Truth is not only stranger than fiction, but it's also more horrifying. For example: Did you know that there's a rat for every person in New York City (at least 8.2 million)? And that a rat can carry 5 million deadly viruses on just one of its hands—and be immune to every last one? If you live in a big city like New York, chances are you're already aware that you're simply a guest in the future nocturnal kingdom of the Rats of NIMH

As Morgan Spurlock illustrates in his new horror-documentary, this rat race is real. Rats evolve 10 times faster than human beings, making them the most successful species on the planet. They mutate and evolve resistance to poison at alarming speeds; in one lab experiment, a control population of rats bred once every three weeks, spawning offspring that could survive 20,000 times the dose of poison that would prove lethal to most other rats.

Spurlock's Rats, which premiered in one of TIFF 2016's raucous Midnight Madness screenings, plays like legitimate genre fare. It's disgusting (rat autopsies filled with tapeworms and live botflies). It's viscerally and existentially terrifying (infrared images of hordes of rats conspiring in the dark catacombs of New York—and then one jumps out and bites the camera). It has a sleek style, with Luca Del Puppo's cinematography exploring what lurks in the shadows and Pierre Takal's ominous synth tracks and jarring edits jolting the audience out of rat complacency. 

"What if we made a documentary as creepy, as scary, as weird, as dark, as uncomfortable as a typical horror film?"

When introducing the film, Spurlock revealed that his parents let him watch The Exorcist and David Cronenberg's Scanners as a kid. "When the man's head explodes, it changed my life forever, because that moment made me want to make movies," Spurlock told the audience. "With Rats, I said, 'What if we made a documentary as creepy, as scary, as weird, as dark, as uncomfortable as a typical horror film?'" 

No Film School sat down with Spurlock, producer Jeremy Chilnick, and legendary 40-year veteran New York exterminator Ed Sheeran (who anchors the movie with his deadpan tales of cunning rodents) at TIFF 2016 to discuss the horror-documentary hybrid, getting down and dirty with rats in sewers across the world, and more.

Ratsopens in theaters next Friday and will air on The Discovery Channel on October 22.

No Film School: Who was it that said, "We just have to make a horror documentary about rats?"

Morgan Spurlock: Well, Josh Braun of Submarine, his brother, Dan, David Coe, and Stanley Buchthal optioned the book, Rats, by Robert Sullivan. Braun called me and said, "Would you be interested in making this into a movie?" I said, "Oh my gosh, that sounds amazing."

Jeremy [Chilnick, the film's producer] and I had talked for a long time about making a horror film. I grew up loving horror films. It's something that ever since I was a kid, I was fascinated by. When Josh came to us with the book, I said, "What if we made a horror documentary? What if we make a documentary that is just as scary, just as creepy, and makes you just as uncomfortable as a horror film does?" That was the starting point. Then we said, "How do you do that?" What does that mean?

NFS: What were the answers to those questions?

Spurlock: We hired an amazing DP, Luca Del Puppo, who is phenomenal. We put together a bunch of vision boards of what the film would be, based on other horror movies. Dealing with a lot of shadows, dealing with a lot of darkness. [We wanted to shoot] a lot of things from a rat POV throughout the movie. The more we would put you in those places, the better it would be, the more uncomfortable situations you could be in. That's what I think we did a great job of with the movie.

NFS: What did you learn about the craft of horror filmmaking while studying it to make this movie?

Jeremy Chilnick: I have a love-hate relationship with horror movies. I definitely can't watch them by myself; I get too scared. I freely admit it. It's fun, though. We try to push documentary into a different place. At the end of the day, we want our movies to be just as entertaining, just as enjoyable a narrative.

Spurlock: We want to have them play like movies.

Chilnick: I don't want it to feel like it's a documentary, and then you have to get over that word before you want to watch it. It has to be, "Oh, it's a movie about rats and I'm into it." 

"We were down in the pit with the rats. We were down in some gnarly places."

Spurlock: Horror films are much more about what you don't see. They're infinitely more about the tension and the drama. What you can build up, making you scared of what might happen versus what's actually going to happen. I think there's a lot of moments in the movie where there is nothing happening but there is real tension because you're just waiting, whether it be for a rat to jump out or the night rat killers to find their prey. It's great.

NFS:  Some of the scariest moments are when you're in that generic apartment waiting for a rat, which you know is hiding, to scuttle by.

Spurlock: Oh, yeah. The reaction from the audiences was like, "Aw, no!" Because everyone in that audience was like, "You're going to ruin it, you're going to ruin my house now."

NFS: That's when you have nightmares.

Spurlock: That's right.

Rats_01Credit: TIFF 2016

NFS: In the film, Ed says that he laughs when people think they have "baby mice" in their apartment or restaurant. Well, once, I thought that I had a baby mouse in my apartment.

Chilnick: Was it a rat?

NFS: It was probably a rat. So thank you for that.

Chilnick: Wow.

