Born in Arkansas, writer-director Jeff Nichols came out of the same film program as David Gordon Green, Danny McBride, Jody Hill, Craig Zobel, Tim Orr, and Paul Schneider, all of whom graduated within a few years of each other from the University Of North Carolina School Of The Arts. His debut, the Green-produced Shotgun Stories, marked the start of a creative collaboration with actor Michael Shannon, who would go on to star in Nichols’ breakthrough film, the acclaimed Take Shelter, and has appeared in all of his films since.


Nichols’ latest, the sci-fi chase flick Midnight Special, marks his first time working with a major studio, though in some ways, it’s a more uncompromising film than his earlier independent productions. Confidently minimalist, with extended dialogue-free stretches carried entirely by momentum, the film follows a former cult member (Shannon) as he races to get his supernaturally gifted son (Jaeden Lieberher)—who can hear radio transmissions, induce visions, and occasionally shoots beams of light out of his eyes—to a mysterious spot on the Louisiana coast, all the while dodging police and the government with the help of an accomplice (Joel Edgerton).

Nichols arrives for his interview with The A.V. Club in a gray gingham shirt, probably the same the one he’s wearing in the publicity photo provided by the film’s distributor, Warner Bros. His sleeves are rolled up to reveal a small tattoo on his forearm. In this hotel suite—with its skyline views of Chicago, impeccable platters of food, and oversized Midnight Special poster—he seems refreshingly down-to-earth. While The A.V. Club’s interviewer tries to get the suite’s Nespresso machine to work, they begin recording.


The A.V. Club: You want a coffee?

Jeff Nichols: I’m good.

AVC: Here’s something funny: I delivered the 35mm print of Shotgun Stories to its first screening in Chicago.




JN: That’s awesome. We never had a DCP of that film.

AVC: That was back in the day, when it was 35mm or HDCAM, which was not the prettiest format.


JN: No, not good enough. I’d like to do a re-release of that film at some point. We have a hi-res file, but a DCP was never made. The film print is pretty dark. It’s a very different viewing experience than watching it from the video master, like if you streamed it or something.

AVC: You can get away with a lot more darkness in a film print.

JN: If they keep the projector serviced, if they replace the bulbs, yeah.

AVC: This is you’re first time shooting digitally, isn’t it?

JN: It’s shot on film, except—we made a rule that the only things not on film would be in the moving car at night. That’s on the Arri Alexa. In a moving car at night, I feel like film betrays itself. There’s a reason why I use film. It’s because it’s the best representation of how our eyes work. I really believe that. I think it’s better than digital. But it betrays itself at night in a moving car because there’s no relationship to your foreground and your background, you know? There’s no way you can eyeball that. So it falls off. Unless maybe you’re on a bright city street or something, at night. I knew we’d be on these back roads and things and I wanted that dark horizon line with the purple sky. I wanted that relationship. So we knew we had to shoot those on Alexa. But everything else is all film.


AVC: How’d that feel, going digital?

JN: You know, the Alexa makes really beautiful images, but they just didn’t feel like the movie I wanted to make. It was just too crisp.


Jaeden Lieberher in “Midnight Special”

AVC: Did you do tests?

JN: Mmm-hmm. We did tests of the goggles, because we built this real practical set of goggles with LEDs on them, so we could have Jaeden [Lieberher] play with the actors that he was talking to.


AVC: Let me understand this: I assumed they were digital effects, but the goggles that Alton Meyer wears—



JN: About 80 percent of those are natural lens flares. Which was real beautiful, you know? And real helpful. Because when he would look at the lens, the flares would usually cover up the mechanism. We had a small wire that went down his back to a 9-volt battery. Even for the scenes where it would just be a digital flare, we would shoot a plate of him wearing the goggle rig. They would put in a digital lens flare and you’re like, “That’s not it, there’s something not right about that. Let’s go check the plate.” And you’re like, oh, this is how it needs to operate, this is how you need to treat that lens flare. Because when he turns his head like this, then a flare collapses in this weird… I forget the name. There’s a name for the strange things that happen, like little dots and other things. That was part of trying to make all those things as practical as we could.


AVC: Now the practical thing, is that more your own reluctance to go digital, or is that more about creating an environment on the set?

