What does adolescence feel like? I think of a time when the world was at once too small and too big—constrictive in its physical size, but nearly paralyzing in its existential questions. A time when time itself seemed endless, provoking both impulsivity and utter boredom. A time when emotions were unnavigable, like a hedge maze of thorns designed specifically to trap you and only you. A time when the simplest of life's pleasures—a good song, a first kiss, the first light of dawn—felt immeasurable in their beauty.

Polish filmmaker Michal Marczak's All These Sleepless Nights is adolescence in experiential cinema form. The docu-fiction hybrid, which Marczak filmed in Warsaw using non-actors, follows the misadventures of a pair of teenage boys over the course of many sleepless nights during which they party, meet girls, dance, wander aimlessly, and pontificate, usually while drunk or high (or both). Marczak films them in unpredictable and intimate situations that feel too meticulously shot to be unscripted, but too visceral and spontaneous to be fiction. Like Joachim Trier's magnificent Oslo, August 31st, All These Sleepless Nights has the mesmerizing, hypnotic feeling of teenage abandon.  

"It's about pushing the technology you have. We pushed that camera to its fucking maximum, and with the combination of software, color grading, and effects, we were able to push it even a step further."

Marczak's sweeping camera is a character unto itself. The director/cinematographer built a custom rig so he could "shoot documentary in a cinematic way," modifying a gimbal so that it fit into his backpack and allowed him to shoot in close quarters. Marczak and his crew also forewent traditional film lighting to build practical lights into their sets, which disguised the presence of a film crew, allowing them to embed seamlessly into live environments. 

All These Sleepless Nights originally screened at the 2016 Sundance Film Festival—programmed in the World Documentary Competition, despite its hybrid nature. No Film School caught up with Marczak just prior to the film's theatrical release to discuss his ingenious DIY methods, complex ADR process, the importance of spending time with actors prior to a shoot, why exposition is the enemy of good filmmaking, how cinema helps us cheat life, and more. 

All These Sleepless Nights is now streaming on Netflix in the US and other territories. 

No Film School: Since this is a nebulous concept, how did you pitch it to people?

Michal Marczak: It was an organic process. I've done this kind of stuff before—my films take what's best from a more cinematic approach to filmmaking and combine it with documentary. The fact that people are kind of accustomed to my work made it easier to get this made. 

I pitched it as a film that appeals to the senses, a film that appeals to the heart of what it is kind of to be young in this weird time and place in Poland. In Poland, we have a new generation—the first generation born after '89—that is free. They're very different. In the West, people have had these opportunities for so many years, whereas in Poland, it just kind of appeared then. I wanted to make a film that would intimately make you feel what these characters' lives are like. I wanted it to be very immersive, where the camera would be one of the protagonists and the audience would be able to jump into their world. I wanted to focus on the way that people remember their youth. The editing of the film and the dramaturgy of the film was structured based on the way my memory works.

NFS: Well, it absolutely had that effect on me. The camera really did immerse you in the environment. It had this impressionistic quality, like a memory. Also, the film reminded me of the feelings and conversations that you had in adolescence when everything felt so big and small at the same time. And there was so much downtime—sometimes, you felt like you were existing in order to kill time.

Marczak: You're thinking over concepts that have already been thought over many times before, but you're having an epiphany because it's you that's actually experiencing or living through it. That's the beauty of that point in life: even though these characters know that [these aren't new thoughts or feelings], it doesn't matter, because they're doing it for the first time.

NFS: You shot this film with another cinematographer, Maciej Twardowski. How did you share that responsibility? 

Marczak: There were some sequences where I like to be the director. Sometimes, I had to do stuff further away from the camera and just get things going on in the scene and direct people. But most of the scenes I actually shot myself. Sometimes, I just couldn't see it any other way than me operating the camera, especially in a lot of the intimate scenes.

"We looked through all the gimbals on the market and none of them were good enough. We were like, 'Fuck it. We'll build our own.' So we designed our own gimbal from scratch."

For me, it's super important not to do the whole stop-start filming thing, but just to always be in the moment. When you take yourself out of the moment, it requires so much energy to get back into it. It really fucks up the atmosphere. When I have the camera and I'm shooting, for example, a person in a cutaway, I quietly whisper something to an actor or communicate through my body language or non-verbal cues: "Move here, repeat that, get closer, hold on a beat." I do this so the people can stay in the scene and my direction doesn't fuck it up at all and we don't have to start from scratch.

