Season three saw the directing debut of one of the show's developers, Miles Millar, who got to direct the episode "Memoria". Welling describes Millar's style as very succinct, to which he credits to Millar's background of writing for all of the characters on the show. As Welling explains, Millar managed to capture the same effect as other directors, but with fewer words. Millar's visual style, at least for this episode, tended to lean more to applying "extreme lighting" to the scenes, to create silhouettes of the characters. Miles Millar was inspired by the film "Kings Row" when he filmed the scene for Lex's birthday party as a child. In the scene, a camera pulls back from a flashback transition to reveal a young Lex sitting alone at a large table full of food and gifts. Instead of using the same techniques that were employed in previous episodes for transitioning between the present and the past, Millar decided to shift between the two time frames by transitioning between the older Lex and the younger Lex. This required Rosenbaum to rely more on Millar's direction, so that the emotional level was matched between himself and the young actor portraying Lex, Wayne Dalglish. One particular scene seemed to provide Millar with the most trouble, mainly because of the constraints of the film division at Warner Bros. In the scene, Jor-El and Lara are placing the infant Kal-El into his spaceship during Krypton's final moments. At the time, Warner Bros. was working on a new "Superman" film, and it was going to be an origin story. This affected how much "Smallville" could actually show. The film department prohibited Millar from showing Krypton, or Jor-El and Lara. As a result, Millar took inspiration from a comic book written by Jeph Loeb. In Loeb's book, Jor-El and Lara are depicted as just a pair of hands holding on to each other after they place Kal-El into his spaceship.