Based on one of a series of popular novels by author James Patterson, the 1997 thriller Kiss the Girls proved to be a surprise hit at the box office. Directed by Gary Fleder and photographed by Aaron Schneider ASC, the film’s hero was forensic detective/psychological profiler Alex Cross (Morgan Freeman), whose studied intellectual deductions lead to the safe rescue of many women imprisoned by a demented sociopath. Its success sparked Paramount Pictures to greenlight a follow-up — Along Came a Spider — which is actually based on the first Cross adventure, thus making this a prequel to Kiss.

Following the death of his partner during a police operation, Cross becomes withdrawn. But when a kidnapper who has snatched the young daughter of Senator Thomas Dunne (Anton Yelchin) issues the detective a direct challenge to catch him, Cross once again goes into action. In a nod to the infamous ‘crime-of-the-century’ kidnapping case that led to the death of aviator Charles Lindbergh’s child, his nemesis — schoolteacher Gary Soneji (Michael Wincott), — dubs himself "the son of Lindbergh." He leaves copious clues for Cross, who logs heavy computer time to crunch the data necessary to puzzle out Soneji’s challenge and ultimate goal. The federal government both helps and hinders his efforts, as Cross crosses paths and swords with FBI agents while working with Jezzie Flannigan (Monica Potter), the Secret Service operative charged with safeguarding the missing girl. Even after Soneji’s capture, the kidnapped girl remains missing, and Cross must delve ever-deeper into mysteries of motivation and character for those around him in order to resolve the situation.

Though Along Came a Spider was initially put on the fast track to theaters by Paramount mandate, the project was dealt a setback when Kiss the Girls director Fleder opted out, electing instead to helm a feature-length expansion of his short film Impostor. Producers Joe Wizan and David Brown had already secured the services of star Morgan Freeman and his Revelations Entertainment production company and next approached Lee Tamahori. After directing Once Were Warriors (cinematography courtesy Stuart Dryburgh) in his native land, this New Zealand-born filmmaker had gone on to helm The Edge (Donald M. McAlpine, ASC), Mulholland Falls (Haskell Wexler, ASC) and more recently, an episode of HBO’s gangster saga The Sopranos. In turn, Tamahori hired Matthew F. Leonetti, ASC whose credits as a feature film director of photography date back to Breaking Away, and include Eyewitness, Poltergeist, Fast Times at Ridgemont High and Strange Days. Leonetti also shot Mortal Kombat: Annihilation for his brother — director/cinematographer John Leonetti, ASC — as well as several films for Walter Hill, including Another 48 Hrs, which was also a Paramount production.

"My relationship with Paramount goes back a number of years — with Dead Again and the last couple of Star Treks [First Contact and Insurrection]," acknowledges Leonetti, during a conversation between sojourns to Las Vegas and Hong Kong for the shoot of Rush Hour 2. "I also knew this film’s co-producer, Marty Hornstein, from Trek and other projects there." Leonetti interviewed with Tamahori in late 1999, and quickly ascertained that the director "didn’t want a really dark moody film. Kiss the Girls had taken place in a cave, so in that instance the darker look was more in keeping with the material. But this picture didn’t call for that feeling throughout. Instead, the director wanted to be selective and pick the times when it should go moodier and look a little bit scary, a strategy I agreed with. This also lets our film stand on its own instead of leveraging off the last one.

"I felt that this movie was character driven and much more of a psychological thriller, with less reliance on effects and action. The film often features people talking in rooms, or Alex Cross on a phone with the kidnapper, so the photography was done with a mind toward accommodating this approach, which called for very little in the way of subjective camera or big moves." However, Leonetti shot this crime thriller in anamorphic with Panavision gear, employing prime lenses throughout. "I only rarely use zooms," the cinematographer remarks, "and that’s because of the need for so much more light; I hate being limited to work at F4.5 or 5.6."

Many sequences of Along Came a Spider feature Cross in frame together with agent Jezzie Flannigan. Leonetti was tasked with negotiating an appropriate lighting scheme that would favor both Morgan Freeman and the very fair-skinned actress Monica Potter. "My basic approach in this kind of situation is to set the lights so that the lighter-toned person is at key," Leonetti explains, "then balance the other person by eye." While some cinematographers, including the late John Alcott (A Clockwork Orange, Barry Lyndon) utilized Polaroids as well as metering to work out lighting levels and key-to-fill ratios, Leonetti differs. "I’ve always been taught that your eye is the best tool. Black people react differently to light on an individual basis, in terms of light absorption. So you have to find a way to light that reflects their skintone back to camera. Depending on their complexion that could involve soft light and/or hard light, as well as rimmers — often I used three-quarter back crosses. Sometimes I had to be careful Morgan didn’t go too dark, but we found the formula for him very quickly. With Monica Potter, I had the make-up people go as dark as possible, but there are limits to that approach, because you can’t change the person completely. That wouldn’t be true to the character of a Secret Service agent and it isn’t fair to the actress. So another means of compensating on our part was putting a net on to take her down a bit."

