Tag Archives: Poor Things

Poor Things‘ Oscar-Nominated Cinematographer and Editor

By Iain Blair

Lavish, audacious and visually stunning, Yorgos Lanthimos’ Poor Things tells the fantastical story of Bella Baxter (Emma Stone), a young woman brought back to life by the brilliant, daring scientist Dr. Godwin Baxter (Willem Dafoe). The film just won five BAFTAs and scored an impressive 11 Oscar nominations, including nods for cinematographer Robbie Ryan, BSC, ISC, and editor Yorgos Mavropsaridis, ACE, who were both previously nominated for their work on Lanthimos’ The Favourite.

I spoke with Ryan and Mavropsaridis (aka “Blackfish”) about making the film and collaborating with Lanthimos, who also got an Oscar nom.

Robbie Ryan

You’ve both worked with Yorgos Lanthimos before. Was this process very different, or was it pretty much the same way he always works?
Robbie Ryan: It was my second time working with Yorgos, and I felt like the approach was similar. But I was a bit more tuned in to his thinking process, which is quite loose from a filming perspective. He likes to get the things he needs in place and then elaborate or experiment, maybe search for something new. We’re not too set or stringent in our approach. It’s pretty loose.

What about you, Blackfish?
Yorgos “Blackfish” Mavropsaridis: We have been working together for almost 25 years. I know his approach, and I know that during the assembly I need to put things in order according to the script. That’s not the main work… it’s just for me to understand the material. Then, when he comes back, we start looking at the sequences and trying things.

Yorgos “Blackfish” Mavropsaridis

I’d say it was an easier process for Poor Things in the sense that I know him so well. And we had to focus on a specific character, which gave us the path to follow. Of course, having said that, films are not easy in that sense. We always try to deconstruct the script to take it off the paper and make it more interesting. We also involve the viewer in different ways than a classical Hollywood film does.

Robbie, is it true you shot this whole thing in a studio in Budapest?
Ryan: Yes, that’s correct. We shot 35mm celluloid and used a bunch of stocks. We shot some old VistaVision as well, which is a lovely format, and black-and-white and Ektachrome.

What were the main challenges of shooting a film like this, where nearly everything was constructed? I assume you were quite involved with set design and the like, which is unusual?
Ryan: Yes, we basically did 12 weeks of prep on this film. That was so we could build the sets and watch their design. The production designers, Shona Heath and James Price, built five or six big sets and used Unreal Engine to create them in 3D. Yorgos [Lanthimos] and I would look at what they were building in a 3D world. It was amazing to walk onto that set a few weeks later and see it for real. It looked exactly like those sets built in 3D. That was the world we prepared, and it was amazing.

So you were able to previz it all like that?
Ryan: Exactly, as Unreal Engine is previz in a way. It’s a 3D program that lets you look around at every angle. For instance, for the ship, you could really look at every corner, and if one corridor on the ship was a little bit too skinny, we could make it a bit bigger so we could fit a dolly on it. There was lots of that sort of preparation, and it helped a lot.

How did that affect your lighting approach?
Ryan: It took a little bit more work from a lighting perspective. I had to light it a bit more because we were indoors and in studios. We took the same approach that we did on The Favourite, which was not to use lights on the set. We lit the studio sets with a sky outside all the buildings, and that gave me confidence that I was going in the right direction because that is the way Yorgos [Lanthimos] likes to work. We just had to create something that resembled a real environment in an interior space.

Blackfish, were you on the set at all?
Blackfish: No, I was in Athens from the beginning. The only time I went on-set was for The Lobster, and it wasn’t a pleasant experience for me. I prefer to see it objectively as it comes in rather than go to the set and get influenced by the atmosphere, the actors and all these things. So I stayed home in Athens, and they sent me dailies. I’d get the negatives and black-and-white the next day, but the Ektachrome took a couple of days more since it had to go to Andec, a lab in Berlin, and then to Athens. But it was a really fast process. Yorgos and I don’t talk at all when he’s on-set, or very rarely.