JN: I just believe in it, you know? I just try and ground everything in reality. Even the stuff that’s sci-fi stuff. I treat it the same way as I would treat light or I would treat wardrobe or I would treat set decoration. It all has to represent something that feels honest and real to me. So even though you have a boy who emits light from his eyes—well let’s actually try and do that practically. And these great things will happen. These honest things that you couldn’t have planned otherwise start to happen. So really, shooting film is just an extension of me trying to make things feel realistic.


But let me double back to shooting digitally. The other thing I was going to say about the Alexa—you know, you have a DIT on set that can help this, but I don’t like that in the dailies you’re working on this unfinished image. [A digital imaging technician, or DIT, manages digital footage on set; the Alexa shoots in ArriRaw, a format in which qualities like exposure and color can be changed after filming. —ed.] It has to be processed, you add grain, because otherwise it looks like video.

Ninety-eight percent of the audience can’t tell the difference, but I can tell the difference in the edit, and when you’re in the edit and you’re picking these takes, you’re picking them because of the way they look. And I don’t like having to pick things like that. Of course, you can re-time film dailies, too. But all that stuff comes baked in. My suspension of disbelief is much easier on film dailies. I just believe it more.


AVC: Do you think it’s because you grew up with it? Let’s say it’s your conditioning.

JN: You know, conditioning is something I’m terrified of. But for me it’s just instinctual. I couldn’t tell you. But I can look at these things, the same way I look at a performance and I hear a line reading and I’m like, that one’s right, that one’s not right.


But in terms of audience conditioning, the thing I’m shocked people don’t talk more about is how terrible new televisions are. They all have these [motion-smoothing] features and it makes everything look like bad Telemundo. It breaks my heart that people are watching my films in that way. You know, wealthy people go out and buy these nice TVs and they don’t even know the difference. They don’t even know it’s a button they can turn off, and they don’t even know why the stuff is shitty looking. They may not even think it’s shitty looking. And it is. It’s horrifying. I heard Scorsese talking about how we can’t crop movies. You leave movies in their natural state.

I don’t even think it should be a button on the controller. I think the TV should be able to read the source material and just switch into a mode. Because you want that stuff when you’re watching ESPN, you know? Like, yeah, sure, it makes a football game look cool. But it should turn off when my movie comes on, and I’m pissed off that it doesn’t. They can do it, man, but nobody’s bitching about it enough. So let this be the first bitch session. Come on Sony, come on LG.


AVC: Rian Johnson used to take to Twitter about it a lot. It was his guerrilla campaign.

JN: At least when he wasn’t busy ruling the world.



“Midnight Special”


AVC: Do you have kids?

JN: I do. I have one. He’s 5-and-a-half now.

AVC: There are moments in Midnight Special that seemed very authentic about parent-child relationships. There’s a particular scene that comes toward the end where Alton Meyer tells his dad—Roy, the Michael Shannon character—not to worry about him. And Roy responds, “I like worrying about you.” Can you tell me the history behind that line?


JN: My son wasn’t old enough when I was writing this for us to have that conversation, but I imagined how heartbreaking it must be to hear your child say you don’t have to worry about me. In a way, it’s what we all want to hear, but I think, in that particular moment, the boy is trying to help his father, because the boy knows how hard this is on him. So the boy is trying to be the parent. And Mike’s character kind of takes that back. It just felt like something I would say to my son. It’s like, well, I know you’re trying to comfort me, I appreciate that, but here’s the deal: I don’t have a choice in this.

And that’s the way I felt about parenthood. You don’t have a choice in the matter. This little person is born and you’re now forever wedded to his destiny, to his safety, to his trajectory. And it’s weird to be wedded to something that you have absolutely no control over. And you really don’t have any true understanding of it. That’s when the movie really started to take shape for me, and I really understood what it was, was when I kind of gave up trying to understand parenting. You can never really know your child.


Mike’s character doesn’t know what his son is, but he’s trying to figure it out. I think as parents, that’s what we do. You realize pretty quickly you have no control over them. You have no control over their safety or their environment or who they become. You can try and project what you want onto them, but that’s usually bad, and so you just try and figure out what they need and help them out. And that’s what he’s doing in the movie.

AVC: Did the movie start from that feeling?

JN: No. This was a unique case in that it started on the genre side of things. It took me a while to figure out what I wanted to say about parenthood. I knew I was feeling these intense things. When my son was 8 months old he had a febrile seizure. You know if you’re in the first year—my wife and I refer to it as the “darkness.” You’re just underwater. Your whole life is changed with that first child. Your social behaviors are all turned upside down, you’re sleep deprived, but eight months in my son had this seizure and it just woke me up to the idea that, oh no, this can end. And it can end in a way that will destroy you forever.


