Alarmed is “In the Can!”

Yes, another year (or two) and another post! I believe these posts will be coming a bit more frequently now that we actually have shot our entire film, “Alarmed” and will be readying it for the rest of the world to see…

So, what has happened between my last post and now..? A lot.

We kicked off principal photography in July of 2012 for a total of 28 days of shooting (5 days on, 1 day off, 6 days on – kind of thing). Exhausting, but thrilling. Everything went so much better than I had planned, though in all honesty, it was the pre-planning (pre-production) efforts that really made that possible. We did more pre-production work than typical of most small-budget indie films. We also hired one of the most talented casting directors (Nina Henninger) here in the Bay Area, which in hindsight, really was a HUGE benefit. I would NEVER make another film, large or micro-budget without attaching a casting director – period.

First-rate talent, though no “stars.” These actors WILL be stars in their own right someday however – they were/are THAT good. And they were ALL exceptional to work with!

Getting through that first 28 days was exhilarating, but we knew there was more to pick up, but that came with a rather long delay – about a year, as it turned out. My excuse? We (it was mostly me – as my wife will gladly attest) purchased a home, in of all places, West Virginia, kind of on a whim – not that anyone, or at least anyone I know, buys a house on a whim, but it was at an IRS auction. Very long story that has little to do with this post, other than that took the focus off the film for quite a while as I had to fly out to get the home up and alive again after three years sitting vacant. It’s never good to leave a home empty for years, and this one was no exception – all the pipes had burst, some electrical lines were cut, water damage, etc, etc. I knew all that going in, but still, it was a huge drain on time (and money).

That gap however, gave us ample opportunity to do some rough-cuts of the film, and we stepped back from the project and once we went back, we were better able to see some areas that we did not count on that needed to be filled in – with some additional coverage…

In October of 2013, we shot five additional “pick-up” days, but needed a sixth – however, one of our actors got notified that she was selected for a national commercial gig. Great for her, bad for us as we absolutely had to have the entire cast in for that last day – no “Photoshopping” them in… But then trying to schedule that sixth and final pick-up day was like pulling teeth. The holidays crept up, one by one, the days past and still could not get everyone to commit to one single day.

Finally, January 19th, 2014 was THE date that everyone seemed to be able to pencil us in for! That was this last Sunday (I’m writing this on the 21st) and as the date approached, all seemed well… Until that Friday prior when our DP (Director of Photography) told us that he simply couldn’t make the shoot, due to an offer from a major production company that he just couldn’t pass on. As that little indie film project, It’s pretty impossible to say “no” when someone has an opportunity like that! And he’s a great DP as well as a great guy – and that’s where we all want to be some day, isn’t it? With a major company or production house come calling?? And I have learned in my old age, to ALWAYS have a backup plan, and in indie filmmaking, Plan A and Plan B are not enough – you really need to have a Plan C and Plan D put together just so you won’t lose so much sleep. We did fortunately, and as it turned out, we needed all of them.

Plan B was to use a DP who had been on our principal photography as the 1st AC (Assistant Cameraman) on the 1st unit and the DP on the 2nd unit (we were extremely fortunate to have two camera’s on the principal shoot). But, as luck would have it, he was moving to LA and couldn’t join us (he too has since been wooed by some big players), so he was out, but he did have his camera package available, which was a “bad news, good news” kind of thing. Our Plan C was to hire our DP who we used on the pick-up days of filming, also a very talented DP (along with also being a great guy as well!). The night before shooting was to commence, he called us up to inform us that flu had struck and there was simply no way he could make the shoot. Yipes!

I had already picked up the camera gear (one of the same REDs we used on principal) and had rented a super-speed lens package locally, production insurance was already paid for, grip truck secured, etc, etc. So Plan D was called in to action! Our producer, Vincent Cortez happens to also be a skilled DP and since he has of course been with us from day 1, he was a natural, though it wasn’t like he was just going to be sitting around during the shoot with another DP manning the camera!

It ended up being a very, very long day, starting before sunrise and ending around 3am the following morning. THEN it’s an early wake-up to get all the gear and truck turned back in. But, everyone was there, everyone was just as talented and as up-beat as they had been during principal photography and at the end of the day, the project is now “in the can!” Wow. Hard to believe.

So where too now? We will be inserting these last shots into our timeline, then achieving “picture-lock” which in this business is huge. We can then concentrate on getting all those last items finalized – the sounds through Foley or sound libraries, sound mixing, scoring, color correction and titling. We have a goal of March (yes, 2014!), but we have some wiggle room around that date.

It looks fantastic so far and I cannot wait to see and hear it once it is finally finished. It has production values you would typically find on a multi-million dollar feature film and is incredibly suspenseful. Adding sound and scoring will make it that much more so!

I’ll be posting a couple of trailers, some behind the scenes photos, and lots of other items here in the NEAR future (promise!). Oh, yeah, and a website!

More to come – thanks for sticking with me throughout this incredibly long, but intensely enjoyable process!


January 21, 2014 at 5:01 pm 1 comment

Updates Every Couple Years Or So…

Last updated a few YEARS ago? How lame is that…?

Wow, so much has happened and where to begin…

‘Stronomer? Here’s the latest: After many long and difficult days and nights, we elected to shelve the project for now. Why?

Well, now that we can honestly state that filmmaking has been a “real” business now for over four years, reality took hold. Writing ‘Stronomer was such an incredible pleasure and turned out to be a significant undertaking, something I personally am very proud to have written. It is one of those stories that I want to produce into a film I can also state that I was proud to have produced.

After doing some very intense pre-production work however, it became clear that producing the film would not be an inexpensive venture. As dollars and cents were put carefully and clearly to a realistic production budget, it became painfully obvious that it was not a project we could produce ourselves without going to outside investors. Which of course wasn’t necessarily a problem early on – we/I were planning on equity investors in our business plan all along. What changed though is both the economic environment and the real fact that by having zero “street cred” of ever having produced a full-length feature film, it would go against who we are as professionals to ask for OPM – “Other People’s Money” without having “walked the walk” as they say.