Robbie, I know you’ve worked with colorist Greg Fisher at Company 3 before. How early on did you start working with him on LUTs and the look for this?
Ryan: We didn’t do that actually, and that was a bit of a mistake. We had a dailies grader in Budapest, which was driving Yorgos [Lanthimos] a bit mad. Film doesn’t need so much grading now. But Greg did a lot of work with us from the very beginning, helping us out with early tests about nine months before we shot. But then, when we went to Hungary, we used a Hungarian lab and a Berlin lab. They were doing the dailies for us there, and it wasn’t quite what Yorgos [Lanthimos] was expecting, so he got a little bit frustrated by it.

The bottom line is that we should have done a show list, but we didn’t know that’s what was meant to be done, so we kind of learned the hard way. The film still looked nice in the rushes, but it just wasn’t quite what we thought it would be. When we went into the final grade with Greg at the beginning of last year, we spent three weeks grading the film. He’s got quite a thorough process. We went through every sequence one by one and didn’t review the whole film until we got through all the sequences. We spent a week and a half going through everything, then we watched the whole film back, and then we went deeper again. Yorgos likes to go quite deep into the color grading. Just recently, we made a 35mm print of the film. That was an interesting coda to the whole grade process, and it was quite a lot of work as well.

Robbie, how long was the shoot, and what was the most difficult scene to shoot and why?
Ryan: We shot for about 50 days. The scene when Bella comes out of the hotel and walks around Lisbon was pretty difficult because it was a big lighting kind of environment. The set was great, and it was amazing to walk around, but it was difficult to photograph, so I think we struggled a bit on that.

Blackfish, walk us through the editing process when you sit down together with Yorgos.
Blackfish: Two weeks after shooting finished, I had an assembly ready, but it was so long there was no point watching it as a whole. We just went through sequences and then refined the scenes exactly as they are in the script order. We took care of the actors’ performances — which one Yorgos liked best and how the emotions were interpreted in each scene. When we have a good assembly or first cut, then we start experimenting, somehow deconstructing what we have done, discussing, “What if we start with this scene, not the other one, and then what does that give us for the next scene?”

Then there are points where the exposition takes many scenes to develop. For example, there’s a dinner scene with Max, Godwin and Bella. In the assembly, the scenes appear in linear order in the continuity of time and space, so we found ways in the edit to go to previous scenes and then cut them in, or go to later scenes to create a sequence. We developed this method of intermixing scenes and making them a sequence on Dogtooth and have been using it ever since — and very interesting ideas arise. For example, you can say the same thing in the scene — or say it even more forcefully with a thought — if it’s combined with dialogue from another scene. Of course, that’s quite difficult.

Sometimes you have to go through a lot of edits to find it, to refine it, but in the end, we get it to where we want it. We try to get around problem areas and keep the phrases or the moments that we need and then cut them with other things to pick up the pace. That editing technique also creates internal combustion. It provides momentum so the viewer doesn’t get ahead of us. We sometimes need to surprise viewers, and it has to do with how we think or how we want the viewer to feel or think at that moment. So it’s a whole procedure.

How long was the edit in the end?
Blackfish: It took about eight months.

What was the most difficult scene for you to get just right?
Blackfish: Technically, it was the dinner-and-dance scene. The actors had done a lot of movements. The camera was moving all the time, and there were also some static shots. The difficulty was to keep the eyeline correct in the 180-degree space so as not to lose the audience. It was difficult to find the best performance moments. All the other things, of course they’re difficult, but it’s different to edit a difficult scene like a dance. It’s also more fun and more satisfying.

Did you use a lot of temp sound?
Blackfish: Not at all. The music was done much earlier than the filming, and composer Jerskin Fendrix had written the theme of the film. Of course, it was not the final music, but we had the same thing played differently or with a single instrument or with a big orchestra, and we had a lot of options to try. We could cut the music if we wanted to speed it up, or at other times we could edit the film according to the music. So having the music gives you a lot of good opportunities. As for the sound design, my assistant always uses external sounds. We need to have that for me and Yorgos to see how it works, to make sure there are no gaps or anything. We cut on Avids with Nexis storage, and we had about 12 terabytes.