I think that is when I felt an emotion palpable enough to insert into a film. It was odd that at the time I had a sci-fi chase movie built. But I’ve made enough of these things now that that’s how I roll. You take a genre structure and then you just dismantle it by making it specific and personal.

AVC: So how did it start then? Was there always a little boy?

JN: I knew there would be a father-son relationship, I just didn’t know what the hell I wanted to say about it. But it started with this image of these guys driving fast down this dark road with their lights off. I remember standing in my backyard and being struck by this image of a man standing over an open storm shelter door, and that’s where Take Shelter began. Similarly I just saw these two guys driving very fast at night with no lights on, and I just started asking the question, “Where are they going?”


An image pops into your head. Townes Van Zandt talked about that when he talked about writing songs, kind of like a pencil from heaven or something. You’re just struck by these things every once in awhile. I remember growing up and hearing what I think was an urban legend about guys running drugs in the middle of the night down I-40, which cuts across Arkansas, and they would turn all their lights off and put on night-vision goggles. I remember hearing that. I don’t know if it was ever true.

And I was talking to my buddy who’s a filmmaker, David Gordon Green, and I was like, I got this scene for this movie. And he goes, “Yeah, yeah, yeah, Jackie Chan does that in Cannonball Run.” [Laughs.] I was like, “Aw, shit. Well, I’m ripping off Cannonball Run, then, because I’m putting this in my movie.”


Adam Driver in “Midnight Special”

This was just unique in that I had a lot of the fun stuff laid out—spy satellites and other things—before I knew what the purpose of it all was. I think that’s partly because it’s a chase film: There’s a point A and a point B. So the story’s trajectory was pretty clear. You can start with all these fun elements, and then it wasn’t until I had this kind of personal revelation that I went back in and started to tweak the character behavior to support that.


AVC: The ending seems very specific to the characters, so is that always where they were going?

JN: Endings are tricky.

AVC: It’s where you’re taking people.

JN: I think too often in films people think endings are a summation of plot, and I don’t like that. Because once you know where you’re going as an audience member, then it’s like a video game. You’re just waiting for them to get through the levels and beat the bad guy. And I just think that’s boring. I try and focus on endings that are about a resolution of character belief systems or something. It’s just about character.


I think that actually helps give these movies this really strange structure. It doesn’t work for everybody. Some people think that’s incorrect. Some people feel like it’s wrong. And it’s not wrong, it’s just different. But it’s because my plots aren’t motivated by set pieces and plot points, they’re motivated by character behavior.

AVC: In terms of what we learn about characters, this is very minimalist, even by your standards.


JN: Sure.

AVC: It takes a very long time before we learn the relationship between Roy and Lucas, the Joel Edgerton character—why they’re even traveling together or how they know each other. So if you’re thinking about character the whole time, are you giving the actors more than you’re showing?


JN: Of course, yeah. You sit there and you tell everybody, this is where you’ve been. This is how you know each other. They need to know those things. The audience doesn’t need to know them. The characters need to know them because it has to exist in all the subtext of the scenes that come before. You need to know the relationship. Lucas needs to know his relationship to this boy, and to Mike Shannon’s character.

All that stuff is built. The lack of talking about it just comes from a creative choice on my part as a writer. Something I’ve been dabbling with in all my films for a long time. This was kind of the extreme version of it, which is to just treat dialogue as behavior. In a film script, you have lines of dialogue, you have lines of action. “He crosses the room, he picks up the coffee mug.” You’re not going to say, “He picks up the coffee mug because his mother abandoned him when he was 3.” No writer would ever think to do that because it would be stupid. But for some reason writers think it’s okay to do that in the lines of dialogue.


You have to treat the dialogue as behavior, the way you would treat the lines of action. So in that car, moving, they know why they’re there. There’s no need for them to stop and explain that to each other. And you have to create situations that make sense when people do talk. It made sense for me that Kirsten Dunst’s character would come outside and just say, “Who are you?” That felt like an organic moment in the film.

But there was this great scene between Mike, Kirsten, and Sam Shepard’s character on the Ranch, when Sam Shepard’s character—before all this started, several years ago—came to them and told them that he was actually the real father of the boy and he was going to take the boy away from them. It’s a killer scene. But I could never find an appropriate place to have people talk about it. It always felt forced.


