Tom Waits performed in 1978 live at the La Brea stage in Hollywood, photographed and rotoscoped.The original live action was shot with 5 cameras - 2 high, 2 low and one hand held.. shot by Dan O’Dowd and crew..The music from “The One That Got Away” blared in the background as Tom sang the lyrics. Donna Gordon is the dancer performing as the stripper, 6 takes and 13 hours of video footage were edited to make a 5 1/2 minute live action short which we turned into animation. A total of 5,500 frames were captured, re-drawn, inked and painted by hand onto celluloid acitate to create this film.

…However, a series of unfortunate events prohibited the film from ever being released or sold commercially, consequently catapulting it into obscurity.