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“A Sequel to a Film That Doesn’t Exist”: Max Barbakow on Palm Springs

Cristin Milioti and Andy Samberg in Palm Springs

Setting a record for most expensive acquisition in Sundance history, Max Barbakow’s debut feature, Palm Springs, sold jointly to Neon (theatrical) and Hulu (streaming) for a reported $17.5 mil and 69 cents (it broke the previous record by 69 cents). Early press described the film as a sci-fi twist on the 1993 comedy, Groundhog Day; trading in SNL’s Bill Murray for another alum, Andy Samberg, Barbakow welcomes the comparison. 

With the marketable hook firmly established (Harold Ramis meets Shane Carruth!), Palm Springs ultimately becomes a film about two strangers brought together by an agonizing event: a cringeworthy wedding in Palm Springs. The bride’s sister is Sarah (Cristin Milioti), a thirtysomething who would love to be anywhere other than stuck at this family affair. At the reception, she encounters a laid-back beer guzzler named Nyles (Samberg), and the two hit it off, ditching the afterparty festivities to get to know one another a bit more intimately. 

As they must, things go absurdly wrong when Sarah follows Nyles into a nearby cave and is thrust into a time-loop vortex that has our two leads repeat the same day all over again. Any time Nyles or Sarah fall asleep, the day restarts, and the two now find themselves with all the time in the world to develop a relationship that exceeds the physical (and to come up with a myriad of creative ways to keep themselves entertained while attending the same wedding). Is there a way to break the cycle? Can Sarah and Nyles take things one day (but not the same day) at a time? 

As Palm Springs debuts on Hulu this Friday, I spoke with Barbakow about the role the American Film Institute (AFI) had in pairing him up with screenwriter Andy Siara, the trials and tribulations of getting his first feature off the ground and how a story that increasingly relies on constant repetition can never rest on the familiar. 

Filmmaker: There have been a number of high-profile AFI alumni who’ve found collaborative partners amongst their fellow students. Darren Aronofsky and Matthew Libatíque and Ari Aster and Pawel Pogorzelski immediately come to mind. Now yourself and your writing partner, Andy Siara, join that list. Does the school place an emphasis on seeking out those who will be in it for the long run post-graduation with you? 

Barbakow: I think so. I had definitely read about those high profile collaborations before enrolling at AFI and was, of course, hoping to meet people that I could work with long-term. I wouldn’t say that AFI puts any pressure on its students to make those partnerships happen, but the school environment itself is very pressurized and those connections come organically as a result. 

AFI really does preach collaboration and it becomes part of their curriculum. The reason you read about these now-famous collaborators is because they come out of that school with the belief that “the best idea wins.” You’re building something that’s bigger than any one personality. That’s the thing I learned the most from my time there (aside from how to tell personal stories). The sustained collaborations between artists is something AFI preaches wholeheartedly, and so it makes perfect sense that there have been countless ones of note (even going all the way back to David Lynch pairing up with Frederick Elmes on Eraserhead). You’re asked to make a lot of stuff in a very short period of time and become forged in the fire that way. You do a ton of set work over your two years of study. 

On the first day of class, you sit in an auditorium for six hours and team up with other students who will help make your first “cycle film” (that’s what short films are called at AFI). You’re eyeing everybody. By the end of that process, myself and a fellow student, Andy Siara, were both burned out. I was able to read a treatment that Andy had written for a short and we subsequently bonded over mutual interests. We liked the same music, the same shows, etc. I remember that one of our first conversations was about Eastbound & Down (I think the last season had just come out on HBO) and how we appreciated the series’ ability to make you laugh and cry in the span of the same episode (or even the same scene). The series gave you these toxic characters who used their toxicity as a defense mechanism due to their being so afraid of vulnerability, and we both gravitated toward that. It quickly became apparent that Andy’s and my instincts were very much aligned. 

That’s how Palm Springs came to fruition. By the end of film school, students tend to overthink stuff and Andy and I wanted to collaborate on something on the fly, to mutually indulge our creative impulses. 