Robbie, I assume you had to coordinate with visual effects on-set, as there’s quite a lot of VFX.
Ryan: Yes, we had an on-set supervisor from Union Effects who did all the VFX [and picked up a BAFTA for their work], and he would let us do what we wanted. For instance, Yorgos [Lanthimos] didn’t want to use greenscreen, so when we were filming the hybrid animals, even though the VFX guy liked the idea of using greenscreen, we didn’t do it because we could just rotoscope it. We shot it twice, one animal first, second animal second, and then that was comped in together.

Yorgos was trying to do it with older cinema technology, like backdrops and moving-image backdrops, and we had LED walls as a backdrop and painted backdrops. I think that was really a nice way to do it because the actors felt like they were a little bit more immersed and didn’t have to worry about getting it right for VFX, which sometimes happens.

That was a really nice atmosphere to work in. Yorgos has such a knowledge of cinematography and what you can do VFX-wise; he was confident that he would get it in post, and they did, indeed, get it in post. They went through quite a long process of trying to perfect all that, there were quite a few incarnations, and it was a very VFX-heavy job, but they got there in the end. Union did a great job.

How would you each sum up the experience?
Ryan: It’s been a long journey, and it was never in any way boring. It’s always been fun. Yorgos likes a fun film set to work in. He doesn’t like to have any sort of tension at all, so we have a crew around us that are very relaxed, and I really enjoyed it. We worked hard, and sometimes it didn’t go right, but we always found a way, and it was a really exciting film to work on.

Blackfish: It’s new all the time and interesting working with Yorgos. We’ve almost finished editing the last film he and Robbie shot in New Orleans, and I guess he’s planning the next one in May. So I’m going to continue the experience.


Industry insider Iain Blair has been interviewing the biggest directors in Hollywood and around the world for years. He is a regular contributor to Variety and has written for such outlets as Reuters, The Chicago Tribune, The Los Angeles Times and the Boston Globe.

Oscar-Nominated Sound Pro Talks The Zone of Interest and Poor Things

Supervising sound editor, sound designer and re-recording mixer Johnnie Burn has been busy working on not one but two of this year’s Oscar-nominated films, The Zone of Interest and Poor Things. One is about the horrors of the Holocaust, and the other is a whimsical tale of rebirth and the love of life.

Poor Things

Johnnie Burn

Burn reunites with director Jonathan Glazer on The Zone of Interest after previously working on Glazer’s first film, Under the Skin. While collaborating again on The Zone of Interest, Burn and Glazer aimed for a super-realistic soundscape to maintain the authenticity of the sounds that would have been heard during the Holocaust. Burn and production sound mixer Tarn Willers were nominated for a Best Sound Oscar for their work on the film.

Clearly adept at developing long-lasting collaborations, Burn also recently reunited with The Favourite and The Lobster director Yorgos Lanthimos on Poor Things. Burn worked to develop a soundscape to match the atmosphere of the film.

We reached out to Burn to find out more about his work on both films. Let’s start with the Holocaust film The Zone of Interest

You have worked with Jonathan Glazer before. When did he approach you about this film? And how does that relationship work in terms of shorthand, etc.?
I’ve known Jon for 27 years, and this was our second film. A decade ago, we made Under the Skin and learned a lot about how we like to use sound for a different kind of cinematic immersion. Over the years, Jon had mentioned this film, The Zone of Interest, but it was only when he gave me the script a couple of years out that I realized just how much it would rely on sound.

We agreed that we didn’t know specifically how we would do it, telling the story of the atrocities through sound. We knew that he was going to go and shoot the film, and in a year, he would return to begin post production. Over that time I needed to become an expert on what Auschwitz sounded like in 1943 — the motorbikes that passed by the road outside the camp, the nationalities of the prisoners and so on — and learn the detail of the events that took place there, which led to murder and mass murder on a daily basis.

In terms of our shorthand, I knew Jon wasn’t going to accept any form of mockup representation in sound. Only a soundscape with immense integrity would sound right over such documentary images.

