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August 2014
Issue: May 1, 2012

Director's Chair: Barry Sonnenfeld - 'Men in Black 3'

By: Iain Blair
CULVER CITY — Black suits and shades. Aliens. Neuralyzers. Will Smith and Tommy Lee Jones. Yep, the men of  Men in Black are back for the third installment of director Barry Sonnenfeld’s sci-fi comedy franchise, and this time agents J (Smith) and K (Jones) travel back in time — to the ‘60s — to save the agency and the future of humankind.

Here, Sonnenfeld, whose credits include The Addams Family, Get Shorty and Wild Wild West, talks about making MIB3, which is being released in 3D, posting the film, dealing with a ton of visual effects, and why — even though he began his career as the Coen brothers’ DP — he’d always choose a theater with good sound over one with good projection.



POST: It’s been 10 years since the last MIB film. Did you feel a lot of pressure with this one?
BARRY SONNENFELD: “Yes, but in a good way. I feel this is the most emotional of the three and gives the audience some understanding about where these characters came from. I wanted to make a film that was reminiscent of the first two, in terms of its character-based relationships, but different.”

POST: How tough was the shoot?
SONNENFELD: “It was long — about 106 days in the end, and we shot entirely in New York. We did a lot of locations, but it was mainly on stages. By the end I was quite happy to start post.”

POST: Do you like the post process?
SONNENFELD: “It’s my favorite part of the entire filmmaking process, because it’s where you get to make the movie better. Truffaut said that the worst your movie will ever be is the day you’re done shooting, and that’s so true. My two favorite parts of the process are post and the prep, because there’s not the same amount of pressure, and in prep you get to spend time thinking about all your shots and storyboarding them, location scouting, and all the fun stuff. Then when you get on set and start shooting, and every idea you had, every hope you had for a nice sunny day or a beautiful sunset, or the actor you cast for that tiny part you didn’t think was at all important but who now turns out to be so bad you have to get rid of them — all that stuff comes crashing down on you, for weeks and months at a time, so it’s very stressful. 
“So there’s the anticipation and relaxed concentration of prep, then there’s the awful disappointment of shooting, although I’ll admit that sometimes a scene will go better than you thought it would while you were shooting. But finally you get to the six months of post where you start to fix all the mistakes, and I’m incredibly un-precious about my work.”

POST: Your editor was veteran Don Zimmerman, ACE, whose long list of credits includes two Night at the Museums, Liar Liar, Prince of Tides, Indecent Proposal, Ace: Ventura: Pet Detective and Rocky III. This was your first time working together. Tell us about the collaboration and the editing process.
SONNENFELD: “I love Don. He reminds me very much of my first movie as a director, The Addams Family back in 1991, when I worked with editor Dede Allen. Don is like Dede in that he’s very buttoned-up and old-school, and very brave in the way he cuts, which is like a young, fearless kid. He’s always full of ideas and youthful enthusiasm, and I just love working with him. We cut on Avid, and he didn’t really come on the set that much.
“The reason is that Don came onto the project very late. There was another editor that started the film, who I also had never worked with before, and he just cut in a very different cutting pattern to the one I’m used to. Don came in just a couple of weeks before we were done shooting, so he had no time to come on the set. And he was also starting to recut all the stuff that had been shot and cut by the first editor.”

POST: Where did you do the edit? 
SONNENFELD: “My 10-week DGA cut was all done at offices where I live, in East Hampton, New York. Then after that, we all moved out to LA to the Sony lot, because Sony Imageworks was doing all the visual effects work. It’s about a mile from here to their campus, so every day I’d just walk over there to deal with all that. So it just made sense to be based here on the West Coast for most of the post.”



Director Barry Sonnenfeld (in red scarf) on set for Men in Black 3.

POST: I hear you can be quite ruthless when it comes to cutting material. Is that true? 
SONNENFELD: “Absolutely! If there’s a great scene, but it doesn’t help tell the story and just slows it all down, I get rid of it. The single funniest thing in Get Shorty isn’t even in the final film. It was a scene with Gene Hackman, John Travolta and Ben Stiller, and it was so funny. I loved it! I fought hard for it, and I got the extra money to shoot the scene but the first time I saw it in the cut, I realized it had to go because it stopped the momentum. So post is great — as you make the film better, you discover shots and reactions you never expected, you lose all the crap, and the stuff that during the shoot you felt you absolutely needed you now realize you don’t need it at all. Then there’s all the visual effects, this film has a ton of them, and all those add so much since they come in during post.”