NFS: I named it.

Sheehan: Did he come out every morning for a little something?

NFS: I'm afraid to admit it, but yes.

Spurlock: Little squeaky came out.

NFS: There's a lot of comedy in Rats. It makes the film more absurd while also giving us a moment of respite from imagining rats taking over humanity.

Spurlock: Everything we make usually has a great sense of humor. Any time you watch a scary movie, there's always a tremendous amount of comedy. We wanted to make sure Rats had those moments of levity. Because the horror only really plays off well when you have those moments to breathe.

Jeremy Chilnick: You don't want it to just be too overbearing in its darkness. But you never totally know if the humor really hits until you see it with an audience. After a while, you watch it so many times, you never really laugh out loud.

NFS: How did you guys meet Ed [the exterminator]?

Ed Sheehan: They called me.

Spurlock: We cold-called him. We were basically just bouncing around calling up different exterminators and said, "We're looking for someone who is the quintessential New York exterminator. Who's the guy?" They were like, "You have to call Ed Sheehan." It took a little convincing but then he finally said yes.

"How do we make it not feel like a documentary?"

NFS: What were you concerned about, Ed?

Sheehan: I've done other things for TV channels. The one I remember vividly had a lady interviewing me with a camera crew. There was a rodent epidemic in Coney Island. They wanted me to say they were going to spread to more affluent neighborhoods. I said, "I can't tell you they can." They just go, "No, you have to say...." I said, "I don't have to say anything." Well, that's the story we're going for. They just shut the camera off and left. 

You learn to be very suspicious. The reason is at certain times they were putting out stories like we're poisoning the world. All that stuff we use. To a certain degree, there was a bit of truth to it. The industry isI can't use the word saferbut it's less toxic now. That's better for us, better for the public, better for the environment.

Rats_07Credit: TIFF 2016

NFS: How did you conduct your research? For example, how did you find that incredible rat temple? [The Karni Mata Hindu temple in Rajasthan houses 35,000 rats; pilgrims come to worship, eat, drink, and sleep with the creatures, who they believe are their reincarnated family.]

Spurlock: I heard a story about the night rat killers, the guys who go out in India and basically kill rats with their bare hands, a stick, a flash light, and a net. Once we know we were going to shoot there, that's when you had the side bar conversation: if we're going all the way to India to shoot them, we need to go to rat temple. [To Chilnick] You were like, really? Is there really a temple with rats?

Chilnick: You go online and see these pictures and you're like, that can't be real, that can't exist. Then you go there and it's better than you could ever imagine, film-wise.

Spurlock: There are those moments when you make a movie, especially a documentary, where you discover something new. That was one of those where we tacked that on just at the end of our shoot. The rat temple was one of the last things we filmed. It is one of my favorite parts of the movie just because what it represents. The fact that the one woman says this is the one place in the entire world where the rats can be safe. It's like if ultimately you're a rat, you want to die and go to that temple.

"There were some days where we did not get the plethora of rats we'd hoped for."

Chilnick: Part of what makes the movie so engaging is we found scenes that could tell themselves. Rats doesn't feel like a standard documentary. We didn't ever want it to feel clinical.

Spurlock: Those are the little choices we made along the way. How do we make it not feel like a documentary? We made a conscience choice: there are no lower thirds in the movie that say, "this is doctor so-and-so, this is Ed Sheehan, etc." The minute you do that, it takes you out. It becomes a documentary. It becomes something infinitely more medicinal and educational. By pulling those things away, it plays like a movie, feels like a movie.

Sheehan: Also, what struck me as a layman was the music.

Spurlock: Yeah, Pierre Takal, our editor and composer, is a genius. He basically edits and composes simultaneously. We've worked with him a few times on a few different movies now and he'll go home at night and compose just for himself to cut to, which is amazing.

Rats_05Credit: TIFF 2016

NFS: What kind of challenges did you face shooting in very remote locations, like the villages in India and Cambodia?

Spurlock: Crew. Lodging. The heat. We were shooting this right in the middle of some of the hottest times of the year in Vietnam, Cambodia, and India, where it was 100+ degrees every day. It becomes taxing on your crew when you're shooting in an environment like that, especially if you're in a dirty, uncomfortable situation.

Chilnick: You also need the rats to show up. We wasted a lot of days where we got only one rat.

Spurlock: That's true. There were some days where we did not get the plethora of rats we'd hoped for.

Sheehan: They were on strike?

Chilnick: That's right. The first few days you went out in New York there were, like, no rats. We were like, has something radically changed?

Spurlock: Then I walked by with the rat safari with Bobby Corgan and we went by that garbage pile in Lower Manhattan where there were easily 50+ rats.

NFS: How much footage did you shoot, all told?

Spurlock: I asked Pierre last night what the total was and he estimated around 400 hours.

NFS: Are you both really involved in the editing process?