The film is intense and covers a very serious topic — quite a different tone than Poor Things. Can you talk about approaching this film versus Poor Things?
The Zone of Interest was very intense indeed, and the sound is very much an extraordinary counternarrative to the images you see. Jon and I always thought of it as two films: one being the film you see and the other being the film you hear.

Film 1 is a family drama — an exceedingly immersive journey into a family and its house in 1943. It was filmed with many scenes taking place simultaneously thanks to hidden cameras (the director rigged multiple cameras around the house, allowing the actors to improvise and were often unaware the cameras were even rolling]. Some takes were an hour long so that the actors could just “be.” We can observe and keep our critical distance, which really allows us to ponder how like us they are.

Film 2 is the sound that comes over the wall from the concentration camp. It is the sound that the occupants of the house ignore, and it is the worst horrorscape imaginable. We created a scientific representation based on substantial research of the atrocities that took place in Poland in 1943.

To be honest, The Zone of Interest was such a difficult immersion mentally that it bore no relation to working on Poor Things whatsoever. For Zone, I had to become an expert on the sound of genocide, and for Poor Things, I had to make imaginary worlds come to life.

What were some of the more challenging scenes in the film from an audio perspective?
I think every scene was challenging, as the whole thing was pretty awful to listen to and awful to work on.

Probably the hardest was the scene where Rudolf stands in his garden in the evening and smokes a cigar whilst we hear the sound of the gas chamber and crematoria in operation. This was something I had researched elaborately. There was much testimony on the terrifying, howling chorus of pain; the banging and scratching at the doors; and the revving of motorbikes, which the guards would use to attempt to block out the horror; and then the silence after and the hum over the ovens. Credibly creating all these sounds whilst not sensationalizing the material and whilst respecting the victims and survivors was a terrific knife edge.

Two very different worlds, even as they are so close together. The home is filled with laughter and the garden with birds, but then the horrifying sounds from the camp.
The camp is really about the idyllic lifestyle of Hedwig and Rudolf and their young family. For Hedwig, she finally has the house and garden she has dreamed of. They are finally fulfilling not just their own dream, but the socialist nationalist dream of heading east and finding their own “living space.”

On the most basic level, they all block out the thing that allows them to be there — the sound that comes over the garden wall of the daily murder by gassing, the occasional gunshot and the torture of the prisoners. As viewers, we hear this. We know that you can block your eyes, but you cannot block your ears, so we wonder why they don’t react. But it is their choice, on some level, to do so.

Poor Things

Talk about your role on Poor Things.
I worked as sound designer/sound supervisor/re-recording mixer. Often you need a bunch of supervisors to all work individually and then bring the mix together at the final mixing stage. I work with a team of first assistants in one iteration of software, and we sculpt the mix as we go.

Who else was on your team, and how did you split up the duties?
First assistant Simon Carroll helps me with so much, and then I have two second assistants. When a film comes in, we watch it and decide what we need to do. We all work in the same software, on the same timeline, all at once. So if I need some more footsteps in a scene, for example, I will throw a marker in the “To Do” marker list. One of the guys who is feeling happy about feet that day will hit it! This extends out to all sorts of sound design and premixing work. My team is exceedingly talented and is adept at many disciplines — dialogue editing and clean-up, Foley editing, design and mix work. Being so diverse keeps it interesting for them too.

How would you describe the soundscape of Poor Things?
The sound design for Poor Things is a sophisticated blend of seemingly real-world authenticity in a rather surreal environment; creative sound manipulation; and a deep understanding of the film’s narrative and emotional context. The work is integral to the overall impact of the film. We created soundscapes that are both beautiful and surreal yet feel “normal” over the extraordinary visuals of the film. It was also designed to allow the actors’ performances to really sing.

You are a frequent collaborator of Yorgos’. When did he approach you about this film, and how does that relationship work?
Yes, this was our fourth film together. I am so lucky! We spoke about the film quite a while back. We have a very good shorthand really. During the making of the post soundscape for The Killing of a Sacred Deer, Yorgos had to leave at the start of the process. The fact that he didn’t walk out when he heard it at the Cannes premier made for a good level of trust between us!

