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Exclusive: Scorsese: Gangster Style

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Podcast: Martin Scorsese on The Departed

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Ballhaus Finale?

Like many intense relationships, Martin Scorsese’s love affair with what he fondly calls “gangster pictures” never quite ends. Occasionally, he moves into colorful epics like his last effort, The Aviator, but sooner or later, Scorsese always returns to the dark, violent world illustrated in his newest movie, The Departed — a tale of cops and Irish gangsters in modern-day Boston. (To read more about Scorsese’s work on The Aviator, check out

The story, look, and feel of the new project, of course, differs dramatically from The Aviator in just about every respect, with two basic exceptions. First, Scorsese once again assembled the same team (with his longtime collaborator, DP Michael Ballhaus, ASC, stepping into the cinematography role once more) that made The Aviator with the strategic intent of, among other things, incorporating a wide range of digital techniques into the filmmaking process. It was a strategy designed to allow Scorsese to more efficiently bring his traditional vision to celluloid using modern tools.

And second, as with The Aviator, Scorsese returned to his affinity for yesterday’s filmmakers to find a wide range of inspirations for The Departed’s visuals and story. This time around, the director has attempted to make a form of cinematic love to noir films generally, and classic gangster films specifically.

Martin Scorsese directs a scene for The Departed with a deliberate strategy to light and manipulate the imagery to evoke noirish films of the 1940s.


“This is the first film that takes place in the present day that I’ve done in 21 years,” Scorsese recently told Millimeter during an exclusive chat. “Every picture I’ve done in the past 21 years has been a period piece. So, generally, I wanted to strip away the complexity of colors, despite the complex nature of the story. I guess you could say there was a simplicity to the complexity in the story. I wanted it all stripped down, for characters to come to the forefront. This idea was an homage, or reference, back because the film is, on one level, a noir — based on the noir genre. It’s different, of course, in the sense that it takes place in the modern day, and noir of today reflects a different culture and time in the world. But I still wanted visual references back to noir photography at its height — back to [famed noir cinematographer] John Alton and people like that back in the 1940s, when noir was born after Double Indemnity.

“If you look at the picture, you can see clearly, particularly in the police station, there are certain nourish lighting effects or moods, I should say, particularly in the office of [Matt Damon’s character], toward the end of the film, even to the extent of the shadows, the Venetian blinds. I decided on blinds on the set, so he could close them and open them, and we could look through the glass walls, so you could see. Because it is all about trust and betrayal, and people hearing and people peering where they shouldn’t be, and people spying on each other. And they put down the shades, and the shades kind of cross the figures, in streaks of white and black across their faces. Because they are just cutting each other to ribbons, literally, by the end of the movie.”

But Scorsese also wanted to honor the gangster genre generally, and he showed his collaborators on the project hours of classic films such as T-Men (1947) and Raw Deal (1948), both shot by Alton, among others.

“I always show John Alton films, and I love the way the photography in T-Men and Raw Deal went,” he says. “I wanted to go back to the lineage, for this kind of film — the lineage of the gangster picture, and not just the noir of the late 1940s.

“For me, there are two major films that are really important from that category,” he adds. “The first is Public Enemy [1931] with Jimmy Cagney, the William Wellman film, which is probably the toughest gangster picture ever made. We wanted to generally refer to that one from time to time in this movie. And more specifically, we wanted to make direct reference to Howard Hawks’ and Howard Hughes’ Scarface [1932], the original. In that movie, every time someone is killed, there is an ‘X” in the frame — a cross. You have to find them when you watch the film. It’s usually either in the lighting or the shadow, or in the most famous case, if you know the picture, when Boris Karloff, playing the gangster, is bowling, hiding out, and gets shot off camera, you just see the ball drop in the runner of the bowling alley. You never see his body. Then, you see somebody put an ‘X” up on the scoreboard for a strike in bowling. Those same Xs are in this film. In the beginning, we ‘X” pictures of each of [the main characters] out as the picture starts. They are like crosses in their graves. Everyone has the same fate in this picture — that’s why we call them the departed. The film is filled with that sort of stuff.”

Beyond a certain, general grittiness to the imagery, however, Scorsese did not deliberately evoke his own mob-related work too much.

