In a modestly scaled riff on action movies, Thelma follows a 93-year-old grandmother on a quest for justice after falling victim to a phone scammer claiming to be her grandson. The film, which is inspired by director Josh Margolin’s own grandmother, stars June Squibb in the lead role.

Below, cinematographer David Bolen (Some Kind of Heaven, Untold) discusses his inspirations for the look of the film’s San Fernando Valley setting and how the crew pulled off one particularly difficult scene.

See all responses to our annual Sundance cinematographer interviews here.

Filmmaker: How and why did you wind up being the cinematographer of your film? What were the factors and attributes that led to your being hired for this job?

Bolen: When I first read the script for Thelma, I immediately knew I wanted to shoot the project. It’s a beautiful and personal story about a 93-year-old grandmother trying to regain her independence, and it reminded me of my own grandmother in so many wonderful ways. The director Josh and I met to discuss the film, and I knew he was somebody who’d be an amazing creative partner through the chaos and stress of filmmaking. Luckily, he felt the same way and he asked me to come on board!

Filmmaker: What were your artistic goals on this film, and how did you realize them? How did you want your cinematography to enhance the film’s storytelling and treatment of its characters?

Bolen: Thelma was a fascinating project visually, because on one level it’s an action film, but on a deeper level it’s an intimate character study about grief, isolation and finding self-worth. Although we wanted to have big, sweeping visuals in the film, I never wanted to lose sight of Thelma as a person and expressing the world through her perspective. I wanted the audience to feel her sadness, struggle and determination. I strived to create images that had a closeness to Thelma and the journey through her subjective experience.

Filmmaker: Were there any specific influences on your cinematography, whether they be other films, or visual art, of photography, or something else?

Bolen: Josh, our amazing production designer Brielle Huburt and I looked at a mixture of films and photography as reference. We were really inspired by a lot of PTA’s depictions of Los Angeles, especially Punch-Drunk Love, since so much of our film takes place in the Valley. I also just love the anxiety-inducing camera movement in film and often showed it to our Steadicam operators Parker Brooks and Aaron Gant. Alexander Payne’s work in Nebraska was also used as a reference point for crafting wider, locked off frames of isolation and solitude. Lastly, we looked a lot at Larry Sultan’s Pictures from Home, which is my favorite photography book and a constant inspiration in my work. He captures aging in a really beautiful and haunting way and we brought elements of this into the way we photographed Thelma’s experience.

Filmmaker: What were the biggest challenges posed by production to those goals?

Bolen: One of the biggest challenges was the fact that our lead actress, June Squibb, was 93 years old during production. We were very concerned about her safety throughout, especially since there were so many action sequences where she’d be riding across LA on a mobile scooter! Luckily, June is one of the most amazing people on Earth, and she quickly began performing many of her own stunts. Not always having to rely on stunt doubles allowed me to have much more freedom with the shot design, and I’ll be eternally grateful to June for this.

Filmmaker: What camera did you shoot on? Why did you choose the camera that you did? What lenses did you use?

Bolen: We decided to shoot the project on the Arri Alexa 35. It had just been released when we were going into pre-production, and after several tests we realized it would be the perfect camera. On a visual level, I love the look of Arri cameras as they feel the least digital to me. In my ideal world I would have loved to shoot the project on 35mm film, but Alexa is the next best thing in my opinion. Thelma also had a lot of night work, so the Alexa 35’s high ISO capabilities were perfect for this. We could shoot in LA streets with very minimal film lighting, embracing the beauty of what already exists in the city. In addition to this, having the ability to go to 6400 ISO really allowed us to soften our light sources because you can push small units through heavy diffusion and still get solid exposure.

For lenses, we used Hawk V-Lite anamorphic lenses. They have incredible texture, and the anamorphic distortion helped us to create a feeling of isolation when necessary in the story. The V-Lite series has a special 55mm macro lens which was perfect for getting subjective-feeling close ups of Thelma without the pain of using diopters.

Filmmaker: Describe your approach to lighting.

Bolen: We wanted Thelma to feel really naturalistic, but deeply poetic and textured at the same time. Creating a mood and tone is the most impactful element of cinematography in my opinion, and I used light to represent Thelma’s subjectivity, whether that be feelings of loneliness and desperation, or happiness and love. I come from a documentary background, so I tend to embrace what exists in a space and only augment when needed. Whenever possible, I embraced window light and practicals and strove to create a space where the actors could experiment with blocking and not be so tied to exact marks. Sometimes this leads to imperfect lighting and shots, but it adds so much realism and excitement to the feel of a scene.

Filmmaker: What was the most difficult scene to realize and why? And how did you do it?

Bolen: The most difficult scene to realize takes place late in the film, at the low point of Thelma’s story. Disconnected from her friends and family, and lost in Los Angeles, she is forced to cross a desolate and rugged field in the middle of the night. This was challenging both technically and practically. On a technical level, it’s always tricky to make things feel natural when there aren’t any practical sources to motivate the light. We tried to create a heavily naturalist night look where the image mimics how the human eye sees the world after adjusting to darkness. Luckily, there were also industrial lights in the far background that we used to silhouette Thelma throughout the scene. On a practical level, it was challenging because June Squibb had to cross this field safely in very cold conditions in the middle of the night. We had to shoot a very complex scene very quickly, but luckily June was amazing as always, and showed us once again how tough she can be.

Filmmaker: Finally, describe the finishing of the film. How much of your look was “baked in” versus realized in the DI?

Bolen: We were very lucky to work with two incredible colorists on this film. Damien van der Cruyssen at Harbor Picture Company created our on-set LUT, which provided us a beautiful color profile to work with during production. The Alexa 35 was brand new at the time, and I’m eternally grateful to him for helping me create a LUT that would work well with the camera’s new color science. Our final color was done by the amazing Dante Pasquinelli at Ethos Studio. He used the LUT as a reference point, but we also made major changes based on the mood of each scene. He also fixed so many of the countless mistakes I made while shooting! Dante is a magician with film emulation and added so many interesting elements to give the Alexa the texture and imperfection of film.

TECH BOX

Film Title: Thelma

Camera: Arri Alexa 35

Lenses: Hawk V-Lite Anamorphic Lenses

Lighting: Arri Skypanels (S60s, S360s), Aputure 1200D, 600X, Astera Titan/Helios Tubes, Litegear Litemats

Color Grading: DaVinci Resolve