When his agent first mentioned The Italian Job, Wally Pfister, ASC asked if it was a remake of the 1969 British film starring Michael Caine in the title role of a career criminal named Charlie Croker. “I loved that movie when I was a kid,” he says. “I watched it on The 4:30 Movie on Channel 7 in New York at least once a year. I got a big kick out of those little mini-Coopers (cars) snaking around Turin, in Italy. Those scenes stuck in my mind.”

The 1969 movie was mainly filmed in Italy with scenes in England. Michael Caine played Croker, who masterminded a gold heist, sparking a thrilling chase through the streets of Rome. The cinematographer was the legendary Douglas Slocombe, BSC.

Pfister thought the script for the remake was terrific. The new version opens in Venice, Italy, during contemporary times. It begins with the theft of a safe filled with gold from a palace. The robbery culminates in a chase through the famous canals of the city in boats. One of Croker’s cronies is killed because of a deadly double-cross, which adds a layer of emotional sub-text to the story. Croker wants revenge. He plans a second, more elaborate heist in Hollywood to steal the gold back from the double-crosser.

Croker recruits a computer wizard who creates a phenomenal traffic jam. They blow a hole in the road on Hollywood Blvd. in front of Grauman’s Chinese Theater. The truck freefalls into the Metro subway tunnel. That leads to a breathtaking car chase that takes the audience on an emotional rollercoaster ride through subway tunnels, city streets, a golf course and the top of a dam.

During his first meeting with director F. Gary Gray and producer Donald De Line, Pfister learned about their plans for huge sets and action sequences. It was his first opportunity to work on a big budget, action adventure film for a major studio.

Pfister launched his career shooting newsfilm and documentaries in Washington,. D.C. In 1988, he shot second unit for Robert Altman on an HBO series called Tanner ‘88. Pfister subsequently earned a master’s degree from AFI. After graduation, he worked as a grip and electrician on Roger Corman ultra-low budget projects and as a camera operator.

His cinematography credits include the features Sketch Artist, The Hi-Line, Memento, Insomnia and Laurel Canyon. The Italian Job was produced by Paramount Pictures. It features Mark Wahlberg as Croker, Donald Sutherland as an aging thief who helps him. Charlize Theron plays Sutherland’s daughter, Edward Norton is cast as the double-crosser with Seth Green, Mos Def and Jason Statham in key supporting roles.

Gray told Pfister that while the story revolves around the exciting chase scenes, it was also important for the camerawork to help convey the chemistry between the characters, especially those portrayed by Wahlberg and Theron, who develop a romantic relationship. A lot of this story plays out on the faces of the characters.

The director used pictures from magazines, ranging from photographs of people to colors and light, as visual references for expressing his ideas. He and Pfister also looked at a lot of car commercials together, though the cinematographer adamantly expressed his opinion about not wanting to mock the slick style of the spots. They also watched chase scenes in The French Connection, The Bourne Identity and Ronin.

While the sensational chase scenes suggest an element of fantasy, the story is built on a foundation of reality. Pfister emphasizes that everything that happens on the screen could occur in the real world. The cinematographer had the luxury of 12 weeks of preproduction, though some of that time was consumed by travel to and from Italy.

“Charlie Wood (production designer) and I immediately clicked,” he says. “He has a great eye and visual sensibilities. He brought enormous energy to the film. Charlie showed me samples of colors and textures and we discussed our ideas with Gary.”

The same collaborative spirit applied to his relationships with costume designer Mark Bridges, props and special effects departments, and VFX supervisor Bruce Jones.

“Gary wanted to compose the film in a wide screen aspect ratio,” Pfisfer says, “because he felt the story needed a cinematic feeling. I was thrilled because I shot both Memento and Insomnia in anamorphic format. I’m a big fan of anamorphic, but the studio wouldn’t go for it, so it came down to a choice between shooting 1.85:1 and Super 35 (2.4:1). Gary felt quite strongly about shooting in Super 35 format.”

Pfister continues, “I had an idea about what the movie should look like. I wanted a very mature look with dark textures and undertones and strong contrast.”

The Italian Job was mainly produced in and around Los Angeles with about three weeks in Venice and a mountain town in the Italian Alps. Pfister discussed the color palette with Wood and Gray. It was based on reality. There were 1,500 year old buildings in Venice with tones of red and clay on the walls. The water in the canals was a pea green, murky aqua color. Hollywood Boulevard has a lot of bright colors. In the Metro station on Hollywood Blvd., Pfister played with very warm pools of light coming from inside the train tunnel. He also let some fluorescents go green in the background with some beams of sunlight penetrating the darkness. The Coopers were red, white and blue.

