Josh Holloway in Duster
In Duster, an impossibly cool wheelman (Josh Holloway) and a rookie FBI agent (Rachel Hilson) join forces to take down a crime boss (Keith David) in 1970s Phoenix. If any of the creative forces behind the HBO series ever wondered if they were properly capturing the vibe of 1970s pulp, all they had to do was turn to cinematographer Paul Elliott for confirmation. Though born and raised in London, Elliott arrived in the States at the end of the 1970s and began working at Roger Corman’s New World Pictures as a camera assistant. He crossed paths with cult B-movie figures like Albert Pyun and Fred Olen Ray, endured the tyranny of Ken Russell, shot second unit for the Coen Brothers and eventually graduated to a long career as a cinematographer with a diverse filmography featuring everything from Star Slammer and Friday the 13th Part VII to My Girl and Soul Food.
With Duster’s entire first season now available on HBO Max, Elliott spoke to Filmmaker about his latest project and his early days in the industry.
Filmmaker: You’re from London and attended London Film School. How did you get from there to California?
Elliott: In film school I directed and shot some films, but when you leave you have to go and earn a living somehow. So, I started working as an assistant cameraman on TV projects and documentaries. One of the cameramen I used to assist was [frequent Mike Leigh collaborator] Dick Pope. Then I met a woman and we got married. She was from California, studying [in London] and after a few years said, “I’ve had enough of London and these rainy, damp winters. I want to go back to L.A.” I thought, “Well, they make movies in L.A., right?” At least they used to. [laughs] So, I immigrated. I got my green card and moved to Los Angeles. I just started making phone calls and joined NABET [National Association of Broadcast Employees and Technicians] and started working as an assistant cameraman on commercials and films. I worked with a few English DPs here on a lot of non-union films. they would bring some pretty good English DPs out who could work non-union in the States. Brian Tufano was a very good cameraman, Dick Bush was another. I learned a lot by working with them. I always knew I wanted to be a DP. You learn so much at film school, but you can learn a hell of a lot more by actually being on the set and watching how they’re doing it.
Filmmaker: How did you end up in the Corman orbit?
Elliott: It’s kind of funny, because people had heard of Roger Corman in England and they’d say, “You go to L.A. and then you start working with Roger Corman.” So, I thought, “Yeah, you just go to L.A., pick up the phone and say, ‘I’m here’ then they hire you.” [laughs] I started working with him because I got hooked up somehow with a French DP called Daniel Lacambre, who lived in Paris. He’d done a film in Europe for Corman and Corman liked him. They would bring him out [to L.A.] to do their non-union movies. So, I started working with him. The Lady in Red was one of the movies. Another one was called Humanoids from the Deep.
Filmmaker: I’ve seen that one.
Elliott: Oh my God, you’re wasting your life. [laughs] No, they were fun to do. When you’re starting out working in the film business, they’re all great adventures. It doesn’t matter about the budget, it doesn’t matter so much about the story, you just want to get experience. We had some fun times, and I learned a lot from Daniel about shooting. The biggest film Corman ever made was called Battle Beyond the Stars. He got this studio up in Venice, California and built these sets and spaceships. James Cameron and Gale Anne Hurd were working on it. Gale was a PA on Humanoids. James Horner, the composer, did Battle Beyond the Stars. It was a great place for people to start. I moved up to operating on that movie, which was great fun to do. Finally, you get to look through the camera and really feel part of what’s going on.
Filmmaker: Tell me more about that Corman studio up in Venice. It was an old lumber yard before he took it over.
Elliott: It was a great place to shoot but a small studio. I think we had something like $3 million for Battle Beyond the Stars, which was a lot of money. Jim Cameron came up with a front screen projection system for it. I think he ended up taking over as an art director after they fired the [original] art director. There were little spaceship sets and foreign lands and weird little creatures. There was this restaurant nearby where we’d go for lunch, and nobody would change out of their outfits and makeup. You’d go by there at lunchtime and there were all these aliens sipping drinks because they couldn’t eat with their makeup. We always wanted to feel like the camera was floating in these spaceships. So, we had a jib arm. As an operator it was fun because I was always floating a little bit, moving the camera. It was never locked down. I was just a young kid. It was on film, of course, and I think we were shooting with T1.4 lenses. Daniel would sometimes string up a bunch of light bulbs in the ceiling [just to get enough light]. I remember he had red, yellow and clear light bulbs and would mix them, and we’d shoot wide open on these Zeiss Super Speed lenses. Corman was famous for keeping things on schedule. If you were behind schedule he’d come and look at the script, rip out a few pages and say, “Now you’re back on schedule.”
