Show Don't Tell: Micro-Budget Filmmaking

In this episode, I'm joined by filmmaker Joe Burke, back on the show to talk about his micro-budget feature Burt.Over the past year, Burt won Best Comedy Feature at Cinequest, Best Picture and Best Ensemble at Phoenix, was the opening night film at Anchorage, and landed a slot at Palm Springs International.

It also got a full feature in the LA Times, was taken on a year-long theatrical tour, and is now being self distributed.

Burt was shot in seven days for $7,000 with a three person crew, in black and white, no stars, built around a real street musician with Parkinson's. It was finished at the end of 2023 and then rejected by 28 festivals over roughly 14 months, including places where David Gordon Green, the film's executive producer, personally emailed on its behalf and got nothing back.

Throughout the episode, Joe is candid about how close he came to leaving LA, and about the moment he stopped waiting on gatekeepers and went around them - ultimately finding success on his own terms.

Topics covered include:

• Making a black and white feature in seven days for $7,000 with a three person crew
• 28 rejections in 14 months, and what that does to you
• Why an executive producer like David Gordon Green still guarantees nothing
• Renting a 400-seat theater instead of taking a festival slot
• How the LA Times story came together, and what it unlocked
• Cold emailing theaters for 50/50 rev share with zero upfront cost
• Custom trailers, posters, and flyers cut for each individual venue
• 50 waiver emails, 25 yeses, and why follow-up is the whole game
• What the run actually returned: audience and credibility, not reps
• Getting into the DGA, then leaving his agent and manager at 30
• Owning the film forever instead of selling it
• Much More!

Links from the show:

Burt - Official Site

Joe Burke on Instagram

Joe Burke - Official Site

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In this episode, I'm joined by filmmaker Pete Ohs for his third appearance, and there's a lot to catch up on. Since we last spoke, Pete made Erupcja, a feature starring Charli XCX that he shot in Warsaw with no script, a crew of three, and the same Canon 5D Mark III running a Magic Lantern raw hack he's used on every film in his process.

The film premiered at TIFF, in a year where he also had The True Beauty of Being Bitten by a Tick at SXSW and Obex, which he co-wrote, shot, and edited with Albert Birney, at Sundance.

Throughout the episode Pete tells the full story of meeting Charli at 3am in a Lower East Side bar with Jeremy O. Harris just before Brat came out, and how the project survived Brat summer to shoot three months later, right before her world tour.

We get into why he pitches actors an experience rather than an idea, how his "don't care" philosophy kept the stakes low even with a global pop star on board, why he finally signed with a manager, and how he wrote his first script in years using the exact same process: two weeks in a friend's backyard, three scenes a day, all in the Notes app.

Topics covered include:

• Meeting Charli XCX at 3am with Jeremy O. Harris, weeks before Brat
• Pitching actors an experience instead of a script
• Shooting every film on the same 5D Mark III with a Magic Lantern raw hack
• Why "don't care" is baked into his process, even with a pop star on set
• Having three films on the festival circuit at the same time
• Spotting the carrot on a string and not chasing false opportunities
• Why he signed with a manager now and not years ago
• Writing a feature in two weeks, three scenes a day, in the Notes app
• The simple math behind his 70 to 80 minute features
• Everyone should make movies, but not everyone needs to see them
• Being honest with yourself when your film isn't getting into festivals
• Working through the top ten festival deadlines and letting sales agents handle the rest
• Intuition as a director's most important skill, and how to train it daily
• His new Patreon as a virtual DVD special features hub
• Much More!

Links from the show:

Pete Ohs on Instagram

Pete Ohs on Patreon

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In this episode, I'm joined by four-time Grammy nominee Grace Potter to talk about her new record Trespasser, the microfilm series she built alongside it, and the long road back to the film career she walked away from at nineteen.

Grace left film school to become a rock star, signed to Disney in 2005, and wrote the song that closes Tangled, but she never stopped writing screenplays or thinking like a filmmaker. Her way back in started with a music video she wrote and directed herself, and she's been shooting ever since.

Throughout the interview we get into her guerrilla approach to production, why she's trespassed on more locations than she can count, and what Mick Jagger taught her about instinct you have to earn.

Topics covered include:

• Leaving film school to become a rock star
• Signing with Disney and writing the song that ends Tangled
• How songwriting and screenwriting use the same muscle
• Why the first idea is usually the right one
• Directing her first music video, and the broken rib that followed
• Guerrilla shooting, trespassing on locations, and working fast 
• Trusting the goosebumps as your creative compass
• The Viper Room pitch that launched her film career
• What Mick Jagger's silver jacket says about preparation and instinct
• Auditioning actors instead of musicians to build her band
• Why she chose microfilms over another music video
• Much More!

