How Maz Makhani Shot ‘The Guilty’ in 11 Days Without a Director on Set

We chatted with the cinematographer about the numerous improvisations required to complete this film under an accelerated schedule.
Maz Makhani The Guilty

Welcome to World Builders, our ongoing series of conversations with the most productive and thoughtful behind-the-scenes craftspeople. In this entry, we chat with cinematographer Maz Makhani about remaking The Guilty in eleven days.

There are films you have to hustle to accomplish, and then there are films you have to HUSTLE to accomplish. After an associate tested positive for COVID-19, director Antoine Fuqua sequestered himself inside a van stacked from floor to ceiling with monitors. From this isolated point parked far from set, he would direct The Guilty, relying on a close bond with his lead actor Jake Gyllenhaal and his cinematographer Maz Makhani. They had 11 days. By the end of them, there would be a movie, dammit.

It helped that they already had a blueprint. The Guilty is based on the Danish thriller of the same name about a demoted police officer working at a 9-11 call center. And everyone involved in the remake adored what that film already accomplished. The challenge became to justify their version, tweaking the script to fit an American cultural environment and updating the lighting to radiate a unique emotional experience. And, again, to do it all in 11 days.

For Makhani, Fuqua’s absence presented a difficulty only because he’d never shot a film without a director physically next to him before. However, it’s not like Fuqua was in another state or maxing and relaxing on a beach. The director was not standing beside Makhani, but he was in his ear, and they were of one mind after an intense pre-production stage.

No Director On Set?

“The curveball was the day before the shoot,” says Makhani, “when I found out that Antoine wasn’t going to be there. So that’s when I went, ‘Oh, wow, okay.’ But it was pretty smooth considering he wasn’t there.”

Shooting without a director on set seems like an insane proposition, but the stress was minimal to hear Makhani tell it. He was initially startled when he got the news, but with so little time to think or waste, there was also no time to worry. Momentum and preparation got him through the process.

“Antoine, Jake, and I did have one day before we started shooting,” he continues. “While Jake was going over his sides, Antoine and I would walk around and just talk angles. So, I had a pretty good idea of what we were going to do. And once the set was lit and everybody was happy with it, where the monitors were, where Jake’s desk was going to be, and the background — it felt really great.”

Pushed to consider the bizarre procedure a little deeper, Makhani admits that the situation was not ideal. But when is a film shoot ever ideal? All movies throw their curveballs, and all movies require rapid-fire improvisation.

“I was able to make it happen,” he explains. “It was really great to be able to communicate with Antoine outside. Whether we texted each other or just stepped away and had a call. In the morning, on our way to set, I’d just call him, or he would call me, and we’d talk about how yesterday went, and then pump each other up for the stuff we had to do that day.”

Maz Makhani’s Wall of Fire and Light

Makhani familiarized himself fairly intimately with the original movie. But at a certain point, he had to let that film go and do his own thing. At the very least, he can offer the remake his stylistic sense, and it has little in common with the Danish flick.

“I come from many years of music videos,” says Makhani. “So, that’s my aesthetic. I try to make [The Guilty] as real and raw as possible, but I like to make stuff look beautiful. I can’t help it. It’s just part of me, and even when I try not to, there’s still something in there that I feel needs to look hyperreal and beautiful.”

Production Designer Peter Wenham built the 9-11 call center from scratch. This allowed Makhani to command total control over where the camera could go and what kind of light would fill the frame. Whatever narrative relationship his Guilty had with the other, the two films would look utterly different.

“Peter went and built an amazing set,” says Makhani. “In there were things that I asked for, to help in terms of lighting. One of the things that I noticed in the original was that they pretty much kept the same color temp throughout. There were no variations in color. We had an opportunity here, because of Antoine’s super cool idea to stage this during the LA fires. I thought it would be interesting to have a warm sort of firelight coming from all these monitors around him, which are live images of all these fires, and then we juxtapose that with a very cool interior ambiance.”

Embracing Accidental Cinematography

Wenham’s wall of projected fire created a visual conflict between warm and cool lighting. With that sensation swirling around Gyllenhaal, Makhani then focused his attention on the monitor blaring directly upon the actor’s face. The cinematographer researched numerous other films, ones that used screens to key a person’s visage. Often, the glare blurred out the actor’s expression, and Makhani wanted to avoid such exposure.

“I wanted Jake to pop,” says Makhani. “I didn’t want it to be distracting, to stare at his face the entire film, and actually see all these variations and what’s happening in the monitors. For the most part, when I was shooting him from the monitor’s perspective, I would turn all the screens off. That way, it opened the opportunity for shaping the light and letting one side of his face fall off. But also, the flicker from the fires on the other monitors could actually do something, because otherwise, it would be drowned out by the monitor directly in front of him.”

When you light in such a fashion, a myriad of happy accidents will occur. Makhani refused to fight against them. Instead, he treated them as gifts and folded them into The Guilty‘s visual language. The way Wenham built the set, a glass hallway was positioned directly behind Gyllenhaal’s desk. It was a reflective surface Makhani had not originally considered when arranging his lighting scheme.

“It didn’t occur to me,” he says, “that if we look in this direction, and you’ve got all these monitors behind the camera, that they would reflect in the glass behind him. Really interesting things started to happen, sort of very cool visuals with the anamorphic stretch and in the background reflections. Imperfect but interesting.”

The Guilty’s Mask Reveal

COVID-19 didn’t stop being a hassle with its expulsion of Antoine Fuqua. Another surprise was how face-coverings would interfere with lighting strategy. Makhani would have the shot ready to go; then Jake Gyllenhaal would move into position and remove his mask. The image would inevitably shift.

“Jake was wearing a mask and a face shield right up until the moment we started rolling,” says Makhani. “So, for me to know what that light was going to look like on his face, we were working in very, very, low levels. I was pushing the lenses wide open so that the camera was just as sensitive as your eyes.”

The human face is a reflective surface all on its own. A lot of math is required to find the right exposure for a close-up. The masks and the face shields made those calculations impossible.

“He would take the mask off,” Makhani continues, “and then, at that moment, I was always like, ‘Man, I wish I did that differently.’ To not know what his face would look like while we prepped the shot, and to just assume or imagine what he would look like without this face shield…it was a little challenging.”

Time also required Makhani to embrace distortion. With 11 days to race through, mistakes become gifts; imperfection becomes character. The Guilty was a cinematic endeavor unlike any Maz Makhani had previously encountered, but again, no project is alike. The film that we get is assembled through a collision of choices and demands. The crew rolled through a whirlwind and out popped a movie.

“Having said all that,” he sighs. “It was so fun. It was so cool.”

The Guilty is now streaming on Netflix.

Brad Gullickson: Brad Gullickson is a Weekly Columnist for Film School Rejects and Senior Curator for One Perfect Shot. When not rambling about movies here, he's rambling about comics as the co-host of Comic Book Couples Counseling. Hunt him down on Twitter: @MouthDork. (He/Him)