The interview was taken from the USA Guerilla Filmmakers Handbook and was done BEFORE the Twilight phenomena. So it’s a real insight into a moment when a female writer and director got traction in her career by doing work that was groundbreaking.

The festival is running at the end of October and you can get more informartion HERE (tickets are over three quarters sold out so act now).

Q – Tell me about your background?

Catherine – I am from a tiny town in South Texas on the Mexican border, and we barely had a movie theater. I only remember seeing a few Clint Eastwood westerns and Cheech and Chong films. I went to architecture school and at the University of Texas and it unleashed all this creativity: I was sculpting my architecture models out of clay. I would dress up like my building designs and do a strip tease show that went along with the building presentation, just shocking them! One of the teachers finally said ‘I don’t know if you should really go into architecture, maybe you should try something else – something that encourages creativity -architecture tends to stifle it.’ I didn’t really know anything about film, but I applied to UCLA’s graduate film school in animation. In UCLA, you write, direct, produce and finance your own projects, so you’re doing everything, which was great. People started saying, ‘you’re an architect, why don’t you design my films?’ and so I started designing sets and doing other weird film jobs. On my first film, for Roger Corman, I was the set director and stunt person who rode the motorcycles, a 2nd AD, and a dialogue coach. I was also suddenly put in charge of all the weapons and a real uzi was stolen during the lunch hour by a PA I had assigned to guard the guns. It turned out that he had just left a mental hospital a month before.

Q – What was the first big job you did?

Catherine – I had Production Designed some $3m and $4m movies and somehow I got to design a $15m studio movie. It was a wacky film based on a TV show. In the early days when I went to interviews, people were like ‘whoa, tone it down!’, so I started to make a conservative version of my portfolio, otherwise people would think I was ‘out of control.’

Q – Didn’t they appreciate the vitality and energy you brought?

Catherine – Some people didn’t, they were scared. Art departments are notorious because it is one element of the budget you can’t control much. But, I know how long it takes to build things and how many carpenters I need, how to save money by taking so and so out. I love production design and I was fortunate enough to have had jobs with great directors. I really had a front row seat .

Q – Did you start writing screenplays at UCLA?

Catherine – Yes. I wrote two screenplays, one of which was commissioned by a studio. It was set to be made, but they changed head of the studio and it was shelved.

Q – Did you still know you wanted to do your own films?

Catherine – Yes. In between Production Design jobs, I wrote screenplays and took acting classes. Four years ago, I wrote one I really wanted to make that’s a true story set in the Civil War, and I tried to get that going based on, ‘look at me, I’m a production designer, I’ve got all this experience and some 2nd unit directing’. People said, ‘you’re never going to get a period film made as your first movie’.

Q – How long did it take you to write the screenplay for Thirteen and how did it come about?

Catherine – At the time, I was close to the thirteen-year-old daughter of my ex-boyfriend and I was kind of a stepmother to her, and we got along great. I started noticing Nikki was changing and was angry with herself, at her Mom and Dad and she was very negative. She was obsessed with waking at 5.30am and spending two hours getting ready for school, getting her look together, and I was like, ‘wow, that’s so radical for seventh grade!’ I had never spent more than five minutes getting dressed, but then I started to see that this is the culture. We’re obsessed with the beauty myth. We preach it in every magazine. I thought I had to try and help her by broadening her perspectives, so I started taking her to museums and looking at photography and paintings and going to plays. She said she was interested in acting, but I thought that would make her more vain. Then I thought, good actors write their own material, they develop their own projects. Let’s start reading literature. Then I got her with an acting coach and paid for her lessons and started filming tiny scenes and cutting them together. She seemed to like that, but she’s so lively and brilliant that she needed more to keep her occupied, so I said, ‘let’s write a screenplay together’. We had one week over Christmas holidays before she went back to school and I wasn’t on a job. She came over here and she would be dancing around, listening to music, making phone calls and I would be like, ‘Nikki, concentrate, help me here!’ But then I realized that was what the script was about, these interruptions. This kind of rap music energy of jumping around was good and I had to embrace it, and so the screenplay was made even more chaotic and crazy. So every time I wrote a scene, I’d go, ‘come over here and act it out with me’. So we’d read it all out loud and change the words and improve it, so that was the writing process with her. I was at the computer, but she would fly in with input and the voice of her character.

Q – How long was that for?

