Cinematographer Nick Matthews has always been fascinated by contrast and darkness, both in a literal and metaphysical sense, so when he read the script for Shudder’s latest film, Spoonful of Sugar, it was like it had been written just for him.

When he met the film’s director, Mercedes Bryce Morgan, Matthews quickly knew it was his dream job. Mercedes instantly welcomed everything from his fascination with fragmented compositions (he keeps a little bag of modifiers with him on every job—a mixture of odd pieces of glass, crystals, prisms, diopters, etc.) to putting Vaseline on the camera lens and his ideas about lens whacking to visually recreate the out of body experience of the characters.

The end result is a film that starts with more grounded painterly images that transforms into unhinged surrealism.

In case you aren’t familiar with Spoonful of Sugar, the synopsis is as follows: “A disturbed babysitter experiences a sexual awakening while using LSD to alternatively treat a seemingly 'sick' child from a family with dark secrets of their own.” Spoonful of Sugar is Morgan’s second feature.

The film is written by Leah Saint Marie (Price of Honor) and stars Morgan Saylor (Homeland), Kat Foster (Gaslit), Myko Olivier (United States of Al), Danilo Crovetti and David Yow (I Don’t Feel at Home in This World Anymore).

No Film School spoke with Matthews and discussed his unique and inventive approach to the film, as well as his collaboration with Mercedes below. Spoonful of Sugar is available exclusively on Shudder now.

Editor's Note: This interview has been edited for length and clarity.

No Film School: How did you first get into cinematography? Was there a specific moment or event when you knew you wanted to get into the business?

Nick Matthews:My path to cinematography started with falling in love with literature—the likes of Flannery O’Connor, Cormac McCarthy, Franz Kafka, among many others. Storytelling felt fundamental as a way to explore the human condition in all its paradox, tragedy, brokenness, injustice, beauty, and transcendence. I got into filmmaking after I discovered the magic of holding a camcorder in my hand and how freeing it felt to make films with my friends in high school. I still feel that rush when I go on set.

Eventually, I spent one semester in Los Angeles, where I wrote, directed, and shot a number of short films while interning on a movie. It was my first real chance to see life on set. That was when I realized I was more interested in visually crafting the story as a cinematographer than overseeing the entire arc of the performances. Cinematography felt more tactile and sensual. It felt more innate for me to convey emotion with light, color, and movement.

NFS: What did preproduction look like for you on Spoonful of Sugar? Did you storyboard anything out?

Matthews: [Director] Mercedes Bryce Morgan is a brilliant, fierce collaborator with a thorough vision. Because she welcomes the best ideas from her collaborators, I felt that we got into a beautiful rhythm where the ideas were fluid and synchronistic. I tend to believe that a detailed prep leads to more creative freedom while shooting, as long as you stay open to the inspiration of the moment.

We shared about 25 films with each other at the start of the conversation, and I lent Mercedes about 20 photography books that I felt might inspire new visual ideas and approaches. We scouted meticulously and during that process, I tend to shoot a massive amount of photos on a DSLR as well as a video. I use these as a starting point to discuss camera placement as well as evaluate the natural light.

As we charted the themes and character arc of the film together, the entire project took shape and we collaborated on a shot list to implement that vision. Mercedes physically does this in Google Docs, so she can use video and photos to accompany our shot ideas, which can be shared with every iPad on set. This text gets color-coded by department so you can easily see where there are specific FX, SFX, Lighting, etc needs. Here and there we used overheads, which I always find helpful in discussing blocking. But nothing beats going back to the location over and over again with a camera, which we did as much as we could.

DP Nick Matthews talks about his work on Shudder's 'Spoonful of Sugar'Director Mercedes Bryce Morgan on set of 'Spoonful of Sugar'Credit: Shudder

NFS: What were the conversations like about creating the visual language for the film?

Matthews: “To me, beauty is looks you can never forget. A face should jolt, not soothe.” — John Waters.

This quote was fundamental to our approach. We wanted to subjectively put the audience into the heads of the characters. The film starts with more grounded painterly images that transform into unhinged surrealism. The use of pervading darkness, voyeurism, and a psychedelic warped perception of space were tenets in crafting that language and we used a variety of techniques. We looked at references from photographers Stéphane Coutelle, Todd Hido, Sally Mann, Gregory Crewdson, and Edmond Teske as common ground in finding that aesthetic.

