In the nearly two decades since his 1995 festival hit, Habit, was released, Larry Fessenden has established himself as a proud independent godfather of sorts, with his NYC-based production company Glass Eye Pix fostering such rising talents as Ti West (The House of the Devil, The Innkeepers), Glenn McQuaid (I Sell the Dead), James Felix McKenney (Satan Hates You) and Jim Mickle (Stake Land). He also continues to direct (Wendigo, The Last Winter) and act (lending his memorable gap-toothed mug to four to five screen roles each year), seemingly content to thrive outside the Tinseltown web of wheeler dealers. His indomitable spirit remains alive and well, trumping high throttle studio machinery with the power of a simple story well told.
During a meeting about producing some original material, Chiller Films executives pitched Fessenden on the idea of directing an existing script about a sextet of graduating high school pals (Daniel Zovatto, Bonnie Denison, Chris Conroy, Jonny Orsini, Griffin Newman, Mackenzie Rosman) menaced by a giant fish during a summer afternoon’s getaway. For fans of the auteur’s brand of socially conscious horror, it might have seemed an odd fit, but leave it to Larry to turn a potentially silly schlockfest into a moody commentary on the human condition and our tumultuous bond with Mother Earth.
Following its VOD platform release last summer and an October bow on the Chiller channel, Beneath – which has drawn comparisons between Alfred Hitchcock’s Lifeboat and Stephen King’s “The Raft” segment from Creepshow 2 – now arrives on Blu-ray and DVD courtesy of Shout! Factory. Though the film itself earned a mixed critical reception, the impressive practical effects of the titanic tusked tuna have generated a near-universal round of applause from viewers exhausted by the endless parade of cheapjack CGI creature features.
The disc, which lands March 25, is packed with bonus features, including a superbly engaging audio commentary with Fessenden and sound designer/second unit director Graham Reznick, a hour-long making-of documentary, outtakes and behind-the-scenes shenanigans, theatrical trailer, original segments of Newman’s character’s high school life, a first-person whistleblower account of “What’s in Black Lake,” as performed by the director himself, as well as a charming home movie of Fessenden showing off his homemade Orca (i.e. Quint’s boat that needed to be bigger) replica from the 1975 blockbuster, Jaws. You want reversible cover art, you say? We’ve got that too.
Fessenden, speaking from his Glass Eye Pix offices, was kind enough to spare a few moments to chat via phone about the nature of Horror, the horror of Nature, the joys of rubber-suit monsters, and the trials of finding someone reliable to run the shark.
AC: You made considerable contributions to the Beneath script, yet this is the first feature you’ve directed that you’ve not taken a screenwriting credit on.
Larry Fessenden: I really enjoyed working with the writers, Tony Daniels and Brian Smith, and it was their story – the whole idea of these kids on a boat. That’s what mattered and I didn’t care to get into haggling over credits. I did strip down the story that they had – they had a lot more incidents occurring outside of the boat – but ultimately it was their tale, their lines, and, most importantly, their characters and the conflicts between them. If anything, I tried to diminish some of the clichés and not make Kitty (Dennison) an absolute bitch. [laughs] I feel like they’d written a sci-fi script and I don’t know how to make a movie like that, so I kind of altered it slightly, both in content and tone.
AC: On the Blu-ray commentary, you mention that it was your idea to have a certain character die early on so that the others can use the dead body to distract the giant fish as opposed to throwing in a live person.
LF: We went through several versions of the script, as it was very dense at first, but I wanted to make sure that the first person that we sacrificed almost made sense, so you could at least go on this journey with the characters. It wasn’t immediately every man for himself cutthroat from the start. I think it’s arguable that if he/she was dead, and there was just no other way, that maybe you could get away with sacrificing him/her, so I think I made that alteration. It would be quite surreal to look back at the original script, because I imagine it is subtly but significantly different from what ended up on screen. I don’t consider these unlikeable characters, they’re just kids that are making bad decisions through and through. They’re not informed by any kind of moral structure; they’re just in it for themselves. Luckily, I love the actors so much that I was able to balance that in my mind – even though they did despicable things, they are still appealing enough to watch them go through the hardships. That was always the challenge and I think one of the ways to do that was to have that first victim bleed out on their own and become the sacrifice.
AC: Sure. That’s always the challenge with horror films, making sure that the story isn’t just populated with “assholes and idiots” that no one cares about, because otherwise where’s the audience investment?
