This summer has seen several great horror movie releases, and Lights Out by David F. Sandberg has received lots of praise for its great scares – and a truly unsettling story, too. In this exclusive, in-depth A Sound Effect interview, Jennifer Walden speaks with Lights Out’s award-winning sound designer and supervising sound editor Bill R. Dean. He shares the team’s approach to horror sound, how they used dynamics to create some very effective scares, the surprising sources for some of the movie’s signature sounds – and much more: Written by Jennifer Walden, photos courtesy of Warner Bros/Ron Batzdorff, Technicolor and Bill R. Dean

Warning: Contains spoilers (and horror!)



The trailer for Lights Out

What better way for director David F. Sandberg to make his feature length directorial debut than by releasing a horror film that has the James Wan stamp of approval on it. Wan, riding high on the success of his own summer horror release The Conjuring 2, isn’t just a name slapped onto Lights Out to sell more tickets. He was a cog in the creative machine which also housed the brilliance of Sandberg and writer Eric Heisserer (who wrote Final Destination 5). Together the three cranked out a modern-classic horror film, Lights Out, which tells the tale of Rebecca and her little brother Martin, both tormented by a terrifying entity when the lights are out. But they’re not the only ones who need to fear the dark. The entity is real, and it’s deadly. Determined to discover the truth about the entity, named Diana, and how she’s connected with their mentally unstable mother Sophie, Rebecca decides to face her fears to save those she loves.

MPSE award-winning sound designer/supervising sound editor Bill R. Dean, at Technicolor at Paramount in Hollywood, CA, says that Sandberg’s directive for the sound on Lights Out was to keep it focused, and uncluttered, to embrace the components presented in the story. Dean sheds some light on his sound team’s work, including how they created all of Diana’s signature sounds, and how they effectively used dynamics during the mix to create intense scares.



From a sound standpoint, what do you feel makes Lights Out unique?

The movie deals with a fear that just about everybody has at some point in their life, the fear of the dark.

The characters and the audience start to depend on listening because they can’t see what the danger is

The great thing about that, in regards to working with the sound on this film, is that the characters and the audience start to depend on listening because they can’t see what the danger is.

They have to start consciously listening for it. You start listening for sound cues to protect yourself. It’s a fun aspect of the show.



When listening to a sound without seeing anything on screen, the mind comes up with all of these images. It’s very economical from a visual standpoint…

There’s part of that as well but mostly David [Sandberg] was very in tune with wanting the audience to get engaged into the story. He was really intent on using sound to do that. He didn’t want a lot of distraction type sounds. He wanted to be very focused on what the audience should be listening for, or listening to. For example, in the opening factory sequence, instead of having all of these cool and interesting sounds of these machines shutting down or cooling down with water and pipes clanking and all the sounds that a factory can have in this big open space, David wanted it to be very quiet and calm so anything that moves in there immediately draws your attention.



Can you share some insight on your favorite sound design elements in the film?

One of the things that is interesting about the film is that our specter, Diana, has her own sonic signature in our world and it’s not just her voice, which is also unique. We hear the way she moves and that’s something David really wanted to focus on.

Her skin is all charred and gnarled and so when she moves that skin it sounds all cracky and gross

We hear her movement so we know she is really there and not just a vaporous apparition. David also wanted her sound to convey what happened to her, with her accident and how she was burned. He wanted to have this feeling that her body was irreparably damaged and you can hear it when she moves. All of her joints don’t work the same way so it’s very poppy and snappy; she moves in these jerky motions. Her skin is all charred and gnarled and so when she moves that skin it sounds all cracky and gross. It helps to make the audience just love her that much more.



Can you walk me through the process of developing Diana’s sound?

The first temp we tried recording a loop group actor, a voice actor who did lots of different types of voices. She was a grown woman who could do a lot of creepy, scary types of sounds with her voice. David felt that we were missing a key component to the voice, which was the connection Diana and Sophie forged as children.

It was a great idea to use a young voice for Diana even when she is grown up and despicable

Diana’s accident happened when she was a child, so David suggested we record the young actress who played Diana before the accident. It was a great idea to use a young voice for Diana even when she is grown up and despicable. We were very lucky that the actress Ava Cantrell was up to the challenge. Ava performed all of Diana’s dialogue and her other sounds. I had her record everything from big deep yells to little girl high-pitched screams. We had a good time getting a whole gamut of what type of emotions she could convey with her voice and then tailoring that into the character.



Aside from what the actress could give you naturally with her performance, were you enhancing that in any way with vocal processing or layering in different elements under her voice?

