Steven Bernstein, ASC, was born in Buffalo, New York. During the early 1980s, he was in the first wave of the music video revolution that was sweeping through England. That led him to opportunities to shoot many commercials. He segued into shooting independent movies, and organized a film cooperative in London, along with Gabriel Beristain, ASC. They shared camera equipment, editing suites, information and human resources with other cinematographers and independent filmmakers. Bernstein moved to Los Angeles during the mid-1990s. His subsequent body of work includes an extraordinarily eclectic range of some 25 narrative film credits, including The Waterboy, Monster, Murder at 1600, Scary Move:2, Mr. Jealousy, White Chicks and the upcoming One Night With the King.  

QUESTION:  Some people think you were born in England. Let’s start by setting the record straight. Where were you born and raised?

BERNSTEIN: I was born in Buffalo in upstate New York. 

QUESTION: Did you have a boyhood interest in photography?

BERNSTEIN: My brothers and I decided we were going to make a movie. We got a cheap and really old 9.5 mm camera.  Unfortunately, you couldn't get any 9.5 mm film, so we'd pretend to make movies and convinced neighbors to play characters in them. We also had a still camera, but I could only afford to get the film processed about once a month, so every picture had to count.

QUESTION: Did you plan to become a filmmaker?

BERNSTEIN: I wanted to be a poet.  I got very interested in semiology (the art of using signs to signal or express thought) and structuralism…which is a school of English academia where you examine the nature of language and how it’s encoded. I was interested in the English language, and other languages, especially film. My interest in film language eventually led me to cinematography.

QUESTION: Can you be a bit more explicit?

BERNSTEIN: Words are simply a collection of sounds that we have arbitrarily decided have a code or meaning. I remember that I was writing an essay when I realized that images work the same way that spoken words do. That was around 1976 when I was living in London. The city was filled with independent film companies. There were independent films from France, Italy, the Far East and the American New Wave.  I became very interested in understanding what it means if a cinematographer puts a light on a subject from a particular angle. What does it mean if a light comes from below or from behind a character, or if a cinematographer uses particular gels? I also wondered about composition. All of these things make an impact on the audience that is difficult to quantify. The more I tried to quantify it, the more complex it became. It was a fascinating area of study. I was hanging around with a lot of other quasi-literary-aspiring intellectuals. Everyone was interested in structuralism, particularly at the British Film Institute and in some literary magazines. I was young, and academically inclined, so I naturally followed that lead. I began working at the BBC, initially as a writer and producer, but I noticed that the cinematographers I met didn't have to deal with above the line politics. The BBC trained me as an assistant cameraman and cinematographer. One week I was working on a documentary and my next job was in the studio on a talk show or a Shakespearean drama. I worked on projects with John Gielgud, Tony Richardson and others who became famous.  It was a wonderful education.

QUESTION: But, you did move on to other things?

BERNSTEIN: An early form of music videos became popular in London before MTV. I borrowed a camera and began shooting music videos. There were storyboards and directors with visions, but you could experiment with lenses, filters, exposing different films in different ways, camera movement and everything else. Eventually, I bought a CP16 camera and shot hundreds of music videos. Maybe half were 16 mm and the rest were 35 mm. They were very rarely done in video. I remember times when I worked until midnight on a music video, and then I slept for two hours, grabbed a cab across town and started another one at three in the morning. I’d catch a plane later that morning to shoot a commercial. 

QUESTION: How did you get into commercials?

BERNSTEIN: It was a natural segue from music videos. I worked with Tony Kaye on a lot of commercials. He was a huge influence. Tony was a bit eccentric, but he was a brilliant artist who trusted his instincts and didn’t worry about what other people thought.  We did a commercial for British Solid Fuels that won the Cannes Golden Lion Award. After that I was inundated with opportunities at a time when Britain was the commercial capital of the world. We were shooting commercials for the big screen as well as for television.

QUESTION: How did you get to shoot narrative films?

BERNSTEIN: I believe my first film was around 1976. The London Co-Op was making some mainly bad, low budget films. Everyone else wanted to direct, so I claimed I was a cinematographer. My first film was called The Druids of Stonehenge. We went to Stonehenge early in the morning, and I used a CP16 camera to film three bankers who were dressed as Druids. My breakthrough opportunity happened during the mid-1980s with the emergence of Channel 4, which featured independent films.