LF: Exactly. Well, I’m on the side of the fish! [laughs] But that’s just me. I really managed to enjoy the characters, but I sometimes have this feeling that people don’t really watch films, they just take in the premise and then they make judgments and they’re not actually watching the subtle choices. I think these characters are trying to do the right thing but if you’re not paying attention you might just think they are assholes. [laughs]
AC: There’s also a character that comes back in another boat after we think he/she has been killed; you mention in the commentary that you made some changes with regard to that sequence.
LF: I think I just wanted to see a different kind of death scene than what Tony and Brian originally had on the page, something a little more Hitchcockian rather than just another person falling in the water. I also wanted to show these kids making ridiculous choices. I mean, why wouldn’t they just get in the other boat and go back to shore? And I love Daniel’s performance because it was so unexpected, and I felt so happy about what he brought to that moment. He’s just so pissed, and that’s one of the pleasures about shooting in sequence – especially this kind of tiny little ensemble piece that unfolds almost in real time. I think he really had this pent-up frustration from being in the boat with those two brothers who are constantly mocking him in one way or another and he’s just an outsider. But if you’re one of these snarky viewers, you’d say, “Well, that’s a stupid choice,” but that happens! Every choice they make is stupid! That’s the point!
AC: Let’s talk about that, because that’s always a problem with horror films is that characters are almost required to make ill-advised choices in order to get themselves into these situations.
LF: True, but as I said, that’s actually what the movie’s about – it’s about bad choices. Whereas the dilemma you’re describing is how do we get someone to not have their cell phone so they can’t call for help and we can tell our story. Or don’t go in the basement or whatever. In that case, you’re just serving the horror element, whereas what I’m arguing is that here, making bad choices is what the movie is about. It’s a commentary on these kids who cannot band together and help each other. Their default choices are to victimize each other based on these high school resentments – none of them have any weight – and yet they’re enough to put them into this dire situation. That was how I saw it, more Lord of the Flies than Jaws. In Jaws, you love those guys, all three of them are working class, they’re fighting a genuinely monstrous threat, and Spielberg keeps upping the ante with each passing scene and you want them to triumph over the fish. I think the set-up in Beneath is a bit more about these idiotic choices and the fish is less malignant and just a problem that these kids have to try to overcome.
AC: I know Night of the Living Dead is one of your favorite movies and what you’re describing is exactly what happens there. The zombies are just doing their thing while the humans are screwing each other over.
LF: Exactly. To me, that’s the archetype. That’s what appeals to me about the horror genre, showing human frailties and hubris and how that gets in the way of our advancement, if you will. Another film I love is The Mist, which is all about bad choices, people bitching and moaning at each other, not believing or putting trust in one another, and getting into worse and worse situations as a result. That’s also a movie that’s very contained – I like that kind of filmmaking.
AC: You addressed one of my main concerns on the Beneath commentary and I’d love to share your thoughts with our readers. On the screen, the boat that the characters are stranded on seems to be so close to the shore that it’s hard to get a sense of their danger. But you point out that, in truth, the shore is actually 150-200 yards away. I mentioned it to my wife, who grew up on the water in Connecticut, and she agreed that, yes, you’re always further out than it looks.
LF: Right, these are the things you never really know. Maybe it was the choice of a lens, who knows? There are things that are out of your control or you might just not see it as a problem at the time. While we were shooting on the lake, there was never any doubt about the distance and the danger and the harrowing notion of a giant fish being in the lake with you. It might have been something that we overlooked. At the same time, we searched for lakes for three months! You get the army you can afford, so to speak. We quite literally couldn’t find a bigger lake. But when you’re there, you’re absolutely convinced that this is a terrifying notion, to be out in that little boat. But the way things read is profoundly important, so, you know, what can you do?
AC: What were some of the biggest challenges of shooting in a practical location, in an actual lake?
LF: Well, the water really slows you down. You have to take a little teeny motorboat out to the raft where all the camera and gear was, so if you have to so much as go to the bathroom, it’s literally 15 minutes of back and forth. So, it cuts into your time. And you also have to be hyper-aware of the weather – you can’t be out there in a lightning storm or even the threat of one – so we’d always have our eye on the sky and we might have to run back to shore and you’d lose 45 minutes in the blink of an eye. As with anything, time is the most valuable asset for a filmmaker and you lose a lot of it on the water – you’re shooting at almost half-speed, even if your crew is wildly efficient. Another component is to create a sense of danger while being relatively safe; you need those boats to look like they’re sinking but keeping everyone safe, so those are challenges for the art department and stunt coordinators. When you make a water movie, it’s never entirely clear who’s in charge of the water element. I know that sounds strange, but filmmakers make movies, they don’t necessarily know how to row boats and tie cleats, so you sort of have this netherworld of information that you have to stay on top of. I happened to have grown up on boats, so I was perfectly comfortable, but everything takes more time.
