“It could be, as it turned out, an inordinately complicated movie about people trapped in a closet.”

David Fincher hasn’t made a lot of movies throughout his twenty four-year career as a film director – just ten so far – but he hasn’t made an uninteresting one yet either. A “lesser” Fincher film is still guaranteed to be more intricate and distinct than many filmmakers’ best work, but thankfully he’s only delivered one “lesser” film so far.

And no, Panic Room is not that film.

His 2002 single-location thriller is a fun, tight piece of pop entertainment with a top drawer cast and some memorable sequences. It’s also inexplicably yet to be released on Blu-ray. The 3-disc special edition DVD from over a decade ago can still be found though – at a terrific price too – and it features a commentary track from Fincher that is worth a listen.

Keep reading to see what I heard on the Panic Room commentary.

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Panic Room (2002)

Commentator: David Fincher (director)

1. He’s a fan of Columbia Pictures’ opening logo with the Annette Bening lookalike holding the torch. “It’s okay as logos go. It beats New Regency.”

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2. The idea of the title sequence – credits that appear to have weight and mass in against the city-scape – had been with him for years. “I just started thinking, if you see a street scene or you see a forest or whatever, and you see titles over it, is it meant to imply that the titles are actually there and are visible to the people meandering through the frame?” The other option he sees is that the letters are some kind of internal monologue for the viewers to give them an idea of what’s to come. “If you’re gonna see NYC and you’re gonna see letters, what if they just felt like they were in three dimensional space, available there to be photographed? You gotta stay away from 42nd St because that’s where all the Spider-Man titles are.”

3. One of the things that drew him to David Koepp’s script was that it “was not precious. I have a tendency to make things precious anyway, so I have a deep respect for narrative freight-training that David has. He just wants to get on with it. It’s popcorn movie-making, but it’s good B-movie stuff.” I’m pretty sure this a compliment.

4. He has a more vivid memory of The Road Warrior than he does of Gandhi.

5. “I definitely felt after Fight Club that I had just spent two years of my life waiting for trucks to be unloaded.” The film featured multiple locations, many for very short scenes, so the appeal of a film focused in one house was strong.

6. Ann Magnuson’s character of Lydia Lynch was thought of as “by way of Anna Wintour.” They had a special piece of jewelry made for her inscribed with the words “In Escrow,” but it’s never visible in the film.

7. The single-take walk-through scene of Meg (Jodie Foster) touring the home was meticulously conceived with pre-viz storyboarding that even included where the mirrors would be. “That part of it was the least of our problems.” He says pre-viz requires “a degree of intestinal fortitude” that he’s not even sure if he has anymore.

8. He was on a plane after having just agreed to do the film when he noticed Ian Buchanan sitting across from him. He thought to himself, “I know that guy, he was in this music video I did,” so he asked him on the spot if he was interested in playing the realtor, Evan Kurlander. “It’s way beneath your dignity,” he told him, “but you’d be perfect for it.”

9. They had originally cast a girl for the role of Sarah who was “very feminine and girlish and all those things, and just irritated me beyond belief.” (Fincher doesn’t name her, but it was apparently Hayden Panettiere.) He saw an audition tape from Kristen Stewart along with a Porsche commercial she had done and really liked her “tomboy-ish, androgynous quality.” He compliments her acting as just “being” and says “she’ll probably never end up on E! Entertainment Television” as a child actor cliche.

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10. A visual theme for the film was to show viewers that the camera can go anywhere in order to capture an all-access look at the characters and events. “The camera is free of the constraints that the characters in the movie have to deal with.”

11. The set was designed by Arthur Max who had worked with Fincher before on Seven and several commercials. “When I gave him the script I think he was expecting more. He had just finished Gladiator. He never lost his patience even when I told him ‘you gotta build it all as a house, and I gotta be able to move any wall and make it go anywhere, and I gotta be able to put a camera wherever I want.’” It cost roughly $6 million.

12. They wanted the “whole diabetic thing” to be kept as subtle as possible.

13. The watch that Sarah is wearing is supposed to be a blood sugar level monitor. He says there are actual prototypes in the real world, but ”it doesn’t actually exist. We took a wild surmise at where the technology might go.”

Laser Physics Adjuvant Therapy Home Watch of Wrist of Diabetes, Hypertension, Cardiovascular Disease, Etc

14. The family photos include real ones belonging to Stewart. “I always find it irksome when you see a family in movies, and they have photographs of themselves, and it looks like they were literally taken 72 hours before the movie.” Yes to this. Just as bad in my opinion are when photos in a film are clearly just frame grabs from the film itself.