Unlike Kiss the Girls, the identity of the kidnapper in Along Came a Spider is disclosed to audiences early on in the proceedings. But there are other surprise revelations regarding other characters as the plot progresses. "We didn’t feel it was necessary or useful to underscore or hint at who was good or bad with a lot of lighting gimmicks," Leonetti observes. "In the case of the kidnapper, his actions tell you a lot about him. He took a couple of years figuring out all the angles on this before going through with it. He even wore a prosthetic mask while teaching at the school so nobody knew what he really looked like underneath. Then, since he teaches computer classes — and because he really wants to be caught — this guy is able to load all sorts of clues about himself for Cross to discover." Instead of relying on burn-ins, the numerous computer screens seen and used in the schoolrooms display imagery generated live on-set, which lent the performers a greater sense of verisimilitude.

Soneji secures the captive girl in a soundproof cell within the stateroom of a 35-foot boat. "He often makes his calls from a cell phone aboard the boat, which could be anywhere on Chesapeake Bay, making traces impossible. The girl is very smart and very resourceful, but in a different way from his cleverness. She even escapes the boat at one point, but winds up being brought back. The stateroom was a small room, perhaps ten-by-nine, narrowing to three feet by the bow. That was somewhat cramped quarters, but we lit in a very realistic fashion. Again, though the situation is an intense one, this isn’t like the caves of the first film, so the intensity comes more from performance and situation than from a really heavily dramatic and moody look."

The production was based in and around Vancouver, British Columbia, where the amount of sunlight can sometimes be less than bountiful. "We made the local weather work for us," Leonetti explains, "figuring that by letting things look a bit gloomy outside, it could work to our advantage. We have an awful lot of daytime shooting on this, which again is different from most films of this type. In fact, on the occasions when we did get sunlight, that is when the weather really worked against us."

During the course of the investigation, Cross visits the kidnapped girl’s mother Katharine (Penelope Ann Miller) at the wealthy family’s estate. "The senator’s house was shot in two different practical locations," reveals Leonetti. "The exterior used a very old home that had been turned into a kind of meeting place [the University Women’s Club], while a separate house represented the interior, and together the two locales were in keeping with the traditional old-style Virginia home needed for the story. The interior location had a large, almost grand entryway, plus a room with a wall that was nearly all windows. We set 18Ks outside the windows to create the first part of the daylight effect on the interior. But when you put a light outside a window, it doesn’t ever reach all the way in to the opposite wall without help, because the fall-off is too great.

"So to continue the sense of that exterior light from the 18Ks all the way inside, we hung some additional small lights across the actual ceiling, on pipes we set up overhead. Supports going into the floor were hidden by curtains and set dressing. I always like to use supplemental light inside anyway, because the resulting work can be much finer in lighting detail. Also, by not being a slave to the light outside, we can let the director stage the scene however he wishes, without technical restrictions."

While Vancouver offered most interior and exterior locations, a few sets still needed to be built on stage. These included an apartment set, a Georgetown townhouse recreation for the digs of agent Jezzie, plus a number of interiors representing Alex Cross’ home. Under the direction of production designer Ida Random (Body Double, Rain Man, Wyatt Earp), art director Sandy Cochrane (The Fly II, White Fang, Deep Rising) generated 2-D and 3-D plans for the sets digitally. She used a Bentley MicroStation TriForma modeling application that allowed easy modification of designs at any stage of development.

Since much of Along Came a Spider supposedly takes place in Washington D.C. and Virginia, production allocated 10 days of location shooting in and around the nation’s capital. In addition to grabbing shots that would ‘prove’ the location for audiences, another major objective involved a sustained action scene in the tradition of the original Dirty Harry, with the hero being run all over town by the villain before having to deliver a payoff. "In this instance, Cross is following instructions that are apparently coming from the kidnapper, and runs from one location to another and then to another. He’s carrying 10 million bucks in diamonds to exchange for the kidnapped girl, and winds up boarding a train at Union Station. While in transit, he breaks a window in one of the cars and tosses the diamonds out onto the track."