Full transparency: We had initially set the budget for ‘Stronomer somewhere in the high six-figure, low million dollar range. Certainly do-able in the size/scope of the production as long as no “A-List” talent was to be attached. As ‘Stronomer is a Christian based genre film, we took this in to consideration and were willing to take that as a given and recognize that it may have impacted distribution in certain markets, that it likely would not have had nearly as big of an impact had this been a main-stream Hollywood type genre film.

Given the rapidly eroding economy, we sat down with our team and scrubbed the budget as much as possible without compromising the production values. Unfortunately you can only do that to a certain extent, but beyond that, it starts to dramatically impact the production and as I personally gained more experience by physically working on other projects here in the Bay Area, I realized that in order to tell the story as I had originally envisioned, cutting the budget in half or more simply became, well, a mess.

I took a pause and said to myself: “‘Stronomer is a great story and will make an incredible film. Compromise is what filmmaking is all about, but there is a limit and in order to make the film great, we’ve gone beyond that limit.” Or something like that…

Start small. Work up to ‘Stronomer.

That’s really the lesson I learned over the last few years. I have no intention on making one film in my life and if ‘Stronomer was to succeed, I needed to take a step back and do something a bit more manageable with the resources we have at our disposal. So…

I looked around and said (out loud this time): “We live on a boat! A pretty nice one at that. It would make an interesting venue to shoot a movie on, so maybe I should write a screenplay with our boat as the primary prop. No pun intended.” That’s actually pretty close to what I said to my wife. It was truly a difficult decision to make as we were quite far along in the pre-production process of ‘Stronomer just to shelve it for the another day (or year).

Over the course of a year or so, I wrote my second full-length screenplay, this one titled “Alarmed.” And yes, I ventured about 180 degrees from the content of ‘Stronomer, while staying within the guidelines of PG-13 or “lite-R” as possible. Alarmed is a psychological thriller/horror. Yeah, not really in the same neighborhood or even sub-division of ‘Stronomer. I know. I know…

But WAIT! There was some method to my madness…

“Alarmed” is now actually “in the can.” It was shot over the course of the month of July of this year though we have a couple of pick-up days left to shoot. We also were able to shoot it with our OWN funding, meaning we had total control of the project and it’s in post production right now, meaning I am personally doing the vast majority of the editing myself here in the boat’s “editing room” if there is such a thing.

What a fantastic project it has been – while it’s a horror/thriller, there is very little if any actual on-screen gore, but like a good Hitchcock film, much is implied off camera. It even has a number of Christian elements, but I would be stretching things to an extreme if I were to call it a “Christian Horror” film!

We retained the services of an incredible casting director here in the Bay Area, Nina Henninger who was able to secure some truly remarkable talent for the film – Jennifer Stuckert and Brian Rife for the two leading roles and a wealth of support characters. Our crew? Second to none with Matt Rome for our DP, Nico van Den Berg our 1st AC/2nd Camera, Vincent Cortez as Producer, and numerous others to be thanked as well. We shot it on two RED cameras – a RED Epic as our A camera and a RED Scarlet for B Cam with a couple of hacked Panasonic GH2s for some pickup work. Shawn Doyle was our sound engineer bringing along with him a boom operator and some of the best sound equipment out there, so we were definitely NOT lacking for talent and professional level gear!

How did it go? As the years have gone by, I have now been on a number of shoots and can honestly say that this was far and away the best production I personally have ever been associated with. Yes, probably a bit biased here, but I think most of the cast and crew would certainly agree with me on that one. I had honestly planned for the worst, hoped for the best and got the best in return. No equipment was lost or damaged (and yes, there was a LOT of equipment, some of it dangling out over the boat in the open ocean for an extended period of time!), the crew gelled to an incredible level after the first few days and the cast was simply stunning. It could NOT have gone better… I’m still pinching myself.

Unless I really screw things up in post, this should be a very well received film. Don’t get me wrong – we did not have A list talent and the budget was incredibly small (as in less than $100,000), but it worked and worked well. Will we get distribution? We know the score – without A list talent in the cast, the chance of getting picked up for distribution is miniscule, but we think we will have a film that is unique enough and good enough to stand out from the thousands of other films out there vying for the same spots. Who knows…

So much to write, so much to edit, and I am in just getting started in the editing phase right now – in between all this we purchased a vacation home out of state that was a bit unexpected. Long story to that one too, but after finding out we won the home (it was at a sealed bid auction) a few days before the shoot was to start, I had to fly out soon after we shot the last scene and spent the better part of the last two months fixing it up enough to secure it before winter sets in. And as the home is in West Virginia, I was cutting it really close – the home has about two feet of snow sitting on top of it right now!

Anyway, I’m back, feverishly working on a film that was actually SHOT – pretty cool stuff. I’ll try my best to not let another few years go by before submitting my next post.

Thanks again and take care!

October 31, 2012 at 11:22 am Leave a comment

What’s been happening?

This is probably pretty typical of blog posts: You first get your blog site up and running, you get excited and write a few blogs to “keep it interesting,” but then, well… No one seems to be reading them anyhow and you have about a thousand other things that seem to be higher up on the priority list! Yes, well, that’s my excuse anyhow…

A few people actually emailed me last week and wondered if I was going to ever post anything else, so my motivation mojo got me typing again.

So, what has been going on with ‘Stronomer and TwoCan Films of late?

Well, a number of things, some of them pretty bland to the average person and some of them pretty exciting! We have most of our crew officially on-board. This includes:

Director (that would be me)
Director of Photography – Jesse Dana
Executive Producer – Diane Lofgren
Co-Producer – Vincent Cortez
Assistant Director – Antonio Grana
Line Producer – Rick Bosner
Casting Director – Nina Henninger
Composer – Marco D’Ambrosio
Script Supervisor – Galina Lenien
Storyboard/Concept Artist – Aaron Jasper
Production Manager – Chris Million
Fundraising Manager – Holly Million
Sound Supervisor – Terri D’Ambrosio
Entertainment Attorney – Richard Lee
Entertainment Attorney/Filmmaker – Justine Jacob
Editing/Post Production – Rich Badami

…and a host of others that will be working for many of these key players!

We had a full “table reading” of the script a few weekends back. We hired a number of actors for the day to represent the bulk of the key characters of the script and went through the entire script twice, recording the event for later evaluation. It went exceptionally well and we received significant positive feedback and have made a number of minor changes to the script based on the reading. Very helpful and was a “must-do” before really getting the script locked in. Of course, there really isn’t ever such a thing as scripts tend to be quite fluid until the final wrap of the shoot!