Most of sets were in a large complex in Downey, where the space shuttle was built. Pfister estimates that the stage was 70 feet high and about 500 feet long.

The most elaborate set was the 400 foot long Metro subway tunnel and adjoining train station. Pfister designed lighting for the tunnel and station in collaboration with gaffer Cory Geryak and pre-rig gaffer, Charlie MacIntyre and Wood.

“I met with Charlie (Wood) and told him what we needed, and then we ran our ideas past Gary (Gray) who was very open,” he says. “He wanted a moody feeling in the tunnel with just enough light to see the scope of what was happening. The executive producer, Jim Dyer, was also helpful in planning the logistics of filming this scene. They decided to begin shooting the scene on Hollywood Blvd. with a real truck instead of CGI or miniatures. Part of the explosion that blows a hole in the road was CGI. We filmed the rest of the heist and subsequent chase on the tunnel set and on Hollywood Blvd.”

The armored truck used in that scene normally is about five tons, but the weight was pared to less than half of that weight by eliminating steel plates. The truck “crashed” through the roof of the tunnel set and “fell” about 30 feet. The same cranes that once lifted the space shuttle was used to control the falling truck.

Pfister had seven cameras rolling simultaneously covering the crash from every angle. It just took a few seconds.

Other sets included an apartment, the palace interiors in Venice, the inside of a surveillance van, where the characters spend some time, and a room in the Argyle Hotel. Pfister explains that after scouting the actual hotel, he was dead set against shooting at the location. The small room would have limited camera moves. It was on the 14th or 15th floor, and it had tinted windows with no view of the outside at night.

They designed a slightly oversized hotel suite, which gave Pfister more maneuverability with the camera. There were translights outside the window, one for day and the other for night. The translights were slightly curved to match the shape of the windows at the hotel, which had an art deco decor. Pfister says there wasn’t room on the stage to use nets behind the translights to diffuse the images. It was a little too crisp at night, so he used the blinds on the window to screen much of it from the audience.

That suited the story, because the thieves were in the room planning a robbery. “I believe the audience understands these nuances,” he says. “It feels natural if the blinds are closed while they are planning a robbery. If you let your guard down by saying they'll never notice details like that, pretty soon you're compromising other things and eventually begin jeopardizing your credibility. If you lose the audience once, I think you've lost them for the movie.”

They filmed for six days on Hollywood Boulevard between La Brea and Highland Avenues. The city shut the streets off to traffic, but most stores stayed open, which added to the ambience of the scene. There were shots with cars driving on the Hollywood Walk of Fame with stunt people playing pedestrians jumping out of the way.

The audience meets the characters in Venice while they are planning their first scam. They break into a palace and blow a hole in the floor under a safe containing gold. It falls two stories and drops into the canal below.

The interiors of the palace were on two sets built on a stage at the Downey facility. The bottom floor was a boathouse interior that stood above an underwater set built on Universal’s Falls Lake. Underwater specialist Pete Romano handled the two scenes shot at Falls Lake.

“I worked with Pete on Insomnia,” Pfister says. “I’m a diver myself and so is my gaffer, Cory. Pete operated the camera underwater and we did the lighting together. We did a little trial and error testing to determine how the water reflected and refracted light. Pete, of course, has a great understanding of that. The real canal water in Venice is very murky with about two inches of visibility. We created about 10 feet of visibility in our tank so they audience can see.”

They shot the sequences in Italy during winter, which Pfister says is the most spectacular time of the year for beautiful natural light. He recalls that the weather was generally overcast which enhanced the dreary mood. Sunrise didn’t occur until around 7:30 a.m., and it was dark by 3:30 to 4:00 p.m., which compressed the shooting schedule. That meant they had to work fast and efficiently and limit the number of takes.

Gray directed from the video village about half of the time. Other times, he stood behind a camera to get a closer connection with the actors in more intimate scenes. The director wanted the cameras moving almost all the time. Pfister estimates that he had them on dollies 80 to 90 percent of the time. There are some Steadicam shots, and a Technocrane was frequently used, especially tracking the chases.

