The Making of The Carnival Sequence from “The Last 3 Minutes”

Episode III “Carnival” was on Day 2 of our 4-day shooting schedule. This day was a very ambitious one because we had four company moves. We started at the ranch house location, moved to the meadow location, then on to the main street location for the street fight. The last and final location that night was in the park in downtown Piru, CA.

I sent the lighting crew down to the park early to get a pre-light going while we did our day exterior work because I would not need any lights.  They had their hands full.  We had a park with a beautiful tree that Po Chan, the director, and I found very visually appealing but that was it. The location had no carousals, rides, or vendors; just a big area of grass with a California pepper tree.

If you have not watched the previous sequences yet, don’t forget to give them a watch to glean how the filmmakers pulled it all off!

The Making of:

• Part 1: The Janitor
• Part 2: The Vietnam War

Watch The Carnival Sequence

Here is our creative interpretation of a night Carnival where William proposes to his girlfriend.

Lighting Inspiration from Terminator Salvation

As a cinematographer, one of the jobs that I think is most exciting is to create visual illusions. I come up with many crazy lighting ideas in my sleep. In fact, I call them lightmares. My pre-rigging crew hates it when I have a lightmare. I will set a plan in action on many of the movies that I have photographed and at the eleventh-hour change almost everything after a lightmare.

I remember on Terminator: Salvation my Rigging Gaffer Scotty Graves had almost completed the Skynet set at the old Albuquerque Train repair yard and I said, “What if we go to Grainger and buy all these sports fixtures?” Scotty said, “What are you talking about?” I said,  ‘You know those fixtures that light the football fields.” Scotty replied, “Ok and we do what with them?” I said, “We need 400 of them.”

A Massive Tractor Beam

I had an idea that we can create a massive tractor beam that blasts up into space to guide the Skynet Transporter in through all the pollution and smoke that they are generating to create a new industrial revolution of machines.

Skynet transporter

Scotty immediately said, “You had a lightmare last night didn’t you?” I said, “Yes and this is going to be so cool. We need eight 55’ articulating forklifts so that we can mount 50 lights per lift. We will send them up into the air aim them into space and then when our CGI spaceship is landing we will tilt these babies down and nuke the camera.” Scotty said, “Alright then, I will get on it. Let me call Kent Baker.”

Terminator 3

Kent Baker was my rigging Key Grip. Both of these guys are so impressive and they make it happen.  Against all odds they make me shine every day. When I showed up on the set the lights and rig were getting finished just as the summer sun was on the horizon.  When they fired up, it was awesome.

Lighting the Carnival Sequence

So, back to Carnival. For this sequence, I had a lightmare that was this crazy spinning Carousel lighting rig.

Carousel Rig

Po described this sequence to me as beautiful moving balloons of light that make an ordinary night picnic extraordinary. So the dream rig was 4-speedrail spokes that came out about 8’ from a hub that was mounted on a light stand that could support it, just like a bicycle tire.  At the end were 5’ speed rail posts that hung down from each spoke. Then we took colored 4’ Fluorescents and mounted them to those posts and the spokes.

It was all cabled to the center where we mounted a 1000-watt igloo cooler Honda generator. You cannot spin something around that has cable to it. The cables will wind up and bind and you can’t continue to spin.  So, by putting the generator on the top and cabling it to the center we could spin that rig all night in whatever direction inspired us. We had a storage shed in the deep background so we rigged some Fluorescents to that so it felt like a snack shack vendor.

Carnival Lights

Balloons of Light

Next, it was on to creating the balloons of light.  Gore, our very talented Production Designer and the Art Director hung 4 long strands of carnival lights from the tree and the light poles.  We had two fantastic interns helping us on this job. One flew all the way from Kansas City to work on this, he put himself up at a hotel and rented a car just to participate; meet Brandon.  The other one was a film student from Occidental College studying Cinematography and Direction; meet Julien.  These guys were the backbone of the crew.

Julien, HV Intern

Anything that Antonio, my gaffer, needed they were on it. One critical request was to black wrap every street light that was going to turn on at sunset and destroy the mood lighting on the carnival set. I think they did at least 25 lights, where they had to use an extension ladder to scale the 20’ pole and then wrap the black foil around the fixture.

Carousel Light Rig

When I finally got to the set the carousel light rig looked amazing but it was too hot for the 5D. The colored Fluorescents were just white because they were so overexposed. So the grips grabbed some Neutral Density gel and wrapped it around to bring them down so that the sensor saw them as a color, not a white nuclear stick.

Game Vendor Rig

Once that fell in, I moved on to creating motivation for a beautiful warm backlight on our stunning actress Eli’s blonde hair. So I positioned baton lights off to the left side of the frame and put them on a chase pattern so that it felt like one of those crazy game vendors; you know those people who take all your money in a game that looks easy to kids but is impossible to win.

Lenses

It looked really good out of focus and gave me the necessary motivation for the backlight. To the naked eye, it just looked like a lot of lights hung in disarray, but when we put the Canon 85mm L series lens up on the 5D and focused on Eli’s beautiful face, the background came alive with a magical feel.

Carnival Lights At Night

Po looked at the monitor when we racked focus on Eli’s face and she said, “Yes, that is it. This is what I was looking for, this is going to be great.”

However, it was not quite that smooth. I needed to put the camera to create that intimacy that Po wanted and the minimum focus was right on her face, so when Eli leaned in to kiss the camera, she immediately went out of focus.

Eli In Carnival

So we tried the 50mm Canon L series that had 9 inches for a minimum focus, but our background lost all of its beauty, even when we took the exposure down to a 1.4.  It did not make the lights look the way the 85mm did.  You have to think on your feet when problems arise, use a disadvantage, and turn it into creative genius.

Eli Going Out of Focus

Po said “Let’s go with the 85mm. It looks amazing, it is creamier on Eli’s skin and when she goes out of focus, this will just help my transition to the baseball diamond.”

Schedule 1-on-1 Video Call with Shane Hurlbut, ASC

Looking for mentorship in the film industry? Schedule a 1-on-1 meeting with Shane Hurlbut, ASC today! This is where you can get expert advice from an industry professional on your career or a particular project. 

About Filmmakers Academy Cinematographer Mentor Shane Hurlbut, ASC

Director of photography Shane Hurlbut, ASC works at the forefront of cinema. He’s a storyteller, innovator, and discerning collaborator, who brings more than three decades of experience to his art. He is a member of the American Society of Cinematographers, the International Cinematographers Guild/Local 600, and The Academy of Motion Picture Arts and Sciences.

Hurlbut frequently joins forces with great directors: McG’s Netflix Rim of the World and The Babysitter, plus Warner Bros. We Are Marshall and Terminator: Salvation; Scott Waugh’s Need for Speed and Act of Valor; and Gabriele Muccino’s There Is No Place Like Home and Fathers and Daughters. His additional film credits include Semi-Pro; The Greatest Game Ever Played; Into the Blue; Mr 3000; Drumline; 11:14, which earned Hurlbut a DVDX nomination; and The Skulls. Notably, his television credits include the first season of AMC’s Into the Badlands.

Filmmakers Academy Premium Camera Courses

• Camera Blocking & Composition
• Film and Camera Theory
• Camera Exposure-False Color