While the current trend for train car photography seems to favor shooting on stage with a mock-up and using greenscreen and/or poor man’s process to provide exterior window views, Leonetti elected to tackle the sequence on location aboard a real moving train. "It was going to be very expensive to build just one train car, and we needed three of them," the cinematographer relates. "Cross was going to be moving from car to car, both while the train was in motion and when it was still in the station. So between construction costs and the necessity to set up for shooting greenscreen, it doesn’t come as too big a surprise when production asks if it would be possible to do this all live. We knew it would require a lot of preplanning, but we also knew it could be done." Production negotiated for the use of a D.C. Metro unit consisting of an engine and several cars. For a few hours on a Sunday, this train was moved to a specific closed-off section of track that provided the filmmakers with an uninterrupted three-mile run.

Preparing to shoot aboard the train required that Leonetti take into account light levels both inside and outside the moving cars. "The windows weren’t dark enough to balance out the bright light entering from outside, so taking them down was among our first considerations. The conditions were variable from sunny to dark outside, so I had two different sets of hard gel built — densities of .30 ND and .60 ND. Then, we had to mount these gels on the inside of every window in a way that let us change quickly from one density to the other.

"On the interior car lighting, we used our own fluorescent units, for which the art department came up with frames and covers that looked like the real thing. I was able to build the key inside up to between 150 and 250 foot-candles. So we went a stop over F4 inside, and the ND on the window balanced that aspect nicely, making it all look absolutely natural. Except for a couple of shots using a tripod, we did all of the train car scenes handheld. The feel we got with that in the train car environment really enhanced the whole reality/believability aspect."

For Union Station itself, Leonetti arrayed a number of large lighting guns on the off-camera side. "Although there was more time available to us, the station interior setups were all finished in just a couple or three hours," the cinematographer recalls. "We were only seeing about 70 percent of the station. So rather than hiding our lights behind objects in frame, we could put our 18K HMIs in the unseen quarter of the station, along with six or seven 6K Sunray HMI Pars above to help light the place up to about F3.2." He used Kodak Vision 500T (5279) stock for the station shoot, which he prefers to the like-rated 5298, and reemployed it on all night exteriors as well.

Though most of Along Came A Spider occurs during daylight, the movie is bracketed by opening and closing sequences set after sundown. A night drive opens the film, with Cross’ soon-to-be-late police partner taking a fatal ride alongside a serial killer. The action ensues on a stretch of road without streetlights or other sources to key from, much like the opening of Mississippi Burning (with Academy Award-winning photography by Peter Biziou). Leonetti felt quite challenged by the demands of that location. "It was a night exterior, driving out into the woods and past fields," he notes. "So how do you light a long enough stretch to show your car going along without making it look lit? That’s a pretty good trick if you can pull it off." A helicopter-mounted camera operated by Stan McClain captured an establishing view of the car just after sunset, using available light. "We were looking down at the ground so no sky glow was visible," the cinematographer remarks. "Then the shot was printed down, and that worked well. But then we were faced with the really tough part, shooting from a camera car to the actors for a long continuous stretch of dialogue and devising lighting for a 1200-foot run."

For the dialogue scene between the principals in the moving car, Leonetti’s crew had to illuminate a large expanse of fields and trees on either side of the road. "One side was really open — 400 or 500 yards of field — with trees in the distant background. I covered part of that side — about a 700-by-500 foot area — by using a BeeBee NiteLite with 15 6Ks on it. That got us up to a level of 10 or 11 foot-candles. Then, to extend the look another 500 feet on that side, we set up platforms, creating parallels 18 feet high. We wrapped tree shapes around them, then put 18Ks on top."

The other side of the road featured numerous trees much closer to the moving car, so Leonetti elected a different approach, one he had successfully employed at Griffith Park for Dragnet. "This was an old trick of mine that relates directly to the limited field of view seen by the taking camera. We were towing the vehicle containing the actors from a camera car. There was a single master light on their car, and three or four more on the camera car. These master light units are what I call Booster-dimmers, which let you double the value of the light while also allowing it to be dimmed down to just five percent. There is a bit of color temperature shift when you dim them, but that wasn’t apparent under these circumstances. Each light was angled so that the illumination falling on the trees and ground in the background spread outside the field of the lens."

"As a result, the camera doesn’t see that the background lighting is actually in motion and tracking along," Leonetti continues. "When we went through a stretch with the trees 150 feet behind the car, I could still get enough exposure by boosting these units, and then when the tree in frame was only forty feet behind, I’d dim it down. You can see what is coming and do it on-the-fly throughout the 1200 feet of run. It was really the only practical approach to take with this kind of landscape. Otherwise, you wind up spending an enormous amount of time and effort laying 1,000 feet worth of lights, after which the scene, when shot, will still end up looking like it has been lit."