Filmmaker: You made several successful shorts after you graduated, but I imagine shooting a feature was the ultimate goal. Did Andy and yourself work on several different scripts? Were you trying to make a “calling card” movie that might get you representation?

Barbakow: I had been working on a couple of things but none that felt like they had to be produced immediately. While at AFI, Andy and I had gone through the entire process ourselves, soup-to-nuts, of writing, blocking, and showing our work in front of the whole school. The idea wasn’t to just “create something to write something,” but to actually go and make it. We wanted to get one out of the way, as flippant as I know that sounds. 

Students have this endless fear of standing around for years and years, waiting for permission to go make something after you graduate. The initial impetus for Palm Springs was birthed out of an act of desperation. I think it was five years ago this month that Andy and I traveled to Palm Springs to figure out what we wanted this movie to be. At the time, the plot was very different, more aligned with Mike Figgis’s Leaving Las Vegas, a real death-bender kind of movie. That was our initial concept in 2015, right around the time films like The Lobster and Anomalisa were being released (we were also re-watching Paolo Sorrentino’s The Great Beauty a bunch)—existentially related movies that were also darkly comic. We wanted to make something that felt true to our existential confusion coming out of “the bubble” of AFI and of the things we were going through within our own relationships. Andy and I came up with the lead character, Nyles, after our weekend together in Palm Springs and from there it took an embarrassingly long time to figure out where the narrative would lead. Was it a love story? But with a metaphysical element to it? It took us a long time.

Filmmaker: The idea of the center of action being a wedding reception that repeats again and again feels ripe for a first feature, as you keep your cast and crew centrally located and try to “make your days,” etc. But Palm Springs struck me as much more high concept than I expected. It’s still intimate and small, but the sci-fi elements really expand the scope.

Barbakow: It’s almost two different things, the blending of the scope and the intimacy/practicality of having one central location. The wedding was always central to our story (Andy actually had his own wedding in Palm Springs, funny enough) and we continued to rework the script as we brought The Lonely Island team aboard later in the process. Having them involved allowed the project to take on that larger scope and provide payoff to the narrative elements you’re hinting at. 

Our movie is obviously indebted to Harold Ramis’s Groundhog Day and the amazing genre his move spawned. And yet here we were, just out of school, stupid enough to try to attempt one ourselves, but never stupid enough to try to compete with that film. We began with the character of Nyles and then slowly brought Cristin Milioti’s character, Sarah, into the fold and brainstormed what these two characters’ personal hell would be. 

I had remembered attending Andy’s wedding in Palm Springs years earlier, feeling like the typical, chronic single person who stews in their loneliness and failed relationships and then goes on to have an epiphany (through a series of bizarre events) that same evening. I used to have an extreme fear of intimacy and commitment and was very afraid to be vulnerable in my own relationships. Palm Springs, the movie, was about combining my experience at Andy’s wedding with our characterization of Nyles, and that led us to the old screenwriting maxim of putting your characters through their own versions of personal hell to see what they’re made of. What if we trapped a commitment-phobe inside a wedding? That felt like a new take on the time-loop genre. Nyles has already “cracked the code of life” like Bill Murray does at the end of Groundhog Day, but Nyles doesn’t get out. He’s still stuck in there and then somebody enters into the loop that he develops feelings for and now they’re trapped together and they’re both commitment-phobes. 

I feel like our movie exists as a sequel to a film that doesn’t exist. It’s essentially a sequel to the movie where Nyles would find the secret cave in the first place, but that was less interesting to us than throwing you into this less clear but hopefully emotionally-driven existential ride.

Filmmaker: Having the wedding be the event that recurs over and over again feels like a play on other filmmakers’ past efforts to portray their idea of a wedding that drones on and on. There have been some famous ones throughout cinema history, from The Godfather to The Deer Hunter to Melancholia, which, while a very different film than Palm Springs, also deals with existential questions of death, existential dread and boredom centered around trading nuptials. 

