Winter 2014

Battle Tested

Michelle MacLaren went from doing almost any job on the set to directing some of the most brutal episodes of Breaking Bad, The Walking Dead and Game of Thrones. For her, the rougher the better.


BEHIND BARS: MacLaren wanted to make everything more extreme with the camera on the zombie series The Walking Dead.

Ask any hardcore Breaking Bad fan who’s responsible for directing the bloodiest, most memorably terrifying episodes of the meth-drama, and odds are they will name Michelle MacLaren. Then they’ll probably tick off a few of MacLaren’s greatest hits: The famously chilling montage in season five’s “Gliding Over All” where 10 prisoners are brutally executed in three different jails in roughly 120 seconds; or the epic parking lot ambush of DEA agent Hank Schrader (Dean Norris) in season three’s “One Minute,” in which MacLaren used everything from slow-mo, to Steadicam, to an undercarriage shot created with a $1,000 SLR camera that she mounted beneath the front of a zooming SUV. They might wax on about her love of very wide shots, which capture the beauty of the shimmering New Mexico desert and how she inserts them into episodes overflowing with the ugliness of humanity run amok.

During her five-year tenure as a director and, eventually, executive producer on Breaking Bad, MacLaren became so established as the go-to helmer for episodes involving turmoil, wrung-out despondency and extended gunfire that it helped her land plum directing jobs on AMC’s zombie apocalypse series, The Walking Dead, and HBO’s fantasy epic, Game of Thrones. Breaking Bad creator Vince Gilligan, who took to calling her “Samantha Peckinpah,” assigned her to direct “To’hajiilee,” one of the last episodes of the series. It ends spaghetti Western-style with a protracted standoff followed by a desert gun battle in which a gang of white supremacists unload a hailstorm of bullets on two DEA agents. Before both sides start blasting away, MacLaren chose to ratchet up the intensity by pushing in on each of the key characters. “I wanted to have a moment [from] the actors’ point of view and everybody feeling, ‘Oh, my god. Who’s going to be first? What’s going to happen?’” she says. “That’s how I thought I could help the audience feel that incredible tension and angst that each of these people felt.”

When it comes to her flair for genuine armchair-grippers, MacLaren points to childhood summers spent in an electricity-free cottage on a remote island 100 miles north of her hometown of Vancouver, B.C. “It was a huge influence on me from age 8 until going to university,” she says of the dark nights she spent around the fire as her family members took turns entertaining each other by concocting spooky stories; the kind that would send terror-stricken little Michelle crawling into her brother’s top bunk. “I’m not surprised that I tend to go for the dark side. I was a really scared kid so I think I understand what scares people.”

Breaking down a script and compiling a shot list by putting herself in the position of a frightened TV watcher is something that MacLaren picked up more than 10 years ago. After two and half years as co-executive producer on The X-Files, she convinced executive producers Chris Carter and Frank Spotnitz to let her direct an episode written by Gilligan involving amnesia, the Mexican cartel and authority-thwarting FBI agents. In order to keep a lid on her rising nervousness, she approached The X-Files co-executive producer-director Kim Manners and asked him, “How do I prep? What do I do?” Manners replied, “When I’m figuring out how to shoot a show, I imagine I’m sitting in the movie theater or at home watching my television and I imagine what I want to see.”

IN THE TRENCHES: (above) In her five years on Breaking Bad, MacLaren, with Jonathan Banks, became the go-to director for episodes involving extended gunplay.
MacLaren (center, in hood) meticulously mapped out "every tiny detail" for a scene in Game of Thrones in which a man leaps into a pit to battle a bear.

Though that episode, titled “John Doe,” was technically MacLaren’s directorial debut, she’d been observing directors firsthand for years. She started her career in the late ’80s as a production assistant during Canada’s go-go TV movie days. Almost immediately she picked up that being the eager young minion willing to do anything always translated into exposure to a different facet of TV making. “I did every odd job you could possibly imagine: Holding a sign in the rain for 14 hours straight, sweeping up cigarette butts, pouring coffee, running around—anything I could to be on a film set,” says MacLaren. “I wanted to be in the business. So I’d say, ‘You need that job done? Fine,’ and I became indispensable to people.” MacLaren speedily graduated from PA to AD to UPM to line producer, and joined the Directors Guild in 1992 as a UPM. Right before her directorial debut on “John Doe,” she took a refresher film course at the then-Rockport College in Maine. That’s when it dawned on her just how much she’d already picked up about directing while producing The X-Files.