We decided to overcover the simple scenes and undercover the more emotionally complex material as a way to visually punctuate the film. Additionally, we limited the use of handheld as a way to give every movement in the film intent. In fact, there are only two sequences that are handheld and the rest is dolly, sticks, and zoom. The lighting goes from softer and grounded to harder with more shafts of light and greater color separation. There are times we really go for it stylistically, but only in support of the scene's emotional intent.

NFS: How did you go about picking the color palette for Spoonful of Sugar?

Matthews: Mercedes had a strong sense of the color palette before I even arrived on the film. It influenced the production design, wardrobe decisions, and my lighting from the beginning. We used a limited palette of ambers, lavender blues, crimson, and earthy greens. Todd Hido, Gregory Crewdson, and Stephan Coutelle all influenced my approach to implementing that. I used LEDs as a way to control the color palette and intensity on set. This included using a lavender [to] fill in the shadows with small LED bulbs in clamp lights covered by silk pillowcases. Additionally, we tried to shoot as much daytime work at dusk while using lighting to create a more surreal feeling. This palette was accentuated in post by our colorist Andrew Francis.

NFS: You shot at 6 frames per second and used a 270-degree shutter for some of the scenes. Can you talk about what scenes those were and how this was decided on?

Matthews: LSD and psychedelia are part of the narrative, and we shot those scenes with a variety of techniques to play with space and time. 6 fps and 270-degree shutter gives a similar effect to the step printing in Wong Kar-Wai's films and is very dreamy. We only used that for one of the earlier tripping scenes. Elsewhere, I ended up breathing on the lens in between every take and lens whacking to visually recreate the out-of-body experience of the characters. 

DP Nick Matthews breaks down his work on Shudder's 'Spoonful of Sugar'Director Mercedes Bryce Morgan and DP Nick Matthews on set of 'Spoonful of Sugar'Credit: Shudder

NFS: You taped your glasses to the front of the matte box and shot through the textured glass of your glasses to simulate the feeling of tripping. How did this come about?

Matthews: I'm fascinated with fragmented compositions, so I keep a little bag of modifiers with me on every job—a mixture of odd pieces of glass, crystals, prisms, diopters, etc. But after showing Mercedes a few of these, I had the idea of using my own glasses because one of my lenses has a stretching effect similar to anamorphic. It was an instinctual idea on the day and looked just right.

NFS: Is there one piece of equipment you can’t live without?

Matthews: I feel like it changes on every job, but my DSLR has been my scout tool for a decade and I am a creature of habit.

NFS: What was the most challenging scene to film in the movie? Why?

Matthews: One of the most challenging scenes in the film was a surrealist erotic fantasy that places the audience into the character's imagination. Aside from the fact that it was freezing, we were using a large amount of blood to rain down on the characters and the camera. We shot it at a high frame rate with a lot of strobing white and red light that I wanted to feel like orgasmic bursts of color that feel primal and murderous. As we were starting to frame it up, it just felt too present tense, so we painted the lens with Vaseline. This involved solving a number of technical challenges to pull off the 360-degree dolly shots while hiding all our tools and rigging. Our producers Matt Miller, Natalie Metzger, and Katrina Kudlick were invaluable problem solvers in helping us tell the story without compromising the vision.

DP Nick Matthews breaks down his work on Shudder's 'Spoonful of Sugar''A Spoonful of Sugar'Credit: Shudder

NFS: Are there any filmmakers you haven’t gotten a chance to work with yet that you hope to someday?

Matthews: I adore filmmakers that are daring, provocative, and unapologetic. I love filmmakers that polarize the audience and explore the darkness of our humanity. We’re living in an incredibly exciting time where so new voices are emerging to tell stories that reflect a tableaux of cultural ideas. A few filmmakers that come to mind are Lynn Ramsay, Jennifer Kent, Julia Ducournau, Panos Cosmatos, Robert Eggers, and so many more....too many to name.

NFS: We know you probably can’t say much about Saw X, but if you could describe your work on that film inone or two words, what would they be?

Matthews: Brutal and beautiful with a dash of giallo.

Learn more about Nick Matthews at