Subject: Another No-Budget Case Study; A New SAG Contract



Vanilla Poster

I hope that you and yours are healthy and hanging in there during this crisis. Like a lot of you, I've been catching up on work, as my film projects have dried up for the moment, and for me, that means getting back to something I love--writing about and teaching No-Budget Filmmaking. The last couple of years have been wall-to-wall for me with different projects, which has kept me from writing to you, and more critically, kept me from teaching my two-day class. I don't know when I'll get to do that again (in person), but I'm going to start writing now and have put together an online Zoom class that I will talk about more later in this email blast. 

Like for many of you, the pandemic has put a wrench in so much of my work life. My new film The Last Days of Capitalism was set to world premiere at Cinequest, and we even squeezed out one screening, before they postponed the festival. Other festivals we were accepted to have either decided to also postpone, or daringly, have gone out on a limb and are holding their festivals virtually. We actually just screened tonight at the Kansas City Film Festival, and then participated in a Zoom Q&A afterwards. It's a brave new world. The show I was working on in March also was postponed, putting me out of work. But other than the lost wages, this whole thing has been an opportunity to catch up, clean up, organize, and move forward. Without further ado, I hope you enjoy this newsletter; more are coming. 

NO-BUDGET CASE STUDY
When The Dream Becomes Too Much,
Pursue The Dream.

THE NO-BUDGET STORY OF VANILLA 
Why do people make no-budget films? They have to know there’s no money in it. They have to know that it’s hard—grueling, hard work. With Peak TV and so many people throwing money around, why not make a TV Show? Or get Netflix to finance your big-budget feature film?

In my classes and lectures I offer up a set of answers to this question right up front, but for most of you reading this, you probably already have your own strong reasons. Will Dennis--the first-time feature film writer/director (and lead actor and producer) of Vanilla--is pretty typical of the kind of people I meet who, against great odds and with few chances of success, make a no-budget feature. Thirty-something (or older), successful in other venues, but carrying around a burning desire to be a filmmaker. Like most of these filmmakers, he did not go to film school. (If this surprises you, it shouldn’t. I lecture at film schools and my conclusion about film students, especially ones at the more prestigious schools, is that they have no interest in making no-budget features. They’re spending tens of thousands of dollars on film school to make bigger budget film and TV fare). 
Will Dennis
Writer, Director, Producer, Actor Will Dennis in "Vanilla"

PUTTING THE BUTTON-DOWN SHIRT IN THE CLOSET

So, perhaps like you, Will decided that the best way to learn filmmaking (and even more importantly, learn if he wanted to pursue filmmaking as a career going forward), and to demonstrate what he could do as a filmmaker, was to make a no-budget feature. Will grew up in Colorado. He went to UC-Santa Barbara where he took some film classes and then USC, where he graduated with a Business degree. He spent years as a designer and consultant for tech start ups, where he created mobile apps and, as he likes to say, wore “light blue button-down shirts.” But he always had the film bug, and eventually he decided to take a break from Tech and dedicate himself to pursuing filmmaking. In order to learn the ropes, (or as he says, “learn how movies get made tactically”), and to also develop relationships, he PA’d on numerous projects in the NYC area, including the Sundance feature films We The Animals and The Sunlit Night. He then made several short films and short videos that he claims weren’t all that good, but helped him develop his craft, learning on the job from his mistakes. Inspired by working on Wendy, (the recent feature from Beasts of the Southern Wild filmmaker Benh Zeitlin), Will decided to write his own feature film. And importantly, he endeavored to write something that could be made for as little as possible that he would produce himself. The result is Vanilla.

Vanilla is a road trip movie, about a freewheeling comedian determined to save her family business, who persuades an uptight entrepreneur (played by Will) to go on a long first date--a road trip to New Orleans. As you can imagine, it was inspired by some actual events, and of course, the entrepreneur character is based on Will himself, to some degree. First lesson of writing—write what you know.