Barbakow: That’s true, and I’d also mention two other genre touchstones that I always think back to: Wedding Crashers and Rachel Getting Married. Emotions are extremely heightened at weddings and weddings provide an immediate, built-in context for a story (emotionally speaking, you’re playing in a very fertile sandbox). Andy and I had fun thinking of how weddings had been used throughout cinema history and how we could use the time-loop concept to get us into that world quickly. Once the viewer is there, we can get to the heart of the story, which is hopefully more grounded and essentially an intimate two-hander. We have two people stuck in this desert with nowhere to hide and now they have to confront their feelings and insecurities and shame by connecting with one another.

Filmmaker: How did The Lonely Island get involved? Did the script change as a result of their involvement? 

Barbakow: Once we had it in a really good place, Andy sent the script to his manager, who by this point had essentially become the third collaborator on the movie. He sent it around Hollywood and it got passed up to The Lonely Island team through UTA. Andy [Samberg] read it and thought it had a spark to it, so we had a meeting with him where it became clear that we were envisioning the same movie. 

Nyles was a type of character that Andy [Samberg] hadn’t played before. What The Lonely Island brought to the film was an understanding of what we were after. Their storytelling instincts and ability to protect our original idea, nurture it and help turn it into the best version of itself was honestly something that wouldn’t have been possible if we were to have made the movie on a smaller scale. With them on-board, we were able to hone in on the story’s sci-fi elements. Once Andy [Samberg] was attached, we were able to tailor the role to him a bit more, even though in retrospect it’s ludicrous to believe anyone else could have played the role.

Filmmaker: You have a high-profile supporting cast as well, including Peter Gallagher, Dale Dickey, JK Simmons and June Squibb. You hit a casting jackpot that doesn’t always come with a first feature.

Barbakow: Allison Jones was our casting director on the film and she’s cast everything from Freaks and Geeks to Pop Star: Never Stop Never Stopping and Lady Bird. She’s known for creating dynamic ensembles and using actors in ways they haven’t been featured before. Once you lock your cast, that’s when it becomes real. You can put faces to the roles and rewrite them a bit. We didn’t have a lot of rehearsal time (none really), but the actors were able to come on and make these characters their own. And everyone wanted to work with Andy Samberg, an incredibly generous collaborator in his own right.

Filmmaker: Some of the film is set in Austin, Texas, and I can’t think of that city and watch a film about two strangers meeting each other without thinking of Richard Linklater and Before Sunrise. Essentially, your film is very dialogue-heavy too, featuring scenes of two people getting to know each other under extremely wild circumstances. Did keeping it grounded in two-shots and keeping it very “performance-heavy” help you run the set?

Barbakow: That was the lifeline. I love those films. Since Palm Springs came from a very personal, emotional place for Andy and I, much of the film is based on our previous conversations. That’s when I realized, “Oh, this will be a ‘talking movie.’” The film has other elements, of course, but when we were going into prep, we knew this was essentially a “talking movie.” The Before trilogy was definitely a touchstone and a kind of mandate for us. We’re telling a grounded story within a very heightened world and the crux is about how these characters can find meaning in that world. That feels very Linklater to me—realizing the transformative power of love and the burgeoning shared connection between two characters. That’s the lens we looked through while shooting Palm Springs. We knew it had to be pretty straightforward. It had to be about performance and providing the characters with a guiding light (through the high concept aesthetic) that keeps them grounded, no matter how batty the movie eventually gets. Keeping everything grounded really helped the shoot! We were filming out of sequence and trying all kinds of gags to remember what the central focus of the story was. It was this intimate two-hander and that would be the human thread through a more exaggerated world.

Filmmaker: When you’re shooting a film that repeatedly shows specific scenes recurring over and over again (albeit with slightly different twists to accentuate the revamped iteration), are you shooting each of those scenes in a single day? Like the scene with Andy Samberg and his girlfriend who he begins the morning with—he keeps waking up and arguing with her every day, but the shot selection changes, the dialogue changes here and there, etc. 