The film is a comedy/fantasy. How did you use sound to help tell this story? Does it change much from the time Bella (Emma Stone) is brought back to life and is still learning how to live to when she regains some of her freedom/independence?
Absolutely. The sound develops in terms of age characteristic and playfulness, becoming more mature as it goes on. The soundscapes my team and I created help to lend credibility to the extraordinary set builds, and therefore in some way they go toward helping with world-building. Here, great sound design ideally goes unnoticed! But there are some fun, standout bits, like squishy frogs, barking chickens and ships with a heartbeat.

What were some of the more challenging scenes in the film from an audio perspective?
Probably the most challenging were the scenes that show Bella’s extraordinary character growing up. We had to keep the playful tone without undermining a serious message. Also, not one of these places has ever actually existed, nor, given how surreal, have there been any places like them. So the challenge was finding sounds that were unique and bizarre enough to work but not so much that they attracted attention.

Any scenes that stand out as a favorite?
I really love the opening scene in the hallway, with Bella on her bike. Jerskin Fendrix’s extraordinary score is playing and the chicken-dog is barking. The sound design over the end credits was great fun too.

What kind of notes/direction were you getting from Yorgos?
Yorgos and I have such a shorthand, and he really is the most supportive director ever. He hires you because he knows you understand his filmmaking, and then he creates enormous space for you to work in. He knows that I can get going without much of a brief, and then we meet late in post to see where I am at.

Where did you do the work, and what tools did you use?
My team and I recorded sound in the field and then worked out of Wave Studios in London for editorial and premixing. We final-mixed at Halo Post in London. I have a great Dolby Atmos room at my home in Brighton, on the south coast below London. I work predominantly in a less common software called Nuendo [from Steinberg]. It accommodates thousands of audio tracks, network collaboration with my team, and huge sound design and Dolby Atmos mix opportunities. More people should use it.

What haven’t I asked that’s important? 
Integrating with Jerskin’s amazing Oscar-nominated score! Yorgos never used a composer before, and previously I would have had to stitch together disparate musical tonalities into a cohesive soundscape. Not anymore! Plus, his score is so unusual and singular that it really made me adapt my soundscape somewhat more to its essence. Plus, he is a lovely guy!

Poor Things

Union Provides VFX for Oscar-Nominated Poor Things

Union VFX provided 177 visual effects shots for Best Picture nominee Poor Things, which was directed by Yorgos Lanthimos through Element Pictures for Searchlight. Poor Things, written by Tony McNamara, is based on the 1992 novel of the same name by Alasdair Gray. The plot focuses on Bella Baxter, a young Victorian woman brought back to life by the unorthodox Dr. Godwin Baxter (Willem Dafoe). Hungry to see and experience the world, Bella runs off on cross-continent adventures with debauched lawyer Duncan Wedderburn (Mark Ruffalo), and in time she grows steadfast in her stand for equality and liberation. Both Stone and Ruffalo got Oscar nods for their work on Poor Things, which picked up 11 nominations in total, including for Best Director.

Poor Things embraces authentic artificiality, blending a classical sensibility with a fantastical and science fiction-driven aesthetic. These surreal settings were crafted with Lanthimos’ vision in partnership with production designers James Price and Shona Heath, cinematographer Robbie Ryan (BSC, ISC) and the Union VFX team, led by creative director Simon Hughes and VFX producer Tallulah Baker, who were involved in the film from the earliest stages of preproduction.

Creating this fanciful place required a wide variety of complex and technical VFX that, whether subtle or obvious, fell seamlessly into the weird and wonderful world of Poor Things. To facilitate the numerous techniques involved, Union designed a variety of bespoke workflows specifically for the creative and diverse VFX required throughout the feature.

The sheer size, scope and breadth of the film’s production begins in a largely self-contained mansion set that expands to increasingly gargantuan scales throughout the film as Bella furthers her journey of discovery, both internally and externally.