I tried doing a few things with Dehumaniser (by Krotos, Ltd.) with her voice and found it to be a little bit too over the top. The thing that I settled on, which worked really well, was using a program called MORPH by Zynaptiq. It can blend two different sounds together by taking the amplitude and frequency modulation of one sound and comparing that to the other sound. The blend is very dependent upon the second type of sound that you try to blend with the first. I was very focused on giving her voice a broken quality while still keeping the human nature of the voice. You know the voice is a little girl’s but it sounds like it’s been broken.



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For example, if someone is a longtime smoker you can hear it in their voice. I used MORPH processing with a couple different sounds but the ones that seem to work best were the ones that seem to evoke an ashen quality to it. I used sand and ash movement type sounds, and augmented them in such a way that when Ava’s frequency range would change in what she said, the processing would insert these cracks and snaps into the audio. It gave the voice a broken, phlegmy type feel. But instead of feeling wet and phlegmy, it felt dried and charred up. Mark Paterson, the dialogue and music re-recording mixer, also took her dialogue and put it into the space where it was appropriate. He did a bit of manipulation and other processing on the stage that he felt was appropriate.



So Mark [Paterson] used reverb to put it into the space on-screen, and things like that?

Mark would verb the “dry” Diana dialogue to fit the environment and maintain clarity of dialogue for Diana’s spoken words and I used reverb and delay layering for specialization on Diana’s specific dialogue lines to communicate to the audience that Diana is something different than human. I would layer multiple tracks of her MORPH processed dialogue, saturated with longer reverb time, longer pre-delay, larger room with some reverse echo for the rear surrounds and progressively less effected tracks for the side surrounds and main left and right.

Each speaker had a slightly different vocal treatment to spark the audience’s ears and make them feel Diana could emerge from anywhere

Each line would have basically eight “verbed” stereo pairs panned differently in the 7.1 field so each speaker had a slightly different vocal treatment to spark the audience’s ears and make them feel Diana could emerge from anywhere. Anna Behlmer (re-recording mixer on effects/Foley/backgrounds) could take my pans and also manipulate them dynamically to suit the specific moment and add more motion when we wanted. Near the film’s end, the audience is made aware of the mind/psychic connection between Diana and Sophie. We had actress Maria Bello (who played Sophie) also record some of the final Diana lines and then we blended those with Ava’s so that you can hear just a hint of Sophie when Diana is speaking, because Diana doesn’t exist without Sophie. It’s one of those little things that if someone is listening very closely in the final showdown they might hear this little Easter egg and get that extra depth of the concept.



What was your favorite scene to design?

There are a lot of cool scares in the movie, but I think one of my favorites is actually a transitional sequence. Rebecca, our main character (played by Teresa Palmer), is in her apartment dealing with the stress of all that is happening with her brother and mother. She has just had a scary episode where she saw Diana the night before and is now worried she has gone crazy just like her mom.

The scratching transforms from a gnarly ‘fingernails on wood’ scratching sound into this nice little sound of childhood coloring

She nudges her carpet aside and sees these marks in the floor, and realizes there really was somebody there. She starts to remember something that happened to her as a little girl. The transition begins as she pulls back the carpet and sees the word ‘Diana’ scratched into the floor. We reintroduce Diana’s scratching sound while we look at Rebecca’s face. The background starts to disappear from a nice day-lit apartment to just blackness. The camera slowly pans around as this scratching sound transforms from a random sound into a pattern. It gets scary and reverberant before it changes into something a little more benign. The camera is still panning around until we come to see a young Rebecca just doing her coloring. The scratching transforms from a gnarly ‘fingernails on wood’ scratching sound into this nice little sound of childhood coloring. That was definitely one of my favorites.



What was your single favorite sound to design?

I loved the material P.K. Hooker and Eric A. Norris created, which included these ghostly, eerie movements when you get into spaces where things are spooky, and some outstanding creepy whispering sounds. But I would say my favorite sound still Diana’s scratching. David liked to focus down to what was really important, so that sound turned into being a really fun thing. When we first hear Diana she is scratching on the little boy’s bedroom door.

That scare is all completely realistic sounds, yet still puts you in a completely different space

It feels so creepy and scary because you don’t know who or what is out there. Then, it just stops. We’re just staring at the door, wondering what is happening. The audience is right there with the little boy. Then suddenly Diana grabs the door handle and shakes it, and it’s huge. That scare is all completely realistic sounds, yet still puts you in a completely different space.



How did you make Diana’s scratching sound?

