NOTE: This interview contains mild spoilers! I would recommend reading it after viewing the film.

Were you worried about the possibility of this being considered a 'movie with a twist ending,' and did you deal with that, or did you never see the film as such in the first place?

Yeah, I think we always knew there was a puzzle quality to the movie, and in general I try not to tell people there's a twist ending because then people start looking for it. Because ultimately what was more interesting to me as a filmmaker was the journey of this woman's mind wrestling with trauma and allowing that to dictate the presentation, the way she's perceiving things, the surreal elements; trying to keep them as clues to exactly what's going on in the end. But Ben and I always talked about how that was the least interesting aspect of the script.

The way you've structured the film, a viewer could ostensibly watch it with an understanding of the ending and, while it would be a different experience, it would be no less fascinating.

Exactly. And I also find people coming up with their own ideas of what the movie's about. And that is really satisfying, because I feel like the movie is about perception, you know, dealing with a photographer as a lead character, and she's unreliable because she's been traumatized. And this notion that came up in one of the lines of the script - "it's not only what you include in the frame, but what you exclude" - and that, thematically, was interesting to us. And so the ambiguity, we wanted to keep it in place so that people could, in a way, interpret their own picture out of it. I find it fascinating, the interpretations of the movie. Fascinating. Things that I could never possibly think of, that are actually more poignant than how I ever thought of it. So hopefully the movie works that way. It was certainly intentional to keep enough ambiguity where there's room for people to enter it.

One of the things that I really admired was that everything fits together - there are no elements out of left field, which is something that seems hard for filmmakers to pull off when working with a structure like this. Every element of the film fits in to some place. You don't see a character in one segment of the film that wasn't established in the first, or a plot device that doesn't interlock with the rest of the picture.

Well that's great, I'm glad you felt that way, because I felt like it was a big challenge. When I really looked at the script, there was this crazy complexity that it had, and it was almost too much. We were trying to figure out how to reconcile that what happens in the store is a strange mix of what she wished happened, intermixed with these emotional important pieces of her history, and so there was this strange sense of...it's hard to grasp exactly what was real, but at the same time it made emotional sense, and I think that was our guiding principal, that even if we couldn't have a logical explanation, it felt right, it felt connected, it felt justified. We were working from our gut as much as possible.

What was the timeframe for production?

From showing Gary Winnick, who we became friends with at Sundance - we got the script from Ben, gave it to Gary, he read it in a week, and I think from him liking it to us being in production was less than six months. And so we cast in that time, and everything was in place, and we were basically in production in six months. Which again is like this great tonic to working over two years on a project that gets killed. so that was nice. And you know, I think that's just the way it's going to be. Some of our bigger projects are taking longer, and hopefully in the interim we can do projects like this that we can keep in the trenches.

Were you interested in shooting this project digitally before you went to InDiGent, or was that a byproduct of them financing it?

It came completely out of InDiGent. I knew it was low budget, and we wanted it to be low budget, so we could get someone to say yes, and have creative control. So InDiGent came on, they said yeah, we'd like to do it, but their model is fifteen days to shoot it, miniDV, desktop editing and 150,000 for production. And that's all you get - and then 150 for post. So yeah, I kind of took that on as like, well someone's giving me these creative limitations, which I think is one of the best things you can give yourself. And then: how are we going to make it in this system? So once I knew it was going to be InDiGent, I looked at all of their movies and said, while I like a lot of the movies, one thing I'd like to transcend is this idea that you have to shoot handheld, natural light, and kind of throw away all these cinematic ideas. And hopefully what we did in the movie was use DV in a kind of cinematic way that hasn't yet been done. We shot with cameras that were this big and obviously moved very quickly, but we tried not to move the camera, we tried to control the frame, we tried to control the lighting and production design as much as possible.

Did you think of DV as a compromise that you needed to exceed the limiations of, or were you interested in expanding the opportunities of the medium within the medium itself?

Yes. Exactly. Hopefully making it look like a kind of DV that would serve the movie in a way that you hadn't seen DV serve a movie visually. Like, okay, well it's kind of grainy, and it becomes slightly abstract in the dark because of the grain patterns, the colors don't reproduce exactly like film. Another great advantage is that okay, we're in digital - let's process the film using digital desktop tools that gives it a different aesthetic then if you were doing effects in film. So just sort of working within that and finding the aesthetically interesting choices within then this simple, small resolution and medium, and come up with ways that make it look interesting that maybe haven't been done before.

Had director of photography Nancy Shrieber worked in DV before?

She had tons of 35, tons of super-16 and hiDef. She had not done DV, and she didn't want to do DV. It was kind of her mantra: I'm never doing a DV movie, ever! And so when I met with her, it was about pitching all these cinematic ideas, to say "this isn't your regular DV movie, it's not a Dogme movie. I mean, it couldn't be more visual! The conceit is a photographer, a traumatized photographer. You've got to make it cinematic and photographic." So that's what won her over. And I think it was great to have someone who had that breadth of experience in film. She thinks very cinematically, and very much was the guardian of the picture in this crazy shoot. So once I'd laid out the ideas that I wanted, we developed a color pallette and a lot of the approach, visually, in testing. And once we had established that, she was really the guardian of making sure the bar was set rather high on day 1, and she kept it for those fifteen days.

