He had started his career as the original independent filmmaker, at a time where it was nigh impossible to make movies outside the studios, and through the previous 15 years he had directed eight films -- some of the most acclaimed, debated and controversial ever made. "Spartacus" (1960), "Lolita" (1962) and "Dr. Strangelove or: How I Learned to Stop Worrying and Love the Bomb" (1964) clearly demonstrated Kubrick's ability to use pitch-black humor and great spectacle to tell tales of the true heart of man as few filmmakers had told them before. His films had been feted by critics as cinematic masterpieces or dismissed as overblown indulgences, and although all were profitable, they were hardly box-office triumphs.

But Kubrick's latest film, "2001: A Space Odyssey," had proved to be both a critical and a box-office success. Kubrick knew he could now make almost any film he desired, and what he desired most was to bring to the screen his vision of the chaotic, war-soaked life of Napoleon. It was to be no mere Hollywood biopic; Kubrick planned to stage full-scale re-creations of the French ruler's most infamous wars, and he wanted to do it on the same battlefields that Napoleon had fought on 150 years before.

Since his youth hustling chess games in Greenwich Village, N.Y., Kubrick had harbored a deep fascination with Napoleon's life. It was, according to Kubrick, "an epic poem of action."

"He was one of those rare men who move history and mold the destiny of their own times and of generations to come," Kubrick told Joseph Gelmis in 1968 (for Gelmis' interview anthology book, "The Film Director as Superstar") as he geared up for the film's production.

When "2001" picked up five Oscar nominations, including best director, Kubrick used the heat to marshal MGM into backing his new film. The studio coughed up development funds and Kubrick hired a team of researchers. He then plunged into a two-year odyssey to bring his Napoleon epic to the screen.

His first step was to view all the other films made of Napoleon's life so far. There were many, an average of three a decade from the birth of cinema up to the early 1950s. Although Kubrick found many things he liked in the massive 1956 "War & Peace," made in Russia, he abhorred Abel Gance's much-hallowed "Napoleon" of 1927, which originally ran more than five hours and was shown in cinemas in a triple-screen presentation.

The film "has built up a reputation among film buffs over the years," Kubrick told Gelmis, "but I found it to be really terrible. As far as story and performance goes it's a very crude picture."

Kubrick then hired a renowned Napoleon scholar, Oxford University professor Felix Markham, to serve as overseeing historical advisor, and purchased the rights to Markham's own biography of the man. Though Kubrick used Markham's book as a basis for his screenplay, he mainly bought the rights as a legal base to avoid "the usual claims from the endless number of people who have written Napoleonic books."

Kubrick used 20 of Markham's graduate students to construct a master biographical file on the 50 principal characters of Napoleon's life. A file ordered by date was devised to store index cards of key events, when and where they happened, with each index card annotated with individual characters' names. This allowed Kubrick to instantly determine where each of his characters was on a given date, and what they were doing in relation to one another.

Kubrick himself soaked up a few hundred books on Napoleon's life and times. So intense was Kubrick in his research that he began to imitate the Frenchman's habit of bombarding every person he met with a plethora of questions, a character trait Kubrick reportedly kept for the rest of his life.

Stranger still, Kubrick even adopted Napoleon's eating habits. During pre-production on "A Clockwork Orange," actor Malcolm McDowell watched in astonishment as Kubrick consumed a meal: a bite of dessert, a bite of steak, another bite of dessert. "This is the way Napoleon ate," Kubrick informed the amused McDowell, who often cited it in interviews as one of his favorite Kubrick anecdotes.

After the years he had devoted to nailing down every last detail of costume, set and space science for "2001," Kubrick desired to simplify the process for his new film. The unintentional result was a bewilderingly large picture file of some 15,000 entries on all things Napoleon. Kubrick designed a retrieval system based on subject classification that also included a visual signaling method, allowing cross-indexing of subjects to an almost unlimited degree of complexity and detail. It was designed so everyone from costumers to set detailers could find any information they needed, and not soak up Kubrick's time with the endless queries that had plagued him during the making of "2001."

The director, who was a revolutionary film technologist, also sought out special lenses that would allow him to continue shooting his exteriors long into the evening, way beyond the hours mere mortal film crews would have to pack up and go home.

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