Links from the show:

Grace Potter - Website

Grace Potter - Album & Micro Series Links

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In this episode, I'm joined by Legion M co-founders Jeff Annison and Paul Scanlan to talk about the new Green Day comedy Nimrods, hitting theaters August 14, and how the world's first fan-owned entertainment company ended up behind it and Coyote vs. Acme after three years on the shelf.

Jeff and Paul break down a model that doesn't exist anywhere else in Hollywood. Over 60,000 people now co-own Legion M, with an average investment of $500 and a minimum of $100, and they've raised roughly $30 to $35 million across the studio, individual films, and their new film fund. As Jeff puts it, their entire existence has cost less than the first ten minutes of a Marvel movie. Along the way they financed the William Shatner documentary in four days with two emails, produced My Dead Friend Zoe with Morgan Freeman and Ed Harris, and co-released Fackham Hall with Bleecker Street.

We also get into the business realities most filmmakers never learn: why the group of people green-lighting projects narrows every year, and why your movie ultimately boils down to its trailer, title, and key art. Paul walks through the New Year's Rev to Nimrods title change, and tells the story of pitching Green Day on a Comic-Con panel only to be told that punk rock bands don't do panels, which is how Billie Joe Armstrong ended up performing from the roof of an ice cream truck while the band threw ice cream at the crowd.

Topics covered include:

• How a fan-owned studio works, and why it has advantages
• Getting to 60,000 investors one at a time, and the goal of reaching one million
• The three ways to invest: the studio, individual films, and the film fund
• How Legion M polls its community to decide which projects to pursue
• The community response that pushed them toward Coyote vs. Acme
• Jeff's contrarian take on David Zaslav and the shelving decision
• Why they went after Nimrods and Obsession out of TIFF, and what happened
• The title change and the marketing balancing act around a Green Day audience
• The Comic-Con activation with Billie Joe Armstrong and the ice cream truck
• Why distribution should be the first thing a filmmaker thinks about, not the last
• Jeff and Paul's definitions of a great director

Links from the show:

Legion M - Website


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In this episode, I'm joined by writer, director, and bestselling comics author Michael Moreci, whose reentry into filmmaking came in the form of Revealer, a single-location horror film set in a 1980s Chicago peep show booth. He wrote the film in about ten days and it later premiered on Shudder.

Since then he's co-written and co-directed the heist comedy Holiday Hold-Up, written on Syfy's Revival, and continued a long career in comics on series like Barbaric and Dick Tracy.Throughout the episode we get into the discipline that lets you write a feature in ten days, why he thinks directing is mostly pre-production and post, how the crew community at Flyover Studios in Illinois has become the lifeblood of everything he makes, and the hard lesson that the second film is harder to get made than the first.

Topics covered include:

• Writing Revealer in ten days and more or less shooting the first draft
• Why a thorough outline is what actually lets you write fast
• Wearing the writer hat and the director hat, and why you can't wear both at once
• Splitting one narrative feature between four directors, one per character
• Clarity of vision as the thing that makes every on-set decision easy
• How an abandoned Air Force base became Flyover Studios
• Building a crew community that stays, grows, and moves laterally
• What writing for a cable series taught him about what he doesn't want
• Why comics training makes you fast, economical, and better at editing
• Somehow holding the Dick Tracy comic rights, and the value of just asking

All of this and much more on today's show!

Links from the show:

Michael Moreci on Instagram

Tessellation official site

Revealer on Shudder

Flyover Film Studios

Barbaric from Vault Comics

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In this solo episode I break down the process of writing a musical score for the first time on my upcoming short film Crow.

Topics covered include:

• Why the advice to "specialize in one area" was never right for me
• Editing the entire rough cut with zero music in 10 to 20 second chunks
• Locking in sound design before any temp score so music never becomes a crutch
• Scoring all five cues out of order, starting with the final cue and working backwards
• Where the process stands now: rough guitar demos down, next up is re-recording
• Much more!

Big thanks to Soundstripe for executive producing the film and sponsoring this episode.

Check out their new Soundstripe LIVE tool at soundstripe.com/noam

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In this episode, I'm joined by filmmaker and re-recording mixer Mark Hensley to talk about his micro-budget feature Clown and Out in Valley Village, which he shot guerrilla style over the course of a year with no crew, a cast of two, and a total budget of around $4,000 (half of which went to a single permit).

Mark shares how he found the script through a Facebook writing group, cut a 200-page draft down to something shootable, and built a workflow around editing each scene the night it was shot so he and his actors could review the footage and reshoot anything that wasn't working.

We also dive deep into his remarkable background in sound, from recording music at the Record Plant in Sausalito to mixing major network TV shows in LA, and the practical audio techniques every indie filmmaker should steal from his playbook.