Filmmaker: You mentioned Dick Bush. He shot a few films for Ken Russell, including one you worked on for New World—Crimes of Passion. You have any good Ken Russell stories?
Elliott: That movie was pretty raunchy. They wouldn’t release it as we shot here [in America], though in Europe they did. It was a fashion designer by day/hooker by night, played by Kathleen Turner. We had this scene, which wasn’t in the American version, shot in a bedroom set. Kathleen Turner had picked up this police officer, brought him back to her room and handcuffed him to this metal headboard. He was naked and she was pretty naked, and a truncheon was involved. I’ll let your mind wander for the rest of it. There wasn’t any sound being done in the scene and Ken brought in these massive speakers and played some very discordant Bartók music, The Miraculous Mandarin, deafeningly loud, and we cleared the set because of the nature of the scene. Poor Dick Bush. He was a conservative Christian kind of guy and was led to believe the scene wouldn’t be this raunchy. He refused to shoot it. So, Ken Russell was operating the camera, I was the assistant and we were the only people on the set. Ken’s zooming in and out like crazy, the music is getting louder and louder, she is on top of this police officer and it’s getting crazier and crazier, and Ken just keeps shooting. If I remember right Kathleen had these high heels with metal stiletto points and they were gouging this guy up, but Ken wanted to keep going. Kathleen Turner eventually said, “That’s it, Ken. You’ve got enough.” Ken said, “No, no, no. I want to do some more.” And she stormed off and went to her trailer. She was done.
Ken could be very mean. I remember he fired the production designer in the street at night in front of everybody. He was waving his cane: “You’re fired! You’re fired!” We did this one scene up in the Hollywood Hills, and Anthony Perkins is playing this crazy guy in the bushes watching [Turner’s] apartment at night. It’s Friday night. We’d worked all week. Dick lit the whole street for a wide shot. [Turner’s] car pulls in, parks and then we went and did closeups of the car, closeups of her going in the apartment, and several closeups of Anthony Perkins in the bushes. It was getting toward the end of the night, so they’d wrapped all the lights from the big wide shot to the truck. Just before we finished the closeup, Ken says, “Oh Dick, I needed to get a wide shot of the street without her car in it for another scene. I think we have to redo that wide shot.” And everyone looks at him like, “What!” Then he says to Dick, “You know what I need, don’t you? I’ll see you Monday morning.” And he walks off. (laughs) So, the entire crew is now really unhappy because they’ve got to get all the lights out and light the wide shot of the street again.
We also had this interesting wedding on that shoot. Ken Russell got married. Anthony Perkins got some kind of license and was the minister to officiate. We went to the Queen Mary and there was a big party, like a wrap party and a wedding party, and Ken Russell got married. He was strange to work with because in the morning he’d be really grumpy. You were there at eight in the morning ready to shoot, and if an actor came in five minutes late, he’d scream bloody murder at this actor in front of everybody. Then at lunchtime he would drink wine in his trailer [and be in a better mood]. He was never that close to me. We’d talk about the work, but not much. One day after lunch he came out of his trailer and we’re on the street about to set something up. He sidled over to me, put his arm around my shoulder and said, “Well, dear Paul, what do you think we should do this afternoon?” It was the scariest thing because you just didn’t know what he was going to do. You had to be careful about being on Ken’s wrong side.
Filmmaker: In addition to veterans like Dick Bush, you worked with some great DPs who were just starting out. On Trick or Treat (1986) [featuring a cameo from the late Ozzy Osborne], you shot second unit for a young Robert Elswit.
Elliott: I had assisted Rob on a film called Waltz Across Texas, one of his early features. I was always looking for good cinematographers and could tell this was an A-class cinematographer. Then, when he did Trick or Treat, he had me do some second unit. It went very well. I haven’t seen him in a long time, but it was a very good relationship.
Filmmaker: Around that time, you’re probably getting the bug to move up and start shooting your own films. Your first half dozen features as a DP were all with Fred Olen Ray in a three-year span. How did you get hooked up with him?
Elliott: You’re right, I wanted to move up. I’d been operating and doing some second unit, but I wanted to be the main DP. I had a friend from London Film School who was American. He was in an editing room in L.A. working on something and Fred was next door. Fred had shot part of this movie called Biohazard and had to finish the rest it. He was asking, “Does anyone know a DP?” And my friend said, “Yeah, I went to film school with a guy who is a cinematographer.” So, that’s how I met up with Fred. I think I was paid a hundred dollars a day, but I would’ve done it for nothing. It was great just to finally be in charge. I remember on the first day everyone’s coming to you asking questions. Where are we going to stage? Where’s the rehearsal? Where’s the camera going to go? Where are the lights going to go? You’re asked a lot of questions and suddenly you realize, even though you’ve been learning this, suddenly you’re the one responsible for it.