Catherine – Six days. At the end, I read it and thought, this had some power in it and I showed it to a couple of people who agreed it was radical and intense. I was so fired up about it when I went to a party a week later and I met this therapist who worked with girls that had done similar things. She said, ‘let me tell my producer husband about it!’ I happened to have a copy in my car and so I gave it to him (Michael London), he read it the next morning, called me up by 10am and said, ‘I really want to help you make this movie, let’s figure out a way to do it’. So Nikki and I met and he was like, ‘okay, lets go’. I continued diligently to tighten the script and take people’s comments, but the essence of what we shot was there in those first six days.

Q – How long was the screenplay after six days?

Catherine – 105 pages and the shooting script was 95 pages. I kept cutting it down because I knew we didn’t have enough money to waste one cent on anything extraneous.

Q – What happened after the meeting with the producer?

Catherine – I’m an impatient person and used to doing things right now. I had in my mind that I wanted to shoot it that summer because I wanted Nikki to be in the movie and I wanted her to be the right age. So I said, ‘We’re doing it this summer’ and I made a backwards calendar from there. I had another producer, Jeff Levy-Hinte, who liked it who I had sent a script to before that party. He met with Michael London and they got along and had different things to offer. Jeff was more hands on. He had produced High Art and Michael used to be a VIP at Fox, so he knew agents and talent people. I think Jeff was about to go to Cannes and at that point, we had about $1m committed, but we knew we needed more, because I wanted to shoot it in LA.

Q – Where did the $1m come from?

Catherine – Jeff has several companies in NY and has produced a couple of other films, so he has some investors. When he saw how obsessed I was to do this, he said, ‘I’m going to pull something together for you’. Through Michael, we got it to Holly Hunter’s management company. One person there liked it and sent it to Holly and she liked it. We wanted to get an answer from her quickly so we could announce it at Cannes and try and raise more money. I got a call saying ‘Holly will meet you tomorrow at 3pm in New York’. I was in LA.

Q – Did they expect you to be in New York for that?

Catherine – They said, ‘She won’t say yes until she meets the director and talks over some issues.’ So I grabbed my video camera and ran over to Nikki’s house and said, ‘I’ve got to film you, your Mom and the house’ to show Holly how real and specific it is. Nikki was having a slumber party at my house a week later and she had hand made invitations. I said, ‘Write one to Holly’. So she wrote one and we went through the house, filming her in her bedroom, etc. I got to New York and met Holly. I was in awe of her. I showed her the tape and I gave her the invite to the slumber party. She said, ‘This is a real person?’ I said, ‘Yeah, I wrote this with this thirteen-year-old girl, and this is her mom’. Holly is a great actress and very specific. Not that she copied Nikki’s mom at all, but she loves real details, so the specificity was exciting to Holly. She was electrified about the idea, and was bummed out that she wasn’t thirteen, because she really wanted to play the thirteen year old! She said, ‘I’m not going to agree to this project right now because I think there are some things that are missing in the script for my character’. It’s not that she wanted her character to have a bigger part, because she knew it was a thirteen year old’s story, but she wanted some shadings. I was listening to her and I started getting ideas too. I got on the plane and wrote on the way back, and she had new pages by Monday morning. She liked them and signed on. She had enjoyed the meeting, saw that I was listening to her and taking her seriously, which was reflected in the scenes.

Q – What about the other girl, Evan Rachel Wood?

Catherine – Any girls that had a growing reputation as actresses were scared of this part. Their agents and managers thought it could ruin their careers, but when Holly Hunter signed on, suddenly they were like, ‘Oh, we’ll be playing Holly’s daughter, maybe we should take this more seriously’. I think if I had directed before, they would have understood what I was trying to do, but I was unknown. Evan came in to the meeting and we got along great. She’s a fantastic actress. One thing I noticed was that during auditions, some kids would get their hands on it and say, ‘this thing seems like real life instead of some goofy little girl’. There were a lot of stories people told me in the auditions about how they could relate to it. Even before Holly signed on, you could see it had really moved a lot of people. Others would be in the waiting room crying. They had been talking to their mothers for the first time about this stuff and I could see that good things would come from this.

Q – Did you have problems getting Nikki cast in the film since she had no experience?

Catherine – I wanted her to play herself but the producers were not so enthusiastic. She had an instinct for what she should do, and she was a natural talent. But, she had crossed over and was not innocent enough to play the lead. The first scene was the most intense scene she has in the whole movie, where she has to walk into Holly Hunter’s bedroom and say that she’s been molested. That was her first scene with Holly Hunter, Academy Award winning actress, and she pulled it off. One thing that helped was that I insisted the house was a real house and it would be already to go one week before we started shooting. Then I would have six hours a day with Nikki, Evan and Holly, where we would just rehearse and nobody would be allowed to bother us. The stuff is emotionally intense, and if we hadn’t hashed it out on our own, we could never have made the shooting schedule. We could only have the kids for 9 hours a day, and then you had to take out the time for the meal and getting them ready, which left 8 hour days, and it was very strict.