“[Goodfellas, 1990] was a period piece — the 1970s — whereas, here, we are in contemporary time, but trying to be colder and more objective in terms of the look of the film,” he says. “But, still, the bar the characters go to in this film, in the back room, that bar is so generic — it dates back in the movies I’ve done to Mean Streets [1973]. It’s also the same bar basically that I shot for Color of Money [1986], which I also made with Michael Ballhaus earlier in my career. We were joking about it — for years, we’ve kept using the same location.”

Scorsese with actor Matt Damon. Note the blinds in the background and shadows on the walls, part of Scorsese”s strategic plan for the imagery.

Digital Glue

Still, like Scorsese’s classic works, The Departed is so deeply a character piece, driven by the foundation of Jack Nicholson’s performance as mob boss Frank Costello, that it impacted how Ballhaus shot the movie (see sidebar on p. 18), how award-winning editor Thelma Schoonmaker, ACE, edited the piece; how Stephen Nakamura, colorist at Technicolor Digital Intermediates, color-timed it during an innovative digital intermediate process; and the nature of the role played by the man who introduced Scorsese to the world of digital filmmaking on The Aviator in the first place — Oscar-winning visual effects supervisor Rob Legato.

Schoonmaker went out of her way to publicly thank Legato when she won ACE and Oscar awards for editing The Aviator. Once again, she offers deep praise for the HD-based workflow approach Legato initiated for dailies, creating visual effects and second-unit elements (Legato spearheaded visual effects on The Departed and was one of two second-unit directors on the project, along with George Aguilar), and allowing Scorsese to see, evaluate, and incorporate those elements into the evolving cut in an efficient manner before segueing right into the DI process without leaving his base in New York. As a result, Schoonmaker suggests that Legato’s small crew essentially personifies a form of human glue that helped filmmakers efficiently connect the project’s disparate pieces together.

On The Aviator, Schoonmaker says, Legato played a similar role, but largely in terms of wrangling a host of high-end CG elements through the process on a tight timeline as part of Scorsese’s first foray into high-end visual effects. This time, although the film does have close to 250 invisible visual effects, she says Legato’s team greatly helped Scorsese and herself construct the narrative.

“It was a close collaboration once again, but it was a different thing [on this movie],” Schoonmaker says. “Here, we were dealing more with narrative issues that Rob and [Legato’s producer] Ron Ames were working on, and less with CGI. It was about fleshing out the plot, and pumping up certain areas of the film with certain shots, clarifying things. It was more of a narrative contribution they were making. We sometimes found the thriller elements challenging — to deal cleanly with the plot with the very strong character material in this movie. So, sometimes, there was a collision between those two needs — to develop the story and relish the characters at the same time, especially with the amazing actors we had on this movie. They are such rich characters, and you are drawn to them, fascinated by them, but you still have to pay attention to the plot. A few times, we had dilemmas in that regard, and that is where Rob and Ron were helpful. They would dash off a shot to connect something, or leave a little bomb that would go off later, whenever we needed it.”

A prime example of how this methodology worked was the creation of an insert sequence for a thematic transition scene near the end of the movie involving a rat scurrying on a balcony. Scorsese and Schoonmaker were ensconced in her editing room in New York, the set for the sequence had been struck, and Scorsese and Schoonmaker needed a particular “metaphorical piece” designed by Scorsese to fit with a particular musical bridge. They asked Legato to replicate the set and shoot the bit in Los Angeles. He responded not only by doing so, but by inviting them to remotely watch him film the sequence by transmitting a DV signal to a computer in New York using Apple iChat technology, then uploading the shots to an FTP site for Scorsese and Schoonmaker to instantly test with their cut and give input just minutes later.

“Marty could actually see through their lens, they talked to us, we talked to them, and we made certain we got what we were looking for,” Schoonmaker says. “While editing, we had to make sure the shot was the right length for the musical phrase that Marty designed. I was able to run the shot on my machine while they were starting the take, and I could run the music at the same time, making sure it would fit.”

“That was the first time I did that. It gave us quite a lot of freedom,” Scorsese adds. “It was like watching through a video tap from 3,000 miles away. It took just 15 to 20 minutes for them to upload what they shot in HD, and then we were able to approve it and move on to the next thing.”