I remember Fred took me aside after the second movie and said, “You know, there were a couple of shots that were soft. So, we are thinking maybe we pay you $75 instead of $100.” I’d been an assistant earning $500 a day or something. I said, “Well, Fred, I’ll tell you this. I’ll agree and knock off some money if the shots are soft, but when the shots are good I should get a bonus.” He went, “Okay, never mind. We are fine.” [laughs] He would sell the films based on the poster. It was amazing. He got David Carradine and Lee Van Cleef to be in this film [1986’s Armed Response] and raised a million dollars for it. I got to shoot some scenes in L.A. in downtown Chinatown at night. We wetted it down. We had these colored lights. It was a shootout scene, and it was actually good because it had some production value. I could actually put some of that scene on my reel. When you’re starting out somehow you’ve got to build a reel up as a cinematographer and it can’t be cheesy stuff.
There was another movie with Fred where we were in the backyard of a house in Beverly Hills with a machine gun and how we got away with it, I don’t know. It’s a night shoot and we’re firing off this machine gun and didn’t get one phone call from the police. Fred’s made a career out of it. He makes low budget movies, but he keeps making them and gets to direct. So, good for him. And it was good for me to get a start. I could make mistakes on small movies. You’re learning about lighting but also learning how to interact with the director, with actors, and how to handle a crew. I learned great lessons on those movies with Fred.
Filmmaker: You were already an established DP by the time you started shooting some second unit for the Coen Brothers and Roger Deakins. How did you get that gig?
Elliott: Roger and I had the same agent at the time, Sandra March, a lovely English woman. I was busy doing HBO movies. I had just finished shooting a film called And the Band Played On (1993), which won an Emmy for the best television film of that year. I was just about to finish shooting that in L.A. and my agent called and said, “Roger is doing this film called The Hudsucker Proxy in North Carolina. They need quite a bit of second unit. Are you interested in doing it?” And I said, “Well, if it’s for Roger, absolutely.” We did quite a lot. I think I was there five weeks. Sometimes, I only worked three days a week, but we had some fantastic sets to light. Dennis Gassner was the production designer. With the Coen brothers, they storyboard it all. So, it was pretty clear what I needed to do, but I was still nervous about it in a way because it was like the pinnacle of filmmaking. It was Roger and the Coen Brothers, and I just felt like everything I did had to be absolutely the best it could be. Sometimes on movies you think, “Well, if I had more money and more time I’d do something a little different.” On The Hudsucker Proxy I couldn’t use that argument. If I needed it, they would give it to me. Being second unit, the schedule wasn’t crazy. Sometimes I’d shoot on sets that Roger lit and sometimes we’d shoot on things he hadn’t lit at all. Sam Raimi directed the second unit. He is such a creative and funny guy. Even though it was storyboarded, he had his interpretations of that.
So, that’s where I first got hooked up with Roger and since then I’ve worked with him quite a bit on different films. There was a movie called Anywhere But Here with Susan Sarandon and Natalie Portman. Roger had finished shooting the movie and went off to do another project. Then in editing they realized they needed some additional scenes, or rewrote scenes, so he asked me if I would come in and shoot them. There was another movie for HBO called The Sunset Limited, a Cormac McCarthy play. Tommy Lee Jones was directing it and acting in it with Samuel L. Jackson. It’s just a two-hander in a room for 90 minutes, but it’s Cormac McCarthy so it’s very interesting words that they have to speak. I got a call when I was at Office Depot buying some envelopes and it’s Tommy Lee Jones. And I’m thinking it’s a joke at first, because I don’t know Tommy Lee Jones. But he says, “I’ve got this film and Roger Deakins told me I need to call you,” which was very gratifying.
Filmmaker: Let’s get into some Duster. You’ve been working with HBO dating back 35 years to early 1990s Tales from the Crypt episodes. They’ve always had an aversion to letterboxing, even into the streaming era. With Duster, you’re shooting Panavision G Series anamorphics with some T Series in there as well, but you’re using a 2.0 aspect ratio. Was that a restriction imposed by HBO?
Elliott: We pushed for [2.39] and I think [series co-creator] J.J. Abrams was into it too, as far as I remember, but I don’t think HBO went for it.
Filmmaker: Did you consider just pivoting to spherical?
