[Editor's Note: No Film School asked Joshua Caldwell to share the story behind his film 'Negative', available now on Digital HD and OnDemand.]

After making my first feature film Layover for $6000, I went on to direct a series for Hulu and my second feature film for Paramount and Studio 71. While both projects were step up from Layover budget-wise, I found myself surprisingly constricted. Even though I had 150x the budget I did on Layover, I was only given 15 shooting days on the Hulu series for 150 pages of material and 12 days (!) on the feature. I’m used to shooting fast and I definitely made it work to get the projects in the can, but it seemed like the wrong way to make a film.

It felt like we were taking a $10 million model of filmmaking and applying it to a project with a fraction of that budget. Instead of cutting down on crew or trailers or all the things that don’t show up on screen, we cut down on production days and therefore on the time to shoot and get great material.

“If you passed us by while we were shooting, you probably wouldn’t even know we were making a movie.”

Some directors can make this work for them with great results, but I’ve learned it’s not conducive to my process and I found myself asking, “What’s the point?” Everything feels like it gets reduced to the lowest common denominator and the opportunity for discovery and consideration goes away. The chance to capture something unique and special disappears because your only goal is to “get something shot.”

With my new film Negative, I was really curious if we could do something with a similar approach to Layover but with more money. Essentially, could that model be scaled up?

Finding the funding balance

Negative was ambitious to say the least—a spy thriller set on the road between Los Angeles and Phoenix with a sizable fight scene, a major shootout sequence, tons of scenes in moving cars, and practical locations galore. To pull it off, I wanted enough money to be able to actually make the film but little enough money that the company providing the funding would be okay just leaving me alone. I wanted the complete creative freedom to make the movie I wanted to make the way I wanted to make it. We were fortunate to find a willing partner in MarVista Entertainment, who agreed to provide us with the budget and leave us alone while we made the film.

Now that we had the money, to echo the words of my producer William Borthwick, “How the hell are we going to make this film for $100,000?”

It still all starts with the script

In my previous article about producing LayoverI wrote:

Whether you’re writing a no-budget feature or a massive $100 million blockbuster, every film needs a story. And to a large degree, that story can be told in a multitude of ways. It’s something I’ve developed called ‘Modular Storytelling.’ That is, the story is the story, whether I have $1000 or $200 million. What changes is how I execute the story.

That still holds true. Negative was written by Adam Gaines, and we worked together on the development to ensure that we could both pull off what he was writing and not have him feel like he had to restrict himself too much. I knew we could pull off a solid fight scene, so we wrote one in. I knew we could pull off a contained shootout, so we wrote one in.


We kept our locations nondescript and generic like a motel, an apartment, a house in Phoenix. Places like this are cheap and a dime a dozen. We stayed away from anything that would be expensive to rent or acquire.

I also knew that we couldn't do a Bourne film on this budget. I was really interested in making a jazzy, desert noir film with thrilling elements. It was going to be character-based and dialog-heavy.

In a normal spy movie, the move from Los Angeles to Phoenix would happen in a cut. But for our film, I was curious about what these characters did for the ten hours it would take to get there. What did they talk about? How did that relationship develop? How did it change by the time they got to Phoenix? I remember my original pitch to Adam was “I want to do It Happened One Night as a spy thriller and without the romance.”

Adam was the perfect guy for this because he’s got a great ear for unique dialogue and relationships. Yet, because of his work on The Bridge, I knew he could go dark and violent.

Minimal production footprint = freedom

For about 60% of production, our crew consisted of three people: myself (as the director, director of photography, and camera operator), my producer Will Borthwick (helping to wrangle, put up lights, slate, whatever was needed), and a sound recordist.

For the other 40%, we’d scale up the crew as needed, sometimes adding a gaffer to make it four crew members. On big days, we’d have a stunt coordinator, stunt doubles, special FX make-up, an armorer, two gaffers/grips, and maybe a PA. I think that was as big as we got.

Instead of having a costume designer on set every day, we had Amanda Riley pre-design the wardrobe and then made the actors responsible for bringing it to set. Day players were asked to bring selections and then we just picked out looks on set. We had no production designer because we picked locations that were already dressed perfectly. Actors did their own makeup (if they even needed it).

We shot the film using as much available light (either natural or artificial) as possible, only supplementing what was already there. The biggest light we used was an ARRI 650. We never had any trucks or any trailers. In fact, if you passed us by while we were shooting, you probably wouldn’t even know we were making a movie. Our footprint was that light.

“We could get into a place, shoot really quickly and then get out before people even noticed us.”

What this all adds up to is freedom. We were never restricted in any way with what we were shooting. We could move easily and change locations if we needed to. We could get into a place, shoot really quickly and then get out before people even noticed us. Businesses let us use their locations cheaply because we were able to come in with a couple of people and we’d be done in a few hours without disrupting their business. I was able to shoot 360 degrees because we never had a base camp or equipment that got in the way.