Topics covered include:

• Why shooting slowly over a year with no crew is a creative advantage
• Operating as a one man band with the S1H, an RS3 Pro gimbal, and lavs into camera
• Why no single plugin fixes bad dialogue, and rescuing scenes with tools like DX Revive
• Having actors re-run scenes as audio-only safety takes to patch dropouts in post
• When emotional production sound beats technically perfect ADR
• Shooting guerrilla style in LA, and why a boom mic is the one giveaway to avoid
• Knowing your coverage in advance instead of shooting every scene wide-medium-close
• Renting vs. buying gear, and why becoming a filmmaker means owning a camera
• Why anybody can become a filmmaker, even starting at 55 with zero experience

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In this episode, I'm joined by Aidan Leary and C.R. Thompson, the writing team behind Monkey's Magic Merry Go Round. A micro-budget horror feature pitched as Mr. Rogers' Neighborhood meets Evil Dead 2, produced by mumblecore legend Joe Swanberg.

Throught the episode Aidan and C.R. share the wild origin story of the film, from a screenplay written in just two weeks, to them living in the back of Joe Swanberg's video store just two months later after he bought it.

We also get into the nuts and bolts of the 11-day shoot: directing without a first AD, running a crew of about a dozen people inside the Chicago Children's Theater, hiring set builders straight off PBS, and their lightning fast post-production process.

Topics covered include:

• Turning a childhood nightmare about an evil monkey puppet into a feature
• Four-act structure vs. three-act structure, and the South Park method
• Using Joe Swanberg's own pitching technique to sell him the script
• Joe's best advice: the only wrong decision is no decision
• Intentional continuity breaks as a creative safety net
• Editing lessons: temp sound effects, test screenings, and killing your darlings
• Why editors often make the best directors
• Much more!

Links from this episode:

Film on Instagram

Aidan Leary on Instagram

C.R. Thompson on Instagram

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In this episode, I'm joined by actor and filmmaker Hannah Barefoot to talk about building a career as a working actor, her recurring role on NCIS: Origins, our new short film Crow, and the leap into producing and crowdfunding her own first feature, Wyoming Christmas Carol.

Throughout the interview Hannah breaks down how she went from a string of day jobs to 80 film and TV credits, and how that's now led her into feature filmmaking.

We also get deep into the producer side of indie filmmaking. Hannah shares exactly how she's financing Wyoming Christmas Carol through a WeFunder equity crowdfunding campaign, why fiscal sponsorship matters for filmmakers, and the practical steps for building pitch materials that actually convert.

Topics covered include:

• Hannah's path from small-town Wyoming to 80+ film and TV credits
• Burning out, quitting acting, and finding her way back in her late twenties
• Landing a recurring role on NCIS: Origins
• Why the "small" no-budget projects are so often the ones that change everything
• Financing a feature through WeFunder equity crowdfunding
• Fiscal sponsorship, 501(c)(3)s, and why they matter for indie filmmakers
• Shooting in-character photo shoots to sell a project more effectively
• Much more!

Links from the show:

Wyoming Christmas Carol - WeFunder

Wyoming Christmas Carol - Instagram

Hannah Barefoot - Instagram

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In this episode, I'm joined by writer-director-actor Cory Thibert to talk about his debut feature Mild Life, a coming-of-age film that premiered at Woodstock Film Festival and went on to win Best Canadian Feature at the Victoria Film Festival.

Mild Life follows Lawrence, a drummer whose world gets thrown off beat when his girlfriend wants to leave their hometown just as he's stepping into a caregiver role for his parents, who both live with cerebral palsy. The story is drawn directly from Cory's own life - both of his parents have cerebral palsy, and he cast actors with cerebral palsy to play the parents for authentic representation.

Throughout the inteview we discuss the challenges of going this personal with your work, why "the more specific you are, the more universal you are" advice is true, and how to mine your own experience to create more meaningful stories.

We also break down his 14 day shoot, 98 page script, 5 person skeleton crew, and the 2 camera / always-rolling coverage strategy that helped him reach the finish line.

Topics covered include:

• Finding a personal way into your stories - and how to avoid self-indulgence
• Authentic disability representation on screen and casting actors with cerebral palsy
• Coming up as a filmmaker without family money or a financial safety net
• Making a feature between two kids' births while holding down a day job
• Running a five-person skeleton crew and shooting two cameras at all times
• Directing and starring at once - how to balance wearing multiple hats
• The Canada Council grant that funded post after the shoot wrapped
• Approaching distribution with a tiered strategy (Crave, Hoopla, Kanopy)
• Much more

Links from the show:


Mild Life - Website

Mild Life - Instagram

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