I have been struggling with the business plan for many months and decided to take an on-line course that was simply fantastic. It was through Stacey Park’s website, and was aptly named “Business Plan Intensive” (or something similar) and was dedicated to the very specifics I had been looking for. A business plan for a film is much different than any other type of business plan and this multi-week course was really helpful in breaking that log-jam I was having in trying to finish it up before the new year. If you are at all interested in filmmaking, I can’t think of a better single source for information on all facets of the industry than and no, I have no vested interest in the site! I just wish I would have known about the website a long time ago – it would have saved me countless hours and dollars invested in getting the same information from hundreds of different areas!

Budgeting is also a fundamental part in any business plan, and it is here where things have changed most of all. During the webinar course, it became painfully clear that most of us independent filmmakers are still thinking “pre-crash” days in putting a realistic budget together. People are simply not paying for movies (i.e., distribution deals) the way they were just a few years ago. The days of the $2-4 million dollar independent – and I am talking about a true “indie” film here and not one put out by a “mini-major” production company – simply isn’t likely to get picked up for anywhere near the price the film was budgeted at. The mantra now is very much “reduce your scale of the initial budget as much as possible, put it on paper, then divide by two or three!”

We are taking that somewhat to heart. As our budget was already very low, we took a look at where we could cut and decided on a few changes we could/should make. First and foremost is the A-list talent. As our genre is in the Christian/faith-based one, coupled with a drastically different distribution model than typical, we are now reasonably convinced that we can forgo this expense. Still obtain top talent through SAG (and we have one of the best casting directors in the entire Bay Area on our team), but it does make a lot of sense. If we were a traditional Hollywood film, not having at least one A-lister on your cast is a certain “kiss of death” in trying to obtain distribution – certainly in obtaining distribution outside of the North American market. In this genre? It is not the big draw that it would otherwise be.

This saves us some significant budgetary dollars we can now either cut altogether or allocate elsewhere. We have an approximate 25 day shooting schedule, so in reality, this was a significant cost driver. We are NOT going to compromise on production values or (and this is very important) NOT pay people or defer peoples income. We have made a commitment to ourselves since day one of starting up TwoCan Films: If we cannot afford to pay people to work on our film, the film production will simply not be started. The independent filmmaking world is a very odd one – the new technology that is benefiting our industry so well, the inexpensive cameras giving us that fantastic film look is also our biggest detractor. Everyone seems to be buying camera equipment, but have not really thought out the rest of the filmmaking part: How to attract people to make a “real” movie without having to pay them – or by just feeding them lunch. Only in filmmaking it seems… We just aren’t going to go down that path.

Anyway, we have been able to crunch the numbers and it looks very feasible to do this film, including keeping enough in reserve for both contingency funds and P&A (Prints and Advertising) and still lop off a few hundred thousand from the initial budget. Pretty significant and it does another great thing for us: It gives us the opportunity to offer “Units” of the film for significantly less than what we had anticipated. We will start official fundraising after the first of the year, once our Entertainment Attorney’s draft up the PPM (Private Placement Memorandum) and couple it with our business plan.

Principle photography is scheduled for the late April, early May time frame, but again, that will be determined by the success, or lack thereof of the fundraising efforts!

We also have a potential cameo appearance of an individual who would be a fantastic addition to the film – he would quite literally be an “A-List” himself. We’re working out all the details now, so we cannot discuss it any further, but stay tuned for more updates!

We did get permission to a simply stunning photograph that we will be using in the poster/one-sheet of the movie. The picture is of the Milky Way and was taken by a woman in Canada, Kerry-Ann Lecky Hepburn. Her website is: The photograph is titled “A Scenic Night in Binbrook” and is simply stunning! A big thanks to Kerry-Ann!

We also did something of a contest to get a new original poem to be used in the screenplay. We had one in the original script but were having an impossible time trying to get permission rights for its use. They say you shouldn’t fall in love with material things, so while the poem was a great fit for the storyline, we just couldn’t bank on the fact that we could get it released, so we had to move on. After posting a request on Lit.Org, we had a number of people send us samplings of their work. We decided to go with Andy Havens who provided a fantastic original poem that we now have unlimited rights to. Thank you Andy!!

That’s about it for now. Things are picking up steam, but the holidays will slow things down a bit, I’m afraid.

If I don’t blog again before the holidays, everyone have a very merry Christmas, happy Hanukkah, and a wonderful and safe New Years!


December 2, 2010 at 12:56 pm Leave a comment

Screenwriter’s Expo was a hit!

This was my first visit to the Screenwriter’s Expo in LA and I must admit, it was well worth the trip! Very well done and there was enough variety for even the most experienced screenwriter. I actually took the entire Director’s workshop series taught by Jim Pasternak and it was fantastic. My wife and I also sat in on several sessions for pitching and writing romantic comedies. Fun stuff and I will definitely be a return participant…

October 15, 2010 at 8:06 am Leave a comment

Join me at “Screenwriting Expo!”

Just an FYI here, but I will be attending the Screenwriting Expo, October 7-10 at the LAX Hilton Hotel. If anyone will be attending, please let me know and hopefully we can meet up. Should be a very interesting and entertaining event.

September 7, 2010 at 12:13 pm Leave a comment

The “Hybrid” Model for ‘Stronomer

With our search for a well-qualified DP (Director of Photography) being narrowed down to two, one of the more interesting things I have been learning as I have been interviewing these candidates is that while everyone is certainly going digital, there may still be room in the production of ‘Stronomer to use film. At least for some of the shots…

35mm film is expensive. No question about it. It’s expensive to purchase, expensive to process, to provide digital dailies from, not to mention just the shipping costs back and forth to/from the lab. And assuming we do a DI (Digital Intermediate) anyhow, there doesn’t seem at first blush much reason to use 35mm film at all.

But, maybe there is still good reason. Depending on the film that is. In ‘Stronomer, we have a fairly specific “look” we are trying to achieve. Much of the footage is to be shot outdoors with beautiful scenic vistas (think “Sound of Music” or even the chilling, but visually stunning opening scene in Quentin Tarantino’s “Inglorious Basterds”), viewed from a remote mountain-top observatory. We also have several scenes shot at an incredible lake area, quite isolated and rich in color.