Legato, for his part, calls the small team consisting of himself, Ames, and assistant editor Adam Gerstel, based out of the basement of his house in Pasadena, Calif., “a little lab” that permits Scorsese to try things out without spending much money. As he says, “I can shoot something myself on my still camera, or with my Panasonic HD [AG-HVX200 DVCPRO HD P2] camera, and in the computer, make it look like it was filmed, and then match it to the other material. Marty grew comfortable with this approach, and I think it was a great burden lifted for him.”

Over the course of the production, Legato’s team supervised CG elements flowing in from a couple of boutique facilities and freelancers, composited a variety of elements together, shot and inserted miniatures into the movie, and captured ambient imagery in HD and on film whenever Scorsese asked. Often, the HD material was used to time and finalize shots before re-shooting them on film, and, in the meantime, they were built into HD preview versions of the movie that were screened on eight separate occasions to gauge the story’s impact on audiences. They also mimicked Schoonmaker’s evolving cut in Final Cut Pro HD using HD dailies material, and as a result, they were able to periodically find, catalogue, supply, or replace elements Schoonmaker required while editing the movie on her Lightworks Touch system.

HD Workflow/DI

Legato also partnered with Technicolor engineers to figure out a unique workflow for moving imagery between Burbank, Calif., and New York for the digital intermediate. It was a process built upon extensive work done during the HD dailies process at Technicolor New York, when film shot by Ballhaus was transferred to HDCAM-SR tape and given a detailed color pass by Technicolor dailies editor Sam Daley. The HD dailies process gave filmmakers a strong template to follow in finalizing the imagery during the DI, since Scorsese and his team were able to make decisions during production by viewing 1080p 4:4:4 imagery through an NEC iS8 digital projector — almost as good as viewing 2K imagery for all intents and purposes, according to Legato.

“There are so many more pixels to render the image with HD dailies that, in the hands of a talented colorist, HD dailies can look real close to what the film is going to look like,” Legato says. “If you do it right, like we did on this project, I think you can get about 85 percent of the way toward the final look entering into the DI this way.”

Although the HD dailies were not a perfect representation of Scorsese’s vision, they were more than good enough for the filmmakers to build HD test versions and finalize plans for the DI. As Scorsese says, “I had no problem dealing with the high-def dailies, and even in terms of utilizing the high-def for rough cut screenings. In fact, I found it easier. Not worrying about waiting for an optical version to come out of the lab has freed me up greatly.”

But it was the DI — Scorsese’s second straight, the first in Ballhaus’ career — that made the entire Scorsese team feel at home, literally. At Legato’s behest and under the direction of Nakamura’s digital intermediate producer, Devin Sterling, and color scientist/Technicolor Digital Intermediate VP of research and development Josh Pines, along with support from the company’s New York operation, Technicolor fashioned an exact technical replica of Nakamura’s Da Vinci suite in Burbank, Calif., at Technicolor New York, leading to a bi-coastal DI process. As part of that process, Nakamura first did an initial color pass and pre-trims in Burbank, Calif., while Fire editor Ron Barr handled the digital conform and opticals. All imagery was stored as data in a DVS Clipster system.

During that period, Legato and Technicolor engineers came up with a method of transferring the entire HD preview version of the movie to Cineon color space for viewing on the big screen through the same projector as the evolving DI version. This gave Nakamura, as he prepared to bring the movie to Scorsese for final color correction, a chance to more accurately compare the HD version with the 2K version than if he continued viewing preview imagery in HD color space.

“To do this, you basically do a reverse LUT,” Legato says. “If you take an RGB image and bring it into the computer, and then want to go film it out, you have to turn it into logarithmic space. So here, you just have to get a LUT that is compatible with the LUT wherever you are screening it at. It’s not that difficult to get done, but no one does it generally because they don’t think to convert one to the other. They assume it wants to live in whatever its native state is. But it was really a simple affair. It’s just that you have to go from one tape machine, through the inverse LUT, to another tape machine in realtime, coverting the [HD] images.”

The movie was then transferred to HDCAM-SR (4:4:4 1080p) from the uncorrected original 2K data, and that imagery, along with an eight-reel segmented EDL timeline, was transported to New York.