By having a small production footprint, we were able to be nimble, quick on our feet, and take advantage of situations that would have been impossible with a large crew. We were able to wrap well ahead of a normal twelve-hour day, often shooting only eight or ten hours at most.

And yes, for those wondering, we did pay our cast and crew.

NegativeBehind the scenes of 'Negative'

Minimal production footprint = a longer schedule

Because so many of our days involved only a couple of people (including actors) and no extraneous equipment or vehicles, we could largely shoot whenever we wanted and weren’t restricted to a typical production schedule. Essentially, we traded a lot of people and stuff sitting around for time. And time is the most precious and valuable thing on a film set.

Our choices allowed us to have a production schedule of thirty-eight days on Negative, spread out over the course of six months. What this gave us was: time with our actors to really craft and capture great performances, a chance to try things, do a lot of takes, get a lot of coverage, and explore and discover the performance.

This timeline also gave us the chance to capture scope by shooting in a lot of different locations, to do a road trip to actually shoot our characters in Phoenix, and to find the perfect locations. It gave us time to make sure we could capture all the practical driving scenes in the best way possible. And it meant that after a big sequence, we could step back for a few days, recharge our batteries, and be ready for the next one two weeks later.

“Never once did I end a day feeling like we hadn’t had the time to ‘get it.’”

Never once did I end a day feeling like we hadn’t had the time to “get it.” Never once did I feel like we really didn’t have the time to do what we needed to make the scene work. Never once was I worried we wouldn’t be able to pull it off. That’s the benefit of a longer schedule.

All we had to trade for this luxury was extraneous crew and trailers and trucks that were unnecessary anyway. That seems to be a totally worthwhile trade.

Decide where your resources need to go

Rather than spending the bulk of our funds on the shoots overall, we decided to put most of our resources into a couple of set pieces: a fight scene and a shootout sequence that occur in the third act. A stunt coordinator, stunt doubles, rehearsals, an armorer, the cost of weapons and blanks, permits, police, and location rentals ended up being our most expensive set pieces.

We made the deliberate choice to spend as little as possible on the majority of the film which resulted in us being able to really give those scenes the resources they needed.


Trust the camera’s capabilities

One of the reasons why I wanted to DP the film myself is that I needed to try out an approach to the cinematography that I felt would result in us moving faster and giving us more time to capture more takes, rather than more time lighting. The approach is in fact very simple: bumping the ISO.

I really believe that with today’s cameras, we can safely shoot well beyond 3200 ISO while accepting a minimal amount of noise. It might not work for every film, but I know it would work for mine. I felt strongly that we could step into a practically lit location that was too dim at 3200 ISO but was perfect at 5000 ISO with only a china ball or key light for our actor.

“I pushed that camera to its limits, shooting at 6400, 8000, 10000 and even higher ISOs.”

I shot on the Canon C100mkII for its low-light sensitivity and the fact that I owned one, so it would always be available to me. And even though it only shot in 1080p I was okay with that. For one, we were going to finish in 1080p anyway and second, I knew that, by maintaining a 1080p workflow, I could easily integrate that into the post system I owned. (If you have a system that can handle 4K then, by all means, go for it.) I’m also a huge fan of Canon’s color science and thought that it, along with the LUT I chose to use, looked really great in natural light.

I pushed that camera to its limits, shooting at 6400, 8000, 10000 and even higher ISOs. And when that camera couldn’t go high enough, I looked to another Canon camera for help.

The shootout sequence at the end of the film was supposed to take place in the desert at night and I knew I couldn’t get away with the ol’ 10K-a-mile-away situation. I wasn’t going to have a big crew and a lot of lights so I needed a camera that could see in the dark.

'Negative'Behind the scenes of 'Negative'

Because of my relationship with Canon, I was able to use the new ME-20F-SH camera, which has a max ISO of 4.5 million. It’s unusable at that setting but I found that I could safely shoot at 25,000 and even 100,000 ISO and use a small amount of lighting to achieve the effect I wanted. Thus, I was able to shoot a ten-page sequence with a lot of moving parts (stunts, blank fire weapons, lots of real estate to cover) in two nights with a small crew.

I couldn’t be happier with the look of the film and I think it proves that it’s time to trust the capabilities of the cameras we have today in an effort to give yourself more freedom to get better material.

Words for any filmmaker

Whatever your ultimate opinion of the film is, my goal in this post was to suggest a different way of thinking about production. Maybe you don’t actually need a whole lot of money and a big crew and a ton of equipment. Maybe you can make your film despite your limited resources. I hope that Negative proves the point.