As we have an Arri 35-3 in-house, the cost of rental is moot. While this is a MOS camera (i.e., it will not shoot sync sound), it is very useful in such shots. The quality of film emulsions from Kodak and Fuji are well known and very reliably provide fantastic images with little grain and deep, rich colors and tones.

One of the prospective DP’s suggested that using a hybrid approach to shooting the film, could easily satisfy our requirements. Use the 35-3 for the daytime, outdoor scenes and go digital with the rest – the indoor shots as well as the nighttime, low-light shots that will be fairly prominent throughout the film. The story does feature astronomy after all, hence lots of dark(er) shots…

We can keep our shooting ratio low during these film shots as much of it is either action without dialog, or fairly simple, straight-forward scenic shots for coverage.

I may be a bit biased since I was the one who made the Arri purchase from the beginning and I have to admit, it would be nice to get some use out of it before putting it out to pasture, but it is also hard to argue about the “film look” when shot directly to film!

Again, I really am not posting this to debate the film versus digital look, but want to make sure we get the biggest bang for our buck while achieving the look and feel of a modern day “Sound of Music.”

I’ll keep you posted on what we ultimately end up with. I do have some pictures of the Arri on my FaceBook page if you are at all curious!

Thanks and God Bless!

September 7, 2010 at 11:56 am Leave a comment

Film Fundraising – a Paradox

Disclaimer: This post on film fundraising looks only at narrative, “for-profit” feature film form of fundraising. Other forms of film may/may not have dramatically different laws/requirements pertinent to that form of filmmaking (not-for-profit documentary projects are a very good example). Also – this is simply MY take on fundraising an in no way should be construed as any form of legal advice.

Being independently wealthy is, without question, the easiest and most effective approach to film funding. That’s how “The Passion of the Christ” got off the ground. Mel Gibson happened to have a buck or two to drop on what was thought of at the time, a very risky film project.

Few of us fellow filmmakers have that luxury and if you did, you likely wouldn’t be reading a blog posting about the subject. So how do you go about fund raising in this environment? A second little disclaimer here: We have NOT started the fundraising effort for ‘Stronomer, so it may be way premature to even discuss the subject. But most filmmakers will go through the same issues as we try to get that pet project completed.

TwoCan Films has one advantage in that we are atypical filmmakers. We are both in our 50s (though in all honesty, I didn’t actually obtain permission from my wife to mention this fact) and both have been in the business world most if not all of our adult lives. The “typical” filmmaker, if there is such a thing, is likely much younger – 20s and 30s being most common. I have to say upfront and as an investor myself, simply the age and experience factor does make it even that much more difficult (or easier as the case may be) in trying to eek out cash from other would-be investors. It is something of a paradox, but not insurmountable.

If you read my last post, I recommended any budding filmmaker who is at all serious about making a “real” for-profit film, and in this case “real” being one that is hopefully destined for the big screen – i.e., paid audience, to obtain services of an attorney. Preferably this attorney would be well versed in the nuances of the entertainment industry. I don’t think I can stress this enough as it is a critical mistake to think you can do any real fundraising on your own without one. You can’t (for all intents). Fundraising for “for-profit” films is quite different than raising money for just about any other endeavor.

For any of you reading this just out of curiosity more than anything else: Did you ever wonder why you don’t see advertisements in the newspapers, magazines, etc, advertising their film project looking for potential investors? Think about it. You probably haven’t, right? There may be the odd request or two on Craigslist (odd being the operative word here), but that’s about it. But why? After all, it would be kind of fun sometimes to invest $500 or $1,000 here or there for some film venture – at least I personally think it would. It’s the movies after all, and it would be very cool to invest in some small project that hits the big time. and I could tell everyone I was involved at least at some level.

I’m a small-time investor, more of a hobby for me than anything else and I occasionally invest in what are considered “high risk – high reward” investments. They’re, for me at least, one of the things that make investing fun. Most of these don’t ever pay off, but if/when they do, they do so (hopefully) quite spectacularly. All that GM stock I bought last year? Oh wait. That wasn’t “high risk – high reward,” that was just stupid, but that’s an entirely new blog in itself.

So why isn’t there any upcoming film projects seeking out small amounts of money putting advertisements in the local newspapers? It’s against the law. Really. That odd advertisement you may have read on Craigslist? Yep, it was likely an illegal post and could get that wannabe filmmaker in lots-o-trouble. I could pretty much guarantee that whoever made that post, did NOT have an attorney on retainer. By the way, attorney’s get a LOT more expensive when you hire them after the fact, meaning when you need them to help keep you out of jail for something stupid you just did.

So why can’t we invest in films? Well, if it’s your kid or relative, you probably can as a gift without running in to legal restraints (but did I mention anything about attorney’s here yet?). A little backstory: The movie industry is fairly new. Films have really only been out for a hundred years or so. Back in the infancy of filmmaking, there were often schemes/scams that preyed on small “investors” that duped people who did not have the means to invest in high-risk ventures such as the movie business. Laws were enacted just prior to the Great Depression that effectively put an end to this practice. These laws, generally referred to as “Blue Sky” laws (named for investments backed up by nothing more than the “blue sky”) and are regulated by the individual states to protect investors from fraud. Each state has its own Blue Sky laws on the books, but generally have similar requirements.

As previously stated, film financing can be acquired through self-funding (great!), gifts (family members, friends) as long as it’s clearly understood in writing, that it is in fact a GIFT, through a bank loan (good luck with that one) or sometimes through pre-sales. I’m really not even going to discuss pre-sales as a potential tactic, as it really doesn’t pertain to first-time filmmakers. You need to have a few successful (i.e., they made money) films under your belt before this option even begins to come in to play.

Film funding for full-length narrative, for-profit feature films is now most often funded through “Equity Investments.” This is a HIGHLY REGULATED (through the SEC) environment where you essentially sell shares of “stock” to potential investors. This is most commonly done by having an investor become a stockholder, holding “securities” as a non-managing member of a Limited Liability Company (LLC), though it can also be done through a full corporation, limited partner in a partnership, etc. The investor shares in the risk and reward of the film, losing his/her money if the movie bombs, or making his/her investment back, plus a share of the profits if the movie succeeds.