AC: Then there’s the fact that the entire film is shot with exteriors, so you’re completely at the mercy of the elements.
LF: My DP Gordon Arkenberg had this little map he created where he would try to keep track of the key light (which, by the way, is also called the sun) at any point during the day so we could be rotating boats. It was a Herculean effort and only a mind like Gordon’s could even tackle this. But yeah, there were no lights; all you had was “fill” and “negative fill” to try to control the shadows. A bright sunny day is the enemy of a film crew because the shadows become so harsh. And then add a giant fish to that!
AC: Gordon’s cinematography is incredible – the film looks so great that you’d never imagine that was a huge challenge. Was some of that handled in post-production with the color timing?
LF: I think it was pretty good looking off the bat. Of course, nowadays, you can raise a little contrast and get that extra punch. We shot on the RED camera. It was my first time shooting in the digital medium, which was fun – every format has its personality, and I really enjoyed it. But I would attribute the overall design of the movie to Gordon and me together. I come very strongly from the Hitchcock model where every shot is designed, every shot leads to the next and that’s how you’re revealing information and telling the story. So, we had it in mind to put this crane out there on the dock we’d made and that was already a strange, challenging choice – you shouldn’t really have that kind of equipment on an unsteady platform – but we went for it and that’s what gave us this that sort of floating, at times indifferent gaze. We wanted the movie to have a certain stylization – obviously another choice would have been to go very hand-held so that you’re in the boat with them – but I wanted something more ethereal and sort of vaguely indifferent; as the humans suffer, the camera sort of floats above them. These are all the choices you make; whether you like them or not, you have to live with them. [laughs]
AC: I really appreciated the elegance you were able to bring to the film on what I presume was a limited budget, being that it was a made-for-TV film. Then again, that is kind of Glass Eye Pix’s M.O.
LF: I have to credit Peter Phok, who has produced a lot of our movies, for getting a little extra money, but it was still just barely enough to squeak by. We were also building an enormously expensive prop; when you get into building giant rubber fishes, a lot of the budget goes that direction.
AC: What was the shooting schedule for principal photography? How long were you out there on the water?
LF: It was 18 days if you read a paper schedule, but two of those days were eaten up by weather and then if you divide the actual efficiency of those days in half, as I said, it’s like we did it in nine. The cast and the crew were just spectacular, so a lot of the credit goes to them. They were always at the ready, always prepared, so it was just a matter of capturing their performances.
AC: There’s clearly something in the water these days with all these killer fish movies, so many of which are these awful SyFy CGI beasties, so I was thrilled to see an actual practical giant fish monster being trotted – or floated, as the case may be – out for us.
LF: That was one of my first comments to the team. Honestly, I don’t even think I would have known how to approach it had it been a CGI creature. I have nothing in particular against CG – I love Peter Jackson’s work, the Jurassic Park movies, but I remind you, those films use big puppets as well. I think the best is when you combine things, such as when we used CG to make our big fish blink. When you’re in the water, you need a huge budget to make a convincing monster with real water effects. I mean, Pacific Rim did a nice job of it, but I think Guillermo [del Toro] had a couple bucks more than we did. You need really top-tier people, and we would never have had the budget. Not that I gave it much thought; my default was to follow the Jaws model, even though that was notoriously difficult. Even though it’s not a great prop, I always had tremendous affection for it, and I do believe that even if movie monsters look fake, they still have a personality if they’re handled right. It’s not all about trying to convince an audience that something’s true; you’re trying to create images that are evocative and sometimes the audience has to participate a little bit in creating that image.
AC: Man, you just spoke to this monster kid’s heart. We never thought the guys in the rubber suits were anything but just that, but we loved them for it!
LF: It’s transporting. I mean, I can watch Creature from the Black Lagoon until the cows come home, and even though you can’t see the zipper in the movies, you see the publicity stills and realize that yes, it’s a suit. But it’s a work of art! Good as any Picasso to my tastes.
AC: Can you talk about your design of the fish monster, because you did design it, correct? You’ve said elsewhere that it was a conscious decision not to give it a “mean” expression or anything like that.
LF: Well, I did go online and look at pictures of weird fish, and sort of combined different things that appealed to me. The tail, for instance, was a really ragged tail from some sort of sunfish. I just made a photo composite of things that I liked and then sent the sketch off to the labs in L.A. I love the fish, I think it’s spectacular and we really micromanaged all the little details and the sculpting. At the same time, when you’re not actually physically in the room, there are things that can get away from you. I always wished that I’d gone out there and poked the clay a little myself, but honestly the details on that fish are just gorgeous and I’m very happy with it. As far as malevolence, I mean, if you’re in the water with something like that with giant teeth, you’re not going to be happy about it, but you’re right, I didn’t make him have a scary face. He has kind of a googly-eyed face and that was fine with me. Whether I succeeded or not is up to the viewer, but I like the idea of something coming at you that isn’t necessarily evil-looking. It’s almost like your brain has to adjust: “Do I laugh or do I flee?” You know? I just like some of these contradictions.