Elliott: I just thought anamorphic was a good choice for the period look. I actually haven’t had a lot of experience with anamorphics. I’m not generally crazy about them. I like good spherical lenses. Actually, we did need to get an additional set of lenses because they built this wonderful FBI office set, but it had a lot of straight lines and we put those anamorphics on a wide shot and it was like, “Oh my god!” The horizontal lines were so bent and warped. We contacted Panavision and they sent us some similar looking [spherical] lenses called VA lenses. Whenever we would do wide shots in the FBI office, we would use the VA lenses.
Filmmaker: Josh Holloway’s wheelman gets a memorable character introduction. He speeds toward camera on a desert road and slides inches from the lens so that his car’s “Duster” emblem is in close-up.
Elliott: J.J. always talked about how the show started off as an idea where this phone booth in the desert is ringing. A car drives up, the driver gets out and answers the phone and now he’s on a mission. That image started the whole series. We shot the show in New Mexico, so it’s not too hard to find a stark desert road that goes off to infinity. They put the phone booth there and we picked a road so the sun was in the right direction, and we could shoot it in the morning. The sun was three-quarter backlit, which is what I wanted, and maybe even get some flares from that angle. J.J. is pretty keen on flares with anamorphic lenses.
We had this idea that the car rushes up from being a small dot in the distance right into the lens, and the word “Duster” is almost filling the frameinches from the lens. Well, the question is how do you do that? You can’t safely have a car drive up and end up inches away from the lens. On The Hudsucker Proxy, [main unit] shot something in reverse and I was around when they were doing it and I thought, “That’s such a great idea.” So, I suggested to the director, “Why don’t we shoot this in reverse? We can put the Duster inches from the lens and then back the car up as fast as we can.” It was a crane shot, so we crane up as the car backs up. Then it’s just about how to make it look real. First, the driver has to be very good. Second, when a car comes close like that and stops, the car dips a little bit at the end and there’s some dust. So, what we did was before the car reversed we basically bounced the car [by having a crew member push down on the front bumper] and created some dust, then backed the car up and the shot worked. It was the introduction to the Duster, which is like another character in the series.
Filmmaker: The most impressive part of that to me is the stunt driver backing up on the right trajectory at that speed.
Elliott: Yeah, he was going very fast but he was very good. We had four Duster vehicles. We had a stunt car where they changed the engine. We had a manual transmission one and an automatic one. Then we had a beautiful interior picture car for Josh to drive around in. He’s actually a very good driver. That opening shot would’ve been the stunt vehicle.
Filmmaker: Tell me about lighting the FBI office. It’s on stage, so you’ve got a Translight out the window and something in the ballpark of 250 Arri SkyPanels, one above each of these ceiling squares.
Elliott: Yes, every panel has an Arri SkyPanel S60 LED light through some diffusion material, which is stretched out and stapled. They had to hang all these lights in place, then build the set around them. Every light is run through a dimmer board, so we can control every one of them individually in terms of color temperature and intensity.
Filmmaker: What are you pushing through the windows for sunlight?
Elliott: We had Arri T12s, which are tungsten lights. We had a truss out there with a T12 for each window. It’s supposed to be Phoenix in the summertime, so there’s hot light coming through. We actually started out using a little bit of atmospheric smoke in the set. We liked the look, but it was almost impossible to keep a very light smoke level in this huge stage. It just didn’t hang. It would be thick and then thin out during a long take. If it got too heavy the Translight got too muddy outside. There was a new filter I read about, a Tiffen Black Fog, which took the edge off it a little bit. J.J. was very involved and looked at the dailies all the time. He had a certain look he liked for this FBI office and using that filter without using the smoke was the way to go. It was a good set to shoot on. It was very graphic. I think they spent a million dollars on that one set, which is quite a lot of money for a TV show.
Filmmaker: In episode two there’s a diner scene between Bilson and her FBI colleague played by Asivak Koostachin. You’ve been doing this a long time. You must have lit dozens of diners. How do you approach a familiar type of location at this point in your career? You went with some pretty heavy shadows from the blinds and a very warm overall look.
Elliott: Well, some of that is the 1970s look. I actually lit this show more than I normally would. I think 1970s [filmmakers] tended to light more. Nowadays, with HD electronic cameras, sometimes you just walk in and shoot it as it is and use the available light, which can be an interesting look too. For the diner we had some big HMIs out the windows that were gelled pretty warm. I didn’t use much fill light at all. It’s mostly just the window lights and let the shadows be what they are. So, it’s pretty contrasty. This was a great old diner, but it looked terrible [before we shot it]. It had really fallen into disuse, but they fixed it up and put new practicals in there.
Filmmaker: What type of gel would you use for that affect and then what would you put your camera’s color temp at?