POST: How many visual effects shots were there?
SONNENFELD: “Over 1,200 of them, a huge number, all done by Sony Pictures Imageworks. Until you see the movie with them in, no matter how much as a director you know it’s going to look good, you’re still surprised when those shots come in and suddenly make the final film look and feel real, the way you kept hoping it would (laughs).” 

POST: Your visual effects supervisors were Ken Ralston, who has won five Oscars for his pioneering work on films such as Star Wars, and Jay Redd, whose credits include Stuart Little and Monster House. Tell us about working with them. (See page 18 for an interview with Ralston and Redd.)
SONNENFELD: “I loved working with them, and they really complement each other. Ken is a very laid-back supervisor, and he doesn’t get that technical. It’s all about storytelling. If you have any questions, he’ll say, ‘Don’t worry, just shoot it and we’ll figure it all out later.’ Jay is much more worried about all the technical stuff. So it’s a good combination, and you always know who to go to, depending on what answer you want.”

POST: What’s your overall approach to visual effects? Some directors hate them.
SONNENFELD: “I love them, and I’m very involved in every aspect of them. Here’s my feeling about visual effects — hopefully at the end of the movie, no one will know that there were any visual effects. I think that means I’m very interested in depth of field. I like to shoot the plates with the same lenses that you shoot the foreground with. 
“There are some people who have an aesthetic where, when you’re shooting with computer graphics, you do away with the laws of physics and every single thing is in focus. But I don’t like that or believe in that. If I’m on a 21mm close-up of some actor’s face on bluescreen, I expect the background to be out of focus. And even though I could have it all in focus, I think the audience starts to realize that it’s not real and that it’s looking far more like a videogame than a film. It just looks fake. So I’m always asking if we can throw the background more out of focus, or should we rack focus — just things like that. Ken and Jay have totally the same approach and aesthetic — which is: ‘We’re making a film where the visual effects don’t stand alone. They have to be an organic part of the storytelling process,’ which is why I love working with them so much, because you’re working with filmmakers, not technicians.”



POST: I hear the film has some very big set pieces full of visual effects? What were the most difficult shots to do and why? 
SONNENFELD: “We had two big effects sequences, one at Shea Stadium and one at the Apollo 11 moon launch. The audience will see that launch sequence as a completely exterior scene, but we shot it all exclusively on the stage, and it was all a bit annoying to shoot because we just didn’t have the right stage. We did it in New York, but that’s a sequence you really want to shoot in LA on a huge stage with 45-feet to the grid. But we were on a stage that was much lower to the grid, and that became a big challenge for my DP [Bill Pope], as the lights had to be hung too low, which then became a challenge to Ken and Jay, because we just couldn’t get the lights out of the shots. 
“So we ended up having to do a lot of rotoscoping and removal to take out all the lights and rigs, as opposed to just doing it bluescreen. But in terms of storyboarding and previs, we’d done all that ahead of time, so recreating Shea Stadium was pretty easy. I will say that post was a lot of work to make all these sets work, and Ken and Jay basically rebuilt our sets in post. They built CG versions of pretty much everything we did, so we ended up throwing out a little more of the sets than I expected.”

POST: Tell us about audio and the mix. How important is it in your films?
SONNENFELD: “It’s hard to overstate its importance. I actually believe that comedy lives or dies by the subwoofer (laughs). I’m a big subwoofer fan and I love using it for comic effects, and also to give manliness to a movie. I remember the first film I ever shot as a DP was Blood Simple for the Coen brothers, and they’re very visual, but when it came time to choose a New York theater for the premiere, they chose a theater with much better sound but lousier projection, as opposed to one with great projection and lousy sound. As the DP I was outraged! But the truth is, if you asked me right now to choose between screening MIB3 in a theater with better sound or one with better projection, I’d pick the one with the better sound. So sound’s really important to me. 
“I’ve always worked with great sound designers, and Paul Ottosson, who won the Oscar for Hurt Locker, did the design and mixing and effects. Tommy Fleischman, who just won the Oscar for Hugo, did the dialogue and music mixing. We did all the mixing on the Sony lot, and Danny Elfman once again wrote a great score.”

POST: Did you do a DI?
SONNENFELD: “Yes, at Efilm with Steve Scott, who’s excellent. Both Bill and I have  done a variety of sessions with him, because we need to get the DI very early. I’ve been doing DI work throughout the whole movie so we can bake certain shots into the right timing, and then give it back to the visual effects guys, and doing it early will also help with the 3D conversion.”

POST: Did the film turn out the way you hoped?
SONNENFELD: “No, it turned out so much better! I’m really happy with it and when I screened the final mix for the studio, they were over the moon.”