LF: Perhaps I'm in the minority, but I don’t make movies about evil Nature. I think there’s a far more complex relationship that we have, and should have, with the natural world, so I’m not really in the business of saying, “Well, I think this animal is bad.” I mean, I’ll make a werewolf movie and that thing will be frightening, but there’s also something majestic. There are other emotions that I would like to evoke with monster stories than simply fear. That fish is just an odd fellow traveler and it’s really a story of how the humans react to it and bumble their way into oblivion. You know, like we do. It’s why I don’t make devil movies; I’m not interested in Evil per se, that seems like an easy target. I’m much more interested in our compliance with the dark side.
LF: Honestly, I don’t. I’m making very personal films using the genre archetypes that I grew up with and love. I’m not really trying to make a movie that will stop people from causing global warming – that’s the business of politicians and the national discussion. But I feel personally very strong about the human folly and the human arrogance that has led us down this destructive path, so I’m just making stories about what I see as the fragility and the hubris of the human animal. I think it’s gotten us into all kinds of trouble and it is the source of some of the most frightening situations that we find ourselves in. That’s what interests me. Obviously, a serial killer movie is always going to be terrifying – why is that guy coming after me? – and I’m not opposed to that sort of storyline, but what I find far more intriguing is the self-betrayal that happens at a societal level and a personal level. That’s why my film Habit is what it is: it’s about a guy who’s lying to himself – he thinks his girlfriend is a vampire. But that’s ridiculous, you know what I mean? He’s a drunk! I feel like that’s what society does, it lies to itself and comes up with all this tomfoolery about a reality that has nothing to do with the business at hand, or creating a sustainable world. So if it all just devolves into preachy green politics, that’s because I feel there is a solution. But this is emotional to me. It’s as if you’re friends with Philip Seymour Hoffman and he fucking kills himself, you know what I’m saying? That’s what we’re all doing, these jackasses in Washington with their idiotic proposals, saying there’s no climate change. It’s just tomfoolery.
LF: I think a lot of horror guys believe this in their soul. Now there are plenty of others who don’t, who enjoy the more exploitation-type, horror-for-gore’s-sake, and we all have a part of us who like that. But I think there are some horror fans who are just trying to grapple with their sadness and despair about the ways of the world, you know?
AC: I think that also speaks to the misperception of horror fans. We’re a lot smarter and kinder-hearted people than the moral majority would choose to believe.
LF: You know it, man. It’s a marginalized genre, although the studios have always been wise to the fact that there’s money there. But in the end, it’s an outsider genre and that’s kind of beautiful; it’s misunderstood.
AC: You’re a very talented actor and you appear in a lot of indie horror films in parts both large and small. Any reason why you don’t give yourself more parts in your own movies? You could have played the role that Mark Margolis played in Beneath, for example.
LF: I loved what Mark did, so I wouldn’t ever trade that. I’ve always said that I’ll never turn down an acting gig, because I like the challenge and that’s how I got started, but it needs to be the right role. I cast myself in The Last Winter because it was cheaper to use me than to fly someone else up and we couldn’t find any Americans in Iceland to do that role.
AC: But you’re also great in the lead role of Habit.
LF: It’s a little embarrassing. I actually auditioned people for the role of Sam, and I realized that there was a tic to the way I’d written the dialogue that was very natural to me and a little bit awkward for other people. [laughs] It had my sense of humor and my sense of self-deprecation, so I ultimately gave myself the role, but not until after some serious consideration.
AC: You’ve been making independent movies for over 25 years. What is the most significant difference between filmmaking then and now?
LF: Well, filmmaking was much more unusual back in the day when I started out. There wasn’t even a Sundance Film Festival, so “independent film” was something that was not entirely clear. I mean, sure, you had George Romero making movies, but there was no model, whereas now if you have so much as an inkling you can pretty much forge a path and get some sort of movie made. Similarly, the equipment has changed so much. Almost anyone can get their hands on a Canon 5D and be off and running, making a feature or lots of interesting shorts or whatever else suits your fancy. Then, of course, there’s the internet! So you can even distribute your own movies, which was the sort of thing I did in my own way, via cable access TV. So now there’s every opportunity – I feel like the crews are more savvy, and as a result, don’t want to work for free. They think instantly they’re professionals, so that’s both a plus and a minus. But finally, what’s ultimately the key to the question: there’s no money anymore. I sold Ti West’s first movie, The Roost, for twice what it cost to make it, and that allowed me to make other films with the Scareflix kids and it allowed me to be this sort of producer/mentor to a lot of these guys. But now the economics make it hard to pull that off, and I’m finding it difficult getting money for my own films. In my opinion, there’s more opportunity but it’s harder to make a living at it.
