WINSLOW — What started as a bedtime story a Winslow man told his two daughters in the 1980s and ’90s is coming to the big screen this weekend as a feature-length animated musical with a star-studded cast of voice actors.

This poster advertises the animated movie “Bongee Bear and the Kingdom of Rhythm,” by filmmaker Brian Zemrak, of Winslow. The movie will premiere this weekend during the Maine International Film Festival in Waterville. Morning Sentinel photo by David Leaming

“Bongee Bear and the Kingdom of Rhythm” took over 20 years from conception to completion, but writer and director Brian Zemrak said there is no place he would rather premiere the labor of love than the Maine International Film Festival in Waterville, the city he was born in. The 88-minute film will debut at 12:30 p.m. Saturday at Railroad Square Cinema, and a second screening will take place at 12:30 p.m. Sunday at the Waterville Opera House.

The movie follows a young orphan bear, Bongee, as he embarks on a mission to restore song and dance to the Kingdom of Rhythm after an evil witch casts a spell to take them away. It features the likes of Emmy and Golden Globe award-winning actors Rob Paulsen as Bongee Bear, June Lockhart and Dom DeLuise as Bongee’s sidekicks Mindy and Myrin, and Ruth Buzzi as the evil witch. Debi Derryberry — who voiced Jimmy Neutron on the hit 2000s children’s TV show “The Adventures of Jimmy Neutron: Boy Genius” — also stars as the princess.

“All these different people who I grew up with did the voice-overs, which was a lot of fun because here they are — like Dom DeLuise, a veteran, who’s done all these characters for animations, is asking me is what he’s doing OK. It was kind of (surreal),” recalled Zemrak, 62. DeLuise, known for his roles as Buddy Bizarre in “Blazing Saddles,” Pizza the Hutt in “Spaceballs” and Itchy Itchiford in “All Dogs Go to Heaven,” died in 2009.

Zemrak said he named many of the characters after his family members. Mindy, Zemrak’s oldest daughter, appears as a wise old owl; while Katrina, his youngest daughter, is the princess. As for the titular Bongee Bear: “It’s just a name that sounded good,” Zemrak explained. “One of my nieces couldn’t say ‘Brian,’ and it came out as ‘Bongee,’ so that sort of gave me inspiration.” In the early stages of the project, Zemrak performed skits of the adventures of Bongee and friends in costume with his family at festivals and campgrounds around Maine. 

Bongee Bear and Princess Katrina appear in a film still from “Bongee Bear and the Kingdom of Rhythm,” which premieres Saturday at the Maine International Film Festival in Waterville. Courtesy of Brian Zemrak

The film’s production was extended over so many years that Katrina Zemrak, who was a child when her father wrote the script, was able to compose the film’s final score as an adult, after graduating from college with a degree in music composition for the screen.


I don’t remember the bedtime stories necessarily, but I remember hearing about (the process) a lot as a kid,” Katrina Zemrak, 27, said of her father’s passion project. “I was growing up as the story was growing up as well.”

Katrina Zemrak noted that while she prefers creating music from scratch, building on the foundations of songs that her father had “plunked out,” as he described it, was a welcome challenge.

“Some of the songs were actually recorded with vocalists before I started writing music or was even brought on the project,” she explained. “They had recorded stuff years before I came on, and sometimes I got the music or just the vocals singing, and I had to go in and try to figure out what they were doing melodically and kind of orchestrate from that, which was an interesting process.”

Brian Zemrak said he was blown away by the end result.

“One of the songs … was really just a little ditty that I had written for one of the comical characters, one of the henchmen of the witch,” he noted. “Originally, we basically just put a ‘tick-tock, tick-tock,’ track behind it. It was never intended to be a good song — he’s a goofy character, he’s singing this little thing. When Katrina came on board and wrote a song for it — I mean, it turned into this jazzy tune — I was amazed at how good it sounded.”

Despite the awe-filled moments such as hearing his daughter’s work enhance his own, Brian Zemrak experienced a handful of setbacks working on “Bongee Bear.” The production was financed independently, though Brian Zemrak said he “has no idea” how much it cost in the end.


Evil witch Bandrilla stirs her cauldron in a film still from “Bongee Bear and the Kingdom of Rhythm,” directed by Winslow filmmaker Brian Zemrak. Courtesy of Brian Zemrak

His brother and producer, Derek Zemrak, 53, who owns a small production company in San Francisco and has connections to the California film industry, got the script in front of a vice president at Warner Brothers in the ’90s, but the studio did not end up backing it. Then an animation company in India came on board in the 2000s and made big strides, but it promised a degree of quality that it couldn’t ultimately deliver. Another animation startup, this time stateside, offered to complete the film in 3D animation — if only Brian Zemrak and his crew bought them the proper (and costly) equipment. In 2005, after all the turnover, Brian Zemrak had the script, all of the voice recordings, sketches of characters, and the bare bones of the film’s musical numbers. There just wasn’t a movie.

“Everything had gone really well, and it was a great cast,” Brian Zemrak noted. “The animation just failed to come through the way (I and the investors) wanted. So we went into hiatus until 2015. Then in 2015, I get a phone call from my brother, saying, ‘It’s on. We’re going for it.'”

A Filipino studio, Kalbo Animation, was interested. The artists there had worked on projects such as “Scooby Doo” for networks that included Nickelodeon. It took four years — two more than anticipated — but Bongee was alive. Brian Zemrak said that last Saturday was the day everything wrapped up.

“After all this time, we never gave up,” he said.

Ken Eisen, one of the festival’s programmers, explained that this is not the first time he’s accepted a film without having seen the fully finished product.

After I saw the first 15 minutes, I knew that we would want it,” Eisen said. “The obvious immediate reason is just because there’s not a whole lot of animated musicals produced in Winslow, Maine, and this is its world premiere, so we’re very honored to have it. Beyond that, it’s a work of love, and it shows — they worked on it for 15 years, and it works great. Audiences, particularly those with kids, will be thrilled to have it. It was one of the easiest calls I made (to accept it).”

Brian Zemrak said he plans to take the project to film festivals across the country and ultimately hopes to distribute it either on an online platform such as Netflix or in theaters after debuting the movie in Waterville.

“We wanted it here first,” he said. “This is where (Derek and I) were born.”

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