QUESTION: What about the film cooperative you organized?

BERNSTEIN: I bought a piece of property at Silver Square, in London, and organized a little cooperative. Gabriel Beristain (ASC) joined me very early on.  We had some camera equipment, a few editing suites and a lot of ideas. We mentored younger people, including John Mathieson (BSC), who started as a runner when he was 19 years old. The BBC started sending us people to train, and our little co-op became much bigger than we had intended.

QUESTION: Did you have any other formal education in filmmaking?

BERNSTEIN: “Gabby” (Beristain) and I taught each other, but I was mainly self-taught by studying paintings and other cinematographers’ works, including everything that Freddie Young (BSC), Nestor Almendros (ASC) and Raoul Coutard did, and Vittorio Storaro’s (ASC, AIC) work on The Conformist. By then, I had shot documentaries, music videos, commercials and independent films.   

QUESTION: You shot Moondance around this time.

BERNSTEIN: Moondance was a little Irish film.  It was about two brothers whose parents had died. They lived alone in an abandoned house in the western part of Ireland. A German girl came to stay with them and the brothers both fell in love with her. It was a beautiful film that got a lot of attention.

QUESTION: What brought you back to the United States?

BERNSTEIN: “Gabby” moved to America where he began shooting films. He kept writing me letters saying I should come to America.  I was still doing okay. I had shot four feature films in the U.K. in four to five years and a lot of commercials, but things were slowing down. I came to the U.S. to finish shooting Like Water for Chocolate in Mexico after “Chivo” (Emmanual Lubezski, ASC) had to move on to another obligation. It was supposed to be a few inserts, but it stretched out for five to six months. I made a mistake by not talking with Chivo once I realized it was going to involve more than shooting a few inserts. I later apologized to him.

QUESTION:  You moved to Los Angeles around 1995.  What was it like?

BERNSTEIN: It was very difficult, because I wasn't in the union, and even though I was born in Buffalo, I wasn’t an American citizen. I moved my family to Los Angeles and went for about four months with no work. Many people were very kind, “Gabby” in particular. Andrew Lane let me do a non‑union, independent film with a temporary work permit. He was the director, and the film was The Secretary.

QUESTION: What was that like?

BERNSTEIN: It was hard for me, because I had been a shop steward in England. If I remember correctly, the union wasn’t trying to organize low budget films at that time.  The next film that I did with him was in Florida. It was called Trade Off. That film got organized, which was how I got into the union. Mike Ferris was my camera operator.  I helped organize a few other films after that.  One was Christmas in the Clouds in Utah. The producer, who is no longer in the industry, had the police throw the union organizers off the set. We told him, if you don’t let us organize, we're all going to walk. We made an equitable agreement which benefited everybody, including the producer, because of the ability of the crew. 

QUESTION: How did you find work when you were just getting started? 

BERNSTEIN: You do it one picture at a time. I happened to meet Noah Baumbach at some social gathering at his cousin's house. We began talking about movies that we had both seen and bonded. We did an independent picture together called Kicking and Screaming. He was a first-time director, but the film got good reviews. Later we did Mr. Jealousy and went on to do another film called Highball.

I gradually became better known among independent directors and producers. I also got an agent who got me my first jobs on studio films. I shot a comedy called Bulletproof with Adam Sandler and Damon Wayans. The best part was that the director was Ernest Dickerson (ASC), who is a great cinematographer. Ernest is a remarkable individual who has become a great friend. 

We had a great time doing Bulletproof.  Some of the best scenes I've ever shot are in that movie. There is a chase sequence through thick woods in pea soup fog, which is really exciting. The producer kept saying, why are you guys going to all this trouble?  This is a comedy.

QUESTION: Have you worked with Ernest on other films?

BERNSTEIN: We worked together a few years ago on Big Shot: Confessions of a Campus Bookie, a television movie. Damon Wayans went on to direct a film that I shot last year called Behind the Smile. I also worked with Adam Sandler on The Waterboy, which had technically very complex football sequences.  Ira Shuman was the producer, and I've subsequently done six movies with him.

