNSKI

[closing credits]

        Associate Producer              GEORGE JOHNSEN

EDDIE ALLEN                             Man
KATHRYN CRESSIDA                        Bartender
JUDY LEVITT                             Psi Cop
CHRISTOPHER MICHAEL                     Shooter
WILLIAM ALLEN YOUNG                     Jason Ironheart

        Executive Story Editor          LAWRENCE G. DITILLIO

        Music by                        CHRISTOPHER FRANKE
        Music Performed by              CHRISTOPHER FRANKE
                                            THE BERLIN
                                          SYMPHONIC FILM

        Casting by                      MARY JO SLATER, C.S.A.
                                        STEVE BROOKSBANK, C.S.A.

        Unit Production Manager         SKIP BEAUDINE
        1st Assistant Director          PAMELA EILERSON
        2nd Assistant Director          JOE KONTRA

        Costume Designer                ANN BRUICE

        Visual Effects Designed by      RON THORNTON

        Visual Effects Supervisor       MITCH SUSKIN

        Visual Effects Produced by      FOUNDATION IMAGING
        Computer Imaging Supervisor     PAUL BEIGLE-BRYANT
        Visual FX Producer              SHANNON CASEY
        Matte Artist                    ERIC CHAUVIN

    Series Make-up Effects Created by   OPTIC NERVE STUDIOS
                                        EVERETT BURRELL
                                        JOHN VULICH

        Art Director                    ROLAND ROSENKRANZ
        Set Decorator                   DANIEL A. SAKS
        Property Master                 MARK-LOUIS WALTERS
        Construction Coordinator        CURTIS LASETER

        Costume Supervisor              KIM M. HOLLY
        Key Costumer                    LINDA HUSE
        Key Make-up Artist              CINZIA ZANETTI
        Key Hairstylist                 TRACI SMITHE

        Camera Operator                 PETER B. KOWALSKI
        1st Assistant Camera            WALLY "BOOBIS" SWEETERMAN
        Gaffer                          DAVID H. NEALE
        Key Grip                        RICK STRIBLING
        Special Effects by              ULTIMATE EFFECTS
        Stunt Coordinator               KERRY ROSSALL

        Sound Mixer                     LINDA COFFEY
        Sound Effects Editor            PAUL MENICHINI
        Re-recording Mixers             TERRY O'BRIGHT
                                        PETER CARLSTEDT
        Supervising Sound Editor        ERIN HOIEN

        Editor                          SUZANNE STERNLICHT
        Assistant Editor                KATHIE BURR
        Post Production Coordinator     SUSAN NORKIN
        Apprentice Editor               JASON NETTER

        Production Coordinator          CHRIS O'CONNOR
        Script Supervisor               HALEY McLANE
        Production Accounting
            Services Provided by        OBERMAN, TIVOLI & MILLER, LTD.
        Production Accountant           SARAH MORSE-FISCHER

        Script Coordinator              CAROL HENRY
    Executive Producers' Assistants     TRACIE ESPARZA
                                        KELLY COYLE
                                        JOANNE HIGGINS
        Producer's Assistant            E.J. KAVOUNAS
        Special Effect
            Contact Lens Consultant     JONATHAN GORDING, O.D.

                    Filmed with PANAVISION(R)
                         Cameras & Lenses

                       Lightwave 3D(R) and
                     Video Toaster Systems(R)
                     Furnished by NewTek, Inc.

                             Color by

                    Electronic Laboratory(TM)
                        MEDIA CORPORATION

                 Digital Sound & Re-Recording by
                           EFX SYSTEMS

                      DD DOLBY SURROUND(TM)

              Lighting & Grip Equipment Supplied by

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

                Copyright (c) 1994 PTN CONSORTIUM
                       ALL RIGHTS RESERVED

                   Country of first publication
                     United States of America

               PTN Consortium 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 - 207

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Last update: November 2, 1998