Over time, we got really good at this [non-verbal communication]. We were able to communicate so much just through the touch of my foot or something. We came up with all these little things to be able to communicate very subtly. It became a dance between me and the characters. That way, we could always be in the moment when navigating the master shots—which feel like they're very choreographed or have an in and out point but are actually done on the fly because we're able to maneuver this reality together. 

All_these_sleepless_nights'All These Sleepless Nights'Credit: IFC

NFS: Can you tell me a little bit about the process of building the rig that you specifically designed to shoot this movie? What exactly did it consist of and how did you operate it?

Marczak: We looked through all the gimbals that were available on the market and none of them were good enough. Either they were too big or too clunky or not balanced enough or the motion was terrible. For example, the Ronin motion is just so bad. The ones that are available are not ergonomic for this kind of operation—for this kind of film, these kinds of shots we wanted.

We started looking at custom stuff and then at the end of the day, we were like, 'Fuck it. We'll build our own.' So we designed our own gimbal from scratch. It was a combination of a Steadicam and a gyroscope. We had this really amazing engineer, Michal Jurkiewicz from the Polish Polytechnic, who helped us develop it over the course of four months. Then, we custom-modified the software on the gimbal control computer and built our own custom follow focus. We stripped everything into a backpack, so everything was powered and that's where the computer was controlling it.

"So many people waste so much time on set with gear, like running out of memory cards or fucking running out of batteries. That's something that I never allow."

When I was shooting, I had everything in my hands, so we could focus and change the parameters of the gimbal during shooting. We could do all these crazy moves with it while shooting. It was a lot of work but it really paid off. These gimbals are designed to be universal, so you can put a RED or DSLR on it. We built this rig and balanced everything for the exact camera and lenses that we used.

NFS: What did you shoot on?

Marczak: It was an Alpha Sony 7S, then a Blackmagic Pocket Camera sometimes, depending on the circumstance. We used three lenses: 16, 24, 35. Everything was custom-designed to be able to exchange and balance very fast.

NFS: You should bring the gimbal to market. 

Marczak: No, it's too much work! I mean, it did take a lot of time, but fortunately never while shooting. Every day after shooting, we would go through all the equipment and prepare everything for the next day. I think so many people waste so much time on set with gear, like running out of memory cards or fucking running out of batteries. That's just something that I never allow on set. Everything has to work the whole day. You can't spend a second taking care of it. Sometimes that means that you have to actually build your own gear, custom-modify it, come up with ways of powering it that are just not traditionally available. The technical process should be smooth and be taken over by your subconscious. 

Because of the DIY evolution of 3D printers and laser cutting machines, all you need is a good workshop and you can do it. I did the cutting machine and laser pointers. It was kind of easy. You could kind of design whatever part you needed. There's so much available now because so many people are building remote cars and drones and their own custom-made modeling. The brushless motor has become so good and powerful and small. The programming is definitely a difficult part of it—getting it all to work and testing it in all conditions—but once you get past that, it's awesome. 

All-these-sleepless-nights'All These Sleepless Nights'Credit: IFC

Marczak: A very, very important part was the color grading. We spent a month on color grading, basically. The color grader, Kaspar Kallas, is a genius who I've worked with for all my films. He grades all of Werner Herzog's films. We went through a lot of software—very serious de-noising and image reconstruction and stabilization. We used a lot of effects, too. We deleted a lot of people out of frame and in the winter, there wasn't enough snow, we CG'd the snow. The opening shot [where fireworks appear all over Warsaw] is CGI, too. When we couldn't get permits from people, we CGI'd their eyes out and put ski masks on their faces.

A lot of work went into post—weeks and weeks to clean it all up and to give it this look. FIXAFILM from Poland did all the post.

NFS: It looks so seamless. You would never know. 

Marczak: I think it's just about pushing whatever technology you have. We pushed that camera to its fucking maximum, and with the combination of software and color grading and effects, we were able to push it even a step further. All of that, together, is what created this imagery.

NFS: How did you deal with the many night shoots in your film?

Marczak: A lot of it was waiting—waiting for that beautiful moment where the light is just right. Then, you only have a 45-minute window. I love that. You know that you have 45 minutes because the sun is going to come out and it's not going to be as beautiful anymore and you just have to get that scene shot in that time. Also, people just like resonate with the light. This energy comes in. People are enthralled by the aura. 

"When we couldn't get permits from people, we CGI'd their eyes out and put ski masks on their faces."

Many times, the sunrise wasn't beautiful enough, so we left and picked up on another day. We prepared a lot of locations and we built our own practical lights. We didn't use any film lights. We would build practical fixtures that gave off nice light and make them part of the scene, or we'd come in before parties and set certain things up so that when then everybody else came in, nobody would realize that those lights were part of filming.