Q – Do they have to have regular breaks after every hour?

Catherine – Luckily in filming, you have mini breaks anyway, but they have to feed them and they have strict rules. In the summer, they did not have school, so that was good. But the welfare worker would give no extensions, and you could not buy a meal penalty with a kid and you cannot pay them more to stay longer.

Q – How long was your shooting schedule?

Catherine – It was four, six-day weeks, eight and a half hour days. So really seventeen days, because normally you would shoot twelve hour days. I think part of the energy of the film was having that tight schedule. People were not sitting around, they were hustling every minute. It was go, go, go! With that schedule, we could never put a camera on a tripod, so it was almost all hand held.

Q – What were the reasons for shooting on Super16mm?

Catherine – We wanted to save money. The cameras are smaller and lighter, and we had a lot of bathroom scenes, like the OD scene and nudity scenes, so a lot of times we needed the space. A lot of times we did stuff on the fly, running around Hollywood Boulevard, Melrose. We somewhat had permits, but on Hollywood Boulevard we might have a permit for this thing and this place, but when we went from this location to another one, we just left the camera on and let the actors walk along and when police came along, Elliot would just put the camera down. We didn’t have a permit for the scene on the bus. I just went up to Evan and gave her $1.50 in change. She said, ‘What’s this for?’ I said, ‘You’re going to pay the bus driver.’ She had only been on a studio movie and a TV show and had never done a guerrilla movie, so she was in shock. I said, ‘Come on, it’s going to be fine, it’s guerrilla filmmaking, you’re going to love it’. So we got her to the back of the bus and the AD blocked the bus drivers view. He stood in the rear view mirror and with the little camera we would shoot. I asked people to move seats.

Q – No-one questioned you?

Catherine – If a cop came up, we would lower the camera. Since our camera was small, I think they just thought we were tourists.

Q – How did you plan your shots?

Catherine – I had my laptop and every day as I travelled to location, I drew little maps to show where we would put the camera and how to do the blocking. I would make a shot list and a timed schedule, saying, ‘At 9am we have to be here, and at 9.30 we have to be on this shot’. I was very detailed about what shots I would drop if I wasn’t there by that time. Then I would make copies and give them to everybody. I would write on there how long characters would have for wardrobe changes. There are scenes where we choreographed three minutes of action, where we didn’t cut because you feel a certain energy because the camera doesn’t stop. The actors loved that as they got to stay within the energy. So then we would only have to do it two or three times. I would sometimes run to the trailer and say, ‘Guys, we’ve got to go now’. Even if they were in the middle of hair and make up, they would just run out. It took a lot of guts for Holly to go along with that.

Q – Did you do any pick up shoots?

Catherine – No. We didn’t have any money to do pick ups.

Q – Did you have to do more takes because of using young actors?

Catherine – We didn’t have time for more takes. Fortunately, Evan is a fantastic actress. She nails it. Nikki was really good and Holly would get it first time. The other thing is Nikki and Evan had worked with a coach and myself before we even did the rehearsal thing. On the first day of rehearsal, Evan, Holly and Nikki knew every line in that script and they knew internally where it came from.

Q – Was the video monitor useful?

Catherine – Yes, because sometimes there would be a scene where we would start here and go into five different rooms of the house, or we would do a 360* shot, and it’s hard to follow the cameraperson. So for moments like that, you really needed to watch the monitor. Also, since it’s all hand held, you don’t know the framing. You can’t just say, ‘There’s the shot, I know what I’m getting’.

Q – How did you structure the viewing of your edit?

Catherine – We would get the dailies tapes and I would try and see them at lunch or in between lighting set ups. But I also had a plan in my mind to focus on the next day and not get too distracted. As a production designer, I’ve never missed dailies. It was weird. I was very fortunate to have this very experienced editor, Nancy Richardson, who has been a friend of mine for a long time and she would call me if there was anything she freaked out about.

Q – How long did the first assembly take after shooting wrapped?

Catherine – We had the editing suite for eight weeks. Nancy did a cut in the first week and we had a screening five weeks later. We got a lot of UCLA students to come and then we had a few more screenings over the next weeks to get notes. It was going to be rated ‘R’ so only a few kids that were fifteen came in and saw it.

Q – Did you make changes after the test screenings?

Catherine – Yeah. I made a three-page questionnaire and said I wanted everybody to fill out everything they thought. So people were honest on paper, and if there was something that a lot of people repeated, I took it into account. I also like things to be very tight, like my script. I got it down to about 93 minutes. So if people suggested a scene to cut, even though I was freaked out, I would usually go ahead and try it.

