Madeline (Helena Howard) has a hospital bracelet on her wrist and a rehearsal to go to. One of the questions fueling Madeline’s Madeline, Josephine Decker’s third feature as a solo director, is how two of the biggest elements of Madeline’s life — some unspecified form of mental instability and her promise as a young actress — interact, or if they even can safely. Howard’s breakout performance as the troubled thespian is part of an unusual triangle. At one point is her mother Regina (the writer, actress and performance artist Miranda July), whose protective custody of her unstable daughter is unreadable: justifiable concern or constrictive and manipulative? At the other is Evangeline (Molly Parker), theater director of a small troupe building a new production through extensive improvisational exercises. Evangeline is inclined to push Madeline toward acting breakthroughs, perhaps at the expense of her stability; Regina is certainly inclined to think that’s the case. 

The extent to which anything at all in the movie can be taken at face value or understood as actually happening is an unresolvable question. The visual language developed by Decker and her regular DP, Ashley Connor (who discusses their latest collaboration in a sidebar interview), is discombobulating: handheld, unmoored, cutting quickly from one shard to another. That style is pushed to its maximum in Madeline’s Madeline, an aggressive experience, with sound mixed to be dense, sometimes unparsable and often vaguely threatening.

Like Jacques Rivette’s work, Madeline’s Madeline is both about and depicts, at extended length, the improvisational work that went into it. In its own way, this is the film equivalent of being an actor’s actor. But it’s also a breakthrough movie for Decker, whose first two feature films—Butter on the Latch and Thou Wast Mild and Lovely—took aggressive third-act swerves but otherwise seemed to be on relatively linear tracks up to then. Madeline was her first film to premiere at Sundance, paving the way for two firsts in one: a forthcoming film about the writer Shirley Jackson and directing for the first time from someone else’s script.

To talk with Decker, we asked writer/director Mike Mills (Beginners, 20th Century Women), who is married to July and, as it turns out, offered editorial input during the lengthy post process. Madeline’s Madeline opens August 10 from Oscilloscope Laboratories.

Mills: For you as a filmmaker, what was the biggest surprise about making this movie? There’s a saying: It’s not the polar bear you can see, it’s the one that you can’t see that eats you. What was the polar bear that you didn’t see?

Decker: My boyfriend is very close friends with [Spike Jonze’s] brother, [so] I went with him to the brother’s birthday. I ended up sitting next to Spike and managed to not talk about films for the first hour and a half, but in the last half hour I was like, “OK, so how did you edit Being John Malkovich?” I think I was asking about making characters human and full and telling him about how I had written Madeline to have a lot to work against. She has a very aggressive mother. She’s part of a theater troupe where we, the audience, are maybe aware of some of the power dynamics at play, [while] she’s a little less aware of them. So, there was a danger at the beginning that she is a passive force being moved around by other people’s agency and that she doesn’t actually know necessarily what she wants. And he was like, “It’s fine to have a character who doesn’t want anything. That was Adaptation. The character, he basically wants to not change. You just have to have the character say that: What I want is to not change.” What the character wants is to not want. 

But it wasn’t quite that easy because, obviously, the film lives in a murky place—it wasn’t so straightforward as Madeline just being like, “Well, I don’t want anything.” It took a year and two months to edit this movie—partly because I was editing alone for about six months and almost nothing happened except for me going slowly insane. I realized that what kept frustrating me about that structure was that for the first half of the movie [Madeline] was really dark and depressed and almost never smiled. And I was like, “This movie is also about ecstasy. It’s about the imagination. It’s about how that can be your worst enemy but also your beautiful creative partner.” So, that was when I took a turn and started to put back some of the visceral, immersive ecstasy of her imagination in the beginning, the “dancing on the beach” kind of stuff. In some ways, that made it harder structurally, but it felt like I finally found an energy for the movie that was going to pull people through. Sometimes, I’m so surprised by the movies that I make because I don’t think they are what I think I’m making or what I set out to make. Every film I’ve made, I’ve thought of making it a comedy—every time. And then I finish a movie, and it’s so intense. So, in a weird way, I think there’s a little bit of something where I don’t fully recognize myself and my work yet.