This journey brings Bella to London, Paris, Lisbon and Alexandria, which look like works of art in their own right but also function within the story and fabric of the film. The decision to shoot on film — in a combination of both color and black-and-white, with periodic use of fisheye lenses — added layers of complexity and challenges for VFX, particularly when creating and extending the environments.

LED Screens
Tim Barter was Union’s on-set VFX supervisor during the shoot in Budapest, where 11 giant (70m by 90m) wraparound LED screens were used to project some of the film’s fantastical environments virtually during filming.

These “inky” sky and ocean environments were created referencing the work of artist Chris Parks. The team created CG ocean simulations and renders designed to work as 50-second clips at 24K; 11 accompanying digital matte painted skies with added cloud movement; and additional stylistic, moving atmospheric effects.

These “inky” sky and ocean environments were created referencing the work of artist Chris Parks. The team created CG ocean simulations and renders designed to work as 50-second clips at 24K, 11 accompanying digital matte painted skies with added cloud movement, and additional stylistic moving atmospheric effects.

Poor Things

LED backdrops gave the actors something to act against that wasn’t a greenscreen. This approach also provided beautiful reflections and a more impressive final result.

Miniatures and Environments
The decision to use miniatures was deliberate in terms of the look of the film, so the VFX environments had to be sensitive to this. Ensuring that the scale of the CG water worked in relation to the scale of the miniature was particularly challenging — especially when combined with live-action footage shot on-set.

The Alexandria environment involved vast establishing shots that pull out as wide as possible. The Union team used lidar scans of the miniatures as a starting point for this fully CG environment, which includes CG water, sky and palm trees as well as a fully CG boat, a CG cable car and a lot of FX simulation to enhance the atmosphere, including dust and chimney smoke.

The London environment was shot with an 8mm lens, so it was particularly stylized. The movement in the sky had to reflect the ocean, with water displacement and undulation. Tower Bridge was created as a miniature, and the London rooftops referenced 1950s filmmaking, so the team added various period signs of life to match the look of the film, including chimney smoke elements and fireworks. This environment also required creating CG zeppelins.

The Paris environment was shot as part of the studio build in Budapest and then enhanced in VFX by adding a more surreal CG sky and associated elements.

The Lisbon environment was also shot with an 8mm lens. The set was extended in CG, again with very stylized skies and the film’s signature surreal look. The character Alfie’s mansion was also a miniature within a fully CG environment. It required a huge amount of garden detail, such as covering shrubs and greenery, to create the gritty outside space.

Hybrid Animals
Another less than ordinary element of the Poor Things world is the hybrid animals, created by the doctor’s experimentation. These quirky creatures are present throughout the film, wandering around the grounds like barnyard creatures while reflecting the 1920s look of the film, movement and cinematography.

There are seven different hybrids in the final film, but the VFX process involved creating many more before the final seven were selected. The director wanted to find as much of an in-camera and 2D-solution-based as possible to embrace the random physical nuances of animal movements that are inherently difficult to capture in CG. Union’s solution was to overshoot, coming back with multiple takes and multiple animals and then testing different combinations to see which animals and moments worked well when combined together.

Poor Things

“It started with a series of test shoots with an animal trainer, which narrowed down the selection prior to the second unit shoot, as some animals just didn’t want to behave at all,” says Hughes. “When it came to combining them, some proved more difficult than others due to a combination of their independent movements, the camera moves and distorted lenses.

“There was a significant degree of rebuild, and some CG was used to help with the joins. And 3D scans of the animals were used to help us align the different elements and create the textures and scarring where they join together,” he continues. “The scar designs were based on paint-over concepts to preserve the naturalistic movement of the real animals while still creating a more fantastical layer of ‘strangeness’ in keeping with the film’s tone.”

There’s also a Frankenstein moment in the film, when Bella is brought back to life by the doctor. It required a large amount of power, electricity, lightning treatments and sparks. These were complex and involved a lengthy process to ensure they were sympathetic with the look of the film.

Union used Foundry Nuke for 2D work (compositing and more) and Autodesk Maya and SideFX Houdini for 3D-based work on the film.