Barbakow: I spent a lot of time with our amazing DP, Quyen Tran, in pre-pro, not just mapping the movie out from a shotlist perspective, but discussing what’s emotionally taking place in each scene, beat by beat. We grasped the emotional throughline, then carved out an aesthetic. While we had to block-shoot each location, you’re right that we weren’t reusing shots shown earlier in the characters’ time-loop. We played with camera height and differentiating between a shift from a “studio world” to a “handheld world.” The movie starts from a very rigorous, formal place where the camera feels more tethered and heavy. As the characters go on to reveal their messiness, the camerawork mirrors that aesthetic. Since we were block-shooting at each location, we had to get a ton of shots from each one [laughs]. We had to capture so many moments from individual locations (like Nyles and Sarah’s bedrooms, for example), which meant that we had to be jumping around different corners of the room all the time. 

Filmmaker: Do color/temperature changes also come into play for when we return to a scene from a slightly different perspective via the time-loop? 

Barbakow: Totally. We shot the movie in 21 days. When you have to work quickly, one thing you can do ahead of time is put a lot of thought into color control. Orange is a very important color throughout our film. The bedroom that Nyles wakes up in at the beginning of the movie gives off these super oppressive skin tones, so much so that the viewer is almost drowning in it. That turns out to be a key element of the room and one the viewer can easily identify when we return to the space later on. Once we knew that we were going to be shooting on location, I wanted to impose some sort of offbeat texture onto the world that involves playing with light and color. We used anamorphic lenses that allowed us to shoot certain elements (such as architecture) that look very ordinary, and make it appear a little off. 

Filmmaker: You even incorporate a few visual nods to The Graduate, whether it’s the “under the leg shot” or the God’s-eye view of our lead character lounging on a flotation device in a pool.

Barbakow: You’re right and I didn’t really realize that at the time. I had been watching The Graduate a lot in pre-pro and there’s an incredible commentary track from 2007 featuring Mike Nichols and Steven Soderbergh on the Criterion release that I would often revisit. It’s stupid that I didn’t realize this, but the thematic similarities my film shares with Nichols’ are pretty clear. The Graduate’s use of color and postmodern design and use of space and blocking and geography to create a feeling of loneliness and alienation truly set the standard, right? That movie was hugely influential and definitely played into those shots. 

Filmmaker: Palm Springs premiered at Sundance, was picked up for distribution by Hulu and is now going further out into the world, a world very different from the one you debuted the film in back in January. Was there anything you learned through your journey of making your first feature that you wish you could have told yourself before going into production?

Barbakow: This is definitely a cliche, but don’t quit. All it takes is one “yes.” You’re going to get a lot of “no”s regardless, so you might as well make your work personal. If you put yourself into the work, people will respond to that. I would also say to wear comfortable shoes on set and keep searching for new ways to fall in love with the material. However, don’t be overly precious about it. Let it evolve as you’re protecting it, because making a feature film is a marathon. It takes a much longer duration to get off the ground than a short. Always remember to sustain and share your passion. A big part of a director’s job is to inspire the collaborators whom they’re lucky to have, so focus on the work and suspend expectations. 

When I was a student at AFI, Steve McQueen visited to screen 12 Years a Slave and he told our class that “filmmaking is essentially a ‘decision collage.’” I think that’s a very apt way of thinking about the process. You focus on making enough small choices that you feel good about and that serve the story. Focus on that and you will have something greater than the sum of its parts. 

I just wanted to make something that felt true to myself and to each of our collaborators. I couldn’t have predicted that we’d go to Sundance and it’s been immensely gratifying (if a bit overwhelming) to share the film more broadly with audiences who can take ownership. The world has obviously changed a lot in the past few months. As unimportant as this movie is in comparison to real life concerns, hopefully it provides a small sense of relief or escape. The film, its release, and the times it’s being released into defy easy classification. I’ll take it, for sure.

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