I’m such an editor. I love editing, and I can edit something into the ground quite easily. When I see a conversation, I see a hundred other conversations that can be made out of that conversation. [When you watched an early cut,] you kept pushing me to go back to the actual interaction that was happening between them — to not be splicing in the best version of the person’s words but to just let that shot play out. I remember that seeming like a whole different approach that I had never conceived of: letting the film be itself. There were a lot of moments like that, so many revelations in the editing process. Michelle Satter [director, feature film program, Sundance Institute] watched the cut really late, like two weeks before the Sundance deadline. And she was like, “I don’t understand why this works emotionally, but it is working emotionally. I prefer things that are a little more narrative, but I really see that you’re doing something and I don’t understand it, so just beware of my notes. But I noticed that I think the ending rebellion isn’t necessarily set up by the beginning.” We had spent so much time working on the beginning, and how to get the best start, that connecting the beginning and the end just hadn’t really been on our minds. That’s when I hired [editor] David Barker and brought him in for two weeks. [This film] has many players and many parties and stakes—[David] kept talking about creating a web, so that every stake affected every other stake. When you had a relationship moment between Madeline and Evangeline, that started to break open the relationship between her and the troupe, and her and her mind, and her and her mom. And that really made a big difference and helped the film a lot. 

So, I don’t know, I felt like there were 20 polar bears that I didn’t see, and I was scared and cold. [laughs]

Mills: Like you’d get eaten and regurgitated and eaten again.

Decker: I think there are some filmmakers [who think], there’s a script and then you shoot the script. I don’t know your process that intimately, but I have a feeling that’s not how you get to the end product. It seems like a long polar-bear process. [laughs]

Mills: I’m not really a good structural writer. If you tell me, “OK, this scene is this,” I can never write it. I can never achieve the goal that’s set out for me. I write in a very weird, random-y way, but most of those last two movies are very written, and then there’s about 20 percent that is played around with on the day. That could be just a simple scene where I say, “This is what needs to happen but do it however you want and do it different every take.” And there’s this key 20 to 30 percent that’s discovered in the edit. That’s a similar process to what I saw you doing: rearranging some key elements, reshooting some key things. Both of my last movies, I reshot out for two days but [for] 10 or 12 minutes of the movie, which are super crucial, and the movie would have been horrible without them. 

What you and Ashley do is such a visual, emotional, nonnaturalistic process, and I love all that. But a lot of times, people who work like that tend to let their shots go very long. Your shots tend to be short, in a wonderful way. I got a sense of almost a painterly quality. You’re always disrupting the image surface. Why do you think you’re drawn to that?

Decker: So, I’ve been preparing to make Shirley and meeting a bunch of DPs [and] production designers, trying to figure out how to articulate the way that I like to see and my process. It’s always felt really important to me that the camera is a spirit. There are the characters, obviously; the camera inhabits the character or inhabits the spirit of the character. But there’s a spirit that holds the film, a combination of the camera and the editing and the music that sees the story in a certain way. Maybe what we’re talking about is mood and tone, too, but I feel like that it has its own perspective. There’s a lot of cinema that’s quote-unquote objective or has less of that. But then I’m like, you’re still seeing the story through a quote-unquote spirit. 

Mills: It’s almost like you’re obscuring the image, and I don’t know if that’s partly just like a fear of the digital sensor and the flatness of the digital center, or it seems like it’s something much deeper than that. And maybe it’s something that you can’t make sense of, something that you can’t talk about. 

Decker: Why obscure the image? Well, that’s the only way I understand cinema. The only way I can understand cinema is this way of climbing inside of a mind and trying to see out through that mind. There’s basically a very deep focus on perspective, and who’s seeing and how do they see. I worked so hard to climb into the characters’ way of seeing that I maybe neglected to realize that that’s often also, to some degree, my way of seeing. It’s been really interesting preparing for Shirley. There’s this character of Shirley Jackson, and there’s this young woman, Rose, who comes to stay with her. Their two ways of seeing are wildly different. Rose is very intimate, shallow focus, close to things; Shirley is very deep, long, complex frames; she sees way more of the world. Rose sees these soft, vulnerable, close images, and Shirley sees these big images. But then I was like, how do you transition between these ways of seeing? All of a sudden I was like, “Oh, now I can move between the two women much more easily because I’ll just become the spirit.” 

