the cunard line

Steven Soderbergh Insists His Improvised Movie, Let Them All Talk, Was Not That Improvised

The Let Them All Talk director did not “wing it” aboard the Queen Mary 2. But he did get a deal on the boat. Photo: Peter Andrews/HBO Max

Steven Soderbergh would like you to know that despite whatever you may have heard about his charmingly talky, glowingly reviewed HBO Max travelogue-dramedy, Let Them All Talk, the movie was not made up along the way by him and his cast members. Although the film’s lead actresses have spoken out about a certain improvisational quality on set — with Candice Bergen recently revealing, “They tell you what the nub of the scene is and then you just have to flail around,” and Meryl Streep confirming, “Improvised feel? Well, yeah, it does [have that], because it is” — the Oscar-winning director of such films as Traffic (who was announced as co-producer of the 93rd Oscars earlier this week) insists almost nothing was left to chance. And that even if the overwhelming majority of what tumbled out of everybody’s mouths as cameras rolled had never been committed to the pages of a screenplay, the production was not “unscripted” per se, and no one was “winging it.”

On a recent Zoom call, he was joined by Let Them All Talk’s screenwriter, Deborah Eisenberg, an acclaimed author and exemplar of the short-story format whom The New York Times Magazine has described as being possessed of “one of the most original and accomplished bodies of work in contemporary literature.” Despite her total absence of movie bona fides, Soderbergh enlisted Eisenberg, 74, to flesh out the premise he had drafted: about a much-heralded literary novelist (Streep) who corrals two of her oldest friends (played by Dianne Wiest and Bergen) to accompany her on a transatlantic journey of reconciliation and bonding aboard the Queen Mary 2. Beyond simply plotting the major narrative beats and providing rich backstories for each character, Eisenberg was present for every moment of filming to help address questions from the actresses and conjure lines of dialogue — such as Streep’s lecture about an obscure (fictitious) novelist to an auditorium full of people — more or less on the spot.

In conversation with Vulture, the writer and the director displayed extreme deference to each other, detailing the parameters of their unique at-sea partnership and the happy surprises that resulted from the “confines” of shooting under a compressed time window on a luxury ocean liner.

I’m trying to figure out how this film came about. What came first: your acquaintance or this script? 
Steven Soderbergh: It was an idea that existed for some time that [writer-director-producer] Greg Jacobs and I discussed. The first time we talked about it would have been around 2008, and we didn’t get much further than a couple of basic sentences describing the premise. Then we just put it on the back burner and didn’t talk about it again until we were almost done with The Laundromat, where I suggested we pitch the idea to Meryl, with her playing sort of the lead character in this group. At that point, [her character] wasn’t even a writer yet; she was just someone who had organized the trip. She agreed to become involved, and, at that point, it started getting serious. So when Greg said, “Who do you want to write this?,” I said, “I’ve been reading” — and I wasn’t forced to; it wasn’t part of any literary outreach program — “I’ve been reading a lot of Deborah’s work.” I decided to reach out to her. I didn’t know her. So we met up in Los Feliz [in Los Angeles] and started talking.

Deborah, I know you have written a play, but you had never written a screenplay. What did you think when suddenly you’re hearing from Steven Soderbergh about collaborating on a film?
Deborah Eisenberg: Well, so much of my life has been surreal anyhow — it was just one more surreal episode. I was very, very surprised, and we did meet up in Los Feliz — did I say that right? Steven outlined the few sentences that he and Greg had talked over, and, naturally, there was a lot of allure for me, as well as something like stark terror. But for one thing, if life offers you a chance to work with Steven and you say no, you might as well just curl up and die no matter how frightened you are. For another, I am actually well situated to work on a project concerning women of around 70. And that was very, very important to me. I didn’t really know that Meryl was involved until much later.

In any event, I’m quite interested in what happens to people over a long period of time, how lives take shape, the stories people tell themselves about their lives, and the way they try to figure out their lives. I’ve seen a lifetime’s worth of movies about hugely pathetic old people. Particularly, women are portrayed as sort of clownish, adorable, theoretic creatures. And the idea of elderly beauty is just considered a joke, at least in most of the U.S. Either you’re looking at a horror movie or industrial-strength plastic surgery; it’s all tremendously sad and kind of amusing.

But that was very, very interesting to me: to look at women my age in a way that didn’t wink or blush and would also assume that people didn’t stop having their lives at a certain point. Our lives actually just get more interesting and, in a way, more dramatic.

From what I understand, though, you didn’t write a typical script. It was more of a blueprint or outline of what the characters were going to say rather than actual dialogue. And the actors had to listen to one another and respond in the moment.
Soderbergh: This all brings about, in my mind, a kind of philosophical debate about what you should tell people about how something was made and what you shouldn’t, because the problem is in trying to be honest and demystify the process. I’ve never been somebody that wants to make this job seem like it’s magic. I’ve tried to be transparent with people about how something was done. The problem is when people write about movies, they often use this information against you to make themselves look more in the know. So in describing the process Deborah and I went through — which was very rigorous and under constant attention and revision by us all, through the preparation and all through the shoot, and then that continued through the editing, which involved several rounds of additional shooting — I don’t want people to think that we were winging it, because we really weren’t.

[The actors] were always told what to say. What they weren’t told was how to say it. And there were multiple instances in which there were critical, dramatic scenes that Deborah and I knew could not be improvised, should not be improvised. So the 50-plus-page document that we had was a combination of very detailed, beautiful prose written by Deborah with splashes of scripted dialogue at key moments throughout.