Sounds pretty simple so far. This securities agreement is most often prepared by (yep) your attorney through what is known as a PPM or Personal Placement Memorandum. This document contains your full business plan and a host of other documentation required by the Security and Exchange Commission. I won’t get into the complexities too much as there are many great books on the subject. One of many is “Financing Independent Films” by Carole Lee Dean, though it is geared much more toward not-for-profit type film financing, but is still an excellent resource.

The world of equity investment fundraising is quite complex and a bit bizarre from a layman’s standpoint. You will run into “offerings,” typically 504, 505 and 506 offering exemptions that define the amounts of money you can raise, the time requirements and whether or not “accredited” or “non-accredited” investors may participate in the offering.

An accredited investor is defined as one who has a specific net-worth, currently $1,000,000 and who also has an annual income of $200,000 for an individual or $300,000 of joint income if married. You are typically limited to 35 non-accredited investors. This limitation actually makes a lot of sense. It strictly limits the number of people who likely would be impacted the most by a complete loss of their funds. It eliminates too the chance of the fundraising to be open-ended and from turning into a big Ponzi-type scheme. You get 12 months and you can only have 35 “non-accredited” investors. Non-accredited investors generally will not have the same ability to invest in high-risk (very high-risk) investments such as film projects, so you are likely going to have to find potential investors who meet the accredited investor requirements as they are, by very definition, wealthier and are better able to withstand a complete loss of their investment than others.

Another requirement is that you have to have a “pre-existing relationship” with any investor. This is defined as “any relationship consisting of personal or business contacts of a nature and duration such as would enable a reasonably prudent purchaser to be aware of the character, business acumen, and general business and financial circumstances of the person with whom the relationship exists.” Pretty much eliminates putting want-ads in the paper or on Craigslist.

So, we have some rather strict requirements on who we can seek out for funds. Now, how do we approach them? First and foremost, your film needs to have a reasonable chance of success in the “real world.” That film noir project on the life of a tree in your backyard you have always wanted to make is probably not in the “reasonable chance” category. As an older (more mature?) guy who has seen his fair share of projects trying to be funded, many of them fall in to this same problem. The film simply will not sell well to the general public. This happens more often than I care to admit.

Young filmmakers, yes, I am being a bit biased here, tend to put countless hours of time and effort into their pet project without taking a step back, or just being too close to their own project to really say to themselves: Who will want to pay to see my film? Is there a large enough market for my film to re-coup my/my investors funds? Many filmmakers too are caught up in such a small world of their own that they do not, or cannot look outside of their environment into the bigger world to really understand if their film idea/project will be sale-able to the general public.

If the film is destined to only show in a handful of film festivals or at best a limited number of “art-house” type theaters, the realistic chances of making anything close to what that film really cost to produce is remote. And I’m being generous with the term “remote.”

And please, there is absolutely nothing wrong with making these types of films! The world would NOT be a better place without art-house type films. I’m just trying to be pragmatic here and honest about fundraising feature length for-profit films. That “for-profit” is the difficult part. It’s much easier to make a “not-for-profit” film. Trust me.

You absolutely MUST identify your potential market and do honest research. If the film fits in too narrow of a market niche, you may want to re-think your project all together. The script you find or write, must be as strong of a story as it can possibly be.

A little anecdote here, but one that has stuck with me so clearly because it was so simple. I was interviewing a few potential entertainment attorneys here in the Bay Area prior to starting up TwoCan Films. One of the attorney’s in San Fransisco was a great candidate and was in our top selection, though one who we ended up ultimately not going with. He is an avid independent filmmaker fan, and I asked him how many films has he personally been associated with. He told me “hundreds of shorts, probably 30 or 40 features and numerous documentaries.” Pretty impressive. I asked him “so, of those feature films, how many of them made any money?” I was getting right to the point. His answer? “None.” My response? “So why do you think that is?” His response? “Because they all sucked.”

That was my epiphany for why most films don’t make money. Okay, that was meant to be humorous, but it was, as close as I can recall, his exact words. And it’s also very true. Most film projects today simply do not work as films that stand any chance of making money. It’s a very tough business, but if you start with a project that is either very narrow in possible viewership, has a weak script and/or bad acting, it’s pretty easy to guess that it would go down on that attorney’s list of another movie that didn’t make any money.

So how is ‘Stronomer different? It certainly meets the two principle requirements: It has an unbelievably wide potential viewership (while it is a Christian-based film, it is also a family friendly one), and it is a great script. We have to ensure that we will get professional actors and have a first-rate crew to produce the film. We also understand the business world very well. TwoCan Films is a business, and we are treating it as such. Our intention is not to make ‘Stronomer and go away. Our intention is to make this business our future.

Our next major task for fundraising is to cast. We fully anticipate bringing aboard at least one A-list actor onto the ‘Stronomer project. We hope to have two, one of those in a cameo role, the other as one of the principle characters. Many good films are produced today that still don’t get distribution, which means they never re-coup any investors money, simply because they have no name recognition to their work. While not impossible, it is highly unlikely, given the competitive nature of our industry, to get much distribution without A-list talent. Obviously there are films (Paranormal Activity and Blair Witch Project comes to mind) that have in the past, but generally speaking, it’s not going to happen.

Savvy investors know this as well. So here is another bit of a paradox in fundraising for feature films. How do you get an A-list actor to sign on to a project BEFORE you get your financing in place? Two primary ways: Have such a great script with a fabulous role that a specific actor will sign on just to be part of the project on its own merit, or to do a “pay-to-play” contract with a potential actor. The later approach costs money. It can cost a lot of money for a major star. While we are hoping to be able to attract talent through the merits of the script itself, we are also not naive enough to expect that to happen. We are willing to do a pay-to-play contract if needed, simply as a price to producing a film that both will attract investors as well as succeed in returning that money, plus a healthy profit to those investors.

After securing talent, we will then go into producing an “investors trailer” which will depict the general “look and feel” of what ‘Stronomer is intended to look like. Most if not all of the principal cast members will appear in this 3-5 minute sneak peek, as well as a number of set locations. Coupled with a finished business plan, the PPM in hand, bios of the cast and crew, we will then be set to really go forward with the fundraising effort. Having help with this part is vital as well. We have had the great fortune of bringing on a very well known fundraising manager here in the local area.

