'Haywire' Director Steven Soderbergh Talks Retirement, Exhibition and Sequel Potential

Steven Soderbergh doesn't hold back. Creatively, he's one of the most prolific filmmakers in Hollywood. In the 22 years since sex, lies and videotape, he's made 22 movies—a pace matched only by Woody Allen. And his opinions flow as fast and furious as his films. Unlike many directors (especially ones with five $100 million-plus hits on their resume), Soderbergh is outspoken about his interest in changing the way films are distributed, a passion he's had ever since sex, lies and videotape triggered the indie boom of the '90s. His latest, the female-driven thriller Haywire starring MMA fighter Gina Carano in her first feature film, is the latest in Soderbergh's experiments with shaking up the status quo—in this decade alone, his urge to try new things has given exhibition the four-and-a-half hour two-part biopic Che and micro-budgeted indies like The Girlfriend Experience and Bubble, both spaced between more conventional flicks like Contagion and Oceans Thirteen. Yet, Soderbergh's grown restless, and in this interview with BOXOFFICE, he opens up about retiring from Hollywood to take up painting and theater. But before he leaves movies behind, he has a few opinions about the industry he'd like to share.

Your interest in casting non-actors in parts that you've written for them reminds me of the old studio system with Sonja Henie and Esther Williams.

It's become kind of a lost idea, taking people who have excelled in some field, who have real presence and are photogenic, and building a movie around them. And I think that's too bad because is the list of women who can run around with a gun really just one? And why is that?

Actors used to have to arrive in Hollywood with an extra gift—dancing, singing, these things were prerequisites.

Right, and also I think athletes in particular have a way of carrying themselves that's unique and very difficult to reproduce. They just move differently, it's just a different sort of affect. Certainly one of my favorite things in Haywire—which used to be a lot longer and everybody involved in the movie advised me to trim it down—was the foot chase through Barcelona. I could watch her run for an hour.

And there are things Gina Carano knows how to do with her body that few other people can, like the sprawl move she does up against a wall at the end of that chase scene.

When we showed the film at AFI Fest, a thousand people made the same noise that I made when I first saw her do that. It's just really cool.

Is it easier to train an athlete to be an actor than to train an actor to be an athlete?

Well, look. When I first met with Gina, I said, "This really isn't about me pulling a performance out of you. It's really about your ability to remain yourself while the camera is running." So we all worked as hard as we could to create an environment that was comfortable for her, where that transition point from off-camera to on-camera was not as glaring as it might be under normal circumstances. And all of the male actors that we surrounded with were extremely generous with her, extremely charmed by her. She really was able to maintain the presence that she has in person on-screen. I didn't need her to play Margaret Thatcher, but she couldn't look nervous. And when I look at her on film, I think, "She looks like she belongs in a movie."

Is that what you thought the first time you saw her?

I saw her fighting on TV and I just thought she was a unique combination of elements: she was a natural beauty and she was beating people up in a cage. And I saw her interviewed and she seemed intelligent and she had a great smile. I just started thinking, "Why isn't somebody building a movie around her?"

Your first title for the movie, Knockout, had a great double meaning—she's totally gorgeous.

I went with Haywire because my fear was that with the title Knockout, you were going to set up the expectation that at one point she was going to get into a ring or something. I was trying to find a title that felt a little more like a Hitchcock movie—Frenzy is one of my favorite movie titles, so I started thinking, "What can we find that's like that?"

When you introduced yourself and the idea of a movie to her, did she take convincing?

No, I think she was really intrigued. I think she was probably curious what this was going to entail, exactly. But I think it came at the right time—I met her the week after her last fight and she said, "This will be a great thing to cleanse my system of that fight because I was really unhappy with the result." I think she looked as this as just a great way to reboot physically and emotionally.

How much of a hand did you have in the choreography, or did you let her mostly figure it out herself?