When I studied literature in college, I was obsessed with this concept of the narrator. I loved these epic novels—One Hundred Years of Solitude, The Brothers Karamazov—and they had very interesting narrators who at times are a little bit fickle in how much you understood that they knew about the story they were telling. You’re like, OK, is this just an objective narrative voice? In Brothers Karamazov, a lot of chapters would end with almost a silly teaser trailer. You know, “Vladimir had no idea that things would only go from bad to worse.” Given that you’re reading one of the greatest works of literature, I was obsessed with these little moments when you really, really felt the narrator, like when the narrator was only doing a thing that is deeply a “narrator thing.” I don’t think Dostoevsky was like, “I’m going to make sure my narrator at the end of every chapter teases the next thing.” I think he just did it, like, “Well, I can’t help myself!” He just had to put his thumbprint on the thing, even though I feel like that book is definitely a manifestation of something totally magical, mysterious. And then, in One Hundred Years of Solitude, I did this whole reading of the book that was all about wondering whether death was the narrator of the whole book. So, it’s interesting: Who is the spirit guiding the scene? 

I think part of the reason that the film is having a life in the world is this whole journey before the film was made, of working with Helena and 11 actors in New York, developing concepts for two years. I mean, we really worked together for about seven months, like once a month on a weekend. But, I feel like this movie, more than any other movie [I’ve made], is infused with a lot of voices and a lot of deep intent from many people from very early on in its process. So, it does feel like the least “mine” in a way of all the movies that I’ve made. But I was thinking about the performances in your work—it’s like your scenes are written but don’t feel written. Do you have actors play around with a scene multiple times or do it their own way?

Mills: There are some little, super-simple things. I’m not super attached to my words, but I write these very personal stories, so I think actors come in very wary that I’m going to want them to say every word, that I’m going to be all caught up in, like, “That’s my mom, that’s my dad.” I have [to say], “This is a creation, this is you,” and I’ve been very lucky to cast people who have some very deep things that connected with the characters who are based on real people. But if you say to them, “You don’t have to follow my words — feel free,” often they’ll say exactly what you wrote, but it’ll have a certain swagger to it that’s theirs. Or, you pick one line that you don’t like in a scene, and you say, “Every time, say something different. Do whatever you want on that line. Same intention, but you fill it in,” and that will really help. The other actor also doesn’t know what they’re gonna do, and everyone kind of wakes up. It just becomes more full of life and unpredictability. 

I do two weeks of rehearsal, and I don’t really do the scenes very much, but we do improvising of the background — how [the characters] got there, all the scenes that lead up to the movie—and often the actors will tell me really interesting things in character in the improvised rehearsal. It’s like a miniature Mike Leigh process, and [the actors] feel a lot of ownership—rightfully and beautifully so. And then, with casting I always really try to smell like, “Does this person have something that relates to this character that’s going to get under their skin when they’re doing it?” That’s one of the most important things I’m looking after. So, a combination of those things sometimes works out. It’s kind of like you are meditating on set. I know from Miranda, [hearing about] her experiences of being on your set, you do your best to make it not feel like you’re shooting—more like, “We’re having some weird party. And, whoops, we filmed the scene!” So, that’s what I want it to feel like at the end of every scene. 

So, this new film, Shirley, is the first you’ll have directed without having written. What’s that been like so far? Or maybe the better question is to say that I often feel like the writer in me and the director in me are two different people and often they interrelate but it’s surprising how different they are, how those vibes are so different. How does it work for you?

Decker: It’s been wonderful because the only way I can understand it is through really, really embodying it by really thinking deeply: How does this scene feel, how does it look, how does it move into the next scene, editing wise? Sarah Gubbins is an incredible writer—she developed and wrote I Love Dick for Amazon—and she writes these wonderful female characters. I’ve loved working with her. She’s very open, so when I have thoughts or questions, she really sits on them deeply and is never oppressed by them. And then, when she approaches making changes to a scene based on our conversations, she very much makes them her own. She does something really magical. So, it’s been wonderful to be able to offload that part of my brain because I think as a person who has now made a few films, I think I’m getting probably “better” at writing films. Also, harder on myself about what’s gonna work because I think I just have a deeper sense now of, OK, are the stakes going to grow from scene to scene? Are we losing track of this character and this relationship? What is it going to be like to sit through this as an audience member? Are they going to feel the tension rising throughout the whole film? That’s a lot of pressure. And I think being able to have those conversations, and then have her tackle some of those questions, and then for me to stay inside of the directing brain is really nice—a huge relief.

