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Creating The Third Age: Improvisation

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I recently finished reading Robert Altman: The Oral Biography. One of the things emphasized throughout the book is how Altman always failed to stick to the script when it came to shooting a film, how he allowed actors to change and grow their characters and created a set where it was more about just letting magic happen and people come together than it was about trying to tell a specific story. In his best films, like Nashville and McCabe and Mrs. Miller, this leads to an amazing piece of work where you have the sense of looking into, and becoming a part of, a fully formed world, where people have lives that just sometimes happen to intersect with the path of the camera.

The implication in the book is that sticking to the script is less creative, that it doesn’t allow actors to really own the characters. I think that’s doing a discredit to writers to a large extent; the best compliment someone can give your script is that it feels improvised when it’s actually carefully written and planned. So, I can see both sides of the argument, and in the course of filming The Third Age, we’ve drifted between doing scenes that are almost entirely rewritten on set, and doing scenes that are faithful to the script word for word.

Part of it depends on the actors we’re working with. Brian Townes, the actor playing Zinone, is a fantastic improviser and has an uncanny ability to memorize scripts and develop scenes on the spot. He’s so in the character that he can basically write his own lines given a scenario, and that’s been really helpful if we have a scene that’s shaky on the page. Particularly in the early days of shooting, Jordan and I didn’t quite have the character voices down yet, and right from the first day of shooting, we were cutting lines on set and doing some substantial changes that ultimately benefited the film in a major way.


As a director, I feel that to some extent my most important role is to be the first viewer. I worry about shots and lighting and everything, but the key thing is if it feels right, if the emotional beats are getting hit and if it seems believable. You can tell when a scene isn’t working, and when you feel that, you’ve got to figure out a way to work with the actors and see what has to change to make it work. So, in that case, we can wind up improvising large portions of a scene, but that only happens occasionally.

As the project has gone on, I feel like I’ve gotten a better idea of the characters’ voices, to the point that I can basically hear them saying the lines as I write them. So, when Jordan and I sit down to write, we’ll throw lines around and basically know what feels right or not. What that means is that rather than just trying to get something down that will work and tell the story, we’ve gotten much more precise in what people say, which means that in the later days, we’ve been sticking closer to the script than in the early shoots.

A writer will spend a long time trying to get the right wording for something, so it doesn’t always make sense to just say whatever you think of on set; sometimes phrasing is specific for a reason. I’d never tell an actor they have to stick to the script exactly, I think that’s counter-intuitive and produces flawed performances, but there are times where there is a specific way that something has to be said, and I’ll tell them that.


The filmmaking process is really all about editing. You come up with an idea in your head that is probably not easily doable and as you write, you refine it to something shorter and more doable. Then, when you get to the set, you refine it again, changing lines that sound stilted and making sure that everything flows well. And, the stuff that doesn’t get refined on set gets cut out in the editing room, or smoothed over to make sure it flows well. I’m sure we’ve got a few clunker lines in The Third Age, but it always amazes me how some of the terrible lines in Hollywood blockbusters can make it through the hundreds of people involved in the creative process. Isn’t someone standing up to say this sounds terrible?

Ultimately, I always like to let the actors work within the character and bring their own phrasing to the lines if they want to do that. Some actors don’t like to, and that’s fine as well. The actor isn’t a writer, and they don’t necessarily know the context of the scene in the film as a whole, so it’s not their job to create, it’s their job to inhabit. But, I always like having another voice in the process, saying if a scene doesn’t make sense or if a line doesn’t feel right, and working to make it feel better.

So, Altman’s process has its merits, but so does the more traditional way. It’s awesome to have a film as a happening, as something that feels real in the moment of film, but ultimately what you need is for it to feel real when the viewer’s watching it. That’s the take away, and if you succeed it doing that, it doesn’t really matter how the specific lines came to be.

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