How easy/difficult will obtaining funding for ‘Stronomer be? I’d like to think that we will have a better shot than most simply in the story, the genre of the film, our own business acumen, our understanding of marketing, distribution and public relations and our realistic expectations of success. However, until those investors actually write out that check, we simply do not know.

We do have faith on our side and put our full trust in God!

Till the next post – God bless!

September 3, 2010 at 10:34 am 1 comment

‘Stronomer in Pre-Production

‘Stronomer is a modern day telling of the Book of Job, though Job in ‘Stronomer is a nine-year-old Asian/American boy who goes through extreme adversity in a short span of his life. His big questions? Why does God sometimes answer his prayers with “no?” and why does God let bad things happen to good people. It is a heartwarming story of finding faith and love. Many more “hints” at the story line will be forthcoming in future blog posts.

For a bit of a background: I wrote the script for ‘Stronomer a few years back and like all other screenplays, it has gone through numerous revisions during those many months. The basic premise of the story never changed, but dialog, character traits, scene selections, etc, etc, have. We hoped to be in full production by this time, but another project took us off course a bit, pun intended. In late November, early December of last year, we were extremely fortunate to find “the boat of our dreams.” In these economic times, buying boats, airplanes and other “dispensable toys” is a wonderful thing if you happen to be in the market for such items!

We had been looking for several years, but they were either too big, too small, too expensive, needed too much work, etc. Like the three bears eventually found, this one was “just right.” And inexpensive, relatively speaking, as it was a bank-owned, foreclosed yacht. We had to close quickly in order to secure the deal, bring it down to San Diego from Newport Beach where it was berthed, have it hauled out of the water for a number of weeks, then after a long planned trip to New Zealand over the Christmas/New Years holidays, I spent the next four months working 12-14 hours a day, seven days a week until she was deemed “ready for use.”

With the help of a captain and a second mate, we brought her up-hill to her permanent berth here in the San Francisco Bay Area. It’s safe to say that project is finally complete and filmmaking can now continue!

What we have done to date:

The script was sent out a few months back to a very fine screenwriter/director/producer in his own right who is based out of LA and Washington. DC to really polish the prose. While I haven’t seen the finished version, what I have read is remarkable. It went from a good script to a great script, which is what everyone insists on as a precursor to great filmmaking. It’s now a page-turner and I can’t wait to see the final version. He’s flying in on the 11th of September, and we will be spending the next week together going over the script, meeting the team, visiting shooting sites, visiting editing and sound studios, etc. Should be an interesting time.

TwoCan Films has made some significant investment in hardware, which is atypical of this business. We have a very large selection of “glass,” all in PL mount anticipating its use on high-end motion picture camera equipment, dollies, track, crane, remote head, filters, electronic clapper, focus motors, etc, etc. As our intent is not to be a “one-off” movie production company, we wanted to maintain control of some of the equipment we would be using on every shoot, regardless of whether it was shot on film, HD cameras or even HDSLR’s in the future. We did make an investment in a 35mm film camera, though looking back on that now, I don’t know if we will be shooting on film or not, but film camera’s have gotten incredibly inexpensive these days and it may just end up sitting on a tripod in my office as a museum piece!

Our intent is/was to shoot on 35mm, but we’re not set in stone on that. The incredibly fast-advancing state-of-the-art in HD cameras have really made that question moot. The new Arri Alexa and the newer RED are simply stunning pieces of equipment and certainly will make the workflow much easier if we decide to go the HD route.

With that being said, ‘Stronomer is not a typical “low-budget” feature film. We intend on bringing aboard one if not two A-list actors, have very high production values, having all other central actors be professional SAG or certainly seasoned, trained actors, and we actually be paying everyone (I know – what a concept!).

If you are following this blog, you will have read that our other intent is to do something of a paradigm shift with regard to Christian filmmaking. Our goal is to produce a great film, with Christian values, but one that is not so “heavy-handed” in delivering its Christian message. I think the audience is fully capable of understanding the message and the story without having to resort to redundant visual cues or hearing dialog that seemed to be taken out of an 1800s church sermon. There are a number of people who certainly will disagree with me on this viewpoint, but, for me, it’s a real disservice to both filmmaking in general and delivering the Christian message to the masses. I personally don’t like watching those kind of Christian films, so instead of complaining, we’re making one I will enjoy watching! Okay, so I’ll get off my soapbox here and continue on…

We have assembled much of the crew, starting with our entertainment attorney. For anyone even thinking about getting into the filmmaking world, this is really where it starts. He/she can and will keep you out of a great deal of trouble and while you can create a great script, talk to your friends/family about filmmaking all you want, but if you are serious about actually putting your vision on film/video/digital, you really need to start with the entertainment attorney first.

We’ve also brought a number of people I have known who either I have worked with in the past on previous projects or through my days as an intern at Film Arts Foundation in San Francisco. We are now in the final selection of our DP, Script Supervisor, Casting Director and Composer.

Once we deem the script worthy (hopefully by the end of September), it will be “shopped around” to various talent agents to see if we get any bites. That’s better left up to our Casting Director, but we’re keeping our fingers crossed. An investor’s trailer will then be shot after all casting is in place, our business plan updated with the final bios of all cast and crew, the PPM (personal placement memorandum) drafted by our attorney, then it’s on to, gulp . . . fundraising! We do have an incredibly talented and experienced fund raiser on our staff that we are so fortunate to have found, who we have known for a number of years. We have also had the great fortune to have one of the most prolific music editors in all of Hollywood agree to help out. Rather not say his name, but it is simply fantastic to have him attached to ‘Stronomer!

Got to run. Lots going on as you may imagine. So what’s the timeline? Pending a great fund raising effort, we plan on commencing principle photography the end of Q1, 2011. Filming will be done here in the Bay Area as well as a mountain observatory location down in San Diego. Shooting schedule (tentative) calls for 21 days of principle photography. We’ll be editing on an Avid suite down in San Diego (another coup for us as we have an extremely well known, Emmy winning producer offer to do post at their new post production facility in San Diego). Post should take about 3-4 months, so if everything goes WELL, we are targeting distribution around the end of 2011. A Christmas release would be great, but probably not practical as it will be up against all the major films that typically get released during that time frame.