Pfister concentrated on shooting scenes with the principal actors in Italy while the second unit took care of establishing scenes and the boat chase in the Venice canals. The scenes shot by second unit were blocked out very carefully. The second unit was directed by Alexander Witt and Josh Bleibtreu handled cinematography.

“Josh and I spent a great deal of time in pre-production discussing the concept for the look,” Pfister says. “He went to great lengths to make sure that the second unit photography was executed in the style I was looking for. A good second unit cinematographer makes certain that his or her work cuts seamlessly with the first unit’s film, and Josh’s execution was flawless. Alex and Josh shot an entire sequence involving a face-off between the characters played by Norton in a helicopter and Wahlberg in a mini-Cooper that is some of the most exciting film the movie.”

There were stringent restrictions on where and how fast the boats could go to make certain that the wake didn’t damage the 1,500 year old buildings along there shoreline.

“It was a visually stunning location with extraordinary architecture that supported the mood and sense of excitement at the beginning of the film,” Pfister says. “There is a really wonderful shot that I suggested to Gary because we wanted something with a little magic. It starts underwater where they are taking the gold out of the safe and loading it onto DPVs (Dive Propulsion Vehicles). They come right at the camera with these DPVs filled with gold. Our camera comes off the water—we filmed that part at Universal’s Falls Lake—passes across the Venice skyline, and goes about 150 feet in the air and off into the sky. The camera then crosses the mountains and swoops down where Croker’s team has assembled on the side of the road in the Italian Alps. It’s all in one shot.”

The chase scene in Los Angeles encompasses some 15 to 20 pages of the script. When the armored truck falls into the tunnel, the Coopers drive down the stairs of the subway station on Hollywood Blvd. and into the Metro tunnel. They transfer the gold into the Coopers and speed off through the tunnel and eventually into the streets.

“I wanted to find a way to move the camera with a Cooper,” Pfister says. “Andy Romanoff, at Panavision Remote Systems, showed me all of the newest toys. The one that really interested me was the Panavision Remote Slider. It’s basically a track that you can put a head on and control camera moves with a couple of joy sticks. We mounted it on the outside of a car. Looking forward, you see the chase from the perspective of the people in the Cooper. We also panned into the window and see the characters. Charlize, in particular, did a lot of her own driving and some of it was extraordinarily impressive.”

Pfister notes that the Coopers were spread across a plane, so the wide screen aspect ratio paid big dividends by creating a sense of scope for the chase.

“I had a terrific A-camera and Steadicam operator, Scott Sakamoto,” he says. “He contributed his unique artistry and skill as well as some good story ideas. The B-camera operator was Joaquin Sedillo, who is a longtime colleague of mine. He was my focus puller years ago, before I moved him up to operator. I trust my crew and encourage them to suggest ideas.”

Geryak, his gaffer, and first assistant, Bob Hall have consistently worked with Pfister for about eight years. He likens them to a tightly knit family. It was his first film with key grip Richard Mall, who offered useful suggestions about rigging cameras for covering complex scenes. Pfister says he started most mornings by meeting with Hall, Mall, Sakamoto and Geryak. They discussed the schedule for the day.

“We made sure everybody was on the same track, heard suggestions and answered questions before we were in the thick of the fray,” he says. “I wanted as few surprises as possible. It is important to communicate and show respect for your crew. I want everyone to feel free to express his or her ideas and opinions. I took some of their ideas and rejected others. I try to surround myself with the best, most intelligent people I can.

Gray wanted at least two cameras rolling, and at times three. Pfister says it was sometimes challenging finding ways to light and shoot, especially on smaller sets, without compromising. His A-camera was a Panaflex Platinum. The B-camera was a Panaflex Millenium XL. Pfister also carried a Panaflex Gold 2 throughout the shoot. He mainly worked with Primo prime and 4:1 and 11:1 zoom lenses, but he also carried a set of Zeiss Ultra-speed lenses for situations where he had to shoot wide open, like in the last light of the day in Italy.

“The Primos are incredibly sharp lenses,” he says, “and I felt that was important, because there is an extra optical step in the lab when you shoot in Super 35 format.”

Pfister limited his negative palette to Kodak Vision 5246, a 250-speed daylight-balanced film, and Kodak Vision 5279, a 500-speed film, balanced for exposure in 3200 degree Kelvin light. The 250-speed film was primarily used for daylight exterior scenes. The 500-speed film was reserved for night and scenes produced on stages.

“I didn’t use diffusion, because we wanted a high-contrast, undiffused look,” he says. “I over-exposed both stocks by about one-third of a stop, because it makes the black tones richer when the final is printed down by the lab.”