With a 15 day schedule, what kind of production level did you have? You mentioned in the press kit that Nancy Schrieber was white balancing with street lamps and such.

Right.

Well, for example, did you have a big light kit - was it a full scale production in that sense?

On average, we had three lighting units. With the store, we had a few extra practicals, like in that wide shot we had three goosenecks so there'd be pools of light. And inside the store, we hung one extra fluorescent that was just a practical, exactly like the fluorescent they had in the store. We added one just to light a certain row. But that was how we approached it; we didn't have a generator, and primarily had about three, sometimes four lights, and maybe had the ability to put an extra practical or two. But again, that's a sort of limitation that says, what can you get out of this, and again I think Nancy's experience allowed it to work.

One thing that doesn't get touched on much when talking about digital filmmaking is the transfer to 35mm - were you involved in that?

Definitely.

Because that transforms DV into something completely different.

That's true, that's part of the process. We did it at EFilm, which, for my money, is far and away the best. It was amazing. We did probably five or six tests with various houses, and when we sat down to see the Efilm test, it was just like so obvious. They're incredible. I can't think their praises enough.

Our process was all digital. We shot this on MiniDV, on a DVX100, which is 24p, and then firewired it onto my hard drive, uncompressed; finished the movie and all the effects and a lot of the sound design on the Avid, and then took that output right to DigiBeta, and that Digitbeta was then transferred in real time to HiDef. And then we did three or four days of color timing between shots and a few extreme color shifts that we did; we pushed them and tweaked them; and then that HiDef we laser scanned to film. So we kind of supervised every step, Nancy and I. And at Efilm we did a little bit of of color timing in the actual answer print. But by and large they made our HiDef look almost completely replicated on film.

My favorite shot of the movie was the repeated wide shot of the elevator. It's one of those cases where it looks completely new - it's unlike DV or film, although reminiscent of both.

Right, exactly, and I think it's a combination of a.) the way Nancy shot it, b.) the fact that we were at 24p but still at the resolution of DV and c.) then going to film.

You edit all your films yourself; do you ever feel that you're getting too subjective in the process?

All the time. 100 percent! So I bring in other editing friends to beat me up. It's funny, because I cut other films, and you always see it, it's like a pathology: no matter how aware of it you are, what happens is you think you've made it as short as possible, and then you bring in someone from outside and they say "cut it in half." Every single time! And I dont' care how self aware you are about it. I mean, I've trailers, I've cut other people's features, documentaries, and you always go through this with the director, and when I became the director, I was like "well this is going to be hard, but I'm going to be brutal and cut my shit down." And the very first screening, a good editor friend said "I think you've got something, but you've got to cut it down." And it was just kind of amazing that no matter how hard I tried, you always get that outside input. So I screened it a lot, I cut for eighteen weeks and I screened it a lot and judged not only pacing and editorial issues like that, but really trying to balance it on that razor's edge between confusion and ambiguity. Hopefully it lands on that good kind of confusion - like that pleasurable kind of confusion or ambiguity. And that's what we were always trying to play with, how much could we keep that ambiguity and keep it interesting.

How involved were you with the abstract effect sequences that Lew Baldwin created?

Basically, I told him where it was going to happen and why. Each of these narratives come to a point where it becomes impossible to keep going, and so they fall into abstractions. And I'd worked with him in the past and knew that his artwork in general came from the same unconscious and slightly disturbing place that the tone of the movie was going to be. So in that way I was kind of working conceptually with him - "I'm picking you to do what you do, and integrate that into the movie." Those are like little mini-movies that I let him develop, and he would give them to me uncompressed on DV, and we'd volley digitally between two network computers, and when we were done there was no quality loss whatsoever. Whatever pixels we saw on the screen are the ones you saw on the film. That gave us a lot of freedom to not figure out how we were doing it; it was just sort of impulsive, and when we liked it we were done. So yeah, he went off and shot - I gave him a camera during production. Because of our schedule, I was constantly shooting the main action. But while that was happening, he was going around with his own camera getting macros of things, details, textures. The actors were in character, they were in costume, the lighting was the same; so that gave him all this raw material to work with that was unified with the movie. And then he would go off and process his own little mini-movie. I remember when we were shooting the staircase scenes on our last day. He went up, it was in this decrepid old building, he had gone up, you know, Courtney presses the button, you know, all this simple stuff; he went up and found that there was this blown up office on the top floor with all this cracked beveled glass. So during the break I would send him up with Courtney and say "go shoot her through the beveled glass with a macro, whatever you want." And that became a lot of the textures in the abstract sequences.

There's one point at the end of the first third of the movie where the abstractions take over, and at one point the film print itself appears to actually burn -

Right.

Was that a reference to Persona, where the schism in the movie is represented by a film burn?