Check back for additional information – I’ll be as prolific posting as my schedule allows!

God bless – Matt

By the way, a number of people have asked about the name of our company, “TwoCan Films.” The name is a play on words (hence the toucan bird) and the two in the TwoCan is a reference to my fantastic (and beautiful) wife, Diane and me. We “TwoCan” do it together!

September 1, 2010 at 2:23 pm 1 comment

“Low-Budget” Filmmaking?

This is a post probably better left for a later date, but as a “low-budget” filmmaker myself, it’s a subject near and dear to me, particularly as we get ready to enter production of ‘Stronomer. ‘Stronomer is low-budget by Hollywood definitions, but would likely be considered moderate in today’s world of ultra low-budget filmmaking.

So what really defines “low-budget” with regards to filmmaking anyhow? The advent of High Definition (HD) digital cameras has truly revolutionized our industry. For the good? Well, yes and no. While equipment has become inexpensive to the point where many new filmmakers can now afford equipment that can produce an image equaling or certainly remarkably close to that of 35mm film (the 35mm film versus HD digital debate is better left for another post), has it enhanced the quality of films coming out of the world of independent filmmaking? I personally don’t think so.

New technology is great. I’ve been an early adopter of technology since I was a kid, or since I have been able to afford it. Has it fundamentally changed my life? Sure, mostly to the positive, but sometimes through “unintended consequences,” negative as well. My background as an engineer is a perfect analogy of what I’m talking about. It’s a bit long and drawn out, but bear with me:

As I am nearly 52 years old, that puts my early engineering years just out of the Air Force (1986) at the infancy of computer aided drafting/design (CAD).

I learned mechanical drafting on a drawing board. We used pencils, paper or velum, erasers and a few rulers/triangles to lay out our drawings. The introduction of the drafting machine (a mechanical arm attached to a drafting table) was a big deal. The drafting machine allowed us to draw straighter, truer lines faster and we could set the arm up at various angles, greatly assisting in projection views (among a host of other benefits).

Computer aided drafting was just being adopted at many companies throughout my industry and AutoCAD was the big-dog of the CAD world. As a young man fresh out of the military, I was excited by my introduction into this new world. There was a steep learning curve associated with AutoCAD so productivity was poor, at least for the first few months, likely six months for me to be honest. AutoCAD back then mind you, was strictly 2D, with many commands requiring you to memorize keyboard inputs. I remember starting on version 2.4.1 or 2.5. But wow – it was on a computer (on an Intel 8086 or i386/i486 microprocessor based PC). Yes, I’m dating myself…

My specialty was mechanical design for the aerospace/defense industry, later to become a tooling designer for the injection molding industry. As stated, I became quite good at CAD after six months or so working as an engineering tech/draftsman. AutoCAD was/is not cheap. A full package could easily cost many thousands of dollars, but what it could do was seemingly magical. Personal computers were expensive too, but not too much out of line with what a high-performance machine of today would run.

I can’t tell you how many people I knew who ran out to buy a high-end machine (at that time high-end would have been an i486 based machine with a 30 megabyte hard drive and 512k of RAM). A copy of AutoCAD loaded on to the machine and “poof,” everyone was an independent designer opening a “one-stop-design-shop” out of their home, listing those services in the Yellow Pages and printing up business cards.

I am old enough to look back on this phenomenon and compare it to the recent rush to the RED camera. All of the sudden the filmmaking industry got their AutoCAD/PC equivalent. While there were pretenders in the past, it wasn’t really until the RED was released that budding filmmakers could have a piece of technology in their hands that produced a product that was eerily similar in quality to a “real” film camera. I was pretty excited too, don’t get me wrong.

Thousands of REDs were sold, there were months of back-orders for the camera. A new generation of filmmakers was now upon us and the world was about to see a revolution in filmmaking. Hundreds of new feature films hit the theaters soon after, many making their new RED owners hundreds of thousands, if not millions of dollars in return. Many more made their millions on renting out their new high-tech camera systems to those unlucky enough not to have been on that waiting list. Great films were produced in quantities never before seen in the cinema world.

Or. . . not.

Hmmm. It didn’t happen like that. Nor did all those budding engineers in the late 80’s with a mind-blowing CAD system at their disposal create many wealthy new entrepreneur designers/engineers.

Why not?

As in filmmaking, engineering tools (or camera systems) are simply that. Tools. While I was pretty good at maneuvering around in the AutoCAD environment after those first six months, I wasn’t capable of designing a complex injection mold any more than my dog. Okay, maybe a bit more capable, but my dog wasn’t the sharpest mutt in the park either.

Most of those guys/girls/men/women who all rushed out to be the first on the list to get that cool RED camera are no more likely to produce a fine piece of cinematic art than I was able to produce a complex design. And unfortunately, of those that spent a not insignificant amount of money, few have ever been able to re-capture their initial outlay costs, let alone make real money from that investment.

Oh, and that Intel 80486 based computer? While it was the fastest thing on the desk back in 1989, 1990 happened to roll around the next year and that i486 16 Mhz microprocessor chip was no longer king of the hill. In a few short years, it wasn’t even capable of doing much at all in the world of high-end CAD. Yearly (or even quarterly) upgrades to hardware and software were the norm (sound familiar?).

That RED camera purchased a few years back is going to be relegated to the back closet shortly, unless cash is constantly injected to keep it up to date. Today’s Mysterium sensor chip is tomorrow’s Intel 80486 processor. Sorry, but that’s the real world of cutting edge technology.

Film camera’s don’t have that same problem, but let’s face it, the days of emulsion based film stock are quickly waning. Kind of a bummer as I have a mint condition Arri 35-3 MOS film camera, the very last serial number of that model camera Arri ever made.

Low-budget filmmaking doesn’t just equate to cheap (inexpensive) equipment. The analogy between a fresh-out-of-college engineer with a copy of AutoCAD and “fast” PC and a fresh-out-of-college filmmaker with a RED camera, some lights and a sound recorder is remarkably similar.