NFS: Did you spend time with the characters before you started shooting in order to get used to their patterns and idiosyncratic rhythms?

Marczak: That is the most important thing. You can't be a good cinematographer if you jump right in. No matter how good you are, if you jump into a situation where you don't have a connection with the actors, you're not going to be able to create really good images. They might be nice and beautiful, but they might not edit into a scene. Pre-production is the most important job for me. I spend as much time as I can with people beforehand.

1491598526726-allthesesleeplessnights'All These Sleepless Nights'Credit: The Orchard

Marczak: I always shoot with one camera. Many, many times people tell me, "Oh, you must've had two cameras for that conversation," or three cameras, whatever. I'm like, "No, dude. I always have one camera." When you're working in an improvisational manner, people repeat themselves and always say a little bit more than needed, so there's always time to get a cutaway or to get the reaction of the other person. You can get whatever you need without having two cameras and without actually having to go back to the scene and redo the scene if you learn the rhythm of the way that your actors speak.

You can do it really fast within the scene—in the moment—but you have to have two qualities for that. One is to be super, super in tune with the people. The second is you have to be a really good editor. You have to have a really good memory for all the shots and phrases in the movie, and you have to have an image of how you want to edit it. Like, "Okay, that was a close-up when he said that. I probably need cut away on this and then it'll be good. The scene starts with this, okay. I will shoot that now because now they're talking about something that's a little redundant."

"I learned the most as a cinematographer and director after spending a lot of time in the editing room."

I learned the most as a cinematographer and director after spending a lot of time in the editing room. I edit with this amazing woman, Dorota Wardeszkiewicz, who is 70 years old and kind of my mentor and teacher. I've been editing with her for years. It's amazing seeing how her memory works and how she can remember 12 shots back. In order to be a really good editor, you kind of have to have that memory. That really helped me as a cinematographer and director because you just know what you need. 

I spent a lot of time with the characters before shooting—like four months. Four months of camera tests, of just talking with each other, of spending time together. That was really the crucial part—to give a lot of time before you make the decision to go ahead with [casting] people. You should have as much time as possible before you start shooting so that you really get to know them, really prep them, and start understanding when they are real and when they're not. Learn the way they operate, their energy levels, when they get tired, when they're at their peak, their moods, everything. You have to know all of that when you're going into a shoot. 

All-these-sleepless-nights'All These Sleepless Nights'Credit: IFC

NFS: What were you looking for in your actors, and how did you find them initially? 

Marczak: I was looking for two characters with a very opposite dynamic within their friendship. Michal Huszcza [one of the protagonists] has this very carefree soul, bon vivant, just spontaneous, never really thinking about what he does. Then Krzysztof Baginski is the thinker character, very analytical, always thinking twice about what he should do next. There's a very interesting contrast between the two characters, but also a beautiful kind of friendship. They weren't afraid and they were okay with being vulnerable. Sometimes, they would do something that kind of looked a little bit homosexual, and they're like, "Oh, that's so funny," and it doesn't matter. That's a friendship. They're kind of like the artists. That was definitely the quality I was looking for: people that are willing to step outside of their trodden path.

I found them at a party. We had a night out and we just spent the whole time talking. It turned out that we connected on a lot of levels. Then, with every single day, the connection got even stronger. This is a really collaborative process. We're building a lot from their lives but they're adding so much of their ideas on how to do it, what scenes to do. It was very, very important that we just connect on all levels. Then the rest of the people, it's a combination of my friends, their friends, and then people that I found and then people that we went out together. We put all of our experiences into one pot. 

NFS: That sounds really fun. 

Marczak: Yeah, it was! Honestly, I've gotta say that I've been very fortunate not to make a not-fun film. I think for me, the aspect of adventure is so important. The aspect of connecting with people that are at a certain moment in their lives. I think cinema offers you amazing ways to cheat life. Like I got to kind of relive my youth with this movie. I got to see it again and be in the same situations as I was when I was young, although my life was a little bit different than the characters'. 

"I love this way of filmmaking where it's a group of people that get together, have an adventure, live through these moments, and capture them at the same time."

I think that's why I came up with this kind of way of filming. I really don't like the super stringent tradition: you walk onto a set, you've got 25 days, you work 14 hours a day. On day 20, you're so tired that you're kind of losing your sense. I love this way of filmmaking where it's a group of people that get together, have an adventure, live through these moments, and capture them at the same time. Everybody grows and develops.