“The type of producing that I did for many years involved working very closely with directors,” says MacLaren. “I prepped with the directors. I looked for locations. I’m there with casting and at art department meetings. Everything.” Often she found herself poring over X-Files dailies wondering, “Why did they shoot it that way?” “I was exposed to really fabulous directors—Kim Manners, David Nutter, Rob Bowman, Dan Sackheim. I had a front row seat watching what these guys were doing and learning from them.”

After directing an episode, MacLaren’s desire to move from just producing to producing and directing wasn’t lost on her X-Files colleagues. Manners was particularly helpful as a mentor and allowed her to watch him at work, explaining exactly what he was shooting for. “It was an amazing opportunity for me,” says MacLaren.

In at least two ways, “John Doe” forever changed MacLaren’s career path. Not only did she now have an official “directed by” credit but a better grasp of how difficult it is to create a thrilling, beautiful, compelling hour of episodic television. “After I directed for the first time, I wanted to call every director I’d ever worked with and apologize,” says MacLaren. “In television you are tasked with shooting 42 minutes, or whatever, in eight days. That’s not a lot of time. Producers try to be supportive and give you everything you need, but until you’re the person who’s racing against the clock, it’s hard to understand what you’re up against. I wish that everybody in the business could do each other’s job. We’d understand what we’re going through.”

After the X-Files ended, MacLaren continued wearing two hats. As she supplemented her income with mostly one-off producing gigs, she directed episodes of everything from an episode of Mimi Leder’s short-lived supernatural mystery John Doe to Law & Order: Special Victims Unit to the teen sci-fi show Kyle XY.

But MacLaren was still struggling to get the TV industry to see her in a new way; to get people to recognize that she wasn’t just a veteran producer who occasionally dabbled in directing. Then in 2007, Gilligan gave her a call: Did she want to direct a first season episode of Breaking Bad? As it turns out, AMC executives were resistant to the idea of Gilligan picking someone they didn’t know with production credentials for the assignment. “I found out later that they were like, ‘What do you mean? Who is this person?’” says MacLaren. “But Vince fought for me.”

However, because of the 2007-2008 writers’ strike, MacLaren didn’t get her first crack at directing Breaking Bad until the second season. The episode, “4 Days Out,” was written to be a budget-saver—known as a “bottle” episode—with most of it in a single location out in the New Mexico desert as Walt (Bryan Cranston) and Jesse (Aaron Paul) stage a marathon meth-cooking session in a rickety camper van. Yet the episode still brims with humor, postcard-pretty shots of the sun rising and falling on the desert landscape, and bits of MacLaren-esque invention.

She had been told there was no room on the production schedule for a scene she’d dreamed up while reading the script. To show how Walt and Jesse were starting to bond, she wanted to get a low, wide shot of dawn breaking as the two men stand in the middle of the flat, vast desert relieving themselves. So MacLaren enlisted the aid of 1st AD Polly Ann Mattson and cinematographer Michael Slovis, and snuck it into the day anyway. “We all got out there right before the sun came up,” says MacLaren.

“Polly had the actors there. We turned to the camera guys and said, ‘Quick, quick, quick. Grab the camera. Put it over there at the mountains. Bryan, Aaron: Run out there and pretend you’re taking a pee.’ Then we threw the lens on the camera and got the shot. It was spectacular.”

The reaction to “4 Days Out” was best articulated by Gilligan’s next offer: To come aboard as co-executive producer and direct three episodes a season. In the end, MacLaren directed 11 episodes of Breaking Bad, and was nominated for two directing Emmys. Because of how the series’ production schedule was structured, she was able to fit in directing assignments on The Walking Dead and Game of Thrones, among other shows. To make the transition from the drab suburban world of Breaking Bad and steep herself in storylines that contained wildly imaginary elements—from the rotting undead to kingdoms and dragons—MacLaren prepped by poring over cuts and reading scripts of previous episodes. She often watches other movies to get into the right mood. The transitions in her famously brutal execution montage from the Emmy-nominated “Gliding Over All” episode of Breaking Bad were inspired in part by, believe it or not, a visual joke from the sex comedy Wedding Crashers (2005) where director David Dobkin cut from dance floor shots to women falling into bed.