Traveling atop a dam, the car careens through a guardrail and winds up dangling over a precipitous drop-off. Leonetti shot the live-action leading up to the car going out of control, while the crash itself — along with the vehicle’s subsequent plunge into the waters below — was produced digitally by Rhythm & Hues, a visual effects house known principally for character animation work, such as Babe. But the company has also made inroads into more traditional computer-generated objects, with recent projects including the helicopter-like Whispercraft in The Sixth Day and close-ups of many of the hero aircraft seen in the climax of Battlefield Earth. "Their end-of-the-scene was pretty ambitious," Leonetti states. "[Rhythm & Hues] rebuilt both car and road in the computer, then animated their vehicle across frame, flipping it over the rail so that it was hanging by a wheel. The killer falls out of the car to his death while it is still hanging up there, and we were able to intercut some location shots of Morgan Freeman looking down. It’s as if he is just above the car — with reverse angles of the woman playing his partner trapped in the car, which were handled by shooting her in a real car on stage against greenscreen." The car breaks free and falls, plunging Cross’ partner to her death in the waters far below. While production shot plates for these vertiginous background elements, R&H wound up performing some digital tweaks to alter and enhance the imagery during compositing with the live-action greenscreen elements.

The film’s climax also happens in the dead-of-night, when Cross at last confronts a mysterious adversary inside a barn. "There wasn’t a real source of light to work from in that environment," recollects Leonetti. "We decided to work with one main light coming from the outside, and I decided to make it yellow — like a buglight — since those do turn up on farms sometimes. You can see some of that light drift into the barn and hit the walls, and that was the one case in the film where smoke was used. The director didn’t want the kind of image-softening that comes from using smoke. But for the five or seven minutes this scene plays, it was the right choice; we got nice little shafts of light appearing in the smoke, and the hero’s opponent is carrying a flashlight, so that allowed us to see some light beams that added interest visually. Even here, at the end of the movie, we wanted to keep things real to some degree, so the smoke isn’t at ridiculously high levels."

As a rule, Leonetti elects to create darkness through a combination of exposure and printing. "I prefer to get most of the effect in printing. For a night look you should be a stop-and-a-half darker than ‘normal’ in your lighting, so I underexpose by half- to three-quarters of a stop, and then do the rest in the lab. I try to expose so the option remains open to either print up or down. That is kind of a safety valve, since if the need for an optical arises, I can make sure things don’t get grainy. I really hate it when you see grain the size of golf balls sticking out and saying ‘hello there’ to everyone."

While the cinematographer admits to being pleased with the predominantly grain-free nature of Kodak’s current print stock, he admits that its more contrasty look does have inherent complications. "As a result, dark clothes have a strong tendency to go black at the final stage," Leonetti notes, "which is something we had to take into account early on. It had been planned for Monica Potter to wear a medium-to-dark-gray sweater beneath her coat, but our test showed that it would come out looking almost black. I let production know that the only way to get the material to read properly would require it to be dyed or bleached to a light gray color, so that it would wind up medium gray on the release prints. Fuji has pretty much matched the look of Kodak print stock, so it isn’t like there is any alternative film; you just have to know how the look will change and figure out what you can do to accommodate it. Some people deal with this issue by flashing the IPs to make the release prints less contrasty. On interior scenes for this movie, my solution for reducing contrast was to use [Vision 320T] 5277 stock, which is 17 percent less contrasty than [Vision 500T] 5279. It is rated with a speed of only 320, so I needed more light than with the 5279, but I thought that was a good trade-off."

Reflecting on the visuals he and his crew performed on Along Came A Spider, cinematographer Matt Leonetti, ASC readily acknowledges that, "this show was really all about preparation, and how using that time wisely up front saves effort and money later on. Doing the train cars live turned out to be a great alternative to going greenscreen, but again, this was only because we’d worked it out in advance. And on the set, things can come together very quickly due to the level of teamwork. I’ve worked with the same gaffer, Patrick Blymyer, for more years than I care to remember, so he just knows what needs to be done. We were very organized as a unit, to the point that there wasn’t even a need for second unit. We did it all pretty much ourselves, though occasionally there’d be a second camera [Doug Field, operating B-camera] shooting alongside us for inserts, but we were right there to guide that along. Bottom line — preplanning pays off."