I’ve worked in two parallel worlds, worthy independent features and big budget, studio comedies. One of the saddest and proudest days of my life was when I dropped my son off at Vassar when he was starting college. He told his roommate that his dad worked in Hollywood. The kid had never heard of any of my films. But, as I was leaving, they started watching a video of Half Baked, a very low budget film I shot back in 1998 that has become kind of a cult favorite. 

QUESTION: You also did Scary Movie II. You have managed to work on many diverse types of films with big and small budget, funny, scary and dramatic.

BERNSTEIN:  I'm a very serious, unfunny individual but Adam Sandler and Damon Wayans decided I can make people laugh and create an atmosphere they like on the set. After that, my phone began ringing every time someone was shooting a comedy.  The irony is that I wanted to be known as a dark artist who was looking into the shadows of the human condition. Ultimately, the studios are looking for someone who is a safe bet. They can say, I hired him to shoot this comedy because The Waterboy made $250 million dollars; or I hired him to shoot this fright film, because Scary Movie 2 made $170 million dollars.  I did second unit for “Gabby” on S.W.A.T. That led to me doing second unit with him on Blade Trinity.  Word got around that I could do films with visual effects. 

QUESTION: It sounds like an ability to develop relationships is important?

BERNSTEIN: A lot of it comes down to relationships. When I was doing independent films with Andy Lane, I met a producer named Clark Peterson. He called me up a few years ago and said, we're doing a little film in Florida and we need a cinematographer who can work with a very intellectual director.  We're scheduled to begin shooting in two days, and we’ve lost our cinematographer. Can you come to Florida? That’s while I was working on the S.W.A.T. second unit. I went to “Gabby” and the producers and they were great about it. I went into Florida, met Patty Jenkins, the director, and shot Monster.  That film was a huge success. Now, if someone is doing an independent film about suicides they ring my phone, because I’m a safe choice. Fortunately, people have a hard time defining me, because I have worked on so many different types of films. That puzzles some people who aren’t cinematographers. They ask how could the guy who shot The Waterboy also shoot Half Baked, Monster and The Wood, because those films are all so different.  What it comes down to is that you have to sublimate yourself to the material and do what works for the audience. When I shot Monster, I handheld the camera, underexposed the film and printed it up to give it an edgy, grainy look that isn’t obvious to the audience. That set the tone for Patty’s (Jenkins) story.

QUESTION: How do you explain the relationship between a director and a cinematographer when people who are outside of this industry ask about it?

BERNSTEIN: That's a very good question.  I think of it as kind of a marriage. You start every new relationship with a director full of enthusiasm thinking it's going to be ideal.  It begins with preproduction meetings. Sometimes that’s when you discover they have a vision for the film that is different than your own.  Sometimes you have to be willing to protect them from themselves. That’s the nature of all complex relationships. If you merely say that your job is to serve the director and do everything they want, then you are not serving them at all. Ultimately, great ideas are wrought from a certain amount of conflict. I’m reluctant to use the word conflict, because it sounds adversarial, which I never am.  What I meant to say is that you have to be willing to challenge each other. I think that the director of photography must be willing to say to a director, I see what you want to do, but there might be a different way of doing it.  What do you think about this idea?  Ultimately, the director might say, no, we're going to do it my way. Then, that’s what you have to do. I remember being on a set on a comedy, and telling the director, I thought it would be better to do something another way. He asked me why? Will it make the film funnier, or was I embarrassed that it won't look good enough? I thought about it and realized that he was right.

QUESTION: Do you have additional thoughts about the marriage analogy?

BERNSTEIN: When you decide to marry somebody, you're not just committing to have a good time together.  What did Oscar Wilde say about that? It was something like marriage is the triumph of hope over experience.  That’s what you have to do in your relationships with directors. You have got to say, I'm going to stick with this no matter what. I'm committed to it, and we're going to see it through together. I’ve learned that you have to constantly examine your own motivations, and ask yourself what's best for the movie and commit to making that work.  I think if you help make the best possible film, it reflects the best on you. 

QUESTION: Are there other people who influenced your thinking?

BERNSTEIN: I was a graduate teaching assistant at the University of Maryland for 18 months. That’s where I met Bob Kolker, an important mentor, who taught me a lot about film theory, as did his book, Film, Form and Culture.