PEACE OF MIND IS ALSO A PRODUCTION VALUE

Now, I’m about to digress, but hear me out. When I was introduced to Adam Mervis, the writer/director of my newest feature The Last Days of Capitalism, to come on board and produce the movie, it was his original intention to not only write and direct the film (his feature directorial debut), but also to play the lead role. Most people thought he was crazy to take on that much, but I understood why he wanted to do that and I didn’t try to persuade him against it (though we did eventually hire an actor to play that part). When you’re putting together a small project like this, and you’re trying to not only make it for as little as possible, but also control the process as much as possible, a decision like this makes a lot of sense. For one, it’s relatively easy to write for yourself, instinctively knowing your strengths and weaknesses as an actor. Then you can be sure that you, as the lead actor, will be 100% committed to the project, will show up on time, will not complain about the food or hotel rooms or try to get your agent involved in every detail. You’ll do pickups, ADR and publicity freely (and for free). In essence, it’s one less person you have to manage, and in a mostly two-hander, a very important person that you don’t have to worry about at all. That peace of mind is invaluable.

Two others in a project like this who are also incredibly important are the lead actress playing against you, and the cinematographer, who acts as your eyes while you’re performing. For those positions, you want people you can trust, too. For the part of Kimmie, Will reached out to his good friend Kelsea Bauman-Murphy, another person he didn’t have to manage, who was also making her feature film acting debut. Will hired Tom Atwell, a union camera assistant he hit it off with on the set of We Are Animals, giving him the opportunity to also make his feature debut as a cinematographer. Already, with the top three positions covered by friends, he was creating a fun, supportive environment with a community feeling, one where people were passionate about the project and no one person had “status” over the others. 

Kelsea & Will & Van
Kelsea Bauman-Murphy (as Kimmie) and Will Dennis as (Elliot), with Van in "Vanilla"

THE SHOOT

Will wrote and rewrote the script, going through 25 different versions. The shoot was basically broken up into two shooting periods--the road trip phase, which took eight days to shoot; and the rest of the film, which was shot over four weekends, for another 8 shooting days. The road trip made up mostly the second act of the film and was shot in August of 2017. The crew for this portion was small—Will, Kelsea, Tom, a sound person, and a utility person--Sam McFarland--who did everything else and got a Co-Producer credit on the film. The picture vehicle, an old full-size van that’s as much a character as Will’s and Kelsea’s characters, was also their production vehicle. (It was purchased on Craiglist for $1,800 and sold for $800 a year or two later). Returning to New York, they geared up for the second half of shooting in November, which gave Will time to edit what they had and figure out the tone of the middle of the film. They added some PA’s for this portion because there were a few more moving parts--more actors, more locations, etc.

I teach that when you produce a no-budget film (that you want to keep “no-budget”), you have to wear a lot of hats. This was certainly true for Will, who did most of the art department, location scouting, and grunt work. He financed the film himself using credit cards. Working small gave them flexibility and allowed them to move fast, which was critical in New York when they were negotiating locations. They were able to get locations for either free or for only a few hundred dollars because they could get in and out quickly, with a minimal footprint. The film was shot with a Sony A7s II (I shot with the A7s on DriverX), with a Sony 24-70mm 2.8 lens. They had a cage with a monitor attached, but no matte box or follow focus. There were no grips, gaffers or AC’s and Tom lit the sets with mostly natural light. They shot 4K internally in the A7s. All the crew worked for free except the sound person.

Will didn’t have the resources to “art department” the sets—he had to find locations that matched what he was looking for. When you try to create spaces with art department on a low-budget, it often looks fake or TV-Movie-ish. That’s something he learned making his short projects. When you use the real thing, it looks perfect. Procuring locations was a lot of calling around to strangers and asking friends, and being good on the phone—friendly, passionate, honest. 

Kimmie & Elliot
Kelsea Bauman-Murphy and Will Dennis on the streets of New Orleans in "Vanilla"

Most of the actors (except Will and Kelsea) were SAG and Will used the SAG Ultra-Low Budget agreement. There was no casting director. Instead, they reached out to different people, and also posted on Actor’s Access, where they found one of their bigger roles, an actor I’ve worked with before who flew himself out to New York on his own dime. In these situations, it’s imperative you find people who are totally on board with what you’re doing, and remember…they’re out there.