We had a stunt coordinator and a fight choreographer—a series of fight choreographers—and our conversations just revolved around me wanting to keep it real. No wires, no nothing. I go, "If it can't be done in reality, then you can't do it." As a result, the fights don't go on for very long because if you're dealing with two people with a certain set of skills, there's only so much that can happen before somebody gets the drop on the other person and then it's over very quickly. That also meant having actors around her who could do that stuff and didn't need to be doubled.

How did you pitch it to the men, anyway—did they all know from the start they were going to get beaten up by a girl?

Yeah, they loved that.

Why?

I don't know? I remember I called Michael Fassbender on the phone and said, "Look, I'm sending you this thing to look at, but I have to ask you: do you have a problem punching a woman in the face as hard as you can, just conceptually in a movie?" And he laughed and said, "Wow, I've never thought about it...I don't think so." It was very late in the process when we decided that she should catch up with Kenneth, Ewan McGregor's character—that was something we did after the first round of shooting—and in the first version, he got away. I felt I really wanted to see her get her hands on him, so I called Ewan and said, "I've got some good news and some bad news. The good news is you're going to get to fight Gina." He said, "Ah, that's fantastic!" You know, he was Obi-Wan Kenobi. He said, "I was hoping all along that I would get to—that's exciting." And I go, "Well, the bad news is you've got to get that haircut again." He said, "No, no, it's okay—my wife likes it, it's fine." So he was excited, he really wanted to get out there and go at with her. And he tells this story about how since she's a fighter, she knows that there's a chance that if you hit somebody, you'll hurt yourself as much as them. And at one point in their beach scene, he hit her on the head and she turned to him and said, "Are you okay?" And he goes, "Actually, I wasn't—it really hurt." She was constantly telling the guys, "You've got to hit me harder."

Was there still some hesitation?

It took some convincing. You know, she's really strong. After a few takes of getting hit by her, as Ewan says in the movie, they stopped thinking of her as a woman.

As a woman myself, I can't tell if that's a compliment or an insult.

I don't know either? It's just a fact. [Laughs] It's a good piece of advice for him to be giving Michael Fassbender, even though it didn't help.

It sounds like you didn't have to tell her to hold back, though.

No, no. I think she understood what it needed to look like. She accidentally knocked out one of the fight coordinators when we were rehearsing early on because she hadn't learned how to pull or miss people in exactly the right way that you need to for the camera. So she accidentally hit a guy and knocked him out. But she learned quickly.

Wait. I heard that knockout story and asked her about it, and she said it was just a rumor.

Well, maybe she's trying not to embarrass somebody. Or maybe she's embarrassed by it because it was a mistake. But I remember getting the phone call.

That's very sweet that she's protecting his rep.

Yeah. There may be some Fighter's Code that I'm not aware of that she's adhering to, which is not as strong as the need in the film industry to gossip—that's a much stronger force.

In the movie, Gina and Ewan are supposed to have had a romantic relationship in the past. I can't picture them cuddling.

Yeah, I don't think it was ever very touchy-feely. I always imagined it as one of those things: distant location, lots of time together, work spilling over into play a little bit. My whole idea is it didn't go on for very long and she cut it off like it was a mistake. And you know how guys are—he couldn't get over it.

I couldn't tell how much of his double-crossing her was emotional or just practical.

I think both. I think a little bit of both.

The problem is, my boyfriend is a secret agent. So now I should be worried about what will happen should I break up with him.

Yeah, you do. There's a lot of compartments.

Is there stuff you'd like your daughter to learn from watching Gina?

I'll tell you what: I watch a lot of true crime stuff. You'll see one of these shows about a real tragedy that took place where a woman was accosted or abducted and you think, "Well, that would never happen to Gina." Talking to Terry Curtin, the head of marketing for Relativity, she said, "When I leave the office to go to my car in the parking lot in the building, I have my keys in my hand. I can't imagine what it would be like to have that kind of power—to not be afraid." When my daughter went to college, I gave her the Gavin de Becker book The Gift of Fear.

That's a great book.