The “old fashion” Panavision or Arri film motion picture camera is analogous to the drafting board and mechanical drafting machine. While the technology is perhaps a bit outdated, the highly skilled engineer designing on the drafting board and the seasoned director and DP using that “outdated” Panavision/Arriflex film camera, the results at the end of the design/film phase are almost without exception, superior.

Was it the camera? Was it the mechanical drafting machine? Certainly not. It was the man/woman behind them. Now put that seasoned director/filmmaker behind this new technology, coupled with a great script and what do you get? A great movie. Did it cost less to make? Probably not by as much as you would think – if any less at all. What you do get is a better workflow during post production and the ability to review the takes/scenes instantly without having to wait for “dailies” to be delivered.

The costs for post production may have been reduced in a few aspects, but what has been happening in the low/ultra low-budget world of filmmaking is that many of these filmmakers don’t understand or want to learn the craft. Rehearsal? Na, just do another take – it’s on a hard drive after all. Block shots? What’s that? Poor lighting? We’ll fix it in post. 7:1 shooting ratio? Why? We can now do 70:1! I think you get where I’m going with this. Oh yea, you also get to work for “credits,” but we will provide a free lunch.

What I have seen in the last few years is that these young filmmakers see their new (relatively) inexpensive toys become crutches. The RED camera image really truly does look as good as a 35mm film image to all but the most critical of eyes. The technical aspects of the medium are important, don’t get me wrong. But it is very wrong to assume that by having access to this technology that we create great low-budget films.

As in engineering, filmmaking is a craft. Learned not just by some college courses and the tools of the trade, but through experience, hands-on work, making mistakes, learning from those mistakes and having people who know the craft better than you mentor you to help you develop those skills.

I like to think of myself as one of the best tooling engineers in the world. I can say this because most of my colleagues in my former plastics world will never read this ;). In reality, I never graduated college. I was a drop-out, yet became very skilled at what I did, my craft. I learned primarily on the job, with lots (and lots) of reading/learning in between. When I was younger, not having an engineering degree was without question a disadvantage for me. The question often came up: “So what school did you go to?” I usually said “Florida” simply because that’s where I lived and I really did go to a college in Florida – it just didn’t happen to be the one you would think of when “Florida” was the response, and I didn’t actually graduate.

Without an engineering degree in hand, yet still carrying an engineering title, I had to prove myself on a regular basis. My entry into the plastics world helped significantly, in that back then fewer people were interested in the degree as long as you knew your stuff out on the molding floor or in the design room (or tool room). After a few years under my belt, there was a fairly substantial shift in the perception of my capabilities, even though I was always upfront with anyone about not having a formal college education. I ended up making a pretty good living for myself right up to the end of that chapter of my professional career as a tooling engineer.

Again, the analogies in the filmmaking world are nearly identical. Who in the audience of a theater will care one-bit if the director ever earned a degree in filmmaking or went to film school if what they are watching is well done? I suspect that number to be zero. Our ultimate customer is the audience. The customer couldn’t care less if that wonderful film was shot on a Panavision 35mm camera, a RED or a DSLR, as long as there is a great story to tell and the film is crafted well.

I’m taking the same approach in my filmmaking career. My new title of “filmmaker” is not yet earned, but I am learning by doing, by reading, by making mistakes, learning from those mistakes and surrounding myself around others who are much more “crafted” in the field than I.

Getting back to my take on low-budget filmmaking: It’s not all about the equipment. So what is it that makes low-budget films generally so poor? It’s the script. And the acting. I could go on about the poor directing, editing, sound, score, etc, but let’s stick to those two as they represent what I believe is the root cause of poor filmmaking. I’m an engineer. I always look for root-causes. It’s what I do.

You’ve got great equipment on the cheap. Good for you. Use it, learn it well. But don’t waste your or your investor’s hard earned money on that first feature film until you have a great script and actors who can really act in front of a camera, and you have made a serious effort to learn the craft of filmmaking.

I’ll post again on what I think makes a good script and many other facets of low-budget filmmaking, but for now, gotta go. I’ve got lots of learning to do!

God Bless and happy filmmaking!

August 30, 2010 at 9:54 am 1 comment


If you happened to read my “About” page, you know my “dreamvies” are often apocalyptic in nature.  ‘Stronomer, our film currently in pre-production you may or may not be happy to hear, is anything but apocalyptic.  It’s a coming-of-age story based on one of those “dreamvies” I had a number of years ago.  In short, it’s a modern day story of Job.

The story centers around a nine year old Asian-American boy who recently lost his mother in a traffic accident.  His estranged father shows up at the funeral in an old pickup truck looking more like a homeless person than the renowned, though reclusive astronomer he is.  He takes his son to his mountain-top observatory to hopefully become the father he never was, but is taking the boy away from everything he knows and loves.  It is a story of extreme adversity, struggles to find answers to the question of why doesn’t God answer our prayer and why He sometimes does bad things to good people.  With a little modern technology thrown in. I’ll be giving more hints to the story line as production and distribution become closer to reality, but you’ll have to take me on faith that it is an incredibly rich, poignant story of a father, son, life and finding faith.

‘Stronomer was not my first choice for production at TwoCan Films.  But in the reality of filmmaking, it was the smartest choice.  Filmmaking is a tremendously expensive venture.  Regardless of whether we shoot on 35mm film or on an HD camera, it isn’t cheap – at least not if one wants to make a great film.  That means getting professional actors, experienced crew including a DP (Director of Photography), his/her crew consisting of a camera operator, 1st AC (Assistant Camera) 2nd AC, loader, having a 1st AD (Assistant Director) on staff, a production manager, editor, composer, sound engineer, music editor, gaffers, grips, etc, etc.  The expenses add up exponentially.

Several of my other screenplays/treatments written from my “dreamvies” will make tremendous films, all but ‘Stronomer however, require a great deal of special effects or other production elements that would make them very expensive to shoot.  Certainly too expensive for a first-time full length feature film. We have to save those for another day, as special effects if done well (and we’re not doing any movie unless it is done well) equal large outlays of cash. If not done well, those same special effects simply detract from the movie experience.

I think you will appreciate the script selection. Star Wars wasn’t George Lucas’s first film either.

Keep tuned in – way more to come.

Cheers and God Bless!

August 28, 2010 at 8:05 pm Leave a comment

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