One way you can approach a movie like this is to create homages. We talked about movies we liked, we talked about tones that were created in movies like Persona, or Nicholas Roeg's work, Alain Resnais' work. But we just talked about that conceptually and wanted to keep close to our impressions of those movies and not go back and look at them shot for shot. We wanted how they lived inside us to create what we wanted to create. And so that way, maybe tonally, you could recognize the influences, but not go "oh, we're going to create that shot, isn't that cool." We tried to keep away from that as much as possible. And it's funny because people come and tell us what the shots are, and we're like yeah, I guess you're right, that is sort of like that!" Someone mentioned - oh, what the Polanski movie where they pull the tooth out of the wall?

The Tenant?

I think it's The Tenant, and that was Courtney pulling the article out of the wall. And they're exactly right. We talked about Polanski in general, and that seeped into it. So that was kind of fun to kind of soak ourselves in this stuff, and then have people come and tell us what the shots were.

In the first chapter, I was like "Oh, there's Antonioni..."

Right, right, that's in there too!

...but then it eventually goes in its own direction.

Yeah, the compulsion to rip off shots and say "people will recognize it", it's really strong to do it, but we wanted to hopefully come up with something of our own. We don't watch movies while we're making it. I think that's wise.

Do you take inspiration from other artwork in the process? Music?

Music, a lot, definitely. And I'm going to give a lot of credit to Lew's work -

- he did the music too -

He did the music, but he'd never scored a movie. He did the visual effects, but had never done that. Basically, he's an installation artist and works with abstact graphic design and abstract noise, but it's all been in installations. But tonally his stuff has that kind of abstracted disturbing quality - there's something really menacing about his stuff. I was very excited that we collaborated on the movie because a lot of inspiration came completely from his work. I think that because I'm an editor, I' m always inspired by music, and whether I'm doing the notes for Ben to rewrite the script, or making my production notes, or the crew, before we shoot we're always listening to music. One influence was Ben and I put together an ambient CD that had a lot of various things that got into Lew's score, even though we didn't play our selections...

Sort of the way the films affected you subconsciously...

- exactly. We would listen to that constantly. Or I'd play it for crew members on the set. And also photography - I look at a lot of photography. Not for particular shots, just for the feeling of how a static frame could express something.

Do you have any good stories from the set; anything that went wrong during those fifteen days?

Well there's quite a bit when you're shooting in fifteen days. Let me think of the best one...um...there's a couple. The one that comes to mind immediately was that because of our budget we hired a fairly new location scout. And we didn't realize how new he was. He was very confident up front but actually had no idea what he was doing. And so we were mounting this entire production on these locations that he said he'd secured, and two days before we were to begin shooting, we realized none of our locations were secured at all. And he had not even found us an apartment to shoot where Sophie lives. So needless to say he was fired, and we ended up having to shoot the apartment scene in my producer's apartment. And the only way we could do it was if we could use the apartment next door to her as staging. And so we had to go next door, which was luckily the landlord's apartment, and say "look, we want to take over your apartment, we can't really give you a lot of money, but you can say that Courtney Cox is hanging out in your kitchen. And you can hang out with her and have breakfast with her and whatever!" And so they said yes and it was really like that, they'd come home from work and Courtney Cox and James Le Gros are running lines in their front room and they would hang out and have tea with them. That was how they ended up saying yes to it. And Danielle basically crashed on the couch of her friend's house. It was this beautiful open air, lot of windows, very bright, Spanish duplex. And Tracy Gallagher, I think she had 250 dollars, transformed it into this murky, dark mid-century modern apartment, painting all the walls, bringing all new furniture in, it was incredible.

Are you looking to do more small projects, or are you going back to the studios?

I want to do both, because I feel that there are some things you can't do at a studio that you can do at InDiGent - where else can you be given 300 grand and a camera and say "we'll see you at the premiere." I get final cut and everything. That's one of filmmaking, and that's something I feel very passionate about, very persona, experimenting, learning a lot as a filmmaker, exploring. At the same time, there are movies you can't make at that level. And you go to the studio and if you find a way to be smart about it, you can make interesting big movies. And that's what I hope to do. My next project is definitely a step up. It's at Warner Independent, I'm writing the script, it's called The Radioactive Boyscout. It's the true story of this kid who as part of getting his Eagle Scout badge, he builds a nuclear reactor in his backyard. And that'll probably be a five to seven million dollar movie. So I definitely aspire to being on a bigger budget, but not abandoning this kind of movie making. I think the way you make a movie, or the amount of money you make a movie for definitely effects the kind of movie it is. I think there are certain kinds of movies I want to make that should be made that way. So I'm writing a road movie that's essentially My Dinner With Andre in a car, which should be made for nothing, and at the same time Radioactive Boyscout is a five to seven million dollar film -

- and it needs that.

Exactly. And I'm pitching bigger studio genre movies that are very safe genre movies that can take what I learned about creating tension in November and not make it as arty or as experimental or ambiguous, but still bring my vision to clearly commercial pieces. I haven't established that part of my career yet, but that's what I hope to have.