THE END OF THE ROAD

Will worked with a professional editor who was a friend, but even though he was paying her indie rates, he ran out of money halfway through and had to edit the rest himself, bringing her back for the final cut. They conducted several test screenings, inviting friends and friends of friends, and re-shot part of the beginning in April 2018—adding a cold open and a montage—based on the feedback they got. Will submitted work-in-progress rough cuts to a number of festivals, but is now convinced that this was a mistake. He says that festivals are so hyper competitive now that you need every benefit of the doubt, and having a finished product to compete with would have helped. Still, he put together an impressive list of festival acceptances, starting with his world premiere at the 2019 Cinequest (where The Last Days of Capitalism premiered this year), and including RiverRun, Phoenix, Lone Star and several others.

The film is now coming out at the end of this month on numerous platforms through the distributor Gravitas Ventures, who Will reached out to through a friend. Will has been happy so far with Gravitas, who has done what they’ve said they were going to do. Gravitas will get your film on a ton of platforms for VOD and in some cases can even make bigger SVOD sales to folks like Netflix. They conduct bi-weekly meetings where they update Will on where the film will be playing. Revenue expectations have been conservative, as you might expect for a film like this—a small comedy with no stars—but the film is such a delight, so smart and so well-done, that there’s always the chance it will rise above the clutter. And it doesn’t have to make that much to make Will whole. Gravitas doesn’t spend a lot on these releases, usually working with the marketing materials already created to save on those costs, (though meaningfully consulting on them and making tweaks). And since Will only spent around $45,000 (split pretty evenly between production and post-production), he could conceivably make his money back—no small feat for any indie filmmaker.
 
Enjoying the Mall
But making money on this endeavor was never the point. Will had an urge, an itch that needed to be scratched. A long imagined dream that he was finally willing to pursue. And now that he’s reached the finish line, he couldn’t be happier with that journey. While he claims the movie is imperfect, he is incredibly proud of what he and his rag-tag team of friends and go-getters has created. In fact, it’s the most satisfying project he’s ever been a part of. Itch, scratched. But this process has now created a new itch, and he’s finishing up a new feature film script—a black comedy he hopes to produce and direct in the $1 million range. Vanilla has not only given him a showcase for his work, but has also provided the confidence needed to embark on something bigger. So who needs film school, when you can spend less, learn more and end up with that?

Vanilla opens nationwide on VOD on April 28th. You can pre-order now on iTunes: https://apple.co/2ysqOni . I can’t recommend this film enough. It’s a perfect example of successful no-budget filmmaking, and a terrifically entertaining comedy.

IMPORTANT INDUSTRY NEWS
SAG RE-WORKS THEIR ULTRA-LOW BUDGET AGREEMENT

And Shoots Themselves in the Face

SAG (short for the Screen Actors Guild) is one of those institutions that as a no-budget filmmaker, you have to learn to deal with. For most of us, that means to quickly accept that you’re going to be dealing with them and then manage the problem. They made great strides in working with smaller-budget filmmakers some 15 years ago when they got rid of their two low-budget contracts—the Experimental Agreement and the Limited Exhibition Agreement—and replaced them with the much-improved Ultra-Low Budget Agreement. For years I have been using this contract on most of my films and while it’s not necessarily cheap or easy to work with, there are ways to make it work more for you than against you.
I was surprised to learn, quite accidentally and with little fanfare, that SAG had completely reworked the ULB Agreement, coming out with the all-new UPA (Ultra-Low Budget Project Agreement) at the beginning of February. Perhaps they were waiting for a pandemic to release this new contract, to distract the industry and escape ridicule, because on first viewing, this contract sucks. And not just for producers like me, but also for actors who want to work freely.


THE GOOD, THE BAD, AND THE (VERY) UGLY

I’ve read through the now 14 page agreement (previously 5 pages) that I found online and it is indeed, an all-new contract. Some nice things remain the same--the ability to work actors 6 or 7 days in a row without penalties, not having to pay for hold days if shooting locally, the ability to fly actors coach if shooting out of town, an increase in the budget cap from $250k to $300k--but there are other changes that I don’t quite understand. I’ve put a call into SAG Indie for clarification, but because of COVID-19, I haven’t heard from anyone yet.