There’s lots of library material with scratching and things like that but none of it seemed to fit. It still needed to have a certain character to it. I decided to see what I could come up with in the crawlspace of my house — we live in a 90 year old house on a raised foundation. I called my wife and said, “Honey I’ll be home late tonight and if you hear a bunch of noise under the house don’t worry that’s just me working.” I set up in there with recorders and flashlights and tried out all the different wood surfaces underneath there, like the beams and the vertical slats.



There’s this really ancient floor on the very bottom of the entryway into the crawl space, so I did a few sets of scratching on that with screws, pipes, and garden implements. It sounded cool but I wanted to see what it would sound like as up-close scratching of fingernails. I wanted to see if that was worthwhile. I positioned the mic extremely close while scratching on this very old rough-hewn redwood. My fingernails were digging into it and that was the sound right there. I got a few splinters and bled a little bit but it was all for the work so it doesn’t matter. That sound of my fingernails on the wood was really helpful to establish Diana’s sound. As she does her big reveal sequence, the scratching starts out small and then gets bigger. All of my fingernail sounds ended up being the starter sound and it reads as that. I’m sure it was helped by the fact that the wood is 90-years-old and not sanded down. For the moments when Diana really digs in and gets violent with her scratching, I needed something heavier to really tear up some wood. What worked quite well was a new three-inch steel screw with nice sharp threads ripping through the top layer of ¼ inch plywood. A little cleaning and fattening up with processing and it really worked well.



Did you capture any other recordings?

We captured new light buzzes since there are various light flickers and buzzes in the movie. We recorded sounds in our homes and some lights here around the studio lot — even when walking back and forth to the parking structure. We ended up using most of those recordings. One of the things that we sound editors typically do is, we will cut in light buzzes for environments and backgrounds. Of course the re-recording mixers hate that. They always tell us that they just spent four hours trying to clean the light buzzes out of the dialogue, and then we go and put them back in! But in this movie, we got to play with those sounds because that’s another way that Diana communicates.

All of those different electrical zapping and buzzing sounds are all very important for this film

She messes with the electrical signature of things, making light bulbs buzz and light fixtures act inappropriately. All of those different electrical zapping and buzzing sounds are all very important for this film. We also recorded various interior Los Angeles apartment traffic ambiences to give Rebecca’s apartment a true-to-life feel.





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Who handled the Foley? Were there any aspects of the Foley that you would like to highlight in particular?

The Foley was done at Technicolor by Foley artists Alicia Stevenson and her brother Paul Stevenson, and David Jobe was the Foley mixer. They did a terrific job. The house in the film has old wood floors so we needed a lot of creaks with the footsteps because the production creaks just had too much room on them. David [Jobe] said, “Don’t worry. I’ve got you covered. I can really help those feet creak up when you need them to.” They were able to deliver Foley not only for the props and feet, but also the creak sweeteners, door grabs and movements.

For Diana’s movements I had been trying things effects-wise, recording sounds and trying to work that in but it was missing the performance element. Luckily, we were able to get an afternoon where we could really focus on Diana. David [Sandberg] and I spent a lot of time talking about what it is we really wanted to hear. We had a pretty clear idea on where we wanted to go.

They had all of the lights out so it was a proper spooky mood

I sat in the booth with David [Jobe] while Alicia and Paul were out on the floor. They had all of the lights out so it was a proper spooky mood. Alicia came up with many different things for us to listen to. We did some in sync, and we did a lot of wild takes.

We were able to get a library of different types of material to use for Diana’s bone popping and snapping, as well as her skin movement. As we were going along, Alicia hit upon something and I said, “That’s it! That’s it!” I got excited and started jumping up and down. I was trying to look out of the booth to see what Alicia was doing but couldn’t make it out as she had it all in the dark, in the corner. She probably knows that if I knew what the sound really was then I wasn’t going to believe it as much. So I just embraced it. We rolled back to Reel 1 and started doing the sound in sync. We whipped through the show really quickly that afternoon with Alicia performing that sound live. That became the core element to Diana’s skin movement and it was a lifesaver. I was able to add some other library sounds we came up with in Foley to pepper on top and heighten things here and there. But the core element was what Alicia was able to perform and David was able to capture with a touch of processing. It really sold the whole feel that Diana was a wounded and damaged being.



When they turned the lights back on, were you curious to see what Alicia was using to make that sound?

Honestly, I was too happy to care. I think with Alicia’s years of experience she knew that if it ended up being a Speedo wrapped inside saran wrap then I was not going to believe it. She was able to interpret what I was saying and create the sound that I wanted. That was it. That was the sound. And David was able to tweak it a little bit while he was mixing it. He used some processing to get it just right.