She read it and she goes, "Oh my gosh—I've been giving it to my friends." It's good to know at least that even if you're not Gina Carano, you do have tools and mechanisms to keep yourself from being in compromised situations. But certainly, there must be something calming about being somebody who can handle yourself like that.

The Gift of Fear was given to me my first year in LA and I totally credit it with protecting me during a mugging.

I'm fascinated by that kind of stuff. I read a lot of books about how the brain works and how we make decisions. One of the things that I'm fascinated by is this whole issue that we've got sort of two parts of your brain that govern what we do and when. The ability to do that means you're taking advantage of your amygdala, which tells you when something is wrong. But at the same time, you're using your pre-frontal cortex to go, "Okay, what do I do with that information?" You're using both, which is the best thing to be doing. But in a lot of cases, people aren't able to blend the two. That's why First Responders and people like that train so that they have that muscle memory and they don't panic. They can assess a dangerous situation but still act rationally. That's a great quality to instill in anybody.

Gina said that while she and Michael Fassbender were beating each other up, you were grinning happily.

That was one of the first ideas that Lem Dobbs, the writer and I, discussed. It was always designed to be the centerpiece of the movie, the scene that people would talk about the most. That's the way we thought of it. It was kind of loosely based on this movie that Lem had told me about from the '60s called Darker than Amber. Rod Taylor and a guy who I'm pretty sure is a stunt man have this horrible fight in a fairly small room and kind of rip the room apart as they're ripping each other apart. It's pretty intense. Lem said we should do something like that, and I loved the idea that it was happening in a four star hotel room with her in a cocktail dress and him in a suit. I just loved all the weird juxtapositions of that. And it turns out that Michael is a very physically agile dude, so watching that all happen from the point of imagining the movie to getting there was very satisfying because it was exactly what I was hoping we would end up with.

How many takes did it take you to shoot it?

Well, it depends. Since I don't storyboard, we shot it in sequence and it took two days. I'm watching what's happening and trying to figure out how long I can hold the shot before I have to cut, and that would depend on them, it would depend on the action. Sometimes you're having these up-close exchanges and you want a few more angles. But we were sort of building it as we went. On average, I'd say most of that stuff would be four or five takes of each one. Although the shot when they come in the door and it starts and he hits her, that was one take.

Even though that shot is being played over and over again in the trailers, it's still jarring.

That was one take. We discussed it, we rehearsed it. He came in, it started, the thing with the lamp happened—which didn't happen in any of the rehearsals—and I thought it wasn't going to get any better than that. He looked like he knew what he was doing, she looked like she knew what she was doing, but it was also kind of messy and screwed up. And I've learned to say, "Okay, that's enough. We got it—let's move on." She kicked him through the door three times and that's kind of a scary thing to have someone do to you. You're going backwards through that that fake glass and it's fake, but it can still cut you. And she's got really strong legs. He really took a lot of punishment.

Was he battle-scarred?

He had some bruises. We have a great shot of him as we were setting up the bathtub shot and he's sitting in water up to his neck and smiling. Classic Michael. I think he just looked at it as, "When am I ever going to be in a movie in which this happens?" I think he just looked at it as a totally crazy random thing.

And there was no soundtrack during that fight.

Yeah, that really bugs me when music is used during that kind of hand-to-hand stuff to get you all excited. It never works for me, and I really like the idea of just going with the sound of what's happening.

Is the pendulum switching back to longer-take hand-to-hand stuff after years of heavily edited action?

I don't know? I'm curious, too, because we were definitely in our approach moving against the grain of what's been done lately. This is the thing, though: we're taking advantage of the fact that these people are doing what they appear to be doing.

There's no cheating. I don't understand directors who hire gifted stunt people and then chop up everything so you can't even appreciate what they're hired to do.

It's weird. It's cut up so much. I'm a stickler for geography: no matter how fast you're cutting, I like to know where I am. It's frustrating to watch a sequence and go, "I think that guy just punched himself?" You just have no idea where you are.

You rarely do sequels, but is this a film where you'd be open to it? Or could you see yourself handing Gina and the Mallory Kane character to another director?