I’m not sure, for instance, if you have to put up a security deposit, though I have to imagine you still do. It’s not 100% clear you can use non-SAG actors and extras—an important distinction between this and the next agreement up (which has also been re-worked). From what I can tell, you can still work with non-SAG actors, though the agreement says that SAG is to be recognized as “the exclusive collective bargaining agent for Performers” and that the provisions of the UPA “are applicable to professional performers employed on the Project to the extent such Performers would be covered under the current Basic Agreement.” I interpret this as a re-worded way of saying what they’ve previously said—if you work with “professional” actors, even those not in the Union, SAG's provisions apply to them as well. I’ve always dealt with that idea by maintaining that my non-SAG actors were not “professional” (even if they had an acting resume and a manager, etc), and I’ve kept them off the books. I definitely want to get clarification on this provision because it’s so important.

It also looks like there’s no more deferred Short Film agreement and that this UPA now rules over short films below the budget cap of $300,000, (but please don’t quote me on that just yet). That would be a huge blow to short films, if that’s true. (Again, I look forward to some clarification).

As far as exhibition, the big difference seems to me to be a “moving up” of residual payments. With the previous incarnation, if you got an initial release in theaters, (like DriverX got at the end of 2018), you did not owe residuals on the revenues received from that release. Residuals didn’t start counting until subsequent windows, like cable and internet TVOD, SVOD, TV, DVD, etc. Now it looks like with a few exceptions (film festivals, an Academy run, a “public access television” run), that you owe residuals on the initial and subsequent distribution windows. This might not seem like a big deal, since residuals seem like such small amounts (between 3.6% and 5.4% of revenues received, depending on the revenue stream and total revenue received). But when you consider how little the producer who owes that money is also receiving out of revenues, it’s a big percentage of the actual money you’re getting back from a distributor.


AND HERE'S THE UGLY...

The big, big difference between this and the previous agreement, though, is crystal clear—the minimum day rate owed to actors is substantially higher. They’ve increased the rate from $125/day to $201/day (for an 8 hour or less day). That’s a whopping 61% increase! On a film like DriverX, where we had over 50 speaking parts, nearly all given to SAG actors, that would have cost us like $10,000 more. And of course, if you’re familiar with how SAG rates work, you know that $201 is not what you actually pay. If you work an actor who has an agent 12 hours, you will owe them $386.93. But wait, there’s more! Add in the 19% P&H (Pension and Health) and payroll expenses and you’re looking at something like $550/day. The least you’re likely to pay, if you work an actor who doesn’t have an agent, is something like $285/day. OUCH!

This is a game changer, in a very bad way, for micro-budget films like the ones we want to make. It’s not clear to me why SAG thought this was necessary, other than they must have felt like people were taking advantage of their members with these contracts. But in my experience, and in the experience of my friends making low-budget indie films, no one is making guaranteed money from these projects except the actors. And then if you’re lucky enough to get any revenue back from your distributor, it’s the actors again who are getting paid.

There’s no question that actors are a critical part of a successful no-budget film. In my view, they are probably the most important part. But no one should be going into one of these films expecting to get rich. More likely, the people putting up the money (which often are the filmmakers themselves, or their friends and family), won’t get any money back at all. This looks like a money grab where there is no money to spare, and I have to imagine the net result of this change will be fewer SAG actors getting hired, which is bad for the actors, bad for the films and filmmakers, and ultimately bad for audiences. 

FILMS YOU SHOULD SEE

ENGAGED IN VEGAS
Now Playing on Vimeo On Demand

My good friend Abe Schwartz's mock-doc rom-com Engaged In Vegas is now playing on Vimeo, and for a very limited time--until April 20, 2020--all proceeds are going to Feeding America and World Central Kitchen. Engaged In Vegas is a hilarious indictment of Millennial love, about a newly engaged couple who decide to video their engagement trip to Las Vegas for their Instagram following. What could go wrong?!? 

It was the recent winner of the Kick Ass Original Feature Film at L.A. Comedy Fest, and Abe was getting ready to distribute it in a very unique way, when the Coronavirus hit and squashed all his plans. He decided to make it available immediately to cooped-up couples stuck at home and in a limited sneak preview period, use the proceeds for good.