I like telling people how we did things. But when it comes back and people go, “They probably should have written that down,” or “It should have taken more than three weeks to shoot that,” I go, “You know what? If you didn’t know, you wouldn’t know.”

Eisenberg: It was, in fact, very detailed and controlled. But I have to say — and I know one of Steven’s least-favorite things is hearing somebody say something even moderately nice about him in front of him. [Soderbergh covers his camera monitor with his hand, blocking his image from the screen] — Steven is, without a doubt, the most disciplined person I have ever met. Along with that quality is, of course, the aesthetic adventurism that’s really a hallmark of his movies. It’s the tension between that very severe discipline and the adventurousness that creates the sheer dynamism of his movies, particularly this one. Because the confines were so severe of space and time and situation. And the task was both so large and so delicate that what was required of the cast was an exceptional clarity.

Of course, the three leads all had more than half a century each of honing their skills. So you could say, “Well, it was very free.” But it was free in the way a great flying trapeze act is very free. The skill has to be practically superhuman. We were hoping for the kind of combustion that could result in something immensely exciting and unexpected within these very, very severe confines.

I’m hoping you’ll talk more about those confines. You shot on the Queen Mary 2 for two weeks with some additional reshoots. I understand there was a very minimal crew. Steven, you had a camera on a wheelchair as a dolly. You didn’t have to shoot guerrilla style. Why film this way rather than with all the bells and whistles that would normally accompany a film shoot?
Soderbergh: Well, again, I want the audience to think we had all those bells and whistles. I don’t want the audience to think, when they look at a shot, “They must have used a wheelchair.” I want them to think we used the dolly, and I made sure that the image was stable enough that you would think we used a normal dolly. We had three full sets of cameras. We were using the new Red Komodo, which had never been used before on a film, which is a very small camera with a very sizable sensor in it. So, again, I’m trying to use the advantages of technology, in our experience, to try to make something that looks like an absolutely normal studio movie with movie stars in it, shot in a somewhat exotic location. In this case, a ship that costs three-quarters of a billion dollars to construct.

That’s a great movie set. The confines, to some extent, come because we’re locked into certain places we can shoot on the ship. More importantly, at certain times we just didn’t have the run of the ship to do whatever we wanted whenever we wanted. We had to tell the cruise line weeks in advance we need to be in this space from one o’clock in the afternoon to 2:30, then we’re going to move to this other space for an hour. Then we’re going to go for dinner every day at five o’clock, and they would give us that room with some background people. Then, in a couple of cases, we had some significant scenes to get through in an hour and a half and had to move quickly again.

So it was really a combination of a movie and a play at times. There was just the right amount of discovery that was built into the method, allowing for things to happen that were completely unexpected. There’s a quality to the way actors listen when they don’t know what’s coming that’s different, I would argue, than when they do know what’s coming.

Steven, you are known for keeping costs down. Meryl has said she worked for way less than her usual quote. I couldn’t help wondering if you’d managed to finagle some bargain to shoot on the Queen Mary 2 in exchange for some implicit plug for the Cunard Line. 
Soderbergh: Oh, sure. We made it very clear to them that we felt people watching the movie would be very attracted to the idea of doing a crossing. We went to them and said, “This will only work if we can do it for X.” And they said, “Let’s do it.” So they were very open to the idea. I think that hopefully, at some point going forward, this will result in some bookings.

What was the weirdest or scariest part of shooting in this unconventional way in this unconventional setting?
Eisenberg: It was all weird. A week before we were to get on the ship, I said, “Look, Steven, are you really going to get a movie camera into a stateroom?” And he said, “No, I’m going to get three in.” The technical aspect was really incredible to me. It was a sort of semipermeable membrane between each actor and their character, and the crew also just seemed to glide into place, belonging on the ship. It was amazing to see.

Soderbergh: The first three days were scary to me. We were behind after the first three days, which is not a feeling I enjoy. We had a lot of material we had to get on the boat. There was just a little bit of finding it, because you have to key off what’s possible and what’s happening in front of you. You cannot impose yourself on this ship or on the cast or on the crew. So, for me, it was three days of surfing all of it and finally finding a pocket. But we had the luxury of me being able to edit every night, to look at the material and course-correct as Deborah and I were doing it.

You were editing the movie while you shot it on the ship?
Soderbergh: We were constantly stress testing. Why is this scene here? What is it doing? We were constantly rebraiding all the strands of the narrative to make sure that it had this kind of polyphonic quality. And if something needed to happen in every scene, we would talk about it. Like, “If this scene were gone, would the movie survive? Then it shouldn’t be there. And if it’s going to be there, it needs to fit to survive.” We had a lot of discussions about what each scene was supposed to do. As a result, there’s fewer than a handful of scenes total that we shot that aren’t in the film in some form or another.

Are you at liberty to say how much the movie cost?
Soderbergh: No. I would never say that. No, I take it back. There will come a time when I can. But I’m not going to allow another wave of “Well, if they’d spent twice as much, it would look twice as good.”

Eisenberg: I don’t think it could look any better.

Soderbergh: I don’t either. That’s my point. If I’d had twice as much money, it would not look twice as good. We did everything we wanted to do.

Steven Soderbergh Says His Improvised Film Wasn’t Improvised