Spurlock: Totally. Normally what we do is put together an arc of what we imagine the film would be. From there, we start cutting bits and pieces. We cut in real time. Back in the day, you would shoot, then you'd edit. [For Rats], we'd be editing right on the heels of shooting. So we'll shoot for a week and then right after that we start cutting the stuff from there. That way we can be much more responsive and reactive in the editing. You can pivot that way. If you want to change, you can go back and shoot something you missed.

"Rats are as ubiquitous as people are. When you're shooting, how do you actually make people feel that they are in fact everywhere?"

NFS: Was there any point where you were thinking to yourself, "We don't have this piece of the story and we really need it to make Rats work?"

Spurlock: The one that we kept talking about was a sympathetic story. Because so much of the film is not sympathetic to rats. The science is a little bit, because it talks about the value that they bring to the scientific studies. But that was when we said the rat temple is fantastic. It will solve so many of our concerns about anything sympathetic.

Rats_03Credit: TIFF 2016

Chilnick: From my standpoint, the biggest challenge was that rats are everywhere, literally.

Spurlock: All over the world.

Chilnick: Rats are as ubiquitous as people are. When you're shooting, how do you actually make people feel that they are in fact everywhere?

NFS: What was the most surprising or disgusting thing you learned about rats?

Sheehan: First of all, rats all have personalities. You don't see that out in the wild while you're killing them. Also, I'd heard about the temple. When I teach, I have a movie on that, on the temple. The thing that really turned me off was when that guy started putting the milk in his mouth, the milk that was swimming with rats.

Spurlock: Oh my god.

Sheehan: I'd like to go back in a year and see how he's doing.

Spurlock: The things I think were surprising to me were when we were talking to the scientists, they talked about how quickly rats evolve. From generation to generation, they will be able to pass a mutation down and become more immune to certain poisons. That quickly. Then the fact that they can carry so many diseases that won't affect them at all—they'll be completely immune to them—but can ultimately kill us as humans.

"Now is the best time ever to be making documentary films.​"

NFS: We need to take some part of their genetic code and emulate it for humans.

Spurlock: That's right, that evolutionary scale. How can we evolve that fast?

NFS: Did you all get up close and personal with the little guys?

Spurlock: We were down in the pit with the rats. We were down in some gnarly places. There were a couple of shots in the film that didn't make it into the movie where we're wandering through the sewers of Paris, which were filled with rats, as are the sewers of New York. But New York wouldn't let us in. They wouldn't let us shoot in the sewers. I think being in those types of places where we werein dark, uncomfortable, close quartersyou start to see why the rats like it and we don't.

NFS: They find the places that we absolutely will not go. What about working with Discovery as your fiscal sponsor? Will you show on the Discovery Channel?

Spurlock: Yeah, but it will go to Landmark Cinemas next week, for three weeks, only at midnight. Then it will go to Discovery on October 22nd for everybody to see. Which is fantastic. They were so great. John Hoffman and the whole team there were really supportive of the movie. They let us make the movie we wanted to make.

Screen_shot_2016-09-15_at_3Ed SheehanCredit: TIFF 2016

NFS: What would you like to see in the future of documentary? 

Spurlock: I feel like it's such a good time now because there are so many good places for docs to play. On the heels of the success of HBO and Showtime and Netflix... more people watch what we make on Netflix now, which is phenomenal. I think that it's a great time to make these types of movies. What I would love to see is to continuing to have that consumption. Put them in a much more valuable commercial space. Better theatricals, better access to those types of movies. Now is the best time ever to be making documentary films.

Chilnick: There's always a frustration where all docs get lumped into a category. The movies that we make are fundamentally different than a way Alex Gibney makes a movie. Comedies get to be comedy movies. Horror films get to be horror films.

Spurlock: Docs are docs.

Chilnick: Docs are docs.

Spurlock: That's one thing we tried with this film. We made a proper documentary but it plays like a horror film. I think documentaries can be all those things. They can be comedies, they can be dramas.

Chilnick: Netflix [should start] to separate things with the algorithms. Documentary is so much more nuanced than it gets a lot of credit for. We're in it because real life is scarier than anything you can dream up.

Spurlock: Our films run the gamut. We had two movies here. We had Rats, our horror documentary, and we also had Eagle Huntress, this amazing, inspiring, girl-power movie about a thirteen-year-old. It has this incredible Disney-rificfolklore tale to it. It's beautiful.

Chilnick: Both play like features. To compare those to movies... they're going to get lumped into the documentary category. I don't know what the answer to that is, but I hope there is a continual realization of how nuanced non-fiction film can be.

Spurlock: I think part of what you want to do [as a documentarian] is to reach young people and let them know that docs can be more than medicine. You get this idea that docs are boring. They are a punishment more than they are a reward in a lot of people's eyes. I think the more we can get younger audiences that they are smart and they are fun, that they can play like real movies. I think the better off we'll be down the road.

See all of our coverage of TIFF 2016.