This is a classic no-budgeter, with Abe (who plays Abe Schatz in the film) and his lead actress Jennifer Daley (who plays Jen Delaney) traveling to Vegas with a tiny crew--two people, DP Petur Magnusson and producer Kenny Harrison--and shooting out in the open in hotel lobbies, streets, and rooms, without anyone the wiser. The results are impressive. Petur's footage looks phenomenal, especially considering how little control he had over the environment. Tourists and locals become participants in the film, as Abe & Company worked off a "scriptment" and let happy accidents rule the day. This is a really fun and funny movie, a perfect date night film to watch with someone you love, who also occasionally gets on your nerves (isn't that all of us?). 

If you check it out on 4/20, the last day to rent, they're dropping the rental donation to $4.20 in honor of the day. 
Rich Kids Poster
RICH KIDS
Now Streaming on Netflix

You may recall this title; I've mentioned it a few times before. I met writer/director Laura Somers on the festival circuit in 2018 and we became fast friends. First, she's from my hometown of Houston. Second, she's incredibly cool. Third, I fell in love with her no-budget drama Rich Kids, which played the shit out of festivals before getting picked up for distribution and amazingly, making it onto Netflix. I say amazingly not because the film isn't deserving, but rather because so many deserving "little movies," especially dramas, don't make it onto Netflix. Her success gives us all hope. This tiny film, with no name actors, that didn't get into Sundance or other major film festivals, is a real come-from-behind, underdog story. I plan on writing about this film in depth, so I'll be giving you the whole scoop very soon. Until then, check it out on Netflix.
Fame-Ish Poster
FAME-ISH
Coming to VOD May 12th

Another film I wrote about extensively last year is Jeff Nimoy's $6,300 Fame-ish. At the time I interviewed Jeff--who took my class several years ago, getting the idea for the film from a homework exercise I gave in the class--he had big plans for distributing the film in a unique way, perfectly suited to his audience. He was going to tour all the anime and comic conventions, where his movie is set. But again, because of COVID-19, he's had to adjust his plan. Working with his distributor Random Media, he will be releasing the film on VOD and DVD/Blu-Ray on May 12th. He will be reaching out to all those fan groups online, as well as good ole' fashioned Rom-Com audiences (this is the first Com-Con-Rom-Com, afterall). 

Look out for the film on iTunes and Amazon, and to whet your appetite, check out his new trailer:  https://youtu.be/nSs8sDpYhXo

(One note about the previous story I wrote about Jeff's film:  if you've visited my No Budget Film School website recently, you may have noticed, after the initial shock of being thrust back to the late 1990's, that nothing has been updated for like the last year. Yes, my old, crappy site eventually died. I can no longer edit it, and I've been too busy to build the all-new site I've been promising for the last 6 years. So, this story, which I highly recommend you read, is not available online. Yet. I am now building a blog page on my personal website, MarkStolaroff.com, (which is also kinda old and crappy-looking), and I'll have that story on the site in a few days, if you want to check it out or re-read it. I'm also putting some of my best articles on there from my NBFS site. And yes, I hope to use this extra time I have to get that new site going! Now back to the newsletter...)
CLASSES
DriverX-Ray
DRIVERX-RAY - A CASE STUDY ON THE MAKING OF "DRIVERX"

My First Online Class Is Coming Soon!

That's right! I, too, am jumping on the Zoom bandwagon and riding into your homes with my first online class. Rather than teach my big two-day "Art & Science of No-Budget Filmmaking" class, I'm starting off small. This DriverX Case Study class is based on a lecture I've been giving at film schools across the country over the last year. It's an incredibly deep dive into the entire producing process of DriverX, the no-budget feature I self-financed and produced, which IFC Films/Sundance Selects released theatrically back at the end of 2018. [DriverX is now streaming on Hulu.]

This case study is inside-baseball. I can promise you no stone goes unturned in this Script-to-Screen-to-Distribution Report analysis of the film. In addition to taking you through the whole process of making and distributing the film, I freely offer up all the numbers, and take you inside my approaches to budgeting, financing, producing, post-production, festival strategy, and marketing. Everyone who takes the class will get a free link to the movie to watch beforehand, and I'll answer every question you have about how we made it. 

Since this is my first Zoom class, and I'll be getting the kinks out on this first try, I'm offering this class at a very special rate, and limiting it to a small number of attendees. Check your email box in the coming days for details on registration. Very much looking forward to doing this!
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