AVC: And you weren’t going to do a flashback.

JN: Never. I had to live with the rule. We just don’t get to talk about that. But you’ve got these really great actors, and you tell them that, and I think when they first meet you feel that there’s this sorrow between these two characters. Like they want to hug each other, they want to be together but they can’t be together because of this thing that happened. And they both obviously love the son, so it just makes you wonder what happened. And if I’m going to play by these rules as a writer, I have to be okay with being as much as you get. Maybe a better writer would find an organic way, but I didn’t.


Kirsten Dunst in “Midnight Special”

AVC: Don’t sell yourself short there. I was leaving the screening with a colleague who also really liked it, and—speaking of the relationship between the Dunst and Shannon characters—that he thought that it was about the loss of a child.


JN: That’s why Kirsten’s character is so important. Because she’s the stronger of the two. Mike is the one that’s kind of the relentless protector, but he’s not capable of one very important thing, which is understanding what ultimately has to happen—and Kirsten’s character does. Partly because of what has happened in their past, but also because she’s a mother. They’re the ones that bring these children into the world, and she understands where he needs to go maybe better than the father does.

And it’s a weird narrative structure. It’s a weird thing to spend all this time with the father—it’s a father-son movie, and the mother doesn’t come in until 30 minutes in—and then you do this handoff for these final scenes. I felt like I could get away with it, though. Partly because it felt necessary, because it just didn’t feel like Mike Shannon was the one to do it. So you have this narrative gesture of him leading everybody away from the boy. And from that point on, his life doesn’t matter anymore. And I liked that idea. And that’s what made me feel like I could get away with this, you know, handoff, in the final moments.


AVC: You’ve spoken about Starman as an influence, but there’s a surprising amount of Spielberg in there.

JN: More Spielberg than Carpenter.

AVC: Were there other filmmakers that you were thinking of?

JN: Those were really the main ones. Starman I brought up just because the look of it, but also because it fits very neatly into this sub-genre of a sci-fi government chase film. I mean, and it fits better than Close Encounters Of The Third Kind. I guess E.T. is in there, but Close Encounters is my go-to. I just think it’s one of the best films ever made. I grew up on that film. But also I remember being in high school and flipping through the TV stations, and landing on Starman playing in the middle of the night, and it was the [widescreen] version.


AVC: I think everybody’s first time seeing Starman is on TV in the middle of the night.

JN: Yeah. It’s got those black bars on the top and the bottom and you’re like, what the hell is this? It’s a beautiful film. It’s a beautifully shot film.


AVC: Shot by Donald M. Morgan. I just finished writing about Elvis, which was his first movie with Carpenter.

JN: You can’t help but be visually struck by that movie, and I wanted to borrow a lot of that. We had the music too, which was honestly less Carpenter and more Tangerine Dream. I’ve always looked for thematic pieces of music. I feel like I did it in Shotgun Stories. There’s a little bit of it in Take Shelter, there’s these chimes that you hear. But I thought [David] Wingo knocked this one out of the park.


The first cut of the trailer Warner Brothers sent me didn’t have [the music] in there, and I was like, guys, y’all gotta put that in the trailer. That’s the whole movie. That’s the feel of everything.

AVC: I remember watching the opening scene, when the music started to come in, it was like, “Here we go. This is it.”




JN: That might be the most badass opening I’ll ever make of a movie. The first time I showed the movie to Kirsten Dunst—she’s kind of funny, I like her a lot—she turned around in the theater when that title card came up, and she’s like, “That’s so badass!”

AVC: You open in medias res, just as the story gets exciting.

JN: My wife and I were going to a movie one night, we were going to see a Pirates Of The Caribbean movie, and we were running late. We ran in the movie theater, we’d missed the trailers, so we sat down and started watching the movie. And I was like, “This is the best movie I’ve ever seen. This is incredible.” And 15 minutes later, it ended.


We’d walked into the wrong theater. We’d just watched the last 20 minutes. But I knew exactly what was going on. And the climax became the opening set piece. I was like, “This is rad! Where are these skeleton people coming from under the water? This is great!” It should’ve just started there. And honestly, I’m not joking, I kind of had that in my mind. I was like, “Well, let’s start three-quarters of the way through. Let’s do that and see what happens.”