Mills: Whether scenes build in tension and the stakes—this whole conversation, you sounded like Robert McKee, a real structural storyteller. I know from the struggles of your edit that that’s all you’ve been thinking about for a while, and I know it for myself. I think people think, “Oh, Mike, your films are so without plot,” and I’m like, “Hell, no.” I had to make all that work. So, how does that work with your also very impressionistic and digressive and spirit-filled way of filmmaking? I mean, I feel like I go off on these art crusades, and I come back and I’m like, “Crap, no one likes it yet. I gotta make it work more for people.” Do you feel like that?

Decker: Definitely. I have to say, I did more feedback screenings on Madeline’s Madeline than on any of my other films. They were torture, and I usually cried under the covers for two days after them. And then, I would come out and be like, “OK, I guess we should fix these 15 minutes,” or “I guess let’s look at this scene that nobody likes anymore.” And sometimes everyone’s pointing to things, but you have to read what they’re really pointing to, which is something underneath all of that which makes it work or not work.

I’m getting increasingly obsessed with structure because I’m tired of taking a year to edit my movies. I’m also getting into roles where I’m not going to have that time, where I’m going to have to have beat out the story a little bit more ahead of time. I always intended to figure out Madeline’s Madeline in the editing. I had been doing that with my other films, which are very simple and straightforward narratives that have clear plot points and turning points. Madeline’s Madeline didn’t have that clarity of strong turning points. I mean, they were there, but we just had to put them in the right order and make sure we led up to them and out of them and into the next one in an exciting way. It’s really exhausting as a filmmaker to sit through your own movie and feel that nobody latches [onto it]. I’m so tired of sitting in an audience and not feeling that. I think that’s why it takes me a year to edit these movies. I don’t put the movie out there until there’s a sense that people are with it throughout the whole thing. I mean, Madeline’s Madeline is also not the most audience-friendly movie in the world, still, even though it took that long. 

Mills: You’re a spiritual person, and you’re an adventurous filmmaker and a woman. Do you have any concerns about the normative power politics that lie within conventional plot structures, conventional ways to engage an audience? Having a character with a crisis or going through a problem and then resolving that problem — all those things that we know work with audiences that we all end up employing to some degree or another. Are you also wary of them?

Decker: Um, are you?

Mills: Yeah — I’m not Michael Bay, but I do want to engage with people. That’s the whole reason I made a movie, you know? The audience comes with so many unconscious expectations, which are fulfilled by all the stuff that Robert McKee lays out. And I continue to wonder about the larger sort of personal, political implications of listening to those stories and telling those stories and what that means. That’s something I struggle with a lot. In my own life nothing works like that. When you’re really in it, like you are writing for years, it’s horrible to feel like you’re telling a lie by having things resolve or having increasing stakes—all those things that film audiences really want. I don’t have any good answer there, but it’s something I struggle with. 

Decker: It’s interesting. I actually think about it differently, which is that I’m not making movies for a museum or for a casual viewing experience. I think I’m more afraid of the opposite, of making something that’s not intense and doesn’t have stakes. Increasingly intense emotional stakes have been there in all my films, even though they haven’t really been conventional movies, you know? I guess I never feel afraid that having a lot of rising tension and a lot of stakes is going to interfere with the thing I’m trying to do. I’m trying to [get] the audience [to] have an intensely visceral experience where they come out a little freaked out of their minds. Hopefully, it’s an intense, transcendent experience or has the potential to be. I think it’s partly also because I studied comparative literature and got a minor in creative writing/poetry. I never really learned a lot of those stakes and structure things, so I’m kind of desperate to make a movie that’s, like, so well structured that your fangs are dripping the whole time. Like, “Hey, I want to eat this movie!” I would love to make a movie that feels that intoxicating and exciting. I think great stories are still so surprising—you know, where the turns that happen are never what you imagine. I think that that’s the excitement of good storytelling. Having now worked in narrative film for a long time, I feel like Madeline’s Madeline has this incredibly poetic ending that’s completely nonnarrative. The end of the movie is like the least narrative thing, but it’s so effective—people love the end. I think sometimes poetry does the exact same thing as narrative. It’s weaving these images in again and again, to the point where you’re inundated and almost suffocated, and then it injects you with breath in this way that just leaves you devastated—good poetry, you know. So, I never worry because I think the structures that I’m using are going to be still fairly unconventional and pulling from a lot of different influences—mostly poetry, because that’s the thing I think I know better than almost any other written medium. But there’s definitely a structure. I mean, my favorite poems — even if the structure is elliptical and repetitive—it ends with something, just like such a bang into your heart.