NFS: How many traditional roles did you have on set?

Marczak: We doubled up on the roles. Kasia Szczerba, who was the sound recorder, was also kind of the director's assistant and my eyes when I was filming. She was on the lookout for everything. We were all on the same page so she exactly knew what we were looking for, what our needs were for the story, and would also help me get the characters in a certain mood. When she saw that something wasn't going right, she was jumping and fixing it, even emotionally, with people and having conversations. Before we'd start shooting, we'd all prep the emotions of the scene and get everybody into the vibe. We all kind of swapped roles.

That's why the beginning period—the first four months—is super important, because that's where not only built our gear and tested everything, but also got everybody on the same page to be able to double up and do three, four roles and do them super professionally, so that once we jump in, we don't have to think about them. It's like one big family operating together and achieving this goal.

Sleepness_'All These Sleepless Nights'Credit: The Orchard

NFS: How did you approach sound? Did you do ADR?

Marczak: Yeah, we ADR'd the whole film. The reason for that is because sound is, like Robert Persons said, "the eye that sees what the ear that imagines." Sound and music are such an important part of the lives of these people. But we're shooting a very loud environment and it would be impossible to turn down the music. You'd really have to turn it down to an almost inaudible level, which would just be so fake. Shooting in a real environment, microphones aren't able to separate, and then later, you have everything on one track because you have the sound and the music. When you do a 5.1 mix, it has to be all separated. 

You should be able to pan the music so that it matches the perspective of the camera. That was just not possible with the production sound we had, although we did have a boom mic and really good microphones. It's just impossible in the environment to get the precise sound for a good mix. We made the decision that we had to recreate all this, but that also opened up a whole alley of amazing opportunities, because then we were able to shape everything and push the emotions.

"Showing a character dancing in the middle of the street tells you way more about his internal desires than [telling the audience] that he's now at a moment where he's opened himself up."

Although this film doesn't have a soundtrack per se, the job that we did on it is exactly like creating a soundtrack. For example, you have a scene where the characters are walking to the bar and then going outside. Then you have a DJ playing in the background and he's mixing eight tracks during the duration of the scene. You feel the music shifting in the background. But actually, that was us mixing the music; it was very carefully chosen to compliment the emotions and it blends and changes right when we want it to change. It's not obvious, because I really don't like soundtracks that manipulate your emotions; all of the sudden the music comes in and it makes you feel sad or makes you feel epic. Whereas if you do it this way, you're kind of doing the same thing, but it's way less obvious because it feels like it happened in the scene. 

That was a really long and complicated process. It allowed us to play with the perspective of sound. Sometimes sound is subjective, coming from within the main character, so you focus on him. Sometimes we were able to cut out unnecessary background noise and just have dialogue and music to really focus you in on a certain moment or scene. If you have a good sound system in the cinema, you can really feel that you're with the character at these places and you're maneuvering this landscape with them. Music helps build the emotions and makes you feel that you're there with them.

Allthesesleeplessnights_pic'All These Sleepless Nights'Credit: IFC

NFS: The film felt really cinematic. That's not something that is very common in documentaries, for some reason. I know this isn't 100% documentary, but since it is partially non-fiction, what would you say makes a documentary cinematic? 

Marczak: I mean, I'm really not into labels. I think overall, something that deals with reality or is tethered to reality appeals to emotions the most. I think you should really believe in the intelligence of the audience and let them decide on certain things. A talking head is the least respectful thing I think you can do for an audience, because you're just telling them exactly what they should know and kind of telling them what they should feel. 

I hate [exposition]  because I think that really ruins all the magic and is the least elegant thing that one can do. For me, cinema is about shooting in a way where you're in sync with your characters and you're able to take the audience on a kind of adventure. You want to make them understand the characters by nonverbal means. Sometimes showing a character dancing in the middle of the street tells you way more about his internal desires than [telling the audience] that he's now at a moment where he's opened himself up a bit and doesn't care about the world around him. By doing that in this dreamy, cinematic way, you're using the lens, the light, the setting, and everything else to convey that message. Utilizing these means actually gets you closer to the documentary realm than you are to fiction.

Especially when you're dealing with something that is more reality-based, you should use all the tools of cinema at your disposal to appeal to the heart. I think that's the [point] of cinema: to make you connect and empathize and to get you closer to people living different lives. To give you the opportunity, especially in a [theater] setting, to sit in that dark room for 120 minutes and just be like, "This is what it feels like to be young." Or, "This is what it feels like to be a Syrian refugee."