Elliott: I’m tempted to say this is a half straw on the HMI and then we warmed up the whole thing. Maybe we put the camera to 4000 Kelvin or something like that. I would often do that just to warm up the whole thing. There’s also a night scene in this diner. The production designer really wanted to go with red, white and blue in terms of period production design colors. I had this idea when we were scouting that I would put red outside the windows. So, I put a line of Astera tubes on the outside of the building. With Asteras you can color them anything you want, and I made them red. There was red neon on the front of the building as well. I also put some Arri S60s on the roof just on stands that I also colored red. So, when we have this scene of [Holloway] walking out of the diner and getting in his car, there’s this red wash behind him. I asked the visual effects people, “No one’s crossing the frame. Can you just take these lights out later?” And they went, “Oh, it’s no problem. Absolutely.” So, I could put a bunch of lights on the roof and they removed them in post.
Filmmaker: Another great location is the parking garage where Holloway and Hilson meet up. You’ve been working in New Mexico for years. You ever shoot there before?
Elliott: No, I hadn’t. I loved it. It’s got those great openings in the cement walls with the cross and the dots. For some of the wide shots we just used available light and let the outside blow out. In closer two-shots it was often just available light as well. Sometimes the best thing to do is not to mess with it. If it looks good with the available light that’s there, just shoot it. When we did the overs and [tighter] coverage, I really wanted to push to not light it at all and just go with available light, but the director felt it was a little too severe. So, I ended up bringing a little bit of light around for their faces.
Filmmaker: Let’s finish up with some car rigging. You used a Zephyr, which is basically like a Biscuit Rig but it’s electric and not gas.
Elliott: It’s a very low flatbed trailer with a Tesla engine. It’s silent, it’s electric and it can go fast. You just drive your [picture] car onto this thing and it has a pod that the (stunt) driver sits in. The pod can be moved. It can be in the front, on the right or left corner, on the side.
Filmmaker: It is a stunt driver controlling the car from the pod, but there are still actors in the vehicle performing. So, you can’t just go 80 in that thing. What’s the fastest you would go in the Zephyr.
Elliott: On this show, maybe 50.
Filmmaker: My favorite car scene is the episode five chase, where Holloway and his passenger are chucking fireworks at their pursuer.
Elliott: It’s one of my favorite scenes in the show. We needed this long chase downtown at night. I didn’t want to have to put up 50 condors lighting it all. It would’ve looked terrible. So, I asked the location manager, “Is there an area downtown where we can do a chase where there’s enough available light that I don’t have to light it?” I would light the people in the car, but not [the streets]. She showed me a place downtown, which was great. It went under and on top of a big bridge and you could see the city in the background. It had a lot of different textures to it. I shot a test and there was enough light with the cameras we used [Alexa Mini LFs]. So, we shut down that area in Albuquerque for a couple nights and the whole chase was shot there.
This was extensively storyboarded because it was complicated. They’re firing guns at each other and run out of bullets. They’re going to a Fourth of July party, so they’ve got fireworks in the back of the car. One tricky shot was a shot looking back at the bad guys and fireworks are being thrown from off camera to hit the front of the car and the windshield. We did tests with fireworks and picked the kind that we wanted. There’s an insert car leading the bad guys, and the effects people are on the back of that car furiously lighting up fireworks and tossing them. When we rigged the camera on the bad guy’s car for side and front shots, we were initially going to use LED lights and have them flash as if they were fireworks, which I was never thrilled about because there’s a specific look to fireworks. It’s so much better [to use real ones], the way they explode and the sparks fly. Because we were on the Zephyr, the actors don’t have to drive. So, for the side shots we’ve got someone in the back in the pod driving this car and have the insert car leading and throwing real fireworks, so we can actually see the fireworks hitting the front of the windshield from side shots. It was a tricky scene. As I said, it was extensively storyboarded but what tends to happen is you storyboard the scene you’d love to see, then realize you’ve got 27 different shots with car mounts and you’re never going to get that [in the amount of time you have]. So, then you go through the storyboards and say, “Well, do we need this? Can we combine these?”
Filmmaker: Well, Paul, that’s all I have for you. I appreciate you humoring me and talking about the old 1980s B-movie days. I grew up on a lot of those and still have a tremendous amount of affection for them.
Elliott: I was just working as a camera operator on a pilot that Nicolas Winding Refn was doing in New Mexico that Darius Khondji was shooting. We got chatting in between setups about what I’d worked on and [Winding Refn] was fascinated. I thought, “Why would he be interested in these movies?” But he’d seen them all. He went, “Oh my God, you worked on this! You worked on that!” I’m amazed how some of those movies still have a real life to them.