15. The tracking shot of Meg in the bathtub required multiple takes with various pieces of hardware until they finally did it with a motion-controlled camera. “It needed to be a slow and regal camera move.”

16. He points out the scene where a drunken Meg tries to setup the alarm system as one of the ones they filmed with Nicole Kidman before she was injured and had to leave the production. He says it was interesting to plan a shot with one actor only to actually film with another. “Physicality does come into how you plan for things.”

17. The camera shot that pulls away from a sleeping Meg to travel down several flights of stairs to the front window, through the kitchen and then back up through the ceilings and floors was called “the big shot, only because we weren’t very imaginative when we were trying to think what to call it.” He thinks “it may have been a mistake to smooth all of this out,” referring to this whole shot being modified on a computer afterwards, but says ultimately he likes the precision.

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18. The “big shot” is the most expensive in the film and took two weeks to film.

19. He wanted to show a burglary sequence from the POV of fish inside a fish bowl looking out and seeing the cats.

20. He first met Forest Whitaker when the actor was working at Propaganda Films and directing music videos. He loves what he brings to the role here, “a worn quality, he wears it and it becomes like an old glove on him. He’s not interested in sparkle, he’s interested in making something look like it’s gotten there through years of abuse.” He praises Whitaker’s performance in Ghost Dog.

21. Dwight Yoakam was “very amused” that Fincher wanted to cast him as someone named Raoul.

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22. Test screening audiences began squirming as Meg began to pee.

23. Fincher previously worked with Jared Leto on Fight Club after the actor’s manager suggested the actor was keen to work with him. He was “struck by how good-looking he was and so decided the only useful part for him in the movie was Angel Face where he gets his face beaten off.” His character here is based on people who suffer from “trust fund-itus,” and it was Leto’s idea to go with corn-rows.

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24. Fincher loves Leto’s sense of humor. Take that critics of Leto’s Joker pranks on the set of Suicide Squad!

25. The film’s sound mix was incredibly complicated, and it’s all because of sound designer Ren Klyce’s “psychotic attention to detail.” This is referred to as a “pot meet kettle” comment.

26. Fincher does not have his own panic room as he hopes to never own anything so valuable that it requires such a room “or B, feel so despised that I’d have to protect myself from this kind of violence.”

27. He doesn’t believe the Joe Pesci line was initially meant to be a reference to Home Alone and instead believes it was a comment on Raoul’s “general thuggishness.” Besides, he thinks this movie is more “Rear Window meets Mousehunt.”

28. He says he chose Seven because “I read it and thought ‘Ah fuck, I gotta see this movie, and I’d kick the shit out of this.’” He adds that it helped that he wasn’t getting much in the way of offers. The Game meanwhile came from his love of puzzle movies like The Stunt Man and The Sting, and Fight Club was an adaptation he needed to be a part of after reading the novel. He makes no mention of Alien 3.

29. The scene where Burnham (Whitaker) drills the hole through a pillow sending feathers into the air required several takes (shockingly) which meant the feathers had to be vacuumed up between takes. “Feathers are not real cooperative.”

30. He shot 1.2 million feet of film on Panic Room. “It was more involved than it needed to be.”

31. He’s unconcerned with the possibility of this being “a footnote movie” in his filmography. “People get too caught up in the legacy that they’re leaving.” He’s fine with this being a lurid thriller. “It’s not supposed to be that important.”

32. Andrew Kevin Walker, the writer of Seven, cameos as the porn-loving neighbor across the street who they try to ask for help via morse code. Fincher joked with Koepp about this visiting writer coming to the set for re-writes.

33. He hated the sequence in the script where Meg tries to grab the phone and accidentally knocks it further away and hits the lamp, but Koepp convinced him the scene works for a movie like this. Fincher relented after deciding he could only do it in slow motion. “If you’re gonna pander, pander.”

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34. They had looked at Foster before Kidman, but she wasn’t available as she was in pre-production on Flora Plum. After Kidman’s injury became too serious Fincher heard Foster’s film had been shut down due to Russell Crowe’s injury and was overjoyed.

35. Kidman cameos as the voice of Meg’s husband’s girlfriend on the phone.

36. Fincher says Yoakam is an actor you’d want to be cautious of because he’s a very enthusiastic performer. “I would never hire Dwight to play a character who has to garrote somebody. If he has to… it shouldn’t be one of your principles. Or if it is it should be the last couple of days of shooting.”

37. They toyed with the idea of casting someone like Mel Gibson in the role of Meg’s ex-husband, Stephen (Patrick Bauchau). Fincher liked the idea of audiences seeing him and thinking “Oh my god Mel Gibson’s here, everything’s going to be okay,” only to watch him be progressively abused from that point forward.