Look, you never want to tempt the cinema gods by thinking that way. The film would obviously have to be a sizable success to start having that conversation. There's no question that she's an interesting character and you could come up with lots of scenarios in which she could continue to beat her way through the male population. Or the thing that I think would be really cool is to find another woman fighter and have them meet. I'm sure they're out there, obviously.

I'm sure she's already fought a bunch of them—

Yeah, I think it'd be great. She could reverse-engineer a story in which she ends up fighting another woman who's as skilled as she is.

I have to admit: before this film, I didn't even know that female MMA existed.

I didn't either until it popped up when I was channel surfing. This whole thing came about in such a random way. Literally, if I don't land on that channel and she's fighting, the movie doesn't exist.

Yeah, but you strike me as a guy with an overflow of creative energy. You probably would have made a movie about whatever else was on the next channel.

Maybe, but I'm a big believer in serendipity. And it just happened. I'd always wanted to make a movie kind of in the mold of the early Bond films, and I saw her and immediately thought, "Why don't I combine these ideas and put her in a movie like the ones that I like and just fuse those two concepts?" I have to say, Relativity jumped on it with the understanding that we were going to put A-list talent around her and it's going to be a real thing. But mostly, they were convinced by not only her but that she has a lot of fans. When we did a thing down at Comic-Con in the fall, that day she was the third-most-searched item on Google. She has a huge internet fan base, a very loyal following, and we're hoping that they'll get out of the house.

When I was learning more about Gina online, I found myself getting really protective of her. For a while, she was having a problem making weight and there were all these jokes about it.

That's the internet. That's why I never search for my name—why would you do that? So I hope she flies over that because there's no upside.

You're worried you'll find weight jokes about yourself?

Not in that direction. But there are plenty of jokes to be made about me—I just don't want to see them all.

But back to where you get your inspirations, I have this impression that you're always alert to ideas—that you almost have to shut off your brain to not get fixated on another movie idea.

That's why whenever this issue of my sabbatical/disappearance/whatever comes up and people say, "Well, why don't you just slow down?" That's not how it works. I don't have gears or an on/off switch. And I need to switch it off—I need to go switch it off and see what happens. I can't slow down because I do have a lot of ideas—I still have a lot of ideas—but the ability to generate ideas isn't the issue for me right now. I'm just reaching a point where I'm frustrated with what I call "The Tyranny of Narrative." I'm frustrated by the fact that the language of film, the visual grammar, hasn't really advanced much in 50 years in a way that's meaningful to me. Yeah, technically we can do things that have never been done before. But in conceptual terms, we're not doing anything we haven't done before, and I'm frustrated by that and I'm getting bored. So I need to either figure out what this new thing is, or do something else.

Do you have an idea what that new thing might be?

I don't. If I did, I would have done it. [Laughs] I don't know what it is I'm talking about or how to describe it—it doesn't feel like what we're doing now. So, we'll see. I may have just reached the limits of what I"m capable of. But yeah, I have notebooks full of just ideas for movies. I've run into directors who it's been years since they've made a movie and I say, "What's going on?" and they say, "Aw, I can't find anything." I'm like, "You've got to be kidding me. There are stories everywhere—what are you talking about?"

You've stuck your foot into theater.

That's something I'm interested in that I probably will try again, just because I'm such a neophyte. I would never do, let's say, a revival of something that somebody's done before. I would have to do something from scratch, because I'm not trained. I have ideas that come from having made films that could be transferred in an interesting way to a theater setting, but the idea of me doing an Arthur Miller play—that would be stupid because then I've set myself up to fail because it's been done so many times by people who know how to do that stuff. I need to do something where I'm flying a ship that nobody who've ever directed a theater piece would think of doing.

What I love about theater is that it asks the audience to invest themselves in imagining what you're trying to do—it's less passive.