MacLaren was tapped to direct the first episode after the pilot of The Walking Dead—always a juicy assignment for a director because new characters and shooting styles are still being introduced. But the closest she’d come to a graphic novel before was reading Archie comic books in her childhood. What she discovered after immersing herself in the cult graphic novels that the series is based on was the power of the format. “I couldn’t believe how much story could be told within one little frame of a comic book. I was absolutely blown away—obsessed with them. I realized that when you shoot a graphic novel everything should be much more extreme with the camera.”

Part of directing on The Walking Dead and Game of Thrones involved familiarizing herself with how different production teams can have wildly different approaches when it comes to putting a season’s worth of episodes together. On Game of Thrones, for example, a director is typically given a pair of episodes and assigned a cinematographer and assistant director. The mini-team then moves from crew to crew and location to location together. For season three, MacLaren shot in Northern Ireland, Croatia and Morocco. Meanwhile, units in each country are accommodating different directors working on different episodes. “You show up, you have your prep, you scout, then meet with the art department, props and cast,” says MacLaren. “You shoot it like you would shoot any show. But you might be shooting for two days then have four days off. For this type of show, it’s incredibly efficient. What that means for a director is that you’re here much longer than you normally would be to shoot a couple of episodes for television.” And the scale is larger. “What was mind-blowing to me when I first [started working on Game of Thrones] was the size of the sets. They’re absolutely ginormous. Instead of having 20 extras, you have 200 extras. It’s just a bigger animal—which is really exciting.”

Two days before MacLaren was going to shoot a Game of Thrones scene involving a slave trader being carried into an encampment atop a sedan chair on a road lined by thousands of eunuch soldiers, she was told that due to a flood warning she’d lost her location on flat ground. When she flew from Belfast to Morocco to check out the substitute, it was very hilly and she realized she’d have to rethink how she planned to shoot the scene. “I said, ‘Just give me a minute to think about this,’” adding that after she, her DP and AD crawled around the rocks, she figured out that having the soldiers look down on the character’s arrival was even more dramatic. “It’s what I call a blessing in disguise. This incredibly cool location was even better than the first one.”

MacLaren can now take directing a beautiful young woman surrounded by a trio of CG dragons off her possible bucket list, not to mention filming a couple of guys trying to blend into a mob of flesh-eating zombies by draping themselves with ropy human intestines. When asked how she talks to the actors in such scenes she says, “I don’t approach it like, ‘Isn’t this silly?’ I approach it like it’s real and it’s happening. It doesn’t mean we don’t joke around. But when you’re doing that kind of stuff I think it is important for everyone to feel invested in the moment.”

Perhaps one of her most complicated challenges involved directing a clash between two characters and a bear for Game of Thrones. “It was months in the making,” says MacLaren who worked with a storyboard artist to meticulously map out “every tiny detail, every single eye line” for a scene that had a one-armed man leap into a deep pit to save his friend from being mauled to death by a gigantic bear. For the parts shot in Belfast, MacLaren hired a performance artist to double as the bear so the cast knew where to look. Months later, on a set built in Santa Clarita, Calif., MacLaren intended to put the actors in the pit with a live trained bear named Little Bart until the show’s insurance company intervened. “So we kind of went old school,” using everything from a whip pan, split screen and green composites, to a bear trainer outfitted in a pink dress to make it appear as if the animal and the actors were in the frame together. “It was amazing,” says MacLaren about how the trainer’s method of motivating Bart involved having the cast and crew show their love. "Every time Bart came out of the trailer, [the trainer] would have us cheer him on, by going, 'Yay, Bart! Good boy!' Grip, electric everybody," says MacLaren, her voice conveying the thrill she felt about teasing a performance out of a towering Alaskan Kodiak bear. "For two days, we were constantly clapping and smiling and cheering for the bear. It was actually really fun."

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