QUESTION: You wrote an interesting book yourself, called Film Production, which is a best seller at film schools. We were wondering how you describe your job to new acquaintances.  Do you consider yourself an artist, a technician or both?

BERNSTEIN: I think that’s a very important distinction. I don’t want to sound pretentious, but if you consider the nature of art, it is meant to give us a different set of eyes to see the world. I want audiences to respond viscerally. I think that cinematography works very much like music in that it is difficult for us to measure or quantify why audiences respond to what we do.

QUESTION: Could you dig a little deeper into that analogy?

BERNSTEIN: I can sit in dailies with an audience limited to people who are working on the film, and see them physically and emotionally responding to the images; but it is very difficult to quantify what they are responding to…is it just the performances, or does the way light or maybe a shadow plays on a face, a camera angle, or is it the sum of everything that everyone contributes?

QUESTION: That’s an interesting question, because chances are if that scene is mentioned in a movie review, it will just be about the performance.

BERNSTEIN: Part of the problem lies with our collective culture. Films are generally reviewed like theater rather than as a unique art form. Cinematography and music usually aren’t recognized in reviews, other than a critic saying that it was beautiful. Unfortunately, many reviewers don’t understand how decisions made by the director, cinematographer, editor and composer combine to make a profound impact on the visceral reactions and intellectual responses of audiences. I didn’t read a single review about JFK which discussed Bob Richardson’s (ASC) use of a Super 8 camera, and yet it made a profound impact on important scenes.  

QUESTION: Let’s change the topic. How do you put a crew together? Is it the same people when you can get them, or does it depend on the project?

BERNSTEIN: I've got a very unique crew. They’re a bunch of intellectuals. I found a grip named Vidal Cohen, who is an ex‑Marine. He served in the Gulf War. He is one of the smartest people I know.  He is erudite, well‑read, thoughtful, incredibly kind and very easy to get along with.  My camera operator, Mike Ferris, has worked with John Cassavettes, and he has read every book you can imagine about cinema.  He’s well-spoken and sophisticated.  Ted Hayash, my gaffer, has worked with me on many independent films.  Erik Emerson, my camera assistant has taught skydiving for years. Vern Nobles has also worked with me as a camera operator many times. I try to create an atmosphere for my crew that's conducive to creative expression.  This goes back to when we were talking about me working with Tony Kaye. He was always willing to listen and take risks. 

QUESTION: Are there other characteristics you look for on your crews?

BERNSTEIN: None of the people on my crews are combative.  They're skilled, smart and have multi-faceted experiences in life as well as in films. They are like my family, which was kind of dysfunctional. The other thing is that they’re incredibly supportive.  We went to India together to work on One Night with the King. Originally, they planned to use an Indian crew, but there were no problems when I explained why I wanted to bring my own people. We spent six months in India together.  We all got the same diseases and spent time at the same hospitals.

QUESTION: How did you happen to shoot One Night with the King?

BERNSTEIN: Mike Ferris invited me to visit a set where he was helping them shoot some audition tests on a stage in North Hollywood. He said it was a $70 million dollar period film that they were going to shoot in India. I was sitting there watching them do this test with an actress with one little light off to the side. I couldn’t help myself. I said, why don’t you put one light here and another one there, and turn them on and off?  That way you can see contrast and get an idea of what the contours of her face reveals. This guy began talking with me and telling me about the film.  I thought we were just chatting.  I figured he had to be a P.A.  who had a lot of time on his hands. When I was leaving, Mike told me I had just spent two hours speaking with Michael Sajbel, the director.  I got a call the next day asking me to come talk with him about the film. It sounded like a great adventure. 

QUESTION: What attracted you to do that film?

BERNSTEIN: A couple of things.  The script was very good, and they wanted to make an old fashioned, epic film. It’s the bible story of Esther set in the fourth century with epic battle sequences of enormous scale. They told me that the Indian army was providing three battalions of soldiers as extras, and all the costumes were going to be hand-made and authentic to the period. They also told me Omar Sharif and Peter O'Toole had signed on. I suggested a DI (digital intermediate), and they agreed. They also agreed to let me bring my crew.

QUESTION: What kind of preproduction did you have?