Gray storyboarded and previsualized the more complex visual effects sequences, and he and Pfister compiled shot lists that served as a template for filming other scenes.

“Once you get the actors on the set, placement of the camera and movement becomes an organic process,” he says. “I’d watch rehearsals and would come up with a loose way to place the cameras, and propose that to Gary. Sometimes he suggested ways to tweak my ideas. We had a lot of happy accidents. Sometimes the sun coming through a window created contrast that was just right for a shot. Around a third to a half of the film is exteriors, and there were times when nature’s light was beautiful.

“You control light in exterior work by doing your homework,” he adds. “You have to scout so you know the best direction for the look you want at different times of the day. You also work closely with the first AD and try to make sure you are scheduled to shoot at the proper time of day and in the right direction. That cooperation is essential, though many times you are at the mercy of nature when you're shooting exteriors.”

Pfister shot the Hollywood Boulevard sequence over six days. The truck carrying the gold turns onto Hollywood Boulevard. The three Coopers carrying Croker’s gang jump onto the sidewalk and head for the stairs leading to the Metro train station.

When the truck is in front of Grauman’s Chinese Theater, one of the gang presses a button. There is an explosion that rips a hole in the street.

“I’ll pull my light meter out for a reference, but I trust my gut,” he says. “It’s kind of a visceral feeling I get while I’m lighting and exposing images on film.”

Pfister had a Spacecam mounted on a helicopter providing an aerial perspective. The pilot was Alan Purwin and the cameraman was Hans Bjerno. The explosion from the aerial point of view is a CGI effect. A large gimbal device was rocking the armored truck, which amplified the illusion from the perspectives of the cameras on the ground that it was starting to fall into the hole blown in the road. The shot is completed with the footage, shot on the stage in Downey, of the car falling into the tunnel.

“I'm adamant about seeing film dailies,” Pfister says. “It’s incredibly important to see exactly how the film is going to play on a movie screen. That helps you push the envelope and explore the boundaries of creating different looks. There are times when Cory and I would experiment with lighting Mark and Charlize, especially, a little differently, and you can only see the affects of those nuances on film.

“The producer and director, editor and gaffer came to dailies. Scott (Sakamoto) was there most of the time, and my first AC, gaffer and the other operators. It was important for communication. The focus pullers and camera operators can see how their work plays on a big screen. Film dailies also help to keep everyone excited about the project.”

Pfister extended his cinematography during post production of four shots at EFILM in Los Angeles. One was a scene filmed in St. Marks Square, in Venice. It was a daylight scene filmed on a dark, overcast day. The negative was scanned and converted to digital files. Working with color timer Mike Eaves in an interactive environment, Pfister deepened color saturation and create a little more contrast.

He also darkened the windows of a van used in an underwater scene staged in Venice. Romano shot that scene in a tank in Los Angeles. Pfister decided that the light on the windows of the van was too bright when it compared to the dark water where the scene was staged in Italy. He took it down two or three stops without changing the light inside the van. It’s something the audience feels rather than sees on a conscious level.

“We just put a window around the area I wanted to change, and I told Mike (Eaves) to make it darker until I saw what I liked on the screen. It’s something you can do optically by rotoscoping, but that would be more timely and expensive. We also did a little cosmetic work on a scene with Charlize. She has beautiful skin, but we weren’t using filters or diffusion, and one of the first days we shot, she had a slight problem. We fixed it by adding a little diffusion on her face in post production.”

It’s just one small scene, but Pfister felt it was important, because it comes at a point in the story, where Croker is becoming attracted to her.

Both front-end processing and release printing were done by Deluxe Labs in Los Angeles. “I always think about how the film is going to be printed while I'm shooting,” Pfister says. “I think in terms of contrast and the exposure. On overcast days I tend to give it more exposure so I can print it down and try to build contrast into it a little more than I would on a sunny day when you have natural contrast. I'm also thinking about which film stock we’re going to use, whether it's Vision Premier or Vision.”

The timer was Jim Passion. “My relationship with the timer is one of the key collaborations. It’s the final step in the collaborative process, and my last opportunity to change something by timing and printing it a little differently. It’s important for the timer to understand what I want. Sometimes, you are matching dailies, and other times the dailies might not have been printed exactly the way I wanted, or I may change my mind in terms of how warm or cool something is going to be in the end.”