Let’s talk about the mix. Who did you work with? How did they split it up?

The re-recording mixers on the film were Mark Paterson on dialogue/music and Anna Behlmer on sound effects/Foley/backgrounds. We mixed this at Technicolor at Paramount on Stage 2 in Los Angeles, which is a beautiful big room. We mixed it in 7.1 surround. It was a great process because I haven’t worked with Anna for a long time. The last time we worked together I was a pretty junior fellow on 8 Mile. It was cool to swing back around and work with her again.

The only problem I had with Anna was that she’s so talented and quick that I needed to get her more material to work with. I was on the stage with her for the pre-dub. We did all of the hard effects and some of the ghosty, spooky, designy elements as traditional pre-dubs. Diana’s sounds we left as virtual pre-dubs. That way, all of Diana’s vocalizations and movements were left virtual so we could change them minutely. That was helpful because Anna could commit her reverbs and other processing tools to the hard effects while laying those down as traditional pre-dubs. Mark virtually pre-dubbed the dialogue and also used the Euphonix S5 desk automation on the final mix.



Were there any scenes where you felt that pulling sounds out actually helped to make up the scene creepier?

The opening factory sequence is a really good example of that because when you see that scene there is all this potential for busy environmental sound. It’s closing time so we could have sounds of people leaving, and doors opening and closing, and cars starting up. All of these machines have been going all day, and they could be cooling down.

The sound that we hear off in the distance, a little plink of something, it really rings out

It’s a factory where they make clothing products so there could be lots of water, and sounds for the dye vats. All of these things could be making interesting sounds. But David [Sandberg] said, “No. It’s really quiet. Everyone is gone.” The only person you see is Esther (played by Lotta Losten, who is David’s wife). She’s it. Everyone else is out and it is super quiet. This way, when Diana arrives, we know. The sound that we hear off in the distance, a little plink of something, it really rings out. It’s out of the ordinary, and we know that something is up. That scene, even from a music standpoint, is very quiet until we hear that first plink.



Did you have a favorite scene, mix-wise?

When Rebecca is down in the basement with the black light, which reveals Diana but won’t make her disappear. Rebecca is walking around down there and we see creepy writing on the wall. You know something is going to happen. This is another place that we were able to pull sounds back, layer by layer. As Rebecca moves to a new part of the basement, it gets quieter and quieter. Eventually the only sound we hear is the sound of that light — this awesome sound that P.K. Hooker created. He took this great neon buzzing sound and played it through his iPhone, which he then recorded to picture. It was a creative and elegant way to capture the movement of the light going back and forth and really make the sound stick to the image. All you hear is Rebecca muttering as she’s reading these things off the wall out loud, the heavy air of the basement, and the buzzing of this light.

He took this great neon buzzing sound and played it through his iPhone, which he then recorded to picture

The music starts to go away and you’re just left with Rebecca. It’s completely exposed. She turns and sees something which she thinks is Diana but it’s not; it’s really a mannequin. When Rebecca eventually does see Diana, everything goes haywire. This scene was probably even more effective because it drew you in, in a calculated but realistic way. You know what’s going to happen but you’re still so intrigued by what Rebecca is discovering that you don’t realize the RMS sound level is going almost to zero. When the scare does happen, it really takes over your entire senses.



Any final thoughts you’d like to share on Lights Out?

This was a really fun film to work on because often times these newer horror films don’t want to rely on jump-scares. They want the killer or the specter to have some type of quality that is hidden and has to be discovered by the audience. David knows that people are coming to the movie because they want to be scared, so let’s embrace it. The lights are on, and then they’re off. Diana appears and then disappears.

The film is refreshing in that way because you get to enjoy it while being terrified at the same time

That is something that we should accentuate and not try to hide. The film is refreshing in that way because you get to enjoy it while being terrified at the same time.

I truly believe it’s all about the crew and this was a great crew to work with. In addition to the crew members mentioned earlier, our dedicated assistants, Tricia Linklater and Paul Flinchbaugh gave the entire team invaluable support. Bruce Barris recorded our great new LA Specific interior apartment traffic and cut backgrounds, Foley and house creaks. Susan Kurtz and Chris T. Welch cut dialogue/ADR and we benefitted greatly from their expertise and experience. Eliza Pollack Zebert, our dialogue/ADR supervisor, led the dialogue/ADR crew making sure we had clean tracks, recorded great loops for all the actors and helped coordinate and direct the session with Ava Cantrell. Thank you to all!



A big thanks to Bill R. Dean for the story behind the sound for Lights Out, and to Jennifer Walden for doing this interview!



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