BERNSTEIN: Two weeks in the U.S., and then five weeks in India. We found this wonderful 400 year old fort that we used as a location. I said that I want to light it at night with torches. We’re talking about a three mile area.

QUESTION: What did it take to light that big of an area?

BERNSTEIN: We worked out the math with Vern (Nobles) and a mathematician. We came to the conclusion that we would need 3,000 torches.  About four days later these trucks began arriving along with camels pulling carts.  They had all of these sticks with rags around the top.  They had made 5,500 torches. We lit entire night scenes at the fort with kerosene torches. I lit virtually the whole film with mainly available light. We had scenes with 2,500 extras. There’s a dinner scene with a table long enough to seat 1,000 people on each side. 

QUESTION: We there any problems shooting in India?

BERNSTEIN: We had some problems getting camera equipment and dailies through customs in a timely way. There were also some unique problems, including having monkeys overrunning our sets and taking our lights away.

QUESTION: Why did you want to use a DI?

BERNSTEIN: This is a film about big ideas with big scenes that called for scope. We decided to compose in 2:4:1 aspect ratio in Super 35 format. I’ve always advocated anamorphic, even though the lenses are inferior to spherical lenses, because is one less generation in postproduction. That’s not a concern with DI, because you go straight from the digital files onto 35 mm film in wide screen format. 

QUESTION: Did knowing there was going to do a DI affect how you shot?

BERNSTEIN: Absolutely, especially on wide, exterior shots. I’d typically expose the film to hold details in the clouds, because I knew I could fix the sky in post. Some interiors were lit entirely with torches, because I knew we could add fill in post. Sometimes, I underexposed (Kodak Vision2) 5218 (film) by three and a half to four stops, knowing that the negative would hold details in the shadow areas.  I took digital stills of those setups and manipulated those images with PhotoShop. Those images were to the lab in Los Angeles with the film as a reference for the timer.  At an earlier time, I might have thought about preflashing or using a skip bleach process on the negative. Instead, I planned to desaturate some colors and tonal qualities in DI. The production and costume designers reduced their color palettes, but I also knew I could crank those colors down on sunny day shots.  

QUESTION: This film sound like it was like an amazing experience.

BERNSTEIN: Just imagine this. I was sitting outside one day, and Peter O'Toole came out of his tent dressed as a fourth century prophet. He sat down next to me. His eyes were absolutely riveting. He looked at me and said, dear boy, you're doing a rather good job. We began chatting. I asked if he minded if I asked him about Lawrence of Arabia? That began an hour long discourse while we were waiting for some camels to be positioned. He told me everything that I've always wanted to know about the first film that made me think about cinematography. That was a wonderful experience. It was the same with Omar Sharif.  It was the first film that the two of them had done together since Lawrence of Arabia.

QUESTION: Did you shoot at all on stages?

BERNSTEIN: The only sets were built at a Rajah’s palace in northern India, where we shot about half of the film. We shot about a quarter of the film at exterior locations and another quarter at the ancient fort which I mentioned earlier. I loved visual effects, but when you see this fort, where battles were fought hundreds of years ago, you’ll see what I mean. The walls are moldy and pockmarked with scars left by cannonballs and windstorms. You can’t create that patina with CG images.

QUESTION: It definitely must have been a different type of experience.

BERNSTEIN: We stayed at the Rajah’s palace. It was enormous. My bedroom was 3,500 square feet. I had a heck of a time finding the bathroom late one night, walking around opening doors leading to little rooms.

QUESTION: What were you saying earlier about everyone getting sick?

BERNSTEIN: They had a drought which lasted for years. There were places around the palace where the elephants and camels grazed, so there was a lot of unhealthy dust in the air, which you couldn’t avoid breathing. 

QUESTION: Was supervising the DI in your contract?

BERNSTEIN: No, it was a verbal agreement. There were days while we were shooting that were stressful, because they were talking about how costs were running higher than anticipated. I kept thinking, there goes the DI. This is one of the important issues of our times. The cinematographer has to be there at the DI, and we have to be paid.  We need to stick together on this issue, because it affects everyone. If they don’t respect cinematographers, they won’t respect the crew.

(Note: We completed this conversation before the DI sessions at Technicolor.  One Night with the King is scheduled for release in December.)