AC: Plus, there’s so much now being made available to the public, by means fair and foul, that’s it’s tougher for artists to get their stuff seen.
LF: Well, that’s another thing that I find perplexing: the kids expect everything to be free. It’s just so weird. People expect to download music for free, to watch stuff on YouTube, I mean, that’s part of the problem. You can’t blame the corporations entirely if they also aren’t able to generate revenue, and believe me, if they do, they’re going to keep it; they’re not going to hand it to the artist. It’s a bit of a death spiral – I’m not sure what will happen.
AC: I love the little featurette on the Beneath Blu-ray about the incredibly detailed replica of the Orca from Jaws, and your incorporating it into the Siskel & Ebert send-up from your cable access show, saying, “Where’s the shark?” What was that initially made for? Just for the spoof or...?
LF: That was not a spoof! My friend didn’t show up that day to work the shark! [laughs] It was heartbreaking. I just loved Jaws so much that I was determined to make my own Super-8 version with G.I. Joe action figure dolls, but I went down the rabbit hole and got more and more involved in the making of the boat itself. It was a huge effort getting it to the water, so I think we only did it about three times over the course of 10 years. But the one time we were planning to shoot the shark attack, my friend never showed up to run it. I’d built this ridiculous shark that’s briefly shown in that little documentary; only I would make a shark out of papier mâché and think I could cover it with some sort of coating that would keep it watertight. It was insane and absurd, but so be it.
We did get some mileage out of it later for the “where’s the shark” bit, but the Orca itself was just a very loving arts and crafts project. What’s sweet about the documentary is that I just went downstairs to look at the boat with my 13-year-old son and he had the 5D and he was just trying to learn how to focus. So we did that whole thing without ever planning it – we just walked in and I started talking about the boat. It was very organic and I thought it was pretty fun, so we just put it on there because it relates to Jaws.
AC: For the video releases of all of your films, there are extensive interviews and making-of pieces, long before these things were considered de rigueur. Hell, the supplementary making-of doc for The Last Winter is longer than the film itself! It seems like you have a genuine affection for what sharing what goes on behind the scenes of your movies.
LF: I appreciate you saying that. Before DVDs, I always felt that the making of the movie is an essential part of the experience, and that you do it with dignity, that you pay your crew either in gratitude or cash, etc. Because it’s the journey that’s important, not the destination, if you want to get philosophical, and I feel like that’s important to remember as well. Also, I wanted to break down the mystery of film. Nowadays, we know too much about movies, but when I was coming up it was a real gift to share how a movie was made. I think I have a tendency to get very professorial and [puts on old man voice] tell the kids what they should do. [laughs] I can’t resist preaching a little bit, but to me it is all about preaching the gospel of creativity and individual expression and then going out and doing it. This experience, the process itself, was perhaps as valuable as the movie.
AC: Especially on an independent film, watching a behind-the-scenes or listening to a commentary track allows us to share that experience, to share in the challenges overcomes, the battles won and lost. I think it helps us appreciate the final product, flawed as it might be, even more.
LF: I think so. Of course, you don’t want these things to be excuses, but the initial idea was to share the process with the prospective viewer and to have a document of the experience for those that went through it. The documentary Burden of Dreams, about the making of Werner Herzog’s Fitzcarraldo, is in my opinion even better than the movie itself, so I grew up on some beautiful examples of behind-the-scenes stuff, and it was such a treasure. I also grew up not having access to a lot of that material. For example, Jaws didn’t have any kind of making-of features or coffee table books when it came out – there was just The Jaws Log and whatever the Martha’s Vineyard one was – but that just made everything more precious to a young filmmaker coming up in the 1970s. I wanted to bust out all of this delicious footage and alternative takes. When I was a kid, you’d see the original design for the Frankenstein monster in the fan magazines, and I remember there was this one that had these ridiculously big bolts on the head. You’d see this stuff and they wouldn’t even explain where it was from, so this sort of mystery would arise and later you’d find out this was a make-up test. All of that was part of the world I wanted to capture and offer to the viewers.
BENEATH is available for pre-order from Shout! Factory by clicking HERE.