38. The shot of the broken glasses is Fincher’s homage to the poster for Sam Peckinpah’s Straw Dogs. He’s a big fan of what he calls the director’s most brutal film.

39. Foster was pregnant during filming, and “Unfortunately, in real life, she was about 4 and a half months” along during some of her character’s rougher scenes. During a chunk of the film Foster’s stand-in/stunt woman was on-set more often than the actress.

40. Fincher references “103 takes” of the shot of the bag sliding across the floor. This is probably not an exaggeration.

41. The scene where Raoul gets his hand caught in the panic room door was added at Fncher’s urging. He felt for all the talk of the door’s strength and speed “you gotta maim somebody.” Koepp wasn’t sold on the idea because he wasn’t sure who to do it to and what they would do afterward, asking “What’s he gonna do, spend the next scene just screaming and writhing around in pain?” Fincher replied “Well what’s wrong with that?”

42. Fincher wanted to do a shot of the door opening to reveal Raoul’s finger pieces “like crushed grapes” fall to the floor. “I don’t know why I thought the MPAA would ever allow us to do it.” They had the finger nubs built but didn’t use them to that degree. “They looked like dachshund turds.”

43. He asked Gavin de Becker to consult on the film, and the security expert’s only real concern was that the film would show the panic room door fail. Fincher assured him that wouldn’t happen.

44. The panic room in the film is more elaborate in its design than real ones. “We wanted something like Hitler’s bunker or Saddam Hussein’s. It needed to be a little extreme. It’s a little Ernst Stavro Blofeld.”

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45. Meg puts on a sweater because Foster’s pregnancy was getting too difficult to hide. “There’s a certain point where the titty fairy had done too much work, and we couldn’t shoot her in the singlet anymore.” He credits Robin Williams with the “titty fairy” joke.

46. Fincher first met Foster in regard to her playing the Sean Penn character in The Game – she would have been Michael Douglas’ daughter instead of his brother.

47. Stewart was eleven years old when production began, and she grew three inches throughout filming. “She started out about an inch and a half shorter than Jodie and ended up being a little bit taller than Jodie.” It caused some issues with re-shoots as she looked so different. “There’s a big difference between eleven and twelve.”

48. They did multiple re-shoots for various reasons including injuries, make-up issues, and “problems with Panavision and their lenses.”

49. Fincher didn’t like the idea of Meg killing Raoul as it seemed “immoral.” he recognized it would have been a catharsis for the audience. “She hits him in the side of the head with a sledgehammer, like, what more does a girl gotta do? It just seemed to me like they were gonna need enough therapy to overcome what they actually had to go through that if she had to do all of this and execute somebody it would just make it too terrible.”

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50. He warned the marketing department not to test the film as “from the director of Seven and Fight Club and the star of The Silence of the Lambs,” but they did just that. Test audience comments confirmed his concerns as many of them expected something darker. “This movie was too light for them. It’s that same old thing you get with a focus group which is a little bit of power is too much power.” They also wanted Burnham to live so the studio tried pressuring Fincher into re-shooting the ending to make that happen, “but I couldn’t really stomach that. It seemed like it would be wussing out.”

Best in Context-Free Commentary

“B-movies are kind of, in a weird way, the most memorable movies.”

“I think actors like to be part of deciding where they go and when. As ridiculous as that sounds.”

“The relationship between director and actor is so often just showing them the back of your hand and letting them sniff it so they know that you’re not trying to hurt them.”

“I guess people urinating in the middle of the night is something only I’m familiar with.”

“I’d rather be prepared and bored than excited and hemorrhaging cash and looking like a fucking moron.”

“Anamorphic lenses are just wildly stupid ideas.”

“Jodie Foster can play a lot of things. Stupid ain’t one of them.”

“I guess this movie is sort of brutal. But hopefully all in good fun.”

“We had 2 or 3 instances where people had to be escorted to their cars by security because they were at their wits end.”

“Sometimes what the audience wants is not the best thing for a movie.”

“You’re not going to take Leprechaun and turn it into Chicago with a couple more weeks of editing.”

Panic Room (Three Disc Special Edition)

Final Thoughts

The best commentaries are those featuring both John Carpenter and Kurt Russell, but a close second are those with David Fincher. He’s just a fascinating filmmaker capable of speaking intelligently and constantly about his film’s production. His film knowledge means his chatter is also filled with references to other films, and his honesty means he’s also never less than entertaining. A great commentary for an under-appreciated little thriller.