All made entirely from scratch, by me. For the terrain, I made a 1-sided plane about 1,000 x 1,000 intersects (maybe more, can't remember off the top of my head, and it takes forever to open the scene in Max.) Then apply noise to it, and tweak the amplitude settings: whoala Terrain. Texture was "cell" (internal texture, rather than a raster image,) but you could use any number of the internal ones... just play with it. I liked cell because you could set multiple colors for it. For the water: repeat as above but MUCH less amplitude on the noise, and use reflect texture with a bunch of transparency (you can use refract too, but the effect is way overpowering unless you lower it till it's barely noticable, and at that point, it's not worth adding the render time for it.) But if you watch the movie, the water's "noise" keyframes actually change over time, which gives it a flowing effect. I don't really mess with this scene much any more, cuz it's just a hog to open and work with. Immediately after that project (just to master reflective texture and chrome effects,) I did this one: http://www.bargeld.us/storage/clock.jpg