There, in Technicolor’s flagship digital color-timing theater, the HDCAM-SR reels were ingested into that room’s Clipster system, converting the media back to data at 1920×1080. Viewing the movie on the NEC iS8 projector loaded with the same LUTs written by Pines and used in Burbank, Calif., (with a Christie 2K CP 2000i digital projector), Nakamura then finalized the color correction choices under the watchful eyes of Scorsese, Ballhaus, and Schoonmaker.

With so much preliminary work done during the dailies and preview processes, and with all the primary collaborators gathered in Technicolor’s suite in New York, filmmakers say the final color-timing work took just 10 hours over the course of two days.

“That’s really quite remarkable,” Legato says. “We basically brought Marty the film in the HDCAM-SR format, and also brought along the [HD preview version] cut from the HD dailies and transferred to Cineon space, and then, with the facility identical, [Nakamura] could color-time the movie on the same Da Vinci timeline that he was used to. Marty and Michael Ballhaus could view everything the same way they saw it as dailies, and compare that to the film version color-timed by [Nakamura]. If Marty had comments, they could go in and tweak it, but the changes were mostly pretty straightforward at that point because, all along, they had been working with an HDCAM-SR version, which is a really high-end proxy. They went through the whole movie in a couple days, and then we brought it all back to California, where [Nakamura] could apply those same tweaks to the 2K frames.”

But this setup alone would not have made the process so efficient had Scorsese not given Nakamura the greenlight to start honing the imagery long before the DI ever arrived in New York. That, Nakamura says, is largely because of Scorsese’s fondness for the collaborative process.

“We had planned a week for the process, and Marty signed off in about 10 hours,” Nakamura says. “I had already gotten notes from Marty on particular scenes, and I had worked closely with him on Aviator, and I knew his style. So, we got into a groove right away. Even before we got to New York, Marty and Michael Ballhaus gave me great freedom to make it look the way I thought he would want it — a lot of free reign to color correct the whole movie before they saw a frame. By the time I showed it to Marty and Michael, we were most of the way there. It proves that, when everyone is on the same page and you plan well, the DI does not have to take forever. I already had a sense of Marty’s palette, and the need for contrast, and what he was looking for in performances, so I was able to anticipate much of what he was looking for.”

Scorsese says he was comfortable with this approach because of the increased efficiency and cost effectiveness, and the greater number of opportunities to make changes when needed. He also enjoyed being able to constantly see his evolving movie through the HDCAM-SR workflow approach and the HD test versions, giving him an eventual comfort level so he could translate his goals to film at the end of the process.

“If you saw both, you would know that the DI version has a colder look to it,” he says. “That’s a big reason we did the DI — to better control contrast and color. Lots of white, blue, black, some red, some brown. Even more stripped down than the HD version. I do still get a bit nervous that there is no reference to the original negative — the fact that there is no print made from my original negative. And I can’t tell true reds during the DI as well as I can on celluloid. So, there are some limitations. But it’s all a tradeoff, and more than worth it when you consider how much creative freedom it gives me to be able to highlight things. To brighten up the face of one character, while keeping the contrast elsewhere in the frame — that was really a big help on this picture.”

Near the end of the process, visual effects still had to be approved, of course. They were delivered to Technicolor from Legato’s team as Cineon files, then they were promptly converted to DPX data and incorporated into the cut. Shortly before press time, Scorsese came to Burbank, Calif., to sign off on those final details.

Return to Tradition

Scorsese says this modern digital approach to stitching a traditionally constructed and shot movie together, initiated on The Aviator and honed and extended for The Departed, was a huge step forward in efficiency. Ironically, these kinds of tools and collaborators, he suggests, have made him more efficient at being a traditional filmmaker.

“In that sense, nothing has changed, except I can have more options in how I do things,” he says. “I didn’t know, for instance, we could do gunshots and blood and things digitally — we don’t have to always take the time to use squibs anymore. This movie has a combination of both, actually. In Gangs of New York, I recall a particular scene where Daniel Day Lewis is shot in a theater. It took us all day to get that one shot, literally, with 400 extras on the set. If we had that digital capacity at the time — and they might have, but I wasn’t aware of it — I’m sure it would have saved the production many thousands of dollars. So that is what I mean about being freed to do what I like to do, while augmenting things digitally. That’s what I like most about it.”