Q – How did you approach the music for the film?

Catherine – That was scary. There’s a lot of music in the film as they are teenagers and are always listening to a song. A lot of Nikki’s influence in the movie was raunchy, nasty outrageous lyric hip-hop and that’s what informs her life, so I definitely wanted a lot of hip hop stuff. But, we couldn’t afford the most famous ones. You go through this process of trying to find people that are good and not signed yet and that was ambitious. Some of my friends wrote stuff for the movie.

Q – What was the stage from getting the final cut to Sundance?

Catherine – Since we shot so late, Sundance gave us an extension of a month after the deadline. They saw a tape and then a couple of weeks later they told us we were going. It was a race to Sundance and we worked over Christmas. We didn’t show it to any distributors before Sundance. We wanted all the distributors to see it for the first time at the first Sundance screening

Q – Did Fox Searchlight come on board immediately?

Catherine – We sent the script to Fox when we were trying to get money for it, and Peter Rice was like, ‘We wouldn’t make this movie, but maybe I’ll see it at Sundance and buy it’. During the first screening, Peter called Michael and said he wanted it. But there were two or three other companies that wanted to buy it, too. There were days of haggling, but it sold.

Q – What was the audience reaction like?

Catherine – It was in a 1500 seat theatre, and you could hear the audience through the movie laughing and gasping. Then you could hear a lot of crying at the end. Then we got up for the Q&A and it was a positive response. People would stand up and say pretty emotional things about it. At one of the screenings, I left and went to a party and didn’t want to go back for the Q&A, but decided I should, as there was a big turn out for a midnight screening. It was the best Q&A ever. One guy stood up and said, ‘I hated your film.’ Somebody else said, ‘I think every parent should see it’. Then a fifteen-year-old girl stood up and said, ‘I was a heroin addict’ and people got so into it. Holly had a great time. She said she saw two different men, who were fifty something, and they were outside crying. She said they were not the kind of people that looked like they would even go to the movie.

Q – What was it like working with a big actress like Holly Hunter?

Catherine – She is intense. She didn’t come with an assistant, and no one drove her. She’s very down to earth, but she is very serious about her work and wants the right space and the right things. As a director you have to be really on top of your game every second. She does not like to be directed in any way that is technical. It all has to come from inside the character and internally motivated. It has to be real and specific. If she was making breakfast, we had real food for her to make it. That made it real and for me too. The reason I could survive with Holly is because I knew it really well and I’d seen this first hand, I’d felt it and I’d acted out every scene with Nikki ten times. I never would have made it if I hadn’t done that.

Q – How have people responded to the film?

Catherine – People are shocked, but it’s not that shocking if you really look at it. There’s no violence or sex in the movie. A journalist said, ‘I have a thirteen year old daughter and I hope mine doesn’t turn into a junkie / prostitute like these girls’, and I said, ‘What are you talking about, there’s no prostitution?’ She goes, ‘weren’t they prostitutes by the end with all that money?’ Some people get so scared by it that they imagine it’s ten times worse than it is! One reason is because the style is hand held and immediate. There’s also a reality where they might have heard their daughter say something similar to them the day before.

Q – Has Thirteen opened doors for you?

Catherine – Yeah. The day that LA Times article came out was the day my life changed. People suddenly took me seriously and other agents jumped onto my team. You get a little overwhelmed by it all. People have said, ‘you’d better capitalize on this while you’re hot’, and I agree. I have a lot of energy and haven’t had a day off in a year and a half, since I started writing this.

Q – What common mistakes have you come across?

Catherine – I could have cut my script even more and I wish I had. There were one or two scenes people told me to cut out, which I didn’t, and I wish I hadn’t wasted time editing them. As I watched the filmmakers I work with, I noticed some things I thought were good and some things that were bad. One thing was about temperament. Some filmmakers I’ve worked with have a very even temper and some go off and get mad and create very negative feelings on set. Sometimes filmmakers are not open to listening to other people’s ideas. And, sometimes people don’t fight for what they truly believe. I almost fell into that trap with the sprinkler scene. Everybody was against that scene because we didn’t have the money for it. I said, ‘We need the scene for this reason and I will go on Sunday and get the sprinklers and pay for them personally!’

Q – What single piece of advice would give a new filmmaker?

Catherine – The biggest thing for me is that the whole film came from something not concocted or a plotted out, but it came from the heart. That gave me energy. If it is something you don’t believe in, you won’t have the passion and physical energy to get your shit together and convince a million other people to believe it. You’ve got to feel it.