Anything can be done, you've just got to have the imagination. Like the play version of The 39 Steps, which I thought was brilliant. They solved the problem of: how do you do a chase with an airplane over a mountain range? Given that, there are things that movies do that are totally unique that no other art form can do. I guess that's part of my frustration is that we still haven't taken advantage of that, of what it can do. There seemed to be a period where we were kind of pushing it, but then that stopped. The play I did in Australia, that was less a play than what Austin Powers would call "a happening." And that's what I'm interested in—I'm interested in doing stuff that's more of an experience than a straight play. Something that's really immersive and very stylized. That kind of stuff really interests me.

From an audience perspective myself, I worry that the moviegoing audience has gotten a little jaded.

This is the chicken and the egg question. Who's to blame? If you made better movies, would more people show up? And often, the answer is, "What if sometimes when we do, they don't?" It all comes down to economics, and the biggest problem right now is how much it costs to release a movie. And the fact that that drives the ticket prices, and the ticket prices are reaching the point where people aren't willing to be as adventurous as they might be because they feel like they're spending a lot of money—it's not a cheap evening out any more. It gets into this weird paradox.

I should alert you that BOXOFFICE is an exhibition magazine.

Yeah, I know. Then let me take the opportunity to say that the lack of experimentation regarding ticket pricing is another thing that's killing the business. This is nuts. There's got to be some experimentation with this. There's no analogous situation in any other business to theaters not experimenting with ticket pricing. Why I should be paying as much money for a movie in week four as opening day, I don't understand.

What would you like to see happen?

Something. Anything. Go into a market and try something for a month or two months. Just try something.

With Bubble, you were one of the first people to try day-and-date releases. Where do you feel like that idea is today?

I don't know. On Bubble and The Girlfriend Experience, we really weren't able to find out if the experiment worked because frankly, we were blackballed by all the chains. We couldn't get any screens outside of Landmark, even though we offered to cut them in on some of the VOD and video revenue. They just blackballed us. Part of the point of going day-and-date is that somebody who lives in a place where that kind of movie wouldn't typically open could watch it through VOD because they've read about it, because this whole thing of having to sell a movie multiple times is really f--king boring. We never got to find out if that worked or not because what does Landmark have, 75 screens or something? The movie was not allowed to be shown outside that group of theaters so I don't know how day-and-date works.

There was an aborted push to try VOD within the theatrical release window of one bigger picture, Tower Heist, but for now, VOD has been used most often on very, very small indie releases. What compromise can you see?

I don't know. But I think there are a lot of things that could be done on the exhibition level that should be tried. When we go all-digital, what I'm hoping we'll see is some version of the repertory cinema coming back because there's a whole slew of great classic films—even from the '70s and '80s—that a whole generation has never seen on anything but a TV. Once everything is digital and it's just a matter of putting something up on a server, a creative exhibitor going, "We're showing The Godfather and Deliverance on the big screen Friday and Saturday," I think there are people out there who would like to see those movies on the big screen because they never have. But the ticket cost is prohibitive.

Repertory theaters do well here in Los Angeles, but I don't think Los Angeles has to be a unique case. I think there's college towns all over where a repertory theater would do great.

Oh yeah. I mean, the real thing that's killing everybody is theft. This is why it's very difficult to assess whether or not any of these experimenters could work or might work because theft is killing everybody. A lot of these ideas turn on the issue of true exclusivity. And if you can't maintain that because of theft, you can't innovate. As an elected official of the DGA, this is something that I'm very aware of and it's really frustrating.

And there's a whole generation that doesn't even think of it as theft.

Well, that's what we're working to turn around. It's the classic thing like when a parent says something to you that doesn't resonate until you're a parent yourself. That's just the way the universe works. A lot of people who think, "It's just a double click—what difference does it make?" are going to find that out when they try to go into a field in which they are creating stuff and their survival depends on people buying their stuff. They're going to have a moment of, "Oh, s--t. The reason I don't have a career is because people are doing what I was doing when I was young."

So you're not wholly unsympathetic to where exhibition is right now.