Ballhaus Finale?

Returning at the age of 71 for his seventh collaboration with Martin Scorsese on The Departed, cinematographer Michael Ballhaus, ASC, found himself using HD dailies for the first time and engaging in the first digital intermediate of his career. While reporting that he thoroughly enjoyed both experiences, and that he considers The Departed “to be definitely the highlight of my career,” Ballhaus also found himself confronting rumors that The Departed will be the last feature film he shoots. On that point, he would neither confirm nor deny, but he will concede retirement is in his thoughts.

“I’m very proud of this movie, and I learned a lot of things with the experience,” he says. “But I’ve shot almost 100 movies in my career, and I’m 71 years old. I tend to think that if nothing comes along that is as great as this project, and it’s rare to find material like this, then maybe I would say this is it. For right now, I’m still open for suggestions, and I would probably come back if Marty asked me to anyway. But, certainly, this would be a nice movie to say goodbye with.”

And Ballhaus clearly is proud of the project. He emphasizes, for instance, that because Scorsese designed it as a dark, shadowy, noirish character piece, the photography pursued a “dirty” course, rather than a crisp course, and he adds that he altered some of his usual methods to keep the focus, literally, on the characters.

“We wanted lots of darkness, lots of shadows,” he says. “Lots of scenes take place at night and in an office complex, where I tried something different than the usual fluorescent lights on the ceiling. They were built into the ceiling, but we took them out and put PAR cans in there, and softened them. We had direct light from the ceiling, and we had light and dark areas in the room that way.

“The other thing is, since the movie is so character-driven, we naturally have lots of close-ups in this movie. Therefore, I used short lenses far more than usual — more than on any other movie I’ve shot with Marty, or in general, for that matter. Normally, I’m not too crazy about short lenses, but on this movie, it was necessary to do it that way. I tried to find lots of different angles — Dutch angles, high angles looking down, low angles looking up, and so on. It was interesting and challenging to find new positions for the camera.”

As part of that quest, Ballhaus took advantage of the Mo-Sys Lambda remote digital head for a series of unique crane shots.

“We had the first [Mo-Sys head] in New York, and it was very compact and quick to set up,” says Tom Lappin, Ballhaus’ ‘B” camera operator. “Marty loves to look straight down, so we used it for a lot of planned shots, like the scene in which [Leonardo DiCaprio’s character] gets his arm cast cracked open by a mobster. Marty wants to get that kind of shot, but Michael wants to be able to set it up, look straight down, pop it on the jib arm, and get it done in 20 minutes, and this was perfect for that. We also had some big crane shots showing the Boston police headquarters, and we had to have something small and light, and versatile enough to carry it in quickly, get the shot, and get out quickly. That’s one of Michael’s big things: If it takes too long, he doesn’t want to do it that way.”

Ballhaus shot the movie using a range of Arri studio cameras, shooting (four-perf, Super 35mm) onto Kodak 5217 for day exterior work, 5218 for day interiors and night exterior work, and 5229 for selected night interiors and exteriors. His lens choices included Zeiss BP series glass, Arri Ultra Primes, and Angenieux Optima zooms, and the production was also among the first features to use Arri’s new Master Primes for selected night sequences.

As important as all those choices were, and as useful as the DI was for finalizing the imagery, Ballhaus’ lighting expertise was central to the illusion painted for The Departed. For instance, there was for a big shootout scene inside an old ship building facility at night, and it posed what Ballhaus calls interesting lighting challenges.

“The approach was that we would have no light inside the building — all the light came from outside,” he says. “They had big parking lot lights that were kind of orange-yellow, and we brought all light inside that way. There was very little fill inside. Then, as police cars start showing up, more light shows up because of their car lights. But we did it all from the outside.”

Scorsese isn’t so sure Ballhaus is hanging up his camera just yet. The director points out that working with Ballhaus for the seventh time gives the two men “a kind of telepathy,” and therefore, the camera work was pretty straightforward, as was their collaboration, with a deliberate attempt not to have the photography take away from the gritty characters featured in the movie.

“But I hope he’ll shoot for me again,” Scorsese says. “It’s always hard when you get older, but maybe we’ll come up with a special project that might get him going one of these days.”
— M.G.