Much of the animation in this sequence was very difficult. In the previous walking sequence the centipede's individual pods were not set in a hierarchy. Each pod had it's own world space animation data created by the max-scripted motion. Now I had to animate this little critter with a forward hierarchy. I created a series of proxy pods that were linked together in a chain in place of all the original pods, and with max script, assigned to each of the original render pods and foot IK end effectors a " Link_Controller ". As the forward proxy hierarchy peeled of the tree, max-script would measure the distance from the proxy pod to the render pod. At a certain distance, max-script would, via the Link_Controller, link each render pod to it's proxy pod and align and set appropriate position and rotation keys in order to create the in-between motion. I used the Link_Controller instead of just baking sampled motion taken from the froward proxy, because I knew in the next shot I would need the pods to link to Baby Birthing Pod in order get the swaying motion. This took two days to write the script, but the neat thing is, all the final animation, minus that of the forward proxy hierarchy was created by the script. I could and did tweak this all night and run countless previews to get it to this state. This may seem like a lot of scripting, but here I just do it once and loop it 24 times.