I'm sympathetic, but I've never been someone who when faced with a difficult situation has taken the position that the way out of it is to just do what I've been doing forever. That's my point. We all agree: we're in a tricky situation. What I don't agree with is for NATO to take the position that the way to solve this is to just do what we've been doing for time immemorial. That's not how I approach problems.

I think they're worried that if they compromise at all, it will quickly become day-and-date for everything.

Fine. I'm saying, for the moment let's pull that off the table and just talk about pricing. Let's talk about doing something to get people back into the habit of going to the movies regularly. I'm just saying ideology is the enemy of problem-solving. When you're looking at something and you refuse to acknowledge a proposal because you ideological disagree with it, you're never going to solve your problem. This is what I love about art, is that when you're making a piece of art and you go, "S--t, we've only got this much time and this much money," at no time does someone's ideology prevent you from figuring out what the solution is. Nobody says, "No, we can't shoot those two scenes because I'm Catholic." It's a pure creative space where everyone is just encouraged to throw out ideas until you figure out what the solution is. So what I see here is a complex set of problems that are not being solved and there's stasis because of an ideology.

With that in mind, it's interesting that you're thinking of switching from film to painting—from something that requires a village of people to something that only relies on one person.

Well, yeah. Having worked pretty steadily—especially in the last 12 years of so, pretty rapidly—I'm filled up with that stuff. I'm ready to go off where I don't have to discuss anything, where if I have an idea, I can walk to the wall and start doing it instead of having to go ask someone for money to go and do it. I've had plenty of that.

Well, thanks for giving me so much of your time. I'll give [National Association of Theatre Owners President] John Fithian your hellos and a heads-up about where our conversation went.

Oh, he knows how I feel about this stuff. And I know how he feels about it. Again, it's an interesting debate. And I don't want to see them go away. I just want to see them not be so entrenched. You look at the trajectory of where everything's going and you can do the math—if you just keep doing what you're doing, I think we know where it's going to lead. Unless there are new ideas like the reemergence of a repertory of a more creative approach to ticket pricing, or some blended version of day-and-date. Part of the problem ins the conversation is going on the way it's going on right now, which is NATO firing a shot across the bow and producers firing another shot. That, in my experience, is not how you solve a problem either. If you really want to solve this, get a bunch of people together in a room over a long weekend in a totally closed-door situation where there's nobody reporting this, and really talk about it. Really sit down, open a kimono, and say, "What do we do? Let's talk through some possibilities." Cause right now, each side has abstracted the other, and that's not going to work.

Should there be a lot of whiskey at this meeting?

Yup. I'm not kidding. I gave a speech in front of this congressional committee about piracy and it was one of those things where there was a big table and I had my prepared remarks and it was pointless. It was kabuki theater. We'd have been better off going down to Bennigans and getting a booth. Then we could have said something. The point is, in that context, you can't really say what you're going to say. Nobody has the freedom to throw out a stupid idea, even. I'd love to have drinks with John and go, "Okay, let's walk ourselves through this just you and I privately-let's go through this whole scenario top to bottom and let's just spitball. If we can wave a wand, what kind of things would you be doing?" That has a lot more potential to result in something than a fight that's being fought through the press.

Because nobody wants to see theatrical exhibition go away.

No! No. I don't either. I go all the time. And I'll continue to go. And I believe people will always continue to go. But I just think there are ways to protect and enhance that that aren't necessarily so constrictive. This issue of choice—especially when it comes to the choice of the consumer and the choice of the person who paid for the content—that can't be ignored.

Well, maybe you should come to Vegas with us this year for CinemaCon.

When is it?

The end of April.

I'll probably be shooting, but I've been before. Years ago, I went to give a talk about ratings. Just the idea of we need to support the NC-17. I'm glad to see we have an NC-17 movie [Shame] coming out now.

John just wrote an editorial saying the same thing. That'll kickstart your Bennigans conversation. Are you ready to see that much of Fassbender?

Well, I've seen a lot of him. I guess that'll be the last part that I haven't seen. I may cover my eyes.